ý | Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
☐ | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
Title of each class
|
Name of each exchange on which registered
|
|
Common Stock, $0.01 par value
|
NASDAQ Global Market System
|
Large accelerated filer
☐
|
Accelerated filer
☐
|
Non-accelerated filer
o
|
Smaller reporting company
ý
|
Part I
|
Page
|
|
Item 1.
|
1
|
|
Item 1A.
|
10
|
|
Item 1B.
|
22
|
|
Item 2.
|
22
|
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Item 3.
|
23
|
|
Item 4A.
|
23
|
|
Part II
|
||
Item 5.
|
24
|
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Item 7.
|
24
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Item 8.
|
42
|
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49
|
||
50
|
||
51
|
||
52
|
||
53
|
||
54
|
||
55
|
||
Item 9.
|
42
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Item 9A.
|
42
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Item 9B.
|
43
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Part III
|
||
Item 10.
|
44
|
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Item 11.
|
44
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Item 12.
|
44
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Item 13.
|
44
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Item 14.
|
44
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Part IV
|
||
Item 15.
|
45
|
· | Content Delivery Network (CDN) technology. CDN technology enables streaming video content to be delivered efficiently and cost effectively over a distributed IP network to consumers at home and on‑the‑go. Live broadcast video, VOD and time-shifted video services, such as cDVR, are all applications that are increasingly powered by CDN technologies. By intelligently managing how content is ingested, stored and distributed within the IP network, CDN technologies can help service providers reduce network congestion, lower operating costs, increase the quality of streaming video sessions and deliver improved consumer satisfaction levels on every screen. Concurrent is focused on developing more efficient content management and intelligent request routing technologies in order to deliver the highest quality streaming video to consumers. We do this by enhancing the software algorithms that manage content across origin and edge server complexes, taking into account a variety of factors including consumer demand, geographical proximity, network contention and resource loading. We also continue to integrate our own CDN products with technologies provided by third-party vendors and partners, with the goal of providing a complete end-to-end solution that can deliver content to consumers on any device. |
· | Unified Origin Server. Origin servers are video servers used to ingest, store, and process content so that it may be accessed by consumers through a content delivery network. Concurrent’s product line includes a high performance origin server designed to support the needs of both Internet video and STB based television services. We continue to enhance our origin server solution by adding support for new file formats, content protection schemes and delivery methods associated with mobility and online video distribution. We are also enhancing our integrated content adaptation features which enable content to be adjusted on-the-fly to meet the specific needs of each customer and viewing device. To ensure compatibility in multi-screen environments, we are integrating our Unified Origin Server solution with an expanded range of third-party vendor technologies in order to deliver a complete end-to-end content delivery solution that supports a diverse array of customers and industries. Our origin server is also employed in cDVR architectures and we continue to develop new features and functionality in this area. |
· | Unified Edge Server. Edge servers are used to service individual consumer requests for video content by drawing content through a CDN and streaming it across a network to the customer’s viewing device. Concurrent’s Unified Edge Server is able to simultaneously support a wide range of consumer viewing devices, including STBs, Internet connected TVs, tablet computers, smartphones, PCs, game consoles and streaming media devices. We continue to enhance our edge servers to enable new video applications and reach new consumer viewing devices. This includes adding support for emerging video formats, streaming protocols, and interface standards. We are also qualifying our server software on the latest hardware and software virtualization platforms to ensure we deliver a high density edge server solution capable of supporting the growing consumer demand for on-demand content. |
· | Unified Transparent Caching . Transparent caching technology is designed to improve the quality of over-the-top video streaming services such as Netflix, Amazon Prime TV, HBO Now and Hulu by storing and delivering popular Internet content from inside the service provider’s private network, rather than over less reliable public networks. It is also a cost-saving technology for service providers, reducing their transit and Internet peering costs. Using Concurrent’s Unified Transparent Caching system, service providers can analyze Internet traffic in real-time to identify the most popular streaming video content and software downloads, including Apple ® iOS ® , Google Android ™ and Microsoft Windows ® updates. Popular content is cached at the edge of the service provider’s network to enable subsequent consumer requests for the same content to be served locally, resulting in network bandwidth savings, faster data services, improved video quality and enhanced service consistency. Concurrent continues to enhance our transparent caching solution by adding support for new websites and content types. We are also adding support for third-party web servers and edge servers. |
· | Scale-Out Storage. Scale-out storage is used to efficiently ingest, store and access large amounts of video content and data files. Concurrent released a new software-defined scale-out storage product in fiscal year 2015. This product was designed to support storage and bandwidth intensive applications such as VOD and cDVR, however, we believe it is applicable to a broader range of mission critical applications in both video and non-video markets. We continue to invest in research and development to enhance our storage product and begin to serve the broader storage market. Our efforts are focused on improving the density, performance and manageability of the platform, as well as adding advanced features required to differentiate our products from competitive offerings. |
· | Unified Video Analytics . Video analytics solutions provide service providers, content owners, and advertisers with a better understanding of consumer viewing behavior associated with live, on-demand, and time-shifted video services. Concurrent’s multi-screen video analytics solution enables service providers to gather operational performance data and consumer viewership metrics by tapping into a wide variety of network technologies used to deliver commercial video services, including video servers, CDN technologies, ad servers, back office software, middleware applications and client application servers. Concurrent continues to enhance its video analytics platform by adding support for new data sources, video applications and report types. |
· | RedHawk Linux Real-Time Operating System. RedHawk is a real-time Linux operating system designed for mission critical applications that require extremely low-latency performance. We continue to enhance our real-time operating system to provide increased functionality and improved levels of determinism for time critical applications. We are focused on including the latest Linux enhancements and kernel versions to deliver class-leading performance, while maintaining full compatibility with RedHat ® Enterprise Linux ® and CentOS ® user environments. |
· | NightStar Tools. NightStar is a powerful integrated tool set for debugging, analyzing and tuning time‑critical applications. We are enhancing our NightStar tools with new features to improve their utility in new market segments. |
· | SIMulation Workbench. SIMulation Workbench is a framework for developing and executing real‑time HIL and MIL simulations. We are focused on extending the functionality of the SIMulation Workbench solution to address a broader range of HIL simulation opportunities, particularly in the automotive market. We continue to add support for new modeling packages and market specific technologies. |
· | annual budget cycles; |
· | technology adoption cycles and network architectures of service providers, and evolving industry standards that may impact them; |
· | changes in general economic conditions; |
· | changes in strategic focus; |
· | competitive pressures, including pricing pressures; and |
· | discretionary customer spending patterns. |
· | a significant technical evaluation period; |
· | a significant commitment of capital and other resources by service providers; |
· | substantial time required to engineer the deployment of our products; |
· | substantial time and expense testing and qualifying new technologies; and |
· | substantial time and expense deploying new technologies into their networks. |
· | cease selling, incorporating or using products or services that incorporate the challenged intellectual property; |
· | obtain a license from the holder of the infringed intellectual property right, which license may not be available on reasonable terms, if at all; and |
· | redesign products or services that incorporate the disputed technology. |
· | compliance with, and unexpected changes in, regulatory requirements resulting in unanticipated costs and delays; |
· | difficulties in compliance with export and re-export regulations governing U.S. goods and goods from our international subsidiaries; |
· | lack of availability of trained personnel in international locations; |
· | challenges in dealing with international channel partners; |
· | tariffs, export controls and other trade barriers; |
· | longer accounts receivable payment cycles than in the U.S.; |
· | potential difficulty of enforcing agreements and collecting receivables in some foreign legal systems; |
· | potential difficulty in enforcing intellectual property rights in certain foreign countries; |
· | potentially adverse tax consequences, including restrictions on the repatriation of earnings; |
· | the burdens of complying with a wide variety of foreign laws; |
· | general economic and political conditions in international markets; and |
· | currency exchange rate fluctuations. |
· | difficulties in the assimilation of acquired operations, technologies or services; |
· | unanticipated costs associated with the acquisition; |
· | diversion of management’s attention from other business concerns; |
· | adverse effects on existing business relationships; |
· | risks associated with entering markets in which we have no or limited prior experience; and |
· | potential loss of key employees of acquired companies. |
· | variations in our quarterly operating results; |
· | changes in securities analysts’ estimates of our financial performance; |
· | the development of the content delivery market in general; |
· | the investment in storage and Linux markets; |
· | changes in market valuations of similar companies; |
· | announcement by us or our competitors of significant contracts, acquisitions, strategic partnerships, joint ventures or capital commitments; |
· | loss of a major customer or failure to complete significant transactions; |
· | consolidation of companies that comprise our target market; |
· | suspension, reduction or cancellation of the quarterly dividend; and |
· | additions or departures of key personnel. |
Location
|
Principal Use
|
Expiration
Date
of Lease
|
Approx.
