Document And Entity Information
v3.8.0.1
Document And Entity Information - USD ($)
12 Months Ended
Dec. 31, 2017
Mar. 01, 2018
Jun. 30, 2017
Document And Entity Information [Abstract]      
Document Type 10-K    
Amendment Flag false    
Document Period End Date Dec. 31, 2017    
Document Fiscal Period Focus FY    
Document Fiscal Year Focus 2017    
Entity Registrant Name COMMUNICATIONS SYSTEMS INC    
Entity Central Index Key 0000022701    
Current Fiscal Year End Date --12-31    
Entity Filer Category Smaller Reporting Company    
Entity Current Reporting Status Yes    
Entity Voluntary Filers No    
Entity Well-known Seasoned Issuer No    
Entity Public Float     $ 30,627,000
Entity Common Stock, Shares Outstanding   8,982,169  

Consolidated Balance Sheets
v3.8.0.1
Consolidated Balance Sheets - USD ($)
Dec. 31, 2017
Dec. 31, 2016
CURRENT ASSETS:    
Cash and cash equivalents $ 12,453,663 $ 10,443,274
Investments 5,540,744 5,805,276
Trade accounts receivable, less allowance for doubtful accounts of $106,000 and $77,000, respectively 12,183,217 14,552,191
Inventories 13,984,428 22,204,902
Prepaid income taxes 493,834 1,400,118
Other current assets 810,532 967,332
TOTAL CURRENT ASSETS 45,466,418 55,373,093
PROPERTY, PLANT AND EQUIPMENT, net 12,624,730 15,719,403
OTHER ASSETS:    
Goodwill   1,462,503
Deferred income taxes 38,136  
Other assets 16,977 622,017
TOTAL OTHER ASSETS 55,113 2,084,520
TOTAL ASSETS 58,146,261 73,177,016
CURRENT LIABILITIES:    
Accounts payable 4,554,683 6,953,710
Accrued compensation and benefits 2,422,083 2,149,973
Other accrued liabilities 1,586,473 1,851,938
Dividends payable 397,151 412,542
TOTAL CURRENT LIABILITIES 8,960,390 11,368,163
LONG TERM LIABILITIES:    
Long-term compensation plans 11,079 16,299
Uncertain tax positions 4,065 106,864
Deferred income taxes   52,998
TOTAL LONG-TERM LIABILITIES 15,144 176,161
COMMITMENTS AND CONTINGENCIES (Footnote 7)
STOCKHOLDERS' EQUITY    
Preferred stock, par value $1.00 per share; 3,000,000 shares authorized; none issued
Common stock, par value $.05 per share; 30,000,000 share authorized; 8,973,708 and 8,877,379 shares issued and outstanding, respectively 448,685 443,869
Additional paid-in capital 42,006,750 41,279,281
Retained earnings 7,328,671 20,596,203
Accumulated other comprehensive loss (613,379) (686,661)
TOTAL STOCKHOLDERS' EQUITY 49,170,727 61,632,692
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 58,146,261 $ 73,177,016

Consolidated Balance Sheets (Parenthetical)
v3.8.0.1
Consolidated Balance Sheets (Parenthetical) - USD ($)
Dec. 31, 2017
Dec. 31, 2016
Consolidated Balance Sheets [Abstract]    
Trade accounts receivable, allowance for doubtful accounts $ 106,000 $ 77,000
Preferred stock, par value $ 1.00 $ 1.00
Preferred stock, shares authorized 3,000,000 3,000,000
Preferred stock, shares issued 0 0
Common stock, par value $ 0.05 $ 0.05
Common stock, shares authorized 30,000,000 30,000,000
Common stock, shares issued 8,973,708 8,877,379
Common stock, shares outstanding 8,973,708 8,877,379

Consolidated Statements Of Loss And Comprehensive Loss
v3.8.0.1
Consolidated Statements Of Loss And Comprehensive Loss - USD ($)
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Consolidated Statements Of Loss And Comprehensive Loss [Abstract]    
Sales $ 82,322,618 $ 99,352,934
Cost of sales 61,486,379 72,771,393
Gross profit 20,836,239 26,581,541
Operating expenses:    
Selling, general and administrative expenses 28,699,138 35,185,924
Additional minimum pension liability adjustments   (4,147,836)
Impairment loss 1,617,389  
Restructuring expense 2,284,541  
Total operating expenses 32,601,068 31,038,088
Operating loss (11,764,829) (4,456,547)
Other (expenses) income:    
Investment and other income 52,992 208,564
Gain (Loss) on sale of assets (76,870) 749,509
Interest and other expense (71,428) (119,627)
Foreign currency translation loss   (4,238,497)
Other (expense) income, net (95,306) (3,400,051)
Loss from operations before income taxes (11,860,135) (7,856,598)
Income tax (benefit) expense (34,503) 256,950
Net loss (11,825,632) (8,113,548)
Other comprehensive income (loss), net of tax:    
Additional minimum pension liability adjustments   (4,147,836)
Unrealized (losses)/gains on available-for-sale securities (4,566) 29,736
Foreign currency translation adjustment 77,848 4,097,821
Total other comprehensive income (loss) 73,282 (20,279)
Comprehensive loss $ (11,752,350) $ (8,133,827)
Basic net loss per share: $ (1.32) $ (0.92)
Diluted net loss per share: $ (1.32) $ (0.92)
Weighted Average Basic Shares Outstanding 8,942,523 8,831,782
Weighted Average Dilutive Shares Outstanding 8,942,523 8,831,782

Consolidated Statements Of Changes In Stockholders' Equity
v3.8.0.1
Consolidated Statements Of Changes In Stockholders' Equity - USD ($)
Common Stock [Member]
Additional Paid-In Capital [Member]
Retained Earnings [Member]
Accumulated Other Comprehensive Income (Loss) [Member]
Total
BALANCE at Dec. 31, 2015 $ 437,727 $ 40,129,285 $ 32,284,061 $ (666,382) $ 72,184,691
BALANCE, Shares at Dec. 31, 2015 8,754,550        
Net loss     (8,113,548)   (8,113,548)
Issuance of common stock under Employee Stock Purchase Plan $ 1,219 156,153     157,372
Issuance of common stock under Employee Stock Purchase Plan, Shares 24,375        
Issuance of common stock to Employee Stock Ownership Plan $ 3,014 465,346     468,360
Issuance of common stock to Employee Stock Ownership Plan, Shares 60,278        
Issuance of common stock under Executive Stock Plan $ 2,106 0     2,106
Issuance of common stock under Executive Stock Plan, Shares 42,118        
Tax benefit from non-qualified stock options   (85,102)     (85,102)
Share based compensation   631,875     631,875
Other share retirements $ (197) (18,276) (8,258)   (26,731)
Other share retirements, Shares (3,942)        
Shareholder dividends     (3,566,052)   (3,566,052)
Other comprehensive income (loss)       (20,279) (20,279)
BALANCE at Dec. 31, 2016 $ 443,869 41,279,281 20,596,203 (686,661) 61,632,692
BALANCE, Shares at Dec. 31, 2016 8,877,379        
Net loss     (11,825,632)   (11,825,632)
Issuance of common stock under Employee Stock Purchase Plan $ 1,183 103,100     104,283
Issuance of common stock under Employee Stock Purchase Plan, Shares 23,660        
Issuance of common stock to Employee Stock Ownership Plan $ 2,362 216,396     218,758
Issuance of common stock to Employee Stock Ownership Plan, Shares 47,248        
Issuance of common stock under Executive Stock Plan $ 1,374 0     1,374
Issuance of common stock under Executive Stock Plan, Shares 27,471        
Share based compensation   417,489     417,489
Other share retirements $ (103) (9,516) 1,007   (8,612)
Other share retirements, Shares (2,050)        
Shareholder dividends     (1,442,907)   (1,442,907)
Other comprehensive income (loss)       73,282 73,282
BALANCE at Dec. 31, 2017 $ 448,685 $ 42,006,750 $ 7,328,671 $ (613,379) $ 49,170,727
BALANCE, Shares at Dec. 31, 2017 8,973,708        

Consolidated Statements Of Changes In Stockholders' Equity (Parenthetical)
v3.8.0.1
Consolidated Statements Of Changes In Stockholders' Equity (Parenthetical) - $ / shares
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Retained Earnings [Member]    
Shareholder dividends per share $ 0.16 $ 0.40

Consolidated Statements Of Cash Flows
v3.8.0.1
Consolidated Statements Of Cash Flows - USD ($)
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net loss $ (11,825,632) $ (8,113,548)
Adjustments to reconcile net loss to net cash provided by operating activities:    
Depreciation and amortization 3,186,458 3,683,009
Share based compensation 417,489 631,875
Deferred taxes (91,134) (8,456)
Impairment loss 1,617,389  
Change in fair value of acquisition-related contingent consideration   (142,234)
Loss/(gain) on sale of assets 582,317 (749,509)
Changes in assets and liabilities:    
Trade accounts receivables 2,393,310 3,249,449
Inventories 8,268,676 2,682,835
Prepaid income taxes 908,513 1,567,676
Other assets 595,869 126,031
Accounts payable (2,499,232) (1,178,120)
Accrued compensation and benefits 482,324 (406,608)
Other accrued liabilities (283,628) (107,726)
Income taxes payable (102,799) (80,871)
Other   61,558
Net cash provided by operating activities 3,649,920 1,215,361
CASH FLOWS FROM INVESTING ACTIVITIES:    
Capital expenditures (773,367) (2,286,027)
Purchases of investments (6,043,715)  
Proceeds from the sale of fixed assets 219,888 974,860
Proceeds from the sale of investments 6,303,681 5,746,633
Net cash (used in) provided by investing activities (293,513) 4,435,466
CASH FLOWS FROM FINANCING ACTIVITIES:    
Borrowing against line of credit   4,894,046
Payments against line of credit   (4,894,046)
Cash dividends paid (1,458,298) (4,628,402)
Mortgage principal payments   (103,603)
Proceeds from issuance of common stock, net of shares withheld 97,045 132,747
Payment of contingent consideration related to acquisition   (300,000)
Net cash used in financing activities (1,361,253) (4,899,258)
EFFECT OF FOREIGN EXCHANGE RATE CHANGES ON CASH 15,235 (121,032)
NET INCREASE IN CASH AND CASH EQUIVALENTS 2,010,389 630,537
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 10,443,274 9,812,737
CASH AND CASH EQUIVALENTS AT END OF YEAR 12,453,663 10,443,274
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:    
Income taxes refunded (693,113) (1,232,979)
Interest paid 38,851 43,630
Dividends declared not paid 397,151 412,542
Capital expenditures in accounts payable $ 90,623 $ 6,621

Summary Of Significant Accounting Policies
v3.8.0.1
Summary Of Significant Accounting Policies
12 Months Ended
Dec. 31, 2017
Summary Of Significant Accounting Policies [Abstract]  
Summary Of Significant Accounting Policies

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES



Description of business: Communications Systems, Inc. (herein collectively called “CSI,” “our” or the “Company”) is a Minnesota corporation organized in 1969 that operates directly and through its subsidiaries located in the United States and the United Kingdom. CSI is principally engaged through its Suttle business unit in the manufacture and sale of connectivity infrastructure products for broadband and voice communications and through its Transition Networks business unit in the manufacture and sale of core media conversion products, Ethernet switches, and other connectivity and data transmission products. Through its JDL Technologies business unit the Company provides technology solutions including virtualization, managed services, wired and wireless network design and implementation, HIPAA-compliant IT services, and converged infrastructure configuration and deployment. Through its Net2Edge business unit, the Company enables telecommunications carriers to connect legacy networks to high-speed networks and services.



The Company classifies its businesses into four segments that correspond to these four business units. Non-allocated general and administrative expenses are separately accounted for as “Other” in the Company’s segment reporting. Intersegment revenues are eliminated upon consolidation.



Principles of consolidation: The consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany transactions and accounts have been eliminated.



Use of estimates: The presentation 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 the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company uses estimates based on the best information available in recording transactions and balances resulting from operations.  Actual results could differ from those estimates. The Company’s estimates consist principally of reserves for doubtful accounts, sales returns, warranty costs, asset impairment evaluations, accruals for compensation plans, self-insured medical and dental accruals, lower of cost or market inventory adjustments, provisions for income taxes and deferred taxes and depreciable lives of fixed assets.

 

Cash equivalents: For purposes of the consolidated statements of cash flows, the Company considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. As of December 31, 2017, the Company had $12,454,000 in cash and cash equivalents. Of this amount, $6,193,000 was invested in short-term money market funds that are not considered to be bank deposits and are not insured or guaranteed by the federal deposit insurance company (FDIC) or other government agency. These money market funds seek to preserve the value of the investment at $1.00 per share; however, it is possible to lose money investing in these funds. The remainder is operating cash and certificates of deposit which are fully insured through the FDIC.



Investments: Investments consist of certificates of deposit, corporate notes and bonds, and commercial paper that are traded on the open market and are classified as available-for-sale at December 31, 2017. Available-for-sale investments are reported at fair value with unrealized gains and losses excluded from operations and reported as a separate component of stockholders’ equity, net of tax (see Accumulated other comprehensive loss below).



Inventories: Inventories are stated at the lower of cost or net realizable value. Cost is determined by the first-in, first-out method. Provision to reduce inventories to the lower of cost or net realizable value is made based on a review of excess and obsolete inventories, estimates of future sales, examination of historical consumption rates and the related value of component parts.



Property, plant and equipment: Property, plant and equipment are recorded at cost. Depreciation is computed using the straight-line method. Depreciation included in cost of sales and selling, general and administrative expenses for continuing operations was $3,156,000 and  $3,609,000 for 2017 and 2016, respectively. Maintenance and repairs are charged to operations and additions or improvements are capitalized. Items of property sold, retired or otherwise disposed of are removed from the asset and accumulated depreciation accounts and any gains or losses on disposal are reflected in operations.



Intangible Assets: Intangible assets with indefinite useful lives are not amortized, but are tested at least annually for impairment.



Recoverability of long-lived assets: The Company reviews its long-lived assets periodically when impairment indicators exist as required under generally accepted accounting principles. Potential impairment is determined by comparing the carrying value of the assets with expected net cash flows expected to be provided by operating activities of the business or related products.  If the sum of the expected future net cash flows is less than the carrying value, an impairment loss would be measured by comparing the amount by which the carrying value exceeds the fair value of the asset.



Warranty:  The Company reserves for the estimated cost of product warranties at the time revenue is recognized.  We estimate the costs of our warranty obligations based on our warranty policy or applicable contractual warranty, historical experience of known product failure rates, and use of materials and service delivery costs incurred in correcting product failures. Management reviews the estimated warranty liability on a quarterly basis to determine its adequacy. 



The following table presents the changes in the Company’s warranty liability for the years ended December 31, 2017 and 2016, which relate to normal product warranties and a five-year obligation to provide for potential future liabilities for certain network equipment sales:





 

 

 

 

 

 



 

 

 

 

 

 



 

Year Ended December 31



 

 

2017

 

 

2016

Beginning balance

 

$

600,000 

 

$

554,000 

Amounts charged to expense

 

 

93,000 

 

 

147,000 

Actual warranty costs paid

 

 

(90,000)

 

 

(101,000)

Ending balance

 

$

603,000 

 

$

600,000 



Accumulated other comprehensive loss: The components of accumulated other comprehensive loss are as follows:





 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



 

Foreign Currency Translation

 

Unrealized (loss)/gain on securities

 

Accumulated Other Comprehensive Loss

December 31, 2016

 

$

(704,000)

 

$

17,000 

 

$

(687,000)



 

 

 

 

 

 

 

 

 

Net current period change

 

 

79,000 

 

 

(5,000)

 

 

74,000 



 

 

 

 

 

 

 

 

 

December 31, 2017

 

$

(625,000)

 

$

12,000 

 

$

(613,000)



 

 

 

 

 

 

 

 

 



The Company recognized $4,238,000 in foreign currency translation losses within the income statement during the first quarter of 2016 due to the substantial liquidation of our Austin Taylor subsidiary in the U.K. Refer to Note 7 for further information regarding the pension liability adjustment recognized in income in the first quarter of 2016. The functional currency of Austin Taylor and Net2Edge is the British pound. Assets and liabilities denominated in this foreign currency were translated into U.S. dollars at year-end exchange rates. Revenue and expense transactions were translated using average exchange rates. Suttle Costa Rica used the U.S. dollar as their functional currency. 



Revenue recognition: The Company’s manufacturing operations (Suttle, Transition Networks and Net2Edge) recognize revenue when the earnings process is complete, evidenced by persuasive evidence of an agreement, delivery has occurred or services have been rendered, the price is fixed or determinable, and collectability is reasonably assured.  Revenue is recognized for domestic and international sales at the shipping point or delivery to customers, based on the related shipping terms. Risk of loss transfers at the point of shipment or delivery to customers, and the Company has no further obligation after such time. Sales are made directly to customers and through distributors. Payment terms for distributors are consistent with the terms of the Company’s direct customers. The Company records a provision for sales returns, sales incentives and warranty costs at the time of the sale based on historical experience and current trends.


JDL generally records revenue on hardware, software and related equipment sales and installation contracts when the revenue recognition criteria are met and products are installed and accepted by the customer.  JDL records revenue on service contracts on a straight-line basis over the contract period, unless evidence suggests the revenue is earned in a different pattern. Each contract is individually reviewed to determine when the earnings process is complete.



Research and development: Research and development costs consist of outside testing services, equipment and supplies associated with enhancing existing products and developing new products.  Research and development costs are expensed when incurred and totaled $3,639,000 in 2017 and  $5,366,000 in 2016.  



Net income per share: Basic net income per common share is based on the weighted average number of common shares outstanding during each year. Diluted net income per common share adjusts for the dilutive effect of potential common shares outstanding. The Company’s only potential common shares outstanding are stock options and shares associated with the long-term incentive compensation plans, which resulted in no dilutive effect for 2017 and 2016. The Company calculates the dilutive effect of outstanding options and unvested shares using the treasury stock method. Due to the net loss in 2017 and 2016, there was no dilutive impact from outstanding stock options or unvested shares. Options totaling 1,144,159 would have been excluded from the calculation of diluted earnings per share for year ended December 31, 2017, because the exercise price was greater than the average market price of common stock during the year and deferred stock awards totaling 181,224 shares would not have been included because of unmet performance conditions. Options totaling 902,930 would have been excluded from the calculation of diluted earnings per share for year ended December 31, 2016, because the exercise price was greater than the average market price of common stock during the year and deferred stock awards totaling 133,982 shares would not have been included because of unmet performance conditions.



Share based compensation: The Company accounts for share based compensation awards on a fair value basis. The estimated grant date fair value of each stock-based award is recognized in income over the requisite service period (generally the vesting period). The estimated fair value of each option is calculated using the Black-Scholes option-pricing model.   



