MAXWELL TECHNOLOGIES INC, 10-K filed on 8/1/2013
Annual Report
Document and Entity Information (USD $)
12 Months Ended
Dec. 31, 2012
Jul. 24, 2013
Jun. 30, 2012
Document and Entity Information [Abstract]
 
 
 
Entity Registrant Name
MAXWELL TECHNOLOGIES INC 
 
 
Entity Central Index Key
0000319815 
 
 
Document Type
10-K 
 
 
Document Period End Date
Dec. 31, 2012 
 
 
Amendment Flag
false 
 
 
Document Fiscal Year Focus
2012 
 
 
Document Fiscal Period Focus
FY 
 
 
Trading Symbol
mxwl 
 
 
Current Fiscal Year End Date
--12-31 
 
 
Entity Filer Category
Accelerated Filer 
 
 
Entity Well-known Seasoned Issuer
No 
 
 
Entity Voluntary Filers
No 
 
 
Entity Current Reporting Status
No 
 
 
Entity Common Stock, Shares Outstanding
 
29,535,041 
 
Entity Public Float
 
 
$ 179,494,759 
Consolidated Balance Sheets (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2010
Dec. 31, 2009
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$ 28,739 
$ 20,073 
$ 22,310 
$ 30,628 
$ 29,289 
$ 30,988 
$ 29,791 
$ 33,063 
$ 39,829 
$ 29,582 
Trade and other accounts receivable, net of allowance for doubtful accounts of $157 and $450 at December 31, 2012 and 2011, respectively
33,420 
38,816 
34,334 
32,523 
27,973 
30,007 
32,201 
26,214 
 
 
Inventories
41,620 
43,802 
41,039 
39,180 
33,234 
29,662 
29,030 
26,465 
 
 
Prepaid expenses and other current assets
3,228 
2,975 
3,458 
3,295 
3,152 
3,204 
2,955 
2,683 
 
 
Total current assets
107,007 
105,666 
101,141 
105,626 
93,648 
93,861 
93,977 
88,425 
 
 
Property and equipment, net
36,235 
35,806 
33,275 
31,922 
28,541 
26,985 
24,952 
22,257 
 
 
Intangible assets, net
669 
758 
854 
985 
1,111 
1,259 
1,438 
1,526 
 
 
Goodwill
25,416 
24,826 
24,621 
25,730 
24,887 
25,592 
27,423 
25,338 
24,956 
 
Pension asset
6,939 
6,945 
6,685 
6,815 
6,359 
6,125 
6,387 
5,642 
 
 
Other non-current assets
206 
38 
38 
200 
246 
382 
471 
 
 
Total assets
176,472 
174,039 
166,614 
171,078 
154,746 
154,068 
154,559 
143,659 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
27,181 
31,989 
31,245 
34,254 
36,100 
30,971 
30,628 
28,851 
 
 
Accrued warranty
269 
244 
265 
287 
258 
261 
304 
367 
 
 
Accrued employee compensation
4,743 
5,025 
5,721 
5,850 
6,343 
7,037 
6,931 
4,942 
 
 
Deferred revenue
6,408 
5,149 
4,170 
2,568 
1,042 
 
 
 
 
 
Short-term borrowings and current portion of long-term debt
9,452 
9,844 
10,224 
10,649 
5,431 
3,409 
3,685 
3,470 
 
 
Deferred tax liability
980 
499 
499 
499 
499 
1,373 
1,373 
1,373 
 
 
Total current liabilities
49,033 
52,750 
52,124 
54,107 
49,673 
45,529 
44,097 
39,422 
 
 
Deferred tax liability, long-term
1,384 
962 
952 
944 
933 
1,166 
1,166 
1,166 
 
 
Long-term debt, excluding current portion
83 
25 
35 
47 
68 
2,292 
2,504 
2,282 
 
 
Other long-term liabilities
1,039 
699 
750 
778 
3,028 
3,028 
3,070 
3,049 
 
 
Total liabilities
51,539 
54,436 
53,861 
55,876 
53,702 
52,015 
50,837 
45,919 
 
 
Commitments and contingencies (Note 12 and Note 14)
   
 
 
 
   
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,162 and 28,174 shares issued and outstanding at December 31, 2012 and 2011, respectively
2,913 
2,915 
2,911 
2,910 
2,815 
2,797 
2,780 
2,779 
 
 
Additional paid-in capital
267,623 
267,069 
266,225 
265,414 
252,907 
252,525 
250,341 
249,558 
 
 
Accumulated deficit
(158,134)
(161,000)
(166,229)
(166,260)
(165,308)
(165,823)
(166,392)
(166,192)
 
 
Accumulated other comprehensive income
12,531 
10,619 
9,846 
13,138 
10,630 
12,554 
16,993 
11,595 
 
 
Total stockholders’ equity
124,933 
119,603 
112,753 
115,202 
101,044 
102,053 
103,722 
97,740 
88,023 
77,992 
Total liabilities and stockholders’ equity
$ 176,472 
$ 174,039 
$ 166,614 
$ 171,078 
$ 154,746 
$ 154,068 
$ 154,559 
$ 143,659 
 
 
Consolidated Balance Sheets (Parenthetical) (USD $)
In Thousands, except Share data, unless otherwise specified
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Statement of Financial Position [Abstract]
 
 
 
 
 
 
 
 
Trade and other accounts receivable, allowance
$ 157 
$ 341 
$ 216 
$ 281 
$ 450 
$ 451 
$ 353 
$ 209 
Common stock, par value
$ 0.10 
$ 0.10 
$ 0.10 
$ 0.10 
$ 0.1000 
$ 0.10 
$ 0.10 
$ 0.10 
Common stock, shares authorized
40,000,000 
40,000,000 
40,000,000 
40,000,000 
40,000,000 
40,000,000 
40,000,000 
40,000,000 
Common stock, shares issued
29,162,000 
29,183,000 
29,136,000 
29,127,000 
28,174,000 
28,123,000 
27,955,000 
27,950,000 
Common stock, shares outstanding
29,162,000 
29,183,000 
29,136,000 
29,127,000 
28,174,000 
28,123,000 
27,955,000 
27,950,000 
Consolidated Statements of Operations (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Income Statement [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Revenue
$ 44,503 
$ 42,713 
$ 36,238 
$ 35,804 
$ 37,376 
$ 42,030 
$ 38,546 
$ 29,224 
$ 159,258 
$ 147,176 
$ 121,882 
Cost of revenue
 
24,571 
21,714 
20,647 
22,366 
25,200 
24,645 
17,895 
94,206 
90,106 
74,995 
Gross profit
17,229 
18,142 
14,524 
15,157 
15,010 
16,830 
13,901 
11,329 
65,052 
57,070 
46,887 
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
Selling, general and administrative
 
7,342 
8,409 
9,788 
8,459 
9,605 
9,198 
7,956 
33,656 
35,218 
35,646 
Research and development
 
5,084 
5,294 
5,570 
5,380 
5,707 
5,305 
5,964 
21,700 
22,356 
17,736 
Total operating expenses
 
12,426 
13,703 
15,358 
13,839 
15,312 
14,503 
13,920 
55,356 
57,574 
53,382 
Income (loss) from operations
 
5,716 
821 
(201)
1,171 
1,518 
(602)
(2,591)
9,696 
(504)
(6,495)
Interest expense, net
 
(56)
(56)
(26)
(21)
(27)
(25)
(36)
(116)
(109)
(188)
Amortization of debt discount and prepaid debt costs
 
(16)
(15)
(11)
(55)
(57)
(55)
(83)
Gain on embedded derivatives and warrants
 
1,086 
1,086 
2,341 
Income (loss) from operations before income taxes
 
5,644 
750 
(238)
1,150 
1,491 
(627)
(1,596)
9,523 
418 
(4,425)
Income tax provision
 
416 
719 
714 
635 
922 
(427)
726 
2,349 
1,856 
1,631 
Net income (loss)
$ 2,867 1
$ 5,228 2
$ 31 3
$ (952)4
$ 515 5
$ 569 6
$ (200)7
$ (2,322)8
$ 7,174 
$ (1,438)
$ (6,056)
Net income (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
 
$ 0.18 
$ 0.00 
$ (0.03)
$ 0.02 
$ 0.02 
$ (0.01)
$ (0.09)
$ 0.25 
$ (0.05)
$ (0.23)
Diluted (in dollars per share)
 
$ 0.18 
$ 0.00 
$ (0.03)
$ 0.02 
$ 0.02 
$ (0.01)
$ (0.09)
$ 0.25 
$ (0.05)
$ (0.23)
Weighted average common shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
Basic (in shares)
 
28,736 
28,672 
28,122 
27,851 
27,733 
27,669 
27,285 
28,568 
27,637 
26,234 
Diluted (in shares)
 
28,748 
28,780 
28,122 
28,285 
28,161 
27,669 
27,285 
28,709 
27,637 
26,234 
Consolidated Statements of Comprehensive Income (Loss) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Statement of Other Comprehensive Income [Abstract]
 
 
 
Net income (loss)
$ 7,174 
$ (1,438)
$ (6,056)
Other comprehensive income (loss), net of tax:
 
 
 
Foreign currency translation adjustments
1,796 
(628)
5,529 
Realized gain on marketable securities
Defined benefit pension plan, net of tax:
 
 
 
Actuarial (loss) gain on benefit obligation and plan assets, net of tax benefit of $39, tax provision of $38 and tax benefit of $814 for the years ended December 31, 2012, 2011 and 2010, respectively
(352)
192 
(3,402)
Amortization of deferred loss, net of tax benefit of $26 and $41 for the years ended December 31, 2012 and 2011, respectively
190 
268 
Amortization of prior service cost, net of tax benefit of $5, $7 and $7 for the years ended December 31, 2012, 2011 and 2010, respectively
39 
39 
32 
Settlement, net of tax benefit of $30 for the year ended December 31, 2012
228 
Other comprehensive income (loss), net of tax
1,901 
(129)
2,161 
Comprehensive income (loss)
$ 9,075 
$ (1,567)
$ (3,895)
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Statement of Other Comprehensive Income [Abstract]
 
 
 
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net Unamortized (Gain) Loss Arising During Period, Tax
$ 39 
$ (38)
$ 814 
Tax effect of Amortization of Net Loss Recognized in Net Periodic Benefit Cost
(26)
(41)
Tax effect of amortization of prior service cost recognized in net periodic benefit cost
(5)
(7)
(7)
Other Comprehensive Income (Loss), Finalization of Pension and Non-Pension Postretirement Plan Valuation, Tax
$ (30)
$ 0 
$ 0 
Consolidated Statements of Stockholders' Equity (USD $)
In Thousands, except Share data, unless otherwise specified
Total
Common Stock [Member]
Additional Paid-in Capital [Member]
Accumulated Deficit [Member]
Accumulated Other Comprehensive Income [Member]
Balance at Dec. 31, 2009
$ 77,992 
$ 2,633 
$ 224,575 
$ (157,814)
$ 8,598 
Balance, shares at Dec. 31, 2009
 
26,321,000 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
Common stock issued under employee benefit plans, shares
 
319,000 
 
 
 
Common stock issued under employee benefit plans
3,290 
32 
3,258 
 
 
Share-based compensation, shares
 
114,000 
 
 
 
Share-based compensation
2,627 
2,619 
 
 
Shares issued for exercise of warrants, shares
462,000 
462,000 
 
 
 
Shares issued for exercise of warrants
8,555 
46 
8,509 
 
 
Conversion of debenture into shares of common stock
 
 
 
 
Repurchase of shares, shares
 
(34,000)
 
 
 
Repurchase of shares
(546)
(4)
(542)
 
 
Net income (loss)
(6,056)
 
 
(6,056)
 
Other Comprehensive Income
 
 
 
 
 
Foreign currency translation adjustment
5,529 
 
 
 
5,529 
Pension adjustment, net of tax benefit
(3,370)
 
 
 
(3,370)
Realized gain on marketable securities
 
 
 
Balance at Dec. 31, 2010
88,023 
2,715 
238,419 
(163,870)
10,759 
Balance, shares at Dec. 31, 2010
 
27,182,000 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
Common stock issued under employee benefit plans, shares
 
310,000 
 
 
 
Common stock issued under employee benefit plans
2,819 
32 
2,787 
 
 
Share-based compensation, shares
 
177,000 
 
 
 
Share-based compensation
2,582 
17 
2,565 
 
 
Shares issued for exercise of warrants, shares
 
 
 
 
Shares issued for exercise of warrants
 
 
 
 
Conversion of debenture into shares of common stock, shares
 
514,000 
 
 
 
Conversion of debenture into shares of common stock
9,341 
51 
9,290 
 
 
Repurchase of shares, shares
 
(9,000)
 
 
 
Repurchase of shares
(154)
(154)
 
 
Net income (loss)
(1,438)
 
 
(1,438)
 
Other Comprehensive Income
 
 
 
 
 
Foreign currency translation adjustment
(628)
 
 
 
(628)
Pension adjustment, net of tax benefit
499 
 
 
 
499 
Realized gain on marketable securities
 
 
 
 
Balance at Dec. 31, 2011
101,044 
2,815 
252,907 
(165,308)
10,630 
Balance, shares at Dec. 31, 2011
 
28,174,000 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
Common stock issued under employee benefit plans, shares
 
227,000 
 
 
 
Common stock issued under employee benefit plans
1,762 
22 
1,740 
 
 
Share-based compensation, shares
 
204,000 
 
 
 
Share-based compensation
3,088 
20 
3,068 
 
 
Proceeds from issuance of common stock, shares
 
573,000 
 
 
 
Proceeds from issuance of common stock, net
10,283 
57 
10,226 
 
 
Conversion of debenture into shares of common stock
 
 
 
 
Repurchase of shares, shares
 
(16,000)
 
 
 
Repurchase of shares
(319)
(1)
(318)
 
 
Net income (loss)
7,174 
 
 
7,174 
 
Other Comprehensive Income
 
 
 
 
 
Foreign currency translation adjustment
1,796 
 
 
 
1,796 
Pension adjustment, net of tax benefit
105 
 
 
 
105 
Realized gain on marketable securities
 
 
 
 
Balance at Dec. 31, 2012
$ 124,933 
$ 2,913 
$ 267,623 
$ (158,134)
$ 12,531 
Balance, shares at Dec. 31, 2012
 
29,162,000 
 
 
 
Consolidated Statements of Stockholders' Equity Consolidated Statements of Stockholders' Equity (Parenthetical) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Pension adjustment, tax benefit
$ 15 
$ 86 
$ 807 
Consolidated Statements of Cash Flows (USD $)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Operating activities:
 
 
 
Net income (loss)
$ 7,174,000 
$ (1,438,000)
$ (6,056,000)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
 
 
 
Depreciation
7,051,000 
6,800,000 
6,027,000 
Amortization of intangible assets
441,000 
559,000 
535,000 
Amortization of debt discount and prepaid debt costs
57,000 
55,000 
83,000 
Gain on embedded derivatives and warrants
(1,086,000)
(2,341,000)
Pension (benefit) cost
437,000 
(109,000)
(209,000)
Stock-based compensation expense
3,088,000 
2,582,000 
2,627,000 
Loss on impairment of property and equipment
880,000 
Provision for (recovery of) losses on accounts receivable
(245,000)
300,000 
(159,000)
Changes in operating assets and liabilities:
 
 
 
Trade and other accounts receivable
(4,914,000)
(827,000)
(4,485,000)
Inventories
(8,290,000)
(14,123,000)
(1,175,000)
Prepaid expenses and other assets
333,000 
122,000 
(19,000)
Deferred income taxes
550,000 
(1,108,000)
(110,000)
Accounts payable and accrued liabilities and deferred revenue
(3,122,000)
8,466,000 
4,012,000 
Accrued employee compensation
(1,699,000)
278,000 
1,374,000 
Other long-term liabilities
(2,007,000)
(5,572,000)
7,764,000 
Net cash provided by (used in) operating activities
(1,146,000)
(5,101,000)
8,748,000 
Investing activities:
 
 
 
Purchases of property and equipment
(15,200,000)
(14,466,000)
(8,794,000)
Net cash used in investing activities
(15,200,000)
(14,466,000)
(8,794,000)
Financing activities:
 
 
 
Principal payments on long-term debt and short-term borrowings
(9,638,000)
(12,462,000)
(11,073,000)
Proceeds from long-term and short-term borrowings
13,481,000 
12,229,000 
10,749,000 
Proceeds from exercise of stock warrants
7,500,000 
Repurchase of shares for employee tax withholding obligation
319,000 
154,000 
546,000 
Proceeds from issuance of common stock under equity compensation plans
1,762,000 
2,819,000 
3,290,000 
Proceeds from issuance of common stock under secondary security offering
10,283,000 
Release of restricted cash
8,000,000 
Net cash provided by financing activities
15,569,000 
10,432,000 
9,920,000 
Increase (decrease) in cash and cash equivalents from operations
(777,000)
(9,135,000)
9,874,000 
Effect of exchange rate changes on cash and cash equivalents
227,000 
(1,405,000)
373,000 
Increase (decrease) in cash and cash equivalents
(550,000)
(10,540,000)
10,247,000 
Cash and cash equivalents, beginning of period
29,289,000 
39,829,000 
29,582,000 
Cash and cash equivalents, end of period
28,739,000 
29,289,000 
39,829,000 
Cash paid for:
 
 
 
Interest
174,000 
166,000 
267,000 
Income taxes
1,594,000 
3,329,000 
12,000 
Supplemental schedule of noncash investing and financing activities:
 
 
 
Leasehold Improvements, Funded by Landlords
1,002,000 
1,522,000 
434,000 
Conversion of debenture into shares of common stock
9,341,000 
Stock warrant liability settled in shares of common stock
$ 0 
$ 0 
$ 1,055,000 
Description of Business and Summary of Significant Accounting Policies
Description of Business and Summary of Significant Accounting Policies
Description of Business and Summary of Significant Accounting Policies
Description of Business
Maxwell Technologies, Inc. is a Delaware corporation originally incorporated in 1965 under the name Maxwell Laboratories, Inc. In 1983, the Company completed an initial public offering, and in 1996, changed its name to Maxwell Technologies, Inc. The Company is headquartered in San Diego, California, has two manufacturing facilities located in San Diego, California and Rossens, Switzerland, and is in the process of opening a manufacturing facility in Peoria, Arizona. In addition, the Company has two contract manufacturers located in China. Maxwell operates as one operating segment called High Reliability, which is comprised of three product lines:
Ultracapacitors: Our primary focus, ultracapacitors, are energy storage devices that possess a unique combination of high power density, extremely long operational life and the ability to charge and discharge very rapidly. Our ultracapacitor cells and multi-cell packs and modules provide highly reliable energy storage and power delivery solutions for applications in multiple industries, including transportation, automotive, information technology, renewable energy and industrial electronics.
High-Voltage Capacitors: Our CONDIS® high-voltage capacitors are designed and manufactured to perform reliably for decades in all climates. These products include grading and coupling capacitors and capacitive voltage dividers that are used to ensure the safety and reliability of electric utility infrastructure and other applications involving transport, distribution and measurement of high-voltage electrical energy.
Radiation-Hardened Microelectronic Products: Our radiation-hardened microelectronic products for satellites and spacecraft include single board computers and components, such as high-density memory and power modules. Many of these products incorporate our proprietary RADPAK® packaging and shielding technology and novel architectures that enable them to withstand the effects of environmental radiation and perform reliably in space.
The Company’s products are designed and manufactured to perform reliably for the life of the products and systems into which they are integrated. The Company achieves high reliability through the application of proprietary technologies and rigorously controlled design, development, manufacturing and test processes.
Financial Statement Presentation
The accompanying consolidated financial statements include the accounts of Maxwell Technologies, Inc. and its subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). All intercompany transactions and account balances have been eliminated in consolidation.
Liquidity
As of December 31, 2012, the Company had approximately $28.7 million in cash and cash equivalents. Although the Company has a credit facility providing for a $15.0 million line of credit which has not been drawn upon to date, based on the events of default discussed in Note 7 as a result of the restatement of previously issued financial statements described in Note 2, the bank's obligation to extend any further credit has ceased and terminated. As of December 31, 2012, $3.9 million was outstanding under the equipment term loan provided by the same credit facility. In June 2013, the Company entered into a forbearance agreement with the bank wherein the bank agreed to forbear from further exercise of its rights and remedies under the credit agreement to call the outstanding debt balance in connection with the events of default for a specified period of time.
In April 2011, the Company filed a shelf registration statement on Form S-3 with the Securities and Exchange Commission ("SEC)" to, from time to time, sell up to an aggregate of $125 million of its common stock, warrants or debt securities. To date, the Company has sold 572,510 shares pursuant to this registration statement for net proceeds of $10.3 million. As a result of the restatement of previously issued financial statements described in Note 2, the Company is no longer in compliance with the ongoing eligibility requirements of this shelf registration statement on Form S-3, and therefore it is no longer effective.
In the future, the Company may supplement these available sources of cash by issuing additional debt or equity.
As of December 31, 2012, the Company had cash and cash equivalents of $28.7 million. Management believes that this available cash balance, combined with cash the Company expects to generate from operations, will be sufficient to fund its operations, obligations as they become due, and capital investments for at least the next twelve months
Reclassifications
Certain prior period amounts in the consolidated statements of operations have been reclassified to conform to the current period presentation. These reclassifications do not impact reported net income (loss) and do not otherwise have a material impact on the presentation of the overall financial statements.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect reported amounts and related disclosures. These estimates include, but are not limited to, assessing the collectability of accounts receivable, applied and unapplied production costs, production capacities, the usage and recoverability of inventories and long-lived assets, including deferred income taxes, the incurrence of warranty obligations, impairment of goodwill and other intangible assets, estimation of the cost to complete certain projects, accruals for estimated losses from legal matters, and estimation of the value of stock-based compensation awards, including the probability that the performance criteria of restricted stock awards will be met.
Revenue Recognition
Revenue is derived primarily from the sale of manufactured products directly to customers. Product revenue is recognized, according to the guidelines of the Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin (“SAB”) Numbers 101, Revenue Recognition in Financial Statements, and 104, Revenue Recognition, when all of the following criteria are met: (1) persuasive evidence of an arrangement exists (upon contract signing or receipt of an authorized purchase order from a customer); (2) title passes to the customer at either shipment from the Company’s facilities or receipt at the customer facility, depending on shipping terms; (3) customer payment is deemed fixed or determinable and free of contingencies or significant uncertainties; and (4) collectability is reasonably assured. This policy has been consistently applied from period to period.
Beginning in the fourth quarter of 2011, for three distributors of the Company's products, the Company offered extended payment terms which allowed these distributors to pay us after they received payment from their customer, with respect to certain sales transactions. Also beginning in the fourth quarter of 2011, for one other distributor of the Company's products, the Company offered return rights and profit margin protection with respect to certain sales transactions. Therefore, for these four distributors, the Company determined that the revenue recognition criteria of SAB 101 and 104 were not met at the time of shipment, as there was no fixed or determinable price, nor was collection reasonably assured, at least with respect to certain sales transactions. As a result, for the three distributors provided with extended payment terms, which did not provide for a fixed or determinable price, the Company determined to defer the recognition of revenue on all sales beginning in the fourth quarter of 2011 to the period in which cash is received. For the one distributor provided with return rights and profit margin protection, for which the Company could not estimate exposure, the Company determined to defer the recognition of revenue on all sales beginning in the fourth quarter of 2011 until until the distributor confirms with the Company that they are not entitled to any further returns or credits.
The Company deferred revenue recognition on net sales of approximately $18.9 million and $10.8 million for the years ended December 31, 2012 and 2011, respectively. Under these arrangements, the Company recognized revenue of $12.7 million and $3.2 million during the fiscal years 2012 and 2011, respectively. Payments from customers on net sales for which revenue has been deferred are included in deferred revenue in the amount of $6.4 million and $1.0 million as of December 31, 2012 and 2011, respectively. The Company has recorded the cost basis of related inventory shipped of approximately $9.2 million and $5.5 million at December 31, 2012 and 2011, respectively, in "inventory" in the condensed consolidated balance sheets.
Cash and Cash Equivalents
The Company invests its excess cash in debt instruments of the U.S. Government and its agencies, bank certificates of deposit, commercial paper and high-quality corporate issuers. All highly liquid instruments with an original maturity of three months or less from purchase are considered cash equivalents.
Accounts Receivable and Allowance for Doubtful Accounts
Trade receivables are stated at gross invoiced amount less an allowance for uncollectible accounts. The allowance for doubtful accounts reflects management’s best estimate of probable losses inherent in the accounts receivable balance. Management determines the allowance for doubtful accounts based on known troubled accounts, historical experience and other currently available evidence.
Inventories
Inventories are stated at the lower of cost (first-in first-out basis) or market. Finished goods and work-in-process inventory values include the cost of raw materials, labor and manufacturing overhead. Consigned inventory includes finished goods delivered to customers for which the related sale has not met the revenue recognition criteria and revenue has been deferred. Inventory when written down to market value establishes a new cost basis and its value is not subsequently increased based upon changes in underlying facts and circumstances. The Company makes adjustments to reduce the cost of inventory to its net realizable value, if required, for estimated excess or obsolete inventories. Factors influencing these adjustments include inventories on-hand compared with historical and estimated future sales for existing and new products and assumptions about the likelihood of obsolescence. Unabsorbed and underabsorbed costs are treated as expense in the period incurred.
Property and Equipment
Property and equipment are carried at cost and are depreciated using the straight-line method. Depreciation is provided over the estimated useful lives of the related assets (three to ten years). Leasehold improvements are depreciated over the shorter of their estimated useful life or the term of the lease. Leasehold improvements funded by landlords are recorded as property and equipment, which is depreciated over the shorter of the estimated useful life of the asset or the lease term, and deferred rent, which is amortized over the lease term. As of December 31, 2012 and 2011, the net book value of leasehold improvements funded by landlords was $5.9 million and $3.7 million, respectively. As of December 31, 2012 and 2011, the unamortized balance of deferred rent related to landlord funding of leasehold improvements was $2.7 million and $2.1 million, respectively, which is included in "accounts payable and accrued liabilities" and "other long-term liabilities" in the consolidated balance sheets.
Goodwill
Goodwill, which represents the excess of the cost of an acquired business over the net fair value assigned to its assets and liabilities, is not amortized. Instead, goodwill is assessed for impairment under the Intangibles—Goodwill and Other Topic of the FASB ASC. The Company has established December 31 as the annual impairment test date. The Company first makes a qualitative assessment as to whether goodwill is impaired and if it is more likely than not that goodwill is impaired, the Company performs a two-step quantitative impairment analysis to determine if goodwill is impaired. The Company may also determine to skip the qualitative assessment in any year and move directly to the quantitative test. No impairments of goodwill were reported during the years ended December 31, 2012, 2011 and 2010.
Impairment of Long-Lived Assets and Intangible Assets
Property and equipment and intangible assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying value of the assets may not be recoverable. If the Company determines that the carrying value of the asset is not recoverable, a permanent impairment charge is recorded for the amount by which the carrying value of the long-lived or intangible asset exceeds its fair value. Intangible assets with finite lives are amortized on a straight-line basis over their useful lives of ten to thirteen years. No impairments of property and equipment or intangible assets were recorded during the years ended December 31, 2012 and 2011. In 2010, the Company recorded an impairment of property and equipment of $880,000 to reduce the carrying value of equipment to its estimated fair value. This impairment charge related to the reclassification of assets that were previously classified as held-for-sale, to held-and-used, during the fourth quarter of 2010.
Warranty Obligation
The Company provides warranties on all product sales. The majority of the Company’s warranties are for one to two years in the normal course of business. The Company accrues for the estimated warranty costs at the time of sale based on historical warranty experience plus any known or expected changes in warranty exposure.
Income Taxes
Deferred income taxes are provided on a liability method in accordance with the Income Taxes Topic of the FASB ASC, whereby deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Under this method, deferred income taxes are recorded to reflect the tax consequences on future years of temporary differences between the tax basis of assets and liabilities and their reported amounts at each period end. If it is more likely than not that some portion or all of a deferred tax asset will not be realized, a valuation allowance is recognized. The guidance also provides criteria for the recognition, measurement, presentation and disclosures of uncertain tax positions. A tax benefit from an uncertain tax position may be recognized if it is “more likely than not” that the position is sustainable based solely on its technical merits.
Concentration of Credit Risk
The Company maintains cash balances at various financial institutions primarily in California and in Switzerland. In California, cash balances commonly exceed the $250,000 Federal Deposit Insurance Corporation insurance limit. In Switzerland, the banks where the Company has cash deposits are either government-owned, or in the case of cash deposited with non-government banks, deposits are insured up to 100,000 Swiss Francs. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to any significant credit risk with respect to such cash and cash equivalents.
Financial instruments, which subject the Company to potential concentrations of credit risk, consist principally of the Company’s accounts receivable. The Company’s accounts receivable result from product sales to customers in various industries and in various geographical areas, both domestic and foreign. The Company performs credit evaluations of its customers and generally requires no collateral. One customer, Shenzhen Xinlikang Supply China Management Co. LTD., accounted for 18% of total revenue in 2012. There were no sales to a single customer amounting to more than 10% of total revenue for the years ended December 31, 2011 and 2010. Three customers: Shenzhen Xinlikang Supply China Management Co. LTD.; Xiamen Golden Dragon Bus Co. LTD.; and ABB, accounted for 26%, 15% and 11%, respectively, of total accounts receivable as of December 31, 2012. No customer accounted for more than 10% of total accounts receivable as of December 31, 2011.
Research and Development Expense
Research and development expenditures are expensed in the period incurred. Third-party funding of research and development expense under cost-sharing arrangements is recorded as an offset to research and development expense in the period the expenses are incurred.
Advertising Expense
Advertising costs are expensed in the period incurred. Advertising expense was $1.2 million, $287,000 and $256,000 for the years ended December 31, 2012, 2011 and 2010, respectively.
Shipping and Handling Expense
The Company recognizes shipping and handling expenses as a component of cost of revenue. Total shipping and handling expense included in cost of revenue was $1.4 million, $2.9 million, and $1.3 million for the years ended December 31, 2012, 2011 and 2010, respectively.
Patent Defense Costs
The Company capitalizes patent defense costs as additional cost of the patents when a successful outcome in a patent defense case is probable. If the Company is ultimately unsuccessful the costs would be charged to expense. Legal expenses associated with a previous patent infringement lawsuit were capitalized as an intangible asset. The Company settled this lawsuit in 2009, and the $1 million in consideration that the Company received in the settlement was netted against the capitalized patent defense costs. The net amount is being amortized over the remaining lives of these patents. As of December 31, 2012, unamortized patent defense costs of $362,000 are classified as intangible assets in the consolidated balance sheet.
Foreign Currencies
The Company’s primary foreign currency exposure is related to its subsidiary in Switzerland, which has Euro and local currency (Swiss Franc) revenue and operating expenses, and local currency loans. Changes in these currency exchange rates impact the reported U.S. dollar amount of revenue, expenses and debt. The functional currency of the Swiss subsidiary is the Swiss Franc. Assets and liabilities of the Swiss subsidiary are translated at month-end exchange rates, and revenues, expenses, gains and losses are translated at rates of exchange that approximate the rate in effect at the time of the transaction. Any translation adjustments resulting from this process are presented separately as a component of accumulated other comprehensive income within stockholders’ equity in the consolidated balance sheets. Foreign currency transaction gains and losses are reported in "cost of revenue" and "selling, general and administrative" expense in the consolidated statements of operations.
Foreign Currency Derivative Instruments
As part of its risk management strategy, the Company uses forward contracts to hedge certain foreign currency exposures. The Company's objective is to offset gains or losses resulting from these exposures with opposing gains or losses on the forward contracts, thereby reducing volatility of earnings created by these foreign currency exposures. In accordance with the Derivatives and Hedging Topic of the FASB ASC, the fair values of the forward contracts are estimated at each period end based on quoted market prices and are recorded in “prepaid expenses and other current assets” or “accounts payable and accrued liabilities” on the consolidated balance sheets. Any gains or losses recognized on these contracts are recorded in “cost of revenue” and “selling, general and administrative” expense in the consolidated statements of operations.
Net Income (Loss) per Share
In accordance with the Earnings Per Share Topic of the FASB ASC, basic net income (loss) per share is calculated using the weighted average number of common shares outstanding during the period. Diluted net income per share includes the impact of additional common shares that would have been outstanding if dilutive potential common shares were issued. Potentially dilutive securities are not considered in the calculation of diluted net loss per share, as their inclusion would be anti-dilutive. The following table sets forth the computation of basic and diluted net income (loss) per share (in thousands, except per share data):
 
 
Years Ended December 31,
 
 
 
 
2011
 
 
 
 
2012
 
(Restated)
 
2010
Numerator
 
 
 
 
 
 
Net income (loss)
 
$
7,174

 
$
(1,438
)
 
$
(6,056
)
Denominator
 
 
 
 
 
 
Weighted average common shares outstanding
 
28,568

 
27,637

 
26,234

Effect of potentially dilutive securities
 
 
 
 
 
 
Options to purchase common stock
 
115

 

 

Convertible debentures
 

 

 

Restricted stock awards
 
10

 

 

Restricted stock unit awards
 
2

 

 

Employee stock purchase plan
 
14

 

 

Weighted average common shares outstanding, assuming dilution
 
28,709

 
27,637

 
26,234

Net income (loss) per share
 
 
 
 
 
 
Basic
 
$
0.25

 
$
(0.05
)
 
$
(0.23
)
Diluted
 
$
0.25

 
$
(0.05
)
 
$
(0.23
)

The following table summarizes instruments that may be convertible into common shares that are not included in the denominator used in the diluted net income (loss) per share calculation because to do so would be antidilutive (in thousands):
Common Stock
 
2012
 
2011
 
2010
Outstanding options to purchase common stock
 
504

 
1,184

 
1,515

Restricted stock awards outstanding
 
319

 
262

 
96

Shares issuable on conversion of convertible debentures
 

 

 
514

Restricted stock unit awards
 
20

 
22

 
14

Employee stock purchase plan awards
 

 
21

 
16


Stock-Based Compensation
The Company has issued stock-based compensation awards to its employees and non-employee directors, including stock options, restricted stock, restricted stock units, and shares under an employee stock purchase plan. The Company records compensation expense for stock-based awards in accordance with the criteria set forth in the Stock Compensation Subtopic of the FASB ASC. Although the Company has not granted stock options since 2010, the Company used the Black-Scholes option pricing model to estimate the fair value of historical stock option grants. The determination of the fair value of stock options utilizing the Black-Scholes model was affected by the Company’s stock price and a number of assumptions, including expected volatility, expected life, risk-free interest rate and expected dividends.
The fair value of restricted stock and restricted stock units is based on the closing market price of the Company’s common stock on the date of grant. Compensation expense equal to the fair value of each restricted stock award is recognized ratably over the requisite service period. For restricted stock awards with vesting contingent on Company performance conditions, the Company uses the requisite service period that is most likely to occur. The requisite service period is estimated based on the expected achievement date of the performance condition. If it is unlikely that a performance condition will be achieved, no compensation expense is recognized unless is later determined that achievement of the performance condition is likely. The requisite service period may be adjusted for changes in the expected outcomes of the related performance conditions, with the impact of such changes recognized as a cumulative adjustment in the consolidated statement of operations in the period in which the expectation changes.
Share-based compensation expense recognized in the consolidated statement of operations is based on equity awards ultimately expected to vest. The FASB ASC requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods with a cumulative catch up adjustment if actual forfeitures differ from those estimates.
Pending Accounting Pronouncements
In December 2011, the FASB issued Accounting Standards Update No. 2011-11, Disclosures about Offsetting Assets and Liabilities, which requires companies to disclose information about financial instruments that have been offset and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. In January 2013, the FASB issued Accounting Standards Update No. 2013-01, Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities, which limits the scope of the new balance sheet offsetting disclosures to derivatives, repurchase agreements, and securities lending transactions to the extent that they are (1) offset in the financial statements or (2) subject to an enforceable master netting arrangement or similar agreement. Companies will be required to provide both net (offset amounts) and gross information in the notes to the financial statements for relevant assets and liabilities that are offset. These standard updates will be effective for fiscal years, and interim periods within those years, beginning on or after January 1, 2013. The Company does not expect the adoption of these standard updates to impact its financial position or results of operations, as they only require additional disclosure in the Company’s financial statements.    
In February 2013, the FASB issued Accounting Standards Update No. 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. The standard requires that companies present either in a single note or parenthetically on the face of the financial statements, the effect of significant amounts reclassified from each component of accumulated other comprehensive income based on its source and the income statement line items affected by the reclassification. If a component is not required to be reclassified to net income in its entirety, companies would instead cross reference to the related footnote for additional information. This standard update will be effective for fiscal years, and interim periods within those years, beginning on or after January 1, 2013. The Company does not expect the adoption of this standard update to impact its financial position or results of operations, as it only requires additional disclosure in the Company’s financial statements.
Business Enterprise Information
The Company operates as one operating segment, High Reliability, according to the Disclosures about Segments of an Enterprise and Related Information Topic of the FASB ASC, which establishes standards for the way that public business enterprises report information about operating segments in annual consolidated financial statements. The Company’s chief operating decision maker does not regularly review discrete financial information below the consolidated level.
Revenues by product line and geographic area are presented below (in thousands):
 
 
Year ending December 31,
 
 
 
 
2011
 
 
 
 
2012
 
(Restated)
 
2010
Revenues by product line:
 
 
 
 
 
 
Ultracapacitors
 
$
95,953

 
$
86,836

 
$
68,501

High-voltage capacitors
 
45,574

 
42,309

 
35,708

Microelectronic products
 
17,731

 
18,031

 
17,673

Total
 
$
159,258

 
$
147,176

 
$
121,882

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year ending December 31,
 
 
 
 
2011
 
 
 
 
2012
 
(Restated)
 
2010
Revenues from external customers located in:
 
 
 
 
 
 
China
 
$
74,054

 
$
43,187

 
$
30,835

United States
 
26,473

 
29,723

 
22,248

Germany
 
25,119

 
26,253

 
27,579

All other countries (1)
 
33,612

 
48,013

 
41,220

Total
 
$
159,258

 
$
147,176

 
$
121,882

 _____________
(1)
Revenue from external customers located in countries included in “All other countries” do not individually compromise more than 10% of total revenues for any of the years presented.
Long-lived assets by geographic location are as follows (in thousands):
 