Floor Area
(Sq. Feet)
|
|||
4375 River Green Parkway
Suite 100
Duluth, Georgia 30096
|
Corporate Headquarters,
Administration, Research and
Development, Operations, Service,
Sales and Marketing
|
December 2018
|
36,600
|
|||
2881 Gateway Drive
Pompano Beach, Florida 33069
|
Administration, Research and
Development, Operations, Service,
Sales and Marketing
|
December 2016
|
30,000
|
Name
|
Position
|
Age
|
||
Derek Elder
|
President, Chief Executive Officer, and Director
|
44
|
||
Emory O. Berry
|
Chief Financial Officer and Executive Vice President of Operations
|
49
|
Item 5. | Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. |
Fiscal Year 2015
Quarter Ended:
|
High
|
Low
|
||||||
September 30, 2014
|
$
|
8.10
|
$
|
6.83
|
||||
December 31, 2014
|
$
|
7.66
|
$
|
6.57
|
||||
March 31, 2015
|
$
|
7.26
|
$
|
5.69
|
||||
June 30, 2015
|
$
|
6.63
|
$
|
5.90
|
Fiscal Year 2014
Quarter Ended:
|
High
|
Low
|
||||||
September 30, 2013
|
$
|
8.95
|
$
|
6.81
|
||||
December 31, 2013
|
$
|
8.32
|
$
|
6.55
|
||||
March 31, 2014
|
$
|
8.81
|
$
|
7.77
|
||||
June 30, 2014
|
$
|
8.65
|
$
|
6.90
|
· | persuasive evidence of an arrangement exists, |
· | the system has been delivered or the services have been performed, |
· | the fee is fixed or determinable, and |
· | collection of the fee is probable. |
● | provide updated guidance on whether multiple deliverables exist, how the elements in an arrangement should be separated, and how the consideration should be allocated; |
● | require an entity to allocate revenue in an arrangement using estimated selling price (“ESP”) of each element if a vendor does not have VSOE or third-party evidence (“TPE”); and |
● | eliminate the use of the residual method and require a vendor to allocate revenue using the relative selling price method. |
Year Ended June 30,
|
||||||||||||
2015
|
2014
|
2013
|
||||||||||
Revenue (% of total revenue):
|
|
|
|
|||||||||
Product
|
68.1
|
%
|
67.3
|
%
|
60.5
|
%
|
||||||
Service
|
31.9
|
32.7
|
39.5
|
|||||||||
Total revenue
|
100.0
|
100.0
|
100.0
|
|||||||||
Cost of sales (% of respective revenue category):
|
||||||||||||
Product
|
42.8
|
42.6
|
42.6
|
|||||||||
Service
|
45.1
|
44.5
|
40.9
|
|||||||||
Total cost of sales
|
43.5
|
43.2
|
41.9
|
|||||||||
Gross margin
|
56.5
|
56.8
|
58.1
|
|||||||||
Operating expenses:
|
||||||||||||
Sales and marketing
|
22.5
|
20.2
|
22.6
|
|||||||||
Research and development
|
21.1
|
18.3
|
18.3
|
|||||||||
General and administrative
|
12.4
|
10.9
|
13.0
|
|||||||||
Gain on sale of intangible assets, net
|
(1.0
|
)
|
-
|
(3.8
|
)
|
|||||||
Total operating expenses
|
55.0
|
49.4
|
50.1
|
|||||||||
Operating income
|
1.5
|
7.4
|
8.0
|
|||||||||
Interest income (expense), net
|
-
|
-
|
(0.1
|
)
|
||||||||
Other expense, net
|
(1.0
|
)
|
(0.2
|
)
|
(0.6
|
)
|
||||||
Income before income taxes
|
0.5
|
7.2
|
7.3
|
|||||||||
Provision (benefit) for income taxes
|
1.0
|
(18.8
|
)
|
0.6
|
||||||||
Net income (loss)
|
(0.5
|
)
|
26.0
|
6.7
|
Year Ended June 30,
|
$
|
%
|
||||||||||||||
|
2015
|
2014
|
Change
|
Change
|
||||||||||||
|
|
|
||||||||||||||
Product revenue
|
$
|
43,926
|
$
|
47,893
|
$
|
(3,967
|
)
|
(8.3
|
%)
|
|||||||
Service revenue
|
20,533
|
23,278
|
(2,745
|
)
|
(11.8
|
%)
|
||||||||||
Total revenue
|
64,459
|
71,171
|
(6,712
|
)
|
(9.4
|
%)
|
||||||||||
Product cost of sales
|
18,807
|
20,402
|
(1,595
|
)
|
(7.8
|
%)
|
||||||||||
Service cost of sales
|
9,262
|
10,356
|
(1,094
|
)
|
(10.6
|
%)
|
||||||||||
Total cost of sales
|
28,069
|
30,758
|
(2,689
|
)
|
(8.7
|
%)
|
||||||||||
Product gross margin
|
25,119
|
27,491
|
(2,372
|
)
|
(8.6
|
%)
|
||||||||||
Service gross margin
|
11,271
|
12,922
|
(1,651
|
)
|
(12.8
|
%)
|
||||||||||
Total gross margin
|
36,390
|
40,413
|
(4,023
|
)
|
(10.0
|
%)
|
||||||||||
Operating expenses:
|
||||||||||||||||
Sales and marketing
|
14,530
|
14,350
|
180
|
1.3
|
%
|
|||||||||||
Research and development
|
13,588
|
13,019
|
569
|
4.4
|
%
|
|||||||||||
General and administrative
|
7,990
|
7,744
|
246
|
3.2
|
%
|
|||||||||||
Gain on sale of intangible assets, net
|
(664
|
)
|
-
|
(664
|
)
|
NM
|
(1) | |||||||||
Total operating expenses
|
35,444
|
35,113
|
331
|
0.9
|
%
|
|||||||||||
Operating income
|
946
|
5,300
|
(4,354
|
)
|
(82.2
|
%)
|
||||||||||
Interest income (expense), net
|
12
|
(15
|
)
|
27
|
(180.0
|
%)
|
||||||||||
Other expense, net
|
(618
|
)
|
(188
|
)
|
(430
|
)
|
228.7
|
%
|
||||||||
Income before income taxes
|
340
|
5,097
|
(4,757
|
)
|
(93.3
|
%)
|
||||||||||
Provision (benefit) for income taxes
|
685
|
(13,408
|
)
|
14,093
|
(105.1
|
%)
|
||||||||||
Net income (loss)
|
$
|
(345
|
)
|
$
|
18,505
|
$
|
(18,850
|
)
|
(101.9
|
%)
|
(1)
|
NM denotes percentage is not meaningful
|
● | North American content delivery product revenue decreased by $2.7 million, or 14.7%, due to a North American cable service provider purchasing a large volume of content delivery systems in fiscal year 2014 that accounted for a substantial amount of our prior fiscal year content delivery product revenue. Current year North American video system sales were more evenly spread among numerous customers; however, we experienced lower overall purchasing volume from our domestic content delivery customers in the current year, especially two of our larger North American customers, as we continue to see consolidation in the cable and telecommunications industries. |
● | European content delivery product revenue decreased by $1.1 million, or 21.4%, primarily due to two video customers who purchased systems in fiscal year 2014, one of which was purchased in late fiscal year 2014 but had only minor purchases in the current fiscal year. |
● | These decreases were partially offset by an increase in Asia-Pacific content delivery product revenue of $1.1 million, or 27.8%, due to continued expansion of existing customers’ video systems and storage capacities. Netted against this increase is a $0.8 million decrease due the effect of foreign currency rate changes as the Japan yen weakened against the U.S dollar in fiscal year 2015. |
● | European real-time product revenue decreased $0.6 million, or 24.9%, due to a lower sales volume of our iHawk systems to European defense contractors. Included in this decrease is a $0.2 million decrease due to the effect of foreign currency rate changes as the euro weakened against the U.S dollar. |
● | Asia-Pacific real-time product revenue decreased $1.1 million, or 13.7%, due to lower sales volume of our iHawk systems to Asia-Pacific customers outside of Japan. Included in this decrease is a $0.7 million decrease due the effect of foreign currency rate changes as the Japan yen weakened against the U.S dollar in fiscal year 2015. |
● | These decreases were partially offset by an increase in North American real-time product revenue of $0.5 million, or 5.3%, due to the sale of a custom integrated system to an aerospace customer. However, iHawk systems sales to U.S. defense contractors were lower in the current fiscal year compared to the prior year. |
Year Ended June 30,
|
$
|
%
|
||||||||||||||
|
2014
|
2013
|
Change
|
Change
|
||||||||||||
|
|
|
||||||||||||||
Product revenue
|
$
|
47,893
|
$
|
38,414
|
$
|
9,479
|
24.7
|
%
|
||||||||
Service revenue
|
23,278
|
25,030
|
(1,752
|
)
|
(7.0
|
%)
|
||||||||||
Total revenue
|
71,171
|
63,444
|
7,727
|
12.2
|
%
|
|||||||||||
Product cost of sales
|
20,402
|
16,374
|
4,028
|
24.6
|
%
|
|||||||||||
Service cost of sales
|
10,356
|
10,233
|
123
|
1.2
|
%
|
|||||||||||
Total cost of sales
|
30,758
|
26,607
|
4,151
|
15.6
|
%
|
|||||||||||
Product gross margin
|
27,491
|
22,040
|
5,451
|
24.7
|
%
|
|||||||||||
Service gross margin
|
12,922
|
14,797
|
(1,875
|
)
|
(12.7
|
%)
|
||||||||||
Total gross margin
|
40,413
|
36,837
|
3,576
|
9.7
|
%
|
|||||||||||
Operating expenses:
|
||||||||||||||||
Sales and marketing
|
14,350
|
14,358
|
(8
|
)
|
(0.1
|
%)
|
||||||||||
Research and development
|
13,019
|
11,599
|
1,420
|
12.2
|
%
|
|||||||||||
General and administrative
|
7,744
|
8,226
|
(482
|
)
|
(5.9
|
%)
|
||||||||||
Gain on sale of intangible assets, net
|
-
|
(2,381
|
)
|
2,381
|
NM
|
(1) | ||||||||||
Total operating expenses
|
35,113
|
31,802
|
3,311
|
10.4
|
%
|
|||||||||||
Operating income
|
5,300
|
5,035
|
265
|
5.3
|
%
|
|||||||||||
Interest expense, net
|
(15
|
)
|
(30
|
)
|
15
|
(50.0
|
%)
|
|||||||||
Other expense, net
|
(188
|
)
|
(388
|
)
|
200
|
(51.5
|
%)
|
|||||||||
Income before income taxes
|
5,097
|
4,617
|
480
|
10.4
|
%
|
|||||||||||
Provision (benefit) for income taxes
|
(13,408
|
)
|
369
|
(13,777
|
)
|
NM
|
(1) | |||||||||
Net income
|
$
|
18,505
|
$
|
4,248
|
$
|
14,257
|
335.6
|
%
|
(1)
|
NM denotes percentage is not meaningful
|
● | European content delivery revenue increased $3.3 million, or 192.4%, due to the timing of purchases from two multiple system operators in fiscal year 2014. One of the two customers was an existing customer that expanded its video system and storage capacity, and the second was a relatively new European video customer deploying video systems and storage for the first time. |