Accounting standards issued:

In May 2014, the Financial Accounting Standards Board (FASB) issued a new accounting standard update on revenue recognition from contracts with customers. The new guidance will replace all current U.S. GAAP guidance on this topic and eliminate all industry-specific guidance. Under the new guidance, revenue is recognized when promised goods or services are transferred to customers in an amount that reflects the consideration the Company expects to receive in exchange for these goods or services. Due to the FASB’s July 2015 deferral of the standard’s required implementation date, the guidance is effective for interim and annual reporting periods beginning after December 15, 2017. The Company will adopt the accounting standard using the modified retrospective transition approach. The modified retrospective transition approach will recognize any changes from the beginning of the year of initial application (2018) through retained earnings with no restatement of comparative periods.

The Company established an implementation team and engaged a third-party consultant to assist with our assessment of the impact of the new revenue guidance on our operations, consolidated financial statements and related disclosures and our implementation of the new standard. The Company completed an implementation plan that included (i) analyzing the new standard’s impact on the Company's contract portfolio; (ii) surveying the Company's businesses and various revenue streams; (iii) completing contract reviews; (iv) comparing its historical accounting policies and practices to the requirements of the new guidance; (v) identifying potential differences from applying the requirements of the new guidance to its contracts; and (vi) updating its accounting policy. The Company has completed the process of evaluating controls and new disclosure requirements and identifying and implementing appropriate changes to its business processes and systems to support recognition and disclosure under the new guidance.

Based on the Company’s analysis of open contracts as of the adoption date, there are no material impacts on the timing or amount of revenue recognized for product sales, which are primarily included within the Company’s Suttle and Transition Networks business units, because these contracts include only point-in-time performance obligations which are fully satisfied within the same reporting period, consistent with current revenue recognition. To the extent that future contracts include multiple performance obligations that are not fully satisfied and one or more were not priced at its standalone selling price (“SSP”), the Company will be required to perform an allocation of the transaction price which may result in a difference in the amount of revenue recognized in any period. There will also be no material change in the timing and amount of revenue recognized for service-related performance obligations that are satisfied over time within the Company’s JDL Technologies business unit. The Company also determined that the nature of its promise to its customers in certain contracts within its JDL Technologies business unit is to arrange for a third party to provide underlying goods or services (i.e., the Company is the agent in the transaction). Revenue allocated to these performance obligations will be recognized on a net basis, however, no such contracts were open as of the adoption date.



The Company adopted various practical expedients and policy elections related to the accounting for significant finance components, sales taxes, shipping and handling, costs to obtain a contract and immaterial promised goods or services, which will mitigate certain impacts of adopting this new standard.



The new standard requires additional disclosures about the nature, amount, timing and uncertainty of revenue and cash flows from customer contracts, specifically related to disaggregated revenue, contract balances and performance obligations. Additionally, as part of the Company’s implementation of the new standard, the Company implemented new internal controls to address risks associated with applying the five-step model, specifically related to judgments made in connection to performance obligations, estimated standalone selling prices and estimating variable consideration. The Company has also established monitoring controls to identify new sales arrangements and changes in its business environment that could potentially impact its current accounting assessment.



In February 2016, the FASB issued new accounting requirements regarding accounting for leases, which requires an entity to recognize both assets and liabilities arising from financing and operating leases, along with additional qualitative and quantitative disclosures. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within that reporting period, and early adoption is permitted. The Company does not expect the adoption of this standard to have a material impact on its consolidated financial statements.



In August 2016, the FASB issued new accounting guidance regarding the classification of cash receipts and payments in the Statement of Cash Flows.  This guidance is intended to reduce diversity in practice in how certain cash receipts and cash payments are presented and classified in the Consolidated Statement of Cash Flows by providing guidance on eight specific cash flow issues.  The new standard is effective retrospectively on January 1, 2018, with early adoption permitted.



Accounting standards adopted:

In July 2015, the FASB issued an accounting standard on inventory, which simplifies the subsequent measurement of inventory by requiring entities to measure inventory at the lower of cost or net realizable value, except for inventory measured using the last-in, first-out (LIFO) or the retail inventory methods. This standard requires entities to compare the cost of inventory to one measure – net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The standard is effective for the annual period beginning after December 15, 2016 and interim periods within those annual periods, with early adoption permitted, and is to be applied prospectively. The Company adopted this standard in the first quarter of 2017 with no material impact on its consolidated financial statements.

 

In November 2015, the FASB issued an accounting standard on deferred taxes, which removes the requirement to present deferred tax assets and liabilities as current and noncurrent on the balance sheet based on the classification of the related asset or liability, and instead requires classification of all deferred tax assets and liabilities as noncurrent. This guidance will be effective for interim and annual reporting periods beginning after December 15, 2016, and early adoption is permitted. The Company adopted this guidance in the first quarter of 2017 and other than the prescribed classification of all deferred tax assets and liabilities as noncurrent, there was no material impact on its consolidated financial statements.



In March 2016, the FASB issued a new accounting standard that changed certain aspects of accounting for share-based payments to employees, including the accounting for income taxes, forfeitures and statutory withholding requirements, as well as classification in the statement of cash flows. The new standard is effective for annual and interim periods beginning after December 15, 2016. The Company adopted this standard during the first quarter of 2017 with no material impact on our financial condition or results of operations.



In January 2017, the FASB issued new accounting guidance regarding the simplification of the test for goodwill impairment. The new standard eliminates the quantitative goodwill impairment analysis requirement to determine the fair value of individual assets and liabilities of a reporting unit to determine the amount of any goodwill impairment and instead permits an entity to recognize goodwill impairment loss as the excess of a reporting unit’s carrying value over the estimated fair value of the reporting unit, to the extent this amount does not exceed the carrying amount of goodwill. The new guidance continues to allow an entity to perform a qualitative assessment over goodwill impairment indicators in lieu of a quantitative assessment in certain situations. The standard will be effective for annual and interim periods beginning January 1, 2020, with early adoption permitted. The Company adopted this standard during 2017. As noted below in Note 5, the Company analyzed the reporting unit that had the goodwill and also analyzed the Company as a whole, including the Company’s four separate reporting units. Based on this analysis, the Company determined that the book value exceeded the overall fair value of the reporting units and the Company’s overall market value. As a result, the Company recorded a goodwill impairment charge totaling $1,463,000 during the second quarter of 2017.


Summary Of Significant Accounting Policies (Policy)
v3.8.0.1
Summary Of Significant Accounting Policies (Policy)
12 Months Ended
Dec. 31, 2017
Summary Of Significant Accounting Policies [Abstract]  
Description Of Business

Description of business: Communications Systems, Inc. (herein collectively called “CSI,” “our” or the “Company”) is a Minnesota corporation organized in 1969 that operates directly and through its subsidiaries located in the United States and the United Kingdom. CSI is principally engaged through its Suttle business unit in the manufacture and sale of connectivity infrastructure products for broadband and voice communications and through its Transition Networks business unit in the manufacture and sale of core media conversion products, Ethernet switches, and other connectivity and data transmission products. Through its JDL Technologies business unit the Company provides technology solutions including virtualization, managed services, wired and wireless network design and implementation, HIPAA-compliant IT services, and converged infrastructure configuration and deployment. Through its Net2Edge business unit, the Company enables telecommunications carriers to connect legacy networks to high-speed networks and services.



The Company classifies its businesses into four segments that correspond to these four business units. Non-allocated general and administrative expenses are separately accounted for as “Other” in the Company’s segment reporting. Intersegment revenues are eliminated upon consolidation.

Principles Of Consolidation

Principles of consolidation: The consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany transactions and accounts have been eliminated.

Use Of Estimates

Use of estimates: The presentation 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 the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company uses estimates based on the best information available in recording transactions and balances resulting from operations.  Actual results could differ from those estimates. The Company’s estimates consist principally of reserves for doubtful accounts, sales returns, warranty costs, asset impairment evaluations, accruals for compensation plans, self-insured medical and dental accruals, lower of cost or market inventory adjustments, provisions for income taxes and deferred taxes and depreciable lives of fixed assets.

Cash Equivalents

Cash equivalents: For purposes of the consolidated statements of cash flows, the Company considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. As of December 31, 2017, the Company had $12,454,000 in cash and cash equivalents. Of this amount, $6,193,000 was invested in short-term money market funds that are not considered to be bank deposits and are not insured or guaranteed by the federal deposit insurance company (FDIC) or other government agency. These money market funds seek to preserve the value of the investment at $1.00 per share; however, it is possible to lose money investing in these funds. The remainder is operating cash and certificates of deposit which are fully insured through the FDIC.

Investments

Investments: Investments consist of certificates of deposit, corporate notes and bonds, and commercial paper that are traded on the open market and are classified as available-for-sale at December 31, 2017. Available-for-sale investments are reported at fair value with unrealized gains and losses excluded from operations and reported as a separate component of stockholders’ equity, net of tax (see Accumulated other comprehensive loss below).

Inventories

Inventories: Inventories are stated at the lower of cost or net realizable value. Cost is determined by the first-in, first-out method. Provision to reduce inventories to the lower of cost or net realizable value is made based on a review of excess and obsolete inventories, estimates of future sales, examination of historical consumption rates and the related value of component parts.

Property, Plant And Equipment

Property, plant and equipment: Property, plant and equipment are recorded at cost. Depreciation is computed using the straight-line method. Depreciation included in cost of sales and selling, general and administrative expenses for continuing operations was $3,156,000 and  $3,609,000 for 2017 and 2016, respectively. Maintenance and repairs are charged to operations and additions or improvements are capitalized. Items of property sold, retired or otherwise disposed of are removed from the asset and accumulated depreciation accounts and any gains or losses on disposal are reflected in operations.

Intangible Assets

Intangible Assets: Intangible assets with indefinite useful lives are not amortized, but are tested at least annually for impairment.

Recoverability Of Long-Lived Assets

Recoverability of long-lived assets: The Company reviews its long-lived assets periodically when impairment indicators exist as required under generally accepted accounting principles. Potential impairment is determined by comparing the carrying value of the assets with expected net cash flows expected to be provided by operating activities of the business or related products.  If the sum of the expected future net cash flows is less than the carrying value, an impairment loss would be measured by comparing the amount by which the carrying value exceeds the fair value of the asset.

Warranty

Warranty:  The Company reserves for the estimated cost of product warranties at the time revenue is recognized.  We estimate the costs of our warranty obligations based on our warranty policy or applicable contractual warranty, historical experience of known product failure rates, and use of materials and service delivery costs incurred in correcting product failures. Management reviews the estimated warranty liability on a quarterly basis to determine its adequacy. 



The following table presents the changes in the Company’s warranty liability for the years ended December 31, 2017 and 2016, which relate to normal product warranties and a five-year obligation to provide for potential future liabilities for certain network equipment sales:





 

 

 

 

 

 



 

 

 

 

 

 



 

Year Ended December 31



 

 

2017

 

 

2016

Beginning balance

 

$

600,000 

 

$

554,000 

Amounts charged to expense

 

 

93,000 

 

 

147,000 

Actual warranty costs paid

 

 

(90,000)

 

 

(101,000)

Ending balance

 

$

603,000 

 

$

600,000 

Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss: The components of accumulated other comprehensive loss are as follows:





 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



 

Foreign Currency Translation

 

Unrealized (loss)/gain on securities

 

Accumulated Other Comprehensive Loss

December 31, 2016

 

$

(704,000)

 

$

17,000 

 

$

(687,000)



 

 

 

 

 

 

 

 

 

Net current period change

 

 

79,000 

 

 

(5,000)

 

 

74,000 



 

 

 

 

 

 

 

 

 

December 31, 2017

 

$

(625,000)

 

$

12,000 

 

$

(613,000)



 

 

 

 

 

 

 

 

 



The Company recognized $4,238,000 in foreign currency translation losses within the income statement during the first quarter of 2016 due to the substantial liquidation of our Austin Taylor subsidiary in the U.K. Refer to Note 7 for further information regarding the pension liability adjustment recognized in income in the first quarter of 2016. The functional currency of Austin Taylor and Net2Edge is the British pound. Assets and liabilities denominated in this foreign currency were translated into U.S. dollars at year-end exchange rates. Revenue and expense transactions were translated using average exchange rates. Suttle Costa Rica used the U.S. dollar as their functional currency. 

Revenue Recognition

Revenue recognition: The Company’s manufacturing operations (Suttle, Transition Networks and Net2Edge) recognize revenue when the earnings process is complete, evidenced by persuasive evidence of an agreement, delivery has occurred or services have been rendered, the price is fixed or determinable, and collectability is reasonably assured.  Revenue is recognized for domestic and international sales at the shipping point or delivery to customers, based on the related shipping terms. Risk of loss transfers at the point of shipment or delivery to customers, and the Company has no further obligation after such time. Sales are made directly to customers and through distributors. Payment terms for distributors are consistent with the terms of the Company’s direct customers. The Company records a provision for sales returns, sales incentives and warranty costs at the time of the sale based on historical experience and current trends.


JDL generally records revenue on hardware, software and related equipment sales and installation contracts when the revenue recognition criteria are met and products are installed and accepted by the customer.  JDL records revenue on service contracts on a straight-line basis over the contract period, unless evidence suggests the revenue is earned in a different pattern. Each contract is individually reviewed to determine when the earnings process is complete.

Research And Development

Research and development: Research and development costs consist of outside testing services, equipment and supplies associated with enhancing existing products and developing new products.  Research and development costs are expensed when incurred and totaled $3,639,000 in 2017 and  $5,366,000 in 2016.  

Net Income Per Share

Net income per share: Basic net income per common share is based on the weighted average number of common shares outstanding during each year. Diluted net income per common share adjusts for the dilutive effect of potential common shares outstanding. The Company’s only potential common shares outstanding are stock options and shares associated with the long-term incentive compensation plans, which resulted in no dilutive effect for 2017 and 2016. The Company calculates the dilutive effect of outstanding options and unvested shares using the treasury stock method. Due to the net loss in 2017 and 2016, there was no dilutive impact from outstanding stock options or unvested shares. Options totaling 1,144,159 would have been excluded from the calculation of diluted earnings per share for year ended December 31, 2017, because the exercise price was greater than the average market price of common stock during the year and deferred stock awards totaling 181,224 shares would not have been included because of unmet performance conditions. Options totaling 902,930 would have been excluded from the calculation of diluted earnings per share for year ended December 31, 2016, because the exercise price was greater than the average market price of common stock during the year and deferred stock awards totaling 133,982 shares would not have been included because of unmet performance conditions.

Share Based Compensation

Share based compensation: The Company accounts for share based compensation awards on a fair value basis. The estimated grant date fair value of each stock-based award is recognized in income over the requisite service period (generally the vesting period). The estimated fair value of each option is calculated using the Black-Scholes option-pricing model.

Accounting Standards Issued

Accounting standards issued:

In May 2014, the Financial Accounting Standards Board (FASB) issued a new accounting standard update on revenue recognition from contracts with customers. The new guidance will replace all current U.S. GAAP guidance on this topic and eliminate all industry-specific guidance. Under the new guidance, revenue is recognized when promised goods or services are transferred to customers in an amount that reflects the consideration the Company expects to receive in exchange for these goods or services. Due to the FASB’s July 2015 deferral of the standard’s required implementation date, the guidance is effective for interim and annual reporting periods beginning after December 15, 2017. The Company will adopt the accounting standard using the modified retrospective transition approach. The modified retrospective transition approach will recognize any changes from the beginning of the year of initial application (2018) through retained earnings with no restatement of comparative periods.

The Company established an implementation team and engaged a third-party consultant to assist with our assessment of the impact of the new revenue guidance on our operations, consolidated financial statements and related disclosures and our implementation of the new standard. The Company completed an implementation plan that included (i) analyzing the new standard’s impact on the Company's contract portfolio; (ii) surveying the Company's businesses and various revenue streams; (iii) completing contract reviews; (iv) comparing its historical accounting policies and practices to the requirements of the new guidance; (v) identifying potential differences from applying the requirements of the new guidance to its contracts; and (vi) updating its accounting policy. The Company has completed the process of evaluating controls and new disclosure requirements and identifying and implementing appropriate changes to its business processes and systems to support recognition and disclosure under the new guidance.

Based on the Company’s analysis of open contracts as of the adoption date, there are no material impacts on the timing or amount of revenue recognized for product sales, which are primarily included within the Company’s Suttle and Transition Networks business units, because these contracts include only point-in-time performance obligations which are fully satisfied within the same reporting period, consistent with current revenue recognition. To the extent that future contracts include multiple performance obligations that are not fully satisfied and one or more were not priced at its standalone selling price (“SSP”), the Company will be required to perform an allocation of the transaction price which may result in a difference in the amount of revenue recognized in any period. There will also be no material change in the timing and amount of revenue recognized for service-related performance obligations that are satisfied over time within the Company’s JDL Technologies business unit. The Company also determined that the nature of its promise to its customers in certain contracts within its JDL Technologies business unit is to arrange for a third party to provide underlying goods or services (i.e., the Company is the agent in the transaction). Revenue allocated to these performance obligations will be recognized on a net basis, however, no such contracts were open as of the adoption date.



The Company adopted various practical expedients and policy elections related to the accounting for significant finance components, sales taxes, shipping and handling, costs to obtain a contract and immaterial promised goods or services, which will mitigate certain impacts of adopting this new standard.



The new standard requires additional disclosures about the nature, amount, timing and uncertainty of revenue and cash flows from customer contracts, specifically related to disaggregated revenue, contract balances and performance obligations. Additionally, as part of the Company’s implementation of the new standard, the Company implemented new internal controls to address risks associated with applying the five-step model, specifically related to judgments made in connection to performance obligations, estimated standalone selling prices and estimating variable consideration. The Company has also established monitoring controls to identify new sales arrangements and changes in its business environment that could potentially impact its current accounting assessment.



In February 2016, the FASB issued new accounting requirements regarding accounting for leases, which requires an entity to recognize both assets and liabilities arising from financing and operating leases, along with additional qualitative and quantitative disclosures. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within that reporting period, and early adoption is permitted. The Company does not expect the adoption of this standard to have a material impact on its consolidated financial statements.



In August 2016, the FASB issued new accounting guidance regarding the classification of cash receipts and payments in the Statement of Cash Flows.  This guidance is intended to reduce diversity in practice in how certain cash receipts and cash payments are presented and classified in the Consolidated Statement of Cash Flows by providing guidance on eight specific cash flow issues.  The new standard is effective retrospectively on January 1, 2018, with early adoption permitted.