 
December 31,
 
 
2012
 
2011
 
2010
Long-lived assets:
 
 
 
 
 
 
United States
 
$
24,239

 
$
17,614

 
$
10,865

China
 
6,340

 
5,916

 
4,786

Switzerland
 
5,862

 
5,211

 
5,259

Total
 
$
36,441

 
$
28,741

 
$
20,910

Restatement of Previously issued Financial Statements and Financial Information
Restatement of Previously issued Financial Statements and Financial Information
Restatement of Previously issued Financial Statements and Financial Information
Background on the Restatement
Audit Committee's Investigation
In January 2013, following receipt of information concerning potential revenue recognition issues, the Audit Committee of the Board of Directors engaged independent legal counsel and forensic accountants to conduct an investigation concerning the potential issues and to work with management to determine the potential impact on accounting for revenue. In February 2013, as a result of the findings of the Audit Committee's investigation to date, the Company determined that certain of its employees had engaged in conduct which resulted in revenue being recorded in periods prior to the criteria for revenue recognition under U.S. generally accepted accounting principles being satisfied.
The investigation revealed arrangements with three of the Company's distributors regarding extended payment terms, and with one of the Company's distributors regarding return rights and profit margin protection, for sales to such distributors with respect to certain transactions. In addition, arrangements were revealed with one non-distributor customer to honor transfer of title at a date later than the customer's purchase orders indicated. Based on the results of its investigation, the Audit Committee determined that these arrangements had not been communicated to the Company's finance and accounting department, or to the Company's CEO, and therefore, had not been considered when revenue was originally recorded. Based on the terms of the agreements with these customers as they were known to the Company's finance and accounting department, it had been the Company's policy to record revenue related to shipments as title passed at either shipment from the Company's facilities or receipt at the customer's facility, assuming all other revenue recognition criteria had been achieved. In addition to the arrangements noted above, the investigation uncovered an error on an individual transaction where a customer was given extended payment terms but those terms were not considered when revenue was originally recognized.
As a result of the arrangements discovered during the investigation, the Company does not believe that a fixed or determinable sales price existed at the time of shipment, nor was collection reasonably assured, at least with respect to certain transactions. In addition, revenue related to certain shipments to the one non-distributor customer was recorded before the actual transfer of title and the satisfaction of the Company's obligation to deliver the products. Therefore, revenue from these sales should not have been recognized at the time of shipment.
Based on the arrangements with customers revealed in the investigation that were not considered when revenue was originally recognized, the Company determined the following:
Beginning in the period in which the investigation revealed arrangements regarding extended payment terms for certain sales to three distributors, the Company determined it is appropriate to defer revenue recognition on all sales to these distributors from the period of shipment to the period of cash receipt. For these distributors, revenue recognition in the period of cash receipt was determined to be appropriate beginning in the fourth quarter of 2011.
Beginning in the period in which the investigation revealed return rights and profit margin protection for one distributor, the Company determined it appropriate to defer revenue recognition until the Company determines that the distributor is not entitled to any further returns or credits. For this distributor, the deferral of revenue until the Company determines that the distributor is not entitled to any further returns or credits was determined to be appropriate beginning in the fourth quarter of 2011. At such time as this determination is made, which is currently anticipated to occur in the second half of the fiscal year 2013, previous sales for which revenue has been deferred, net of any credits or returns that may be made by the distributor, will be recognized as revenue.
For the arrangements with the non-distributor customer to honor transfer of title at a date later than the customer's purchase order indicated, the Company determined it appropriate to defer revenue recognition to the period in which the Company agreed to honor transfer of title.
For the individual transaction where a customer was given extended payment terms which were not considered when revenue was originally recognized in the first quarter of 2011, revenue recognition when the cash was received, which was in the second quarter of 2011, was determined to be appropriate.
Management's Subsequent Internal Review
Once the audit committee investigation was complete, the Company conducted a review beginning with the first quarter of 2009 through the first quarter of 2013 to ensure that all sales arrangements had been detected and accounted for appropriately. During this review, the Company noted that there were a number of quarter end revenue cut-off errors wherein revenue was recorded prior to the transfer of title to the customer and the satisfaction of the Company's obligation to deliver the products. The Company has corrected these errors occurring in the first quarter of 2011 through the third quarter of 2012 by moving the revenue recognition for these items to the period in which delivery actually occurred.
Results of the Audit Committee's Investigation and Management's Internal Review
Based on the findings of the investigation, as previously reported in the Company's current report on Form 8-K dated March 7, 2013, the Audit Committee, in consultation with management and the Board of Directors, concluded that the Company's previously issued financial statements contained in its annual report on Form 10-K for the year ended December 31, 2011, and the quarterly reports on Form 10-Q for the quarters ended March 31, 2011, June 30, 2011, September 30, 2011, March 31, 2012, June 30, 2012 and September 30, 2012, should no longer be relied upon. Accordingly, the accompanying consolidated financial statements for the first three quarters of the fiscal year ended December 31, 2012, for the fiscal year ended December 31, 2011, and for each of the interim periods within the fiscal year ended December 31, 2011, have been restated in this Annual Report on Form 10-K.
As a result of the Audit Committee's investigation, certain employees were terminated and the Company's Sr. Vice President of Sales and Marketing resigned as reported in the Company's current report on Form 8-K dated March 7, 2013.
In connection with the errors identified during the investigation resulting in the restatement of previously reported financial statements, the Company identified control deficiencies in its internal control over financial reporting that constitute material weaknesses. For a discussion of our disclosure controls and procedures and the material weaknesses identified, see Part II, Item 9A, Controls and Procedures, of this Annual Report on Form 10-K.
The Company's previously filed annual report on Form 10-K for the fiscal year ended December 31, 2011, and its quarterly reports on Form 10-Q for the periods affected by the restatements, have not been amended. Accordingly, investors should no longer rely upon the Company's previously released financial statements for any quarterly or annual periods after and including March 31, 2011, and any earnings releases or other communications relating to these periods. See Note 15, Unaudited Quarterly Financial Information, of the Notes to the Consolidated Financial Statements, in this Annual Report for the impact of these adjustments for the full fiscal year ended December 31, 2011, and the first three quarters of the fiscal year ended December 31, 2012 and each of the quarterly periods in the fiscal year ended December 31, 2011, respectively.
Restatement Adjustments
Restatement Adjustments Related to Sales Arrangements
Several adjustments were made to the Company's previously filed consolidated financial statements as a result of the restatement in order to reflect revenue recognition in the appropriate periods as discussed above. Accordingly, for the subject sales transactions, revenue and accounts receivable balances were reduced by an equivalent amount in the period that the sale was originally recorded as revenue, and revenue was increased in the subsequent period in which the criteria for revenue recognition were met. Further, for the subject sales transactions, cost of revenue was reduced, and inventory was increased, in the period that the sale was originally recorded as revenue, and cost of revenue was increased, and inventory was reduced, in the period the sale was ultimately recorded as revenue. However, for sales to one distributor in which revenue is being deferred until the Company determines that the distributor is not entitled to any further returns or credits, as discussed above, the increase to revenue, and the related reduction to inventory and increase to cost of revenue, will be recorded in a future period when this determination is made.
The adjustments also reflect the impacts of adjusting the Company's returns reserves for certain stock rotation rights of the distributors, and adjusting the Company's reserves for allowances for doubtful accounts, as well as commissions expense, although these changes were not material.
In addition to the adjustments to revenue, accounts receivable, inventory and cost of revenue, inventory reserves balances and cost of revenue were adjusted in relation to the adjustments to inventory discussed above, in order to reflect inventory ultimately recorded on our balance sheets at its lower of cost or market value.
Other Restatement Adjustments
Since the Company's determination to restate its previously issued financial statements constituted an event of default under the terms of its credit facility, the bank had the right to require immediate payment of the outstanding borrowings. As a result, restatement adjustments were recorded to reclassify the amounts outstanding under the credit facility from long-term debt to current liabilities as of each respective balance sheet date. In addition, an insignificant amount of debt issuance costs were reclassified from a long-term asset to a short-term asset, consistent with the classification of the related debt. In June 2013, the Company entered into a forbearance agreement with the bank wherein the bank agreed to forbear from further exercise of its rights and remedies to call our outstanding debt under the credit facility in connection with the events of default for a period terminating on the earlier of September 30, 2013 or the occurrence of any additional events of default.
Further, a restatement adjustment was made to reclassify a legal settlement with a customer from selling, general and administrative expense to contra-revenue in the second quarter of 2011 in the amount of for $2.6 million. Certain other immaterial adjustments were made in connection with the restatement, which resulted in a $153,000 decrease to the net loss recorded for the year ended December 31, 2011, and a $170,000 decrease to net income/loss for the nine-months ended September 30, 2012.
The restatement adjustments did not impact the Company's previously reported tax provision or benefit in any of the affected periods, other than a $54,000 decrease in the income tax provision for the quarter ended September 30, 2012, as all of the restatement adjustments were related to our U.S. operations, for which we have significant net operating loss carryforwards and have not recorded an income tax expense or benefit in any period to date. However, the restatement adjustments did impact the composition of our deferred tax assets and liabilities as of December 31, 2011 as presented in Note 10, Income Taxes, of the Notes to the Consolidated Financial Statements included in this Annual Report.
Effects of Restatement
For the fiscal year ended December 31, 2011, the restatement adjustments decreased revenue by $10.1 million and decreased previously reported net income by $2.3 million or $0.08 per diluted share, to a net loss of $1.4 million. As of June 30, 2013, we had collected the related accounts receivable on all sales transactions that were subject to restatement for the year ended December 31, 2011, with the exception of an insignificant amount that was subsequently credited to certain customers.
The following pages present the effects of the restatement adjustments on the Company's previously reported consolidated balance sheet, statement of operations, and statement of cash flows for the fiscal year ended December 31, 2011.


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)
 
 
December 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Debt Classification Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
29,289

 
$

 
$

 
$
29,289

Trade and other accounts receivable, net of allowance for doubtful accounts of $450 at December 31, 2011
 
36,131

 
(8,158
)
 

 
27,973

Inventories
 
27,232

 
6,002

 

 
33,234

Prepaid expenses and other current assets
 
3,125

 
(34
)
 
61

 
3,152

Total current assets
 
95,777

 
(2,190
)
 
61

 
93,648

Property and equipment, net
 
28,541

 

 

 
28,541

Intangible assets, net
 
1,111

 

 

 
1,111

Goodwill
 
24,887

 

 

 
24,887

Pension asset
 
6,359

 

 

 
6,359

Other non-current assets
 
261

 

 
(61
)
 
200

Total assets
 
$
156,936

 
$
(2,190
)
 
$

 
$
154,746

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
36,103

 
$
(3
)
 
$

 
$
36,100

Accrued warranty
 
258

 

 

 
258

Accrued employee compensation
 
6,243

 
100

 

 
6,343

Deferred revenue
 
1,042

 

 

 
1,042

Short-term borrowings and current portion of long-term debt
 
5,431

 

 

 
5,431

Deferred tax liability
 
499

 

 

 
499

Total current liabilities
 
49,576

 
97

 

 
49,673

Deferred tax liability, long-term
 
933

 

 

 
933

Long-term debt, excluding current portion
 
68

 

 

 
68

Other long-term liabilities
 
3,028

 

 

 
3,028

Total liabilities
 
53,605

 
97

 

 
53,702

Commitments and contingencies (Note 12 and Note 14)
 







Stockholders’ equity:
 
 
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 28,174 shares issued and outstanding at December 31, 2011
 
2,815

 

 

 
2,815

Additional paid-in capital
 
252,907

 

 

 
252,907

Accumulated deficit
 
(163,021
)
 
(2,287
)
 

 
(165,308
)
Accumulated other comprehensive income
 
10,630

 

 

 
10,630

Total stockholders’ equity
 
103,331

 
(2,287
)
 

 
101,044

Total liabilities and stockholders’ equity
 
$
156,936

 
$
(2,190
)
 
$

 
$
154,746



MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)
 
 
Year Ended December 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
157,311

 
$
(10,135
)
 
$
147,176

Cost of revenue
 
95,254

 
(5,148
)
 
90,106

Gross profit
 
62,057

 
(4,987
)
 
57,070

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
37,944

 
(2,726
)
 
35,218

Research and development
 
22,330

 
26

 
22,356

Total operating expenses
 
60,274

 
(2,700
)
 
57,574

Income (loss) from operations
 
1,783

 
(2,287
)
 
(504
)
Interest expense, net
 
(109
)
 

 
(109
)
Amortization of debt discount and prepaid debt costs
 
(55
)
 

 
(55
)
Gain on embedded derivatives and warrants
 
1,086

 

 
1,086

Income (loss) from operations before income taxes
 
2,705

 
(2,287
)
 
418

Income tax provision
 
1,856

 

 
1,856

Net income (loss)
 
$
849

 
$
(2,287
)
 
$
(1,438
)
Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
0.03

 
$
(0.08
)
 
$
(0.05
)
Diluted
 
$
0.03

 
$
(0.08
)
 
$
(0.05
)
Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
27,637

 

 
27,637

Diluted
 
28,161

 

 
27,637

MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
(in thousands)
 
 
Year Ended December 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Operating activities:
 
 
 
 
 
 
Net income (loss)
 
$
849

 
$
(2,287
)
 
$
(1,438
)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
 
 
 
 
 
 
Depreciation
 
6,800

 

 
6,800

Amortization of intangible assets
 
559

 

 
559

Amortization of debt discount and prepaid debt costs
 
55

 

 
55

Gain on embedded derivatives and warrants
 
(1,086
)
 

 
(1,086
)
Pension cost
 
(109
)
 


 
(109
)
Stock based-compensation expense
 
2,582

 

 
2,582

Loss on impairment of property and equipment
 

 

 

Provision for (recovery of) losses on accounts receivable
 
427

 
(127
)
 
300

Changes in operating assets and liabilities:
 
 
 
 
 
 
Trade and other accounts receivable
 
(9,112
)
 
8,285

 
(827
)
Inventories
 
(8,121
)
 
(6,002
)
 
(14,123
)
Prepaid expenses and other assets
 
87

 
35

 
122

Deferred income taxes
 
(1,108
)
 

 
(1,108
)
Accounts payable and accrued liabilities and deferred revenue
 
8,469

 
(3
)
 
8,466

Accrued employee compensation
 
179

 
99

 
278

Other long-term liabilities
 
(5,572
)
 


 
(5,572
)
Net cash used in operating activities
 
(5,101
)
 

 
(5,101
)
Investing activities:
 
 
 
 
 
 
Purchases of property and equipment
 
(14,466
)
 

 
(14,466
)
Net cash used in investing activities
 
(14,466
)
 

 
(14,466
)
Financing activities:
 
 
 
 
 
 
Principal payments on long-term debt and short-term borrowings
 
(12,462
)
 

 
(12,462
)
Proceeds from long-term and short-term borrowings
 
12,229

 

 
12,229

Proceeds from exercise of stock warrants
 

 

 

Repurchase of shares for employee tax withholding obligation
 
(154
)
 

 
(154
)
Proceeds from issuance of common stock under equity compensation plans
 
2,819

 

 
2,819

Proceeds from issuance of common stock under secondary security offering
 

 

 

Release of restricted cash
 
8,000

 

 
8,000

Net cash provided by financing activities
 
10,432

 

 
10,432

Decrease in cash and cash equivalents from operations
 
(9,135
)
 

 
(9,135
)
Effect of exchange rate changes on cash and cash equivalents
 
(1,405
)
 

 
(1,405
)
Decrease in cash and cash equivalents
 
(10,540
)
 

 
(10,540
)
Cash and cash equivalents at beginning of year
 
39,829

 

 
39,829

Cash and cash equivalents at end of year
 
$
29,289

 
$

 
$
29,289

Cash paid for:
 
 
 
 
 
 
Interest
 
$
166

 
$

 
$
166

Income taxes
 
$
3,329

 
$

 
$
3,329

Supplemental schedule of noncash investing and financing activities:
 
 
 
 
 
 
Landlord funding of leasehold improvements
 
$
1,522

 
$

 
$
1,522

Conversion of debenture into shares of common stock
 
$
9,341

 
$

 
$
9,341

Stock warrant liability settled in shares of common stock
 
$

 
$

 
$


The restated financial information by product line and geographic area for fiscal year 2011 is presented below (in thousands):
 
 
December 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenues by product line:
 
 
 
 
 
 
Ultracapacitors
 
$
96,971

 
$
(10,135
)
 
$
86,836

High-voltage capacitors
 
42,309

 

 
42,309

Microelectronic products
 
18,031

 

 
18,031

Total
 
$
157,311

 
$
(10,135
)
 
$
147,176


 
 
 
 
 
 
Revenues from external customers located in:
 
 
 
 
 
 
China
 
$
43,187

 
$

 
$
43,187

United States
 
30,608

 
(885
)
 
29,723

Germany
 
32,911

 
(6,658
)
 
26,253

All other countries
 
50,605

 
(2,592
)
 
48,013

Total
 
$
157,311

 
$
(10,135
)
 
$
147,176

Balance Sheet Details
Balance Sheet Details
Balance Sheet Details (in thousands):
 
 
 
December 31,
 
 
 
 
2011
 
 
2012
 
(Restated)
Inventories:
 
 
 
 
Raw material and purchased parts
 
$
13,114

 
$
9,661

Work-in-process
 
1,753

 
3,942

Finished goods
 
17,511

 
14,133

Consigned finished goods
 
9,242

 
5,498

Total inventories
 
$
41,620

 
$
33,234

Property and equipment, net:
 
 
 
 
Machinery, furniture and office equipment
 
$
62,593

 
$
53,356

Computer hardware and software
 
10,918

 
9,524

Leasehold improvements
 
10,376

 
8,253

Construction in progress
 
9,283

 
6,801

       Property and equipment, gross
 
93,170

 
77,934

Less accumulated depreciation and amortization
 
(56,935
)
 
(49,393
)
Total property and equipment, net
 
$
36,235

 
$
28,541

Accounts payable and accrued liabilities:
 
 
 
 
Accounts payable
 
$
14,762

 
$
15,196

FCPA settlement
 
2,250

 
5,425

Derivative suit settlement accrual
 

 
3,000

Customer dispute settlement accrual
 
890

 
2,333

Income tax payable
 
2,068

 
2,362

Other accrued liabilities
 
7,211

 
7,784

Total accounts payable and accrued liabilities
 
$
27,181

 
$
36,100

 
 
 
 
 
 
 
Years Ended December 31,
 
 
2012
 
2011
Accrued warranty:
 
 
 
 
Beginning balance
 
$
258

 
$
449

Product warranties issued
 
446

 
343

Settlement of warranties
 
(259
)
 
(188
)
Changes related to preexisting warranties
 
(179
)
 
(354
)
Foreign currency translation adjustment
 
3

 
8

Ending balance
 
$
269

 
$
258


 
 
Foreign
Currency
Translation
Adjustment
 
Defined Benefit
Pension  Plan
 
Accumulated
Other
Comprehensive
Income
Accumulated other comprehensive income:
 
 
 
 
 
 
Balance at December 31, 2011
 
$
14,580

 
$
(3,950
)
 
$
10,630

Current period change
 
1,796

 
105

 
1,901

Balance at December 31, 2012
 
$
16,376

 
$
(3,845
)
 
$
12,531

Goodwill and Intangibles
Goodwill and Intangibles
Goodwill and Intangibles
The Company reviews goodwill for impairment annually according to the Intangibles—Goodwill and Other Topic of the FASB ASC. The Company makes a qualitative evaluation about the likelihood of goodwill impairment and if it concludes that it is more likely than not that the carrying amount of its single reporting unit is greater than its fair value, then it will be required to perform the first step of the two-step quantitative impairment test. Otherwise, performing the two-step impairment test is unnecessary. The first step consists of estimating the fair value and comparing the estimated fair value with the carrying value of the reporting unit. If the fair value is less than the carrying value, a second step is performed to compute the amount of the impairment by determining an implied fair value of goodwill. The implied fair value of goodwill is the residual fair value derived by deducting the fair value of a reporting unit’s assets and liabilities from its estimated total fair value, which was calculated in step one. An impairment charge would represent the excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of the goodwill. The guidance requires goodwill to be reviewed annually at the same time every year or when an event occurs or circumstances change such that it is reasonably possible that an impairment may exist. The Company selected December 31 as its annual testing date. As a result of the Company’s annual assessments as of December 31, 2012, 2011, and 2010, no impairment was indicated.
The change in the carrying amount of goodwill during 2011 and 2012 was as follows (in thousands):
 
Balance at December 31, 2010
$
24,956

Foreign currency translation adjustments
(69
)
Balance at December 31, 2011
24,887

Foreign currency translation adjustments
529

Balance at December 31, 2012
$
25,416


Intangible assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying value of the assets may not be recoverable. If the Company determines that the carrying value of the asset is not recoverable, a permanent impairment charge is recorded for the amount by which the carrying value of the intangible asset exceeds its fair value. No impairments of intangible assets were recorded for the years ended December 31, 2012, 2011, and 2010.
The composition of intangible assets subject to amortization at December 31, 2012 and 2011 was as follows (in thousands):
 
 
 
Useful
Life
 
Gross
Carrying
Value
 
Accumulated
Amortization
 
Cumulative
Foreign
Currency
Translation
Adjustment
 
Net
Carrying
Value
As of December 31, 2012:
 
 
 
 
 
 
 
 
 
 
Patents
 
13 years
 
$
2,476

 
$
(1,903
)
 
$

 
$
573

Developed core technology
 
10 years
 
1,100

 
(1,100
)
 

 

Patent license agreement
 
5 years
 
741

 
(606
)
 
(39
)
 
96

Total intangible assets at December 31, 2012
 
 
 
$
4,317

 
$
(3,609
)
 
$
(39
)
 
$
669

As of December 31, 2011:
 
 
 
 
 
 
 
 
 
 
Patents
 
13 years
 
$
2,476

 
$
(1,699
)
 
$

 
$
777

Developed core technology
 
10 years
 
1,100

 
(1,050
)
 
29

 
79

Patent license agreement
 
5 years
 
741

 
(468
)
 
(18
)
 
255

Total intangible assets at December 31, 2011
 
 
 
$
4,317

 
$
(3,217
)
 
$
11

 
$
1,111


Amortization expense for intangible assets was $441,000, $559,000 and $535,000 for the years ended December 31, 2012, 2011 and 2010, respectively. The estimated amortization for each of the next three years ending December 31 is as follows (in thousands):
 
Fiscal Years
 
2013
$
300

2014
203

2015
166

 
$
669


Actual amortization expense to be reported in future periods could differ from these estimates as a result of intangible asset acquisitions, foreign currency translation adjustments, impairments and other factors.
Convertible Debentures
Convertible Debentures
Convertible Debentures
On December 20, 2005, the Company issued $25 million in aggregate principal amount of senior subordinated convertible debentures (the “Debentures”). In February 2011, the holder of the Debentures converted the remaining $8.3 million principal balance into 514,086 shares of the Company’s common stock at a conversion price of $16.21 per share. On the conversion date, the common stock had a fair value of $9.3 million, which was based on the closing market price. This conversion resulted in a gain of $1.0 million, which is included in “gain on embedded derivatives and warrants” in the consolidated statement of operations. As long as the Debentures were outstanding, the Company was required to maintain a minimum cash balance of $8.0 million. This amount was classified as restricted cash while the convertible debentures were outstanding. The cash restriction was released in February 2011 when the outstanding principal amount of the convertible debentures was converted to shares of the Company's common stock.
Shares issued upon the exercise of warrants, interest paid with cash and principal converted into shares of common stock are as follows (in thousands): 
 
 
Year Ended December 31, 2011
 
Year Ended December 31, 2010
 
 
Amount
 
Shares
 
Amount
 
Shares
Exercise of warrants
 
$

 

 
$
7,500

 
462

Conversion of principal into shares of common stock
 
$
8,333

 
514

 
$

 

Interest paid with cash
 
17

 
 N/A

 
115

 
 N/A

Total debenture payments
 
$
8,350

 
514

 
$
115

 


    
Until the conversion of the remaining principal balance of the Debentures in February 2011, the principal balance was convertible by the holder at any time into common shares. In addition, after eighteen months from the issue date, the Company could have required that a specified amount of the principal of the Debentures be converted if certain conditions were satisfied for a period of 20 consecutive trading days. To determine the fair value of this forced conversion at each reporting date, the Company applied a Z factor, which is a theoretical measurement of the probability of this occurrence.
The change in fair value on revaluation of the conversion rights and warrant liabilities represents the difference between the fair value at the end of the current period or conversion date and the fair value at the beginning of the current period using the value calculated by the Black-Scholes pricing model. The effect of the fair market value adjustment was a $78,000 and $2.3 million gain for the years ended December 31, 2011 and 2010, respectively, which is recorded as “gain on embedded derivatives and warrants” in the consolidated statements of operations.
Fair Value Measurements
Fair Value Measurements
Fair Value Measurements
The Company records certain financial instruments at fair value in accordance with the Fair Value Measurements and Disclosures Topic of the FASB ASC. As of December 31, 2012, the financial instruments to which this topic applied were financial instruments for foreign currency forward contracts. As of December 31, 2012, the fair value of these foreign currency forward contracts was a $329,000 asset, which is recorded in “trade and other accounts receivable, net” in the consolidated balance sheet. The fair value of these derivative instruments is measured using models following quoted market prices in active markets for identical instruments, which is a Level 2 input under the fair value hierarchy of the Fair Value Measurements and Disclosures Topic of the FASB ASC. All forward contracts as of December 31, 2012 have a one-month original maturity term and mature on January 3, 2013.
The carrying value of short-term and long-term borrowings approximates fair value because of the relative short maturity of these instruments and the interest rates the Company could currently obtain.
The convertible debentures issued on December 20, 2005 were evaluated and determined not to be conventional convertible debentures and, therefore, because of certain terms and provisions including liquidating damages under the associated registration rights agreement, the embedded conversion features were bifurcated and accounted for as derivative liability instruments until settled in February 2011. The accounting guidance requires that the conversion features be recorded at fair value each reporting period with changes in fair value recorded in the consolidated statement of operations. The fair values of the embedded conversion options are based on Black-Scholes fair value calculations. In February 2011, the remaining $8.3 million principal balance was converted into shares of the Company’s common stock and, as such, no further fair value measurements of the liability were required to be made.
The following table summarizes the changes in the liability for the convertible debenture conversion features, which were valued using significant Level 3 inputs under the fair value measurement hierarchy of the FASB ASC (in thousands):
 
Beginning liability balance, December 31, 2010
 
$
2,093

Total unrealized gain included in net loss
 
(1,086
)
Liability settled on exercise of warrants
 
(1,007
)
Ending liability balance, December 31, 2011
 
$

 
Refer to Note 5—Convertible Debentures for the valuation model and unobservable data used to calculate fair value of the conversion features of the convertible debentures issued by the Company.
Borrowings
Borrowings
Borrowings
Credit facility
In December 2011, the Company obtained a secured credit facility in the form of a revolving line of credit up to a maximum of $15.0 million (the “Revolving Line of Credit”) and an equipment term loan (the “Equipment Term Loan”) (together, the “Credit Facility”). In general, amounts borrowed under the Credit Facility are secured by a lien on all of the Company’s assets other than its intellectual property. In addition, under the credit agreement, the Company is required to pledge 65% of its equity interests in its Swiss subsidiary. The Company has also agreed not to encumber any of its intellectual property. The agreement contains certain restrictive covenants that limit the Company’s ability to, amongst other things; (i) incur additional indebtedness or guarantees; (ii) create liens or other encumbrances on its property; (iii) enter into a merger or similar transaction; (iv) invest in another entity; (v) declare or pay dividends; and (vi) invest in fixed assets in excess of a defined dollar amount. Repayment of amounts owed pursuant to the Credit Facility may be accelerated in the event that the Company is in violation of the representations, warranties and covenants made in the credit agreement, including certain financial covenants. The financial covenants that the Company must meet during the term of the credit agreement include quarterly minimum liquidity ratios, minimum quick ratios and EBITDA targets and an annual net income target. Borrowings under the Credit Facility bear interest, payable monthly, at either (i) the bank's prime rate or (ii) LIBOR plus 2.25%, at the Company's option subject to certain limitations. Further, the Company incurs an unused commitment fee, payable quarterly, equal to 0.25% per annum of the average daily unused amount of the Revolving Line of Credit.
The Equipment Term Loan was available to finance 80% of eligible equipment purchases made between April 1, 2011 and April 30, 2012. During this period, the Company borrowed $5.0 million under the Equipment Term Loan.
As a result of the restatement of prior period financial statements reflected in this annual report on Form 10-K, as such financial information was previously submitted to the bank and has since proven to be materially incorrect, the Company was in default with respect to the terms of the credit agreement beginning in the fourth quarter of 2011. In addition, as a result of the restatement of these prior period financial statements, the Company was not in compliance with the financial covenant pertaining to the annual minimum net income target for the fiscal year ended December 31, 2011. These violations represent events of default under the terms of the Credit Facility. As a result of this noncompliance, the bank's obligation to extend any further credit has ceased and terminated.
In June 2013, the Company entered into a forbearance agreement with the bank (“the Forbearance Agreement”). Pursuant to the terms of the Forbearance Agreement, the bank agreed to forbear from further exercise of its rights and remedies under the credit agreement to call the Company's outstanding debt obligation in connection with the events of default for a period terminating on the earlier of September 30, 2013 or the occurrence of any additional events of default. In connection with the execution of the Forbearance Agreement, in June 2013, the Company posted a cash deposit of $1.8 million with the bank and granted the bank a security interest therein, which will remain restricted until the bank may determine to waive the existing events of defaults discussed above, or the loan is satisfied.
As borrowings outstanding under the Credit Facility were immediately callable by the bank for each of the quarterly and annual periods since and including the fourth quarter of 2011, borrowings outstanding under the Credit Facility have been classified as a current obligation in the each of the accompanying consolidated balance sheets.
As of December 31, 2012, $3.9 million was outstanding under the Equipment Term Loan and the applicable interest rate was LIBOR plus 2.25% (2.5% as of December 31, 2012). If the bank does not exercise its right to accelerate repayment, under the original terms of the Credit Facility, principal and interest under the Equipment Term Loan are payable in 36 equal monthly installments such that the Equipment Term Loan is fully repaid by the maturity date of April 30, 2015, but may be prepaid in whole or in part at any time. As of December 31, 2012, no amounts were outstanding under the Revolving Line of Credit. Further, as of December 31, 2012, the Company was not eligible to borrow any additional amounts under the Credit Facility, as a result of the events of default discussed above.
Short-term borrowings
Maxwell’s Swiss subsidiary, Maxwell SA, has a 3.0 million Swiss Franc-denominated (approximately $3.3 million as of December 31, 2012) short-term loan agreement with a Swiss bank, which renews semi-annually and bears interest at 2.20%. Borrowings under the short-term loan agreement are unsecured and as of December 31, 2012 and 2011, the full amount of the loan was drawn.
Maxwell SA has a 2.0 million Swiss Franc-denominated (approximately $2.2 million as of December 31, 2012) credit agreement with a Swiss bank, which renews annually and bears interest at 2.35%. Borrowings under the credit agreement are unsecured and as of December 31, 2012 and 2011, the full amount available under the credit line was drawn.
Maxwell SA also has a 1.0 million Swiss Franc-denominated (approximately $1.1 million as of December 31, 2012) credit agreement with another Swiss bank, and the available balance of the line can be withdrawn or reduced by the bank at any time. As of December 31, 2012 and 2011, no amounts were drawn under the credit line. Interest rates applicable to any draws on the line will be determined at the time of draw.
Other long-term borrowings
Maxwell SA has various financing agreements for vehicles. These agreements are for up to an original three-year repayment period with interest rates ranging from 3.9% to 5.1%. At December 31, 2012 and 2011, $159,000 and $164,000, respectively, was outstanding under these agreements.
The following table summarizes debt outstanding (in thousands):
 
 
 
December 31, 2012
 
December 31, 2011
Equipment Term Loan
 
$
3,913

 
$

Maxwell SA short-term loan
 
3,278

 
3,201

Maxwell SA credit agreement
 
2,185

 
2,134

Maxwell SA auto leases
 
159

 
164

Total debt
 
9,535

 
5,499

Less current portion
 
(9,452
)
 
(5,431
)
Total debt, excluding current portion
 
$
83

 
$
68


Contractually scheduled payments due on borrowings subsequent to December 31, 2012 are as follows (in thousands):

2013 (1)
$
9,452

2014
83

Total debt
$
9,535

 _____________
(1)
Contractually scheduled payments related to the Equipment Term Loan of $3.9 million were callable by the bank.
Foreign Currency Derivative Instruments
Foreign Currency Derivative Instruments
Foreign Currency Derivative Instruments
Maxwell uses forward contracts to hedge certain monetary assets and liabilities, primarily receivables and payables, denominated in a foreign currency. The change in fair value of these instruments represents a natural hedge as gains and losses offset the changes in the fair value of the underlying monetary assets and liabilities due to movements in currency exchange rates. These contracts generally expire in one month. These contracts are considered economic hedges but are not designated as hedges under the Derivatives and Hedging Topic of the FASB ASC, therefore, the change in the fair value of the instruments is recognized currently in the consolidated statement of operations.
The net gains and losses on foreign currency forward contracts included in "cost of revenue" and "selling, general and administrative" expense in the consolidated statements of operations are as follows (in thousands):
 
 
 
Year Ended
December 31,
 
 
2012
 
2011
 
2010
Cost of revenue
 
$
(2
)
 
$
(220
)
 
$
213

Selling, general and administrative
 
395

 
(453
)
 
1,625

Total gain (loss)
 
$
393

 
$
(673
)
 
$
1,838



The net gains and losses on foreign currency derivative contracts were partially offset by net gains and losses on the underlying monetary assets and liabilities. Foreign currency gains and losses on those underlying monetary assets and liabilities included in "cost of revenue" and "selling, general and administrative" expense in the consolidated statements of operations are as follows (in thousands):
 
 
 
Year Ended
December 31,
 
 
2012
 
2011
 
2010
Cost of revenue
 
$
13

 
$
108

 
$
717

Selling, general and administrative
 
(997
)
 
(315
)
 
(1,471
)
Total loss
 
$
(984
)
 
$
(207
)
 
$
(754
)


As of December 31, 2012, the total notional amount of foreign currency forward contracts not designated as hedges was $32.1 million. The fair value of these derivatives was a $329,000 asset at December 31, 2012. All of the forward contracts outstanding at December 31, 2012 mature on January 3, 2013. For additional information, refer to Note 6, Fair Value Measurements.
Stock Plans
Stock Plans
Stock Plans
Equity Incentive Plans
The Company has two active share-based compensation plans as of December 31, 2012: the 2004 Employee Stock Purchase Plan (“ESPP”) and the 2005 Omnibus Equity Incentive Plan, as amended (the “Incentive Plan”). Under the Incentive Plan, incentive stock options, non-qualified stock options, restricted stock and restricted stock units have been granted to employees and non-employee directors. Generally, these awards vest over periods of one to four years. In addition, equity awards are issued to senior management where vesting of the award is tied to Company performance conditions. The Company’s policy is to issue new shares of its common stock upon the exercise of stock options or granting of stock awards to employees.
The Company’s Incentive Plan currently provides for an equity incentive pool of 2,750,000 shares. Shares reserved for issuance are replenished by forfeited shares. Additionally, equity awards forfeited under the Company’s 1995 stock option plan are added to the total shares available for issuance under the Incentive Plan. The Incentive Plan provides for accelerated vesting if there is a change of control.
For the year ended December 31, 2012, the tax benefit associated with stock option exercises, restricted stock grants, and disqualifying dispositions of both incentive stock options and stock issued under the Company’s ESPP, was approximately $2.6 million. No tax benefit was recognized in 2012, 2011 or 2010, because excess tax benefits were not realized by the Company.
Stock Options
In the first quarter of 2011, the Company ceased granting stock options to its employees as part of its annual equity incentive award program, and began granting restricted stock awards to employees. The last year in which the Company made any stock option grants was 2010. The Company may determine to grant stock options in the future under the Incentive Plan.
The fair value of stock options was estimated on the date of grant using the Black-Scholes valuation model with the following weighted-average assumptions:
 
 
 
Year Ended
December 31,
2010
Expected dividends
 

Expected volatility range
 
69.5
%
Risk-free interest rate range
 
2.4
%
Expected term/life (in years)
 
4.8


The expected dividend yield is zero because the Company has never paid cash dividends and has no present intention to pay cash dividends. In addition, over the remaining term of the Credit Facility, which is scheduled to expire in April 2015, the Company is not permitted to declare or pay dividends. The expected term is based on the Company’s historical experience from previous stock option grants. Expected volatility is based on the historical volatility of the Company’s stock measured over a period commensurate with the expected option term. The Company does not consider implied volatility due to the low volume of publicly traded options in the Company's stock. The risk-free interest rate is derived from the zero coupon rate on U.S. Treasury instruments with a term comparable to the option’s expected term.
The following table summarizes total aggregate stock option activity for the period December 31, 2011 through December 31, 2012:
 
 
 
Number of
Shares
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term
(in years)
 
Aggregate
Intrinsic
Value
Balance at December 31, 2011
 
1,183,659

 
$
11.45

 
 
 
 
Exercised
 
(145,703
)
 
7.85

 
 
 
 
Canceled
 
(114,200
)
 
14.34

 
 
 
 
Balance at December 31, 2012
 
923,756

 
$
11.67

 
4.62
 
$
261,981

Vested or expected to vest at December 31, 2012
 
915,451

 
$
11.64

 
4.60
 
$
261,049

Exercisable at December 31, 2012
 
807,146

 
$
11.53

 
4.31
 
$
221,133


The number of shares exercisable at December 31, 2012, 2011 and 2010 was 807,146, 884,959 and 928,380, respectively, with weighted average exercise prices of $11.53, $11.14 and $10.44, respectively.
The weighted-average grant date fair value of stock options granted during the year ended December 31, 2010 was $9.27. No stock options were granted during the years ended December 31, 2012 and 2011. The total intrinsic value of options exercised during the years ended December 31, 2012, 2011 and 2010 was $1.5 million, $2.4 million and $2.3 million, respectively. Cash proceeds from option exercises for the year ended December 31, 2012 was $1.1 million.
As of December 31, 2012, there was $774,000, or $551,000 adjusted for estimated forfeitures, of total unrecognized compensation cost related to nonvested stock options. The cost is expected to be recognized over a weighted average period of 0.8 year.
Restricted Stock Awards
In the first quarter of 2011, the Company began granting restricted stock awards to its employees as part of its annual equity incentive award program, in replacement of stock options which had historically been broadly granted to employees. Generally, vesting of restricted stock awards is contingent upon a period of service, typically four years. In addition, the Company grants restricted stock awards to executive management with vesting contingent upon specified Company performance conditions. Historically, non-employee directors of the Company were compensated with restricted stock awards as part of their annual retainer; in 2011, non-employee directors began receiving restricted stock units instead (see below).
The following table summarizes restricted stock award activity for the period December 31, 2011 through December 31, 2012 (in thousands, except for per share amounts):
 