● | North American content delivery revenue increased $2.0 million, or 12.2%, in fiscal year 2014 primarily due to our year-over-year increase in the sales volume of our multi-screen video analytics software reporting products. |
● | Asia-Pacific content delivery revenue increased $1.0 million, or 36.4%, in fiscal year 2014 due to existing customers’ expanding their existing video systems and storage capacity. |
● | European real-time product revenue increased $1.6 million, or 162.9%, due to higher sales volume of our iHawk systems and SIMulation Workbench to European defense contractors and automotive customers. |
● | Asia-Pacific real-time product revenue increased $1.1 million, or 16.3%, in fiscal year 2014 due to higher sales volume of our iHawk systems to Japanese defense contractors. |
● | North American real-time product revenue increased $0.5 million, or 4.1%, in fiscal year 2014 due to higher sales volume of our iHawk systems to commercial technology companies and the U.S. Government. |
● | our reliance on a small customer base, typically represented by a small number of large, concentrated orders (the largest three customers accounted for 26%, 32% and 31% of fiscal year 2015, 2014 and 2013 total revenue, respectively); |
● | our content delivery product revenue is subject to customers’ capital spending cycles and may be impacted in the future by consolidation of the industry in which our customers operate; |
● | the rate of growth or decline or change in market, if any, of content delivery market expansions and the pace that video service companies implement, upgrade or replace content delivery technology; |
● | the impact of the global economic conditions on our business and our customers, including European Union austerity measures; |
● | our ability to renew maintenance and support service agreements with customers and retain existing customers; |
● | the impact of U.S. Government sequestration on our business and our customers; |
● | the rate of growth or decline, if any, of deployment of our real-time products; |
● | the actual versus anticipated decline in revenue from maintenance and product sales of real-time proprietary systems and from multi-screen video analytics software managed and maintenance services; |
● | our future access to capital; |
● | our ability to manage expenses consistent with the rate of growth or decline in our markets; |
● | ongoing cost control actions and expenses, including capital expenditures; |
● | the margins on our product and service sales; |
● | timing of product shipments, which typically occur during the last month of the quarter; |
● | the impact of delays of product acceptance from our customers; |
● | the percentage of sales derived from outside the U.S. where there are generally longer accounts receivable collection cycles; |
● | the number of countries in which we operate, which may require maintenance of minimum cash levels in each country and, in certain cases, may restrict the repatriation of cash, by requiring us to maintain levels of capital; |
● | the rate of growth or decline, if any, of sales to the government and government related entities; and |
● | the use of cash to pay quarterly and special dividends. |
|
Payments Due By Fiscal Year
|
|||||||||||||||||||
Contractual Obligations
|
Total
|
2016
|
2017-2018
|
2019-2020
|
2021-2025
|
|||||||||||||||
|
|
|
||||||||||||||||||
Operating leases
(1)
|
$
|
4,133
|
$
|
1,436
|
$
|
2,319
|
$
|
378
|
$
|
-
|
||||||||||
Pension plan
|
2,481
|
248
|
504
|
503
|
1,226
|
|||||||||||||||
Total
|
$
|
6,614
|
$
|
1,684
|
$
|
2,823
|
$
|
881
|
$
|
1,226
|
(1)
|
Excludes charges for common area maintenance, operating expenses, insurance and taxes associated with the
leased properties.
|
Page
|
|
Report of Independent Registered Public Accounting Firm
|
49
|
Consolidated Balance Sheets as of June 30, 2015 and 2014
|
50
|
Consolidated Statements of Operations for each of the three years in the period ended June 30, 2015
|
51
|
Consolidated Statements of Comprehensive Income (Loss) for each of the three years in the period ended June 30, 2015
|
52
|
Consolidated Statements of Stockholders' Equity for each of the three years in the period ended June 30, 2015
|
53
|
Consolidated Statements of Cash Flows for each of the three years in the period ended June 30, 2015
|
54
|
Notes to Consolidated Financial Statements
|
55
|
● | pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of Concurrent; |
● | provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of Concurrent are being made only in accordance with authorizations of management and directors of Concurrent; and |
● | provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of Concurrent’s assets that could have a material effect on the financial statements. |
Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. |
Exhibit
|
Description of Document
|
3.1
|
Restated Certificate of Incorporation of the Registrant (incorporated by reference to the Registrant's Registration Statement on Form S-2 (No. 33-62440)).
|
3.2
|
Certificate of Amendment of the Restated Certificate of Incorporation of the Registrant (incorporated by reference to the Registrant’s Proxy on Form DEFR14A filed on June 2, 2008).
|
3.3
|
Certificate of Amendment to its Restated Certificate of Incorporation of the Registrant (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on June 30, 2011).
|
3.4
|
Amended and Restated Bylaws of the Registrant (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on September 9, 2011).
|
3.5
|
Certificate of Correction to Restated Certificate of Incorporation of the Registrant (incorporated by reference to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 30, 2002).
|
3.6
|
Amended Certificate of Designations of Series A Participating Cumulative Preferred Stock (incorporated by reference to the Form 8-A/A, dated August 9, 2002).
|
3.7
|
Amendment to Amended Certificate of Designations of Series A Participating Cumulative Preferred Stock (incorporated by reference to the Form 8-A/A, dated August 9, 2002).
|
4.1
|
Form of Common Stock Certificate (incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q for the period ended March 31, 2003).
|
10.1
|
Schedule of Officers who have entered into the Form Indemnification Agreement (incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2004).
|
10.2
|
1991 Restated Stock Option Plan (as amended as of October 26, 2000) (incorporated by reference Exhibit A to the Registrant’s Proxy Statement dated September 18, 2000).
|
10.3
|
Richard Rifenburgh Non-Qualified Stock Option Plan and Agreement (incorporated by reference to the Registrant’s Registration Statement on Form S-8 (No. 333-82686)).
|
10.4
|
Concurrent Computer Corporation 2001 Stock Option Plan (incorporated by reference to Annex II to the Registrant’s Proxy Statement dated September 19, 2001).
|
10.5
|
Concurrent Computer Corporation Amended and Restated 2001 Stock Option Plan (incorporated by reference to the Registrant’s Registration Statement on Form S-8 (No. 333-125974)).
|
10.6
|
Form of Option Agreement with Transfer Restrictions (incorporated by reference to the Registrant’s Current Report on Form 8-K dated June 24, 2005).
|
10.7
|
Form of Incentive Stock Option Agreement between the Registrant and its executive officers (incorporated by reference to the Registrant's Registration Statement on Form S-1 (No. 33-45871)).
|
10.8
|
Form of Non-Qualified Stock Option Agreement between the Registrant and its executive officers (incorporated by reference to the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1997).
|
10.9
|
Consulting Services Agreement among the Company, TechCFO and Emory Berry (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on March 9, 2007).
|
10.10
|
Indemnification Agreement between the Company and Emory Berry (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on March 9, 2007).
|
10.11
|
Amended and Restated Employment Agreement between Concurrent Computer Corporation and Dan Mondor dated October 4, 2010 (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on October 4, 2010 (No. 000-13150)).
|
10.12
|
Employment Agreement, dated August 1, 2008, between Concurrent Computer Corporation and Emory O. Berry (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on August 6, 2008 (No. 001-13150)).
|
10.13
|
Concurrent Computer Corporation 2011 Stock Incentive Plan (incorporated by reference to Annex I to the Registrant’s Proxy Statement dated September 12, 2011).
|
10.14
|
Board Representation and Standstill Agreement, dated July 23, 2012, among Concurrent Computer Corporation, Singer Children’s Management Trust, Lloyd I. Miller, III, Robert M. Pons, Dilip Singh and certain other parties (
incorporated by reference to the Registrant’s Current Report on Form 8-K filed on July 23, 2012 (No. 000-13150)).
|
10.15
|
Employment Agreement, dated November 18, 2014, between Concurrent Computer Corporation and Derek Elder (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8‑K filed on November 18, 2014 (No. 001-13150)).
|
10.16*
|
Concurrent Computer Corporation 2011 Stock Incentive Plan Award Agreement – Terms and Conditions
.
|
21.1*
|
List of Subsidiaries.
|
23.1*
|
Consent of Deloitte & Touche LLP.