Accounting Standards Adopted

Accounting standards adopted:

In July 2015, the FASB issued an accounting standard on inventory, which simplifies the subsequent measurement of inventory by requiring entities to measure inventory at the lower of cost or net realizable value, except for inventory measured using the last-in, first-out (LIFO) or the retail inventory methods. This standard requires entities to compare the cost of inventory to one measure – net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The standard is effective for the annual period beginning after December 15, 2016 and interim periods within those annual periods, with early adoption permitted, and is to be applied prospectively. The Company adopted this standard in the first quarter of 2017 with no material impact on its consolidated financial statements.

 

In November 2015, the FASB issued an accounting standard on deferred taxes, which removes the requirement to present deferred tax assets and liabilities as current and noncurrent on the balance sheet based on the classification of the related asset or liability, and instead requires classification of all deferred tax assets and liabilities as noncurrent. This guidance will be effective for interim and annual reporting periods beginning after December 15, 2016, and early adoption is permitted. The Company adopted this guidance in the first quarter of 2017 and other than the prescribed classification of all deferred tax assets and liabilities as noncurrent, there was no material impact on its consolidated financial statements.



In March 2016, the FASB issued a new accounting standard that changed certain aspects of accounting for share-based payments to employees, including the accounting for income taxes, forfeitures and statutory withholding requirements, as well as classification in the statement of cash flows. The new standard is effective for annual and interim periods beginning after December 15, 2016. The Company adopted this standard during the first quarter of 2017 with no material impact on our financial condition or results of operations.



In January 2017, the FASB issued new accounting guidance regarding the simplification of the test for goodwill impairment. The new standard eliminates the quantitative goodwill impairment analysis requirement to determine the fair value of individual assets and liabilities of a reporting unit to determine the amount of any goodwill impairment and instead permits an entity to recognize goodwill impairment loss as the excess of a reporting unit’s carrying value over the estimated fair value of the reporting unit, to the extent this amount does not exceed the carrying amount of goodwill. The new guidance continues to allow an entity to perform a qualitative assessment over goodwill impairment indicators in lieu of a quantitative assessment in certain situations. The standard will be effective for annual and interim periods beginning January 1, 2020, with early adoption permitted. The Company adopted this standard during 2017. As noted below in Note 5, the Company analyzed the reporting unit that had the goodwill and also analyzed the Company as a whole, including the Company’s four separate reporting units. Based on this analysis, the Company determined that the book value exceeded the overall fair value of the reporting units and the Company’s overall market value. As a result, the Company recorded a goodwill impairment charge totaling $1,463,000 during the second quarter of 2017.


Summary Of Significant Accounting Policies (Tables)
v3.8.0.1
Summary Of Significant Accounting Policies (Tables)
12 Months Ended
Dec. 31, 2017
Summary Of Significant Accounting Policies [Abstract]  
Schedule Of Warranty



 

 

 

 

 

 



 

 

 

 

 

 



 

Year Ended December 31



 

 

2017

 

 

2016

Beginning balance

 

$

600,000 

 

$

554,000 

Amounts charged to expense

 

 

93,000 

 

 

147,000 

Actual warranty costs paid

 

 

(90,000)

 

 

(101,000)

Ending balance

 

$

603,000 

 

$

600,000 



Components Of Accumulated Other Comprehensive Loss



 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



 

Foreign Currency Translation

 

Unrealized (loss)/gain on securities

 

Accumulated Other Comprehensive Loss

December 31, 2016

 

$

(704,000)

 

$

17,000 

 

$

(687,000)



 

 

 

 

 

 

 

 

 

Net current period change

 

 

79,000 

 

 

(5,000)

 

 

74,000 



 

 

 

 

 

 

 

 

 

December 31, 2017

 

$

(625,000)

 

$

12,000 

 

$

(613,000)



 

 

 

 

 

 

 

 

 




Summary Of Significant Accounting Policies (Narrative) (Details)
v3.8.0.1
Summary Of Significant Accounting Policies (Narrative) (Details)
3 Months Ended 12 Months Ended
Jun. 30, 2017
USD ($)
Dec. 31, 2017
USD ($)
segment
$ / shares
shares
Dec. 31, 2016
USD ($)
shares
Summary Of Significant Accounting Policies [Line Items]      
Number of segments | segment   4  
Money market funds   $ 6,193,000  
Value of the investment in short-term money market funds sought to be preserved (in dollars per share) | $ / shares   $ 1.00  
Depreciation   $ 3,156,000 $ 3,609,000
Product warranty period   5 years  
Foreign currency translation loss     4,238,497
Research and development costs   $ 3,639,000 5,366,000
Dilutive effect   0 $ 0
Impairment charge $ 1,463,000 $ 1,617,389  
Employee Stock Option [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Shares not included in the computation of diluted earnings per share | shares   1,144,159 902,930
Deferred Stock Awards [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Shares not included in the computation of diluted earnings per share | shares   181,224 133,982

Summary Of Significant Accounting Policies (Schedule Of Warranty) (Details)
v3.8.0.1
Summary Of Significant Accounting Policies (Schedule Of Warranty) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Summary Of Significant Accounting Policies [Abstract]    
Beginning balance $ 600 $ 554
Amounts charged to expense 93 147
Actual warranty costs paid (90) (101)
Ending balance $ 603 $ 600

Summary Of Significant Accounting Policies (Components Of Accumulated Other Comprehensive Loss) (Details)
v3.8.0.1
Summary Of Significant Accounting Policies (Components Of Accumulated Other Comprehensive Loss) (Details)
12 Months Ended
Dec. 31, 2017
USD ($)
Accumulated Other Comprehensive Income (Loss) [Line Items]  
BALANCE $ 61,632,692
BALANCE 49,170,727
Foreign Currency Translation [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
BALANCE (704,000)
Net current period change 79,000
BALANCE (625,000)
Unrealized (Loss)/Gain On Securities [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
BALANCE 17,000
Net current period change (5,000)
BALANCE 12,000
Accumulated Other Comprehensive Income (Loss) [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
BALANCE (686,661)
Net current period change 74,000
BALANCE $ (613,379)

Cash Equivalents And Investments
v3.8.0.1
Cash Equivalents And Investments
12 Months Ended
Dec. 31, 2017
Cash Equivalents And Investments [Abstract]  
Cash Equivalents And Investments

NOTE 2 –CASH EQUIVALENTS AND INVESTMENTS



The following tables show the Company’s cash equivalents and available-for-sale securities’ amortized cost, gross unrealized gains, gross unrealized losses and fair value by significant investment category recorded as cash equivalents or short and long term investments as of December 31, 2017 and December 31, 2016:







 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2017



Amortized Cost

 

Gross Unrealized Gains

 

Gross Unrealized Losses

 

Fair Value

 

Cash Equivalents

 

Short-Term Investments

 

Long-Term Investments



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money Market funds

$

6,193,000 

 

$

 -

 

$

 -

 

$

6,193,000 

 

$

6,193,000 

 

$

 -

 

$

 -

Subtotal

 

6,193,000 

 

 

 -

 

 

 -

 

 

6,193,000 

 

 

6,193,000 

 

 

 -

 

 

 -



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial Paper

 

997,000 

 

 

 -

 

 

 -

 

 

997,000 

 

 

 -

 

 

997,000 

 

 

 -

Corporate Notes/Bonds

 

4,545,000 

 

 

 -

 

 

(1,000)

 

 

4,544,000 

 

 

 -

 

 

4,544,000 

 

 

 -

Subtotal

 

5,542,000 

 

 

 -

 

 

(1,000)

 

 

5,541,000 

 

 

 -

 

 

5,541,000 

 

 

 -



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

$

11,735,000 

 

$

 -

 

$

(1,000)

 

$

11,734,000 

 

$

6,193,000 

 

$

5,541,000 

 

$

 -



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016



Amortized Cost

 

Gross Unrealized Gains

 

Gross Unrealized Losses

 

Fair Value

 

Cash Equivalents

 

Short-Term Investments

 

Long-Term Investments



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money Market funds

$

3,851,000 

 

$

 -

 

$

 -

 

$

3,851,000 

 

$

3,851,000 

 

$

 -

 

$

 -

Subtotal

 

3,851,000 

 

 

 -

 

 

 -

 

 

3,851,000 

 

 

3,851,000 

 

 

 -

 

 

 -



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Certificates of deposit

 

4,291,000 

 

 

4,000 

 

 

(1,000)

 

 

4,294,000 

 

 

 -

 

 

4,294,000 

 

 

 -

Corporate Notes/Bonds

 

1,511,000 

 

 

 -

 

 

 -

 

 

1,511,000 

 

 

 -

 

 

1,511,000 

 

 

 -

Subtotal

 

5,802,000 

 

 

4,000 

 

 

(1,000)

 

 

5,805,000 

 

 

 -

 

 

5,805,000 

 

 

 -



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

$

9,653,000 

 

$

4,000 

 

$

(1,000)

 

$

9,656,000 

 

$

3,851,000 

 

$

5,805,000 

 

$

 -





The Company tests for other than temporary losses on a quarterly basis and has considered the unrealized losses indicated above to be temporary in nature. The Company intends to hold the investments until it can recover the full principal amount and has the ability to do so based on other sources of liquidity. The Company expects such recoveries to occur prior to the contractual maturities.  All unrealized losses as of December 31, 2017 were in a continuous unrealized loss position for less than twelve months and are not deemed to be other than temporarily impaired as of December 31, 2017.

The following table summarizes the estimated fair value of our investments, designated as available-for-sale and classified by the contractual maturity date of the securities as of December 31, 2017:  





 

 

 

 

 

 



 

 

 

 

 

 



 

Amortized Cost

 

Estimated Market Value



 

 

 

 

Due within one year

 

$  

5,542,000 

 

$

5,541,000 

Due after one year through five years

 

 

 

 



 

5,542,000 

 

$

5,541,000 



The Company did not recognize any gross realized gains or gross realized losses during the years ending December 31, 2017 and 2016, respectively. If the Company had realized gains or losses, they would be included within investment and other income in the accompanying consolidated statements of loss.


Cash Equivalents And Investments (Tables)
v3.8.0.1
Cash Equivalents And Investments (Tables)
12 Months Ended
Dec. 31, 2017
Cash Equivalents And Investments [Abstract]  
Schedule Of Cash Equivalents And Available-For-Sale Securities



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2017



Amortized Cost

 

Gross Unrealized Gains

 

Gross Unrealized Losses

 

Fair Value

 

Cash Equivalents

 

Short-Term Investments

 

Long-Term Investments



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money Market funds

$

6,193,000 

 

$

 -

 

$

 -

 

$

6,193,000 

 

$

6,193,000 

 

$

 -

 

$

 -

Subtotal

 

6,193,000 

 

 

 -

 

 

 -

 

 

6,193,000 

 

 

6,193,000 

 

 

 -

 

 

 -



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial Paper

 

997,000 

 

 

 -

 

 

 -

 

 

997,000 

 

 

 -

 

 

997,000 

 

 

 -

Corporate Notes/Bonds

 

4,545,000 

 

 

 -

 

 

(1,000)

 

 

4,544,000 

 

 

 -

 

 

4,544,000 

 

 

 -

Subtotal

 

5,542,000 

 

 

 -

 

 

(1,000)

 

 

5,541,000 

 

 

 -

 

 

5,541,000 

 

 

 -



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

$

11,735,000 

 

$

 -

 

$

(1,000)

 

$

11,734,000 

 

$

6,193,000 

 

$

5,541,000 

 

$

 -



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016



Amortized Cost

 

Gross Unrealized Gains

 

Gross Unrealized Losses

 

Fair Value

 

Cash Equivalents

 

Short-Term Investments

 

Long-Term Investments



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money Market funds

$

3,851,000 

 

$

 -

 

$

 -

 

$

3,851,000 

 

$

3,851,000 

 

$

 -

 

$

 -

Subtotal

 

3,851,000 

 

 

 -

 

 

 -

 

 

3,851,000 

 

 

3,851,000 

 

 

 -

 

 

 -



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Certificates of deposit

 

4,291,000 

 

 

4,000 

 

 

(1,000)

 

 

4,294,000 

 

 

 -

 

 

4,294,000 

 

 

 -

Corporate Notes/Bonds

 

1,511,000 

 

 

 -

 

 

 -

 

 

1,511,000 

 

 

 -

 

 

1,511,000 

 

 

 -

Subtotal

 

5,802,000 

 

 

4,000 

 

 

(1,000)

 

 

5,805,000 

 

 

 -

 

 

5,805,000 

 

 

 -



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

$

9,653,000 

 

$

4,000 

 

$

(1,000)

 

$

9,656,000 

 

$

3,851,000 

 

$

5,805,000 

 

$

 -



Schedule Of Estimated Fair Value Of Available-For-Sale Securities



 

 

 

 

 

 



 

 

 

 

 

 



 

Amortized Cost

 

Estimated Market Value



 

 

 

 

Due within one year

 

$  

5,542,000 

 

$

5,541,000 

Due after one year through five years

 

 

 

 



 

5,542,000 

 

$

5,541,000 




Cash Equivalents And Investments (Narrative) (Details)
v3.8.0.1
Cash Equivalents And Investments (Narrative) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Cash Equivalents And Investments [Abstract]    
Gross realized gains (losses) $ 0 $ 0

Cash Equivalents And Investments (Schedule Of Cash Equivalents And Available-For-Sale Securities) (Details)
v3.8.0.1
Cash Equivalents And Investments (Schedule Of Cash Equivalents And Available-For-Sale Securities) (Details) - USD ($)
Dec. 31, 2017
Dec. 31, 2016
Schedule of Available-for-sale Securities [Line Items]    
Amortized Cost $ 11,735,000 $ 9,653,000
Gross Unrealized Gains   4,000
Gross Unrealized Losses (1,000) (1,000)
Fair Value 11,734,000 9,656,000
Cash Equivalents 6,193,000 3,851,000
Short-Term Investments 5,540,744 5,805,276
Long-Term Investments
Cash Equivalents [Member]    
Schedule of Available-for-sale Securities [Line Items]    
Amortized Cost 6,193,000 3,851,000
Fair Value 6,193,000 3,851,000
Cash Equivalents 6,193,000 3,851,000
Cash Equivalents [Member] | Money Market Funds [Member]    
Schedule of Available-for-sale Securities [Line Items]    
Amortized Cost 6,193,000 3,851,000
Fair Value 6,193,000 3,851,000
Cash Equivalents 6,193,000 3,851,000
Investments [Member]    
Schedule of Available-for-sale Securities [Line Items]    
Amortized Cost 5,542,000 5,802,000
Gross Unrealized Gains   4,000
Gross Unrealized Losses (1,000) (1,000)
Fair Value 5,541,000 5,805,000
Short-Term Investments 5,541,000 5,805,000
Investments [Member] | Certificates Of Deposit [Member]    
Schedule of Available-for-sale Securities [Line Items]    
Amortized Cost   4,291,000
Gross Unrealized Gains   4,000
Gross Unrealized Losses   (1,000)
Fair Value   4,294,000
Short-Term Investments   4,294,000
Investments [Member] | Commercial Paper [Member]    
Schedule of Available-for-sale Securities [Line Items]    
Amortized Cost 997,000  
Fair Value 997,000  
Short-Term Investments 997,000  
Investments [Member] | Corporate Notes/Bonds [Member]    
Schedule of Available-for-sale Securities [Line Items]    
Amortized Cost 4,545,000 1,511,000
Gross Unrealized Losses (1,000)  
Fair Value 4,544,000 1,511,000
Short-Term Investments $ 4,544,000 $ 1,511,000

Cash Equivalents And Investments (Schedule Of Estimated Fair Value Of Available-For-Sale Securities) (Details)
v3.8.0.1
Cash Equivalents And Investments (Schedule Of Estimated Fair Value Of Available-For-Sale Securities) (Details) - USD ($)
Dec. 31, 2017
Dec. 31, 2016
Schedule of Available-for-sale Securities [Line Items]    
Estimated Market Value $ 11,734,000 $ 9,656,000
Investments [Member]    
Schedule of Available-for-sale Securities [Line Items]    
Amortized Cost, Due within one year 5,542,000  
Amortized Cost, Due after one year through five years 0  
Amortized Cost 5,542,000  
Estimated Market Value, Due within one year 5,541,000  
Estimated Market Value, Due after one year through five years 0  
Estimated Market Value $ 5,541,000 $ 5,805,000

Inventories
v3.8.0.1
Inventories
12 Months Ended
Dec. 31, 2017
Inventories [Abstract]  
Inventories

NOTE 3 - INVENTORIES



Inventories consist of:



 

 

 

 

 

 



 

 

 

 

 

 



 

December 31



 

2017

 

2016

Finished goods

 

$         

8,056,000 

 

$

12,083,000 

Raw and processed materials

 

 

5,928,000 

 

 

10,122,000 



 

$

13,984,000 

 

$

22,205,000 




Inventories (Tables)
v3.8.0.1
Inventories (Tables)
12 Months Ended
Dec. 31, 2017
Inventories [Abstract]  
Schedule Of Inventories



 

 

 

 

 

 



 

 

 

 

 

 



 

December 31



 

2017

 

2016

Finished goods

 

$         

8,056,000 

 

$

12,083,000 

Raw and processed materials

 

 

5,928,000 

 

 

10,122,000 



 

$

13,984,000 

 

$

22,205,000 




Inventories (Schedule Of Inventories) (Details)
v3.8.0.1
Inventories (Schedule Of Inventories) (Details) - USD ($)
Dec. 31, 2017
Dec. 31, 2016
Inventories [Abstract]    
Finished goods $ 8,056,000 $ 12,083,000
Raw and processed materials 5,928,000 10,122,000
Inventories $ 13,984,428 $ 22,204,902

Property, Plant And Equipment
v3.8.0.1
Property, Plant And Equipment
12 Months Ended
Dec. 31, 2017
Property, Plant And Equipment [Abstract]  
Property, Plant And Equipment

NOTE 4 - PROPERTY, PLANT AND EQUIPMENT



Property, plant and equipment and the estimated useful lives are as follows:





 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 



Estimated

 

December 31



useful life

 

2017

 

2016

Land

 

 

 

 

 

$

2,951,000 

 

$

2,951,000 

Buildings and improvements

3-40 years

 

 

8,867,000 

 

 

9,112,000 

Machinery and equipment

3-15 years

 

 

26,597,000 

 

 

31,394,000 

Furniture and fixtures

3-10 years

 

 

4,174,000 

 

 

4,811,000 

Construction in progress

 

 

 

 

 

 

396,000 

 

 

259,000 



 

 

 

 

 

 

42,985,000 

 

 

48,527,000 

Less accumulated depreciation

 

 

 

 

 

 

(30,360,000)

 

 

(32,807,000)



 

 

 

 

 

$

12,625,000 

 

$

15,720,000 




Property, Plant And Equipment (Tables)
v3.8.0.1
Property, Plant And Equipment (Tables)
12 Months Ended
Dec. 31, 2017
Property, Plant And Equipment [Abstract]  
Schedule Of Property, Plant And Equipment