Nonvested Shares
 
Shares
 
Weighted Average
Grant Date
Fair Value
Nonvested at December 31, 2011
 
262

 
$
17.17

Granted
 
255

 
20.60

Vested
 
(58
)
 
15.04

Forfeited
 
(62
)
 
16.61

Nonvested at December 31, 2012
 
397

 
$
19.78


The weighted average grant date fair value of restricted stock awards granted during the years ended December 31, 2012, 2011 and 2010 was $20.60, $15.90 and $15.71, respectively. For the year ended December 31, 2012, the total grant date fair value of service-based restricted stock awards granted was $4.4 million and the total grant date fair value of performance-based restricted stock awards granted was $817,000.
Share awards released during the years ended December 31, 2012, 2011 and 2010 were 77,000, 56,000 and 170,000 respectively. Service-based share awards vested in 2012, 2011 and 2010 had a vest date fair value of $1.1 million, $1.0 million and $434,000, respectively. No performance-based share awards vested in 2012 or 2011. Performance-based share awards vested in 2010 had a vest date fair value of $2.2 million. As of December 31, 2012, there was $6.9 million of unrecognized compensation cost, or $3.7 million net of estimated forfeitures, related to nonvested restricted stock awards. The cost is expected to be recognized over a weighted average period of 2.5 years.
Restricted Stock Units
In 2011, the Company began granting non-employee directors of the Company restricted stock unit (“RSU”) awards as partial consideration for their annual retainer compensation. In the first quarter of each fiscal year, each non-employee director of the Company receives an RSU award for a number of shares determined by dividing the value to be delivered under the RSU award by the closing price of the Company’s common stock on the date of grant. These awards vest in full one year from the date of grant. In addition, in 2010 and prior years, non-employee directors were paid a quarterly retainer in RSU awards. This quarterly retainer was replaced by an annual compensation plan in 2011.
The total grant date fair value of service-based restricted stock unit awards granted during the year ended December 31, 2012 was $420,000. The weighted average grant date fair value of restricted stock unit awards granted during the years ended December 31, 2012, 2011 and 2010 was $20.65, $19.06 and $13.65, respectively. As of December 31, 2012, there was $44,760 of unrecognized compensation cost related to nonvested restricted stock unit awards. The Company estimates that none of these outstanding RSU awards will be forfeited. The cost is expected to be recognized over a weighted average period of 0.1 year.
Employee Stock Purchase Plan
In 2004, the Company established the 2004 Employee Stock Purchase Plan (“ESPP”). Pursuant to the ESPP, the aggregate number of shares of common stock which may be purchased shall not exceed five hundred thousand (500,000) shares of common stock of the Company. As of December 31, 2012, the Company has issued a total of 403,200 shares of common stock from the current ESPP. For the years ended December 31, 2012 and 2011, the Company issued 108,990 and 44,542 shares, respectively, under the ESPP.
The ESPP permits substantially all employees to purchase common stock through payroll deductions, at 85% of the lower of the trading price of the stock at the beginning or at the end of each six-month offering period commencing on January 1 and July 1. The number of shares purchased is based on participants’ contributions made during the offering period.
The fair value of the “look back” option for ESPP shares issued during the offering period is estimated using the Black-Scholes valuation model for a call and a put option. The share price used for the model is a 15% discount on the stock price on the first day of the offering period; the number of shares to be purchased is calculated based on employee contributions, and by using the following weighted-average assumptions:
 
 
 
Year Ended December 31, 2012
 
Year Ended December 31, 2011
 
Year Ended December 31, 2010
Expected dividends
 
$

 
$

 
$

Stock price on valuation date
 
11.96

 
17.54

 
14.03

Expected volatility
 
71
%
 
41
%
 
54
%
Risk-free interest rate
 
0.10
%
 
0.15
%
 
0.21
%
Expected life (in years)
 
0.5

 
0.5

 
0.5

Fair value per share
 
$
4.16

 
$
4.73

 
$
4.78


The intrinsic value of shares of the Company’s stock purchased pursuant to the ESPP for offering periods within the years ended December 31, 2012, 2011 and 2010 was $191,000, $109,000 and $251,000, respectively.
Stock-based Compensation Expense
Compensation cost for stock options, restricted stock, restricted stock units and the ESPP is as follows (in thousands):
 
 
 
Year Ended December 31, 2012
 
Year Ended December 31, 2011
 
Year Ended December 31, 2010
Stock options
 
$
978

 
$
1,317

 
$
1,496

Restricted stock
 
1,427

 
1,014

 
752

Restricted stock units
 
421

 
57

 
188

ESPP
 
262

 
194

 
191

Total stock-based compensation expense
 
$
3,088

 
$
2,582

 
$
2,627

Stock-based compensation cost included in cost of revenue; selling, general and administrative expense; and research and development expense is as follows (in thousands):
 
 
 
Year Ended December 31, 2012
 
Year Ended December 31, 2011
 
Year Ended December 31, 2010
Cost of revenue
 
$
701

 
$
355

 
$
304

Selling, general and administrative
 
1,835

 
1,769

 
2,096

Research and development
 
552

 
458

 
227

Total stock-based compensation expense
 
$
3,088

 
$
2,582

 
$
2,627



Share Reservations
The following table summarizes the reservation of shares under the Company's stock-based compensation plans as of December 31, 2012:
 
2005 Omnibus Equity Incentive Plan
1,686,687

2004 Employee Stock Purchase Plan
96,800

1999 Director Stock Option Plan
3,000

1995 Stock Option Plan
158,756

Total
1,945,243

Stock Offering
Stock offering
Stock Offering
In April 2011, the Company filed a shelf registration statement on Form S-3 with the SEC to, from time to time, sell up to an aggregate of $125 million of its common stock, warrants or debt securities. During the quarter ended March 31, 2012, the Company sold a total of 572,510 shares of its common stock for net proceeds of $10.3 million pursuant an At-the-Market Equity Offering Sales Agreement (“Sales Agreement”) with Citadel Securities LLC (“Citadel”) dated February 2012. No shares have been sold subsequent to the quarter ended March 31, 2012.
As a result of the restatement of our previously issued financial statements contained within this report, the Company is no longer in compliance with the ongoing eligibility requirements of this shelf registration statement on Form S-3, the shelf registration statement is therefore no longer effective.
Income Taxes
Income Taxes
Income Taxes
For financial reporting purposes, net income (loss) before income taxes includes the following components (in thousands):
 
 
 
Years Ended December 31,
 
 
 
 
2011
 
 
 
 
2012
 
(Restated)
 
2010
United States
 
$
(5,994
)
 
$
(9,348
)
 
$
(12,903
)
Foreign
 
15,517

 
9,766

 
8,478

Total
 
$
9,523

 
$
418

 
$
(4,425
)

The provision (benefit) for income taxes based on income (loss) before income taxes is as follows (in thousands):
 
 
 
Years Ended December 31,
 
 
 
 
2011
 
 
 
 
2012
 
(Restated)
 
2010
Federal:
 
 
 
 
 
 
Current
 
$
(190
)
 
$

 
$
13

Deferred
 
6,873

 
(2,430
)
 
(4,183
)
 
 
6,683

 
(2,430
)
 
(4,170
)
State:
 
 
 
 
 
 
Current
 
7

 
6

 
5

Deferred
 
1,653

 
206

 
60

 
 
1,660

 
212

 
65

Foreign:
 
 
 
 
 
 
Current
 
2,135

 
3,089

 
1,006

Deferred
 
(95
)
 
(1,216
)
 
607

 
 
2,040

 
1,873

 
1,613

Valuation allowance
 
(8,034
)
 
2,201

 
4,123

Tax provision
 
$
2,349

 
$
1,856

 
$
1,631



The provision for income taxes in the accompanying consolidated statements of operations differs from the amount calculated by applying the statutory income tax rate to income (loss) from continuing operations before income taxes. The primary components of such difference are as follows (in thousands):

 
 
Years Ended December 31,
 
 
 
 
2011
 
 
 
 
2012
 
(Restated)
 
2010
Taxes at federal statutory rate
 
$
3,054

 
$
143

 
$
(1,504
)
State taxes, net of federal benefit
 
(23
)
 
(323
)
 
(284
)
Effect of tax rate differential for foreign subsidiary
 
(2,695
)
 
(1,576
)
 
(1,356
)
Valuation allowance, including tax benefits of stock activity
 
(8,034
)
 
2,201

 
4,123

Nondeductible interest
 

 
462

 
(313
)
Foreign tax credit
 

 

 
(183
)
Stock-based compensation
 
242

 
73

 
155

FCPA settlement
 

 

 
1,156

Return to provision adjustments
 
3,568

 
576

 
(1,512
)
Subpart F income inclusion
 
5,594

 

 
948

Other
 
643

 
300

 
401

Tax provision
 
$
2,349

 
$
1,856

 
$
1,631


The Company has established a valuation allowance against its U.S. federal and state deferred tax assets due to the uncertainty surrounding the realization of such assets as evidenced by the cumulative losses from operations through December 31, 2012. Management periodically evaluates the recoverability of the deferred tax assets. At such time as it is determined that it is more likely than not that deferred assets are realizable, the valuation allowance will be reduced accordingly and recorded as a tax benefit, with the exception of $15.5 million which will impact additional paid in capital as discussed below. The Company has recorded a valuation allowance of $59.7 million as of December 31, 2012 to reflect the estimated amount of deferred tax assets that may not be realized. The Company decreased its valuation allowance by $8.0 million for the year ended December 31, 2012.
At December 31, 2012, the Company has federal and state net operating loss carryforwards of approximately $157.1 million and $82.0 million, respectively. The federal tax loss carryforwards will begin to expire in 2020 and the state tax loss carryforwards will begin to expire in 2013. In addition, the Company has research and development and other tax credit carryforwards for federal and state income tax purposes as of December 31, 2012 of $4.7 million and $5.4 million, respectively. The federal credits will begin to expire in 2018 unless utilized and the state credits have an indefinite life. Pursuant to Internal Revenue Code Sections 382 and 383, use of the Company’s federal net operating loss and credit carryforwards may be limited due to a cumulative change in ownership of more than 50% within a three-year period.
Excess tax benefits associated with stock option exercises, restricted stock grants, and disqualifying dispositions of both incentive stock options and stock issued from the Company’s Employee Stock Purchase Plan in the amount of $3.5 million and $3.3 million, for 2012 and 2011, respectively, did not reduce current income taxes payable and, accordingly, are not included in the deferred tax asset relating to net operating loss carryforwards, but are included with the federal and state net operating loss carryforwards disclosed in this footnote. The tax benefits associated with stock option deductions from 1998 to 2005 in the amount of $15.5 million were not recorded in additional paid-in capital because their realization was not more likely than not to occur and, consequently, a valuation allowance was recorded against the entire benefit.
The Company has been granted a tax holiday in Switzerland, which is effective as of January 1, 2012 and is for 10 years. The tax holiday is conditional upon the Company meeting certain employment and investment thresholds. The impact of this tax holiday decreased foreign taxes by $634,000 for 2012. The benefit of the tax holiday on net income per diluted share was $0.02 for 2012.
U.S. and foreign withholding taxes have not been recognized on the excess of the amount for financial reporting over the tax basis of investments in foreign subsidiaries that are essentially permanent in duration. This amount becomes taxable upon a repatriation of assets from the subsidiary or a sale or liquidation of the subsidiary. The amount of unremitted earnings from foreign subsidiaries totaled $5.0 million as of December 31, 2012. Withholding taxes of approximately $2.0 million would be payable upon remittance of all previously unremitted earnings at December 31, 2012. Determination of the amount of any unrecognized deferred income tax liability on the excess of the financial reporting basis over the tax basis of investments in foreign subsidiaries is not practicable because of the complexities of the hypothetical calculation.
Items that give rise to significant portions of the deferred tax accounts are as follows (in thousands):
 
 
 
December 31,
 
 
 
 
2011
 
 
2012
 
(Restated)
Deferred tax assets:
 
 
 
 
Tax loss carryforwards
 
$
55,288

 
$
59,457

Tax credit carryforwards
 
19

 
18

Uniform capitalization, contract and inventory related reserves
 
895

 
1,319

Accrued vacation
 
642

 
631

Stock-based compensation
 
813

 
763

Tax basis depreciation less book depreciation
 

 
984

Intangible assets
 
1,104

 
1,232

Deferred revenue
 
152

 
265

FCPA settlement
 

 
1,187

Other
 
1,185

 
1,849

Total
 
60,098

 
67,705

Deferred tax liabilities:
 
 
 
 
Inventory deduction
 
(209
)
 
(185
)
Pension assets
 
(1,385
)
 
(933
)
Allowance for doubtful accounts
 
(433
)
 
(245
)
Tax basis depreciation less book depreciation
 
(224
)
 

Other
 

 
(1
)
Total
 
(2,251
)
 
(1,364
)
Net deferred tax assets before valuation allowance
 
57,847

 
66,341

Valuation allowance
 
(59,740
)
 
(67,773
)
Net deferred tax liabilities
 
$
(1,893
)
 
$
(1,432
)

The Company adopted the provisions of section 740-10 of the Accounting for Uncertainty in Income Taxes Topic of the FASB ASC on January 1, 2007. Of the total unrecognized tax benefits at December 31, 2012, approximately $10.0 million was recorded as a reduction to deferred tax assets, which caused a corresponding reduction in the Company’s valuation allowance of $10.0 million. To the extent unrecognized tax benefits are recognized at a time when a valuation allowance does not exist, the recognition of the tax benefit would reduce the effective tax rate. The Company does not anticipate that the amount of unrecognized tax benefits as of December 31, 2012 will significantly increase or decrease within the 12 month period following December 31, 2012.
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):
 
Balance at December 31, 2011
$
10,433

Increase in prior period positions
510

Decrease in current period positions
(666
)
Balance at December 31, 2012
$
10,277


The Company recognizes interest and penalties as a component of income tax expense. Interest and penalties for the years ended December 31, 2012, 2011 and 2010 were immaterial.
The Company’s U.S. federal income tax returns for tax years subsequent to 2007 are subject to examination by the Internal Revenue Service and its state income tax returns subsequent to 2006 are subject to examination by state tax authorities. The Company’s foreign tax returns subsequent to 2002 are subject to examination by the foreign tax authorities.
Net operating losses from years for which the statute of limitations has expired (2007 and prior for federal and 2006 and prior for state) could be adjusted in the event that the taxing jurisdictions challenge the amounts of net operating loss carryforwards from such years.
Leases
Leases
Leases
Rental expense amounted to $3.7 million, $3.1 million and $2.5 million for the years ended December 31, 2012, 2011 and 2010, respectively, and was incurred primarily for facility leases. Future annual minimum rental commitments as of December 31, 2012 are as follows (in thousands):
 
Fiscal Years
 
2013
$
3,962

2014
4,074

2015
3,571

2016
2,809

2017
2,581

Thereafter
6,490

Total
$
23,487

Pension and Other Postretirement Benefit Plans
Pension and Other Postretirement Benefit Plans
Pension and Other Postretirement Benefit Plans
Foreign Plan
The Compensation—Retirement Benefits Subtopic of the FASB ASC requires balance sheet recognition of the total over funded or under funded status of pension and postretirement benefit plans. Under the guidance, actuarial gains and losses, prior service costs or credits, and any remaining transition assets or obligations that have not been recognized under previous accounting standards must be recognized as a component of accumulated other comprehensive income within stockholders’ equity, net of tax effects, until they are amortized as a component of net periodic benefit cost (income).
The Company’s plan is regulated by the Swiss Government and is funded by the employees and the Company. The pension benefit is based on compensation, length of service and credited investment earnings. The plan guarantees both a minimum rate of return as well as minimum annuity purchase rates. The Company’s funding policy with respect to the pension plan is to contribute the amount required by Swiss law, using the required percentage applied to the employee’s compensation. In addition, participating employees are required to contribute to the pension plan. The Company made pension contributions of $732,000, $778,000 and $635,000 in 2012, 2011 and 2010, respectively; 45% of the total contributions to the plan each year are made by the employees. This plan has a measurement date of December 31. The Company does not have any rights to the assets of the plan.
The reported pension asset increased from $6.4 million to $6.9 million during the year ended December 31, 2012. The asset increase is a combination of an actuarial gain due to participant experience, employee funding received by the plan related to the transfer of assets from another employee benefit plan, an actuarial loss due to assumption changes, and a higher than expected overall asset return rate which resulted in a gain.
The accumulated benefit obligation was approximately $28.1 million and $25.2 million as of December 31, 2012 and 2011, respectively.
The following table reflects changes in the pension benefit obligation and plan assets for the years ended and as of December 31, 2012 and 2011 (in thousands):
 
 
 
Pension Benefits
 
 
Years ended
December 31,
 
 
2012
 
2011
Change in benefit obligation:
 
 
 
 
Benefit obligation at beginning of year
 
$
26,723

 
$
25,340

Service cost
 
671

 
793

Interest cost
 
651

 
717

Plan participant contributions
 
1,602

 
637

Benefits paid
 
(668
)
 
(1,254
)
Actuarial loss
 
1,659

 
735

Administrative expenses paid
 

 
(79
)
Settlements
 
(1,417
)
 

Effect of foreign currency translation
 
735

 
(166
)
Projected benefit obligation at end of year
 
29,956

 
26,723

Changes in plan assets:
 
 
 
 
Fair value of plan assets at beginning of year
 
33,082

 
30,662

Actual return on plan assets
 
2,670

 
2,581

Company contributions
 
732

 
778

Plan participant contributions
 
1,602

 
637

Benefits paid
 
(668
)
 
(1,254
)
Administrative expenses paid
 

 
(79
)
Settlements
 
(1,417
)
 

Effect of foreign currency translation
 
894

 
(243
)
Fair value of plan assets at end of year
 
36,895

 
33,082

Funded status at end of year
 
$
6,939

 
$
6,359


Amounts recognized in the consolidated balance sheets consist of (in thousands):
 
 
 
As of
December 31,
 
 
2012
 
2011
Net long-term pension asset
 
$
6,939

 
$
6,359

Accumulated other comprehensive loss consists of the following:
 

 

Net prior service cost
 
216

 
262

Net loss
 
4,770

 
4,851

Accumulated other comprehensive loss before taxes
 
$
4,986

 
$
5,113



The components of net periodic pension cost (income) and other amounts recognized in other comprehensive income (loss) before taxes are as follows (in thousands):
 
 
 
Years ended December 31,
 
 
2012
 
2011
 
2010
Components of net periodic pension cost (income):
 
 
 
 
 
 
Service cost
 
$
671

 
$
793

 
$
629

Interest cost
 
651

 
717

 
614

Expected return on plan assets
 
(1,403
)
 
(1,616
)
 
(1,491
)
Prior service cost amortization
 
44

 
46

 
39

Deferred loss amortization
 
216

 
309

 

Settlement cost
 
258

 

 

Net periodic pension cost (income)
 
$
437

 
$
249

 
$
(209
)
Other amounts recognized in other comprehensive income (loss) before income taxes are as follows:
 
 
 
 
 
 
Prior service cost amortization
 
$
(44
)
 
$
(46
)
 
$
(39
)
Loss (gain) on value of plan assets
 
(1,268
)
 
(965
)
 
1,592

Actuarial loss on benefit obligation
 
1,659

 
735

 
2,068

Settlement
 
(258
)
 

 

Deferred loss amortization
 
(216
)
 
(309
)
 

Total recognized in other comprehensive income (loss), before taxes
 
$
(127
)
 
$
(585
)
 
$
3,621

Total recognized in net periodic pension cost (income) and other comprehensive income (loss), before taxes
 
$
310

 
$
(336
)
 
$
3,412


Assumptions used to determine the benefit obligation and net periodic pension cost (income) are as follows:
 
 
 
Pension Benefits
 
 
Years ended December 31,
 
 
2012
 
2011
Weighted-average assumptions used to determine benefit obligation:
 
 
 
 
Discount rate
 
1.75
%
 
2.50
%
Rate of compensation increase
 
2.50
%
 
2.50
%
Measurement date
 
12/31/2012

 
12/31/2011

Weighted-average assumptions used to determine net periodic pension cost (income):
 
 
 
 
Discount rate
 
2.50
%
 
2.75
%
Expected long-term return on plan assets
 
4.25
%
 
5.00
%
Rate of compensation increase
 
2.50
%
 
2.50
%
 
 
 
 
 
Percentage of the fair value of total plan assets held in each major category of plan assets:
 
 
 
 
Equity securities
 
35
%
 
82
%
Debt securities
 
21
%
 
4
%
Real estate
 
39
%
 
12
%
Other
 
5
%
 
2
%
Total
 
100
%
 
100
%

The pension plan’s overall strategy and investment policy is managed by the board of the plan. The overall long-term rate is based on the target asset allocation of 15% Swiss bonds, 13% non-Swiss hedged bonds, 10% Swiss equities, 15% global equities, 36% real estate, 6% emerging market equities, 3% alternative investments and 2% cash and other short-term investments.
The 2013 expected future long-term rate of return is estimated to be 4.25%, which is based on historical asset rates of returns for each asset allocation classification at a 0.4% rate for Swiss bonds, 1.0% for hedged foreign bonds, 4.8% for real estate, 5.6% for Swiss equities, 6.5% for unhedged global equities, 7.4% unhedged emerging markets, 2.80% for alternative investments and 1.4% for cash. The 2012 expected long-term rate of return was 4.25% and was based on the historical asset rates of return of 1.8% for Swiss bonds, 2.0% for unhedged foreign bonds, 1.5% for hedged foreign bonds, 4.3% for real property, 5.6% for Swiss equities and 6.9% for unhedged global equities, 4.6% for alternative investments and 1.3% for cash.
Expected amortization during the year ending December 31, 2013 is as follows (in thousands):
 
Amortization of net prior service costs
$
45

Amortization of deferred loss
182


The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid (in thousands):
 
2013
$
1,643

2014
1,969

2015
1,772

2016
1,869

2017
1,547

Years 2018 through 2022
8,116

Total
$
16,916



The Company expects to contribute approximately $677,000 to the pension plan in 2013.
Investment objectives:
The primary investment goal of the pension plan is to achieve a total annualized return of 4.25% over the long-term. The investments are evaluated, compared and benchmarked to plans with similar investment strategies. The plan also attempts to minimize risk by not having any single security or class of securities with a disproportionate impact on the plan. As a guideline, assets are diversified by asset classes (equity, fixed income, real estate, and alternative investments).
The fair values of the plans assets at December 31, 2012, by asset category, are as follows (in thousands):
 
 
 
 
Fair Value Measurements at
 
 
 
 
December 31, 2012

 
Total
 
Active
Market
Prices
(Level 1)
 
Significant
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
Asset category
 
 
 
 
 
 
 
 
Cash:
 
 
 
 
 
 
 
 
Held in Swiss Franc, Euro and USD
 
$
848

 
$
848

 
$

 
$

Equity securities:
 
 
 

 

 

Investment funds
 
19,867

 
19,867

 

 

Real estate investment fund
 
10,733

 

 

 
10,733

Fixed income / Bond Securities
 
 
 
 
 
 
 
 
Fixed income / Bond securities:
 
1,263

 
1,263

 

 

Real estate investments:
 
 
 
 
 
 
 
 
Real estate investment in specific properties 100% owned by the plan
 
4,098

 

 

 
4,098

Other assets (accounts receivable, assets at real estate management company)
 
86

 

 
86

 

Net assets of pension plan
 
$
36,895

 
$
21,978

 
$
86

 
$
14,831



Fair Value of Assets
Level 1: Observable inputs such as quoted prices in active markets for identical assets.
Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.
Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions. These investments can include; real estate owned by the Pension Plan stated at appraised value obtained from an independent source to the Plan and the Company; real estate investment that has potential long term investment liquidation processes; hedge funds that might have monthly, quarterly or annual restraints on redemptions or may require advance notice for a redemption
For those financial instruments with significant Level 3 inputs, the following table summarizes the activity for the year by investment type:
 
Description
 
Real estate
investments
Beginning balance, December 31, 2011
 
$
13,856

Total unrealized gains included in net gain(1)
 
665

Foreign currency translation adjustments
 
310

Ending balance, December 31, 2012
 
$
14,831

_____________
(1)
Total unrealized gains are reported as a component of the pension adjustment in accumulated other comprehensive income in the consolidated statement of stockholders’ equity.
U.S. Plan
The Company has postretirement benefit plans covering its employees in the United States. Substantially all U.S. employees are eligible to elect coverage under a contributory employee savings plan which provides for Company matching contributions based on one-half of employee contributions up to certain plan limits. The Company’s matching contributions under this plan totaled $486,000, $415,000 and $379,000 for the years ended December 31, 2012, 2011 and 2010, respectively.
Legal Proceedings
Legal Proceedings
Legal Proceedings
Although the Company incurs significant legal costs in connection with legal proceedings, the Company is unable to estimate the amount of future legal costs, therefore, such costs are expensed in the period the legal services are performed.
FCPA Matter
As a result of being a publicly traded company in the U.S., we are subject to the U.S. Foreign Corrupt Practices Act (“FCPA”), which prohibits companies from making improper payments to foreign officials for the purpose of obtaining or retaining business. Beginning in 2009, we conducted an internal review into payments made to our former independent sales agent in China with respect to sales of our high voltage capacitor products produced by our Swiss subsidiary. In January 2011, we reached settlements with the SEC and the U.S. Department of Justice (“DOJ”) with respect to charges asserted by the SEC and DOJ relating to the anti-bribery, books and records, internal controls, and disclosure provisions of the FCPA and other securities laws violations. We settled civil charges with the SEC, agreeing to an injunction against further violations of the FCPA. Under the terms of the settlement with the SEC, we agreed to pay a total of approximately $6.4 million in profit disgorgement and prejudgment interest, in two installments, with almost $3.2 million paid in each of the first quarters of 2011 and 2012. Under the terms of the settlement with the DOJ, we agreed to pay a total of $8.0 million in penalties in three installments, with $3.5 million paid in the first quarter of 2011 and $2.3 million paid in each of the first quarters of 2012 and 2013. As part of the settlement, we entered into a three-year deferred prosecution agreement (“DPA”) with the DOJ. If we remain in compliance with the terms of the DPA, at the conclusion of the term, the charges against us asserted by the DOJ will be dismissed with prejudice. Further, under the terms of each agreement, we will periodically report to the SEC and DOJ on our internal compliance program concerning anti-bribery. As of December 31, 2012, $2.3 million was included in “accounts payable and accrued liabilities” on the accompanying consolidated balance sheet and this final payment was paid in full as of January 25, 2013.
Customer Bankruptcy Matter
In January 2011, we attended a bankruptcy proceeding for a previous customer in order to bid on certain intellectual property and physical assets that were being auctioned. During this proceeding, an offer for sale was presented for any and all potential claims held by the previous customer against us. While the nature of these potential claims was not specified, the offer was construed as including potential claims related to payments made to us by the customer prior to the previous customer filing bankruptcy, as well as a potential intellectual property dispute between us and the previous customer. At the January 2011 bankruptcy proceeding, we bid $250,000 to purchase from the bankruptcy estate the right to any and all claims against us stemming from rights held by the previous customer. The bankruptcy estate later declined that offer and in the interest of a more expedient resolution, we had recently increased our settlement offer to $750,000. In December 2012, the parties reached a final agreement for total consideration of $525,000 due from us to the bankruptcy estate for full and final release from any claims related only to the potential preference payment claim. The settlement amount was paid in full in February 2013. Concerning the potential intellectual property dispute, we believe this claim is meritless and that the chance of a significant loss with respect to this potential claim is remote. As of the quarter ended September 30, 2012, we had accrued a liability of $750,000 for the anticipated settlement of these potential claims. After consideration of the settlement of the preference claim matter in the amount of $525,000, the remaining balance of the accrual of $225,000 was reversed and credited to the statement of operations during the fourth quarter of 2012.
Securities Matter
In early 2013, we voluntarily provided information to the United States Attorney's Office for the Southern District of California and the U.S. Securities and Exchange Commission related to our announcement that we intend to file restated financial statements for fiscal years 2011 and 2012. We are cooperating with these investigations. At this preliminary stage, we cannot predict the ultimate outcome of this action, nor can we estimate the range of potential loss, and we therefore have not accrued an amount for any potential costs associated with this action, but an adverse result could have a material adverse impact on our financial condition and results of operation.
Securities Class Action Matter
From March 13, 2013 through April 19, 2013, four purported shareholder class actions were filed in the United States District Court for the Southern District of California against us and three of our current and former officers. These actions are entitled Foster v. Maxwell Technologies, Inc., et al., Case No. 13-cv-0580 (S.D. Cal. filed March 13, 2013), Weinstein v. Maxwell Technologies, Inc., et al., No. 13-cv-0686 (S.D. Cal. filed March 21, 2013), Abanades v. Maxwell Technologies, Inc., et al., No. 13-cv-0867 (S.D. Cal. filed April 11, 2013), and Mebarak v. Maxwell Technologies, Inc., et al., No. 13-cv-0942 (S.D. Cal. filed April 19, 2013). The complaints allege that the defendants made false and misleading statements regarding our financial performance and business prospects and overstated our reported revenue. The complaints purport to assert claims for violations of Section 10(b) and 20(a) of the Securities Exchange Act of 1934 and SEC Rule 10b-5 on behalf of all persons who purchased our common stock between April 28, 2011 and March 7, 2013, inclusive. The complaints seek unspecified monetary damages and attorneys' fees and costs. On May 13, 2013, four prospective lead plaintiffs filed motions to consolidate the four actions and to be appointed lead plaintiff. On June 11, 2013, the Court vacated the hearing on those motions and indicated that it would issue a written order in the near future. At this preliminary stage, we cannot determine whether there is a reasonable possibility that a loss has been incurred nor can we estimate the range of potential loss. Accordingly, we have not accrued an amount for any potential loss associated with this action, but an adverse result could have a material adverse impact on our financial condition and results of operation.
State Shareholder Derivative Matter
On April 11, 2013 and April 18, 2013, two shareholder derivative actions were filed in California Superior Court for the County of San Diego, entitled Warsh v. Schramm, et al., Case No. 37-2013-00043884 (San Diego Sup. Ct. filed April 11, 2013) and Neville v. Cortes, et al., Case No. 37-2013-00044911-CU-BT-CTL (San Diego Sup. Ct. filed April 18, 2013). The complaints name as defendants certain of our current and former officers and directors as well as our former auditor McGladrey LLP. We are named as a nominal defendant. The complaints allege that the individual defendants made or caused us to make false and/or misleading statements regarding our financial condition, and failed to disclose material adverse facts about our business, operations and prospects. The complaints assert causes of action for breaches of fiduciary duty for disseminating false and misleading information, failing to maintain internal controls, and failing to properly oversee and manage the company, as well as for unjust enrichment, abuse of control, gross mismanagement, professional negligence and accounting malpractice, and aiding and abetting breaches of fiduciary duty. The lawsuits seek unspecified damages, an order directing us to take all necessary actions to reform and improve its corporate governance and internal procedures, restitution and disgorgement of profits, benefits and other compensation, attorneys' and experts' fees, and costs and expenses. On May 7, 2013, the Court consolidated the two actions. We filed a motion to stay the consolidated action on July 2, 2013. Because this action is derivative in nature, it does not seek monetary damages from us. However, we may be required throughout the term of the action to advance the legal fees and costs incurred by the individual defendants and to incur other financial obligations. At this preliminary stage, we cannot predict the ultimate outcome of this action, nor can we estimate the range of potential loss, and we therefore have not accrued an amount for any potential costs associated with this action, but an adverse result could have a material adverse impact on our financial condition and results of operation.
Federal Shareholder Derivative Matter
On April 23, 2013 and May 7, 2013, two shareholder derivative actions were filed in the United States District Court for the Southern District of California, entitled Kienzle v. Schramm, et al., Case No. 13-cv-0966 (S.D. Cal. filed April 23, 2013) and Agrawal v. Cortes, et al., Case No. 13-cv-1084 (S.D. Cal. filed May 7, 2013). The complaints name as defendants certain of our current and former officers and directors and name us as a nominal defendant. The complaints allege that the individual defendants caused or allowed us to issue false and misleading statements about our financial condition, operations, management, and internal controls and falsely represented that we maintained adequate controls. The complaints assert causes of action for breach of fiduciary duty, abuse of control, gross mismanagement, waste of corporate assets and unjust enrichment. The lawsuits seek unspecified damages, an order directing us to take all necessary actions to reform and improve its corporate governance and internal procedures, restitution and disgorgement of profits, benefits, and other compensation, attorneys' and experts' fees, and costs and expenses. On June 10, 2013, the parties filed a joint motion to consolidate the two actions. The Court has not yet ruled on that motion. Because this action is derivative in nature, it does not seek monetary damages from us. However, we may be required throughout the term of the action to advance the legal fees and costs incurred by the individual defendants and to incur other financial obligations. At this preliminary stage, we cannot predict the ultimate outcome of this action, nor can we estimate the range of potential loss, and we therefore have not accrued an amount for any potential costs associated with this action, but an adverse result could have a material adverse impact on our financial condition and results of operation.
Shareholder Demand Letter Matter
On April 9, 2013, Stephen Neville, a purported shareholder of the Company, sent a demand letter to us to inspect our books and records pursuant to California Corporations Code Section 1601. The demand sought inspection of documents related to our March 7, 2013 announcement that we would be restating our previously-issued financial statements for 2011 and 2012, board minutes and committee materials, and other documents related to our board or management discussions regarding revenue recognition from January 1, 2011 to the present. We responded by letter dated April 19, 2013, explaining why we believed that the demand did not appear to be proper. Following receipt of a second letter from Mr. Neville dated April 23, 2013, we explained by letter dated April 29, 2013 why we continue to believe that the inspection demand appears improper. We have not received a further response from Mr. Neville regarding the inspection demand. At this preliminary stage, we cannot predict the ultimate outcome of this action, nor can we estimate the range of potential loss, and we therefore have not accrued an amount for any potential costs associated with this action, but an adverse result could have a material adverse impact on our financial condition and results of operation.
Unaudited Quarterly Financial Information
Unaudited Quarterly Results of Operations
Unaudited Quarterly Financial Information
 
 
 
Quarter Ended
 
 
 
 
March 31
 
 
 
June 30
 
 
 
September 30
 
 
 

 
 
 
 
(Restated)
 
 
 
(Restated)
 
 
 
(Restated)
 
 
 
December 31
 
 
 
 
(in thousands except per share data)
 
 
Year Ended December 31, 2012
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total revenue
 
$
35,804

 
  
 
$
36,238

 
  
 
$
42,713

 
  
 
$
44,503

 
  
Gross profit
 
15,157

 
  
 
14,524

 
  
 
18,142

 
  
 
17,229

 
  
Net income (loss)
 
(952
)
 
(a) 
 
31

 
(b) 
 
5,228

 
(c) 
 
2,867

 
(d) 
Basic and diluted net income per share
 
$
(0.03
)
 
  
 
$

 
 
 
$
0.18

 
  
 
$
0.10

 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
 
 
 
March 31
 
 
 
June 30
 
 
 
September 30
 
 
 
December 31
 
 
 
 
(Restated)
 
 
 
(Restated)
 
 
 
(Restated)
 
 
 
(Restated)
 
 
 
 
(in thousands except per share data)
 
 
Year Ended December 31, 2011
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total revenue
 
$
29,224

 
  
 
$
38,546

 
  
 
$
42,030

 
  
 
$
37,376

 
  
Gross profit
 
11,329

 
  
 
13,901

 
  
 
16,830

 
  
 
15,010

 
  
Net income (loss)
 
(2,322
)
 
(e) 
 
(200
)
 
(f) 
 
569

 
(g) 
 
515

 
(h) 
Basic and diluted net income (loss) per share
 
$
(0.09
)
 
  
 
$
(0.01
)
 
 
 
$
0.02

 
 
 
$
0.02

 
 
_____________

(a)
Includes a non-cash expense for stock-based compensation of $1.3 million.
(b)
Includes a non-cash expense for stock-based compensation of $770,000.
(c)
Includes a non-cash expense for stock-based compensation of $505,000.
(d)
Includes a non-cash expense for stock-based compensation of $527,000.
(e)
Includes a gain on embedded derivatives of $1.1 million and a non-cash expense for stock-based compensation of $917,000.
(f)
Includes a non-cash expense for stock-based compensation of $789,000 and a $2.6 million charge for the accrual for anticipated settlement of a legal matter.
(g)
Includes a non-cash expense for stock-based compensation of $734,000.
(h)
Includes a non-cash expense for stock-based compensation of $142,000.


