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REVENUE
12 Months Ended
Mar. 31, 2019
Revenue From Contract With Customer [Abstract]  
REVENUE

NOTE 3 — REVENUE

Changes in Accounting Policies

Orion adopted ASC 606 and ASC 340-40 (the “new standards”) as of April 1, 2018 for contracts with customers that were not fully complete as of April 1, 2018 using the modified retrospective transition method. The cumulative effect of initially applying the new standards was recorded as a $0.4 million adjustment to the opening balance of retained deficit within Orion’s Consolidated Statement of Shareholders’ Equity.

The new standards are applied separately for each contract between Orion and a customer.  While the impact of the new standards vary for each contract based on its specific terms, in general, the new standards result in Orion (a) delaying the recognition of some of its Product revenue from the point of shipment until a later date during the installation period, (b) recording Service revenue associated with installing lighting fixtures as such fixtures are installed instead of recording all Service revenue at the completion of the installation, and (c) recording costs associated with installing lighting fixtures as they are incurred instead of deferring such costs and recognizing them at the time Service revenue was recorded.

The adoption of the new standards also resulted in reclassifications (a) between Product revenue and Service revenue, and between Cost of service revenue and Sales and marketing expenses in Orion’s Consolidated Statements of Operations, and (b) between Accounts receivable, net, Revenue earned but not billed, Inventories, net, Deferred contract costs, Prepaid expenses and other current assets, Accounts payable, Accrued expenses and other, Deferred revenue, current, Deferred revenue, long-term, and Other long-term liabilities in Orion’s Consolidated Balance Sheets.

For all adjustments and changes as a result of adopting the new standards for the current period, refer to the section “Impacts on Financial Statements” below.  In accordance with the modified retrospective transition method, the historical information within Orion’s financial statements has not been restated and continues to be reported under the accounting standard in effect for those periods. As a result, Orion has disclosed the accounting policies in effect prior to April 1, 2018, as well as the policies applied starting April 1, 2018.

 

Revenue Recognition

See Note 2, Summary of Significant Accounting Policies for a discussion of Orion’s accounting policies in effect prior to April 1, 2018, as well as the policies applied starting April 1, 2018 in regards to revenue recognition.

Contract Fulfillment Costs

Costs associated with product sales are accumulated in inventory as the fixtures are manufactured and are transferred to Cost of product revenue at the time revenue is recorded.  See Note 5, Inventories, Net.  Costs associated with installation sales are expensed as incurred.

 

Disaggregation of Revenue

Orion’s Product revenue includes revenue from contracts with customers accounted for under the scope of ASC 606 and revenue which is accounted for under other guidance.  For fiscal year 2019, Product revenue included $3.4 million derived from sales-type leases for light fixtures, $0.2 million derived from the sale of tax credits generated from Orion’s legacy operation for distributing solar energy, and $0.1 million derived from the amortization of federal grants received in 2010 and 2011 as reimbursement for a portion of the costs to construct the legacy solar facilities which are not under the scope of ASC 606.  All remaining Product revenue, and all Service revenue, are derived from contracts with customers as defined in ASC 606.

The primary end-users of Orion’s lighting products and services are (a) the federal government, and (b) commercial or industrial companies.

The federal government obtains Orion products and services primarily through turnkey project sales that Orion makes to a select group of contractors who focus on the federal government. Revenues associated with government end-users are primarily included in the Orion Engineered Systems Division segment.

Commercial or industrial end-users obtain Orion products and services through turnkey project sales or by purchasing products either direct from Orion or through distributors or energy service companies ("ESCOs").  Revenues associated with commercial and industrial end-users are included within each of Orion’s segments, dependent on the sales channel.

See Footnote 16, Segment Data, for additional discussion concerning Orion’s reportable segments.

The following table provides detail of Orion’s total revenues for the year ended March 31, 2019 (dollars in thousands):

 

 

 

Year Ended March 31, 2019

 

 

 

Product

 

 

Services

 

 

Total

 

Revenue from contracts with customers:

 

 

 

 

 

 

 

 

 

 

 

 

Lighting revenues, by end user

 

 

 

 

 

 

 

 

 

 

 

 

Federal government

 

$

2,579

 

 

$

642

 

 

$

3,221

 

Commercial and industrial

 

 

49,963

 

 

 

8,851

 

 

 

58,814

 

Total lighting

 

 

52,542

 

 

 

9,493

 

 

 

62,035

 

Solar energy related revenues

 

 

57

 

 

 

 

 

 

57

 

Total revenues from contracts with customers

 

 

52,599

 

 

 

9,493

 

 

 

62,092

 

Revenue accounted for under other guidance

 

 

3,662

 

 

 

 

 

 

3,662

 

Total revenue

 

$

56,261

 

 

$

9,493

 

 

$

65,754

 

 

Cash Flow Considerations

Customer payments for material only orders are due shortly after shipment.

Turnkey projects where the end-user is the federal government typically span a three to six-month period.  The contracts for these sales often provide for monthly progress payments equal to ninety percent (90%) of the value provided by Orion during the month.

Turnkey projects where the end-user is a commercial or industrial company typically span between two weeks to three months.  Customer payment requirements for these projects vary by contract.  Some contracts provide for customer payments for products and services as they are delivered, other contracts specify that the customer will pay for the project in its entirety upon completion of the installation.

Orion provides long-term financing to one customer who frequently engages Orion in large turnkey projects that span between three and nine months.  The customer executes an agreement providing for monthly payments of the contract price, plus interest, over a five-year period.  The total transaction price in these contracts is allocated between product and services in the same manner as all other turnkey projects.  The portion of the transaction associated with the installation is accounted for consistently with all other installation related performance obligations.  The portion of the transaction associated with the sale of the multiple individual light fixtures is accounted for as sales-type leases in accordance with ASC 840, "Leases".  Revenues associated with the sales-type leases are included in Product revenue and recorded for each fixture separately based on the customer’s monthly acknowledgment that specified fixtures have been installed and are operating as specified.