 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 



Estimated

 

December 31



useful life

 

2017

 

2016

Land

 

 

 

 

 

$

2,951,000 

 

$

2,951,000 

Buildings and improvements

3-40 years

 

 

8,867,000 

 

 

9,112,000 

Machinery and equipment

3-15 years

 

 

26,597,000 

 

 

31,394,000 

Furniture and fixtures

3-10 years

 

 

4,174,000 

 

 

4,811,000 

Construction in progress

 

 

 

 

 

 

396,000 

 

 

259,000 



 

 

 

 

 

 

42,985,000 

 

 

48,527,000 

Less accumulated depreciation

 

 

 

 

 

 

(30,360,000)

 

 

(32,807,000)



 

 

 

 

 

$

12,625,000 

 

$

15,720,000 




Property, Plant And Equipment (Schedule Of Property, Plant And Equipment) (Details)
v3.8.0.1
Property, Plant And Equipment (Schedule Of Property, Plant And Equipment) (Details) - USD ($)
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Property, Plant and Equipment [Line Items]    
Total property, plant and equipment $ 42,985,000 $ 48,527,000
Less accumulated depreciation (30,360,000) (32,807,000)
Property, plant and equipment, net 12,624,730 15,719,403
Land [Member]    
Property, Plant and Equipment [Line Items]    
Total property, plant and equipment 2,951,000 2,951,000
Buildings And Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Total property, plant and equipment 8,867,000 9,112,000
Machinery And Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Total property, plant and equipment 26,597,000 31,394,000
Furniture And Fixtures [Member]    
Property, Plant and Equipment [Line Items]    
Total property, plant and equipment 4,174,000 4,811,000
Construction In Progress [Member]    
Property, Plant and Equipment [Line Items]    
Total property, plant and equipment $ 396,000 $ 259,000
Minimum [Member] | Buildings And Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Estimated useful life 3 years  
Minimum [Member] | Machinery And Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Estimated useful life 3 years  
Minimum [Member] | Furniture And Fixtures [Member]    
Property, Plant and Equipment [Line Items]    
Estimated useful life 3 years  
Maximum [Member] | Buildings And Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Estimated useful life 40 years  
Maximum [Member] | Machinery And Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Estimated useful life 15 years  
Maximum [Member] | Furniture And Fixtures [Member]    
Property, Plant and Equipment [Line Items]    
Estimated useful life 10 years  

Goodwill And Intangible Assets
v3.8.0.1
Goodwill And Intangible Assets
12 Months Ended
Dec. 31, 2017
Goodwill And Intangible Assets [Abstract]  
Goodwill And Intangible Assets

NOTE 5  –GOODWILL AND INTANGIBLE ASSETS

Goodwill is required to be evaluated for impairment on an annual basis and between annual tests upon the occurrence of certain events or circumstances. In January 2017, the FASB issued new accounting guidance simplifying the goodwill impairment test. The new standard eliminates the quantitative goodwill impairment analysis requirement to determine the fair value of individual assets and liabilities of a reporting unit to determine the amount of any goodwill impairment and instead permits an entity to recognize goodwill impairment loss as the excess of a reporting unit’s carrying value over the estimated fair value of the reporting unit, to the extent this amount does not exceed the carrying amount of goodwill. The Company chose to adopt this standard early for the annual impairment analysis in 2017. The Company performed the first step of the previous two-step process, which requires that the fair value of the reporting unit be compared to its book value including goodwill. If the fair value is higher than the book value, no impairment is recognized. If the fair value is lower than the book value, an impairment adjustment must be recorded.



The Company performs its annual impairment analysis as of April 1 each year. The Company analyzed the reporting unit that had the goodwill and also analyzed the Company as a whole, including the Company’s four separate reporting units. Although JDL Technologies had been profitable for the prior eight quarters, the cyclical and unpredictable nature of revenues from its education sector raised issues in forecasting cash flows in future quarters used to estimate the reporting unit’s fair value. Based on this analysis of comparing the fair value of each reporting unit to the book value, and comparing the Company’s overall book value with its market capitalization, the Company determined that the book value exceeded the overall fair value of the reporting units as well as the Company’s overall market value. As a result, the Company recorded a goodwill impairment charge totaling $1,463,000 during the second quarter of 2017.



The changes in the carrying amount of goodwill for the year ended December 31, 2017 by segment are as follows:









 

 

 



 

 

 



 

JDL Technologies



 

 

 

January 1, 2017

 

$

1,463,000 



 

 

 

Impairment loss

 

 

(1,463,000)



 

 

 

December 31, 2017

 

$

 -



 

 

 

Gross goodwill

 

 

1,463,000 

Accumulated impairment loss

 

 

(1,463,000)

Balance at December 31, 2017

 

$

 -



As part of the overall annual impairment analysis noted above, the Company also reviewed other intangible assets for potential impairment. Based on this analysis, the Company deemed the intangible assets at Net2Edge related to customer relationships to be impaired and recorded a $154,000 impairment loss during the second quarter of 2017.



The Company’s identifiable intangible assets with finite lives are being amortized over their estimated useful lives and are included within other assets in the consolidated balance sheets and were as follows:





 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



 

 

December 31, 2017



 

 

Gross Carrying Amount

 

Accumulated Amortization

 

Impairment Loss

 

Foreign Currency Translation

 

Net



 

 

 

 

 

 

 

 

 

 

 

Trademarks

 

$

98,000 

$

(66,000)

$

 -

$

(15,000)

$

17,000 

Customer relationships

 

 

491,000 

 

(230,000)

 

(154,000)

 

(107,000)

 

 -

Technology

 

 

229,000 

 

(189,000)

 

 -

 

(40,000)

 

 -



 

$

818,000 

$

(485,000)

$

(154,000)

$

(162,000)

$

17,000 



 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



 

 

December 31, 2016



 

 

Gross Carrying Amount

 

Accumulated Amortization

 

Impairment Loss

 

Foreign Currency Translation

 

Net



 

 

 

 

 

 

 

 

 

 

 

Trademarks

 

$

91,000 

$

(50,000)

$

 -

$

(20,000)

$

21,000 

Customer relationships

 

 

491,000 

 

(200,000)

 

 -

 

(122,000)

 

169,000 

Technology

 

 

229,000 

 

(172,000)

 

 -

 

(57,000)

 

 -



 

$

811,000 

$

(422,000)

$

 -

$

(199,000)

$

190,000 



 

 

 

 

 

 

 

 

 

 

 



Amortization expense on these identifiable intangible assets was $30,000 and  $74,000 in 2017 and 2016, respectively. The amortization expense is included in selling, general and administrative expenses. The estimated future amortization expense for identifiable intangible assets during the next five fiscal years is as follows:







 

 

 



 

 

 

Year Ending December 31:

 

 

 

2018

 

$  

7,000 

2019

 

 

2,000 

2020

 

 

2,000 

2021

 

 

2,000 

2022

 

 

2,000 




Goodwill And Intangible Assets (Tables)
v3.8.0.1
Goodwill And Intangible Assets (Tables)
12 Months Ended
Dec. 31, 2017
Goodwill And Intangible Assets [Abstract]  
Schedule Of Changes In Carrying Amount Of Goodwill



 

 

 



 

 

 



 

JDL Technologies



 

 

 

January 1, 2017

 

$

1,463,000 



 

 

 

Impairment loss

 

 

(1,463,000)



 

 

 

December 31, 2017

 

$

 -



 

 

 

Gross goodwill

 

 

1,463,000 

Accumulated impairment loss

 

 

(1,463,000)

Balance at December 31, 2017

 

$

 -



Schedule Of Finite-Lived Intangible Assets



 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



 

 

December 31, 2017



 

 

Gross Carrying Amount

 

Accumulated Amortization

 

Impairment Loss

 

Foreign Currency Translation

 

Net



 

 

 

 

 

 

 

 

 

 

 

Trademarks

 

$

98,000 

$

(66,000)

$

 -

$

(15,000)

$

17,000 

Customer relationships

 

 

491,000 

 

(230,000)

 

(154,000)

 

(107,000)

 

 -

Technology

 

 

229,000 

 

(189,000)

 

 -

 

(40,000)

 

 -



 

$

818,000 

$

(485,000)

$

(154,000)

$

(162,000)

$

17,000 



 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



 

 

December 31, 2016



 

 

Gross Carrying Amount

 

Accumulated Amortization

 

Impairment Loss

 

Foreign Currency Translation

 

Net



 

 

 

 

 

 

 

 

 

 

 

Trademarks

 

$

91,000 

$

(50,000)

$

 -

$

(20,000)

$

21,000 

Customer relationships

 

 

491,000 

 

(200,000)

 

 -

 

(122,000)

 

169,000 

Technology

 

 

229,000 

 

(172,000)

 

 -

 

(57,000)

 

 -



 

$

811,000 

$

(422,000)

$

 -

$

(199,000)

$

190,000 



 

 

 

 

 

 

 

 

 

 

 



Schedule Of Estimated Future Amortization Expense



 

 

 



 

 

 

Year Ending December 31:

 

 

 

2018

 

$  

7,000 

2019

 

 

2,000 

2020

 

 

2,000 

2021

 

 

2,000 

2022

 

 

2,000 




Goodwill And Intangible Assets (Narrative) (Details)
v3.8.0.1
Goodwill And Intangible Assets (Narrative) (Details) - USD ($)
3 Months Ended 12 Months Ended
Jun. 30, 2017
Dec. 31, 2017
Dec. 31, 2016
Goodwill And Intangible Assets [Abstract]      
Impairment charge $ 1,463,000 $ 1,617,389  
Impairment of intangible assets $ 154,000    
Amortization expense   $ 30,000 $ 74,000

Goodwill And Intangible Assets (Schedule Of Changes In Carrying Amount Of Goodwill - Roll Forward) (Details)
v3.8.0.1
Goodwill And Intangible Assets (Schedule Of Changes In Carrying Amount Of Goodwill - Roll Forward) (Details) - USD ($)
3 Months Ended 12 Months Ended
Jun. 30, 2017
Dec. 31, 2017
Goodwill [Line Items]    
January 1, 2017   $ 1,462,503
Impairment loss $ (1,463,000) (1,617,389)
JDL Technologies [Member]    
Goodwill [Line Items]    
January 1, 2017   1,463,000
Impairment loss   (1,463,000)
December 31, 2017  

Goodwill And Intangible Assets (Schedule Of Changes In Carrying Amount Of Goodwill - Impaired, Accumulated Impairment Loss) (Details)
v3.8.0.1
Goodwill And Intangible Assets (Schedule Of Changes In Carrying Amount Of Goodwill - Impaired, Accumulated Impairment Loss) (Details) - USD ($)
Dec. 31, 2017
Dec. 31, 2016
Goodwill [Line Items]    
Balance at December 31, 2017   $ 1,462,503
JDL Technologies [Member]    
Goodwill [Line Items]    
Gross goodwill $ 1,463,000  
Accumulated impairment loss (1,463,000)  
Balance at December 31, 2017 $ 1,463,000

Goodwill And Intangible Assets (Schedule Of Finite-Lived Intangible Assets) (Details)
v3.8.0.1
Goodwill And Intangible Assets (Schedule Of Finite-Lived Intangible Assets) (Details) - USD ($)
Dec. 31, 2017
Dec. 31, 2016
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 818,000 $ 811,000
Accumulated Amortization (485,000) (422,000)
Impairment loss (154,000)
Foreign Currency (162,000) (199,000)
Net 17,000 190,000
Trademarks [Member]    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 98,000 91,000
Accumulated Amortization (66,000) (50,000)
Impairment loss
Foreign Currency (15,000) (20,000)
Net 17,000 21,000
Customer [Member]    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 491,000 491,000
Accumulated Amortization (230,000) (200,000)
Impairment loss (154,000)
Foreign Currency (107,000) (122,000)
Net 169,000
Technology [Member]    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 229,000 229,000
Accumulated Amortization (189,000) (172,000)
Impairment loss
Foreign Currency (40,000) (57,000)
Net

Goodwill And Intangible Assets (Schedule Of Estimated Future Amortization Expense) (Details)
v3.8.0.1
Goodwill And Intangible Assets (Schedule Of Estimated Future Amortization Expense) (Details)
$ in Thousands
Dec. 31, 2017
USD ($)
Goodwill And Intangible Assets [Abstract]  
2018 $ 7
2019 2
2020 2
2021 2
2022 $ 2

Employee Retirement Benefits
v3.8.0.1
Employee Retirement Benefits
12 Months Ended
Dec. 31, 2017
Employee Retirement Benefits [Abstract]  
Employee Retirement Benefits

NOTE 6 - EMPLOYEE RETIREMENT BENEFITS



The Company has an Employee Savings Plan (401(k)) and matches a percentage of employee contributions up to six percent of compensation.  Contributions to the plan in 2017 and 2016 were $450,000 and $554,000, respectively.



The Company’s U.K.-based subsidiary Austin Taylor maintained a defined benefit pension plan for its employees through March 31, 2016. The Company does not provide any other post-retirement benefits to its employees.  

Components of the Company’s net periodic pension (benefit) cost are:





 

 

 

 



 

 

 

 



 

 

2016

 

Service cost

 

$

 -

 

Interest cost

 

 

26,000 

 

Expected return on assets

 

 

(24,000)

 

Plan settlement costs

 

 

(43,000)

 

Amortization of prior service cost

 

 

 -

 

Net periodic pension (benefit) cost

 

$

(41,000)

 





The Company settled all its obligations under the Austin Taylor pension plan in the first quarter of 2016. The Company had contributed $650,000 toward the settlement of the pension into annuities in 2015, which resulted in the recognition of $1,222,000 of pension settlement costs in the income statement in the fourth quarter of 2015.  The Company contributed an additional $68,000 toward the settlement in the first quarter of 2016, which resulted in a benefit of $43,000 recorded within operating expenses.  As a result of the final settlement of all of its pension obligations, in the first quarter of 2016, the Company recorded $4,148,000 in pension liability adjustment gains previously recorded in accumulated other comprehensive income within operating expenses in the consolidated statement of income.


Employee Retirement Benefits (Tables)
v3.8.0.1
Employee Retirement Benefits (Tables)
12 Months Ended
Dec. 31, 2017
Employee Retirement Benefits [Abstract]  
Summary Of Components Of Net Periodic (Benefit) Cost



 

 

 

 



 

 

 

 



 

 

2016

 

Service cost

 

$

 -

 

Interest cost

 

 

26,000 

 

Expected return on assets

 

 

(24,000)

 

Plan settlement costs

 

 

(43,000)

 

Amortization of prior service cost

 

 

 -

 

Net periodic pension (benefit) cost

 

$

(41,000)

 




Employee Retirement Benefits (Narrative) (Details)
v3.8.0.1
Employee Retirement Benefits (Narrative) (Details) - USD ($)
3 Months Ended 12 Months Ended
Mar. 31, 2016
Dec. 31, 2015
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Defined Benefit Plan Disclosure [Line Items]          
Contributions to the plan     $ 450,000 $ 554,000  
Pension liability adjustment gains $ 4,148,000     (4,147,836)  
Maximum matching percentage by employer     6.00%    
Austin Taylor Pension Plan [Member]          
Defined Benefit Plan Disclosure [Line Items]          
Contributions to the plan 68,000       $ 650,000
Pension settlement costs $ 43,000 $ 1,222,000   $ 43,000  

Employee Retirement Benefits (Summary Of Components Of Net Periodic (Benefit) Cost) (Details)
v3.8.0.1
Employee Retirement Benefits (Summary Of Components Of Net Periodic (Benefit) Cost) (Details) - Austin Taylor Pension Plan [Member] - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Mar. 31, 2016
Dec. 31, 2015
Dec. 31, 2016
Defined Benefit Plan Disclosure [Line Items]      
Service cost    
Interest cost     26
Expected return on assets     (24)
Plan settement costs $ (43) $ (1,222) (43)
Amortization of prior service cost    
Net periodic pension (benefit) cost     $ (41)

Commitments And Contingencies
v3.8.0.1
Commitments And Contingencies
12 Months Ended
Dec. 31, 2017
Commitments And Contingencies [Abstract]  
Commitments And Contingencies

NOTE 7 – COMMITMENTS AND CONTINGENCIES



Operating leases:  The Company leases land, buildings and equipment under operating leases with original terms from 1 to 5 years.  Total rent expense was $474,000 and $620,000 in 2017 and 2016, respectively.  At December 31, 2017, the Company was obligated under non-cancelable operating leases to make minimum annual future lease payments as follows:





 

 

 



 

 

 

Year Ending December 31:

 

 

 

2018

 

$  

210,000 

2019

 

 

112,000 

2020

 

 

91,000 

2021

 

 

91,000 

2022

 

 

91,000 

Thereafter

 

 

402,000 



 

997,000 



Long-term debt:  The mortgage on the Company’s headquarters building was payable in monthly installments and carried an interest rate of 6.83%.  The mortgage matured on March 1, 2016 and the Company made payments totaling $104,000 in the first quarter of 2016 to fully settle the liability. The mortgage was secured by the building.



Line of credit:  The Company has a $15,000,000 credit facility from Wells Fargo Bank.  The Company had no outstanding borrowings against the credit facility at December 31, 2017 and 2016.  Due to the revolving nature of loans under our credit facility, additional borrowings and periodic repayments and re-borrowings may be made until the maturity date. The total amount available for borrowings under this credit facility at December 31, 2017 was $10,080,000, based on the borrowing base calculation. Interest on borrowings on the credit facility is at LIBOR plus 2.0% (3.6% at December 31, 2017). The credit agreement expires August 12, 2021 and is secured by assets of the Company. The credit agreement contains financial covenants including a minimum liquidity balance of $10,000,000. Liquidity is defined as the sum of unrestricted cash, marketable securities and the availability on the line of credit.

As of December 31, 2017, the Company had no other material commitments (either cancelable or non-cancelable) for capital expenditures or other purchase commitments related to ongoing operations.



Long-term compensation plans:  The Company has a long term incentive plan that provides long-term competitive compensation to enable the Company to attract and retain qualified executive talent and to reward employees for achieving goals and improving company performance. The plan provides grants of “performance units” made at the beginning of performance periods and paid at the end of the period if performance goals are met. Awards were previously made every other year and are paid following the end of the cycle with annual vesting.  Payment in the case of retirement, disability or death will be on a pro rata basis.  The Company recognized (income)/expense of  $(5,000) and $16,000 in 2017 and 2016, respectively.  Accrual balances for long-term compensation plans at December 31, 2017 and 2016 were $11,000 and $16,000, respectively. There were no award payouts in 2017 and 2016. Awards for 2015 to 2017 cycles will be paid out 100% in stock. Awards under the 2016 to 2018 and 2017 to 2019 plans will be paid out 50% in cash and 50% in stock. The stock portion of these awards are treated as equity plans and included within the Stock Compensation footnote within the Deferred Stock Outstanding section below.