The restated quarterly consolidated balance sheets as of the end of the first three quarters of fiscal year 2012 and 2011, respectively, are presented below:

MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)

 
 
September 30, 2012
 
 
As previously reported
 
Restatement Adjustments
 
Debt Classification Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
20,073

 
$

 
$

 
$
20,073

Trade and other accounts receivable, net of allowance for doubtful accounts of $341 at September 31, 2012
 
52,988

 
(14,172
)
 

 
38,816

Inventories
 
31,930

 
11,872

 

 
43,802

Prepaid expenses and other current assets
 
2,829

 
105

 
41

 
2,975

Total current assets
 
107,820

 
(2,195
)
 
41

 
105,666

Property and equipment, net
 
35,806

 

 

 
35,806

Intangible assets, net
 
758

 

 

 
758

Goodwill
 
24,826

 

 

 
24,826

Pension asset
 
6,945

 

 

 
6,945

Other non-current assets
 
79

 

 
(41
)
 
38

Total assets
 
$
176,234

 
$
(2,195
)
 
$

 
$
174,039

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
32,025

 
$
(36
)
 
$

 
$
31,989

Accrued warranty
 
244

 

 

 
244

Accrued employee compensation
 
5,025

 

 

 
5,025

Deferred revenue
 
764

 
4,385

 

 
5,149

Short-term borrowings and current portion of long-term debt
 
6,909

 

 
2,935

 
9,844

Deferred tax liability
 
499

 

 

 
499

Total current liabilities
 
45,466

 
4,349

 
2,935

 
52,750

Deferred tax liability, long-term
 
962

 

 

 
962

Long-term debt, excluding current portion
 
2,960

 

 
(2,935
)
 
25

Other long-term liabilities
 
699

 

 

 
699

Total liabilities
 
50,087

 
4,349

 

 
54,436

Commitments and contingencies
 
 
 
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,183 shares issued and outstanding at September 31, 2012
 
2,915

 

 

 
2,915

Additional paid-in capital
 
267,069

 

 

 
267,069

Accumulated deficit
 
(154,456
)
 
(6,544
)
 

 
(161,000
)
Accumulated other comprehensive income
 
10,619

 

 

 
10,619

Total stockholders’ equity
 
126,147

 
(6,544
)
 

 
119,603

Total liabilities and stockholders’ equity
 
$
176,234

 
$
(2,195
)
 
$

 
$
174,039



MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)

 
 
June 30, 2012
 
 
As previously reported
 
Restatement Adjustments
 
Debt Classification Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
22,310

 
$

 
$

 
$
22,310

Trade and other accounts receivable, net of allowance for doubtful accounts of $216 at June 30, 2012
 
48,514

 
(14,180
)
 

 
34,334

Inventories
 
30,217

 
10,822

 

 
41,039

Prepaid expenses and other current assets
 
3,299

 
103

 
56

 
3,458

Total current assets
 
104,340

 
(3,255
)
 
56

 
101,141

Property and equipment, net
 
33,275

 

 

 
33,275

Intangible assets, net
 
854

 

 

 
854

Goodwill
 
24,621

 

 

 
24,621

Pension asset
 
6,685

 

 

 
6,685

Other non-current assets
 
94

 

 
(56
)
 
38

Total assets
 
$
169,869

 
$
(3,255
)
 
$

 
$
166,614

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
31,205

 
$
40

 
$

 
$
31,245

Accrued warranty
 
265

 

 

 
265

Accrued employee compensation
 
5,721

 

 

 
5,721

Deferred revenue
 
1,096

 
3,074

 

 
4,170

Short-term borrowings and current portion of long-term debt
 
6,870

 

 
3,354

 
10,224

Deferred tax liability
 
499

 

 

 
499

Total current liabilities
 
45,656

 
3,114

 
3,354

 
52,124

Deferred tax liability, long-term
 
952

 

 

 
952

Long-term debt, excluding current portion
 
3,389

 

 
(3,354
)
 
35

Other long-term liabilities
 
750

 

 

 
750

Total liabilities
 
50,747

 
3,114

 

 
53,861

Commitments and contingencies
 
 
 
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,136 shares issued and outstanding at June 30, 2012
 
2,911

 

 

 
2,911

Additional paid-in capital
 
266,225

 

 

 
266,225

Accumulated deficit
 
(159,860
)
 
(6,369
)
 

 
(166,229
)
Accumulated other comprehensive income
 
9,846

 

 

 
9,846

Total stockholders’ equity
 
119,122

 
(6,369
)
 

 
112,753

Total liabilities and stockholders’ equity
 
$
169,869

 
$
(3,255
)
 
$

 
$
166,614


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)

 
 
March 31, 2012
 
 
As previously reported
 
Restatement Adjustments
 
Debt Classification Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
30,628

 
$

 
$

 
$
30,628

Trade and other accounts receivable, net of allowance for doubtful accounts of $281 at March 31, 2012
 
43,147

 
(10,624
)
 

 
32,523

Inventories
 
30,606

 
8,574

 

 
39,180

Prepaid expenses and other current assets
 
3,158

 
78

 
59

 
3,295

Total current assets
 
107,539

 
(1,972
)
 
59

 
105,626

Property and equipment, net
 
31,922

 

 

 
31,922

Intangible assets, net
 
985

 

 

 
985

Goodwill
 
25,730

 

 

 
25,730

Pension asset
 
6,815

 

 

 
6,815

Other non-current assets
 
59

 

 
(59
)
 

Total assets
 
$
173,050

 
$
(1,972
)
 
$

 
$
171,078

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
34,239

 
$
15

 
$

 
$
34,254

Accrued warranty
 
287

 

 

 
287

Accrued employee compensation
 
5,850

 

 

 
5,850

Deferred revenue
 
812

 
1,756

 

 
2,568

Short-term borrowings and current portion of long-term debt
 
7,155

 

 
3,494

 
10,649

Deferred tax liability
 
499

 

 

 
499

Total current liabilities
 
48,842

 
1,771

 
3,494

 
54,107

Deferred tax liability, long-term
 
944

 

 

 
944

Long-term debt, excluding current portion
 
3,541

 

 
(3,494
)
 
47

Other long-term liabilities
 
778

 

 

 
778

Total liabilities
 
54,105

 
1,771

 

 
55,876

Commitments and contingencies
 
 
 
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,127 shares issued and outstanding at March 31, 2012
 
2,910

 

 

 
2,910

Additional paid-in capital
 
265,414

 

 

 
265,414

Accumulated deficit
 
(162,517
)
 
(3,743
)
 

 
(166,260
)
Accumulated other comprehensive income
 
13,138

 

 

 
13,138

Total stockholders’ equity
 
118,945

 
(3,743
)
 

 
115,202

Total liabilities and stockholders’ equity
 
$
173,050

 
$
(1,972
)
 
$

 
$
171,078


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)

 
 
September 30, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
Cash and cash equivalents
 
$
30,988

 
$

 
$
30,988

Trade and other accounts receivable, net of allowance for doubtful accounts of $451 at September 30, 2011
 
31,838

 
(1,831
)
 
30,007

Inventories
 
27,965

 
1,697

 
29,662

Prepaid expenses and other current assets
 
3,191

 
13

 
3,204

Total current assets
 
93,982

 
(121
)
 
93,861

Property and equipment, net
 
26,985

 

 
26,985

Intangible assets, net
 
1,259

 

 
1,259

Goodwill
 
25,592

 

 
25,592

Pension asset
 
6,125

 

 
6,125

Other non-current assets
 
246

 

 
246

Total assets
 
$
154,189

 
$
(121
)
 
$
154,068

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
29,862

 
$
1,109

 
$
30,971

Accrued warranty
 
261

 

 
261

Accrued employee compensation
 
7,037

 

 
7,037

Deferred revenue
 
2,478

 

 
2,478

Short-term borrowings and current portion of long-term debt
 
3,409

 

 
3,409

Deferred tax liability
 
1,373

 

 
1,373

Total current liabilities
 
44,420

 
1,109

 
45,529

Deferred tax liability, long-term
 
1,166

 

 
1,166

Long-term debt, excluding current portion
 
2,292

 

 
2,292

Other long-term liabilities
 
3,028

 

 
3,028

Total liabilities
 
50,906

 
1,109

 
52,015

Commitments and contingencies
 
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 28,123 shares issued and outstanding at September 30, 2011
 
2,797

 

 
2,797

Additional paid-in capital
 
252,525

 

 
252,525

Accumulated deficit
 
(164,593
)
 
(1,230
)
 
(165,823
)
Accumulated other comprehensive income
 
12,554

 

 
12,554

Total stockholders’ equity
 
103,283

 
(1,230
)
 
102,053

Total liabilities and stockholders’ equity
 
$
154,189

 
$
(121
)
 
$
154,068


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)

 
 
June 30, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
Cash and cash equivalents
 
$
29,791

 
$

 
$
29,791

Trade and other accounts receivable, net of allowance for doubtful accounts of $353 at June 30, 2011
 
35,791

 
(3,590
)
 
32,201

Inventories
 
26,911

 
2,119

 
29,030

Prepaid expenses and other current assets
 
2,939

 
16

 
2,955

Total current assets
 
95,432

 
(1,455
)
 
93,977

Property and equipment, net
 
24,952

 

 
24,952

Intangible assets, net
 
1,438

 


 
1,438

Goodwill
 
27,423

 

 
27,423

Pension asset
 
6,387

 

 
6,387

Other non-current assets
 
382

 

 
382

Total assets
 
$
156,014

 
$
(1,455
)
 
$
154,559

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
30,582

 
$
46

 
$
30,628

Accrued warranty
 
304

 

 
304

Accrued employee compensation
 
6,931

 

 
6,931

Deferred revenue
 
1,176

 

 
1,176

Short-term borrowings and current portion of long-term debt
 
3,685

 

 
3,685

Deferred tax liability
 
1,373

 

 
1,373

Total current liabilities
 
44,051

 
46

 
44,097

Deferred tax liability, long-term
 
1,166

 

 
1,166

Long-term debt, excluding current portion
 
2,504

 

 
2,504

Other long-term liabilities
 
3,070

 

 
3,070

Total liabilities
 
50,791

 
46

 
50,837

Commitments and contingencies
 
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 27,955 shares issued and outstanding at June 30, 2011
 
2,780

 

 
2,780

Additional paid-in capital
 
250,341

 

 
250,341

Accumulated deficit
 
(164,891
)
 
(1,501
)
 
(166,392
)
Accumulated other comprehensive income
 
16,993

 

 
16,993

Total stockholders’ equity
 
105,223

 
(1,501
)
 
103,722

Total liabilities and stockholders’ equity
 
$
156,014

 
$
(1,455
)
 
$
154,559


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)

 
 
March 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
Cash and cash equivalents
 
$
33,063

 
$

 
$
33,063

Trade and other accounts receivable, net of allowance for doubtful accounts of $209 at March 31, 2011
 
32,301

 
(6,087
)
 
26,214

Inventories
 
22,913

 
3,552

 
26,465

Prepaid expenses and other current assets
 
2,657

 
26

 
2,683

Total current assets
 
90,934

 
(2,509
)
 
88,425

Property and equipment, net
 
22,257

 

 
22,257

Intangible assets, net
 
1,526

 

 
1,526

Goodwill
 
25,338

 

 
25,338

Pension asset
 
5,642

 

 
5,642

Other non-current assets
 
471

 

 
471

Total assets
 
$
146,168

 
$
(2,509
)
 
$
143,659

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
28,842

 
$
9

 
$
28,851

Accrued warranty
 
367

 

 
367

Accrued employee compensation
 
4,942

 

 
4,942

Deferred revenue
 
419

 

 
419

Short-term borrowings and current portion of long-term debt
 
3,470

 

 
3,470

Deferred tax liability
 
1,373

 

 
1,373

Total current liabilities
 
39,413

 
9

 
39,422

Deferred tax liability, long-term
 
1,166

 

 
1,166

Long-term debt, excluding current portion
 
2,282

 

 
2,282

Other long-term liabilities
 
3,049

 

 
3,049

Total liabilities
 
45,910

 
9

 
45,919

Commitments and contingencies
 
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 27,950 shares issued and outstanding at March 31, 2011
 
2,779

 

 
2,779

Additional paid-in capital
 
249,558

 

 
249,558

Accumulated deficit
 
(163,674
)
 
(2,518
)
 
(166,192
)
Accumulated other comprehensive income
 
11,595

 

 
11,595

Total stockholders’ equity
 
100,258

 
(2,518
)
 
97,740

Total liabilities and stockholders’ equity
 
$
146,168

 
$
(2,509
)
 
$
143,659


The restated quarterly consolidated statements of operations for the first three quarters of fiscal year 2012 and all the quarters of fiscal year 2011 are presented below:

MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended September 30, 2012
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
43,907

 
$
(1,194
)
 
$
42,713

Cost of revenue
 
25,534

 
(963
)
 
24,571

Gross profit
 
18,373

 
(231
)
 
18,142

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
7,344

 
(2
)
 
7,342

Research and development
 
5,084

 

 
5,084

Total operating expenses
 
12,428

 
(2
)
 
12,426

Income (loss) from operations
 
5,945

 
(229
)
 
5,716

Interest expense, net
 
(56
)
 

 
(56
)
Amortization of debt discount and prepaid debt costs
 
(16
)
 

 
(16
)
Gain on embedded derivatives and warrants
 

 

 

Income (loss) from operations before income taxes
 
5,873

 
(229
)
 
5,644

Income tax provision
 
470

 
(54
)
 
416

Net income (loss)
 
$
5,403

 
$
(175
)
 
$
5,228

Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
0.19

 
$
(0.01
)
 
$
0.18

Diluted
 
$
0.19

 
$
(0.01
)
 
$
0.18

Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
28,736

 

 
28,736

Diluted
 
28,748

 

 
28,748


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended June 30, 2012
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
40,856

 
$
(4,618
)
 
$
36,238

Cost of revenue
 
23,876

 
(2,162
)
 
21,714

Gross profit
 
16,980

 
(2,456
)
 
14,524

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
8,238

 
171

 
8,409

Research and development
 
5,294

 

 
5,294

Total operating expenses
 
13,532

 
171

 
13,703

Income (loss) from operations
 
3,448

 
(2,627
)
 
821

Interest expense, net
 
(56
)
 

 
(56
)
Amortization of debt discount and prepaid debt costs
 
(15
)
 

 
(15
)
Gain on embedded derivatives and warrants
 

 

 

Income (loss) from operations before income taxes
 
3,377

 
(2,627
)
 
750

Income tax provision
 
719

 

 
719

Net income (loss)
 
$
2,658

 
$
(2,627
)
 
$
31

Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
0.09

 
$
(0.09
)
 
$

Diluted
 
$
0.09

 
$
(0.09
)
 
$

Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
28,672

 

 
28,672

Diluted
 
28,780

 

 
28,780


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended March 31, 2012
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
39,230

 
$
(3,426
)
 
$
35,804

Cost of revenue
 
23,093

 
(2,446
)
 
20,647

Gross profit
 
16,137

 
(980
)
 
15,157

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
9,286

 
502

 
9,788

Research and development
 
5,596

 
(26
)
 
5,570

Total operating expenses
 
14,882

 
476

 
15,358

Income (loss) from operations
 
1,255

 
(1,456
)
 
(201
)
Interest expense, net
 
(26
)
 

 
(26
)
Amortization of debt discount and prepaid debt costs
 
(11
)
 

 
(11
)
Gain on embedded derivatives and warrants
 

 

 

Income (loss) from operations before income taxes
 
1,218

 
(1,456
)
 
(238
)
Income tax provision
 
714

 

 
714

Net income (loss)
 
$
504

 
$
(1,456
)
 
$
(952
)
Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
0.02

 
$
(0.05
)
 
$
(0.03
)
Diluted
 
$
0.02

 
$
(0.05
)
 
$
(0.03
)
Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
28,122

 

 
28,122

Diluted
 
28,559

 

 
28,122


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended December 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
42,493

 
$
(5,117
)
 
$
37,376

Cost of revenue
 
26,345

 
(3,979
)
 
22,366

Gross profit
 
16,148

 
(1,138
)
 
15,010

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
8,566

 
(107
)
 
8,459

Research and development
 
5,354

 
26

 
5,380

Total operating expenses
 
13,920

 
(81
)
 
13,839

Income (loss) from operations
 
2,228

 
(1,057
)
 
1,171

Interest expense, net
 
(21
)
 

 
(21
)
Amortization of debt discount and prepaid debt costs
 

 

 

Gain on embedded derivatives and warrants
 

 

 

Income (loss) from operations before income taxes
 
2,207

 
(1,057
)
 
1,150

Income tax provision
 
635

 

 
635

Net income (loss)
 
$
1,572

 
$
(1,057
)
 
$
515

Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
0.06

 
$
(0.04
)
 
$
0.02

Diluted
 
$
0.06

 
$
(0.04
)
 
$
0.02

Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
27,851

 

 
27,851

Diluted
 
28,285

 

 
28,285


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended September 30, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
41,096

 
$
934

 
$
42,030

Cost of revenue
 
24,547

 
653

 
25,200

Gross profit
 
16,549

 
281

 
16,830

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
9,595

 
10

 
9,605

Research and development
 
5,707

 

 
5,707

Total operating expenses
 
15,302

 
10

 
15,312

Income from operations
 
1,247

 
271

 
1,518

Interest expense, net
 
(27
)
 

 
(27
)
Amortization of debt discount and prepaid debt costs
 

 

 

Gain on embedded derivatives and warrants
 

 

 

Income from operations before income taxes
 
1,220

 
271

 
1,491

Income tax provision
 
922

 

 
922

Net income
 
$
298

 
$
271

 
$
569

Net income per share:
 
 
 
 
 
 
Basic
 
$
0.01

 
$
0.01

 
$
0.02

Diluted
 
$
0.01

 
$
0.01

 
$
0.02

Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
27,733

 

 
27,733

Diluted
 
28,161

 

 
28,161


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended June 30, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
38,463

 
$
83

 
$
38,546

Cost of revenue
 
22,987

 
1,658

 
24,645

Gross profit
 
15,476

 
(1,575
)
 
13,901

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
11,798

 
(2,600
)
 
9,198

Research and development
 
5,297

 
8

 
5,305

Total operating expenses
 
17,095

 
(2,592
)
 
14,503

Income (loss) from operations
 
(1,619
)
 
1,017

 
(602
)
Interest expense, net
 
(25
)
 

 
(25
)
Amortization of debt discount and prepaid debt costs
 

 

 

Gain on embedded derivatives and warrants
 

 

 

Income (loss) from operations before income taxes
 
(1,644
)
 
1,017

 
(627
)
Income tax provision
 
(427
)
 

 
(427
)
Net income (loss)
 
$
(1,217
)
 
$
1,017

 
$
(200
)
Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
(0.04
)
 
$
0.03

 
$
(0.01
)
Diluted
 
$
(0.04
)
 
$
0.03

 
$
(0.01
)
Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
27,669

 

 
27,669

Diluted
 
27,669

 

 
27,669


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended March 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
35,259

 
$
(6,035
)
 
$
29,224

Cost of revenue
 
21,375

 
(3,480
)
 
17,895

Gross profit
 
13,884

 
(2,555
)
 
11,329

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
7,985

 
(29
)
 
7,956

Research and development
 
5,972

 
(8
)
 
5,964

Total operating expenses
 
13,957

 
(37
)
 
13,920

Loss from operations
 
(73
)
 
(2,518
)
 
(2,591
)
Interest expense, net
 
(36
)
 

 
(36
)
Amortization of debt discount and prepaid debt costs
 
(55
)
 

 
(55
)
Gain on embedded derivatives and warrants
 
1,086

 

 
1,086

Income (loss) from operations before income taxes
 
922

 
(2,518
)
 
(1,596
)
Income tax provision
 
726

 

 
726

Net income (loss)
 
$
196

 
$
(2,518
)
 
$
(2,322
)
Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
0.01

 
$
(0.10
)
 
$
(0.09
)
Diluted
 
$
0.01

 
$
(0.10
)
 
$
(0.09
)
Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
27,285

 

 
27,285

Diluted
 
28,112

 

 
27,285

Schedule II - Valuation and Qualifying Accounts
Schedule of valuation and qualifying accounts disclosure
Schedule II
Valuation and Qualifying Accounts (in thousands)

 
 
Balance at the
Beginning of
the Year ($)
 
Charged to
Expense ($)
 
Acquisitions/
Transfers
and
Other ($)
 
Write-offs
Net of
Recoveries ($)
 
Balance at
the End of
the Year ($)
Allowance for Doubtful Accounts:
 
 
 
 
 
 
 
 
 
 
December 31, 2010
 
386

 
(159
)
 
13

 
(89
)
 
151

December 31, 2011 (Restated)
 
151

 
300

 
(1
)
 

 
450

December 31, 2012
 
450

 
193

 
2

 
(488
)
 
157

Description of Business and Summary of Significant Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2012
Organization, Consolidation and Presentation of Financial Statements [Abstract]
 
Financial Statement Presentation
Liquidity
Reclassification
Use of Estimates
Revenue Recognition
Cash and Cash Equivalents
Accounts Receivable and Allowance for Doubtful Accounts
Accounts Receivable and Allowance for Doubtful AccountsTrade receivables are stated at gross invoiced amount less an allowance for uncollectible accounts. The allowance for doubtful accounts reflects management’s best estimate of probable losses inherent in the accounts receivable balance. Management determines the allowance for doubtful accounts based on known troubled accounts, historical experience and other currently available evidence. 
Inventories
Property and Equipment
Goodwill
Long-Lived Assets and Intangible Assets
Warranty Obligation
Income Tax
Concentration of Credit Risk
Research and Development Expense
Advertising Costs
Shipping and Handling Expense
Patent Defense Costs
Foreign Currencies
Foreign Currency Derivatives Instruments
Net Income (Loss) per Share
Share-based Compensation
Business Enterprise Information
Financial Statement Presentation
The accompanying consolidated financial statements include the accounts of Maxwell Technologies, Inc. and its subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). All intercompany transactions and account balances have been eliminated in consolidation.
Liquidity
As of December 31, 2012, the Company had approximately $28.7 million in cash and cash equivalents. Although the Company has a credit facility providing for a $15.0 million line of credit which has not been drawn upon to date, based on the events of default discussed in Note 7 as a result of the restatement of previously issued financial statements described in Note 2, the bank's obligation to extend any further credit has ceased and terminated. As of December 31, 2012, $3.9 million was outstanding under the equipment term loan provided by the same credit facility. In June 2013, the Company entered into a forbearance agreement with the bank wherein the bank agreed to forbear from further exercise of its rights and remedies under the credit agreement to call the outstanding debt balance in connection with the events of default for a specified period of time.
In April 2011, the Company filed a shelf registration statement on Form S-3 with the Securities and Exchange Commission ("SEC)" to, from time to time, sell up to an aggregate of $125 million of its common stock, warrants or debt securities. To date, the Company has sold 572,510 shares pursuant to this registration statement for net proceeds of $10.3 million. As a result of the restatement of previously issued financial statements described in Note 2, the Company is no longer in compliance with the ongoing eligibility requirements of this shelf registration statement on Form S-3, and therefore it is no longer effective.
In the future, the Company may supplement these available sources of cash by issuing additional debt or equity.
As of December 31, 2012, the Company had cash and cash equivalents of $28.7 million. Management believes that this available cash balance, combined with cash the Company expects to generate from operations, will be sufficient to fund its operations, obligations as they become due, and capital investments for at least the next twelve months
Reclassifications
Certain prior period amounts in the consolidated statements of operations have been reclassified to conform to the current period presentation. These reclassifications do not impact reported net income (loss) and do not otherwise have a material impact on the presentation of the overall financial statements.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect reported amounts and related disclosures. These estimates include, but are not limited to, assessing the collectability of accounts receivable, applied and unapplied production costs, production capacities, the usage and recoverability of inventories and long-lived assets, including deferred income taxes, the incurrence of warranty obligations, impairment of goodwill and other intangible assets, estimation of the cost to complete certain projects, accruals for estimated losses from legal matters, and estimation of the value of stock-based compensation awards, including the probability that the performance criteria of restricted stock awards will be met.
Revenue Recognition
Revenue is derived primarily from the sale of manufactured products directly to customers. Product revenue is recognized, according to the guidelines of the Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin (“SAB”) Numbers 101, Revenue Recognition in Financial Statements, and 104, Revenue Recognition, when all of the following criteria are met: (1) persuasive evidence of an arrangement exists (upon contract signing or receipt of an authorized purchase order from a customer); (2) title passes to the customer at either shipment from the Company’s facilities or receipt at the customer facility, depending on shipping terms; (3) customer payment is deemed fixed or determinable and free of contingencies or significant uncertainties; and (4) collectability is reasonably assured. This policy has been consistently applied from period to period.
Beginning in the fourth quarter of 2011, for three distributors of the Company's products, the Company offered extended payment terms which allowed these distributors to pay us after they received payment from their customer, with respect to certain sales transactions. Also beginning in the fourth quarter of 2011, for one other distributor of the Company's products, the Company offered return rights and profit margin protection with respect to certain sales transactions. Therefore, for these four distributors, the Company determined that the revenue recognition criteria of SAB 101 and 104 were not met at the time of shipment, as there was no fixed or determinable price, nor was collection reasonably assured, at least with respect to certain sales transactions. As a result, for the three distributors provided with extended payment terms, which did not provide for a fixed or determinable price, the Company determined to defer the recognition of revenue on all sales beginning in the fourth quarter of 2011 to the period in which cash is received. For the one distributor provided with return rights and profit margin protection, for which the Company could not estimate exposure, the Company determined to defer the recognition of revenue on all sales beginning in the fourth quarter of 2011 until until the distributor confirms with the Company that they are not entitled to any further returns or credits.
Cash and Cash Equivalents
The Company invests its excess cash in debt instruments of the U.S. Government and its agencies, bank certificates of deposit, commercial paper and high-quality corporate issuers. All highly liquid instruments with an original maturity of three months or less from purchase are considered cash equivalents.
Inventories
Inventories are stated at the lower of cost (first-in first-out basis) or market. Finished goods and work-in-process inventory values include the cost of raw materials, labor and manufacturing overhead. Consigned inventory includes finished goods delivered to customers for which the related sale has not met the revenue recognition criteria and revenue has been deferred. Inventory when written down to market value establishes a new cost basis and its value is not subsequently increased based upon changes in underlying facts and circumstances. The Company makes adjustments to reduce the cost of inventory to its net realizable value, if required, for estimated excess or obsolete inventories. Factors influencing these adjustments include inventories on-hand compared with historical and estimated future sales for existing and new products and assumptions about the likelihood of obsolescence. Unabsorbed and underabsorbed costs are treated as expense in the period incurred.
Property and Equipment
Property and equipment are carried at cost and are depreciated using the straight-line method. Depreciation is provided over the estimated useful lives of the related assets (three to ten years). Leasehold improvements are depreciated over the shorter of their estimated useful life or the term of the lease. Leasehold improvements funded by landlords are recorded as property and equipment, which is depreciated over the shorter of the estimated useful life of the asset or the lease term, and deferred rent, which is amortized over the lease term.
Goodwill
Goodwill, which represents the excess of the cost of an acquired business over the net fair value assigned to its assets and liabilities, is not amortized. Instead, goodwill is assessed for impairment under the Intangibles—Goodwill and Other Topic of the FASB ASC. The Company has established December 31 as the annual impairment test date. The Company first makes a qualitative assessment as to whether goodwill is impaired and if it is more likely than not that goodwill is impaired, the Company performs a two-step quantitative impairment analysis to determine if goodwill is impaired. The Company may also determine to skip the qualitative assessment in any year and move directly to the quantitative test.
Impairment of Long-Lived Assets and Intangible Assets
Property and equipment and intangible assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying value of the assets may not be recoverable. If the Company determines that the carrying value of the asset is not recoverable, a permanent impairment charge is recorded for the amount by which the carrying value of the long-lived or intangible asset exceeds its fair value. Intangible assets with finite lives are amortized on a straight-line basis over their useful lives of ten to thirteen years.
Warranty Obligation
The Company provides warranties on all product sales. The majority of the Company’s warranties are for one to two years in the normal course of business. The Company accrues for the estimated warranty costs at the time of sale based on historical warranty experience plus any known or expected changes in warranty exposure.
Income Taxes
Deferred income taxes are provided on a liability method in accordance with the Income Taxes Topic of the FASB ASC, whereby deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Under this method, deferred income taxes are recorded to reflect the tax consequences on future years of temporary differences between the tax basis of assets and liabilities and their reported amounts at each period end. If it is more likely than not that some portion or all of a deferred tax asset will not be realized, a valuation allowance is recognized. The guidance also provides criteria for the recognition, measurement, presentation and disclosures of uncertain tax positions. A tax benefit from an uncertain tax position may be recognized if it is “more likely than not” that the position is sustainable based solely on its technical merits.
Concentration of Credit Risk
The Company maintains cash balances at various financial institutions primarily in California and in Switzerland. In California, cash balances commonly exceed the $250,000 Federal Deposit Insurance Corporation insurance limit. In Switzerland, the banks where the Company has cash deposits are either government-owned, or in the case of cash deposited with non-government banks, deposits are insured up to 100,000 Swiss Francs. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to any significant credit risk with respect to such cash and cash equivalents.
Financial instruments, which subject the Company to potential concentrations of credit risk, consist principally of the Company’s accounts receivable. The Company’s accounts receivable result from product sales to customers in various industries and in various geographical areas, both domestic and foreign. The Company performs credit evaluations of its customers and generally requires no collateral. One customer, Shenzhen Xinlikang Supply China Management Co. LTD., accounted for 18% of total revenue in 2012. There were no sales to a single customer amounting to more than 10% of total revenue for the years ended December 31, 2011 and 2010. Three customers: Shenzhen Xinlikang Supply China Management Co. LTD.; Xiamen Golden Dragon Bus Co. LTD.; and ABB, accounted for 26%, 15% and 11%, respectively, of total accounts receivable as of December 31, 2012. No customer accounted for more than 10% of total accounts receivable as of December 31, 2011.
Research and Development Expense
Research and development expenditures are expensed in the period incurred. Third-party funding of research and development expense under cost-sharing arrangements is recorded as an offset to research and development expense in the period the expenses are incurred.
Advertising Expense
Advertising costs are expensed in the period incurred.
Shipping and Handling Expense
The Company recognizes shipping and handling expenses as a component of cost of revenue.
Patent Defense Costs
The Company capitalizes patent defense costs as additional cost of the patents when a successful outcome in a patent defense case is probable. If the Company is ultimately unsuccessful the costs would be charged to expense. Legal expenses associated with a previous patent infringement lawsuit were capitalized as an intangible asset.
Foreign Currencies
The Company’s primary foreign currency exposure is related to its subsidiary in Switzerland, which has Euro and local currency (Swiss Franc) revenue and operating expenses, and local currency loans. Changes in these currency exchange rates impact the reported U.S. dollar amount of revenue, expenses and debt. The functional currency of the Swiss subsidiary is the Swiss Franc. Assets and liabilities of the Swiss subsidiary are translated at month-end exchange rates, and revenues, expenses, gains and losses are translated at rates of exchange that approximate the rate in effect at the time of the transaction. Any translation adjustments resulting from this process are presented separately as a component of accumulated other comprehensive income within stockholders’ equity in the consolidated balance sheets. Foreign currency transaction gains and losses are reported in "cost of revenue" and "selling, general and administrative" expense in the consolidated statements of operations.
Foreign Currency Derivative Instruments
As part of its risk management strategy, the Company uses forward contracts to hedge certain foreign currency exposures. The Company's objective is to offset gains or losses resulting from these exposures with opposing gains or losses on the forward contracts, thereby reducing volatility of earnings created by these foreign currency exposures. In accordance with the Derivatives and Hedging Topic of the FASB ASC, the fair values of the forward contracts are estimated at each period end based on quoted market prices and are recorded in “prepaid expenses and other current assets” or “accounts payable and accrued liabilities” on the consolidated balance sheets. Any gains or losses recognized on these contracts are recorded in “cost of revenue” and “selling, general and administrative” expense in the consolidated statements of operations.
Net Income (Loss) per Share
In accordance with the Earnings Per Share Topic of the FASB ASC, basic net income (loss) per share is calculated using the weighted average number of common shares outstanding during the period. Diluted net income per share includes the impact of additional common shares that would have been outstanding if dilutive potential common shares were issued. Potentially dilutive securities are not considered in the calculation of diluted net loss per share, as their inclusion would be anti-dilutive.
Stock-Based Compensation
The Company has issued stock-based compensation awards to its employees and non-employee directors, including stock options, restricted stock, restricted stock units, and shares under an employee stock purchase plan. The Company records compensation expense for stock-based awards in accordance with the criteria set forth in the Stock Compensation Subtopic of the FASB ASC. Although the Company has not granted stock options since 2010, the Company used the Black-Scholes option pricing model to estimate the fair value of historical stock option grants. The determination of the fair value of stock options utilizing the Black-Scholes model was affected by the Company’s stock price and a number of assumptions, including expected volatility, expected life, risk-free interest rate and expected dividends.
The fair value of restricted stock and restricted stock units is based on the closing market price of the Company’s common stock on the date of grant. Compensation expense equal to the fair value of each restricted stock award is recognized ratably over the requisite service period. For restricted stock awards with vesting contingent on Company performance conditions, the Company uses the requisite service period that is most likely to occur. The requisite service period is estimated based on the expected achievement date of the performance condition. If it is unlikely that a performance condition will be achieved, no compensation expense is recognized unless is later determined that achievement of the performance condition is likely. The requisite service period may be adjusted for changes in the expected outcomes of the related performance conditions, with the impact of such changes recognized as a cumulative adjustment in the consolidated statement of operations in the period in which the expectation changes.
Share-based compensation expense recognized in the consolidated statement of operations is based on equity awards ultimately expected to vest. The FASB ASC requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods with a cumulative catch up adjustment if actual forfeitures differ from those estimates.
Business Enterprise Information
The Company operates as one operating segment, High Reliability, according to the Disclosures about Segments of an Enterprise and Related Information Topic of the FASB ASC, which establishes standards for the way that public business enterprises report information about operating segments in annual consolidated financial statements. The Company’s chief operating decision maker does not regularly review discrete financial information below the consolidated level.
Description of Business and Summary of Significant Accounting Policies (Tables)
The following table sets forth the computation of basic and diluted net income (loss) per share (in thousands, except per share data):
 
 
Years Ended December 31,
 
 
 
 
2011
 
 
 
 
2012
 
(Restated)
 
2010
Numerator
 
 
 
 
 
 
Net income (loss)
 
$
7,174

 
$
(1,438
)
 
$
(6,056
)
Denominator
 
 
 
 
 
 
Weighted average common shares outstanding
 
28,568

 
27,637

 
26,234

Effect of potentially dilutive securities
 
 
 
 
 
 
Options to purchase common stock
 
115

 

 

Convertible debentures
 

 

 

Restricted stock awards
 
10

 

 

Restricted stock unit awards
 
2

 

 

Employee stock purchase plan
 
14

 

 

Weighted average common shares outstanding, assuming dilution
 
28,709

 
27,637

 
26,234

Net income (loss) per share
 
 
 
 
 
 
Basic
 
$
0.25

 
$
(0.05
)
 
$
(0.23
)
Diluted
 
$
0.25

 
$
(0.05
)
 
$
(0.23
)
The following table summarizes instruments that may be convertible into common shares that are not included in the denominator used in the diluted net income (loss) per share calculation because to do so would be antidilutive (in thousands):
Common Stock
 
2012
 
2011
 
2010
Outstanding options to purchase common stock
 
504

 
1,184

 
1,515

Restricted stock awards outstanding
 
319

 
262

 
96

Shares issuable on conversion of convertible debentures
 

 

 
514

Restricted stock unit awards
 
20

 
22

 
14

Employee stock purchase plan awards
 

 
21

 
16

Revenues by product line and geographic area are presented below (in thousands):
 
 
Year ending December 31,
 
 
 
 
2011
 
 
 
 
2012
 
(Restated)
 
2010
Revenues by product line:
 
 
 
 
 
 
Ultracapacitors
 
$
95,953

 
$
86,836

 
$
68,501

High-voltage capacitors
 
45,574

 
42,309

 
35,708

Microelectronic products
 
17,731

 
18,031

 
17,673

Total
 
$
159,258

 
$
147,176

 
$
121,882

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year ending December 31,
 
 
 
 
2011
 
 
 
 
2012
 
(Restated)
 
2010
Revenues from external customers located in:
 
 
 
 
 
 
China
 
$
74,054

 
$
43,187

 
$
30,835

United States
 
26,473

 
29,723

 
22,248

Germany
 
25,119

 
26,253

 
27,579

All other countries (1)
 
33,612

 
48,013

 
41,220

Total
 
$
159,258

 
$
147,176

 
$
121,882

 _____________
(1)
Revenue from external customers located in countries included in “All other countries” do not individually compromise more than 10% of total revenues for any of the years presented.
Long-lived assets by geographic location are as follows (in thousands):
 
 
December 31,
 
 
2012
 
2011
 
2010
Long-lived assets:
 
 
 
 
 
 
United States
 
$
24,239

 
$
17,614

 
$
10,865

China
 
6,340

 
5,916

 
4,786

Switzerland
 
5,862

 
5,211

 
5,259

Total
 
$
36,441

 
$
28,741

 
$
20,910

Restatement of Previously issued Financial Statements and Financial Information (Tables)
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block]
MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)
 
 
December 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Debt Classification Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
29,289

 
$

 
$

 
$
29,289

Trade and other accounts receivable, net of allowance for doubtful accounts of $450 at December 31, 2011
 
36,131

 
(8,158
)
 

 
27,973

Inventories
 
27,232

 
6,002

 

 
33,234

Prepaid expenses and other current assets
 
3,125

 
(34
)
 
61

 
3,152

Total current assets
 
95,777

 
(2,190
)
 
61

 
93,648

Property and equipment, net
 
28,541

 

 

 
28,541

Intangible assets, net
 
1,111

 

 

 
1,111

Goodwill
 
24,887

 

 

 
24,887

Pension asset
 
6,359

 

 

 
6,359

Other non-current assets
 
261

 

 
(61
)
 
200

Total assets
 
$
156,936

 
$
(2,190
)
 
$

 
$
154,746

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
36,103

 
$
(3
)
 
$

 
$
36,100

Accrued warranty
 
258

 

 

 
258

Accrued employee compensation
 
6,243

 
100

 

 
6,343

Deferred revenue
 
1,042

 

 

 
1,042

Short-term borrowings and current portion of long-term debt
 
5,431

 

 

 
5,431

Deferred tax liability
 
499

 

 

 
499

Total current liabilities
 
49,576

 
97

 

 
49,673

Deferred tax liability, long-term
 
933

 

 

 
933

Long-term debt, excluding current portion
 
68

 

 

 
68

Other long-term liabilities
 
3,028

 

 

 
3,028

Total liabilities
 
53,605

 
97

 

 
53,702

Commitments and contingencies (Note 12 and Note 14)
 







Stockholders’ equity:
 
 
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 28,174 shares issued and outstanding at December 31, 2011
 
2,815

 

 

 
2,815

Additional paid-in capital
 
252,907

 

 

 
252,907

Accumulated deficit
 
(163,021
)
 
(2,287
)
 

 
(165,308
)
Accumulated other comprehensive income
 
10,630

 

 

 
10,630

Total stockholders’ equity
 
103,331

 
(2,287
)
 

 
101,044

Total liabilities and stockholders’ equity
 
$
156,936

 
$
(2,190
)
 