|
June 30,
|
||||||||
2015
|
2014
|
|||||||
ASSETS
|
||||||||
Current assets:
|
|
|
||||||
Cash and cash equivalents
|
$
|
25,451
|
$
|
28,074
|
||||
Accounts receivable, net of allowance for doubtful accounts of $18 and $78 at June 30, 2015 and 2014, respectively
|
10,174
|
11,355
|
||||||
Inventories
|
3,428
|
3,272
|
||||||
Deferred income taxes - current, net
|
1,422
|
1,458
|
||||||
Prepaid expenses and other current assets
|
738
|
804
|
||||||
Total current assets
|
41,213
|
44,963
|
||||||
Property and equipment, net
|
2,448
|
2,168
|
||||||
Intangible assets, net
|
323
|
476
|
||||||
Deferred income taxes, net
|
12,711
|
13,231
|
||||||
Other long-term assets, net
|
1,178
|
1,548
|
||||||
Total assets
|
$
|
57,873
|
$
|
62,386
|
||||
LIABILITIES AND STOCKHOLDERS' EQUITY
|
||||||||
Current liabilities:
|
||||||||
Accounts payable and accrued expenses
|
$
|
6,342
|
$
|
7,591
|
||||
Deferred revenue
|
8,362
|
7,441
|
||||||
Total current liabilities
|
14,704
|
15,032
|
||||||
Long-term liabilities:
|
||||||||
Deferred revenue
|
1,658
|
1,400
|
||||||
Pension liability
|
3,189
|
3,566
|
||||||
Other long-term liabilities
|
1,716
|
1,934
|
||||||
Total liabilities
|
21,267
|
21,932
|
||||||
Commitments and contingencies (Note 17)
|
||||||||
Stockholders' equity:
|
||||||||
Shares of series preferred stock, par value $.01; 1,250,000 authorized; none issued
|
-
|
-
|
||||||
Shares of class A preferred stock, par value $100; 20,000 authorized; none issued
|
-
|
-
|
||||||
Shares of common stock, par value $.01; 14,000,000 authorized; 9,136,793 and 8,996,655 issued and outstanding at June 30, 2015 and 2014, respectively
|
91
|
90
|
||||||
Capital in excess of par value
|
210,456
|
209,711
|
||||||
Accumulated deficit
|
(173,795
|
)
|
(169,001
|
)
|
||||
Treasury stock, at cost; 37,788 shares
|
(255
|
)
|
(255
|
)
|
||||
Accumulated other comprehensive income (loss)
|
109
|
(91
|
)
|
|||||
Total stockholders' equity
|
36,606
|
40,454
|
||||||
Total liabilities and stockholders' equity
|
$
|
57,873
|
$
|
62,386
|
Year Ended June 30,
|
||||||||||||
2015
|
2014
|
2013
|
||||||||||
Revenues:
|
|
|
|
|||||||||
Product
|
$
|
43,926
|
$
|
47,893
|
$
|
38,414
|
||||||
Service
|
20,533
|
23,278
|
25,030
|
|||||||||
Total revenues
|
64,459
|
71,171
|
63,444
|
|||||||||
Cost of sales:
|
||||||||||||
Product
|
18,807
|
20,402
|
16,374
|
|||||||||
Service
|
9,262
|
10,356
|
10,233
|
|||||||||
Total cost of sales
|
28,069
|
30,758
|
26,607
|
|||||||||
Gross margin
|
36,390
|
40,413
|
36,837
|
|||||||||
Operating expenses:
|
||||||||||||
Sales and marketing
|
14,530
|
14,350
|
14,358
|
|||||||||
Research and development
|
13,588
|
13,019
|
11,599
|
|||||||||
General and administrative
|
7,990
|
7,744
|
8,226
|
|||||||||
Gain on sale of intangible assets, net
|
(664
|
)
|
-
|
(2,381
|
)
|
|||||||
Total operating expenses
|
35,444
|
35,113
|
31,802
|
|||||||||
Operating income
|
946
|
5,300
|
5,035
|
|||||||||
Interest income
|
12
|
27
|
36
|
|||||||||
Interest expense
|
-
|
(42
|
)
|
(66
|
)
|
|||||||
Other expense, net
|
(618
|
)
|
(188
|
)
|
(388
|
)
|
||||||
Income before income taxes
|
340
|
5,097
|
4,617
|
|||||||||
Provision (benefit) for income taxes
|
685
|
(13,408
|
)
|
369
|
||||||||
Net income (loss)
|
$
|
(345
|
)
|
$
|
18,505
|
$
|
4,248
|
|||||
Net income (loss) per share
|
||||||||||||
Basic
|
$
|
(0.04
|
)
|
$
|
2.08
|
$
|
0.49
|
|||||
Diluted
|
$
|
(0.04
|
)
|
$
|
2.04
|
$
|
0.48
|
|||||
Weighted average shares outstanding - basic
|
9,067,697
|
8,910,907
|
8,735,544
|
|||||||||
Weighted average shares outstanding - diluted
|
9,067,697
|
9,085,592
|
8,909,792
|
|||||||||
Cash dividends declared per common share
|
$
|
0.48
|
$
|
0.48
|
$
|
0.86
|
Year Ended June 30,
|
||||||||||||
2015
|
2014
|
2013
|
||||||||||
|
|
|
||||||||||
Net income (loss)
|
$
|
(345
|
)
|
$
|
18,505
|
$
|
4,248
|
|||||
Other comprehensive income (loss):
|
||||||||||||
Foreign currency translation adjustment
|
168
|
22
|
(325
|
)
|
||||||||
Pension and post-retirement benefits, net of tax
|
32
|
(473
|
)
|
(174
|
)
|
|||||||
Other comprehensive income (loss)
|
200
|
(451
|
)
|
(499
|
)
|
|||||||
Comprehensive income (loss)
|
$
|
(145
|
)
|
$
|
18,054
|
$
|
3,749
|
|
|
|
|
Accumulated
|
|
|
|
|||||||||||||||||||||||||
Common Stock
|
Capital In
|
|
Other
|
|
|
|
||||||||||||||||||||||||||
|
Par
|
Excess Of
|
Accumulated
|
Comprehensive
|
Treasury Stock
|
|
||||||||||||||||||||||||||
Shares
|
Value
|
Par Value
|
Deficit
|
Income (Loss)
|
Shares
|
Cost
|
Total
|
|||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Balance at June 30, 2012
|
8,700,789
|
$
|
87
|
$
|
207,830
|
$
|
(179,415
|
)
|
$
|
859
|
(37,788
|
)
|
$
|
(255
|
)
|
$
|
29,106
|
|||||||||||||||
Dividends declared
|
(7,944
|
)
|
(7,944
|
)
|
||||||||||||||||||||||||||||
Dividends forfeited with restricted stock forfeitures
|
26
|
26
|
||||||||||||||||||||||||||||||
Share-based compensation expense
|
848
|
848
|
||||||||||||||||||||||||||||||
Lapse of restriction on restricted stock
|
106,977
|
1
|
(1
|
)
|
-
|
|||||||||||||||||||||||||||
Other comprehensive income (loss), net of taxes:
|
||||||||||||||||||||||||||||||||
Net income
|
4,248
|
4,248
|
||||||||||||||||||||||||||||||
Foreign currency translation adjustment
|
(325
|
)
|
(325
|
)
|
||||||||||||||||||||||||||||
Pension plan
|
(174
|
)
|
(174
|
)
|
||||||||||||||||||||||||||||
Total comprehensive income
|
3,749
|
|||||||||||||||||||||||||||||||
Balance at June 30, 2013
|
8,807,766
|
88
|
208,677
|
(183,085
|
)
|
360
|
(37,788
|
)
|
(255
|
)
|
25,785
|
|||||||||||||||||||||
Dividends declared
|
(4,442
|
)
|
(4,442
|
)
|
||||||||||||||||||||||||||||
Dividends forfeited with restricted stock forfeitures
|
63
|
63
|
||||||||||||||||||||||||||||||
Share-based compensation expense
|
1,130
|
1,130
|
||||||||||||||||||||||||||||||
Lapse of restriction on restricted stock
|
206,121
|
2
|
(2
|
)
|
-
|
|||||||||||||||||||||||||||
Repurchase of shares to satisfy minimum tax withholdings on restricted stock releases
|
(17,232
|
)
|
(94
|
)
|
(42
|
)
|
(136
|
)
|
||||||||||||||||||||||||
Other comprehensive income (loss), net of taxes:
|
||||||||||||||||||||||||||||||||
Net income
|
18,505
|
18,505
|
||||||||||||||||||||||||||||||
Foreign currency translation adjustment
|
22
|
22
|
||||||||||||||||||||||||||||||
Pension plan
|
(473
|
)
|
(473
|
)
|
||||||||||||||||||||||||||||
Total comprehensive income
|
18,054
|
|||||||||||||||||||||||||||||||
Balance at June 30, 2014
|
8,996,655
|
90
|
209,711
|
(169,001
|
)
|
(91
|
)
|
(37,788
|
)
|
(255
|
)
|
40,454
|
||||||||||||||||||||
Dividends declared
|
(4,522
|
)
|
(4,522
|
)
|
||||||||||||||||||||||||||||
Dividends forfeited with restricted stock forfeitures
|
73
|
73
|
||||||||||||||||||||||||||||||
Share-based compensation expense
|
902
|
902
|
||||||||||||||||||||||||||||||
Lapse of restriction on restricted stock
|
140,138
|
1
|
(1
|
)
|
-
|
|||||||||||||||||||||||||||
Income tax impact of stock compensation
|
(156
|
)
|
(156
|
)
|
||||||||||||||||||||||||||||
Other comprehensive income (loss), net of taxes:
|
||||||||||||||||||||||||||||||||
Net loss
|
(345
|
)
|
(345
|
)
|
||||||||||||||||||||||||||||
Foreign currency translation adjustment
|
168
|
168
|
||||||||||||||||||||||||||||||
Pension plan
|
32
|
32
|
||||||||||||||||||||||||||||||
Total comprehensive loss
|
(145
|
)
|
||||||||||||||||||||||||||||||
Balance at June 30, 2015
|
9,136,793
|
$
|
91
|
$
|
210,456
|
$
|
(173,795
|
)
|
$
|
109
|
(37,788
|
)
|
$
|
(255
|
)
|
$
|
36,606
|
|
Year Ended June 30,
|
|||||||||||
|
2015
|
2014
|
2013
|
|||||||||
|
|
|
|
|||||||||
Cash flows provided by (used in) operating activities:
|
|
|
|
|||||||||
Net income (loss)
|
$
|
(345
|
)
|
$
|
18,505
|
$
|
4,248
|
|||||
Adjustments to reconcile net income (loss) to net cash
provided by operating activities:
|
||||||||||||
Depreciation and amortization
|
1,762
|
1,999
|
2,767
|
|||||||||
Share-based compensation
|
902
|
1,130
|
848
|
|||||||||
Deferred income taxes, net
|
246
|
(13,954
|
)
|
1
|
||||||||
Provision for excess and obsolete inventories
|
606
|
356
|
636
|
|||||||||
Foreign currency exchange losses
|
626
|
257
|
348
|
|||||||||
Other non-cash expenses
|
-
|
20
|
18
|
|||||||||
Gain on sale of intangible assets, net
|
(664
|
)
|
-
|
(2,381
|
)
|
|||||||
Decrease (increase) in assets:
|
||||||||||||
Accounts receivable
|
432
|
(674
|
)
|
(1,976
|
)
|
|||||||
Inventories
|
(336
|
)
|
(461
|
)
|
593
|
|||||||
Prepaid expenses and other current assets
|
5
|
902
|
(341
|
)
|
||||||||
Other long-term assets
|
(329
|
)
|
(650
|
)
|
(30
|
)
|
||||||
Increase (decrease) in liabilities:
|
||||||||||||
Accounts payable and accrued expenses
|
(979
|
)
|
(78
|
)
|
1,262
|
|||||||
Deferred revenue
|
1,466
|
(1,466
|
)
|
(1,331
|
)
|
|||||||
Pension and other long-term liabilities
|
152
|
291
|
(4
|
)
|
||||||||
Net cash provided by operating activities
|
3,544
|
6,177
|
4,658
|
|||||||||
|
||||||||||||
Cash flows provided by (used in) investing activities:
|
||||||||||||
Additions to property and equipment
|
(1,949
|
)
|
(1,309
|
)
|
(1,181
|
)
|
||||||
Proceeds from sale of intangible assets
|
664
|
-
|
2,750
|
|||||||||
Net cash provided by (used in) investing activities
|
(1,285
|
)
|
(1,309
|
)
|
1,569
|
|||||||
|
||||||||||||
Cash flows used in financing activities:
|
||||||||||||
Dividends paid
|
(4,501
|
)
|
(4,471
|
)
|
(7,542
|
)
|
||||||
Repurchase of shares to satisfy tax withholdings
|
-
|
(136
|
)
|
-
|
||||||||
Net cash used in financing activities
|
(4,501
|
)
|
(4,607
|
)
|
(7,542
|
)
|
||||||
|
||||||||||||
Effect of exchange rates on cash and cash equivalents
|
(381
|
)
|
(114
|
)
|
(371
|
)
|
||||||
|
||||||||||||
Increase (decrease) in cash and cash equivalents
|
(2,623
|
)
|
147
|
(1,686
|
)
|
|||||||
Cash and cash equivalents - beginning of year
|
28,074
|
27,927
|
29,613
|
|||||||||
Cash and cash equivalents - end of year
|
$
|
25,451
|
$
|
28,074
|
$
|
27,927
|
||||||
|
||||||||||||
Cash paid during the period for:
|
||||||||||||
Interest
|
$
|
7
|
$
|
25
|
$
|
27
|
||||||
Income taxes (net of refunds)
|
$
|
574
|
$
|
(90
|
)
|
$
|
880
|
1.
|
Overview of the Business
|
2.
|
Summary of Significant Accounting Policies
|
Consolidated Statements of Cash Flows
for the Year Ended June 30, 2014
|
||||||||||||
As
Previously
Reported
|
Adjustments
|
As
Restated
|
||||||||||
Depreciation and amortization
|
$
|
2,322
|
$
|
(323
|
)
|
$
|
1,999
|
|||||
Provision for excess and obsolete inventories
|
33
|
323
|
356
|
|||||||||
Other long-term assets, net
|
(59
|
)
|
(591
|
)
|
(650
|
)
|
||||||
All other operating activities, net
|
4,472
|
-
|
4,472
|
|||||||||
Net cash provided by (used in) operating activities
|
$
|
6,768
|
$
|
(591
|
)
|
$
|
6,177
|
|||||
Additions to property and equipment
|
$
|
(1,900
|
)
|
$
|
591
|
$
|
(1,309
|
)
|
||||
All other investing activities, net
|
-
|
-
|
-
|
|||||||||
Net cash Provided by (used in) investing activities
|
$
|
(1,900
|
)
|
$
|
591
|
$
|
(1,309
|
)
|
Consolidated Statements of Cash Flows
for the Year Ended June 30, 2013
|
||||||||||||
As
Previously
Reported
|
Adjustments
|
As
Restated
|
||||||||||
Depreciation and amortization
|
$
|
3,158
|
$
|
(391
|
)
|
$
|
2,767
|
|||||
Provision for excess and obsolete inventories
|
245
|
391
|
636
|
|||||||||
Other long-term assets, net
|
236
|
(266
|
)
|
(30
|
)
|
|||||||
All other operating activities, net
|
1,285
|
-
|
1,285
|
|||||||||
Net cash provided by (used in) operating activities
|
$
|
4,924
|
$
|
(266
|
)
|
$
|
4,658
|
|||||
Additions to property and equipment
|
$
|
(1,447
|
)
|
$
|
266
|
$
|
(1,181
|
)
|
||||
All other investing activities, net
|
2,750
|
-
|
2,750
|
|||||||||
Net cash Provided by (used in) investing activities
|
$
|
1,303
|
$
|
266
|
$
|
1,569
|
· | persuasive evidence of an arrangement exists, |
· | the system has been delivered or the services have been performed, |
· | the fee is fixed or determinable, and |
· | collectability of the fee is probable. |
Year Ended June 30,
|
||||||||||||
2015
|
2014
|
2013
|
||||||||||
Basic and diluted EPS calculation:
|
||||||||||||
Net income (loss)
|
$
|
(345
|
)
|
$
|
18,505
|
$
|
4,248
|
|||||
Basic weighted average number of shares outstanding
|
9,067,697
|
8,910,907
|
8,735,544
|
|||||||||
Effect of dilutive securities:
|
||||||||||||
Employee stock options
|
-
|
13,634
|
65
|
|||||||||
Restricted shares
|
-
|
161,051
|
174,183
|
|||||||||
Diluted weighted average number of shares outstanding
|
9,067,697
|
9,085,592
|
8,909,792
|
|||||||||
Basic EPS
|
$
|
(0.04
|
)
|
$
|
2.08
|
$
|
0.49
|
|||||
Diluted EPS
|
$
|
(0.04
|
)
|
$
|
2.04
|
$
|
0.48
|
· | Level 1 | Quoted prices (unadjusted) in active markets for identical assets or liabilities; |
· | Level 2 | Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and |
· | Level 3 | Assets or liabilities for which fair value is based on valuation models with significant unobservable pricing inputs and which result in the use of management estimates. |
As of
June 30, 2015
Fair Value
|
Quoted
Prices in
Active Markets
(Level 1)
|
Observable
Inputs
(Level 2)
|
Unobservable
Inputs
(Level 3)
|
|||||||||||||
Cash
|
$
|
15,406
|
$
|
15,406
|
$
|
-
|
$
|
-
|
||||||||
Money market funds
|
10,045
|
10,045
|
-
|
-
|
||||||||||||
Cash and cash equivalents
|
$
|
25,451
|
$
|
25,451
|
$
|
-
|
$
|
-
|
As of
June 30, 2014
Fair Value
|
Quoted
Prices in
Active Markets
(Level 1)
|
Observable
Inputs
(Level 2)
|
Unobservable
Inputs
(Level 3)
|
|||||||||||||
Cash
|
$
|
18,037
|
$
|
18,037
|
$
|
-
|
$
|
-
|
||||||||
Money market funds
|
10,037
|
10,037
|
-
|
-
|
||||||||||||
Cash and cash equivalents
|
$
|
28,074
|
$
|
28,074
|
$
|
-
|
$
|
-
|
3. | Recent Accounting Guidance |
4. | Inventories |
June 30,
|
||||||||
2015
|
2014
|
|||||||
Raw materials
|
$
|
1,403
|
$
|
1,265
|
||||
Work-in-process
|
271
|
319
|
||||||
Finished goods
|
1,754
|
1,688
|
||||||
$
|
3,428
|
$
|
3,272
|
5. | Property and Equipment, net |
June 30,
|
||||||||
2015
|
2014
|
|||||||
Leasehold improvements
|
$
|
2,723
|
$
|
2,807
|
||||
Machinery and equipment
|
14,075
|
14,196
|
||||||
16,798
|
17,003
|
|||||||
Less: Accumulated depreciation
|
(14,350
|
)
|
(14,835
|
)
|
||||
$
|
2,448
|
$
|
2,168
|
Asset retirement obligation at June 30, 2014
|
$
|
413
|
||
Accretion of asset retirement obligation
|
-
|
|||
Payment of restoration costs
|
-
|
|||
Impact of foreign exchange rates
|
(74
|
)
|
||
Asset retirement obligation at June 30, 2015
|
$
|
339
|
6. | Intangibles Assets, net |
Weighted Average
|
||||||||||||
Remaining |
June 30,
|
|||||||||||
Useful Life
|
2015
|
2014
|
||||||||||
Cost of amortizable intangibles:
|
||||||||||||
Purchased technology
|
-
|
$
|
7,700
|
$
|
7,700
|
|||||||
Customer relationships
|
1.3 years
|
1,900
|
1,900
|
|||||||||
Patents
|
11.0 years
|
130
|
101
|
|||||||||
Total cost of intangibles
|
9,730
|
9,701
|
||||||||||
Less accumulated amortization:
|
||||||||||||
Purchased technology
|
(7,700
|
)
|
(7,700
|
)
|
||||||||
Customer relationships
|
(1,679
|
)
|
(1,506
|
)
|
||||||||
Patents
|
(28
|
)
|
(19
|
)
|
||||||||
Total accumulated amortization
|
(9,407
|
)
|
(9,225
|
)
|
||||||||
Total intangible assets, net
|
$
|
323
|
$
|
476
|
2016
|
$
|
182
|
||
2017
|
58
|
|||
2018
|
10
|
|||
2019
|
10
|
|||
2020
|
10
|
7. | Accounts Payable and Accrued Expenses |
June 30,
|
||||||||
2015
|
2014
|
|||||||
Accounts payable, trade
|
$
|
2,682
|
$
|
1,838
|
||||
Accrued payroll, vacation and other employee expenses
|
2,332
|
4,331
|
||||||
Accrued income taxes
|
23
|
221
|
||||||
Dividend payable
|
93
|
67
|
||||||
Other accrued expenses
|
1,212
|
1,134
|
||||||
$
|
6,342
|
$
|
7,591
|
8.