Other contingencies:  In the ordinary course of business, the Company is exposed to legal actions and claims and incurs costs to defend against these actions and claims.  Company management is not aware of any outstanding or pending legal actions or claims that would materially affect the Company’s financial position, results of operations, or cash flows.


Commitments And Contingencies (Tables)
v3.8.0.1
Commitments And Contingencies (Tables)
12 Months Ended
Dec. 31, 2017
Commitments And Contingencies [Abstract]  
Minimum Future Lease Payments



 

 

 



 

 

 

Year Ending December 31:

 

 

 

2018

 

$  

210,000 

2019

 

 

112,000 

2020

 

 

91,000 

2021

 

 

91,000 

2022

 

 

91,000 

Thereafter

 

 

402,000 



 

997,000 




Commitments And Contingencies (Narrative) (Details)
v3.8.0.1
Commitments And Contingencies (Narrative) (Details) - USD ($)
3 Months Ended 12 Months Ended
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Commitments and Contingencies [Line Items]      
Rent expense   $ 474,000 $ 620,000
(Income) expense for long-term compensation plan   (5,000) 16,000
Accrual for long-term compensation plans   11,000 16,000
Performance Units [Member]      
Commitments and Contingencies [Line Items]      
Award payouts, cash   $ 0 0
Mortgage [Member]      
Commitments and Contingencies [Line Items]      
Interest rate   6.83%  
Payment to settle mortgage $ 104,000    
Line of Credit [Member]      
Commitments and Contingencies [Line Items]      
Line of credit, amount outstanding   $ 0 $ 0
Line of credit, maximum borrowing capacity   15,000,000  
Line of credit, remaining borrowing capacity   $ 10,080,000  
Line of credit, basis spread on variable rate   2.00%  
Line of credit facility, interest rate at period end   3.60%  
Line of credit, expiration date   Aug. 12, 2021  
Long-Term Compensation Plan [Member]      
Commitments and Contingencies [Line Items]      
Award payouts, stock   0 0
Long-Term Compensation Plan [Member] | 2015 to 2017 [Member] | Performance Units [Member]      
Commitments and Contingencies [Line Items]      
Percentage paid out in stock   100.00%  
Long-Term Compensation Plan [Member] | 2016 to 2018 and 2017 to 2019 [Member] | Performance Units [Member]      
Commitments and Contingencies [Line Items]      
Percentage paid out in stock   50.00%  
Percentage paid out in cash   50.00%  
Maximum [Member]      
Commitments and Contingencies [Line Items]      
Operating lease terms   5 years  
Minimum [Member]      
Commitments and Contingencies [Line Items]      
Operating lease terms   1 year  
Minimum [Member] | Line of Credit [Member]      
Commitments and Contingencies [Line Items]      
Line of credit, covenant, liquidity requirement   $ 10,000,000  

Commitments And Contingencies (Minimum Future Lease Payments) (Details)
v3.8.0.1
Commitments And Contingencies (Minimum Future Lease Payments) (Details)
$ in Thousands
Dec. 31, 2017
USD ($)
Commitments And Contingencies [Abstract]  
2018 $ 210
2019 112
2020 91
2021 91
2022 91
Thereafter 402
Total minimum future lease payments $ 997

Stock Compensation
v3.8.0.1
Stock Compensation
12 Months Ended
Dec. 31, 2017
Stock Compensation [Abstract]  
Stock Compensation

NOTE 8 – STOCK COMPENSATION



2011 Executive Incentive Compensation Plan



On March 28, 2011 the Board adopted and on May 19, 2011 the Company’s shareholders approved the Company’s 2011 Executive Incentive Compensation Plan (“2011 Incentive Plan”). The 2011 Incentive Plan authorizes incentive awards to officers, key employees and non-employee directors in the form of options (incentive and non-qualified), stock appreciation rights, restricted stock, restricted stock units, performance stock units (“deferred stock”), performance cash units, and other awards in stock, cash, or a combination of stock and cash. The 2011 Incentive Plan, as amended, allows the issuance of up to 2,000,000 shares of common stock.    



During 2017, stock options covering 288,186 shares were awarded to key executive employees and non-employee directors, which options expire seven years from the date of award and generally vest 25% each year beginning one year after the date of award.  The Company also granted deferred stock awards of 90,789 shares to key employees during 2017 under the Company’s long-term incentive plan for the 2017 to 2019 period. The actual number of shares of deferred stock, if any, that are ultimately earned by the respective employees will be determined based on achievement against performance goals for each of the three years ending December 31, 2019 and the shares earned will be issued in the first quarter of 2020 to those key employees still with the Company at that time.    



At December 31, 2017,  165,054 shares have been issued under the 2011 Incentive Plan, 1,315,294 shares are subject to currently outstanding options, deferred stock awards, and unvested restricted stock units, and 519,652 shares remained available for future issuance under the 2011 Incentive Plan.



Stock Option Plan for Directors



Shares of common stock are reserved for issuance to non-employee directors under options granted by the Company prior to 2011 under its Stock Option Plan for Non-Employee Directors (the “Director Plan”).  Under the Director Plan nonqualified stock options to acquire 3,000 shares of common stock were automatically granted to each non-employee director concurrent with annual meetings of shareholders in 2010 and earlier years and vested immediately. The exercise price of options granted was the fair market value of the common stock on the date of the respective shareholder meetings.  Options granted under the Director Plan expire 10 years from date of grant. No options have been granted under the Director Plan since 2011 when the Company amended the Director Plan to prohibit future option grants. As of December 31, 2017, there were 51,000 shares subject to outstanding options under the Director Plan.



1992 Stock Plan



Under the Company’s 1992 Stock Plan (“the Stock Plan”), shares of common stock may be issued pursuant to stock options, restricted stock or deferred stock grants to officers and key employees. Exercise prices of stock options under the Stock Plan cannot be less than fair market value of the stock on the date of grant. Rules and conditions governing awards of stock options, restricted stock and deferred stock are determined by the Compensation Committee of the Board of Directors, subject to certain limitations in the Stock Plan. The Company amended the Stock Plan in 2011 to prohibit future equity awards. At December 31, 2017, after reserving for stock options and deferred stock awards described in the two preceding paragraphs and adjusting for forfeitures and issuances during the year, there were 10,230 shares reserved for issuance under the Stock Plan. The Company has not awarded stock options or deferred stock under the Stock Plan since 2011.



Stock Options Outstanding



The following table summarizes changes in the number of outstanding stock options under the Director Plan, Stock Plan and the 2011 Incentive Plan during the two years ended December 31, 2017





 

 

 

 

 

 

 



 

 

 

 

 

 

 



 

 

Weighted average

 

Weighted average



 

 

exercise price

 

remaining



Options

 

per share

 

contractual term

Outstanding – December 31, 2015

721,924 

 

$

 

11.70 

 

4.89 years

Awarded

325,968 

 

 

 

6.66 

 

 

Exercised

 -

 

 

 

 -

 

 

Forfeited

(124,962)

 

 

 

10.39 

 

 

Outstanding – December 31, 2016

922,930 

 

$

 

10.10 

 

4.9 years

Awarded

288,186 

 

 

 

4.35 

 

 

Exercised

 -

 

 

 

 -

 

 

Forfeited

(38,457)

 

 

 

11.61 

 

 

Outstanding – December 31, 2017

1,172,659 

 

 

 

8.63 

 

4.55 years



 

 

 

 

 

 

 

Exercisable at December 31, 2017

674,186 

 

$

 

10.46 

 

3.74 years

Expected to vest December 31, 2017

1,172,659 

 

 

 

8.63 

 

4.55 years



The fair value of awards issued under the Company’s stock option plan is estimated at grant date using the Black-Scholes option-pricing model.  The following table displays the assumptions used in the model.





 

 

 

 

 



 

 

 

 

 



Year Ended December 31

 

 



2017

 

2016

 

 

Expected volatility

30.4% 

 

29.5% 

 

 

Risk free interest rate

2.0% 

 

1.5% 

 

 

Expected holding period

6 years

 

6 years

 

 

Dividend yield

3.7% 

 

9.1% 

 

 



Total unrecognized compensation expense was $190,000 as of December 31, 2017, which is expected to be recognized over the next 2.3 years.  The aggregate intrinsic value of all outstanding options, exercisable options, and options expected to vest (the amount by which the market price of the stock on the last day of the period exceeded the market price of the stock on the date of grant) was $0 based on the Company’s stock price at December 31, 2017.  The intrinsic value of options exercised during the year was $0 in 2017 and 2016.  Net cash proceeds from the exercise of all stock options were $0 for 2017 and 2016. There were no stock options exercised in 2017. The following table summarizes the status of stock options outstanding at December 31, 2017:





 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



 

 

 

 

Weighted Average

 

Weighted



 

 

 

 

Remaining

 

Average

Range of Exercise Prices

 

 

Shares

 

Option Life

 

Exercise Price

$3.72 to $5.24

 

 

288,186 

 

6.3 years

 

$

4.35 

$5.25 to $7.49

 

 

289,200 

 

5.3 years

 

 

6.61 

$7.50 to $9.74

 

 

18,000 

 

1.4 years

 

 

9.73 

$9.75 to $11.99

 

 

439,833 

 

3.6 years

 

 

11.34 

$12.00 to $14.15

 

 

137,440 

 

2.7 years

 

 

13.08 



The Company receives an income tax benefit related to the gains received by officers and key employees who make disqualifying dispositions of stock received on exercise of qualified incentive stock options and on non-qualified options.  The amount of tax benefit received by the Company was $0 and  $0 in 2017 and 2016, respectively.  The tax benefit amounts have been credited to additional paid-in capital.



Deferred Stock Outstanding



The following table summarizes the changes in the number of deferred stock shares under the Stock Plan and 2011 Incentive Plan over the period from December 31, 2015 to December 31, 2017:





 

 

 

 

 

 



 

 

 

 

 

 



 

 

 

 

Weighted Average



 

 

 

 

Grant Date



 

 

Shares

 

Fair Value

Outstanding – December 31, 2015

 

 

126,427 

 

$

11.73 

Granted

 

 

102,161 

 

 

7.28 

Vested

 

 

(23,095)

 

 

11.36 

Forfeited

 

 

(56,233)

 

 

9.60 

Outstanding – December 31, 2016

 

 

149,260 

 

 

9.55 

Granted

 

 

100,239 

 

 

4.42 

Vested

 

 

(14,130)

 

 

10.61 

Forfeited

 

 

(44,845)

 

 

10.28 

Outstanding – December 31, 2017

 

 

190,524 

 

 

6.60 



The grant date fair value is calculated based on the Company’s closing stock price as of the grant date. As of December 31, 2017, the total unrecognized compensation expense related to the deferred stock shares was $22,000 and is expected to be recognized over a weighted-average period of 1.1 years.



Restricted Stock Units Outstanding



The following table summarizes the changes in the number of restricted stock units under the 2011 Incentive Plan over the period December 31, 2015 to December 31, 2017:





 

 

 

 

 

 



 

 

 

 

 

 



 

 

 

 

Weighted Average



 

 

 

 

Grant Date



 

 

Shares

 

Fair Value

Outstanding – December 31, 2015

 

 

32,816 

 

$

11.41 

Granted

 

 

13,793 

 

 

6.33 

Vested

 

 

(19,023)

 

 

10.90 

Forfeited

 

 

(452)

 

 

11.05 

Outstanding – December 31, 2016

 

 

27,134 

 

 

8.65 

Vested

 

 

(13,341)

 

 

11.05 

Outstanding – December 31, 2017

 

 

13,793 

 

 

6.33 



The grant date fair value is calculated based on the Company’s closing stock price as of the grant date. As of December 31, 2017, the total unrecognized compensation expense related to the restricted stock units was $0.



Compensation Expense



Share-based compensation expense is recognized based on the fair value of awards granted over the vesting period of the award.  Share-based compensation expense recognized for 2017 and 2016 was $417,000 and  $632,000 before income taxes and $271,000 and  $411,000 after income taxes, respectively. Share-based compensation expense is recorded as a part of selling, general and administrative expenses.



Employee Stock Purchase Plan



Under the Company’s Employee Stock Purchase Plan (“ESPP”), employees are able to acquire shares of common stock at 85% of the price at the end of each current quarterly plan term.  The most recent term ended December 31, 2017.  The ESPP is considered compensatory under current rules.  At December 31, 2017, after giving effect to the shares issued as of that date, 53,205 shares remain available for purchase under the ESPP.



Employee Stock Ownership Plan (ESOP)



All eligible employees of the Company participate in the ESOP after completing one year of service.  Contributions are allocated to each participant based on compensation and vest 20% after two years of service and incrementally thereafter, with full vesting after six years. At December 31, 2017, the ESOP held 696,688 shares of the Company’s common stock, all of which have been allocated to the accounts of eligible employees. Contributions to the plan are determined by the Board of Directors and can be made in cash or shares of the Company’s stock. The 2017 ESOP contribution was $425,890 for which the Company issued 119,632 shares in March 2018. The 2016 ESOP contribution was $218,758 for which the Company issued 47,248 shares in 2017.    


Stock Compensation (Tables)
v3.8.0.1
Stock Compensation (Tables)
12 Months Ended
Dec. 31, 2017
Stock Compensation [Abstract]  
Schedule Of Changes In Number Of Outstanding Stock Options Under Director Plan, Stock Plan And 2011 Incentive Plan



 

 

 

 

 

 

 



 

 

 

 

 

 

 



 

 

Weighted average

 

Weighted average



 

 

exercise price

 

remaining



Options

 

per share

 

contractual term

Outstanding – December 31, 2015

721,924 

 

$

 

11.70 

 

4.89 years

Awarded

325,968 

 

 

 

6.66 

 

 

Exercised

 -

 

 

 

 -

 

 

Forfeited

(124,962)

 

 

 

10.39 

 

 

Outstanding – December 31, 2016

922,930 

 

$

 

10.10 

 

4.9 years

Awarded

288,186 

 

 

 

4.35 

 

 

Exercised

 -

 

 

 

 -

 

 

Forfeited

(38,457)

 

 

 

11.61 

 

 

Outstanding – December 31, 2017

1,172,659 

 

 

 

8.63 

 

4.55 years



 

 

 

 

 

 

 

Exercisable at December 31, 2017

674,186 

 

$

 

10.46 

 

3.74 years

Expected to vest December 31, 2017

1,172,659 

 

 

 

8.63 

 

4.55 years



Valuation Assumptions Of Stock Option Plan



 

 

 

 

 



 

 

 

 

 



Year Ended December 31

 

 



2017

 

2016

 

 

Expected volatility

30.4% 

 

29.5% 

 

 

Risk free interest rate

2.0% 

 

1.5% 

 

 

Expected holding period

6 years

 

6 years

 

 

Dividend yield

3.7% 

 

9.1% 

 

 



Summary Of The Status Of Stock Options Outstanding



 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



 

 

 

 

Weighted Average

 

Weighted



 

 

 

 

Remaining

 

Average

Range of Exercise Prices

 

 

Shares

 

Option Life

 

Exercise Price

$3.72 to $5.24

 

 

288,186 

 

6.3 years

 

$

4.35 

$5.25 to $7.49

 

 

289,200 

 

5.3 years

 

 

6.61 

$7.50 to $9.74

 

 

18,000 

 

1.4 years

 

 

9.73 

$9.75 to $11.99

 

 

439,833 

 

3.6 years

 

 

11.34 

$12.00 to $14.15

 

 

137,440 

 

2.7 years

 

 

13.08 



Schedule Of Changes In The Number Of Deferred Stock Shares Under The Stock Plan And Incentive Plan



 

 

 

 

 

 



 

 

 

 

 

 



 

 

 

 

Weighted Average



 

 

 

 

Grant Date



 

 

Shares

 

Fair Value

Outstanding – December 31, 2015

 

 

126,427 

 

$

11.73 

Granted

 

 

102,161 

 

 

7.28 

Vested

 

 

(23,095)

 

 

11.36 

Forfeited

 

 

(56,233)

 

 

9.60 

Outstanding – December 31, 2016

 

 

149,260 

 

 

9.55 

Granted

 

 

100,239 

 

 

4.42 

Vested

 

 

(14,130)

 

 

10.61 

Forfeited

 

 

(44,845)

 

 

10.28 

Outstanding – December 31, 2017

 

 

190,524 

 

 

6.60 



Schedule Of Changes In Restricted Stock Units Outstanding



 

 

 

 

 

 



 

 

 

 

 

 



 

 

 

 

Weighted Average



 

 

 

 

Grant Date



 

 

Shares

 

Fair Value

Outstanding – December 31, 2015

 

 

32,816 

 

$

11.41 

Granted

 

 

13,793 

 

 

6.33 

Vested

 

 

(19,023)

 

 

10.90 

Forfeited

 

 

(452)

 

 

11.05 

Outstanding – December 31, 2016

 

 

27,134 

 

 

8.65 

Vested

 

 

(13,341)

 

 

11.05 

Outstanding – December 31, 2017

 

 

13,793 

 

 

6.33 




Stock Compensation (Narrative) (Details)
v3.8.0.1
Stock Compensation (Narrative) (Details) - USD ($)
1 Months Ended 12 Months Ended 84 Months Ended
Mar. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2017
Dec. 31, 2015
May 19, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Number of options outstanding   1,172,659 922,930 1,172,659 721,924  
Unrecognized compensation expense related to stock options   $ 190,000   $ 190,000    
Aggregate intrinsic value of options outstanding   0   $ 0    
Intrinsic value of all options exercised   0 $ 0      
Net cash proceeds from exercise of stock options   0 0      
Share based compensation expense before income taxes   417,000 632,000      
Share based compensation expense after income taxes   271,000 411,000      
Excess tax benefits from exercise of stock options   $ 0 $ 0      
Shares of ESOP allocated to accounts of eligible employees   696,688   696,688    
2011 Executive Incentive Compensation Plan [Member]            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Number of awards authorized           2,000,000
Number of options granted   288,186        
Award expiration period   7 years        
Shares issued under Plan   165,054   165,054    
Number of options outstanding   1,315,294   1,315,294    
Awards eligible for grant   519,652   519,652    
2011 Executive Incentive Compensation Plan [Member] | Share-based Compensation Award, Tranche One [Member]            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Award vesting percentage   25.00%        
1992 Stock Plan [Member]            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Number of options granted       0    
Awards eligible for grant   10,230   10,230    
ESOP [Member]            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Award vesting period   6 years        
Initial award vesting period   2 years        
Requisite service period   1 year        
ESOP [Member] | Share-based Compensation Award, Tranche One [Member]            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Award vesting percentage   20.00%        
2017 ESOP [Member]            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
ESOP contributions   $ 425,890        
Issuance of common stock to Employee Stock Ownership Plan, Shares 119,632          
2016 ESOP [Member]            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
ESOP contributions   $ 218,758        
Issuance of common stock to Employee Stock Ownership Plan, Shares   47,248        
Non-Employee Directors [Member] | Stock Option Plan For Directors [Member]            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Number of options granted       0    
Award expiration period   10 years        
Number of options outstanding   51,000   51,000    
Number of shares automatically granted to each non-employee director   3,000        
Employee Stock Option [Member]            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Recognition period for unrecognized compensation expense   2 years 3 months 18 days        
Performance Units [Member]            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Unrecognized compensation expense for awards   $ 22,000   $ 22,000    
Recognition period for unrecognized compensation expense   1 year 1 month 6 days        
Employee Stock Purchase Plan [Member]            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Percentage of price of common stock at which employees are able to acquire   85.00%        
Awards eligible for grant   53,205   53,205    
Restricted Stock Units (RSUs) [Member]            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Unrecognized compensation expense for awards   $ 0   $ 0    
2017 to 2019 [Member] | Performance Units [Member] | Key Employees [Member] | 2011 Executive Incentive Compensation Plan [Member]            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Deferred stock awards granted   90,789        