$

 
$
154,746



MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)
 
 
Year Ended December 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
157,311

 
$
(10,135
)
 
$
147,176

Cost of revenue
 
95,254

 
(5,148
)
 
90,106

Gross profit
 
62,057

 
(4,987
)
 
57,070

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
37,944

 
(2,726
)
 
35,218

Research and development
 
22,330

 
26

 
22,356

Total operating expenses
 
60,274

 
(2,700
)
 
57,574

Income (loss) from operations
 
1,783

 
(2,287
)
 
(504
)
Interest expense, net
 
(109
)
 

 
(109
)
Amortization of debt discount and prepaid debt costs
 
(55
)
 

 
(55
)
Gain on embedded derivatives and warrants
 
1,086

 

 
1,086

Income (loss) from operations before income taxes
 
2,705

 
(2,287
)
 
418

Income tax provision
 
1,856

 

 
1,856

Net income (loss)
 
$
849

 
$
(2,287
)
 
$
(1,438
)
Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
0.03

 
$
(0.08
)
 
$
(0.05
)
Diluted
 
$
0.03

 
$
(0.08
)
 
$
(0.05
)
Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
27,637

 

 
27,637

Diluted
 
28,161

 

 
27,637

MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
(in thousands)
 
 
Year Ended December 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Operating activities:
 
 
 
 
 
 
Net income (loss)
 
$
849

 
$
(2,287
)
 
$
(1,438
)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
 
 
 
 
 
 
Depreciation
 
6,800

 

 
6,800

Amortization of intangible assets
 
559

 

 
559

Amortization of debt discount and prepaid debt costs
 
55

 

 
55

Gain on embedded derivatives and warrants
 
(1,086
)
 

 
(1,086
)
Pension cost
 
(109
)
 


 
(109
)
Stock based-compensation expense
 
2,582

 

 
2,582

Loss on impairment of property and equipment
 

 

 

Provision for (recovery of) losses on accounts receivable
 
427

 
(127
)
 
300

Changes in operating assets and liabilities:
 
 
 
 
 
 
Trade and other accounts receivable
 
(9,112
)
 
8,285

 
(827
)
Inventories
 
(8,121
)
 
(6,002
)
 
(14,123
)
Prepaid expenses and other assets
 
87

 
35

 
122

Deferred income taxes
 
(1,108
)
 

 
(1,108
)
Accounts payable and accrued liabilities and deferred revenue
 
8,469

 
(3
)
 
8,466

Accrued employee compensation
 
179

 
99

 
278

Other long-term liabilities
 
(5,572
)
 


 
(5,572
)
Net cash used in operating activities
 
(5,101
)
 

 
(5,101
)
Investing activities:
 
 
 
 
 
 
Purchases of property and equipment
 
(14,466
)
 

 
(14,466
)
Net cash used in investing activities
 
(14,466
)
 

 
(14,466
)
Financing activities:
 
 
 
 
 
 
Principal payments on long-term debt and short-term borrowings
 
(12,462
)
 

 
(12,462
)
Proceeds from long-term and short-term borrowings
 
12,229

 

 
12,229

Proceeds from exercise of stock warrants
 

 

 

Repurchase of shares for employee tax withholding obligation
 
(154
)
 

 
(154
)
Proceeds from issuance of common stock under equity compensation plans
 
2,819

 

 
2,819

Proceeds from issuance of common stock under secondary security offering
 

 

 

Release of restricted cash
 
8,000

 

 
8,000

Net cash provided by financing activities
 
10,432

 

 
10,432

Decrease in cash and cash equivalents from operations
 
(9,135
)
 

 
(9,135
)
Effect of exchange rate changes on cash and cash equivalents
 
(1,405
)
 

 
(1,405
)
Decrease in cash and cash equivalents
 
(10,540
)
 

 
(10,540
)
Cash and cash equivalents at beginning of year
 
39,829

 

 
39,829

Cash and cash equivalents at end of year
 
$
29,289

 
$

 
$
29,289

Cash paid for:
 
 
 
 
 
 
Interest
 
$
166

 
$

 
$
166

Income taxes
 
$
3,329

 
$

 
$
3,329

Supplemental schedule of noncash investing and financing activities:
 
 
 
 
 
 
Landlord funding of leasehold improvements
 
$
1,522

 
$

 
$
1,522

Conversion of debenture into shares of common stock
 
$
9,341

 
$

 
$
9,341

Stock warrant liability settled in shares of common stock
 
$

 
$

 
$


The restated financial information by product line and geographic area for fiscal year 2011 is presented below (in thousands):
 
 
December 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenues by product line:
 
 
 
 
 
 
Ultracapacitors
 
$
96,971

 
$
(10,135
)
 
$
86,836

High-voltage capacitors
 
42,309

 

 
42,309

Microelectronic products
 
18,031

 

 
18,031

Total
 
$
157,311

 
$
(10,135
)
 
$
147,176


 
 
 
 
 
 
Revenues from external customers located in:
 
 
 
 
 
 
China
 
$
43,187

 
$

 
$
43,187

United States
 
30,608

 
(885
)
 
29,723

Germany
 
32,911

 
(6,658
)
 
26,253

All other countries
 
50,605

 
(2,592
)
 
48,013

Total
 
$
157,311

 
$
(10,135
)
 
$
147,176

Balance Sheet Details (Tables)
 
 
December 31,
 
 
 
 
2011
 
 
2012
 
(Restated)
Inventories:
 
 
 
 
Raw material and purchased parts
 
$
13,114

 
$
9,661

Work-in-process
 
1,753

 
3,942

Finished goods
 
17,511

 
14,133

Consigned finished goods
 
9,242

 
5,498

Total inventories
 
$
41,620

 
$
33,234

Property and equipment, net:
 
 
 
 
Machinery, furniture and office equipment
 
$
62,593

 
$
53,356

Computer hardware and software
 
10,918

 
9,524

Leasehold improvements
 
10,376

 
8,253

Construction in progress
 
9,283

 
6,801

       Property and equipment, gross
 
93,170

 
77,934

Less accumulated depreciation and amortization
 
(56,935
)
 
(49,393
)
Total property and equipment, net
 
$
36,235

 
$
28,541

Accounts payable and accrued liabilities:
 
 
 
 
Accounts payable
 
$
14,762

 
$
15,196

FCPA settlement
 
2,250

 
5,425

Derivative suit settlement accrual
 

 
3,000

Customer dispute settlement accrual
 
890

 
2,333

Income tax payable
 
2,068

 
2,362

Other accrued liabilities
 
7,211

 
7,784

Total accounts payable and accrued liabilities
 
$
27,181

 
$
36,100

 
 
 
 
 
 
 
Years Ended December 31,
 
 
2012
 
2011
Accrued warranty:
 
 
 
 
Beginning balance
 
$
258

 
$
449

Product warranties issued
 
446

 
343

Settlement of warranties
 
(259
)
 
(188
)
Changes related to preexisting warranties
 
(179
)
 
(354
)
Foreign currency translation adjustment
 
3

 
8

Ending balance
 
$
269

 
$
258

 
 
Foreign
Currency
Translation
Adjustment
 
Defined Benefit
Pension  Plan
 
Accumulated
Other
Comprehensive
Income
Accumulated other comprehensive income:
 
 
 
 
 
 
Balance at December 31, 2011
 
$
14,580

 
$
(3,950
)
 
$
10,630

Current period change
 
1,796

 
105

 
1,901

Balance at December 31, 2012
 
$
16,376

 
$
(3,845
)
 
$
12,531

Goodwill and Intangibles (Tables)
The change in the carrying amount of goodwill during 2011 and 2012 was as follows (in thousands):
 
Balance at December 31, 2010
$
24,956

Foreign currency translation adjustments
(69
)
Balance at December 31, 2011
24,887

Foreign currency translation adjustments
529

Balance at December 31, 2012
$
25,416

The composition of intangible assets subject to amortization at December 31, 2012 and 2011 was as follows (in thousands):
 
 
 
Useful
Life
 
Gross
Carrying
Value
 
Accumulated
Amortization
 
Cumulative
Foreign
Currency
Translation
Adjustment
 
Net
Carrying
Value
As of December 31, 2012:
 
 
 
 
 
 
 
 
 
 
Patents
 
13 years
 
$
2,476

 
$
(1,903
)
 
$

 
$
573

Developed core technology
 
10 years
 
1,100

 
(1,100
)
 

 

Patent license agreement
 
5 years
 
741

 
(606
)
 
(39
)
 
96

Total intangible assets at December 31, 2012
 
 
 
$
4,317

 
$
(3,609
)
 
$
(39
)
 
$
669

As of December 31, 2011:
 
 
 
 
 
 
 
 
 
 
Patents
 
13 years
 
$
2,476

 
$
(1,699
)
 
$

 
$
777

Developed core technology
 
10 years
 
1,100

 
(1,050
)
 
29

 
79

Patent license agreement
 
5 years
 
741

 
(468
)
 
(18
)
 
255

Total intangible assets at December 31, 2011
 
 
 
$
4,317

 
$
(3,217
)
 
$
11

 
$
1,111

The estimated amortization for each of the next three years ending December 31 is as follows (in thousands):
 
Fiscal Years
 
2013
$
300

2014
203

2015
166

 
$
669

Convertible Debentures (Tables)
Schedule of debenture interest paid with cash and principal converted into shares of common stock
Shares issued upon the exercise of warrants, interest paid with cash and principal converted into shares of common stock are as follows (in thousands): 
 
 
Year Ended December 31, 2011
 
Year Ended December 31, 2010
 
 
Amount
 
Shares
 
Amount
 
Shares
Exercise of warrants
 
$

 

 
$
7,500

 
462

Conversion of principal into shares of common stock
 
$
8,333

 
514

 
$

 

Interest paid with cash
 
17

 
 N/A

 
115

 
 N/A

Total debenture payments
 
$
8,350

 
514

 
$
115

 

Fair Value Measurements Fair Value Measurements (Tables)
Financial instruments with significant Level 3 inputs
The following table summarizes the changes in the liability for the convertible debenture conversion features, which were valued using significant Level 3 inputs under the fair value measurement hierarchy of the FASB ASC (in thousands):
 
Beginning liability balance, December 31, 2010
 
$
2,093

Total unrealized gain included in net loss
 
(1,086
)
Liability settled on exercise of warrants
 
(1,007
)
Ending liability balance, December 31, 2011
 
$

 
Refer to Note 5—Convertible Debentures for the valuation model and unobservable data used to calculate fair value of the conversion features of the convertible debentures issued by the Company.
Borrowings (Tables)
The following table summarizes debt outstanding (in thousands):
 
 
 
December 31, 2012
 
December 31, 2011
Equipment Term Loan
 
$
3,913

 
$

Maxwell SA short-term loan
 
3,278

 
3,201

Maxwell SA credit agreement
 
2,185

 
2,134

Maxwell SA auto leases
 
159

 
164

Total debt
 
9,535

 
5,499

Less current portion
 
(9,452
)
 
(5,431
)
Total debt, excluding current portion
 
$
83

 
$
68

Contractually scheduled payments due on borrowings subsequent to December 31, 2012 are as follows (in thousands):

2013 (1)
$
9,452

2014
83

Total debt
$
9,535

 _____________
(1)
Contractually scheduled payments related to the Equipment Term Loan of $3.9 million were callable by the bank.
Foreign Currency Derivative Instruments (Tables)
The net gains and losses on foreign currency forward contracts included in "cost of revenue" and "selling, general and administrative" expense in the consolidated statements of operations are as follows (in thousands):
 
 
 
Year Ended
December 31,
 
 
2012
 
2011
 
2010
Cost of revenue
 
$
(2
)
 
$
(220
)
 
$
213

Selling, general and administrative
 
395

 
(453
)
 
1,625

Total gain (loss)
 
$
393

 
$
(673
)
 
$
1,838

Foreign currency gains and losses on those underlying monetary assets and liabilities included in "cost of revenue" and "selling, general and administrative" expense in the consolidated statements of operations are as follows (in thousands):
 
 
 
Year Ended
December 31,
 
 
2012
 
2011
 
2010
Cost of revenue
 
$
13

 
$
108

 
$
717

Selling, general and administrative
 
(997
)
 
(315
)
 
(1,471
)
Total loss
 
$
(984
)
 
$
(207
)
 
$
(754
)
Stock Plans (Tables)
The fair value of stock options was estimated on the date of grant using the Black-Scholes valuation model with the following weighted-average assumptions:
 
 
 
Year Ended
December 31,
2010
Expected dividends
 

Expected volatility range
 
69.5
%
Risk-free interest rate range
 
2.4
%
Expected term/life (in years)
 
4.8

The following table summarizes total aggregate stock option activity for the period December 31, 2011 through December 31, 2012:
 
 
 
Number of
Shares
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term
(in years)
 
Aggregate
Intrinsic
Value
Balance at December 31, 2011
 
1,183,659

 
$
11.45

 
 
 
 
Exercised
 
(145,703
)
 
7.85

 
 
 
 
Canceled
 
(114,200
)
 
14.34

 
 
 
 
Balance at December 31, 2012
 
923,756

 
$
11.67

 
4.62
 
$
261,981

Vested or expected to vest at December 31, 2012
 
915,451

 
$
11.64

 
4.60
 
$
261,049

Exercisable at December 31, 2012
 
807,146

 
$
11.53

 
4.31
 
$
221,133

The following table summarizes restricted stock award activity for the period December 31, 2011 through December 31, 2012 (in thousands, except for per share amounts):
 
Nonvested Shares
 
Shares
 
Weighted Average
Grant Date
Fair Value
Nonvested at December 31, 2011
 
262

 
$
17.17

Granted
 
255

 
20.60

Vested
 
(58
)
 
15.04

Forfeited
 
(62
)
 
16.61

Nonvested at December 31, 2012
 
397

 
$
19.78

 
 
Year Ended December 31, 2012
 
Year Ended December 31, 2011
 
Year Ended December 31, 2010
Expected dividends
 
$

 
$

 
$

Stock price on valuation date
 
11.96

 
17.54

 
14.03

Expected volatility
 
71
%
 
41
%
 
54
%
Risk-free interest rate
 
0.10
%
 
0.15
%
 
0.21
%
Expected life (in years)
 
0.5

 
0.5

 
0.5

Fair value per share
 
$
4.16

 
$
4.73

 
$
4.78

Compensation cost for stock options, restricted stock, restricted stock units and the ESPP is as follows (in thousands):
 
 
 
Year Ended December 31, 2012
 
Year Ended December 31, 2011
 
Year Ended December 31, 2010
Stock options
 
$
978

 
$
1,317

 
$
1,496

Restricted stock
 
1,427

 
1,014

 
752

Restricted stock units
 
421

 
57

 
188

ESPP
 
262

 
194

 
191

Total stock-based compensation expense
 
$
3,088

 
$
2,582

 
$
2,627

Stock-based compensation cost included in cost of revenue; selling, general and administrative expense; and research and development expense is as follows (in thousands):
 
 
 
Year Ended December 31, 2012
 
Year Ended December 31, 2011
 
Year Ended December 31, 2010
Cost of revenue
 
$
701

 
$
355

 
$
304

Selling, general and administrative
 
1,835

 
1,769

 
2,096

Research and development
 
552

 
458

 
227

Total stock-based compensation expense
 
$
3,088

 
$
2,582

 
$
2,627

The following table summarizes the reservation of shares under the Company's stock-based compensation plans as of December 31, 2012:
 
2005 Omnibus Equity Incentive Plan
1,686,687

2004 Employee Stock Purchase Plan
96,800

1999 Director Stock Option Plan
3,000

1995 Stock Option Plan
158,756

Total
1,945,243

Income Taxes (Tables)
For financial reporting purposes, net income (loss) before income taxes includes the following components (in thousands):
 
 
 
Years Ended December 31,
 
 
 
 
2011
 
 
 
 
2012
 
(Restated)
 
2010
United States
 
$
(5,994
)
 
$
(9,348
)
 
$
(12,903
)
Foreign
 
15,517

 
9,766

 
8,478

Total
 
$
9,523

 
$
418

 
$
(4,425
)
The provision (benefit) for income taxes based on income (loss) before income taxes is as follows (in thousands):
 
 
 
Years Ended December 31,
 
 
 
 
2011
 
 
 
 
2012
 
(Restated)
 
2010
Federal:
 
 
 
 
 
 
Current
 
$
(190
)
 
$

 
$
13

Deferred
 
6,873

 
(2,430
)
 
(4,183
)
 
 
6,683

 
(2,430
)
 
(4,170
)
State:
 
 
 
 
 
 
Current
 
7

 
6

 
5

Deferred
 
1,653

 
206

 
60

 
 
1,660

 
212

 
65

Foreign:
 
 
 
 
 
 
Current
 
2,135

 
3,089

 
1,006

Deferred
 
(95
)
 
(1,216
)
 
607

 
 
2,040

 
1,873

 
1,613

Valuation allowance
 
(8,034
)
 
2,201

 
4,123

Tax provision
 
$
2,349

 
$
1,856

 
$
1,631

 
 
Years Ended December 31,
 
 
 
 
2011
 
 
 
 
2012
 
(Restated)
 
2010
Taxes at federal statutory rate
 
$
3,054

 
$
143

 
$
(1,504
)
State taxes, net of federal benefit
 
(23
)
 
(323
)
 
(284
)
Effect of tax rate differential for foreign subsidiary
 
(2,695
)
 
(1,576
)
 
(1,356
)
Valuation allowance, including tax benefits of stock activity
 
(8,034
)
 
2,201

 
4,123

Nondeductible interest
 

 
462

 
(313
)
Foreign tax credit
 

 

 
(183
)
Stock-based compensation
 
242

 
73

 
155

FCPA settlement
 

 

 
1,156

Return to provision adjustments
 
3,568

 
576

 
(1,512
)
Subpart F income inclusion
 
5,594

 

 
948

Other
 
643

 
300

 
401

Tax provision
 
$
2,349

 
$
1,856

 
$
1,631

Items that give rise to significant portions of the deferred tax accounts are as follows (in thousands):
 
 
 
December 31,
 
 
 
 
2011
 
 
2012
 
(Restated)
Deferred tax assets:
 
 
 
 
Tax loss carryforwards
 
$
55,288

 
$
59,457

Tax credit carryforwards
 
19

 
18

Uniform capitalization, contract and inventory related reserves
 
895

 
1,319

Accrued vacation
 
642

 
631

Stock-based compensation
 
813

 
763

Tax basis depreciation less book depreciation
 

 
984

Intangible assets
 
1,104

 
1,232

Deferred revenue
 
152

 
265

FCPA settlement
 

 
1,187

Other
 
1,185

 
1,849

Total
 
60,098

 
67,705

Deferred tax liabilities:
 
 
 
 
Inventory deduction
 
(209
)
 
(185
)
Pension assets
 
(1,385
)
 
(933
)
Allowance for doubtful accounts
 
(433
)
 
(245
)
Tax basis depreciation less book depreciation
 
(224
)
 

Other
 

 
(1
)
Total
 
(2,251
)
 
(1,364
)
Net deferred tax assets before valuation allowance
 
57,847

 
66,341

Valuation allowance
 
(59,740
)
 
(67,773
)
Net deferred tax liabilities
 
$
(1,893
)
 
$
(1,432
)
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):
 
Balance at December 31, 2011
$
10,433

Increase in prior period positions
510

Decrease in current period positions
(666
)
Balance at December 31, 2012
$
10,277

Leases (Tables)
Future annual minimum rental commitments
Future annual minimum rental commitments as of December 31, 2012 are as follows (in thousands):
 
Fiscal Years
 
2013
$
3,962

2014
4,074

2015
3,571

2016
2,809

2017
2,581

Thereafter
6,490

Total
$
23,487

Pension and Other Postretirement Benefit Plans (Tables)
The following table reflects changes in the pension benefit obligation and plan assets for the years ended and as of December 31, 2012 and 2011 (in thousands):
 
 
 
Pension Benefits
 
 
Years ended
December 31,
 
 
2012
 
2011
Change in benefit obligation:
 
 
 
 
Benefit obligation at beginning of year
 
$
26,723

 
$
25,340

Service cost
 
671

 
793

Interest cost
 
651

 
717

Plan participant contributions
 
1,602

 
637

Benefits paid
 
(668
)
 
(1,254
)
Actuarial loss
 
1,659

 
735

Administrative expenses paid
 

 
(79
)
Settlements
 
(1,417
)
 

Effect of foreign currency translation
 
735

 
(166
)
Projected benefit obligation at end of year
 
29,956

 
26,723

Changes in plan assets:
 
 
 
 
Fair value of plan assets at beginning of year
 
33,082

 
30,662

Actual return on plan assets
 
2,670

 
2,581

Company contributions
 
732

 
778

Plan participant contributions
 
1,602

 
637

Benefits paid
 
(668
)
 
(1,254
)
Administrative expenses paid
 

 
(79
)
Settlements
 
(1,417
)
 

Effect of foreign currency translation
 
894

 
(243
)
Fair value of plan assets at end of year
 
36,895

 
33,082

Funded status at end of year
 
$
6,939

 
$
6,359

Amounts recognized in the consolidated balance sheets consist of (in thousands):
 
 
 
As of
December 31,
 
 
2012
 
2011
Net long-term pension asset
 
$
6,939

 
$
6,359

Accumulated other comprehensive loss consists of the following:
 

 

Net prior service cost
 
216

 
262

Net loss
 
4,770

 
4,851

Accumulated other comprehensive loss before taxes
 
$
4,986

 
$
5,113

The components of net periodic pension cost (income) and other amounts recognized in other comprehensive income (loss) before taxes are as follows (in thousands):
 
 
 
Years ended December 31,
 
 
2012
 
2011
 
2010
Components of net periodic pension cost (income):
 
 
 
 
 
 
Service cost
 
$
671

 
$
793

 
$
629

Interest cost
 
651

 
717

 
614

Expected return on plan assets
 
(1,403
)
 
(1,616
)
 
(1,491
)
Prior service cost amortization
 
44

 
46

 
39

Deferred loss amortization
 
216

 
309

 

Settlement cost
 
258

 

 

Net periodic pension cost (income)
 
$
437

 
$
249

 
$
(209
)
Other amounts recognized in other comprehensive income (loss) before income taxes are as follows:
 
 
 
 
 
 
Prior service cost amortization
 
$
(44
)
 
$
(46
)
 
$
(39
)
Loss (gain) on value of plan assets
 
(1,268
)
 
(965
)
 
1,592

Actuarial loss on benefit obligation
 
1,659

 
735

 
2,068

Settlement
 
(258
)
 

 

Deferred loss amortization
 
(216
)
 
(309
)
 

Total recognized in other comprehensive income (loss), before taxes
 
$
(127
)
 
$
(585
)
 
$
3,621

Total recognized in net periodic pension cost (income) and other comprehensive income (loss), before taxes
 
$
310

 
$
(336
)
 
$
3,412

Assumptions used to determine the benefit obligation and net periodic pension cost (income) are as follows:
 
 
 
Pension Benefits
 
 
Years ended December 31,
 
 
2012
 
2011
Weighted-average assumptions used to determine benefit obligation:
 
 
 
 
Discount rate
 
1.75
%
 
2.50
%
Rate of compensation increase
 
2.50
%
 
2.50
%
Measurement date
 
12/31/2012

 
12/31/2011

Weighted-average assumptions used to determine net periodic pension cost (income):
 
 
 
 
Discount rate
 
2.50
%
 
2.75
%
Expected long-term return on plan assets
 
4.25
%
 
5.00
%
Rate of compensation increase
 
2.50
%
 
2.50
%
 
 
 
 
 
Percentage of the fair value of total plan assets held in each major category of plan assets:
 
 
 
 
Equity securities
 
35
%
 
82
%
Debt securities
 
21
%
 
4
%
Real estate
 
39
%
 
12
%
Other
 
5
%
 
2
%
Total
 
100
%
 
100
%
Expected amortization during the year ending December 31, 2013 is as follows (in thousands):
 
Amortization of net prior service costs
$
45

Amortization of deferred loss
182

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid (in thousands):
 
2013
$
1,643

2014
1,969

2015
1,772

2016
1,869

2017
1,547

Years 2018 through 2022
8,116

Total
$
16,916

The fair values of the plans assets at December 31, 2012, by asset category, are as follows (in thousands):
 
 
 
 
Fair Value Measurements at
 
 
 
 
December 31, 2012

 
Total
 
Active
Market
Prices
(Level 1)
 
Significant
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
Asset category
 
 
 
 
 
 
 
 
Cash:
 
 
 
 
 
 
 
 
Held in Swiss Franc, Euro and USD
 
$
848

 
$
848

 
$

 
$

Equity securities:
 
 
 

 

 

Investment funds
 
19,867

 
19,867

 

 

Real estate investment fund
 
10,733

 

 

 
10,733

Fixed income / Bond Securities
 
 
 
 
 
 
 
 
Fixed income / Bond securities:
 
1,263

 
1,263

 

 

Real estate investments:
 
 
 
 
 
 
 
 
Real estate investment in specific properties 100% owned by the plan
 
4,098

 

 

 
4,098

Other assets (accounts receivable, assets at real estate management company)
 
86

 

 
86

 

Net assets of pension plan
 
$
36,895

 
$
21,978

 
$
86

 
$
14,831

For those financial instruments with significant Level 3 inputs, the following table summarizes the activity for the year by investment type:
 
Description
 
Real estate
investments
Beginning balance, December 31, 2011
 
$
13,856

Total unrealized gains included in net gain(1)
 
665

Foreign currency translation adjustments
 
310

Ending balance, December 31, 2012
 
$
14,831

_____________
(1)
Total unrealized gains are reported as a component of the pension adjustment in accumulated other comprehensive income in the consolidated statement of stockholders’ equity.
Unaudited Quarterly Financial Information (Tables)
Unaudited quarterly results of operations
 
 
Quarter Ended
 
 
 
 
March 31
 
 
 
June 30
 
 
 
September 30
 
 
 

 
 
 
 
(Restated)
 
 
 
(Restated)
 
 
 
(Restated)
 
 
 
December 31
 
 
 
 
(in thousands except per share data)
 
 
Year Ended December 31, 2012
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total revenue
 
$
35,804

 
  
 
$
36,238

 
  
 
$
42,713

 
  
 
$
44,503

 
  
Gross profit
 
15,157

 
  
 
14,524

 
  
 
18,142

 
  
 
17,229

 
  
Net income (loss)
 
(952
)
 
(a) 
 
31

 
(b) 
 
5,228

 
(c) 
 
2,867

 
(d) 
Basic and diluted net income per share
 
$
(0.03
)
 
  
 
$

 
 
 
$
0.18

 
  
 
$
0.10

 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
 
 
 
March 31
 
 
 
June 30
 
 
 
September 30
 
 
 
December 31
 
 
 
 
(Restated)
 
 
 
(Restated)
 
 
 
(Restated)
 
 
 
(Restated)
 
 
 
 
(in thousands except per share data)
 
 
Year Ended December 31, 2011
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total revenue
 
$
29,224

 
  
 
$
38,546

 
  
 
$
42,030

 
  
 
$
37,376

 
  
Gross profit
 
11,329

 
  
 
13,901

 
  
 
16,830

 
  
 
15,010

 
  
Net income (loss)
 
(2,322
)
 
(e) 
 
(200
)
 
(f) 
 
569

 
(g) 
 
515

 
(h) 
Basic and diluted net income (loss) per share
 
$
(0.09
)
 
  
 
$
(0.01
)
 
 
 
$
0.02

 
 
 
$
0.02

 
 
_____________

(a)
Includes a non-cash expense for stock-based compensation of $1.3 million.
(b)
Includes a non-cash expense for stock-based compensation of $770,000.
(c)
Includes a non-cash expense for stock-based compensation of $505,000.
(d)
Includes a non-cash expense for stock-based compensation of $527,000.
(e)
Includes a gain on embedded derivatives of $1.1 million and a non-cash expense for stock-based compensation of $917,000.
(f)
Includes a non-cash expense for stock-based compensation of $789,000 and a $2.6 million charge for the accrual for anticipated settlement of a legal matter.
(g)
Includes a non-cash expense for stock-based compensation of $734,000.
(h)
Includes a non-cash expense for stock-based compensation of $142,000.


The restated quarterly consolidated balance sheets as of the end of the first three quarters of fiscal year 2012 and 2011, respectively, are presented below:

MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)

 
 
September 30, 2012
 
 
As previously reported
 
Restatement Adjustments
 
Debt Classification Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
20,073

 
$

 
$

 
$
20,073

Trade and other accounts receivable, net of allowance for doubtful accounts of $341 at September 31, 2012
 
52,988

 
(14,172
)
 

 
38,816

Inventories
 
31,930

 
11,872

 

 
43,802

Prepaid expenses and other current assets
 
2,829

 
105

 
41

 
2,975

Total current assets
 
107,820

 
(2,195
)
 
41

 
105,666

Property and equipment, net
 
35,806

 

 

 
35,806

Intangible assets, net
 
758

 

 

 
758

Goodwill
 
24,826

 

 

 
24,826

Pension asset
 
6,945

 

 

 
6,945

Other non-current assets
 
79

 

 
(41
)
 
38

Total assets
 
$
176,234

 
$
(2,195
)
 
$

 
$
174,039

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
32,025

 
$
(36
)
 
$

 
$
31,989

Accrued warranty
 
244

 

 

 
244

Accrued employee compensation
 
5,025

 

 

 
5,025

Deferred revenue
 
764

 
4,385

 

 
5,149

Short-term borrowings and current portion of long-term debt
 
6,909

 

 
2,935

 
9,844

Deferred tax liability
 
499

 

 

 
499

Total current liabilities
 
45,466

 
4,349

 
2,935

 
52,750

Deferred tax liability, long-term
 
962

 

 

 
962

Long-term debt, excluding current portion
 
2,960

 

 
(2,935
)
 
25

Other long-term liabilities
 
699

 

 

 
699

Total liabilities
 
50,087

 
4,349

 

 
54,436

Commitments and contingencies
 
 
 
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,183 shares issued and outstanding at September 31, 2012
 
2,915

 

 

 
2,915

Additional paid-in capital
 
267,069

 

 

 
267,069

Accumulated deficit
 
(154,456
)
 
(6,544
)
 

 
(161,000
)
Accumulated other comprehensive income
 
10,619

 

 

 
10,619

Total stockholders’ equity
 
126,147

 
(6,544
)
 

 
119,603

Total liabilities and stockholders’ equity
 
$
176,234

 
$
(2,195
)
 
$

 
$
174,039



MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)

 
 
June 30, 2012
 
 
As previously reported
 
Restatement Adjustments
 
Debt Classification Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
22,310

 
$

 
$

 
$
22,310

Trade and other accounts receivable, net of allowance for doubtful accounts of $216 at June 30, 2012
 
48,514

 
(14,180
)
 

 
34,334

Inventories
 
30,217

 
10,822

 

 
41,039

Prepaid expenses and other current assets
 
3,299

 
103

 
56

 
3,458

Total current assets
 
104,340

 
(3,255
)
 
56

 
101,141

Property and equipment, net
 
33,275

 

 

 
33,275

Intangible assets, net
 
854

 

 

 
854

Goodwill
 
24,621

 

 

 
24,621

Pension asset
 
6,685

 

 

 
6,685

Other non-current assets
 
94

 

 
(56
)
 
38

Total assets
 
$
169,869

 
$
(3,255
)
 
$

 
$
166,614

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
31,205

 
$
40

 
$

 
$
31,245

Accrued warranty
 
265

 

 

 
265

Accrued employee compensation
 
5,721

 

 

 
5,721

Deferred revenue
 
1,096

 
3,074

 

 
4,170

Short-term borrowings and current portion of long-term debt
 
6,870

 

 
3,354

 
10,224

Deferred tax liability
 
499

 

 

 
499

Total current liabilities
 
45,656

 
3,114

 
3,354

 
52,124

Deferred tax liability, long-term
 
952

 

 

 
952

Long-term debt, excluding current portion
 
3,389

 

 
(3,354
)
 
35

Other long-term liabilities
 
750

 

 

 
750

Total liabilities
 
50,747

 
3,114

 

 
53,861

Commitments and contingencies
 
 
 
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,136 shares issued and outstanding at June 30, 2012
 
2,911

 

 

 
2,911

Additional paid-in capital
 
266,225

 

 

 
266,225

Accumulated deficit
 
(159,860
)
 
(6,369
)
 

 
(166,229
)
Accumulated other comprehensive income
 
9,846

 

 

 
9,846

Total stockholders’ equity
 
119,122

 
(6,369
)
 

 
112,753

Total liabilities and stockholders’ equity
 
$
169,869

 
$
(3,255
)
 
$

 
$
166,614


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)

 
 
March 31, 2012
 
 
As previously reported
 
Restatement Adjustments
 
Debt Classification Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
30,628

 
$

 
$

 
$
30,628

Trade and other accounts receivable, net of allowance for doubtful accounts of $281 at March 31, 2012
 
43,147

 
(10,624
)
 

 
32,523

Inventories
 
30,606

 
8,574

 

 
39,180

Prepaid expenses and other current assets
 
3,158

 
78

 
59

 
3,295

Total current assets
 
107,539

 
(1,972
)
 
59

 
105,626

Property and equipment, net
 
31,922

 

 

 
31,922

Intangible assets, net
 
985

 

 

 
985

Goodwill
 
25,730

 

 

 
25,730

Pension asset
 
6,815

 

 

 
6,815

Other non-current assets
 
59

 

 
(59
)
 

Total assets
 
$
173,050

 
$
(1,972
)
 
$

 
$
171,078

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
34,239

 
$
15

 
$

 
$
34,254

Accrued warranty
 
287

 

 

 
287

Accrued employee compensation
 
5,850

 

 

 
5,850

Deferred revenue
 
812

 
1,756

 

 
2,568

Short-term borrowings and current portion of long-term debt
 
7,155

 

 
3,494

 
10,649

Deferred tax liability
 
499

 

 

 
499

Total current liabilities
 
48,842

 
1,771

 
3,494

 
54,107

Deferred tax liability, long-term
 
944

 

 

 
944

Long-term debt, excluding current portion
 
3,541

 

 
(3,494
)
 
47

Other long-term liabilities
 
778

 

 

 
778

Total liabilities
 
54,105

 
1,771

 

 
55,876

Commitments and contingencies
 
 
 
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,127 shares issued and outstanding at March 31, 2012
 
2,910

 

 

 
2,910

Additional paid-in capital
 
265,414

 

 

 
265,414

Accumulated deficit
 
(162,517
)
 
(3,743
)
 

 
(166,260
)
Accumulated other comprehensive income
 
13,138

 

 

 
13,138

Total stockholders’ equity
 
118,945

 
(3,743
)
 

 
115,202

Total liabilities and stockholders’ equity
 
$
173,050

 
$
(1,972
)
 
$

 
$
171,078


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)

 
 
September 30, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
Cash and cash equivalents
 
$
30,988

 
$

 
$
30,988

Trade and other accounts receivable, net of allowance for doubtful accounts of $451 at September 30, 2011
 
31,838

 
(1,831
)
 
30,007

Inventories
 
27,965

 
1,697

 
29,662

Prepaid expenses and other current assets
 
3,191

 
13

 
3,204

Total current assets
 
93,982

 
(121
)
 
93,861

Property and equipment, net
 
26,985

 

 
26,985

Intangible assets, net
 
1,259

 

 
1,259

Goodwill
 
25,592

 

 
25,592

Pension asset
 
6,125

 

 
6,125

Other non-current assets
 
246

 

 
246

Total assets
 
$
154,189

 
$
(121
)
 
$
154,068

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
29,862

 
$
1,109

 
$
30,971

Accrued warranty
 
261

 

 
261

Accrued employee compensation
 
7,037

 

 
7,037

Deferred revenue
 
2,478

 

 
2,478

Short-term borrowings and current portion of long-term debt
 
3,409

 

 
3,409

Deferred tax liability
 
1,373

 

 
1,373

Total current liabilities
 
44,420

 
1,109

 
45,529

Deferred tax liability, long-term
 
1,166

 

 
1,166

Long-term debt, excluding current portion
 
2,292

 

 
2,292

Other long-term liabilities
 
3,028

 

 
3,028

Total liabilities
 
50,906

 
1,109

 
52,015

Commitments and contingencies
 
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 28,123 shares issued and outstanding at September 30, 2011
 
2,797

 

 
2,797

Additional paid-in capital
 
252,525

 

 
252,525

Accumulated deficit
 
(164,593
)
 
(1,230
)
 
(165,823
)
Accumulated other comprehensive income
 
12,554

 

 
12,554

Total stockholders’ equity
 
103,283

 
(1,230
)
 
102,053

Total liabilities and stockholders’ equity
 
$
154,189

 
$
(121
)
 
$
154,068


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)

 
 
June 30, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
Cash and cash equivalents
 
$
29,791

 
$

 
$
29,791

Trade and other accounts receivable, net of allowance for doubtful accounts of $353 at June 30, 2011
 
35,791

 
(3,590
)
 
32,201

Inventories
 
26,911

 
2,119

 
29,030

Prepaid expenses and other current assets
 
2,939

 
16

 
2,955

Total current assets
 
95,432

 
(1,455
)
 
93,977

Property and equipment, net
 
24,952

 

 
24,952

Intangible assets, net
 
1,438

 


 
1,438

Goodwill
 
27,423

 

 
27,423

Pension asset
 
6,387

 

 
6,387

Other non-current assets
 
382

 

 
382

Total assets
 
$
156,014

 
$
(1,455
)
 
$
154,559

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
30,582

 
$
46

 
$
30,628

Accrued warranty
 
304

 

 
304

Accrued employee compensation
 
6,931

 

 
6,931

Deferred revenue
 
1,176

 

 
1,176

Short-term borrowings and current portion of long-term debt
 
3,685

 

 
3,685

Deferred tax liability
 
1,373

 

 
1,373

Total current liabilities
 
44,051

 
46

 
44,097

Deferred tax liability, long-term
 
1,166

 

 
1,166

Long-term debt, excluding current portion
 
2,504

 

 
2,504

Other long-term liabilities
 
3,070

 

 
3,070

Total liabilities
 
50,791

 
46

 
50,837

Commitments and contingencies
 
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 27,955 shares issued and outstanding at June 30, 2011
 
2,780

 

 
2,780

Additional paid-in capital
 
250,341

 

 
250,341

Accumulated deficit
 
(164,891
)
 