|
Income Taxes
|
Year Ended June 30,
|
||||||||||||
2015
|
2014
|
2013
|
||||||||||
United States
|
$
|
294
|
$
|
3,930
|
$
|
4,979
|
||||||
Foreign
|
46
|
1,167
|
(362
|
)
|
||||||||
$
|
340
|
$
|
5,097
|
$
|
4,617
|
Year Ended June 30,
|
||||||||||||
2015
|
2014
|
2013
|
||||||||||
Income before provision (benefit) for income taxes
|
$
|
340
|
$
|
5,097
|
$
|
4,617
|
||||||
Provision at Federal statutory rate
|
116
|
1,733
|
1,570
|
|||||||||
Change in valuation allowance
|
31
|
(15,859
|
)
|
(5,444
|
)
|
|||||||
Permanent differences
|
80
|
350
|
22
|
|||||||||
Net operating loss expiration and adjustment
|
365
|
13
|
4,801
|
|||||||||
Change in state tax rates
|
31
|
(21
|
)
|
-
|
||||||||
Change in foreign tax rates
|
27
|
43
|
-
|
|||||||||
Change in uncertainty in income taxes
|
23
|
21
|
16
|
|||||||||
Foreign rate differential
|
(3
|
)
|
(40
|
)
|
23
|
|||||||
State and foreign tax expense
|
40
|
145
|
194
|
|||||||||
Stock option classification change due to repricing
|
-
|
-
|
(653
|
)
|
||||||||
Other
|
(25
|
)
|
207
|
(160
|
)
|
|||||||
Provision (benefit) for income taxes
|
$
|
685
|
$
|
(13,408
|
)
|
$
|
369
|
June 30,
|
||||||||
2015
|
2014
|
|||||||
Deferred tax assets related to:
|
||||||||
U.S. and foreign net operating loss carryforwards
|
$
|
41,339
|
$
|
43,230
|
||||
Book and tax basis differences for property and equipment
|
742
|
563
|
||||||
Bad debt, warranty and inventory reserves
|
672
|
707
|
||||||
Accrued compensation
|
943
|
944
|
||||||
Deferred revenue
|
395
|
596
|
||||||
U.S. credit carryforwards
|
561
|
549
|
||||||
Stock compensation
|
798
|
992
|
||||||
Other
|
1,181
|
1,076
|
||||||
Deferred tax assets
|
46,631
|
48,657
|
||||||
Valuation allowance
|
(32,435
|
)
|
(33,851
|
)
|
||||
Total deferred tax assets
|
14,196
|
14,806
|
||||||
Deferred tax liabilities related to:
|
||||||||
Acquired intangibles
|
63
|
117
|
||||||
Total deferred tax liability
|
63
|
117
|
||||||
Deferred income taxes, net
|
$
|
14,133
|
$
|
14,689
|
Balance at June 30, 2013
|
$
|
154
|
||
Additions based on tax positions related to the current year
|
-
|
|||
Additions for tax positions of prior years
|
143
|
|||
Reductions for tax positions for prior year
|
-
|
|||
Reductions for lapse in statute of limitations
|
-
|
|||
Settlements
|
-
|
|||
Balance at June 30, 2014
|
297
|
|||
Additions based on tax positions related to the current year
|
-
|
|||
Additions for tax positions of prior years
|
-
|
|||
Reductions for tax positions for prior year
|
-
|
|||
Reductions for lapse in statute of limitations
|
-
|
|||
Settlements
|
-
|
|||
Balance at June 30, 2015
|
$
|
297
|
9. | Pensions and Other Postretirement Benefits |
June 30,
|
||||||||
2015
|
2014
|
|||||||
Change in benefit obligation:
|
||||||||
Benefit obligation at beginning of year
|
$
|
5,567
|
$
|
4,967
|
||||
Interest cost
|
126
|
174
|
||||||
Actuarial loss
|
224
|
460
|
||||||
Foreign currency exchange rate change
|
(1,032
|
)
|
238
|
|||||
Benefits paid
|
(257
|
)
|
(272
|
)
|
||||
Benefit obligation at end of year
|
$
|
4,628
|
$
|
5,567
|
||||
Change in plan assets:
|
||||||||
Fair value of plan assets at beginning of year
|
$
|
1,984
|
$
|
2,052
|
||||
Actual return on plan assets
|
30
|
67
|
||||||
Employer contributions
|
22
|
24
|
||||||
Benefits paid
|
(247
|
)
|
(255
|
)
|
||||
Foreign currency exchange rate change
|
(357
|
)
|
96
|
|||||
Fair value of plan assets at end of year
|
$
|
1,432
|
$
|
1,984
|
||||
Funded status at end of year
|
$
|
(3,196
|
)
|
$
|
(3,583
|
)
|
June 30,
|
||||||||
2015
|
2014
|
|||||||
Other accrued expenses
(1)
|
$
|
(7
|
)
|
$
|
(17
|
)
|
||
Pension liability - long-term liabilities
|
(3,189
|
)
|
(3,566
|
)
|
||||
Total pension liability
|
$
|
(3,196
|
)
|
$
|
(3,583
|
)
|
||
Accumulated other comprehensive loss
|
$
|
1,214
|
$
|
1,246
|
(1)
|
Included in line item accounts payable and accrued expenses
|
June 30,
|
||||||||
2015
|
2014
|
|||||||
Net loss
|
$
|
1,214
|
$
|
1,246
|
||||
$
|
1,214
|
$
|
1,246
|
June 30,
|
||||||||
2015
|
2014
|
|||||||
Projected benefit obligation
|
$
|
4,628
|
$
|
5,567
|
||||
Accumulated benefit obligation
|
$
|
4,628
|
$
|
5,567
|
||||
Fair value of plan assets
|
$
|
1,432
|
$
|
1,984
|
Year Ended June 30,
|
||||||||||||
2015
|
2014
|
2013
|
||||||||||
Net Periodic Benefit Cost
|
||||||||||||
Service cost
|
$
|
-
|
$
|
-
|
$
|
3
|
||||||
Interest cost
|
126
|
174
|
189
|
|||||||||
Expected return on plan assets
|
(45
|
)
|
(61
|
)
|
(73
|
)
|
||||||
Recognized actuarial loss
|
40
|
19
|
8
|
|||||||||
Amortization of unrecognized net transition obligation (asset)
|
-
|
-
|
-
|
|||||||||
Net periodic benefit cost
|
$
|
121
|
$
|
132
|
$
|
127
|
June 30,
|
||||||||
2015
|
2014
|
|||||||
Discount rate
|
2.13
|
%
|
2.65
|
%
|
||||
Expected return on plan assets
|
2.50
|
%
|
3.50
|
%
|
||||
Compensation increase rate
|
0.00
|
%
|
0.00
|
%
|
Year Ended June 30,
|
||||||||||||
2015
|
2014
|
2013
|
||||||||||
Discount rate
|
2.65
|
%
|
3.43
|
%
|
4.00
|
%
|
||||||
Expected return on plan assets
|
3.50
|
%
|
3.00
|
%
|
3.50
|
%
|
||||||
Compensation increase rate
|
0.00
|
%
|
0.00
|
%
|
0.00
|
%
|
Level 1
|
Level 2
|
Level 3
|
Total
Assets
|
Percentage of
Plan Assets
2015
|
||||||||||||||||
Asset Category:
|
||||||||||||||||||||
Equity securities
|
$
|
-
|
$
|
612
|
$
|
-
|
$
|
612
|
42.8
|
%
|
||||||||||
Debt securities
|
-
|
231
|
-
|
231
|
16.1
|
%
|
||||||||||||||
Cash surrender value insurance contracts
|
-
|
589
|
-
|
589
|
41.1
|
%
|
||||||||||||||
Totals
|
$
|
-
|
$
|
1,432
|
$
|
-
|
$
|
1,432
|
100.0
|
%
|
Level 1
|
Level 2
|
Level 3
|
Total
Assets
|
Percentage of
Plan Assets
2014
|
||||||||||||||||
Asset Category:
|
||||||||||||||||||||
Cash and cash equivalents
|
$
|
136
|
$
|
-
|
$
|
-
|
$
|
136
|
6.9
|
%
|
||||||||||
Equity securities
|
-
|
734
|
-
|
734
|
37.1
|
%
|
||||||||||||||
Debt securities
|
-
|
409
|
-
|
409
|
20.6
|
%
|
||||||||||||||
Cash surrender value insurance contracts
|
-
|
701
|
-
|
701
|
35.4
|
%
|
||||||||||||||
Other
|
4
|
-
|
-
|
4
|
0.1
|
%
|
||||||||||||||
Totals
|
$
|
140
|
$
|
1,844
|
$
|
-
|
$
|
1,984
|
100.0
|
%
|
Pension
Benefits
|
||||
2016
|
$
|
248
|
||
2017
|
250
|
|||
2018
|
254
|
|||
2019
|
252
|
|||
2020
|
251
|
|||
2021 - 2025
|
1,226
|
10. | Segment Information |
Year Ended June 30,
|
||||||||||||
2015
|
2014
|
2013
|
||||||||||
United States
|
$
|
34,713
|
$
|
40,993
|
$
|
38,973
|
||||||
Canada
|
7,046
|
5,746
|
6,868
|
|||||||||
Total North America
|
41,759
|
46,739
|
45,841
|
|||||||||
Japan
|
11,929
|
11,161
|
10,079
|
|||||||||