Stock Compensation (Schedule Of Changes In Number Of Outstanding Stock Options Under Director Plan, Stock Plan And 2011 Incentive Plan) (Details)
v3.8.0.1
Stock Compensation (Schedule Of Changes In Number Of Outstanding Stock Options Under Director Plan, Stock Plan And 2011 Incentive Plan) (Details) - $ / shares
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Stock Compensation [Abstract]      
Options, Outstanding 922,930 721,924  
Options, Awarded 288,186 325,968  
Options, Forfeited (38,457) (124,962)  
Options, Outstanding 1,172,659 922,930 721,924
Options, Exercisable 674,186    
Options, Expected to vest 1,172,659    
Weighted average exercise price per share, Outstanding $ 10.10 $ 11.70  
Weighted average exercise price per share, Awarded 4.35 6.66  
Weighted average exercise price per share, Forfeited 11.61 10.39  
Weighted average exercise price per share, Outstanding 8.63 $ 10.10 $ 11.70
Weighted average exercise price per share, Exercisable 10.46    
Weighted average exercise price per share, Expected to vest $ 8.63    
Options, Outstanding - Weighted average remaining contractual term (in years) 4 years 6 months 18 days 4 years 10 months 24 days 4 years 10 months 21 days
Options, Exercisable - Weighted average remaining contractual term (in years) 3 years 8 months 27 days    
Options, Expected to vest - Weighted average remaining contractual term (in years) 4 years 6 months 18 days    

Stock Compensation (Valuation Assumptions Of Stock Option Plan) (Details)
v3.8.0.1
Stock Compensation (Valuation Assumptions Of Stock Option Plan) (Details)
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Stock Compensation [Abstract]    
Expected volatility 30.40% 29.50%
Risk free interest rate 2.00% 1.50%
Expected holding period 6 years 6 years
Dividend yield 3.70% 9.10%

Stock Compensation (Summary Of The Status Of Stock Options Outstanding) (Details)
v3.8.0.1
Stock Compensation (Summary Of The Status Of Stock Options Outstanding) (Details)
12 Months Ended
Dec. 31, 2017
$ / shares
shares
$3.72 to $5.24 [Member]  
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]  
Range of Exercise Prices, lower limit $ 3.72
Range of Exercise Prices, upper limit $ 5.24
Shares | shares 288,186
Weighted Average Remaining Option Life 6 years 3 months 18 days
Weighted Average Exercise Price $ 4.35
$5.25 to $7.49 [Member]  
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]  
Range of Exercise Prices, lower limit 5.25
Range of Exercise Prices, upper limit $ 7.49
Shares | shares 289,200
Weighted Average Remaining Option Life 5 years 3 months 18 days
Weighted Average Exercise Price $ 6.61
$7.50 to $9.74 [Member]  
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]  
Range of Exercise Prices, lower limit 7.50
Range of Exercise Prices, upper limit $ 9.74
Shares | shares 18,000
Weighted Average Remaining Option Life 1 year 4 months 24 days
Weighted Average Exercise Price $ 9.73
$9.75 to $11.99 [Member]  
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]  
Range of Exercise Prices, lower limit 9.75
Range of Exercise Prices, upper limit $ 11.99
Shares | shares 439,833
Weighted Average Remaining Option Life 3 years 7 months 6 days
Weighted Average Exercise Price $ 11.34
$12.00 to $14.15 [Member]  
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]  
Range of Exercise Prices, lower limit 12.00
Range of Exercise Prices, upper limit $ 14.15
Shares | shares 137,440
Weighted Average Remaining Option Life 2 years 8 months 12 days
Weighted Average Exercise Price $ 13.08

Stock Compensation (Schedule Of Changes In The Number Of Deferred Stock Shares Under The Stock Plan And Incentive Plan) (Details)
v3.8.0.1
Stock Compensation (Schedule Of Changes In The Number Of Deferred Stock Shares Under The Stock Plan And Incentive Plan) (Details) - Performance Units [Member] - $ / shares
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Shares, Outstanding 149,260 126,427
Shares, Granted 100,239 102,161
Shares, Vested (14,130) (23,095)
Shares, Forfeited (44,845) (56,233)
Shares, Outstanding 190,524 149,260
Weighted Average Grant Date Fair Value, Outstanding $ 9.55 $ 11.73
Weighted Average Grant Date Fair Value, Granted 4.42 7.28
Weighted Average Grant Date Fair Value, Vested 10.61 11.36
Weighted Average Grant Date Fair Value, Forfeited 10.28 9.60
Weighted Average Grant Date Fair Value, Outstanding $ 6.60 $ 9.55

Stock Compensation (Schedule Of Changes In Restricted Stock Units Outstanding) (Details)
v3.8.0.1
Stock Compensation (Schedule Of Changes In Restricted Stock Units Outstanding) (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Shares, Outstanding 27,134 32,816
Shares, Granted   13,793
Shares, Vested (13,341) (19,023)
Shares, Forfeited   (452)
Shares, Outstanding 13,793 27,134
Weighted Average Grant Date Fair Value, Outstanding $ 8.65 $ 11.41
Weighted Average Grant Date Fair Value, Granted   6.33
Weighted Average Grant Date Fair Value, Vested 11.05 10.90
Weighted Average Grant Date Fair Value, Forfeited   11.05
Weighted Average Grant Date Fair Value, Outstanding $ 6.33 $ 8.65

Common Stock
v3.8.0.1
Common Stock
12 Months Ended
Dec. 31, 2017
Common Stock [Abstract]  
Common Stock

NOTE 9 – COMMON STOCK



PURCHASES OF COMMUNICATIONS SYSTEMS, INC. COMMON STOCK



In October 2008, the Company’s Board of Directors authorized the repurchase of shares of the Company’s stock pursuant to Exchange Act Rule 10b-18 on the open market, in block trades or in private transactions. At December 31, 2017,  411,910 additional shares could be repurchased under outstanding Board authorizations.



SHAREHOLDER RIGHTS PLAN



On December 23, 2009 the Board of Directors adopted a shareholders’ rights plan under which the Board declared a distribution of one right per share of common stock.  Each right entitles the holder to purchase 1/100th of a share of a new series of Junior Participating Preferred Stock of the Company at an initial exercise price of $41.  The rights expire on December 23, 2019. The rights will become exercisable only following the acquisition by a person or group, without the prior consent of the Board, of 16.5% or more of the Company’s voting stock, or following the announcement of a tender offer or exchange offer to acquire an interest of 16.5% or more.  If the rights become exercisable, each rightholder will be entitled to purchase, at the exercise price, common stock with a market value equal to twice the exercise price.  Should the Company be acquired, each right would entitle the holder to purchase, at the exercise price, common stock of the acquiring company with a market value equal to twice the exercise price.  Any rights owned by the acquiring person or group would become void.


Common Stock (Narrative) (Details)
v3.8.0.1
Common Stock (Narrative) (Details) - $ / shares
Dec. 31, 2017
Dec. 23, 2009
Common Stock [Abstract]    
Remaining number of shares authorized to be repurchased 411,910  
Number of rights distributed for each share of common stock   1
Number of securities into which each right may be converted   0.01
Exercise price of right   $ 41
Percentage of common stock required to be purchased for rights to become exercisable   16.50%

Income Taxes
v3.8.0.1
Income Taxes
12 Months Ended
Dec. 31, 2017
Income Taxes [Abstract]  
Income Taxes

NOTE 10 - INCOME TAXES



Income tax (benefit) expense from continuing operations consists of the following:





 

 

 

 

 

 



 

 

 

 

 

 



 

Year Ended December 31



 

2017

 

2016

Current year income taxes:

 

 

 

 

 

 

Federal

 

$

(36,000)

 

$

27,000 

State

 

 

56,000 

 

 

(20,000)

Foreign

 

 

36,000 

 

 

258,000 



 

 

56,000 

 

 

265,000 



 

 

 

 

 

 

Deferred income taxes (benefit):

 

 

 

 

 

 

Federal

 

$

(86,000)

 

$

48,000 

State

 

 

(5,000)

 

 

5,000 

Foreign

 

 

 -

 

 

(61,000)



 

 

(91,000)

 

 

(8,000)



 

 

 

 

 

 



 

$

(35,000)

 

$

257,000 



Austin Taylor Communications, Ltd. operates in the United Kingdom (U.K.) and is subject to U.K. rather than U.S. income taxes.  Austin Taylor had no activity in 2017 and pretax income of  $615,000 in 2016. At the end of 2017, Austin Taylor’s net operating loss carry-forward was $7,462,000. The Company remains uncertain whether it will be able to generate the future income needed to realize the tax benefit of the carry-forward.  Accordingly, the Company has continued to maintain its deferred tax valuation allowance against any potential carry-forward benefit from Austin Taylor.  



Net2Edge, Ltd., formally known as Transition Networks EMEA, Ltd., operates in the U.K. and is subject to U.K. rather than U.S. income taxes. Net2Edge, Ltd. had pretax losses of $2,616,000 and $2,114,000 in 2017 and 2016, respectively. At the end of 2017, Net2Edge, Ltd.’s net operating loss carry-forward was $4,471,000.



In 2007, Transition Networks China began operations in China and is subject to Chinese taxes rather than U.S. income taxes. Transition Networks China had no activity in 2017 and 2016. At the end of 2017, Transition Networks China's net operating loss carry-forward was $374,000. Due to the history of losses in China, the Company remains uncertain whether it will be able to generate the future income needed to realize the tax benefit of the carry-forward. Accordingly, the Company has continued to maintain its deferred tax valuation reserve against any potential carry-forward benefit. Transition Networks China ceased operations in 2014 and incurred minor non-operating expenditures in 2015 to close the operations. As of 2016, Transition Networks China no longer has any operational activity.



Suttle Costa Rica operated in Costa Rica and was subject to Costa Rica income taxes. In 2005, the Board of Directors of Suttle Costa Rica declared a dividend in the amount of $3,500,000 payable to the Company. The dividend and related “dividend reinvestment plan” qualify under Internal Revenue Code Sec. 965, which allows the Company to receive an 85% dividend-received deduction if the amount of the dividend is reinvested in the United States pursuant to a domestic reinvestment plan.  The Company made the required qualified capital expenditures in 2006.  No deferred taxes have been provided for the undistributed earnings. As of December 31, 2017, the amount of unremitted earnings outside of the United States was not significant to the Company’s liquidity and was available to fund investments abroad. The Company closed its Costa Rica facility in 2017 and no longer has any operational activity.



Suttle Costa Rica had a pretax loss of $1,582,000 in 2017 and pretax income of $463,000 in 2016. At the end of 2017, Suttle Costa Rica’s net operating loss carry-forward was $1,582,000.



In April 2016, we received notification from the Internal Revenue Service that they would be performing an examination of our 2012 and 2013 federal consolidated income tax returns. As of December 31, 2017, the examination was complete. The settlement and payment that resulted from the examination did not have a material effect on our results of operations.



The provision for income taxes for continuing operations varied from the federal statutory tax rate as follows:





 

 

 

 



 

 

 

 



 

Year Ended December 31



 

2017

 

2016

Tax at U.S. statutory rate

 

35.0% 

 

35.0% 

Surtax exemption

 

(0.2)

 

(0.6)

State income taxes, net of federal benefit

 

0.5 

 

0.2 

Foreign income taxes, net of

 

 

 

 

  foreign tax credits

 

(12.8)

 

(7.2)

Other nondeductible items

 

(1.0)

 

(0.9)

Effect of increase in uncertain tax positions

 

1.5 

 

0.0 

Change in valuation allowance

 

3.1 

 

(30.1)

Change in federal deferred tax rate

 

(25.7)

 

 -

Other

 

(0.1)

 

0.3 

Effective tax rate

 

0.3% 

 

-3.3%





Deferred tax assets and liabilities as of December 31 related to the following:





 

 

 

 

 



 

 

 

 

 



 

2017

 

 

2016

Deferred tax assets:

 

 

 

 

 

Allowance for doubtful accounts

$

22,000 

 

$

26,000 

Inventory

 

1,836,000 

 

 

2,381,000 

Accrued and prepaid expenses

 

245,000 

 

 

449,000 

Domestic net operating loss carry-forward

 

2,240,000 

 

 

2,784,000 

Long-term compensation plans

 

238,000 

 

 

344,000 

Nonemployee director stock compensation

 

454,000 

 

 

663,000 

Other stock compensation

 

106,000 

 

 

210,000 

Intangible assets

 

292,000 

 

 

 -

Foreign net operating loss carry-forwards and credits

 

3,063,000 

 

 

2,129,000 

Federal and state credits

 

857,000 

 

 

926,000 

Other

 

16,000 

 

 

38,000 



 

 

 

 

 



 

 

 

 

 

Gross deferred tax assets

 

9,369,000 

 

 

9,950,000 

Valuation allowance

 

(8,713,000)

 

 

(8,117,000)



 

 

 

 

 

Net deferred tax assets

 

656,000 

 

 

1,833,000 



 

 

 

 

 

Deferred tax liabilities

 

 

 

 

 

Depreciation

 

(618,000)

 

 

(1,817,000)

Intangible assets

 

 -

 

 

(69,000)



 

 

 

 

 

Net deferred tax liability

 

(618,000)

 

 

(1,886,000)



 

 

 

 

 

Total net deferred tax asset (liability)

$

38,000 

 

$

(53,000)



 

 

 

 

 

On December 22, 2017, the President of the United States signed into law the Tax Cuts and Jobs Act tax reform legislation. This legislation makes significant change in U.S. tax law including a reduction in the corporate tax rates, changes to net operating loss carryforwards and carrybacks, and a repeal of the corporate alternative minimum tax. The legislation reduced the U.S. corporate tax rate from the current rate of 35% to 21%. As a result of the enacted law, the Company was required to revalue deferred tax assets and liabilities at the enacted rate. This revaluation resulted in a decrease of the deferred tax asset of $3,047,000 and a corresponding reduction of the valuation allowance. 



The Company assesses available positive and negative evidence to estimate if sufficient future taxable income will be generated to use the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the three-year period ending December 31, 2017. Such objective evidence limits the ability to consider other subjective evidence such as the projections for future growth. On the basis of this evaluation, as of December 31, 2017, a valuation allowance of $8,713,000 has been recorded to reflect the portion of the deferred tax asset that is more likely to not be realized. The amount of the deferred tax asset considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are reduced or increased or if objective negative evidence in the form of cumulative losses is no longer present and additional weight may be given to subjective evidence such as the Company’s projections for growth.



At December 31, 2017, the Company has a federal net operating loss carryforward from 2015 through 2017 activity of approximately $10,663,000 that is available to offset future taxable income and begins to expire in 2035.  



During 2015, the Company engaged in a research and development tax credit study for the tax years 2011 to 2014. As a result of this study, the Company claimed $1,554,000 of federal and $1,024,000 of state research and development credits. The Company amended prior year tax returns to claim these credits and offset prior year taxes paid. Credits not utilized to reduce taxes are available to be carried forward. At December 31, 2017, the Company has an estimated federal research and development credit carryforward of approximately $467,000 and a state research and development credit carryforward of approximately $594,000.



The Company assesses uncertain tax positions in accordance with ASC 740. Under this method, the Company must recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from these uncertain tax positions are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate resolution. The Company’s practice is to recognize interest and penalties related to income tax matters in income tax expense.

Changes in the Company’s uncertain tax positions are summarized as follows:







 

 

 

 



 

 

 

 



 

2017

 

2016

Uncertain tax positions – January 1

$

207,000 

$

217,000 

Settlements

 

(101,000)

 

Expiration of statute of limitations

 

(65,000)

 

(10,000)

Uncertain tax positions – December 31, 2017

$

41,000 

$

207,000 



Included in the balance of uncertain tax positions at December 31, 2017 are $44,000 of tax benefits that if recognized would affect the tax rate. The Company’s unrecognized tax benefits will be reduced by $13,000 in the next twelve months due to statute of limitations expirations. There are no other expected significant changes in the Company’s uncertain tax positions in the next twelve months. The Company’s income tax liability accounts included accruals for interest and penalties of $4,000 at December 31, 2017. The Company’s 2017 income tax expense decreased by $2,000 due to net decreases for accrued interest and penalties.



The Company’s federal and state tax returns and tax returns it has filed in Costa Rica and the United Kingdom are open for review going back to the 2014 tax year.