(1,501
)
 
(166,392
)
Accumulated other comprehensive income
 
16,993

 

 
16,993

Total stockholders’ equity
 
105,223

 
(1,501
)
 
103,722

Total liabilities and stockholders’ equity
 
$
156,014

 
$
(1,455
)
 
$
154,559


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
(in thousands, except per share data)

 
 
March 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
ASSETS
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
Cash and cash equivalents
 
$
33,063

 
$

 
$
33,063

Trade and other accounts receivable, net of allowance for doubtful accounts of $209 at March 31, 2011
 
32,301

 
(6,087
)
 
26,214

Inventories
 
22,913

 
3,552

 
26,465

Prepaid expenses and other current assets
 
2,657

 
26

 
2,683

Total current assets
 
90,934

 
(2,509
)
 
88,425

Property and equipment, net
 
22,257

 

 
22,257

Intangible assets, net
 
1,526

 

 
1,526

Goodwill
 
25,338

 

 
25,338

Pension asset
 
5,642

 

 
5,642

Other non-current assets
 
471

 

 
471

Total assets
 
$
146,168

 
$
(2,509
)
 
$
143,659

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
$
28,842

 
$
9

 
$
28,851

Accrued warranty
 
367

 

 
367

Accrued employee compensation
 
4,942

 

 
4,942

Deferred revenue
 
419

 

 
419

Short-term borrowings and current portion of long-term debt
 
3,470

 

 
3,470

Deferred tax liability
 
1,373

 

 
1,373

Total current liabilities
 
39,413

 
9

 
39,422

Deferred tax liability, long-term
 
1,166

 

 
1,166

Long-term debt, excluding current portion
 
2,282

 

 
2,282

Other long-term liabilities
 
3,049

 

 
3,049

Total liabilities
 
45,910

 
9

 
45,919

Commitments and contingencies
 
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 27,950 shares issued and outstanding at March 31, 2011
 
2,779

 

 
2,779

Additional paid-in capital
 
249,558

 

 
249,558

Accumulated deficit
 
(163,674
)
 
(2,518
)
 
(166,192
)
Accumulated other comprehensive income
 
11,595

 

 
11,595

Total stockholders’ equity
 
100,258

 
(2,518
)
 
97,740

Total liabilities and stockholders’ equity
 
$
146,168

 
$
(2,509
)
 
$
143,659


The restated quarterly consolidated statements of operations for the first three quarters of fiscal year 2012 and all the quarters of fiscal year 2011 are presented below:

MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended September 30, 2012
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
43,907

 
$
(1,194
)
 
$
42,713

Cost of revenue
 
25,534

 
(963
)
 
24,571

Gross profit
 
18,373

 
(231
)
 
18,142

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
7,344

 
(2
)
 
7,342

Research and development
 
5,084

 

 
5,084

Total operating expenses
 
12,428

 
(2
)
 
12,426

Income (loss) from operations
 
5,945

 
(229
)
 
5,716

Interest expense, net
 
(56
)
 

 
(56
)
Amortization of debt discount and prepaid debt costs
 
(16
)
 

 
(16
)
Gain on embedded derivatives and warrants
 

 

 

Income (loss) from operations before income taxes
 
5,873

 
(229
)
 
5,644

Income tax provision
 
470

 
(54
)
 
416

Net income (loss)
 
$
5,403

 
$
(175
)
 
$
5,228

Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
0.19

 
$
(0.01
)
 
$
0.18

Diluted
 
$
0.19

 
$
(0.01
)
 
$
0.18

Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
28,736

 

 
28,736

Diluted
 
28,748

 

 
28,748


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended June 30, 2012
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
40,856

 
$
(4,618
)
 
$
36,238

Cost of revenue
 
23,876

 
(2,162
)
 
21,714

Gross profit
 
16,980

 
(2,456
)
 
14,524

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
8,238

 
171

 
8,409

Research and development
 
5,294

 

 
5,294

Total operating expenses
 
13,532

 
171

 
13,703

Income (loss) from operations
 
3,448

 
(2,627
)
 
821

Interest expense, net
 
(56
)
 

 
(56
)
Amortization of debt discount and prepaid debt costs
 
(15
)
 

 
(15
)
Gain on embedded derivatives and warrants
 

 

 

Income (loss) from operations before income taxes
 
3,377

 
(2,627
)
 
750

Income tax provision
 
719

 

 
719

Net income (loss)
 
$
2,658

 
$
(2,627
)
 
$
31

Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
0.09

 
$
(0.09
)
 
$

Diluted
 
$
0.09

 
$
(0.09
)
 
$

Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
28,672

 

 
28,672

Diluted
 
28,780

 

 
28,780


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended March 31, 2012
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
39,230

 
$
(3,426
)
 
$
35,804

Cost of revenue
 
23,093

 
(2,446
)
 
20,647

Gross profit
 
16,137

 
(980
)
 
15,157

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
9,286

 
502

 
9,788

Research and development
 
5,596

 
(26
)
 
5,570

Total operating expenses
 
14,882

 
476

 
15,358

Income (loss) from operations
 
1,255

 
(1,456
)
 
(201
)
Interest expense, net
 
(26
)
 

 
(26
)
Amortization of debt discount and prepaid debt costs
 
(11
)
 

 
(11
)
Gain on embedded derivatives and warrants
 

 

 

Income (loss) from operations before income taxes
 
1,218

 
(1,456
)
 
(238
)
Income tax provision
 
714

 

 
714

Net income (loss)
 
$
504

 
$
(1,456
)
 
$
(952
)
Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
0.02

 
$
(0.05
)
 
$
(0.03
)
Diluted
 
$
0.02

 
$
(0.05
)
 
$
(0.03
)
Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
28,122

 

 
28,122

Diluted
 
28,559

 

 
28,122


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended December 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
42,493

 
$
(5,117
)
 
$
37,376

Cost of revenue
 
26,345

 
(3,979
)
 
22,366

Gross profit
 
16,148

 
(1,138
)
 
15,010

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
8,566

 
(107
)
 
8,459

Research and development
 
5,354

 
26

 
5,380

Total operating expenses
 
13,920

 
(81
)
 
13,839

Income (loss) from operations
 
2,228

 
(1,057
)
 
1,171

Interest expense, net
 
(21
)
 

 
(21
)
Amortization of debt discount and prepaid debt costs
 

 

 

Gain on embedded derivatives and warrants
 

 

 

Income (loss) from operations before income taxes
 
2,207

 
(1,057
)
 
1,150

Income tax provision
 
635

 

 
635

Net income (loss)
 
$
1,572

 
$
(1,057
)
 
$
515

Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
0.06

 
$
(0.04
)
 
$
0.02

Diluted
 
$
0.06

 
$
(0.04
)
 
$
0.02

Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
27,851

 

 
27,851

Diluted
 
28,285

 

 
28,285


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended September 30, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
41,096

 
$
934

 
$
42,030

Cost of revenue
 
24,547

 
653

 
25,200

Gross profit
 
16,549

 
281

 
16,830

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
9,595

 
10

 
9,605

Research and development
 
5,707

 

 
5,707

Total operating expenses
 
15,302

 
10

 
15,312

Income from operations
 
1,247

 
271

 
1,518

Interest expense, net
 
(27
)
 

 
(27
)
Amortization of debt discount and prepaid debt costs
 

 

 

Gain on embedded derivatives and warrants
 

 

 

Income from operations before income taxes
 
1,220

 
271

 
1,491

Income tax provision
 
922

 

 
922

Net income
 
$
298

 
$
271

 
$
569

Net income per share:
 
 
 
 
 
 
Basic
 
$
0.01

 
$
0.01

 
$
0.02

Diluted
 
$
0.01

 
$
0.01

 
$
0.02

Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
27,733

 

 
27,733

Diluted
 
28,161

 

 
28,161


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended June 30, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
38,463

 
$
83

 
$
38,546

Cost of revenue
 
22,987

 
1,658

 
24,645

Gross profit
 
15,476

 
(1,575
)
 
13,901

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
11,798

 
(2,600
)
 
9,198

Research and development
 
5,297

 
8

 
5,305

Total operating expenses
 
17,095

 
(2,592
)
 
14,503

Income (loss) from operations
 
(1,619
)
 
1,017

 
(602
)
Interest expense, net
 
(25
)
 

 
(25
)
Amortization of debt discount and prepaid debt costs
 

 

 

Gain on embedded derivatives and warrants
 

 

 

Income (loss) from operations before income taxes
 
(1,644
)
 
1,017

 
(627
)
Income tax provision
 
(427
)
 

 
(427
)
Net income (loss)
 
$
(1,217
)
 
$
1,017

 
$
(200
)
Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
(0.04
)
 
$
0.03

 
$
(0.01
)
Diluted
 
$
(0.04
)
 
$
0.03

 
$
(0.01
)
Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
27,669

 

 
27,669

Diluted
 
27,669

 

 
27,669


MAXWELL TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share data)

 
 
Three Months Ended March 31, 2011
 
 
As previously reported
 
Restatement Adjustments
 
Restated
Revenue
 
$
35,259

 
$
(6,035
)
 
$
29,224

Cost of revenue
 
21,375

 
(3,480
)
 
17,895

Gross profit
 
13,884

 
(2,555
)
 
11,329

Operating expenses:
 
 
 
 
 
 
Selling, general and administrative
 
7,985

 
(29
)
 
7,956

Research and development
 
5,972

 
(8
)
 
5,964

Total operating expenses
 
13,957

 
(37
)
 
13,920

Loss from operations
 
(73
)
 
(2,518
)
 
(2,591
)
Interest expense, net
 
(36
)
 

 
(36
)
Amortization of debt discount and prepaid debt costs
 
(55
)
 

 
(55
)
Gain on embedded derivatives and warrants
 
1,086

 

 
1,086

Income (loss) from operations before income taxes
 
922

 
(2,518
)
 
(1,596
)
Income tax provision
 
726

 

 
726

Net income (loss)
 
$
196

 
$
(2,518
)
 
$
(2,322
)
Net income (loss) per share:
 
 
 
 
 
 
Basic
 
$
0.01

 
$
(0.10
)
 
$
(0.09
)
Diluted
 
$
0.01

 
$
(0.10
)
 
$
(0.09
)
Weighted average common shares outstanding:
 
 
 
 
 
 
Basic
 
27,285

 

 
27,285

Diluted
 
28,112

 

 
27,285

Description of Business and Summary of Significant Accounting Policies (Textual) (Details)
1 Months Ended 3 Months Ended 12 Months Ended 21 Months Ended
Apr. 30, 2011
USD ($)
Mar. 31, 2012
USD ($)
Dec. 31, 2012
USD ($)
manufacturing_location
Segment
Dec. 31, 2011
USD ($)
Dec. 31, 2010
USD ($)
Dec. 31, 2012
USD ($)
Dec. 31, 2012
CHF
Sep. 30, 2012
USD ($)
Jun. 30, 2012
USD ($)
Sep. 30, 2011
USD ($)
Jun. 30, 2011
USD ($)
Mar. 31, 2011
USD ($)
Dec. 31, 2009
USD ($)
Dec. 31, 2012
Revolving Credit Facility [Member]
USD ($)
Dec. 31, 2012
Equipment Term Loan [Member]
Secured Debt [Member]
USD ($)
Significant Accounting Policies [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Manufacturing locations
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating segments
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$ 30,628,000 
$ 28,739,000 
$ 29,289,000 
$ 39,829,000 
$ 28,739,000 
 
$ 20,073,000 
$ 22,310,000 
$ 30,988,000 
$ 29,791,000 
$ 33,063,000 
$ 29,582,000 
 
 
Credit agreement maximum borrowing
 
 
 
 
 
 
 
 
 
 
 
 
 
15,000,000 
 
Long-term Debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3,900,000 
Sale of common stock shares
125,000,000 
 
125,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
Number of shares sold under sales agreement
 
572,510 
 
 
 
572,510 
572,510 
 
 
 
 
 
 
 
 
Proceeds from issuance of common stock under secondary security offering
 
10,300,000 
10,283,000 
 
 
 
 
 
 
 
 
 
 
Deferred Revenue, Additions
 
 
18,900,000 
10,800,000 
 
 
 
 
 
 
 
 
 
 
 
Deferred revenue recognized
 
 
12,700,000 
3,200,000 
 
 
 
 
 
 
 
 
 
 
 
Deferred Revenue, Current
 
2,568,000 
6,408,000 
1,042,000 
 
6,408,000 
 
5,149,000 
4,170,000 
 
 
 
 
 
 
Cost of inventory shipped
 
 
9,200,000 
5,500,000 
 
9,200,000 
 
 
 
 
 
 
 
 
 
Leasehold improvements funded by landlords
 
 
5,900,000 
3,700,000 
 
5,900,000 
 
 
 
 
 
 
 
 
 
Deferred rent related to leasehold improvements funding by landlords
 
 
2,700,000 
2,100,000 
 
2,700,000 
 
 
 
 
 
 
 
 
 
Impairment of property and equipment
 
 
 
 
880,000 
 
 
 
 
 
 
 
 
 
 
Standard product warranty, term, minimum
 
 
1 year 
 
 
 
 
 
 
 
 
 
 
 
 
Standard product warranty, term, maximum
 
 
2 years 
 
 
 
 
 
 
 
 
 
 
 
 
FDIC insurance limit
 
 
250,000 
 
 
250,000 
 
 
 
 
 
 
 
 
 
Switzerland non-government financial institutions insured amount
 
 
 
 
 
 
100,000 
 
 
 
 
 
 
 
 
Advertising expense
 
 
1,200,000 
287,000 
256,000 
 
 
 
 
 
 
 
 
 
 
Shipping and handling expense
 
 
$ 1,400,000 
$ 2,900,000 
$ 1,300,000 
 
 
 
 
 
 
 
 
 
 
Description of Business and Summary of Significant Accounting Policies (Concentration of Credit Risk) (Details) (Customer Concentration Risk [Member])
12 Months Ended
Dec. 31, 2012
customer
Sales [Member]
 
Concentration Risk [Line Items]
 
Number of customer
Sales [Member] |
Shenzhen Xinlikang [Member]
 
Concentration Risk [Line Items]
 
Major customer, percentage of sales
18.00% 
Accounts Receivable [Member]
 
Concentration Risk [Line Items]
 
Number of customer
Accounts Receivable [Member] |
Shenzhen Xinlikang [Member]
 
Concentration Risk [Line Items]
 
Major customer, percentage of sales
26.00% 
Accounts Receivable [Member] |
Xiamen Golden Dragon [Member]
 
Concentration Risk [Line Items]
 
Major customer, percentage of sales
15.00% 
Accounts Receivable [Member] |
ABB [Member]
 
Concentration Risk [Line Items]
 
Major customer, percentage of sales
11,000.00% 
Description of Business and Summary of Significant Accounting Policies (Patent Defense Costs) (Details) (USD $)
1 Months Ended
Dec. 31, 2012
Feb. 28, 2009
NessCap [Member]
Gain Contingencies [Line Items]
 
 
Litigation settlement amount
 
$ 1,000,000 
Unamortized patent defense costs
$ 362,000 
 
Description of Business and Summary of Significant Accounting Policies (Computation of basic and diluted net income (loss) per share) (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Schedule of computation of basic and diluted net income (loss) per share
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
$ 2,867 1
$ 5,228 2
$ 31 3
$ (952)4
$ 515 5
$ 569 6
$ (200)7
$ (2,322)8
$ 7,174 
$ (1,438)
$ (6,056)
Effect of assumed conversion of convertible debentures
 
 
 
 
 
 
 
 
 
 
 
Weighted average common shares outstanding
 
28,736 
28,672 
28,122 
27,851 
27,733 
27,669 
27,285 
28,568 
27,637 
26,234 
Convertible debentures
 
 
 
 
 
 
 
 
Weighted average common shares outstanding, assuming dilution
 
28,748 
28,780 
28,122 
28,285 
28,161 
27,669 
27,285 
28,709 
27,637 
26,234 
Net income (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
 
$ 0.18 
$ 0.00 
$ (0.03)
$ 0.02 
$ 0.02 
$ (0.01)
$ (0.09)
$ 0.25 
$ (0.05)
$ (0.23)
Diluted (in dollars per share)
 
$ 0.18 
$ 0.00 
$ (0.03)
$ 0.02 
$ 0.02 
$ (0.01)
$ (0.09)
$ 0.25 
$ (0.05)
$ (0.23)
Options to purchase common stock [Member]
 
 
 
 
 
 
 
 
 
 
 
Effect of assumed conversion of convertible debentures
 
 
 
 
 
 
 
 
 
 
 
Effect of potentially dilutive securities
 
 
 
 
 
 
 
 
115 
Restricted Stock Awards [Member]
 
 
 
 
 
 
 
 
 
 
 
Effect of assumed conversion of convertible debentures
 
 
 
 
 
 
 
 
 
 
 
Effect of potentially dilutive securities
 
 
 
 
 
 
 
 
10 
Restricted stock unit awards [Member]
 
 
 
 
 
 
 
 
 
 
 
Effect of assumed conversion of convertible debentures
 
 
 
 
 
 
 
 
 
 
 
Effect of potentially dilutive securities
 
 
 
 
 
 
 
 
Employee Stock Purchase Plan [Member]
 
 
 
 
 
 
 
 
 
 
 
Effect of assumed conversion of convertible debentures
 
 
 
 
 
 
 
 
 
 
 
Effect of potentially dilutive securities
 
 
 
 
 
 
 
 
14 
Description of Business and Summary of Significant Accounting Policies (Antidilutive securities excluded from computation of earnings per share) (Details)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Options to purchase common stock [Member]
 
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
 
Anti-dilutive, shares
504 
1,184 
1,515 
Restricted stock awards outstanding [Member]
 
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
 
Anti-dilutive, shares
319 
262 
96 
Shares issuable on conversion of convertible debentures [Member]
 
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
 
Anti-dilutive, shares
514 
Restricted stock unit awards [Member]
 
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
 
Anti-dilutive, shares
20 
22 
14 
Employee stock purchase plan awards [Member]
 
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
 
Anti-dilutive, shares
21 
16 
Description of Business and Summary of Significant Accounting Policies (Revenues by product line and geographic area) (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Revenue from External Customer [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total
$ 44,503 
$ 42,713 
$ 36,238 
$ 35,804 
$ 37,376 
$ 42,030 
$ 38,546 
$ 29,224 
$ 159,258 
$ 147,176 
$ 121,882 
China [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue from External Customer [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
 
 
 
 
74,054 
43,187 
30,835 
Germany [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue from External Customer [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
 
 
 
 
25,119 
26,253 
27,579 
United States [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue from External Customer [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
 
 
 
 
26,473 
29,723 
22,248 
All other countries [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue from External Customer [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
 
 
 
 
33,612 1
48,013 1
41,220 1
Ultracapacitors [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue from External Customer [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
 
 
 
 
95,953 
86,836 
68,501 
High-Voltage Capacitors [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue from External Customer [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
 
 
 
 
45,574 
42,309 
35,708 
Microelectronic Products [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue from External Customer [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
 
 
 
 
$ 17,731 
$ 18,031 
$ 17,673 
Description of Business and Summary of Significant Accounting Policies (Long-lived assets by geographic location) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
Total
$ 36,441 
$ 28,741 
$ 20,910 
United States [Member]
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
Total
24,239 
17,614 
10,865 
China [Member]
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
Total
6,340 
5,916 
4,786 
Switzerland [Member]
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
Total
$ 5,862 
$ 5,211 
$ 5,259 
Restatement of Previously issued Financial Statements and Financial Information (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Sep. 30, 2012
Restatement Adjustment [Member]
Jun. 30, 2012
Restatement Adjustment [Member]
Mar. 31, 2012
Restatement Adjustment [Member]
Dec. 31, 2011
Restatement Adjustment [Member]
Sep. 30, 2011
Restatement Adjustment [Member]
Jun. 30, 2011
Restatement Adjustment [Member]
Mar. 31, 2011
Restatement Adjustment [Member]
Dec. 31, 2011
Restatement Adjustment [Member]
Sep. 30, 2012
Other Restatement Adjustments [Member]
Jun. 30, 2011
Other Restatement Adjustments [Member]
Sep. 30, 2012
Other Restatement Adjustments [Member]
Dec. 31, 2011
Other Restatement Adjustments [Member]
Selling, general and administrative
 
$ 7,342 
$ 8,409 
$ 9,788 
$ 8,459 
$ 9,605 
$ 9,198 
$ 7,956 
$ 33,656 
$ 35,218 
$ 35,646 
$ (2)
$ 171 
$ 502 
$ (107)
$ 10 
$ (2,600)
$ (29)
$ (2,726)
 
$ (2,600)
 
 
Revenue
44,503 
42,713 
36,238 
35,804 
37,376 
42,030 
38,546 
29,224 
159,258 
147,176 
121,882 
(1,194)
(4,618)
(3,426)
(5,117)
934 
83 
(6,035)
(10,135)
 
(2,600)
 
 
Net income (loss)
2,867 1
5,228 2
31 3
(952)4
515 5
569 6
(200)7
(2,322)8
7,174 
(1,438)
(6,056)
(175)
(2,627)
(1,456)
(1,057)
271 
1,017 
(2,518)
(2,287)
 
 
(170)
153 
Decrease in income tax provision
 
$ (416)
$ (719)
$ (714)
$ (635)
$ (922)
$ 427 
$ (726)
$ (2,349)
$ (1,856)
$ (1,631)
$ 54 
$ 0 
$ 0 
$ 0 
$ 0 
$ 0 
$ 0 
$ 0 
$ 54 
 
 
 
Diluted EPS (in dollars per share)
 
$ 0.18 
$ 0.00 
$ (0.03)
$ 0.02 
$ 0.02 
$ (0.01)
$ (0.09)
$ 0.25 
$ (0.05)
$ (0.23)
$ (0.01)
$ (0.09)
$ (0.05)
$ (0.04)
$ 0.01 
$ 0.03 
$ (0.10)
$ (0.08)
 
 
 
 
Restatement of Previously issued Financial Statements and Financial Information (Consolidated Balance Sheets) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2010
Dec. 31, 2009
Trade and other accounts receivable, allowance
$ 157 
$ 341 
$ 216 
$ 281 
$ 450 
$ 451 
$ 353 
$ 209 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
28,739 
20,073 
22,310 
30,628 
29,289 
30,988 
29,791 
33,063 
39,829 
29,582 
Accounts Receivable, Net, Current
33,420 
38,816 
34,334 
32,523 
27,973 
30,007 
32,201 
26,214 
 
 
Inventories
41,620 
43,802 
41,039 
39,180 
33,234 
29,662 
29,030 
26,465 
 
 
Prepaid expenses and other current assets
3,228 
2,975 
3,458 
3,295 
3,152 
3,204 
2,955 
2,683 
 
 
Total current assets
107,007 
105,666 
101,141 
105,626 
93,648 
93,861 
93,977 
88,425 
 
 
Property and equipment, net
36,235 
35,806 
33,275 
31,922 
28,541 
26,985 
24,952 
22,257 
 
 
Intangible assets, net
669 
758 
854 
985 
1,111 
1,259 
1,438 
1,526 
 
 
Goodwill
25,416 
24,826 
24,621 
25,730 
24,887 
25,592 
27,423 
25,338 
24,956 
 
Pension asset
6,939 
6,945 
6,685 
6,815 
6,359 
6,125 
6,387 
5,642 
 
 
Other non-current assets
206 
38 
38 
200 
246 
382 
471 
 
 
Total assets
176,472 
174,039 
166,614 
171,078 
154,746 
154,068 
154,559 
143,659 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
27,181 
31,989 
31,245 
34,254 
36,100 
30,971 
30,628 
28,851 
 
 
Accrued warranty
269 
244 
265 
287 
258 
261 
304 
367 
 
 
Accrued employee compensation
4,743 
5,025 
5,721 
5,850 
6,343 
7,037 
6,931 
4,942 
 
 
Deferred revenue
6,408 
5,149 
4,170 
2,568 
1,042 
 
 
 
 
 
Short-term borrowings and current portion of long-term debt
9,452 
9,844 
10,224 
10,649 
5,431 
3,409 
3,685 
3,470 
 
 
Deferred tax liability
980 
499 
499 
499 
499 
1,373 
1,373 
1,373 
 
 
Total current liabilities
49,033 
52,750 
52,124 
54,107 
49,673 
45,529 
44,097 
39,422 
 
 
Deferred tax liability, long-term
1,384 
962 
952 
944 
933 
1,166 
1,166 
1,166 
 
 
Long-term debt, excluding current portion
83 
25 
35 
47 
68 
2,292 
2,504 
2,282 
 
 
Other long-term liabilities
1,039 
699 
750 
778 
3,028 
3,028 
3,070 
3,049 
 
 
Total liabilities
51,539 
54,436 
53,861 
55,876 
53,702 
52,015 
50,837 
45,919 
 
 
Commitments and contingencies (Note 12 and Note 14)
   
 
 
 
   
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,162 and 28,174 shares issued and outstanding at December 31, 2012 and 2011, respectively
2,913 
2,915 
2,911 
2,910 
2,815 
2,797 
2,780 
2,779 
 
 
Additional paid-in capital
267,623 
267,069 
266,225 
265,414 
252,907 
252,525 
250,341 
249,558 
 
 
Accumulated deficit
(158,134)
(161,000)
(166,229)
(166,260)
(165,308)
(165,823)
(166,392)
(166,192)
 
 
Accumulated other comprehensive income
12,531 
10,619 
9,846 
13,138 
10,630 
12,554 
16,993 
11,595 
 
 
Total stockholders’ equity
124,933 
119,603 
112,753 
115,202 
101,044 
102,053 
103,722 
97,740 
88,023 
77,992 
Total liabilities and stockholders’ equity
176,472 
174,039 
166,614 
171,078 
154,746 
154,068 
154,559 
143,659 
 
 
Scenario, Previously Reported [Member]
 
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
20,073 
22,310 
30,628 
29,289 
30,988 
29,791 
33,063 
39,829 
 
Accounts Receivable, Net, Current
 
52,988 
48,514 
43,147 
36,131 
31,838 
35,791 
32,301 
 
 
Inventories
 
31,930 
30,217 
30,606 
27,232 
27,965 
26,911 
22,913 
 
 
Prepaid expenses and other current assets
 
2,829 
3,299 
3,158 
3,125 
3,191 
2,939 
2,657 
 
 
Total current assets
 
107,820 
104,340 
107,539 
95,777 
93,982 
95,432 
90,934 
 
 
Property and equipment, net
 
35,806 
33,275 
31,922 
28,541 
26,985 
24,952 
22,257 
 
 
Intangible assets, net
 
758 
854 
985 
1,111 
1,259 
1,438 
1,526 
 
 
Goodwill
 
24,826 
24,621 
25,730 
24,887 
25,592 
27,423 
25,338 
 
 
Pension asset
 
6,945 
6,685 
6,815 
6,359 
6,125 
6,387 
5,642 
 
 
Other non-current assets
 
79 
94 
59 
261 
246 
382 
471 
 
 
Total assets
 
176,234 
169,869 
173,050 
156,936 
154,189 
156,014 
146,168 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
32,025 
31,205 
34,239 
36,103 
29,862 
30,582 
28,842 
 
 
Accrued warranty
 
244 
265 
287 
258 
261 
304 
367 
 
 
Accrued employee compensation
 
5,025 
5,721 
5,850 
6,243 
7,037 
6,931 
4,942 
 
 
Deferred revenue
 
764 
1,096 
812 
1,042 
2,478 
1,176 
419 
 
 
Short-term borrowings and current portion of long-term debt
 
6,909 
6,870 
7,155 
5,431 
3,409 
3,685 
3,470 
 
 
Deferred tax liability
 
499 
499 
499 
499 
1,373 
1,373 
1,373 
 
 
Total current liabilities
 
45,466 
45,656 
48,842 
49,576 
44,420 
44,051 
39,413 
 
 
Deferred tax liability, long-term
 
962 
952 
944 
933 
1,166 
1,166 
1,166 
 
 
Long-term debt, excluding current portion
 
2,960 
3,389 
3,541 
68 
2,292 
2,504 
2,282 
 
 
Other long-term liabilities
 
699 
750 
778 
3,028 
3,028 
3,070 
3,049 
 
 
Total liabilities
 
50,087 
50,747 
54,105 
53,605 
50,906 
50,791 
45,910 
 
 
Commitments and contingencies (Note 12 and Note 14)
 
 
 
 
   
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,162 and 28,174 shares issued and outstanding at December 31, 2012 and 2011, respectively
 
2,915 
2,911 
2,910 
2,815 
2,797 
2,780 
2,779 
 
 
Additional paid-in capital
 
267,069 
266,225 
265,414 
252,907 
252,525 
250,341 
249,558 
 
 
Accumulated deficit
 
(154,456)
(159,860)
(162,517)
(163,021)
(164,593)
(164,891)
(163,674)
 
 
Accumulated other comprehensive income
 
10,619 
9,846 
13,138 
10,630 
12,554 
16,993 
11,595 
 
 
Total stockholders’ equity
 
126,147 
119,122 
118,945 
103,331 
103,283 
105,223 
100,258 
 
 
Total liabilities and stockholders’ equity
 
176,234 
169,869 
173,050 
156,936 
154,189 
156,014 
146,168 
 
 
Restatement Adjustment [Member]
 
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
 
Accounts Receivable, Net, Current
 
(14,172)
(14,180)
(10,624)
(8,158)
(1,831)
(3,590)
(6,087)
 
 
Inventories
 
11,872 
10,822 
8,574 
6,002 
1,697 
2,119 
3,552 
 
 
Prepaid expenses and other current assets
 
105 
103 
78 
(34)
13 
16 
26 
 
 
Total current assets
 
(2,195)
(3,255)
(1,972)
(2,190)
(121)
(1,455)
(2,509)
 
 
Property and equipment, net
 
 
 
Intangible assets, net
 
   
 
 
Goodwill
 
 
 
Pension asset
 
 
 
Other non-current assets
 
 
 
Total assets
 
(2,195)
(3,255)
(1,972)
(2,190)
(121)
(1,455)
(2,509)
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
(36)
40 
15 
(3)
1,109 
46 
 
 
Accrued warranty
 
 
 
Accrued employee compensation
 
100 
 
 
Deferred revenue
 
4,385 
3,074 
1,756 
 
 
Short-term borrowings and current portion of long-term debt
 
 
 
Deferred tax liability
 
 
 
Total current liabilities
 
4,349 
3,114 
1,771 
97 
1,109 
46 
 
 
Deferred tax liability, long-term
 
 
 
Long-term debt, excluding current portion
 
 
 
Other long-term liabilities
 
 
 
Total liabilities
 
4,349 
3,114 
1,771 
97 
1,109 
46 
 
 
Commitments and contingencies (Note 12 and Note 14)
 
 
 
 
   
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,162 and 28,174 shares issued and outstanding at December 31, 2012 and 2011, respectively
 
 
 
Additional paid-in capital
 
 
 
Accumulated deficit
 
(6,544)
(6,369)
(3,743)
(2,287)
(1,230)
(1,501)
(2,518)
 
 
Accumulated other comprehensive income
 
 
 
Total stockholders’ equity
 
(6,544)
(6,369)
(3,743)
(2,287)
(1,230)
(1,501)
(2,518)
 
 
Total liabilities and stockholders’ equity
 
(2,195)
(3,255)
(1,972)
(2,190)
(121)
(1,455)
(2,509)
 
 
Debt Classification Adjustments [Member]
 
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
 
 
 
 
 
Accounts Receivable, Net, Current
 
 
 
 
 
 
Inventories
 
 
 
 
 
 
Prepaid expenses and other current assets
 
41 
56 
59 
61 
 
 
 
 
 
Total current assets
 
41 
56 
59 
61 
 
 
 
 
 
Property and equipment, net
 
 
 
 
 
 
Intangible assets, net
 
 
 
 
 
 
Goodwill
 
 
 
 
 
 
Pension asset
 
 
 
 
 
 
Other non-current assets
 
(41)
(56)
(59)
(61)
 
 
 
 
 
Total assets
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
 
 
 
 
 
Accrued warranty
 
 
 
 
 
 
Accrued employee compensation
 
 
 
 
 
 
Deferred revenue
 
 
2,478 
1,176 
419 
 
 
Short-term borrowings and current portion of long-term debt
 
2,935 
3,354 
3,494 
 
 
 
 
 
Deferred tax liability
 
 
 
 
 
 
Total current liabilities
 
2,935 
3,354 
3,494 
 
 
 
 
 
Deferred tax liability, long-term
 
 
 
 
 
 
Long-term debt, excluding current portion
 
(2,935)
(3,354)
(3,494)
 
 
 
 
 
Other long-term liabilities
 
 
 
 
 
 
Total liabilities
 
 
 
 
 
 
Commitments and contingencies (Note 12 and Note 14)
 
 
 
 
   
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
 
 
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,162 and 28,174 shares issued and outstanding at December 31, 2012 and 2011, respectively
 
 
 
 
 
 
Additional paid-in capital
 
 
 
 
 
 
Accumulated deficit
 
 
 
 
 
 
Accumulated other comprehensive income
 
 
 
 
 
 
Total stockholders’ equity
 
 
 
 
 
 
Total liabilities and stockholders’ equity
 
$ 0 
$ 0 
$ 0 
$ 0 
 
 
 
 
 
Restatement of Previously issued Financial Statements and Financial Information (Consolidated Statement of Operations) (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Revenue
$ 44,503 
$ 42,713 
$ 36,238 
$ 35,804 
$ 37,376 
$ 42,030 
$ 38,546 
$ 29,224 
$ 159,258 
$ 147,176 
$ 121,882 
Cost of revenue
 
24,571 
21,714 
20,647 
22,366 
25,200 
24,645 
17,895 
94,206 
90,106 
74,995 
Gross profit
17,229 
18,142 
14,524 
15,157 
15,010 
16,830 
13,901 
11,329 
65,052 
57,070 
46,887 
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
Selling, general and administrative
 
7,342 
8,409 
9,788 
8,459 
9,605 
9,198 
7,956 
33,656 
35,218 
35,646 
Research and development
 
5,084 
5,294 
5,570 
5,380 
5,707 
5,305 
5,964 
21,700 
22,356 
17,736 
Total operating expenses
 
12,426 
13,703 
15,358 
13,839 
15,312 
14,503 
13,920 
55,356 
57,574 
53,382 
Income (loss) from operations
 
5,716 
821 
(201)
1,171 
1,518 
(602)
(2,591)
9,696 
(504)
(6,495)
Interest expense, net
 
(56)
(56)
(26)
(21)
(27)
(25)
(36)
(116)
(109)
(188)
Amortization of debt discount and prepaid debt costs
 
(16)
(15)
(11)
(55)
(57)
(55)
(83)
Gain on embedded derivatives and warrants
 
1,086 
1,086 
2,341 
Income (loss) from operations before income taxes
 
5,644 
750 
(238)
1,150 
1,491 
(627)
(1,596)
9,523 
418 
(4,425)
Income tax provision
 
416 
719 
714 
635 
922 
(427)
726 
2,349 
1,856 
1,631 
Net income (loss)
2,867 1
5,228 2
31 3
(952)4
515 5
569 6
(200)7
(2,322)8
7,174 
(1,438)
(6,056)
Net income (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
 
$ 0.18 
$ 0.00 
$ (0.03)
$ 0.02 
$ 0.02 
$ (0.01)
$ (0.09)
$ 0.25 
$ (0.05)
$ (0.23)
Diluted (in dollars per share)
 
$ 0.18 
$ 0.00 
$ (0.03)
$ 0.02 
$ 0.02 
$ (0.01)
$ (0.09)
$ 0.25 
$ (0.05)
$ (0.23)
Weighted average common shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
Basic (in shares)
 
28,736 
28,672 
28,122 
27,851 
27,733 
27,669 
27,285 
28,568 
27,637 
26,234 
Diluted (in shares)
 
28,748 
28,780 
28,122 
28,285 
28,161 
27,669 
27,285 
28,709 
27,637 
26,234 
Scenario, Previously Reported [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
43,907 
40,856 
39,230 
42,493 
41,096 
38,463 
35,259 
 
157,311 
 
Cost of revenue
 
25,534 
23,876 
23,093 
26,345 
24,547 
22,987 
21,375 
 
95,254 
 
Gross profit
 
18,373 
16,980 
16,137 
16,148 
16,549 
15,476 
13,884 
 
62,057 
 
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
Selling, general and administrative
 
7,344 
8,238 
9,286 
8,566 
9,595 
11,798 
7,985 
 
37,944 
 
Research and development
 
5,084 
5,294 
5,596 
5,354 
5,707 
5,297 
5,972 
 
22,330 
 
Total operating expenses
 
12,428 
13,532 
14,882 
13,920 
15,302 
17,095 
13,957 
 
60,274 
 
Income (loss) from operations
 
5,945 
3,448 
1,255 
2,228 
1,247 
(1,619)
(73)
 
1,783 
 
Interest expense, net
 
(56)
(56)
(26)
(21)
(27)
(25)
(36)
 
(109)
 
Amortization of debt discount and prepaid debt costs
 
(16)
(15)
(11)
(55)
 
(55)
 
Gain on embedded derivatives and warrants
 
1,086 
 
1,086 
 
Income (loss) from operations before income taxes
 
5,873 
3,377 
1,218 
2,207 
1,220 
(1,644)
922 
 
2,705 
 
Income tax provision
 
470 
719 
714 
635 
922 
(427)
726 
 
1,856 
 
Net income (loss)
 
5,403 
2,658 
504 
1,572 
298 
(1,217)
196 
 
849 
 
Net income (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
 
$ 0.19 
$ 0.09 
$ 0.02 
$ 0.06 
$ 0.01 
$ (0.04)
$ 0.01 
 
$ 0.03 
 
Diluted (in dollars per share)
 
$ 0.19 
$ 0.09 
$ 0.02 
$ 0.06 
$ 0.01 
$ (0.04)
$ 0.01 
 
$ 0.03 
 
Weighted average common shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
Basic (in shares)
 
28,736 
28,672 
28,122 
27,851 
27,733 
27,669 
27,285 
 
27,637 
 
Diluted (in shares)
 
28,748 
28,780 
28,559 
28,285 
28,161 
27,669 
28,112 
 
28,161 
 
Restatement Adjustment [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
(1,194)
(4,618)
(3,426)
(5,117)
934 
83 
(6,035)
 
(10,135)
 