Other Asia-Pacific
|
2,230
|
3,193
|
2,355
|
|||||||||
Total Asia-Pacific
|
14,159
|
14,354
|
12,434
|
|||||||||
Europe
|
8,532
|
9,964
|
5,165
|
|||||||||
South America
|
9
|
114
|
4
|
|||||||||
Total revenue
|
$
|
64,459
|
$
|
71,171
|
$
|
63,444
|
June 30,
|
||||||||
2015
|
2014
|
|||||||
Long-lived assets:
|
||||||||
United States
|
$
|
15,322
|
$
|
15,543
|
||||
Europe
|
301
|
543
|
||||||
Japan
|
691
|
806
|
||||||
Other Asia-Pacific
|
23
|
55
|
||||||
Total long-lived assets
|
$
|
16,337
|
$
|
16,947
|
11. | Share-Based Compensation |
Year Ended June 30,
|
||||||||||||
2015
|
2014
|
2013
|
||||||||||
Share-based compensation expense included in the consolidated statement of operations:
|
||||||||||||
Cost of sales
|
$
|
53
|
$
|
56
|
$
|
55
|
||||||
Sales and marketing
|
115
|
176
|
165
|
|||||||||
Research and development
|
105
|
150
|
128
|
|||||||||
General and administrative
|
629
|
748
|
500
|
|||||||||
Total
|
902
|
1,130
|
848
|
|||||||||
Tax benefit
|
-
|
-
|
-
|
|||||||||
Share-based compensation expense, net of taxes
|
$
|
902
|
$
|
1,130
|
$
|
848
|
Restricted Stock Awards
|
Shares
|
Weighted-
Average
Grant Date
Fair Value
|
||||||
Non-vested at July 1, 2014
|
183,634
|
$
|
6.08
|
|||||
Granted
|
316,000
|
6.87
|
||||||
Vested
|
(88,846
|
)
|
6.26
|
|||||
Forfeited
|
(40,098
|
)
|
6.27
|
|||||
Non-vested at June 30, 2015
|
370,690
|
$
|
6.69
|
Performance Stock Awards
|
Shares
|
Weighted-
Average
Grant Date
Fair Value
|
||||||
Non-vested at July 1, 2014
|
115,912
|
$
|
5.59
|
|||||
Granted
|
-
|
-
|
||||||
Vested
|
(51,293
|
)
|
5.30
|
|||||
Forfeited
|
(38,732
|
)
|
5.82
|
|||||
Non-vested at June 30, 2015
|
25,887
|
$
|
5.84
|
Options
|
Shares
|
Weighted-
Average
Exercise
Price
|
Weighted-
Average
Remaining
Contractual
Term (Years)
|
Aggregate
Intrinsic
Value
|
||||||||||||
Outstanding as of July 1, 2014
|
183,317
|
$
|
10.92
|
|||||||||||||
Granted
|
-
|
-
|
||||||||||||||
Exercised
|
-
|
-
|
||||||||||||||
Forfeited or expired
|
(90,801
|
)
|
9.86
|
|||||||||||||
Outstanding as of June 30, 2015
|
92,516
|
$
|
11.96
|
1.97
|
$
|
6
|
||||||||||
Vested at June 30, 2015
|
92,516
|
$
|
11.96
|
1.97
|
$
|
6
|
||||||||||
Exercisable at June 30, 2015
|
92,516
|
$
|
11.96
|
1.97
|
$
|
6
|
Outstanding Options
|
Options Exercisable
|
||||||||||||||||||||
Range of
Exercise Prices
|
Weighted-
Average
Remaining
Contractual
Life (Years)
|
Number
Outstanding
|
Weighted-
Average
Exercise
Price
|
Number
Exercisable
|
Weighted-
Average
Exercise
Price
|
||||||||||||||||
$5.90
|
3.09
|
20,000
|
$
|
5.90
|
20,000
|
$
|
5.90
|
||||||||||||||
$11.10 - $13.00
|
1.66
|
26,910
|
$
|
12.65
|
26,910
|
$
|
12.65
|
||||||||||||||
$13.50
|
1.95
|
26,606
|
$
|
13.50
|
26,606
|
$
|
13.50
|
||||||||||||||
$14.70 - $15.30
|
1.23
|
15,000
|
$
|
14.90
|
15,000
|
$
|
14.90
|
||||||||||||||
$16.40
|
1.34
|
4,000
|
$
|
16.40
|
4,000
|
$
|
16.40
|
||||||||||||||
$5.90 - $16.40
|
1.97
|
92,516
|
$
|
11.96
|
92,516
|
$
|
11.96
|
12. | Sales of Intangible Assets |
13. | Concentration of Risk |
Year Ended June 30,
|
||||||||||
2015
|
2014
|
2013
|
||||||||
Customer A
|
<10%
|
13
|
%
|
12
|
%
|
|||||
Customer B
|
<10%
|
13
|
%
|
12
|
%
|
June 30,
|
||||||||
2015
|
2014
|
|||||||
Customer C
|
37%
|
|
<10%
|
|||||
Customer D
|
<10%
|
15%
|
|
|||||
Customer E
|
<10%
|
12%
|
|
|||||
Customer F
|
<10%
|
11%
|
|
Year Ended June 30,
|
||||||||||||
2015
|
2014
|
2013
|
||||||||||
Vendor A
|
20
|
%
|
18
|
%
|
16
|
%
|
||||||
Vendor B
|
19
|
%
|
13
|
%
|
<10
|
% | ||||||
Vendor C
|
15
|
%
|
23
|
%
|
24
|
%
|
14. | Quarterly Consolidated Financial Information (Unaudited) |
Three Months Ended
|
||||||||||||||||
September 30,
2014
|
December 31,
2014
|
March 31,
2015
|
June 30,
2015
|
|||||||||||||
2015
|
||||||||||||||||
Net sales
|
$
|
17,540
|
$
|
15,996
|
$
|
17,110
|
$
|
13,813
|
||||||||
Gross margin
|
$
|
9,698
|
$
|
8,807
|
$
|
10,085
|
$
|
7,800
|
||||||||
Operating income (loss)
|
$
|
849
|
$
|
(608
|
)
|
$
|
1,462
|
$
|
(757
|
)
|
||||||
Net income (loss)
|
$
|
387
|
$
|
(571
|
)
|
$
|
784
|
$
|
(945
|
)
|
||||||
Net income (loss) per share - basic
|
$
|
0.04
|
$
|
(0.06
|
)
|
$
|
0.09
|
$
|
(0.10
|
)
|
||||||
Net income (loss) per share - diluted
|
$
|
0.04
|
$
|
(0.06
|
)
|
$
|
0.09
|
$
|
(0.10
|
)
|
Three Months Ended
|
||||||||||||||||
September 30,
2013
|
December 31,
2013
|
March 31,
2014
|
June 30,
2014
|
|||||||||||||
2014
|
||||||||||||||||
Net sales
|
$
|
17,198
|
$
|
17,837
|
$
|
18,278
|
$
|
17,858
|
||||||||
Gross margin
|
$
|
9,502
|
$
|
9,956
|
$
|
10,248
|
$
|
10,707
|
||||||||
Operating income
|
$
|
800
|
$
|
1,133
|
$
|
1,260
|
$
|
2,107
|
||||||||
Net income
|
$
|
734
|
$
|
1,089
|
$
|
1,082
|
$
|
15,600
|
||||||||
Net income per share - basic
|
$
|
0.08
|
$
|
0.12
|
$
|
0.12
|
$
|
1.75
|
||||||||
Net income per share - diluted
|
$
|
0.08
|
$
|
0.12
|
$
|
0.12
|
$
|
1.72
|
15. | Dividends |
|
|
Dividends Declared
|
||||||||||
Record Date
|
Payment Date
|
Type
|
Per Share
|
Total
|
||||||||
|
|
|
|
|||||||||
September 15, 2014
|
September 29, 2014
|
Quarterly
|
$
|
0.12
|
$
|
1,112
|
||||||
December 16, 2014
|
December 30, 2014
|
Quarterly
|
$
|
0.12
|
$
|
1,137
|
||||||
March 16, 2015
|
March 30, 2015
|
Quarterly
|
$
|
0.12
|
$
|
1,133
|
||||||
June 15, 2015
|
June 29, 2015
|
Quarterly
|
$
|
0.12
|
$
|
1,140
|
||||||
|
|
Total
|
$
|
4,522
|
16. | Accumulated Other Comprehensive Income (Loss) |
Pension and
Postretirement Benefit Plans |
Currency
Translation Adjustments |
Total
|
||||||||||
Balance at June 30, 2014
|
$
|
(1,246
|
)
|
$
|
1,155
|
$
|
(91
|
)
|
||||
Other comprehensive income before reclassifications
|
-
|
168
|
168
|
|||||||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
32
|
-
|
32
|
|||||||||
Net current period other comprehensive income (loss)
|
32
|
168
|
200
|
|||||||||
Balance at June 30, 2015
|
$
|
(1,214
|
)
|
$
|
1,323
|
$
|
109
|
17. | Commitments and Contingencies |
2016
|
$
|
1,436
|
||
2017
|
1,307
|
|||
2018
|
1,012
|
|||
2019
|
378
|
|||
2020
|
-
|
|||
2021 and thereafter
|
-
|
|||
$
|
4,133
|
Asserting Party
|
Jurisdiction
|
Patents at Issue
|
||
Constellation Technologies, LLC
|
U.S. District Court Eastern
District of Texas
|
U.S. Patent Nos. 6,128,649, 6,901,048, 7,154,879 and 6,845,389
|
||
Trans Video Electronics Ltd.
|
U.S. District Court of Delaware
|
U.S. Patent Nos. 5,594,936 and
5,991,801
|
||
Broadband iTV, Inc.
|
U.S. District Court of Hawaii
|
U.S. Patent No. 7,361,336
|
||
Sprint Communications Company, L.P.
|
U.S. District Court Eastern District of Pennsylvania
|
U.S. Patent Nos. 6,754,907 and