Income Taxes (Tables)
v3.8.0.1
Income Taxes (Tables)
12 Months Ended
Dec. 31, 2017
Income Taxes [Abstract]  
Income Tax (Benefit) Expense By Jurisdiction



 

 

 

 

 

 



 

 

 

 

 

 



 

Year Ended December 31



 

2017

 

2016

Current year income taxes:

 

 

 

 

 

 

Federal

 

$

(36,000)

 

$

27,000 

State

 

 

56,000 

 

 

(20,000)

Foreign

 

 

36,000 

 

 

258,000 



 

 

56,000 

 

 

265,000 



 

 

 

 

 

 

Deferred income taxes (benefit):

 

 

 

 

 

 

Federal

 

$

(86,000)

 

$

48,000 

State

 

 

(5,000)

 

 

5,000 

Foreign

 

 

 -

 

 

(61,000)



 

 

(91,000)

 

 

(8,000)



 

 

 

 

 

 



 

$

(35,000)

 

$

257,000 



Reconciliation Of Effective Tax Rate, By Percentage



 

 

 

 



 

 

 

 



 

Year Ended December 31



 

2017

 

2016

Tax at U.S. statutory rate

 

35.0% 

 

35.0% 

Surtax exemption

 

(0.2)

 

(0.6)

State income taxes, net of federal benefit

 

0.5 

 

0.2 

Foreign income taxes, net of

 

 

 

 

  foreign tax credits

 

(12.8)

 

(7.2)

Other nondeductible items

 

(1.0)

 

(0.9)

Effect of increase in uncertain tax positions

 

1.5 

 

0.0 

Change in valuation allowance

 

3.1 

 

(30.1)

Change in federal deferred tax rate

 

(25.7)

 

 -

Other

 

(0.1)

 

0.3 

Effective tax rate

 

0.3% 

 

-3.3%



Schedule Of Deferred Tax Assets And Liabilities



 

 

 

 

 



 

 

 

 

 



 

2017

 

 

2016

Deferred tax assets:

 

 

 

 

 

Allowance for doubtful accounts

$

22,000 

 

$

26,000 

Inventory

 

1,836,000 

 

 

2,381,000 

Accrued and prepaid expenses

 

245,000 

 

 

449,000 

Domestic net operating loss carry-forward

 

2,240,000 

 

 

2,784,000 

Long-term compensation plans

 

238,000 

 

 

344,000 

Nonemployee director stock compensation

 

454,000 

 

 

663,000 

Other stock compensation

 

106,000 

 

 

210,000 

Intangible assets

 

292,000 

 

 

 -

Foreign net operating loss carry-forwards and credits

 

3,063,000 

 

 

2,129,000 

Federal and state credits

 

857,000 

 

 

926,000 

Other

 

16,000 

 

 

38,000 



 

 

 

 

 



 

 

 

 

 

Gross deferred tax assets

 

9,369,000 

 

 

9,950,000 

Valuation allowance

 

(8,713,000)

 

 

(8,117,000)



 

 

 

 

 

Net deferred tax assets

 

656,000 

 

 

1,833,000 



 

 

 

 

 

Deferred tax liabilities

 

 

 

 

 

Depreciation

 

(618,000)

 

 

(1,817,000)

Intangible assets

 

 -

 

 

(69,000)



 

 

 

 

 

Net deferred tax liability

 

(618,000)

 

 

(1,886,000)



 

 

 

 

 

Total net deferred tax asset (liability)

$

38,000 

 

$

(53,000)



 

 

 

 

 



Schedule Of Unrecognized Tax Benefits



 

 

 

 



 

 

 

 



 

2017

 

2016

Uncertain tax positions – January 1

$

207,000 

$

217,000 

Settlements

 

(101,000)

 

Expiration of statute of limitations

 

(65,000)

 

(10,000)

Uncertain tax positions – December 31, 2017

$

41,000 

$

207,000 




Income Taxes (Narrative) (Details)
v3.8.0.1
Income Taxes (Narrative) (Details) - USD ($)
12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2005
Income Taxes [Line Items]          
Dividends declared not paid   $ 397,151 $ 412,542    
Uncertain tax benefit positions that would reduce the effective income tax rate if recognized   $ 44,000      
Effective tax rate   0.30% (3.30%)    
Federal tax rate   35.00% 35.00%    
Increase (decrease) in deferred tax assets   $ (3,047,000)      
Increase (decrease) in the valuation allowance for deferred tax assets   $ (3,047,000)      
Foreign income taxes, net of foreign tax credits   (12.80%) (7.20%)    
Uncertain tax positions   $ 41,000 $ 207,000 $ 217,000  
Dividend-received deduction   85.00%      
Cumulative loss, period used to evaluate negative objective evidence   3 years      
Valuation allowance   $ 8,713,000      
Expiration of statute of limitations   65,000 10,000    
Accrual for interest and penalties   4,000      
Net increase (decrease) in accrued interest and penalties   (2,000)      
Scenario, Forecast [Member]          
Income Taxes [Line Items]          
Expiration of statute of limitations $ 13,000        
Scenario, Plan [Member]          
Income Taxes [Line Items]          
Federal tax rate 21.00%        
Domestic Tax Authority [Member]          
Income Taxes [Line Items]          
Net operating loss carryforwards   10,663,000      
Income tax benefit related to research and development credits   1,554,000      
Tax credit carryforward related to research and development   $ 467,000      
Operating loss carryforward expiration date   Dec. 31, 2035      
State and Local Jurisdiction [Member]          
Income Taxes [Line Items]          
Income tax benefit related to research and development credits   $ 1,024,000      
Tax credit carryforward related to research and development   594,000      
Austin Taylor Communications, Ltd. [Member]          
Income Taxes [Line Items]          
Pretax income (losses)   0 615,000    
Net operating loss carryforwards   7,462,000      
Net2Edge [Member]          
Income Taxes [Line Items]          
Pretax income (losses)   (2,616,000) (2,114,000)    
Net operating loss carryforwards   4,471,000      
Transition Networks China [Member]          
Income Taxes [Line Items]          
Net operating loss carryforwards   374,000      
Suttle Costa Rica, S.A. [Member]          
Income Taxes [Line Items]          
Dividends declared not paid         $ 3,500,000
Pretax income (losses)   (1,582,000) $ 463,000    
Net operating loss carryforwards   1,582,000      
Deferred tax, undistributed earnings   $ 0      

Income Taxes (Income Tax (Benefit) Expense By Jurisdiction) (Details)
v3.8.0.1
Income Taxes (Income Tax (Benefit) Expense By Jurisdiction) (Details) - USD ($)
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Income Taxes [Abstract]    
Current year income taxes: Federal $ (36,000) $ 27,000
Current year income taxes: State 56,000 (20,000)
Current year income taxes: Foreign 36,000 258,000
Current year income taxes 56,000 265,000
Deferred income taxes (benefit): Federal (86,000) 48,000
Deferred income taxes (benefit): State (5,000) 5,000
Deferred income taxes (benefit): Foreign   (61,000)
Deferred income taxes (benefit) (91,134) (8,456)
Income tax (benefit) expense $ (34,503) $ 256,950

Income Taxes (Reconciliation Of Effective Tax Rate, By Percentage) (Details)
v3.8.0.1
Income Taxes (Reconciliation Of Effective Tax Rate, By Percentage) (Details)
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Income Taxes [Abstract]    
Tax at U.S. statutory rate 35.00% 35.00%
Surtax exemption (0.20%) (0.60%)
State income taxes, net of federal benefit 0.50% 0.20%
Foreign income taxes, net of foreign tax credits (12.80%) (7.20%)
Other nondeductible items (1.00%) (0.90%)
Effect of increase in uncertain tax positions 1.50% 0.00%
Change in valuation allowance 3.10% (30.10%)
Change in federal deferred tax rate (25.70%)  
Other (0.10%) 0.30%
Effective tax rate 0.30% (3.30%)

Income Taxes (Schedule Of Deferred Tax Assets And Liabilities) (Details)
v3.8.0.1
Income Taxes (Schedule Of Deferred Tax Assets And Liabilities) (Details) - USD ($)
$ in Thousands
Dec. 31, 2017
Dec. 31, 2016
Income Taxes [Abstract]    
Allowance for doubtful accounts $ 22 $ 26
Inventory 1,836 2,381
Accrued and prepaid expenses 245 449
Domestic net operating loss carry-forward 2,240 2,784
Long-term compensation plans 238 344
Nonemployee director stock compensation 454 663
Other stock compensation 106 210
Intangible assets 292  
Foreign net operating loss carry-forwards and credits 3,063 2,129
Federal and state credits 857 926
Other 16 38
Gross deferred tax assets 9,369 9,950
Valuation allowance (8,713) (8,117)
Net deferred tax assets 656 1,833
Depreciation (618) (1,817)
Intangible assets   (69)
Net deferred tax liability (618) (1,886)
Total net deferred tax (liability)   $ (53)
Total net deferred tax asset $ 38  

Income Taxes (Schedule Of Unrecognized Tax Benefits) (Details)
v3.8.0.1
Income Taxes (Schedule Of Unrecognized Tax Benefits) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Income Taxes [Abstract]    
Unrecognized tax benefits - January 1 $ 207 $ 217
Settlements (101) 0
Expiration of statute of limitations (65) (10)
Uncertain tax positions - December 31, 2016 $ 41 $ 207

Information Concerning Industry Segments And Major Customers
v3.8.0.1
Information Concerning Industry Segments And Major Customers
12 Months Ended
Dec. 31, 2017
Information Concerning Industry Segments And Major Customers [Abstract]  
Information Concerning Industry Segments And Major Customers

NOTE 11- INFORMATION CONCERNING INDUSTRY SEGMENTS AND MAJOR CUSTOMERS



The Company classifies its businesses into four segments as follows:

·

Suttle manufactures and markets connectivity infrastructure products for broadband and voice communications;

·

Transition Networks manufactures media converters, NIDs, NICs, Ethernet switches and other connectivity products that offer the ability to affordably integrate the benefits of fiber optics into any data network;

·

JDL Technologies provides technology solutions that address prevalent IT challenges, including virtualization and cloud solutions, managed services, wired and wireless network design and implementation, and converged infrastructure configuration and deployment; and

·

Net2Edge develops, manufactures and sells products that enable telecommunications carriers to connect legacy networks to high-speed services.



Management has chosen to organize the enterprise and disclose reportable segments based on products and services. Intersegment revenues are eliminated upon consolidation.  



Suttle products are sold principally to U.S. customers.  Suttle operates manufacturing facilities in the U.S. Net long-lived assets held in foreign countries were approximately $93,000 and $2,914,000 at December 31, 2017 and 2016, respectively. Transition Networks manufactures its products in the United States and makes sales in both the U.S. and international markets.   JDL Technologies operates in the U.S. and makes sales in the U.S. Net2Edge operates in the U.K. and primarily makes sales in the international markets. Consolidated sales to U.S. customers were approximately 83% and 85% of sales from continuing operations in 2017 and 2016, respectively. In 2017, sales to one of Suttle’s customers accounted for 10.3% of consolidated sales. In 2016, sales to one of Suttle’s customers accounted for 12.0% of consolidated sales and one of JDL’s customers accounted for 11.3% of consolidated sales. At December 31, 2017, Suttle had one customer that made up 21% of consolidated accounts receivables and Transition Networks had two customers that made up 17%  and 15% of consolidated accounts receivable.  At December 31, 2016, Suttle had one customer that made up 25% of consolidated accounts receivables and Transition Networks had one customer that made up 17% of consolidated accounts receivable.



Information concerning the Company’s operations in the various segments for the twelve-month periods ended December 31, 2017 and 2016 is as follows:







 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

Transition

 

JDL

 

 

 

 

 

Intersegment

 

 



 

Suttle

 

Networks

 

Technologies

 

Net2Edge

 

Other

 

Eliminations

 

Total

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales

$

32,384,000 

$

38,541,000 

$

11,210,000 

$

1,079,000 

$

 -

$

(891,000)

$

82,323,000 

Cost of sales

 

30,964,000 

 

21,779,000 

 

8,437,000 

 

398,000 

 

 -

 

(91,000)

 

61,487,000 

Gross profit

 

1,420,000 

 

16,762,000 

 

2,773,000 

 

681,000 

 

 -

 

(800,000)

 

20,836,000 

Selling, general and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  administrative expenses

 

8,900,000 

 

15,371,000 

 

2,101,000 

 

3,127,000 

 

 -

 

(800,000)

 

28,699,000 

Impairment loss

 

 -

 

 -

 

1,463,000 

 

154,000 

 

 

 

 

 

1,617,000 

Restructuring expense

 

2,285,000 

 

 -

 

 -

 

 -

 

 -

 

 -

 

2,285,000 

Operating (loss) income

$

(9,765,000)

$

1,391,000 

$

(791,000)

$

(2,600,000)

$

 -

$

 -

$

(11,765,000)



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

$

2,155,000 

$

705,000 

$

269,000 

$

57,000 

$

 -

$

 -

$

3,186,000 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures

$

397,000 

$

232,000 

$

8,000 

$

69,000 

$

67,000 

$

 -

$

773,000 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets

$

18,359,000 

$

12,543,000 

$

1,073,000 

$

1,229,000 

$

24,969,000 

$

(27,000)

$

58,146,000 







 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

Transition

 

JDL

 

 

 

 

 

Intersegment

 

 



 

Suttle

 

Networks

 

Technologies

 

Net2Edge

 

Other

 

Eliminations

 

Total

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales

$

42,076,000 

$

41,093,000 

$

15,464,000 

$

1,873,000 

$

 -

$

(1,153,000)

$

99,353,000 

Cost of sales

 

38,193,000 

 

23,607,000 

 

10,245,000 

 

904,000 

 

 -

 

(177,000)

 

72,772,000 

Gross profit

 

3,883,000 

 

17,486,000 

 

5,219,000 

 

969,000 

 

 -

 

(976,000)

 

26,581,000 

Selling, general and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  administrative expenses

 

12,525,000 

 

17,180,000 

 

3,296,000 

 

3,141,000 

 

 -

 

(956,000)

 

35,186,000 

Pension liability adjustments

 

 -

 

 -

 

 -

 

 -

 

(4,148,000)

 

 -

 

(4,148,000)

Operating income (loss)

$

(8,642,000)

$

306,000 

$

1,923,000 

$

(2,172,000)

$

4,148,000 

$

(20,000)

$

(4,457,000)



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

$

2,461,000 

$

852,000 

$

267,000 

$

103,000 

$

 -

$

 -

$

3,683,000 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures

$

1,625,000 

$

188,000 

$

232,000 

$

18,000 

$

244,000 

$

(20,000)

$

2,287,000 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets

$

33,555,000 

$

17,518,000 

$

4,767,000 

$

1,464,000 

$

15,900,000 

$

(27,000)

$

73,177,000 




Information Concerning Industry Segments And Major Customers (Tables)
v3.8.0.1
Information Concerning Industry Segments And Major Customers (Tables)
12 Months Ended
Dec. 31, 2017
Information Concerning Industry Segments And Major Customers [Abstract]  
Schedule Of Segment Information









 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

Transition

 

JDL

 

 

 

 

 

Intersegment

 

 



 

Suttle

 

Networks

 

Technologies

 

Net2Edge

 

Other

 

Eliminations

 

Total

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales

$

32,384,000 

$

38,541,000 

$

11,210,000 

$

1,079,000 

$

 -

$

(891,000)

$

82,323,000 

Cost of sales

 

30,964,000 

 

21,779,000 

 

8,437,000 

 

398,000 

 

 -

 

(91,000)

 

61,487,000 

Gross profit

 

1,420,000 

 

16,762,000 

 

2,773,000 

 

681,000 

 

 -

 

(800,000)

 

20,836,000 

Selling, general and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  administrative expenses

 

8,900,000 

 

15,371,000 

 

2,101,000 

 

3,127,000 

 

 -

 

(800,000)

 

28,699,000 

Impairment loss

 

 -

 

 -

 

1,463,000 

 

154,000 

 

 

 

 

 

1,617,000 

Restructuring expense

 

2,285,000 

 

 -

 

 -

 

 -

 

 -

 

 -

 

2,285,000 

Operating (loss) income

$

(9,765,000)

$

1,391,000 

$

(791,000)

$

(2,600,000)

$

 -

$

 -

$

(11,765,000)



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

$

2,155,000 

$

705,000 

$

269,000 

$

57,000 

$

 -

$

 -

$

3,186,000 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures

$

397,000 

$

232,000 

$

8,000 

$

69,000 

$

67,000 

$

 -

$

773,000 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets

$

18,359,000 

$

12,543,000 

$

1,073,000 

$

1,229,000 

$

24,969,000 

$

(27,000)

$

58,146,000 







 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

Transition

 

JDL

 

 

 

 

 

Intersegment

 

 



 

Suttle

 

Networks

 

Technologies

 

Net2Edge

 

Other

 

Eliminations

 

Total

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales

$

42,076,000 

$

41,093,000 

$

15,464,000 

$

1,873,000 

$

 -

$

(1,153,000)

$

99,353,000 

Cost of sales

 

38,193,000 

 

23,607,000 

 

10,245,000 

 

904,000 

 

 -

 

(177,000)

 

72,772,000 

Gross profit

 

3,883,000 

 

17,486,000 

 

5,219,000 

 

969,000 

 

 -

 

(976,000)

 

26,581,000 

Selling, general and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  administrative expenses

 

12,525,000 

 

17,180,000 

 

3,296,000 

 

3,141,000 

 

 -

 

(956,000)

 

35,186,000 

Pension liability adjustments

 

 -

 

 -

 

 -

 

 -

 

(4,148,000)

 

 -

 

(4,148,000)

Operating income (loss)

$

(8,642,000)

$

306,000 

$

1,923,000 

$

(2,172,000)

$

4,148,000 

$

(20,000)

$

(4,457,000)



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

$

2,461,000 

$

852,000 

$

267,000 

$

103,000 

$

 -

$

 -

$

3,683,000 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures

$

1,625,000 

$

188,000 

$

232,000 

$

18,000 

$

244,000 

$

(20,000)

$

2,287,000 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets

$

33,555,000 

$

17,518,000 

$

4,767,000 

$

1,464,000 

$

15,900,000 

$

(27,000)

$

73,177,000 










Information Concerning Industry Segments And Major Customers (Narrative) (Details)
v3.8.0.1
Information Concerning Industry Segments And Major Customers (Narrative) (Details)
$ in Thousands
12 Months Ended
Dec. 31, 2017
USD ($)
segment
customer
Dec. 31, 2016
USD ($)
customer
Segment Reporting Information [Line Items]    
Number of segments | segment 4  
Sales [Member] | JDL Technologies [Member]    
Segment Reporting Information [Line Items]    
Number of customers   1
Sales [Member] | Suttle [Member]    
Segment Reporting Information [Line Items]    
Number of customers 1 1
Accounts Receivable [Member] | Suttle [Member]    
Segment Reporting Information [Line Items]    
Number of customers 1 1
Accounts Receivable [Member] | Transition Networks [Member]    
Segment Reporting Information [Line Items]    
Number of customers 2 1
Foreign Countries [Member] | Suttle [Member]    
Segment Reporting Information [Line Items]    
Long-lived assets | $ $ 93 $ 2,914
United States [Member] | Sales [Member]    
Segment Reporting Information [Line Items]    
Concentration risk percentage 83.00% 85.00%
One Customer [Member] | Sales [Member] | JDL Technologies [Member]    
Segment Reporting Information [Line Items]    
Concentration risk percentage   11.30%
One Customer [Member] | Sales [Member] | Suttle [Member]    
Segment Reporting Information [Line Items]    
Concentration risk percentage 10.30% 12.00%
One Customer [Member] | Accounts Receivable [Member] | Suttle [Member]    
Segment Reporting Information [Line Items]    
Concentration risk percentage 21.00% 25.00%
One Customer [Member] | Accounts Receivable [Member] | Transition Networks [Member]    
Segment Reporting Information [Line Items]    
Concentration risk percentage   17.00%
Customer 1 [Member] | Accounts Receivable [Member] | Transition Networks [Member]    
Segment Reporting Information [Line Items]    
Concentration risk percentage 17.00%  
Customer 2 [Member] | Accounts Receivable [Member] | Transition Networks [Member]    
Segment Reporting Information [Line Items]    
Concentration risk percentage 15.00%  