Cost of revenue
 
(963)
(2,162)
(2,446)
(3,979)
653 
1,658 
(3,480)
 
(5,148)
 
Gross profit
 
(231)
(2,456)
(980)
(1,138)
281 
(1,575)
(2,555)
 
(4,987)
 
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
Selling, general and administrative
 
(2)
171 
502 
(107)
10 
(2,600)
(29)
 
(2,726)
 
Research and development
 
(26)
26 
(8)
 
26 
 
Total operating expenses
 
(2)
171 
476 
(81)
10 
(2,592)
(37)
 
(2,700)
 
Income (loss) from operations
 
(229)
(2,627)
(1,456)
(1,057)
271 
1,017 
(2,518)
 
(2,287)
 
Interest expense, net
 
 
 
Amortization of debt discount and prepaid debt costs
 
 
 
Gain on embedded derivatives and warrants
 
 
 
Income (loss) from operations before income taxes
 
(229)
(2,627)
(1,456)
(1,057)
271 
1,017 
(2,518)
 
(2,287)
 
Income tax provision
 
(54)
 
 
Net income (loss)
 
$ (175)
$ (2,627)
$ (1,456)
$ (1,057)
$ 271 
$ 1,017 
$ (2,518)
 
$ (2,287)
 
Net income (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
 
$ (0.01)
$ (0.09)
$ (0.05)
$ (0.04)
$ 0.01 
$ 0.03 
$ (0.10)
 
$ (0.08)
 
Diluted (in dollars per share)
 
$ (0.01)
$ (0.09)
$ (0.05)
$ (0.04)
$ 0.01 
$ 0.03 
$ (0.10)
 
$ (0.08)
 
Weighted average common shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
Basic (in shares)
 
 
 
 
 
 
Diluted (in shares)
 
 
 
 
 
 
Restatement of Previously issued Financial Statements and Financial Information (Consolidated Statement of Cash Flows) (Details) (USD $)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Net income (loss)
$ 7,174,000 
$ (1,438,000)
$ (6,056,000)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
 
 
 
Depreciation
7,051,000 
6,800,000 
6,027,000 
Amortization of intangible assets
441,000 
559,000 
535,000 
Amortization of debt discount and prepaid debt costs
57,000 
55,000 
83,000 
Gain on embedded derivatives and warrants
(1,086,000)
(2,341,000)
Pension (benefit) cost
437,000 
(109,000)
(209,000)
Stock based-compensation expense
3,088,000 
2,582,000 
2,627,000 
Loss on impairment of property and equipment
880,000 
Provision for (recovery of) losses on accounts receivable
(245,000)
300,000 
(159,000)
Changes in operating assets and liabilities:
 
 
 
Trade and other accounts receivable
(4,914,000)
(827,000)
(4,485,000)
Inventories
(8,290,000)
(14,123,000)
(1,175,000)
Prepaid expenses and other assets
333,000 
122,000 
(19,000)
Deferred income taxes
550,000 
(1,108,000)
(110,000)
Accounts payable and accrued liabilities and deferred revenue
(3,122,000)
8,466,000 
4,012,000 
Accrued employee compensation
(1,699,000)
278,000 
1,374,000 
Other long-term liabilities
(2,007,000)
(5,572,000)
7,764,000 
Net Cash Provided by (Used in) Operating Activities
(1,146,000)
(5,101,000)
8,748,000 
Net Cash Provided by (Used in) Investing Activities [Abstract]
 
 
 
Purchases of property and equipment
(15,200,000)
(14,466,000)
(8,794,000)
Net cash used in investing activities
(15,200,000)
(14,466,000)
(8,794,000)
Financing activities:
 
 
 
Principal payments on long-term debt and short-term borrowings
(9,638,000)
(12,462,000)
(11,073,000)
Proceeds from long-term and short-term borrowings
13,481,000 
12,229,000 
10,749,000 
Proceeds from exercise of stock warrants
7,500,000 
Repurchase of shares for employee tax withholding obligation
(319,000)
(154,000)
(546,000)
Proceeds from issuance of common stock under equity compensation plans
1,762,000 
2,819,000 
3,290,000 
Proceeds from issuance of common stock under secondary security offering
10,283,000 
Release of restricted cash
8,000,000 
Net cash provided by financing activities
15,569,000 
10,432,000 
9,920,000 
Increase (decrease) in cash and cash equivalents from operations
(777,000)
(9,135,000)
9,874,000 
Effect of exchange rate changes on cash and cash equivalents
227,000 
(1,405,000)
373,000 
Decrease in cash and cash equivalents
(550,000)
(10,540,000)
10,247,000 
Cash and cash equivalents, beginning of period
29,289,000 
39,829,000 
29,582,000 
Cash and cash equivalents, end of period
28,739,000 
29,289,000 
39,829,000 
Cash paid for:
 
 
 
Interest
174,000 
166,000 
267,000 
Income taxes
1,594,000 
3,329,000 
12,000 
Supplemental schedule of noncash investing and financing activities:
 
 
 
Landlord funding of leasehold improvements
1,002,000 
1,522,000 
434,000 
Conversion of debenture into shares of common stock
9,341,000 
Stock warrant liability settled in shares of common stock
1,055,000 
Scenario, Previously Reported [Member]
 
 
 
Net income (loss)
 
849,000 
 
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
 
 
 
Depreciation
 
6,800,000 
 
Amortization of intangible assets
 
559,000 
 
Amortization of debt discount and prepaid debt costs
 
55,000 
 
Gain on embedded derivatives and warrants
 
(1,086,000)
 
Pension (benefit) cost
 
(109,000)
 
Stock based-compensation expense
 
2,582,000 
 
Loss on impairment of property and equipment
 
 
Provision for (recovery of) losses on accounts receivable
 
427,000 
 
Changes in operating assets and liabilities:
 
 
 
Trade and other accounts receivable
 
(9,112,000)
 
Inventories
 
(8,121,000)
 
Prepaid expenses and other assets
 
87,000 
 
Deferred income taxes
 
(1,108,000)
 
Accounts payable and accrued liabilities and deferred revenue
 
8,469,000 
 
Accrued employee compensation
 
179,000 
 
Other long-term liabilities
 
(5,572,000)
 
Net Cash Provided by (Used in) Operating Activities
 
(5,101,000)
 
Net Cash Provided by (Used in) Investing Activities [Abstract]
 
 
 
Purchases of property and equipment
 
(14,466,000)
 
Net cash used in investing activities
 
(14,466,000)
 
Financing activities:
 
 
 
Principal payments on long-term debt and short-term borrowings
 
(12,462,000)
 
Proceeds from long-term and short-term borrowings
 
12,229,000 
 
Proceeds from exercise of stock warrants
 
 
Repurchase of shares for employee tax withholding obligation
 
(154,000)
 
Proceeds from issuance of common stock under equity compensation plans
 
2,819,000 
 
Proceeds from issuance of common stock under secondary security offering
 
 
Release of restricted cash
 
8,000,000 
 
Net cash provided by financing activities
 
10,432,000 
 
Increase (decrease) in cash and cash equivalents from operations
 
(9,135,000)
 
Effect of exchange rate changes on cash and cash equivalents
 
(1,405,000)
 
Decrease in cash and cash equivalents
 
(10,540,000)
 
Cash and cash equivalents, beginning of period
29,289,000 
39,829,000 
 
Cash and cash equivalents, end of period
 
29,289,000 
 
Cash paid for:
 
 
 
Interest
 
166,000 
 
Income taxes
 
3,329,000 
 
Supplemental schedule of noncash investing and financing activities:
 
 
 
Landlord funding of leasehold improvements
 
1,522,000 
 
Conversion of debenture into shares of common stock
 
9,341,000 
 
Stock warrant liability settled in shares of common stock
 
 
Restatement Adjustment [Member]
 
 
 
Net income (loss)
 
(2,287,000)
 
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
 
 
 
Depreciation
 
 
Amortization of intangible assets
 
 
Amortization of debt discount and prepaid debt costs
 
 
Gain on embedded derivatives and warrants
 
 
Pension (benefit) cost
 
   
 
Stock based-compensation expense
 
 
Loss on impairment of property and equipment
 
 
Provision for (recovery of) losses on accounts receivable
 
(127,000)
 
Changes in operating assets and liabilities:
 
 
 
Trade and other accounts receivable
 
8,285,000 
 
Inventories
 
(6,002,000)
 
Prepaid expenses and other assets
 
35,000 
 
Deferred income taxes
 
 
Accounts payable and accrued liabilities and deferred revenue
 
(3,000)
 
Accrued employee compensation
 
99,000 
 
Other long-term liabilities
 
   
 
Net Cash Provided by (Used in) Operating Activities
 
 
Net Cash Provided by (Used in) Investing Activities [Abstract]
 
 
 
Purchases of property and equipment
 
 
Net cash used in investing activities
 
 
Financing activities:
 
 
 
Principal payments on long-term debt and short-term borrowings
 
 
Proceeds from long-term and short-term borrowings
 
 
Proceeds from exercise of stock warrants
 
 
Repurchase of shares for employee tax withholding obligation
 
 
Proceeds from issuance of common stock under equity compensation plans
 
 
Proceeds from issuance of common stock under secondary security offering
 
 
Release of restricted cash
 
 
Net cash provided by financing activities
 
 
Increase (decrease) in cash and cash equivalents from operations
 
 
Effect of exchange rate changes on cash and cash equivalents
 
 
Decrease in cash and cash equivalents
 
 
Cash and cash equivalents, beginning of period
 
Cash and cash equivalents, end of period
 
 
Cash paid for:
 
 
 
Interest
 
 
Income taxes
 
 
Supplemental schedule of noncash investing and financing activities:
 
 
 
Landlord funding of leasehold improvements
 
 
Conversion of debenture into shares of common stock
 
 
Stock warrant liability settled in shares of common stock
 
$ 0 
 
Restatement of Previously issued Financial Statements and Financial Information (Financial Information by Product Line and Geographic Area) (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Revenue, Net
$ 44,503 
$ 42,713 
$ 36,238 
$ 35,804 
$ 37,376 
$ 42,030 
$ 38,546 
$ 29,224 
$ 159,258 
$ 147,176 
$ 121,882 
Scenario, Previously Reported [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
43,907 
40,856 
39,230 
42,493 
41,096 
38,463 
35,259 
 
157,311 
 
Restatement Adjustment [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
(1,194)
(4,618)
(3,426)
(5,117)
934 
83 
(6,035)
 
(10,135)
 
Ultracapacitors [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
95,953 
86,836 
68,501 
Ultracapacitors [Member] |
Scenario, Previously Reported [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
96,971 
 
Ultracapacitors [Member] |
Restatement Adjustment [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
(10,135)
 
High-Voltage Capacitors [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
45,574 
42,309 
35,708 
High-Voltage Capacitors [Member] |
Scenario, Previously Reported [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
42,309 
 
High-Voltage Capacitors [Member] |
Restatement Adjustment [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
 
Microelectronic Products [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
17,731 
18,031 
17,673 
Microelectronic Products [Member] |
Scenario, Previously Reported [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
18,031 
 
Microelectronic Products [Member] |
Restatement Adjustment [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
   
 
China [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
74,054 
43,187 
30,835 
China [Member] |
Scenario, Previously Reported [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
43,187 
 
China [Member] |
Restatement Adjustment [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
 
Germany [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
25,119 
26,253 
27,579 
Germany [Member] |
Scenario, Previously Reported [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
32,911 
 
Germany [Member] |
Restatement Adjustment [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
(6,658)
 
United States [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
26,473 
29,723 
22,248 
United States [Member] |
Scenario, Previously Reported [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
30,608 
 
United States [Member] |
Restatement Adjustment [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
(885)
 
All other countries [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
33,612 1
48,013 1
41,220 1
All other countries [Member] |
Scenario, Previously Reported [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
50,605 
 
All other countries [Member] |
Restatement Adjustment [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
$ (2,592)
 
Balance Sheet Details (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Inventory
 
 
 
 
 
 
 
 
Raw material and purchased parts
$ 13,114 
$ 9,661 
 
 
 
 
 
 
Work-in-process
1,753 
3,942 
 
 
 
 
 
 
Finished goods
17,511 
14,133 
 
 
 
 
 
 
Consigned finished goods
9,242 
5,498 
 
 
 
 
 
 
Total inventories
41,620 
33,234 
43,802 
41,039 
39,180 
29,662 
29,030 
26,465 
Property and equipment, net:
 
 
 
 
 
 
 
 
Property and equipment, gross
93,170 
77,934 
 
 
 
 
 
 
Less accumulated depreciation and amortization
(56,935)
(49,393)
 
 
 
 
 
 
Total property and equipment, net
36,235 
28,541 
35,806 
33,275 
31,922 
26,985 
24,952 
22,257 
Accounts payable and accrued liabilities:
 
 
 
 
 
 
 
 
Accounts payable
14,762 
15,196 
 
 
 
 
 
 
FCPA settlement
2,250 
5,425 
 
 
 
 
 
 
Derivative suit settlement accrual
3,000 
 
 
 
 
 
 
Customer dispute settlement accrual
890 
2,333 
 
 
 
 
 
 
Income tax payable
2,068 
2,362 
 
 
 
 
 
 
Other accrued liabilities
7,211 
7,784 
 
 
 
 
 
 
Total accounts payable and accrued liabilities
27,181 
36,100 
31,989 
31,245 
34,254 
30,971 
30,628 
28,851 
Accrued warranty:
 
 
 
 
 
 
 
 
Beginning balance
258 
449 
 
 
 
 
 
 
Product warranties issued
446 
343 
 
 
 
 
 
 
Settlement of warranties
(259)
(188)
 
 
 
 
 
 
Changes related to preexisting warranties
(179)
(354)
 
 
 
 
 
 
Foreign currency translation adjustment
 
 
 
 
 
 
Ending balance
269 
258 
 
 
 
 
 
 
Machinery, furniture and office equipment [Member]
 
 
 
 
 
 
 
 
Property and equipment, net:
 
 
 
 
 
 
 
 
Property and equipment, gross
62,593 
53,356 
 
 
 
 
 
 
Computer hardware and software [Member]
 
 
 
 
 
 
 
 
Property and equipment, net:
 
 
 
 
 
 
 
 
Property and equipment, gross
10,918 
9,524 
 
 
 
 
 
 
Leasehold improvements [Member]
 
 
 
 
 
 
 
 
Property and equipment, net:
 
 
 
 
 
 
 
 
Property and equipment, gross
10,376 
8,253 
 
 
 
 
 
 
Construction in progress [Member]
 
 
 
 
 
 
 
 
Property and equipment, net:
 
 
 
 
 
 
 
 
Property and equipment, gross
$ 9,283 
$ 6,801 
 
 
 
 
 
 
Balance Sheet Details (Accumulated other comprehensive income) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Accumulated other comprehensive income
 
 
 
 
 
 
 
 
 
Foreign Currency Translation Adjustment, Balance as of December 31, 2011
$ 14,580 
 
 
 
 
 
 
 
 
Foreign Currency Translation Adjustment, Current period change
1,796 
(628)
5,529 
 
 
 
 
 
 
Foreign Currency Translation Adjustment, Balance as of December 31, 2012
16,376 
14,580 
 
 
 
 
 
 
 
Defined Benefit Pension Plan, Balance as of December 31, 2011
(3,950)
 
 
 
 
 
 
 
 
Defined Benefit Pension Plan, Current period change
105 
 
 
 
 
 
 
 
 
Defined Benefit Pension Plan, Balance as of December 31, 2012
(3,845)
(3,950)
 
 
 
 
 
 
 
Accumulated Other Comprehensive Income, Balance as of December 31, 2011
10,630 
 
 
10,619 
9,846 
13,138 
12,554 
16,993 
11,595 
Accumulated Other Comprehensive Income, Current period change
1,901 
(129)
2,161 
 
 
 
 
 
 
Accumulated Other Comprehensive Income, Balance as of December 31, 2012
$ 12,531 
$ 10,630 
 
$ 10,619 
$ 9,846 
$ 13,138 
$ 12,554 
$ 16,993 
$ 11,595 
Goodwill and Intangibles (Goodwill rollforward) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Goodwill and Intangible Assets Disclosure [Abstract]
 
 
 
 
 
 
 
 
Balance, beginning of period
$ 24,887 
$ 24,956 
$ 24,826 
$ 24,621 
$ 25,730 
$ 25,592 
$ 27,423 
$ 25,338 
Foreign currency translation adjustments
529 
(69)
 
 
 
 
 
 
Balance, end of period
$ 25,416 
$ 24,887 
$ 24,826 
$ 24,621 
$ 25,730 
$ 25,592 
$ 27,423 
$ 25,338 
Goodwill and Intangibles (Intangible assets subject to amortization) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Schedule of intangible assets
 
 
Gross Carrying Value
$ 4,317 
$ 4,317 
Accumulated Amortization
(3,609)
(3,217)
Cumulative Foreign Currency Adjustment
(39)
11 
Finite-Lived Intangible Assets, Net
669 
1,111 
Patents [Member]
 
 
Schedule of intangible assets
 
 
Useful Life
13 years 
13 years 
Gross Carrying Value
2,476 
2,476 
Accumulated Amortization
(1,903)
(1,699)
Cumulative Foreign Currency Adjustment
Finite-Lived Intangible Assets, Net
573 
777 
Developed core technology [Member]
 
 
Schedule of intangible assets
 
 
Useful Life
10 years 
10 years 
Gross Carrying Value
1,100 
1,100 
Accumulated Amortization
(1,100)
(1,050)
Cumulative Foreign Currency Adjustment
29 
Finite-Lived Intangible Assets, Net
79 
Patent license agreement [Member]
 
 
Schedule of intangible assets
 
 
Useful Life
5 years 
5 years 
Gross Carrying Value
741 
741 
Accumulated Amortization
(606)
(468)
Cumulative Foreign Currency Adjustment
(39)
(18)
Finite-Lived Intangible Assets, Net
$ 96 
$ 255 
Goodwill and Intangibles (Estimated amortization expense for intangible assets) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Goodwill and Intangible Assets Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
Amortization of intangible assets
$ 441 
$ 559 
$ 535 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
 
 
 
 
 
 
 
 
 
2013
300 
 
 
 
 
 
 
 
 
2014
203 
 
 
 
 
 
 
 
 
2015
166 
 
 
 
 
 
 
 
 
Net Carrying Value
$ 669 
$ 1,111 
 
$ 758 
$ 854 
$ 985 
$ 1,259 
$ 1,438 
$ 1,526 
Convertible Debentures (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
1 Months Ended 12 Months Ended
Feb. 28, 2011
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Convertible Debentures Disclosure [Abstract]
 
 
 
 
Shares issued for exercise of warrants
 
 
$ 0 
$ 8,555 
Shares issued for exercise of warrants, shares
 
 
462,000 
Proceeds from exercise of stock warrants
 
7,500 
Conversion of principal into shares of common stock
8,300 
 
8,333 
Conversion of principal into shares of common stock, shares
514,086 
 
514,000 
Interest paid with cash
 
 
17 
115 
Total debenture payments
 
 
$ 8,350 
$ 115 
Convertible Debentures (Textual) (Details) (USD $)
1 Months Ended 12 Months Ended
Feb. 28, 2011
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Dec. 20, 2005
Convertible Debentures Disclosure [Abstract]
 
 
 
 
 
Debentures, principal amount
 
 
 
 
$ 25,000,000 
Conversion of principal into shares of common stock
8,300,000 
 
8,333,000 
 
Conversion of principal into shares of common stock, shares
514,086 
 
514,000 
 
Debentures converted into common stock, conversion price per share
$ 16.21 
 
 
 
 
Common stock fair value on the date of conversion of debentures
9,300,000 
9,341,000 
 
Gain (loss) on embedded derivatives and warrants, conversion
1,000,000 
 
 
 
 
Restricted cash
8,000,000 
 
 
 
 
Number of trading days
20 days 
 
 
 
 
Gain (loss) on embedded derivatives and warrants, fair value measurement
 
 
$ 78,000 
$ 2,300,000 
 
Fair Value Measurements Fair Value Measurements (Details) (USD $)
In Thousands, unless otherwise specified
1 Months Ended 12 Months Ended
Feb. 28, 2011
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2012
Fair Value Disclosures [Abstract]
 
 
 
 
Fair value of foreign currency forward contracts
 
 
 
$ 329 
Conversion of debenture into shares of common stock
8,300 
8,333 
 
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
 
 
 
 
Beginning liability balance, December 31, 2010
 
2,093 
 
 
Total unrealized gain included in net loss
 
(1,086)
 
 
Liability settled on exercise of warrants
 
(1,007)
 
 
Ending liability balance, December 31, 2011
 
$ 0 
$ 2,093 
 
Borrowings (Credit facility) (Details) (USD $)
12 Months Ended 13 Months Ended 1 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2011
Revolving Credit Facility [Member]
Dec. 31, 2012
Revolving Credit Facility [Member]
Dec. 31, 2011
Revolving Credit Facility [Member]
LIBOR [Member]
Apr. 30, 2012
Secured Debt [Member]
Equipment Term Loan [Member]
Dec. 31, 2012
Secured Debt [Member]
Equipment Term Loan [Member]
Dec. 31, 2012
Secured Debt [Member]
Equipment Term Loan [Member]
LIBOR [Member]
Jun. 30, 2013
Collateral for Borrowing [Member]
Line of Credit Facility [Line Items]
 
 
 
 
 
 
 
 
 
 
Revolving line of credit, maximum
 
 
 
 
$ 15,000,000 
 
 
 
 
 
Required pledge of equity interests in subsidiary, percent
 
65.00% 
 
 
 
 
 
 
 
 
Debt instrument, variable rate
 
 
 
 
 
2.25% 
 
 
2.25% 
 
Debt instrument, interest rate at period end
 
 
 
 
 
 
 
 
2.50% 
 
Unused commitment fee, percentage
 
 
 
0.25% 
 
 
 
 
 
 
Eligible equipment purchase, percentage
 
 
 
 
 
 
80.00% 
 
 
 
Debt instrument, amount borrowed
 
 
 
 
 
 
5,000,000 
 
 
 
Restricted cash posted
(8,000,000)
 
 
 
 
 
 
1,800,000 
Debt instrument, term
 
 
 
 
 
 
36 months 
 
 
 
Long-term borrowings
 
 
 
 
 
 
 
3,900,000 
 
 
Revolving line of credit, current borrowing
$ 0 
 
 
 
 
 
 
 
 
 
Borrowings (Short-term borrowings) (Details)
Dec. 20, 2005
USD ($)
Dec. 31, 2012
Maxwell SA short-term loan [Member]
USD ($)
Dec. 31, 2012
Maxwell SA short-term loan [Member]
CHF
Dec. 31, 2011
Maxwell SA short-term loan [Member]
Dec. 31, 2012
Maxwell SA credit agreement [Member]
Maxwell SA Line of Credit Agreement, Annual Renewal, 2.35% Interest [Member]
USD ($)
Dec. 31, 2012
Maxwell SA credit agreement [Member]
Maxwell SA Line of Credit Agreement, Annual Renewal, 2.35% Interest [Member]
CHF
Dec. 31, 2011
Maxwell SA credit agreement [Member]
Maxwell SA Line of Credit Agreement, Annual Renewal, 2.35% Interest [Member]
Dec. 31, 2012
Maxwell SA credit agreement [Member]
Maxwell SA Line of Credit Agreement, No Contractual Renewal [Member]
USD ($)
Dec. 31, 2012
Maxwell SA credit agreement [Member]
Maxwell SA Line of Credit Agreement, No Contractual Renewal [Member]
CHF
Short-term Debt [Line Items]
 
 
 
 
 
 
 
 
 
Short-term loan agreement, amount
$ 25,000,000 
$ 3,300,000 
 3,000,000 
 
 
 
 
 
 
Credit agreement maximum borrowing
 
 
 
 
$ 2,200,000 
 2,000,000 
 
$ 1,100,000 
 1,000,000 
Stated interest rate
 
2.20% 
2.20% 
2.20% 
2.35% 
2.35% 
2.35% 
 
 
Borrowings (Other long-term borrowings) (Details) (Financing Agreements [Member], Maxwell SA auto leases [Member], USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Financing Agreements [Member] |
Maxwell SA auto leases [Member]
 
 
Debt Instrument [Line Items]
 
 
Debt instrument, term
3 years 
 
Stated interest rate, minimum
3.90% 
3.90% 
Stated interest rate, maximum
5.10% 
5.10% 
Long-term borrowings
$ 159 
$ 164 
Borrowings (Debt outstanding - short-term) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Dec. 31, 2011
Maxwell SA short-term loan [Member]
 
 
Short-term Debt [Line Items]
 
 
Short-term Debt
$ 3,278 
$ 3,201 
Maxwell SA credit agreement [Member]
 
 
Short-term Debt [Line Items]
 
 
Short-term Debt
$ 2,185 
$ 2,134 
Borrowings (Debt outstanding - long-term) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
Total debt
$ 9,535 
 
 
 
$ 5,499 
 
 
 
Less current portion
(9,452)
(9,844)
(10,224)
(10,649)
(5,431)
(3,409)
(3,685)
(3,470)
Long-term debt, excluding current portion
83 
25 
35 
47 
68 
2,292 
2,504 
2,282 
Secured Debt [Member] |
Equipment Term Loan [Member]
 
 
 
 
 
 
 
 
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
Long-term borrowings
 
 
 
 
 
 
 
Financing Agreements [Member] |
Maxwell SA auto leases [Member]
 
 
 
 
 
 
 
 
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
Long-term borrowings
$ 159 
 
 
 
$ 164 
 
 
 
Borrowings (Subsequent payments due on borrowings) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Dec. 31, 2011
Debt Instrument [Line Items]
 
 
2013
$ 9,452 1
 
2014
83 
 
Total debt
9,535 
5,499 
Equipment Term Loan [Member] |
Secured Debt [Member]
 
 
Debt Instrument [Line Items]
 
 
Long-term borrowings
$ 3,900 
 
Foreign Currency Derivative Instruments (Gains and losses on foreign currency forward contracts) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Foreign Currency Derivatives [Abstract]
 
 
 
Net gains (loss) on foreign currency forward contracts
$ 393 
$ (673)
$ 1,838 
Cost of revenue [Member]
 
 
 
Foreign Currency Derivatives [Abstract]
 
 
 
Net gains (loss) on foreign currency forward contracts
(2)
(220)
213 
Selling, general and administrative [Member]
 
 
 
Foreign Currency Derivatives [Abstract]
 
 
 
Net gains (loss) on foreign currency forward contracts
$ 395 
$ (453)
$ 1,625 
Foreign Currency Derivative Instruments (Gains and losses on foreign currency derivative contracts) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Foreign Currency Derivatives [Abstract]
 
 
 
Net gains (loss) on foreign currency forward contracts were partially offset on assets and liabilities
$ (984)
$ (207)
$ (754)
Cost of revenue [Member]
 
 
 
Foreign Currency Derivatives [Abstract]
 
 
 
Net gains (loss) on foreign currency forward contracts were partially offset on assets and liabilities
13 
108 
717 
Selling, general and administrative [Member]
 
 
 
Foreign Currency Derivatives [Abstract]
 
 
 
Net gains (loss) on foreign currency forward contracts were partially offset on assets and liabilities
$ (997)
$ (315)
$ (1,471)
Foreign Currency Derivative Instruments (Textual) (Details) (USD $)
Dec. 31, 2012
Foreign Currency Derivatives [Abstract]
 
Fair value of foreign currency forward contracts
$ 329,000 
Notional amount of foreign currency forward contracts not designated as hedges
$ 32,100,000 
Stock Plans (Fair Value of Stock Options Weighted-Average Assumptions) (Details) (Stock Options [Member])
12 Months Ended
Dec. 31, 2010
Stock Options [Member]
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Expected dividends
0.00% 
Expected volatility range
69.50% 
Risk-free interest rate range
2.40% 
Expected term/life (in years)
4 years 9 months 18 days 
Stock Plans (Stock Option Activity) (Details) (USD $)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Number of Shares
 
 
 
Balance at beginning of period
1,183,659 
 
 
Exercised
(145,703)
 
 
Cancelled
(114,200)
 
 
Balance at end of period
923,756 
 
 
Vested and expected to vest
915,451 
 
 
Exercisable
807,146 
884,959 
928,380 
Weighted Average Exercise Price
 
 
 
Balance at beginning of period
$ 11.45 
 
 
Exercised
$ 7.85 
 
 
Cancelled
$ 14.34 
 
 
Balance at end of period
$ 11.67 
 
 
Vested and expected to vest
$ 11.64 
 
 
Exercisable
$ 11.53 
$ 11.14 
$ 10.44 
Additional Disclosures
 
 
 
Options, outstanding, weighted average remaining contractual term (in years)
4 years 7 months 13 days 
 
 
Options, outstanding, aggregate intrinsic value
$ 261,981 
 
 
Options, vested and expected to vest, weighted average remaining contractual term (in years)
4 years 7 months 6 days 
 
 
Options, vested and expected to vest, aggregate intrinsic value
261,049 
 
 
Options, exercisable, weighted average remaining contractual term (in years)
4 years 3 months 22 days 
 
 
Options, exercisable, aggregate intrinsic value
$ 221,133 
 
 
Stock Plans (Restricted Stock Award Activity) (Details) (Restricted Stock Awards [Member], USD $)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Restricted Stock Awards [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share awards released
77,000 
56,000 
170,000 
Shares
 
 
 
Nonvested, beginning of period
262,000 
 
 
Granted
255,000 
 
 
Vested/Released
(58,000)
 
 
Forfeited
(62,000)
 
 
Nonvested, end of period
397,000 
262,000 
 
Weighted Average Grant Date Fair Value
 
 
 
Nonvested, beginning of period
$ 17.17 
 
 
Granted
$ 20.60 
$ 15.90 
$ 15.71 
Vested/Released
$ 15.04 
 
 
Forfeited
$ 16.61 
 
 
Nonvested, end of period
$ 19.78 
$ 17.17 
 
Stock Plans (Fair Value of "Look Back" Option for ESPP Weighted-Average Assumptions) (Details) (Employee Stock Purchase Plan [Member], USD $)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Employee Stock Purchase Plan [Member]
 
 
 
Schedule of stock options and employee stock purchase plan weighted-average assumptions
 
 
 
Expected dividends
0.00% 
0.00% 
0.00% 
Stock price on valuation date
$ 11.96 
$ 17.54 
$ 14.03 
Expected volatility range
71.00% 
41.00% 
54.00% 
Risk-free interest rate
0.10% 
0.15% 
0.21% 
Expected life (in years)
6 months 
6 months 
6 months 
Fair value per share
$ 4.16 
$ 4.73 
$ 4.78 
Stock Plans (Stock-based Compensation Expense) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Schedule of stock-based compensation expense
 
 
 
Stock-based compensation expense
$ 3,088 
$ 2,582 
$ 2,627 
Cost of revenue [Member]
 
 
 
Schedule of stock-based compensation expense
 
 
 
Stock-based compensation expense
701 
355 
304 
Selling, general and administrative [Member]
 
 
 
Schedule of stock-based compensation expense
 
 
 
Stock-based compensation expense
1,835 
1,769 
2,096 
Research and development [Member]
 
 
 
Schedule of stock-based compensation expense
 
 
 
Stock-based compensation expense
552 
458 
227 
Employee Stock Purchase Plan [Member]
 
 
 
Schedule of stock-based compensation expense
 
 
 
Stock-based compensation expense
262 
194 
191 
Stock Options [Member]
 
 
 
Schedule of stock-based compensation expense
 
 
 
Stock-based compensation expense
978 
1,317 
1,496 
Restricted Stock Awards [Member]
 
 
 
Schedule of stock-based compensation expense
 
 
 
Stock-based compensation expense
1,427 
1,014 
752 
Restricted Stock Units [Member]
 
 
 
Schedule of stock-based compensation expense
 
 
 
Stock-based compensation expense
$ 421 
$ 57 
$ 188 
Stock Plans (Reservation of Shares for Issuance) (Details)
Dec. 31, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Reservation of shares for issuance upon exercise, vesting or release of share-based compensation awards
1,945,243 
Omnibus Equity Incentive Plan [Member]
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Reservation of shares for issuance upon exercise, vesting or release of share-based compensation awards
1,686,687 
Employee Stock Purchase Plan [Member]
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Reservation of shares for issuance upon exercise, vesting or release of share-based compensation awards
96,800 
1999 Director Stock Option Plan [Member]
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Reservation of shares for issuance upon exercise, vesting or release of share-based compensation awards
3,000 
1995 Stock Option Plan [Member]
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Reservation of shares for issuance upon exercise, vesting or release of share-based compensation awards
158,756 
Stock Plans (Textual) (Details) (USD $)
12 Months Ended 108 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Stock-based compensation plans
 
 
Tax benefit associated with stock-based compensation
$ 2,600,000 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number
807,146 
884,959 
928,380 
807,146 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price
$ 11.53 
$ 11.14 
$ 10.44 
$ 11.53 
Weighted-average grant date fair value of stock options granted
 
 
$ 9.27 
 
Total intrinsic value of options exercised
1,500,000 
2,400,000 
2,300,000 
 
Cash proceeds from option exercises
1,100,000 
 
 
 
Tax benefit realized on stock-based compensation
 
Minimum [Member]
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Award vesting period
1 year 
 
 
 
Maximum [Member]
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Award vesting period
4 years 
 
 
 
Stock Options [Member]
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Unrecognized compensation cost
774,000 
 
 
774,000 
Unrecognized compensation cost, net of estimated forfeitures
551,000 
 
 
551,000 
Unrecognized compensation cost, weighted average recognition period
9 months 
 
 
 
Restricted Stock Awards [Member]
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Award vesting period
4 years 
 
 
 
Unrecognized compensation cost
6,900,000 
 
 
6,900,000 
Unrecognized compensation cost, net of estimated forfeitures
3,700,000 
 
 
3,700,000 
Unrecognized compensation cost, weighted average recognition period
2 years 6 months 
 
 
 
Restricted stock, grant date fair value, total
4,400,000 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Released in Period
77,000 
56,000 
170,000 
 
Share awards vested in period, fair value
1,100,000 
1,000,000 
434,000 
 
Fair value per share
$ 20.60 
$ 15.90 
$ 15.71 
 
Performance-Based Restricted Stock Awards [Member]
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Restricted stock, grant date fair value, total
817,000 
 
 
 
Share awards vested in period, fair value
 
 
2,200,000 
 
Restricted Stock Units [Member]
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Award vesting period
1 year 
 
 
 
Unrecognized compensation cost
44,760 
 
 
44,760 
Unrecognized compensation cost, weighted average recognition period
1 month 10 days 
 
 
 
Restricted stock, grant date fair value, total
420,000 
 
 
 
Fair value per share
$ 20.65 
$ 19.06 
$ 13.65 
 
Omnibus Equity Incentive Plan [Member]
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Equity incentive pool
2,750,000 
 
 
2,750,000 
Employee Stock Purchase Plan [Member]
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Equity incentive pool
500,000 
 
 
500,000 
Fair value per share
$ 4.16 
$ 4.73 
$ 4.78 
 
Employee stock purchase plan shares issued
108,990 
44,542 
 
403,200 
Discount from market price, purchase date
85.00% 
 
 
 
Discount rate from market value on offering date
15.00% 
 
 
 
Intrinsic value of shares of the Company’s stock purchased pursuant to the ESPP
$ 191,000 
$ 109,000 
$ 251,000 
 
Stock Offering Stock Offering (Textual) (Details) (USD $)
1 Months Ended 3 Months Ended 12 Months Ended 21 Months Ended
Apr. 30, 2011
Mar. 31, 2012
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2012
Stock Offering [Abstract]
 
 
 
 
 
 
Sale of common stock shares
$ 125,000,000 
 
$ 125,000,000 
 
 
 
Number of shares sold under sales agreement
 
572,510 
 
 
 
572,510 
Proceeds from issuance of common stock under secondary security offering
 
$ 10,300,000 
$ 10,283,000 
$ 0 
$ 0 
 
Income Taxes - Income (Loss) Before Income Taxes (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Income Tax Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
United States
 
 
 
 
 
 
 
$ (5,994)
$ (9,348)
$ (12,903)
Foreign
 
 
 
 
 
 
 
15,517 
9,766 
8,478 
Income (loss) from operations before income taxes
$ 5,644 
$ 750 
$ (238)
$ 1,150 
$ 1,491 
$ (627)
$ (1,596)
$ 9,523 
$ 418 
$ (4,425)
Income Taxes - Income Taxes Provision (Benefit) (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Income Tax Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
Federal, current
 
 
 
 
 
 
 
$ (190)
$ 0 
$ 13 
Federal, deferred
 
 
 
 
 
 
 
6,873 
(2,430)
(4,183)
Federal, total
 
 
 
 
 
 
 
6,683 
(2,430)
(4,170)
State, current
 
 
 
 
 
 
 
State, deferred
 
 
 
 
 
 
 
1,653 
206 
60 
State, total
 
 
 
 
 
 
 
1,660 
212 
65 
Foreign, current
 
 
 
 
 
 
 
2,135 
3,089 
1,006 
Foreign, deferred
 
 
 
 
 
 
 
(95)
(1,216)
607 
Foreign, total
 
 
 
 
 
 
 
2,040 
1,873 
1,613 
Valuation allowance
 
 
 
 
 
 
 
(8,034)
2,201 
4,123 
Tax provision
$ 416 
$ 719 
$ 714 
$ 635 
$ 922 
$ (427)
$ 726 
$ 2,349 
$ 1,856 
$ 1,631 
Income Taxes - Reconciliation (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Income Tax Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
Taxes at federal statutory rate
 
 
 
 
 
 
 
$ 3,054 
$ 143 
$ (1,504)
State taxes, net of federal benefit
 
 
 
 
 
 
 
(23)
(323)
(284)
Effect of tax rate differential for foreign subsidiary
 
 
 
 
 
 
 
(2,695)
(1,576)
(1,356)
Valuation allowance, including tax benefits of stock activity
 
 
 
 
 
 
 
(8,034)
2,201 
4,123 
Nondeductible interest
 
 
 
 
 
 
 
462 
(313)
Foreign tax credit
 
 
 
 
 
 
 
(183)
Stock-based compensation
 
 
 
 
 
 
 
242 
73 
155 
FCPA settlement
 
 
 
 
 
 
 
1,156 
Return to provision adjustments
 
 
 
 
 
 
 