6,757,907
|
||
FutureVision.com LLC
|
U.S. District Court Eastern District of Texas
|
U.S. Patent No. 5,877,755
|
18. | Subsequent Events |
Description
|
Balance at
Beginning of Year |
Charged
to Costs and
Expenses
|
Deductions
(a)
|
Balance at
End of Year |
||||||||||||
|
|
|
|
|||||||||||||
Reserves and allowances deducted from asset accounts or accrued as expenses:
|
|
|
|
|
||||||||||||
|
|
|
|
|||||||||||||
2015
|
|
|
|
|
||||||||||||
Allowance for doubtful accounts
|
$
|
78
|
$
|
-
|
$
|
(60
|
)
|
$
|
18
|
|||||||
Warranty accrual
|
78
|
254
|
(168
|
)
|
164
|
|||||||||||
2014
|
||||||||||||||||
Allowance for doubtful accounts
|
$
|
70
|
$
|
20
|
$
|
(12
|
)
|
$
|
78
|
|||||||
Warranty accrual
|
119
|
124
|
(165
|
)
|
78
|
|||||||||||
2013
|
||||||||||||||||
Allowance for doubtful accounts
|
$
|
80
|
$
|
14
|
$
|
(24
|
)
|
$
|
70
|
|||||||
Warranty accrual
|
181
|
183
|
(245
|
)
|
119
|
(a)
|
Charges and adjustments to the reserve accounts for write-offs and credits issued during the year.
|
CONCURRENT COMPUTER CORPORATION | |||
(Registrant) | |||
By:
|
/s/ Derek Elder
|
||
Derek Elder
|
|||
President and Chief Executive Officer
|
NAME
|
TITLE
|
|
/s/ Steve G. Nussrallah
|
Chairman of the Board and Director
|
|
Steve G. Nussrallah
|
||
President, Chief Executive Officer and Director
|
||
/s/ Derek Elder
|
(Principal Executive Officer)
|
|
Derek Elder | ||
Chief Financial Officer and Executive Vice President of Operations
|
||
/s/ Emory O. Berry |
(Principal Financial and Accounting Officer)
|
|
Emory O. Berry
|
||
/s/ Charles Blackmon
|
Director
|
|
Charles Blackmon
|
||
/s/ Larry L. Enterline
|
Director
|
|
Larry L. Enterline
|
||
/s/ C. Shelton James
|
Director
|
|
C. Shelton James
|
||
/s/ Robert M. Pons
|
Director
|
|
Robert M. Pons
|
||
/s/ Dilip Singh
|
Director
|
|
Dilip Singh
|
Exhibit
|
Description of Document
|
3.1
|
Restated Certificate of Incorporation of the Registrant (incorporated by reference to the Registrant's Registration Statement on Form S-2 (No. 33-62440)).
|
3.2
|
Certificate of Amendment of the Restated Certificate of Incorporation of the Registrant (incorporated by reference to the Registrant’s Proxy on Form DEFR14A filed on June 2, 2008).
|
3.3
|
Certificate of Amendment to its Restated Certificate of Incorporation of the Registrant (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on June 30, 2011).
|
3.4
|
Amended and Restated Bylaws of the Registrant (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on September 9, 2011).
|
3.5
|
Certificate of Correction to Restated Certificate of Incorporation of the Registrant (incorporated by reference to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 30, 2002).
|
3.6
|
Amended Certificate of Designations of Series A Participating Cumulative Preferred Stock (incorporated by reference to the Form 8-A/A, dated August 9, 2002).
|
3.7
|
Amendment to Amended Certificate of Designations of Series A Participating Cumulative Preferred Stock (incorporated by reference to the Form 8-A/A, dated August 9, 2002).
|
4.1
|
Form of Common Stock Certificate (incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q for the period ended March 31, 2003).
|
10.1
|
Schedule of Officers who have entered into the Form Indemnification Agreement (incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2004).
|
10.2
|
1991 Restated Stock Option Plan (as amended as of October 26, 2000) (incorporated by reference Exhibit A to the Registrant’s Proxy Statement dated September 18, 2000).
|
10.3
|
Richard Rifenburgh Non-Qualified Stock Option Plan and Agreement (incorporated by reference to the Registrant’s Registration Statement on Form S-8 (No. 333-82686)).
|
10.4
|
Concurrent Computer Corporation 2001 Stock Option Plan (incorporated by reference to Annex II to the Registrant’s Proxy Statement dated September 19, 2001).
|
10.5
|
Concurrent Computer Corporation Amended and Restated 2001 Stock Option Plan (incorporated by reference to the Registrant’s Registration Statement on Form S-8 (No. 333-125974)).
|
10.6
|
Form of Option Agreement with Transfer Restrictions (incorporated by reference to the Registrant’s Current Report on Form 8-K dated June 24, 2005).
|
10.7
|
Form of Incentive Stock Option Agreement between the Registrant and its executive officers (incorporated by reference to the Registrant's Registration Statement on Form S-1 (No. 33-45871)).
|
10.8
|
Form of Non-Qualified Stock Option Agreement between the Registrant and its executive officers (incorporated by reference to the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1997).
|
10.9
|
Consulting Services Agreement among the Company, TechCFO and Emory Berry (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on March 9, 2007).
|
10.10
|
Indemnification Agreement between the Company and Emory Berry (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on March 9, 2007).
|
/s/ DELOITTE & TOUCHE LLP
|
|
Atlanta, Georgia
|
|
August 26, 2015
|
1. | I have reviewed this Annual Report on Form 10-K of Concurrent Computer Corporation; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any changes in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
/s/ Derek Elder
|
|||
Name:
|
Derek Elder | ||
Title:
|
President and Chief Executive Officer |
1. | I have reviewed this Annual Report on Form 10-K of Concurrent Computer Corporation; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any changes in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
/s/ Emory O. Berry
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Name:
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Emory O. Berry | ||
Title:
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Chief Financial Officer and Executive Vice
President of Operations
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(1) | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
(2) | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Corporation. |
/s/ Derek Elder
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Derek Elder
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President and Chief Executive Officer
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(1) | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
(2) | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Corporation. |
/s/ Emory O. Berry
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Emory O. Berry
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Chief Financial Officer and Executive Vice President of Operations
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