Information Concerning Industry Segments And Major Customers (Schedule Of Segment Information) (Details)
v3.8.0.1
Information Concerning Industry Segments And Major Customers (Schedule Of Segment Information) (Details) - USD ($)
3 Months Ended 12 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Segment Reporting Information [Line Items]                    
Sales $ 19,043,000 $ 20,412,000 $ 22,068,000 $ 20,800,000 $ 22,759,000 $ 25,617,000 $ 26,311,000 $ 24,666,000 $ 82,322,618 $ 99,352,934
Cost of sales                 61,486,379 72,771,393
Gross profit                 20,836,239 26,581,541
Selling, general and administrative expenses                 28,699,138 35,185,924
Impairment loss     1,463,000           1,617,389  
Pension liability adjustment gains               4,148,000   (4,147,836)
Restructuring expense                 2,284,541  
Operating loss (1,584,000) $ (4,654,000) $ (4,067,000) $ (1,460,000) (1,891,000) $ (1,175,000) $ (2,671,000) $ 1,280,000 (11,764,829) (4,456,547)
Depreciation and amortization                 3,186,458 3,683,009
Capital expenditures                 773,000 2,287,000
Assets 58,146,261       73,177,016       58,146,261 73,177,016
Intersegment Eliminations [Member]                    
Segment Reporting Information [Line Items]                    
Sales                 (891,000) (1,153,000)
Cost of sales                 (91,000) (177,000)
Gross profit                 (800,000) (976,000)
Selling, general and administrative expenses                 (800,000) (956,000)
Operating loss                   (20,000)
Capital expenditures                   (20,000)
Assets (27,000)       (27,000)       (27,000) (27,000)
Suttle [Member]                    
Segment Reporting Information [Line Items]                    
Sales                 32,384,000 42,076,000
Cost of sales                 30,964,000 38,193,000
Gross profit                 1,420,000 3,883,000
Selling, general and administrative expenses                 8,900,000 12,525,000
Pension liability adjustment gains                 2,285,000  
Operating loss                 (9,765,000) (8,642,000)
Depreciation and amortization                 2,155,000 2,461,000
Capital expenditures                 397,000 1,625,000
Assets 18,359,000       33,555,000       18,359,000 33,555,000
Transition Networks [Member]                    
Segment Reporting Information [Line Items]                    
Sales                 38,541,000 41,093,000
Cost of sales                 21,779,000 23,607,000
Gross profit                 16,762,000 17,486,000
Selling, general and administrative expenses                 15,371,000 17,180,000
Operating loss                 1,391,000 306,000
Depreciation and amortization                 705,000 852,000
Capital expenditures                 232,000 188,000
Assets 12,543,000       17,518,000       12,543,000 17,518,000
JDL Technologies [Member]                    
Segment Reporting Information [Line Items]                    
Sales                 11,210,000 15,464,000
Cost of sales                 8,437,000 10,245,000
Gross profit                 2,773,000 5,219,000
Selling, general and administrative expenses                 2,101,000 3,296,000
Impairment loss                 1,463,000  
Operating loss                 (791,000) 1,923,000
Depreciation and amortization                 269,000 267,000
Capital expenditures                 8,000 232,000
Assets 1,073,000       4,767,000       1,073,000 4,767,000
Net2Edge [Member]                    
Segment Reporting Information [Line Items]                    
Sales                 1,079,000 1,873,000
Cost of sales                 398,000 904,000
Gross profit                 681,000 969,000
Selling, general and administrative expenses                 3,127,000 3,141,000
Impairment loss                 154,000  
Operating loss                 (2,600,000) (2,172,000)
Depreciation and amortization                 57,000 103,000
Capital expenditures                 69,000 18,000
Assets 1,229,000       1,464,000       1,229,000 1,464,000
Other [Member]                    
Segment Reporting Information [Line Items]                    
Pension liability adjustment gains                   (4,148,000)
Operating loss                   4,148,000
Capital expenditures                 67,000 244,000
Assets $ 24,969,000       $ 15,900,000       $ 24,969,000 $ 15,900,000

Fair Value Measurements
v3.8.0.1
Fair Value Measurements
12 Months Ended
Dec. 31, 2017
Fair Value Measurements [Abstract]  
Fair Value Measurements

NOTE 12 – FAIR VALUE MEASUREMENTS

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities measured at fair value are classified using the following hierarchy, which is based upon the transparency of inputs to the valuation as of the measurement date: 

Level 1 – Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets that the Company has the ability to access at the measurement date.

Level 2 – Observable inputs such as quoted prices for similar instruments and quoted prices in markets that are not active, and inputs that are directly observable or can be corroborated by observable market data. The types of assets and liabilities included in Level 2 are typically either comparable to actively traded securities or contracts, such as treasury securities with pricing interpolated from recent trades of similar securities, or priced with models using highly observable inputs, such as commodity options priced using observable forward prices and volatilities.

Level 3 – Significant inputs to pricing that have little or no observability as of the reporting date. The types of assets and liabilities included in Level 3 are those with inputs requiring significant management judgment or estimation, such as the complex and subjective models and forecasts used to determine the fair value of financial instruments.

As discussed in Note 5, we tested our goodwill for impairment as of April 1, 2017. As part of this impairment testing, the Company determined the fair value of the net assets of the JDL Technologies reporting unit, based primarily on discounted cash flows and forecasted future operating results, which represent Level 3 inputs. As a result of our analysis, the Company recorded a non-cash impairment charge of $1,463,000 to fully impair goodwill. A reconciliation of the beginning and ending balances of goodwill are included in Note 5.

Financial assets and liabilities measured at fair value on a recurring basis as of December 31,  2017 and December 31, 2016, are summarized below:







 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



 

December 31, 2017

 

 

 



 

 

 

 

 

 

 

 

 

 

 



Level 1

 

Level 2

 

Level 3

 

Total Fair Value



 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

Money Market funds

$

6,193,000 

 

$

 -

 

$

 -

 

$

6,193,000 

Subtotal

 

6,193,000 

 

 

 -

 

 

 -

 

 

6,193,000 



 

 

 

 

 

 

 

 

 

 

 

Short-term investments:

 

 

 

 

 

 

 

 

 

 

 

Commercial Paper

 

 -

 

 

997,000 

 

 

 -

 

 

997,000 

Corporate Notes/Bonds

 

 -

 

 

4,544,000 

 

 

 -

 

 

4,544,000 

Subtotal

 

 -

 

 

5,541,000 

 

 

 -

 

 

5,541,000 



 

 

 

 

 

 

 

 

 

 

 

Total

$

6,193,000 

 

$

5,541,000 

 

$

 -

 

$

11,734,000 







 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



 

December 31, 2016

 

 

 



 

 

 

 

 

 

 

 

 

 

 



Level 1

 

Level 2

 

Level 3

 

Total Fair Value



 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

Money Market funds

$

3,851,000 

 

$

 -

 

$

 -

 

$

3,851,000 

Subtotal

 

3,851,000 

 

 

 -

 

 

 -

 

 

3,851,000 



 

 

 

 

 

 

 

 

 

 

 

Short-term investments:

 

 

 

 

 

 

 

 

 

 

 

Certificates of deposit

 

 -

 

 

4,294,000 

 

 

 -

 

 

4,294,000 

Corporate Notes/Bonds

 

 -

 

 

1,511,000 

 

 

 -

 

 

1,511,000 

Subtotal

 

 -

 

 

5,805,000 

 

 

 -

 

 

5,805,000 



 

 

 

 

 

 

 

 

 

 

 

Total

$

3,851,000 

 

$

5,805,000 

 

$

 -

 

$

9,656,000 



We record transfers between levels of the fair value hierarchy, if necessary, at the end of the reporting period. There were no transfers between levels during 2017 and 2016.


Fair Value Measurements (Tables)
v3.8.0.1
Fair Value Measurements (Tables)
12 Months Ended
Dec. 31, 2017
Fair Value Measurements [Abstract]  
Schedule Of Financial Assets And Liabilities Measured At Fair Value On A Recurring Basis







 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



 

December 31, 2017

 

 

 



 

 

 

 

 

 

 

 

 

 

 



Level 1

 

Level 2

 

Level 3

 

Total Fair Value



 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

Money Market funds

$

6,193,000 

 

$

 -

 

$

 -

 

$

6,193,000 

Subtotal

 

6,193,000 

 

 

 -

 

 

 -

 

 

6,193,000 



 

 

 

 

 

 

 

 

 

 

 

Short-term investments:

 

 

 

 

 

 

 

 

 

 

 

Commercial Paper

 

 -

 

 

997,000 

 

 

 -

 

 

997,000 

Corporate Notes/Bonds

 

 -

 

 

4,544,000 

 

 

 -

 

 

4,544,000 

Subtotal

 

 -

 

 

5,541,000 

 

 

 -

 

 

5,541,000 



 

 

 

 

 

 

 

 

 

 

 

Total

$

6,193,000 

 

$

5,541,000 

 

$

 -

 

$

11,734,000 







 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



 

December 31, 2016

 

 

 



 

 

 

 

 

 

 

 

 

 

 



Level 1

 

Level 2

 

Level 3

 

Total Fair Value



 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

Money Market funds

$

3,851,000 

 

$

 -

 

$

 -

 

$

3,851,000 

Subtotal

 

3,851,000 

 

 

 -

 

 

 -

 

 

3,851,000 



 

 

 

 

 

 

 

 

 

 

 

Short-term investments:

 

 

 

 

 

 

 

 

 

 

 

Certificates of deposit

 

 -

 

 

4,294,000 

 

 

 -

 

 

4,294,000 

Corporate Notes/Bonds

 

 -

 

 

1,511,000 

 

 

 -

 

 

1,511,000 

Subtotal

 

 -

 

 

5,805,000 

 

 

 -

 

 

5,805,000 



 

 

 

 

 

 

 

 

 

 

 

Total

$

3,851,000 

 

$

5,805,000 

 

$

 -

 

$

9,656,000 




Fair Value Measurements (Narrative) (Details)
v3.8.0.1
Fair Value Measurements (Narrative) (Details) - USD ($)
3 Months Ended 12 Months Ended
Jun. 30, 2017
Dec. 31, 2017
Dec. 31, 2016
Fair Value Measurements [Abstract]      
Impairment loss $ 1,463,000 $ 1,617,389  
Transfers between levels   $ 0 $ 0

Fair Value Measurements (Schedule Of Financial Assets And Liabilities Measured At Fair Value On A Recurring Basis) (Details)
v3.8.0.1
Fair Value Measurements (Schedule Of Financial Assets And Liabilities Measured At Fair Value On A Recurring Basis) (Details) - USD ($)
$ in Thousands
Dec. 31, 2017
Dec. 31, 2016
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents $ 6,193 $ 3,851
Assets (Liabilities) Net, fair value 11,734 9,656
Fair Value, Inputs, Level 1 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 6,193 3,851
Assets (Liabilities) Net, fair value 6,193 3,851
Fair Value, Inputs, Level 2 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets (Liabilities) Net, fair value 5,541 5,805
Money Market Funds [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 6,193 3,851
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 6,193 3,851
Short-Term Investments [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Investments 5,541 5,805
Short-Term Investments [Member] | Fair Value, Inputs, Level 2 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Investments 5,541 5,805
Short-Term Investments [Member] | Certificates Of Deposit [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Investments 997 4,294
Short-Term Investments [Member] | Certificates Of Deposit [Member] | Fair Value, Inputs, Level 2 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Investments 997 4,294
Short-Term Investments [Member] | Corporate Notes/Bonds [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Investments 4,544 1,511
Short-Term Investments [Member] | Corporate Notes/Bonds [Member] | Fair Value, Inputs, Level 2 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Investments $ 4,544 $ 1,511

Restructuring Charges
v3.8.0.1
Restructuring Charges
12 Months Ended
Dec. 31, 2017
Restructuring Charges [Abstract]  
Restructuring Charges

NOTE 13RESTRUCTURING CHARGES

During the year ended December 31, 2017, the Company recorded $2,285,000 in restructuring expense.  This consisted of severance and related benefits costs due to the restructuring within the Suttle business segment, including costs related to the closure of the Costa Rica facility. We transferred substantially all of the production from Costa Rica to Minnesota by the end of the second quarter of 2017 and completed the closure in the third quarter of 2017. In the third quarter of 2017, we identified $505,000 of equipment, net of accumulated depreciation, that we determined we would no longer use as a result of consolidating our operations in the Minnesota location.  We were not able to make this determination until we observed and assessed the condition of the equipment once it arrived in Minnesota. The loss on the disposal of this equipment is included in restructuring expense on the consolidated statement of loss and comprehensive loss. The Company paid $1,780,000 in restructuring charges during 2017 and had $0 in restructuring accruals recorded at December 31, 2017. We do not expect any material restructuring costs in 2018.    


Restructuring Charges (Narrative) (Details)
v3.8.0.1
Restructuring Charges (Narrative) (Details) - USD ($)
3 Months Ended 12 Months Ended
Sep. 30, 2017
Dec. 31, 2017
Restructuring Charges [Abstract]    
Restructuring expense   $ 2,284,541
Loss on equipment disposal $ 505,000  
Restructuring payments   1,780,000
Restructuring accruals   $ 0

Subsequent Events
v3.8.0.1
Subsequent Events
12 Months Ended
Dec. 31, 2017
Subsequent Events [Abstract]  
Subsequent Events

NOTE 14 – SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date of this filing. We do not believe there are any material subsequent events which would require further disclosure.  


Quarterly Operating Results
v3.8.0.1
Quarterly Operating Results
12 Months Ended
Dec. 31, 2017
Quarterly Operating Results [Abstract]  
Quarterly Operating Results

Quarterly Operating Results

(in thousands except per share amounts)

Unaudited







 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



Quarter Ended



 

March 31

 

June 30

 

Sep 30

 

Dec 31

2017

 

 

 

 

 

 

 

 

Sales

$

20,800 

$

22,068 

$

20,412 

$

19,043 

Operating loss

 

(1,460)

 

(4,067)

 

(4,654)

 

(1,584)

Net loss

 

(1,516)

 

(4,091)

 

(4,522)

 

(1,697)



 

 

 

 

 

 

 

 

Basic net loss per share

$

(0.17)

$

(0.46)

$

(0.50)

$

(0.19)

Diluted net loss per share

$

(0.17)

$

(0.46)

$

(0.50)

$

(0.19)



 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

Sales

$

24,666 

$

26,311 

$

25,617 

$

22,759 

Operating income (loss)1

 

1,280 

 

(2,671)

 

(1,175)

 

(1,891)

Net loss

 

(2,467)

 

(2,544)

 

(1,264)

 

(1,839)



 

 

 

 

 

 

 

 

Basic net (loss) income per share

$

(0.28)

$

(0.29)

$

(0.14)

$

(0.21)

Diluted net (loss) income per share

$

(0.28)

$

(0.29)

$

(0.14)

$

(0.21)



1 As part of the settlement of our pension plan, the Company recorded $4.1 million in pension liability gains previously recorded in accumulated other comprehensive income within operating expenses during 2016.  Additionally, in 2016 the Company recognized $4.2 million in foreign currency translation losses within Other (Expense) Income due to the substantial liquidation of our Austin Taylor subsidiary in the U.K. 




Quarterly Operating Results (Tables)
v3.8.0.1
Quarterly Operating Results (Tables)
12 Months Ended
Dec. 31, 2017
Quarterly Operating Results [Abstract]  
Schedule Of Quarterly Operating Results



 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



Quarter Ended



 

March 31

 

June 30

 

Sep 30

 

Dec 31

2017

 

 

 

 

 

 

 

 

Sales

$

20,800 

$

22,068 

$

20,412 

$

19,043 

Operating loss

 

(1,460)

 

(4,067)

 

(4,654)

 

(1,584)

Net loss

 

(1,516)

 

(4,091)

 

(4,522)

 

(1,697)



 

 

 

 

 

 

 

 

Basic net loss per share

$

(0.17)

$

(0.46)

$

(0.50)

$

(0.19)

Diluted net loss per share

$

(0.17)

$

(0.46)

$

(0.50)

$

(0.19)



 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

Sales

$

24,666 

$

26,311 

$

25,617 

$

22,759 

Operating income (loss)1

 

1,280 

 

(2,671)

 

(1,175)

 

(1,891)

Net loss

 

(2,467)

 

(2,544)

 

(1,264)

 

(1,839)



 

 

 

 

 

 

 

 

Basic net (loss) income per share

$

(0.28)

$

(0.29)

$

(0.14)

$

(0.21)

Diluted net (loss) income per share

$

(0.28)

$

(0.29)

$

(0.14)

$

(0.21)



1 As part of the settlement of our pension plan, the Company recorded $4.1 million in pension liability gains previously recorded in accumulated other comprehensive income within operating expenses during 2016.  Additionally, in 2016 the Company recognized $4.2 million in foreign currency translation losses within Other (Expense) Income due to the substantial liquidation of our Austin Taylor subsidiary in the U.K. 


Quarterly Operating Results (Schedule Of Quarterly Operating Results) (Details)
v3.8.0.1
Quarterly Operating Results (Schedule Of Quarterly Operating Results) (Details) - USD ($)
3 Months Ended 12 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Quarterly Operating Results [Abstract]                    
Sales $ 19,043,000 $ 20,412,000 $ 22,068,000 $ 20,800,000 $ 22,759,000 $ 25,617,000 $ 26,311,000 $ 24,666,000 $ 82,322,618 $ 99,352,934
Operating income (loss) (1,584,000) (4,654,000) (4,067,000) (1,460,000) (1,891,000) (1,175,000) (2,671,000) 1,280,000 (11,764,829) (4,456,547)
Net loss $ (1,697,000) $ (4,522,000) $ (4,091,000) $ (1,516,000) $ (1,839,000) $ (1,264,000) $ (2,544,000) $ (2,467,000) $ (11,825,632) $ (8,113,548)
Basic net (loss) income per share $ (0.19) $ (0.50) $ (0.46) $ (0.17) $ (0.21) $ (0.14) $ (0.29) $ (0.28) $ (1.32) $ (0.92)
Diluted net (loss) income per share $ (0.19) $ (0.50) $ (0.46) $ (0.17) $ (0.21) $ (0.14) $ (0.29) $ (0.28) $ (1.32) $ (0.92)
Additional minimum pension liability adjustments                   $ (4,147,836)
Foreign currency translation loss                   $ (4,238,497)