3,568 
576 
(1,512)
Subpart F income inclusion
 
 
 
 
 
 
 
5,594 
948 
Other
 
 
 
 
 
 
 
643 
300 
401 
Tax provision
$ 416 
$ 719 
$ 714 
$ 635 
$ 922 
$ (427)
$ 726 
$ 2,349 
$ 1,856 
$ 1,631 
Income Taxes - Deferred Tax Assets and Liabilities (Details) (USD $)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Operating Loss Carryforwards [Line Items]
 
 
Valuation allowance
$ 59,740,000 
$ 67,773,000 
Decreased in valuation allowance
(8,000,000)
 
Operating loss carryforwards, federal
157,100,000 
 
Operating loss carryforwards, state
82,000,000 
 
Tax credit carryforwards research and development and other, federal
4,700,000 
 
Tax credit carryforwards research and development and other, state
5,400,000 
 
Excess tax benefits from employee stock purchase plan
3,500,000 
3,300,000 
Decrease in foreign tax
634,000 
 
Benefit of the tax holiday on net income per share (diluted)
$ 0.02 
 
Unremitted earnings from foreign subsidiaries
5,000,000 
 
WithholdingTaxesPayableUponRemittanceOfPreviouslyUnremittedEarnings
2,000,000 
 
Deferred tax assets:
 
 
Tax loss carryforwards
55,288,000 
59,457,000 
Tax credit carryforwards
19,000 
18,000 
Uniform capitalization, contract and inventory related reserves
895,000 
1,319,000 
Accrued vacation
642,000 
631,000 
Stock-based compensation
813,000 
763,000 
Tax basis depreciation less book depreciation
984,000 
Intangible assets
1,104,000 
1,232,000 
Deferred revenue
152,000 
265,000 
FCPA settlement
1,187,000 
Other
1,185,000 
1,849,000 
Deferred Tax Assets, Gross
60,098,000 
67,705,000 
Deferred tax liabilities:
 
 
Inventory deduction
(209,000)
(185,000)
Pension assets
(1,385,000)
(933,000)
Allowance for doubtful accounts
(433,000)
(245,000)
Tax basis depreciation less book depreciation
(224,000)
Other
(1,000)
Deferred Tax Liabilities, Gross
2,251,000 
1,364,000 
Net deferred tax assets before valuation allowance
57,847,000 
66,341,000 
Valuation allowance
(59,740,000)
(67,773,000)
Net deferred tax liabilities
(1,893,000)
(1,432,000)
Deferred tax asset stock option deductions [Member]
 
 
Operating Loss Carryforwards [Line Items]
 
 
Valuation allowance
(15,500,000)
 
Deferred tax liabilities:
 
 
Valuation allowance
$ 15,500,000 
 
Income Taxes - Reconciliation of Unrecognized Tax Benefit (Details) (USD $)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2012
Income Tax Disclosure [Abstract]
 
 
Total unrecognized benefits recorded as a reduction to deferred tax assets
 
$ 10,000,000 
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
 
 
Balance at December 31, 2011
10,433,000 
 
Increase in prior period positions
510,000 
 
Decrease in current period positions
(666,000)
 
Balance at December 31, 2012
$ 10,277,000 
 
Leases (Future annual minimum rental commitments) (Details) (USD $)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Leases [Abstract]
 
 
 
Rental expense
$ 3,700,000 
$ 3,100,000 
$ 2,500,000 
Future annual minimum rental commitments
 
 
 
2013
3,962,000 
 
 
2014
4,074,000 
 
 
2015
3,571,000 
 
 
2016
2,809,000 
 
 
2017
2,581,000 
 
 
Thereafter
6,490,000 
 
 
Future annual minimum rental commitments, total
$ 23,487,000 
 
 
Pension and Other Postretirement Benefit Plans (Changes in the pension benefit obligation and plan assets) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2012
Foreign Plan [Member]
Dec. 31, 2011
Foreign Plan [Member]
Dec. 31, 2010
Foreign Plan [Member]
Change in benefit obligation:
 
 
 
 
 
 
 
 
 
 
 
Benefit obligation at beginning of year
 
 
 
 
 
 
 
 
$ 26,723 
$ 25,340 
 
Service cost
 
 
 
 
 
 
 
 
671 
793 
629 
Interest cost
 
 
 
 
 
 
 
 
651 
717 
614 
Plan participant contributions
 
 
 
 
 
 
 
 
1,602 
637 
 
Benefits paid
 
 
 
 
 
 
 
 
(668)
(1,254)
 
Actuarial loss
 
 
 
 
 
 
 
 
1,659 
735 
 
Administrative expenses paid
 
 
 
 
 
 
 
 
(79)
 
Settlements
 
 
 
 
 
 
 
 
(1,417)
 
Effect of foreign currency translation
 
 
 
 
 
 
 
 
735 
(166)
 
Projected benefit obligation at end of year
 
 
 
 
 
 
 
 
29,956 
26,723 
25,340 
Changes in plan assets:
 
 
 
 
 
 
 
 
 
 
 
Fair value of plan assets at beginning of year
 
 
 
 
 
 
 
 
33,082 
30,662 
 
Actual return on plan assets
 
 
 
 
 
 
 
 
2,670 
2,581 
 
Company contributions
 
 
 
 
 
 
 
 
732 
778 
635 
Plan participant contributions
 
 
 
 
 
 
 
 
1,602 
637 
 
Benefits paid
 
 
 
 
 
 
 
 
(668)
(1,254)
 
Administrative expenses paid
 
 
 
 
 
 
 
 
(79)
 
Settlements
 
 
 
 
 
 
 
 
(1,417)
 
Effect of foreign currency translation
 
 
 
 
 
 
 
 
894 
(243)
 
Fair value of plan assets at end of year
 
 
 
 
 
 
 
 
36,895 
33,082 
30,662 
Funded status at end of year
$ 6,939 
$ 6,945 
$ 6,685 
$ 6,815 
$ 6,359 
$ 6,125 
$ 6,387 
$ 5,642 
$ 6,939 
$ 6,359 
 
Pension and Other Postretirement Benefit Plans (Amounts recognized in balance sheet) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Defined Benefit Plan Disclosure [Line Items]
 
 
 
 
 
 
 
 
Net long-term pension asset
$ 6,939 
$ 6,945 
$ 6,685 
$ 6,815 
$ 6,359 
$ 6,125 
$ 6,387 
$ 5,642 
Foreign Plan [Member]
 
 
 
 
 
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
 
 
 
 
 
Net long-term pension asset
6,939 
 
 
 
6,359 
 
 
 
Accumulated other comprehensive loss consists of the following:
 
 
 
 
 
 
 
 
Net prior service cost
216 
 
 
 
262 
 
 
 
Net loss
4,770 
 
 
 
4,851 
 
 
 
Accumulated other comprehensive loss before taxes
$ 4,986 
 
 
 
$ 5,113 
 
 
 
Pension and Other Postretirement Benefit Plans (Net periodic pension cost (income) and other amounts recognized in other comprehensive income (loss) before taxes) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Components of net periodic pension cost (income):
 
 
 
Net periodic pension cost (income)
$ 437 
$ (109)
$ (209)
Foreign Plan [Member]
 
 
 
Components of net periodic pension cost (income):
 
 
 
Service cost
671 
793 
629 
Interest cost
651 
717 
614 
Expected return on plan assets
(1,403)
(1,616)
(1,491)
Prior service cost amortization
44 
46 
39 
Deferred loss amortization
216 
309 
Settlement cost
258 
Net periodic pension cost (income)
437 
249 
(209)
Other amounts recognized in other comprehensive income (loss) before income taxes are as follows:
 
 
 
Prior service cost amortization
(44)
(46)
(39)
Loss (gain) on value of plan assets
(1,268)
(965)
1,592 
Actuarial loss on benefit obligation
1,659 
735 
2,068 
Settlement
(258)
Deferred loss amortization
(216)
(309)
Total recognized in other comprehensive income (loss), before taxes
(127)
(585)
3,621 
Total recognized in net periodic pension cost (income) and other comprehensive income (loss), before taxes
$ 310 
$ (336)
$ 3,412 
Pension and Other Postretirement Benefit Plans (Assumptions used to determine the benefit obligation and net periodic benefit cost) (Details) (Foreign Plan [Member])
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Weighted-average assumptions used to determine benefit obligations:
 
 
Discount rate
1.75% 
2.50% 
Rate of compensation increase
2.50% 
2.50% 
Weighted-average assumptions used to determine net periodic benefit cost:
 
 
Discount rate
2.50% 
2.75% 
Expected long-term return on plan assets
4.25% 
5.00% 
Rate of compensation increase
2.50% 
2.50% 
Percentage of the fair value of total plan assets held in each major category of plan assets:
 
 
Plan assets, percentage
100.00% 
100.00% 
Equity Securities [Member]
 
 
Percentage of the fair value of total plan assets held in each major category of plan assets:
 
 
Plan assets, percentage
35.00% 
82.00% 
Debt Securities [Member]
 
 
Percentage of the fair value of total plan assets held in each major category of plan assets:
 
 
Plan assets, percentage
21.00% 
4.00% 
Real Estate [Member]
 
 
Percentage of the fair value of total plan assets held in each major category of plan assets:
 
 
Plan assets, percentage
39.00% 
12.00% 
Other [Member]
 
 
Percentage of the fair value of total plan assets held in each major category of plan assets:
 
 
Plan assets, percentage
5.00% 
2.00% 
Pension and Other Postretirement Benefit Plans (Plan assets) (Details) (Foreign Plan [Member])
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Defined Benefit Plan Disclosure [Line Items]
 
 
Expected future long-term rate of return on plan assets, percent
4.25% 
4.25% 
Swiss bonds [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Target plan asset allocation, percentage
15.00% 
 
Historical rate of return on plan assets, percent
0.40% 
1.80% 
Unhedged Foreign Bonds [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Historical rate of return on plan assets, percent
 
2.00% 
Non-Swiss hedged bonds [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Target plan asset allocation, percentage
13.00% 
 
Swiss equities [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Target plan asset allocation, percentage
10.00% 
 
Historical rate of return on plan assets, percent
5.60% 
5.60% 
Global equities [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Target plan asset allocation, percentage
15.00% 
 
Hedged Foreign Bonds [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Historical rate of return on plan assets, percent
1.00% 
1.50% 
Real Estate [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Target plan asset allocation, percentage
36.00% 
 
Historical rate of return on plan assets, percent
4.80% 
4.30% 
Unhedged Global Equities [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Historical rate of return on plan assets, percent
6.50% 
6.90% 
Emerging market equities [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Target plan asset allocation, percentage
6.00% 
 
Historical rate of return on plan assets, percent
7.40% 
 
Alernative investments [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Target plan asset allocation, percentage
3.00% 
 
Historical rate of return on plan assets, percent
2.80% 
4.60% 
Cash and other short-term investments [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Target plan asset allocation, percentage
2.00% 
 
Historical rate of return on plan assets, percent
1.40% 
1.30% 
Pension and Other Postretirement Benefit Plans (Expected benefit payments) (Details) (Foreign Plan [Member], USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Foreign Plan [Member]
 
Defined Benefit Plan Disclosure [Line Items]
 
2013
$ 1,643 
2014
1,969 
2015
1,772 
2016
1,869 
2017
1,547 
Years 2018 through 2022
8,116 
Total
$ 16,916 
Pension and Other Postretirement Benefit Plans (Fair values of the plans assets) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Financial instruments with significant Level 3 inputs
 
 
 
Foreign currency translation adjustments
$ 1,796 
$ (628)
$ 5,529 
Foreign Plan [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
36,895 
33,082 
30,662 
Financial instruments with significant Level 3 inputs
 
 
 
Beginning balance, December 31, 2011
13,856 
 
 
Total unrealized gains included in net gain
665 1
 
 
Foreign currency translation adjustments
310 
 
 
Ending balance, December 31, 2012
14,831 
 
 
Foreign Plan [Member] |
Held in Swiss Franc, Euro and USD [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
848 
 
 
Foreign Plan [Member] |
Investment Funds [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
19,867 
 
 
Foreign Plan [Member] |
Real estate investment fund
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
10,733 
 
 
Foreign Plan [Member] |
Fixed income / Bond securities:
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
1,263 
 
 
Foreign Plan [Member] |
Real estate investment in specific properties 100% owned by the plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
4,098 
 
 
Foreign Plan [Member] |
Other [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
86 
 
 
Foreign Plan [Member] |
Active Market Prices (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
21,978 
 
 
Foreign Plan [Member] |
Active Market Prices (Level 1) |
Held in Swiss Franc, Euro and USD [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
848 
 
 
Foreign Plan [Member] |
Active Market Prices (Level 1) |
Investment Funds [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
19,867 
 
 
Foreign Plan [Member] |
Active Market Prices (Level 1) |
Real estate investment fund
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
 
 
Foreign Plan [Member] |
Active Market Prices (Level 1) |
Fixed income / Bond securities:
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
1,263 
 
 
Foreign Plan [Member] |
Active Market Prices (Level 1) |
Real estate investment in specific properties 100% owned by the plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
 
 
Foreign Plan [Member] |
Active Market Prices (Level 1) |
Other [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
 
 
Foreign Plan [Member] |
Significant Observable Inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
86 
 
 
Foreign Plan [Member] |
Significant Observable Inputs (Level 2) |
Held in Swiss Franc, Euro and USD [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
 
 
Foreign Plan [Member] |
Significant Observable Inputs (Level 2) |
Investment Funds [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
 
 
Foreign Plan [Member] |
Significant Observable Inputs (Level 2) |
Real estate investment fund
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
 
 
Foreign Plan [Member] |
Significant Observable Inputs (Level 2) |
Fixed income / Bond securities:
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
 
 
Foreign Plan [Member] |
Significant Observable Inputs (Level 2) |
Real estate investment in specific properties 100% owned by the plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
 
 
Foreign Plan [Member] |
Significant Observable Inputs (Level 2) |
Other [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
86 
 
 
Foreign Plan [Member] |
Significant Unobservable Inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
14,831 
 
 
Foreign Plan [Member] |
Significant Unobservable Inputs (Level 3) |
Held in Swiss Franc, Euro and USD [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
 
 
Foreign Plan [Member] |
Significant Unobservable Inputs (Level 3) |
Investment Funds [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
 
 
Foreign Plan [Member] |
Significant Unobservable Inputs (Level 3) |
Real estate investment fund
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
10,733 
 
 
Foreign Plan [Member] |
Significant Unobservable Inputs (Level 3) |
Fixed income / Bond securities:
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
 
 
Foreign Plan [Member] |
Significant Unobservable Inputs (Level 3) |
Real estate investment in specific properties 100% owned by the plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
4,098 
 
 
Foreign Plan [Member] |
Significant Unobservable Inputs (Level 3) |
Other [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Net assets of pension plan
$ 0 
 
 
Pension and Other Postretirement Benefit Plans (Contributory employee savings plan) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Compensation and Retirement Disclosure [Abstract]
 
 
 
Matching contribution, contributory employee savings plan, amount
$ 486 
$ 415 
$ 379 
Pension and Other Postretirement Benefit Plans (Textual) (Details) (USD $)
12 Months Ended 12 Months Ended
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2012
Foreign Plan [Member]
Dec. 31, 2011
Foreign Plan [Member]
Dec. 31, 2010
Foreign Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Employer contributions
 
 
 
 
 
 
 
 
$ 732,000 
$ 778,000 
$ 635,000 
Percentage of total contributions made by employees
45.00% 
 
 
 
 
 
 
 
 
 
 
Pension asset
6,939,000 
6,945,000 
6,685,000 
6,815,000 
6,359,000 
6,125,000 
6,387,000 
5,642,000 
6,939,000 
6,359,000 
 
Accumulated benefit obligation
 
 
 
 
 
 
 
 
28,100,000 
25,200,000 
 
Estimated future employer contributions in 2013
 
 
 
 
 
 
 
 
$ 677,000 
 
 
Legal Proceedings (Textual) (Details) (USD $)
3 Months Ended 3 Months Ended 3 Months Ended
Jun. 30, 2011
Mar. 31, 2012
SEC Penalties Settlement [Member]
Mar. 31, 2011
SEC Penalties Settlement [Member]
Jan. 31, 2011
SEC Penalties Settlement [Member]
Mar. 31, 2012
DOJ Penalties Settlement [Member]
Mar. 31, 2011
DOJ Penalties Settlement [Member]
Dec. 31, 2012
DOJ Penalties Settlement [Member]
Jan. 31, 2011
DOJ Penalties Settlement [Member]
Dec. 31, 2012
Customer Bankruptcy [Member]
Sep. 30, 2012
Customer Bankruptcy [Member]
Jan. 31, 2011
Customer Bankruptcy [Member]
Loss Contingencies [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total settlement consideration
 
 
 
$ 6,400,000 
 
 
 
$ 8,000,000 
$ 525,000 
 
 
Payments for legal settlements
 
3,200,000 
3,200,000 
 
2,300,000 
3,500,000 
 
 
 
 
 
Accrual for settlement payments
 
 
 
 
 
 
2,300,000 
 
 
750,000 
 
Estimated payments for legal settlements, next fiscal year
 
 
 
 
 
 
2,300,000 
 
 
 
 
Settlement offer under customer bankruptcy claim
 
 
 
 
 
 
 
 
750,000 
 
250,000 
Decrease in settlement accrual under customer bankruptcy claim
$ 2,600,000 
 
 
 
 
 
 
 
$ 225,000 
 
 
Unaudited Quarterly Financial Information (Details) (USD $)
3 Months Ended 12 Months Ended
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Operating Income (Loss) [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Revenue
$ 44,503,000 
$ 42,713,000 
$ 36,238,000 
$ 35,804,000 
$ 37,376,000 
$ 42,030,000 
$ 38,546,000 
$ 29,224,000 
$ 159,258,000 
$ 147,176,000 
$ 121,882,000 
Gross profit
17,229,000 
18,142,000 
14,524,000 
15,157,000 
15,010,000 
16,830,000 
13,901,000 
11,329,000 
65,052,000 
57,070,000 
46,887,000 
Net income (loss)
2,867,000 1
5,228,000 2
31,000 3
(952,000)4
515,000 5
569,000 6
(200,000)7
(2,322,000)8
7,174,000 
(1,438,000)
(6,056,000)
Basic and diluted net income (loss) per share
$ 0.10 
$ 0.18 
$ 0.00 
$ (0.03)
$ 0.02 
$ 0.02 
$ (0.01)
$ (0.09)
 
 
 
Stock-based compensation expense
527,000 
505,000 
770,000 
1,300,000 
142,000 
734,000 
789,000 
917,000 
3,088,000 
2,582,000 
2,627,000 
Gain on embedded derivatives and warrants
 
1,086,000 
1,086,000 
2,341,000 
Charge for the accrual for anticipated settlement of a legal matter
 
 
 
 
 
 
$ 2,600,000 
 
 
 
 
Unaudited Quarterly Financial Information (Balance Sheet) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2010
Dec. 31, 2009
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$ 28,739 
$ 20,073 
$ 22,310 
$ 30,628 
$ 29,289 
$ 30,988 
$ 29,791 
$ 33,063 
$ 39,829 
$ 29,582 
Trade and other accounts receivable, net of allowance for doubtful accounts of $341 at September 31, 2012
33,420 
38,816 
34,334 
32,523 
27,973 
30,007 
32,201 
26,214 
 
 
Inventories
41,620 
43,802 
41,039 
39,180 
33,234 
29,662 
29,030 
26,465 
 
 
Prepaid expenses and other current assets
3,228 
2,975 
3,458 
3,295 
3,152 
3,204 
2,955 
2,683 
 
 
Total current assets
107,007 
105,666 
101,141 
105,626 
93,648 
93,861 
93,977 
88,425 
 
 
Property and equipment, net
36,235 
35,806 
33,275 
31,922 
28,541 
26,985 
24,952 
22,257 
 
 
Intangible assets, net
669 
758 
854 
985 
1,111 
1,259 
1,438 
1,526 
 
 
Goodwill
25,416 
24,826 
24,621 
25,730 
24,887 
25,592 
27,423 
25,338 
24,956 
 
Pension asset
6,939 
6,945 
6,685 
6,815 
6,359 
6,125 
6,387 
5,642 
 
 
Other non-current assets
206 
38 
38 
200 
246 
382 
471 
 
 
Total assets
176,472 
174,039 
166,614 
171,078 
154,746 
154,068 
154,559 
143,659 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
27,181 
31,989 
31,245 
34,254 
36,100 
30,971 
30,628 
28,851 
 
 
Accrued warranty
269 
244 
265 
287 
258 
261 
304 
367 
 
 
Accrued employee compensation
4,743 
5,025 
5,721 
5,850 
6,343 
7,037 
6,931 
4,942 
 
 
Deferred revenue
6,408 
5,149 
4,170 
2,568 
1,042 
 
 
 
 
 
Short-term borrowings and current portion of long-term debt
9,452 
9,844 
10,224 
10,649 
5,431 
3,409 
3,685 
3,470 
 
 
Deferred tax liability
980 
499 
499 
499 
499 
1,373 
1,373 
1,373 
 
 
Total current liabilities
49,033 
52,750 
52,124 
54,107 
49,673 
45,529 
44,097 
39,422 
 
 
Deferred tax liability, long-term
1,384 
962 
952 
944 
933 
1,166 
1,166 
1,166 
 
 
Long-term debt, excluding current portion
83 
25 
35 
47 
68 
2,292 
2,504 
2,282 
 
 
Other long-term liabilities
1,039 
699 
750 
778 
3,028 
3,028 
3,070 
3,049 
 
 
Total liabilities
51,539 
54,436 
53,861 
55,876 
53,702 
52,015 
50,837 
45,919 
 
 
Commitments and contingencies
   
 
 
 
   
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
 
 
Common Stock, Value, Issued
2,913 
2,915 
2,911 
2,910 
2,815 
2,797 
2,780 
2,779 
 
 
Additional paid-in capital
267,623 
267,069 
266,225 
265,414 
252,907 
252,525 
250,341 
249,558 
 
 
Accumulated deficit
(158,134)
(161,000)
(166,229)
(166,260)
(165,308)
(165,823)
(166,392)
(166,192)
 
 
Accumulated other comprehensive income
12,531 
10,619 
9,846 
13,138 
10,630 
12,554 
16,993 
11,595 
 
 
Total stockholders’ equity
124,933 
119,603 
112,753 
115,202 
101,044 
102,053 
103,722 
97,740 
88,023 
77,992 
Total liabilities and stockholders’ equity
176,472 
174,039 
166,614 
171,078 
154,746 
154,068 
154,559 
143,659 
 
 
Scenario, Previously Reported [Member]
 
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
20,073 
22,310 
30,628 
29,289 
30,988 
29,791 
33,063 
39,829 
 
Trade and other accounts receivable, net of allowance for doubtful accounts of $341 at September 31, 2012
 
52,988 
48,514 
43,147 
36,131 
31,838 
35,791 
32,301 
 
 
Inventories
 
31,930 
30,217 
30,606 
27,232 
27,965 
26,911 
22,913 
 
 
Prepaid expenses and other current assets
 
2,829 
3,299 
3,158 
3,125 
3,191 
2,939 
2,657 
 
 
Total current assets
 
107,820 
104,340 
107,539 
95,777 
93,982 
95,432 
90,934 
 
 
Property and equipment, net
 
35,806 
33,275 
31,922 
28,541 
26,985 
24,952 
22,257 
 
 
Intangible assets, net
 
758 
854 
985 
1,111 
1,259 
1,438 
1,526 
 
 
Goodwill
 
24,826 
24,621 
25,730 
24,887 
25,592 
27,423 
25,338 
 
 
Pension asset
 
6,945 
6,685 
6,815 
6,359 
6,125 
6,387 
5,642 
 
 
Other non-current assets
 
79 
94 
59 
261 
246 
382 
471 
 
 
Total assets
 
176,234 
169,869 
173,050 
156,936 
154,189 
156,014 
146,168 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
32,025 
31,205 
34,239 
36,103 
29,862 
30,582 
28,842 
 
 
Accrued warranty
 
244 
265 
287 
258 
261 
304 
367 
 
 
Accrued employee compensation
 
5,025 
5,721 
5,850 
6,243 
7,037 
6,931 
4,942 
 
 
Deferred revenue
 
764 
1,096 
812 
1,042 
2,478 
1,176 
419 
 
 
Short-term borrowings and current portion of long-term debt
 
6,909 
6,870 
7,155 
5,431 
3,409 
3,685 
3,470 
 
 
Deferred tax liability
 
499 
499 
499 
499 
1,373 
1,373 
1,373 
 
 
Total current liabilities
 
45,466 
45,656 
48,842 
49,576 
44,420 
44,051 
39,413 
 
 
Deferred tax liability, long-term
 
962 
952 
944 
933 
1,166 
1,166 
1,166 
 
 
Long-term debt, excluding current portion
 
2,960 
3,389 
3,541 
68 
2,292 
2,504 
2,282 
 
 
Other long-term liabilities
 
699 
750 
778 
3,028 
3,028 
3,070 
3,049 
 
 
Total liabilities
 
50,087 
50,747 
54,105 
53,605 
50,906 
50,791 
45,910 
 
 
Commitments and contingencies
 
 
 
 
   
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
 
 
Common Stock, Value, Issued
 
2,915 
2,911 
2,910 
2,815 
2,797 
2,780 
2,779 
 
 
Additional paid-in capital
 
267,069 
266,225 
265,414 
252,907 
252,525 
250,341 
249,558 
 
 
Accumulated deficit
 
(154,456)
(159,860)
(162,517)
(163,021)
(164,593)
(164,891)
(163,674)
 
 
Accumulated other comprehensive income
 
10,619 
9,846 
13,138 
10,630 
12,554 
16,993 
11,595 
 
 
Total stockholders’ equity
 
126,147 
119,122 
118,945 
103,331 
103,283 
105,223 
100,258 
 
 
Total liabilities and stockholders’ equity
 
176,234 
169,869 
173,050 
156,936 
154,189 
156,014 
146,168 
 
 
Restatement Adjustment [Member]
 
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
 
Trade and other accounts receivable, net of allowance for doubtful accounts of $341 at September 31, 2012
 
(14,172)
(14,180)
(10,624)
(8,158)
(1,831)
(3,590)
(6,087)
 
 
Inventories
 
11,872 
10,822 
8,574 
6,002 
1,697 
2,119 
3,552 
 
 
Prepaid expenses and other current assets
 
105 
103 
78 
(34)
13 
16 
26 
 
 
Total current assets
 
(2,195)
(3,255)
(1,972)
(2,190)
(121)
(1,455)
(2,509)
 
 
Property and equipment, net
 
 
 
Intangible assets, net
 
   
 
 
Goodwill
 
 
 
Pension asset
 
 
 
Other non-current assets
 
 
 
Total assets
 
(2,195)
(3,255)
(1,972)
(2,190)
(121)
(1,455)
(2,509)
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
(36)
40 
15 
(3)
1,109 
46 
 
 
Accrued warranty
 
 
 
Accrued employee compensation
 
100 
 
 
Deferred revenue
 
4,385 
3,074 
1,756 
 
 
Short-term borrowings and current portion of long-term debt
 
 
 
Deferred tax liability
 
 
 
Total current liabilities
 
4,349 
3,114 
1,771 
97 
1,109 
46 
 
 
Deferred tax liability, long-term
 
 
 
Long-term debt, excluding current portion
 
 
 
Other long-term liabilities
 
 
 
Total liabilities
 
4,349 
3,114 
1,771 
97 
1,109 
46 
 
 
Commitments and contingencies
 
 
 
 
   
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
 
 
Common Stock, Value, Issued
 
 
 
Additional paid-in capital
 
 
 
Accumulated deficit
 
(6,544)
(6,369)
(3,743)
(2,287)
(1,230)
(1,501)
(2,518)
 
 
Accumulated other comprehensive income
 
 
 
Total stockholders’ equity
 
(6,544)
(6,369)
(3,743)
(2,287)
(1,230)
(1,501)
(2,518)
 
 
Total liabilities and stockholders’ equity
 
(2,195)
(3,255)
(1,972)
(2,190)
(121)
(1,455)
(2,509)
 
 
Debt Classification Adjustments [Member]
 
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
 
 
 
 
 
Trade and other accounts receivable, net of allowance for doubtful accounts of $341 at September 31, 2012
 
 
 
 
 
 
Inventories
 
 
 
 
 
 
Prepaid expenses and other current assets
 
41 
56 
59 
61 
 
 
 
 
 
Total current assets
 
41 
56 
59 
61 
 
 
 
 
 
Property and equipment, net
 
 
 
 
 
 
Intangible assets, net
 
 
 
 
 
 
Goodwill
 
 
 
 
 
 
Pension asset
 
 
 
 
 
 
Other non-current assets
 
(41)
(56)
(59)
(61)
 
 
 
 
 
Total assets
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
 
 
 
 
 
Accrued warranty
 
 
 
 
 
 
Accrued employee compensation
 
 
 
 
 
 
Deferred revenue
 
 
2,478 
1,176 
419 
 
 
Short-term borrowings and current portion of long-term debt
 
2,935 
3,354 
3,494 
 
 
 
 
 
Deferred tax liability
 
 
 
 
 
 
Total current liabilities
 
2,935 
3,354 
3,494 
 
 
 
 
 
Deferred tax liability, long-term
 
 
 
 
 
 
Long-term debt, excluding current portion
 
(2,935)
(3,354)
(3,494)
 
 
 
 
 
Other long-term liabilities
 
 
 
 
 
 
Total liabilities
 
 
 
 
 
 
Commitments and contingencies
 
 
 
 
   
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
 
 
 
 
 
Common Stock, Value, Issued
 
 
 
 
 
 
Additional paid-in capital
 
 
 
 
 
 
Accumulated deficit
 
 
 
 
 
 
Accumulated other comprehensive income
 
 
 
 
 
 
Total stockholders’ equity
 
 
 
 
 
 
Total liabilities and stockholders’ equity
 
$ 0 
$ 0 
$ 0 
$ 0 
 
 
 
 
 
Unaudited Quarterly Financial Information (Statement of Operations) (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Restated Quarterly Financial Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Revenue
$ 44,503 
$ 42,713 
$ 36,238 
$ 35,804 
$ 37,376 
$ 42,030 
$ 38,546 
$ 29,224 
$ 159,258 
$ 147,176 
$ 121,882 
Cost of revenue
 
24,571 
21,714 
20,647 
22,366 
25,200 
24,645 
17,895 
94,206 
90,106 
74,995 
Gross profit
17,229 
18,142 
14,524 
15,157 
15,010 
16,830 
13,901 
11,329 
65,052 
57,070 
46,887 
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
Selling, general and administrative
 
7,342 
8,409 
9,788 
8,459 
9,605 
9,198 
7,956 
33,656 
35,218 
35,646 
Research and development
 
5,084 
5,294 
5,570 
5,380 
5,707 
5,305 
5,964 
21,700 
22,356 
17,736 
Total operating expenses
 
12,426 
13,703 
15,358 
13,839 
15,312 
14,503 
13,920 
55,356 
57,574 
53,382 
Income (loss) from operations
 
5,716 
821 
(201)
1,171 
1,518 
(602)
(2,591)
9,696 
(504)
(6,495)
Interest expense, net
 
(56)
(56)
(26)
(21)
(27)
(25)
(36)
(116)
(109)
(188)
Amortization of debt discount and prepaid debt costs
 
(16)
(15)
(11)
(55)
(57)
(55)
(83)
Gain on embedded derivatives and warrants
 
1,086 
1,086 
2,341 
Income (loss) from operations before income taxes
 
5,644 
750 
(238)
1,150 
1,491 
(627)
(1,596)
9,523 
418 
(4,425)
Income tax provision
 
416 
719 
714 
635 
922 
(427)
726 
2,349 
1,856 
1,631 
Net income (loss)
2,867 1
5,228 2
31 3
(952)4
515 5
569 6
(200)7
(2,322)8
7,174 
(1,438)
(6,056)
Net income (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
 
$ 0.18 
$ 0.00 
$ (0.03)
$ 0.02 
$ 0.02 
$ (0.01)
$ (0.09)
$ 0.25 
$ (0.05)
$ (0.23)
Diluted (in dollars per share)
 
$ 0.18 
$ 0.00 
$ (0.03)
$ 0.02 
$ 0.02 
$ (0.01)
$ (0.09)
$ 0.25 
$ (0.05)
$ (0.23)
Weighted average common shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
Basic (in shares)
 
28,736 
28,672 
28,122 
27,851 
27,733 
27,669 
27,285 
28,568 
27,637 
26,234 
Diluted (in shares)
 
28,748 
28,780 
28,122 
28,285 
28,161 
27,669 
27,285 
28,709 
27,637 
26,234 
Scenario, Previously Reported [Member]
 
 
 
 
 
 
 
 
 
 
 
Restated Quarterly Financial Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
43,907 
40,856 
39,230 
42,493 
41,096 
38,463 
35,259 
 
157,311 
 
Cost of revenue
 
25,534 
23,876 
23,093 
26,345 
24,547 
22,987 
21,375 
 
95,254 
 
Gross profit
 
18,373 
16,980 
16,137 
16,148 
16,549 
15,476 
13,884 
 
62,057 
 
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
Selling, general and administrative
 
7,344 
8,238 
9,286 
8,566 
9,595 
11,798 
7,985 
 
37,944 
 
Research and development
 
5,084 
5,294 
5,596 
5,354 
5,707 
5,297 
5,972 
 
22,330 
 
Total operating expenses
 
12,428 
13,532 
14,882 
13,920 
15,302 
17,095 
13,957 
 
60,274 
 
Income (loss) from operations
 
5,945 
3,448 
1,255 
2,228 
1,247 
(1,619)
(73)
 
1,783 
 
Interest expense, net
 
(56)
(56)
(26)
(21)
(27)
(25)
(36)
 
(109)
 
Amortization of debt discount and prepaid debt costs
 
(16)
(15)
(11)
(55)
 
(55)
 
Gain on embedded derivatives and warrants
 
1,086 
 
1,086 
 
Income (loss) from operations before income taxes
 
5,873 
3,377 
1,218 
2,207 
1,220 
(1,644)
922 
 
2,705 
 
Income tax provision
 
470 
719 
714 
635 
922 
(427)
726 
 
1,856 
 
Net income (loss)
 
5,403 
2,658 
504 
1,572 
298 
(1,217)
196 
 
849 
 
Net income (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
 
$ 0.19 
$ 0.09 
$ 0.02 
$ 0.06 
$ 0.01 
$ (0.04)
$ 0.01 
 
$ 0.03 
 
Diluted (in dollars per share)
 
$ 0.19 
$ 0.09 
$ 0.02 
$ 0.06 
$ 0.01 
$ (0.04)
$ 0.01 
 
$ 0.03 
 
Weighted average common shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
Basic (in shares)
 
28,736 
28,672 
28,122 
27,851 
27,733 
27,669 
27,285 
 
27,637 
 
Diluted (in shares)
 
28,748 
28,780 
28,559 
28,285 
28,161 
27,669 
28,112 
 
28,161 
 
Restatement Adjustment [Member]
 
 
 
 
 
 
 
 
 
 
 
Restated Quarterly Financial Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
(1,194)
(4,618)
(3,426)
(5,117)
934 
83 
(6,035)
 
(10,135)
 
Cost of revenue
 
(963)
(2,162)
(2,446)
(3,979)
653 
1,658 
(3,480)
 
(5,148)
 
Gross profit
 
(231)
(2,456)
(980)
(1,138)
281 
(1,575)
(2,555)
 
(4,987)
 
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
Selling, general and administrative
 
(2)
171 
502 
(107)
10 
(2,600)
(29)
 
(2,726)
 
Research and development
 
(26)
26 
(8)
 
26 
 
Total operating expenses
 
(2)
171 
476 
(81)
10 
(2,592)
(37)
 
(2,700)
 
Income (loss) from operations
 
(229)
(2,627)
(1,456)
(1,057)
271 
1,017 
(2,518)
 
(2,287)
 
Interest expense, net
 
 
 
Amortization of debt discount and prepaid debt costs
 
 
 
Gain on embedded derivatives and warrants
 
 
 
Income (loss) from operations before income taxes
 
(229)
(2,627)
(1,456)
(1,057)
271 
1,017 
(2,518)
 
(2,287)
 
Income tax provision
 
(54)
 
 
Net income (loss)
 
$ (175)
$ (2,627)
$ (1,456)
$ (1,057)
$ 271 
$ 1,017 
$ (2,518)
 
$ (2,287)
 
Net income (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
 
$ (0.01)
$ (0.09)
$ (0.05)
$ (0.04)
$ 0.01 
$ 0.03 
$ (0.10)
 
$ (0.08)
 
Diluted (in dollars per share)
 
$ (0.01)
$ (0.09)
$ (0.05)
$ (0.04)
$ 0.01 
$ 0.03 
$ (0.10)
 
$ (0.08)
 
Weighted average common shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
Basic (in shares)
 
 
 
 
 
 
Diluted (in shares)
 
 
 
 
 
 
Unaudited Quarterly Financial Information (Parenthetical) (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Accounting Changes and Error Corrections [Abstract]
 
 
 
 
 
 
 
 
Trade and other accounts receivable, allowance
$ 157 
$ 341 
$ 216 
$ 281 
$ 450 
$ 451 
$ 353 
$ 209 
Common stock, par value
$ 0.10 
$ 0.10 
$ 0.10 
$ 0.10 
$ 0.1000 
$ 0.10 
$ 0.10 
$ 0.10 
Common stock, shares authorized
40,000,000 
40,000,000 
40,000,000 
40,000,000 
40,000,000 
40,000,000 
40,000,000 
40,000,000 
Common stock, shares issued
29,162,000 
29,183,000 
29,136,000 
29,127,000 
28,174,000 
28,123,000 
27,955,000 
27,950,000 
Common stock, shares outstanding
29,162,000 
29,183,000 
29,136,000 
29,127,000 
28,174,000 
28,123,000 
27,955,000 
27,950,000 
Schedule II - Valuation and Qualifying Accounts (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Movement in Valuation Allowances and Reserves [Roll Forward]
 
 
 
Balance at the Beginning of the Year
$ 450 
$ 151 
$ 386 
Charged to Expense
193 
300 
(159)
Acquisitions/ Transfers and Other
(1)
13 
Write-offs Net of Recoveries
(488)
(89)
Balance at the End of the Year
$ 157 
$ 450 
$ 151