The payments associated with these transactions that are due during the twelve months subsequent to March 31, 2019 are included in Accounts receivable, net in Orion’s Consolidated Balance Sheets.  The remaining amounts due that are associated with these transactions are included in Other long-term assets in Orion’s Consolidated Balance Sheets.

The customer’s monthly payment obligation commences after completion of the turnkey project.  Orion generally sells the receivable from the customer to an independent financial institution either during, or shortly after completion of, the installation period.  Upon execution of the receivables purchase / sales agreement, all amounts due from the customer are included in Revenues earned but not billed on Orion’s Consolidated Balance Sheets until cash is received from the financial institution.  The financial institution releases funds to Orion based on the customer’s monthly acknowledgment of the progress Orion has achieved in fulfilling its installation obligation.  Orion provides the progress certifications to the financial institution one month in arrears.

The total amount received from the sales of these receivables during the twelve months ended March 31, 2019 was $6.9 million.   Orion’s losses on these sales aggregated to $0.3 million for the twelve months ended March 31, 2019 and is included in Interest expense in the Consolidated Statements of Operations.

 

Practical Expedients and Exemptions

Orion expenses sales commissions when incurred because the amortization period is one year or less. These costs are recorded within Sales and marketing expense.  There are no other capitalizable costs associated with obtaining contracts with customers.

Orion’s performance obligations related to lighting fixtures typically do not exceed nine months in duration.  As a result, Orion has elected the practical expedient that provides an exemption to the disclosure requirements regarding information about value assigned to remaining performance obligations on contracts that have original expected durations of one year or less.

Orion has also adopted the practical expedient that provides an exemption to the disclosure requirement of the value assigned to performance obligations associated with contracts that were not complete as of April 1, 2018.

Orion also elected the practical expedient that permits companies to not disclose quantitative information about the future revenue when revenue is recognized as invoices are issued to customers for services performed.

Other than the turnkey projects which result in sales-type leases discussed above, Orion generally receives full payment for satisfied performance obligations in less than one year.  Accordingly, Orion does not adjust revenues for the impact of any potential significant financing component as permitted by the practical expedients provided in ASC 606.

 

Contract Balances

A receivable is recognized when Orion has an enforceable right to payment in accordance with contract terms and an invoice has been issued to the customer.  Payment terms on invoiced amounts are typically 30 days from the invoice date.

Revenue earned but not billed represents revenue that has been recognized in advance of billing the customer, which is a common practice in Orion turnkey contracts.  Once Orion has an unconditional right to consideration under a turnkey contract, Orion typically bills the customer accordingly and reclassifies the amount to Accounts receivable, net.  Revenue earned but not billed as of March 31, 2019 and April 1, 2018 includes $0.7 million and $0.6 million, respectively, which was not derived from contracts with customers and therefore not classified as a contract asset as defined by the new standards.

Deferred revenue, current as of March 31, 2019, included $48 thousand of contract liabilities which represented consideration received from customers prior to the point that Orion has fulfilled the promises included in a performance obligation and recorded revenue.

Deferred revenue, long-term consists of the unamortized portion of the funds received from the federal government in 2010 and 2011 as reimbursement for the costs to build the two facilities related to the PPAs.  As the transaction is not considered a contract with a customer, this value is not a contract liability as defined by the new standards.

The following chart shows the balance of Orion’s receivables arising from contracts with customers, contract assets and contract liabilities as of March 31, 2019, and April 1, 2018, after the adoption of the new standards (dollars in thousands):

 

 

 

March 31, 2019

 

 

April 1, 2018

 

Accounts receivable, net

 

$

14,804

 

 

$

9,020

 

Contract assets

 

$

3,005

 

 

$

1,773

 

Contract liabilities

 

$

48

 

 

$

13

 

 

There were no significant changes in the contract assets outside of standard reclassifications to Accounts receivable, net upon billing.  There were no significant changes to contract liabilities.

Impact on Financial Statements (in thousands)

 

 

 

 

As Reported

March 31,

2019

 

 

Adjustments

 

 

Balances

without

application of

ASC 606

As of March 31, 2019

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

8,729

 

 

$

 

 

$

8,729

 

Accounts receivable, net

 

 

14,804

 

 

 

(67

)

 

 

14,737

 

Revenue earned but not billed

 

 

3,746

 

 

 

(3,746

)

 

 

 

Inventories, net

 

 

13,403

 

 

 

(351

)

 

 

13,052

 

Deferred contract costs

 

 

0

 

 

 

396

 

 

 

396

 

Prepaid expenses and other current assets

 

 

695

 

 

 

3,419

 

 

 

4,114

 

Total current assets

 

 

41,377

 

 

 

(349

)

 

 

41,028

 

Property and equipment, net

 

 

12,010

 

 

 

 

 

 

12,010

 

Other intangible assets, net

 

 

2,469

 

 

 

 

 

 

2,469

 

Other long-term assets

 

 

165

 

 

 

 

 

 

165

 

Total assets

 

$

56,021

 

 

$

(349

)

 

$

55,672

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

 

$

19,706

 

 

$

987

 

 

$

20,693

 

Accrued expenses and other

 

 

7,410

 

 

 

(1,193

)

 

 

6,217

 

Deferred revenue, current

 

 

123

 

 

 

51

 

 

 

174

 

Current maturities of long-term debt

 

 

96

 

 

 

 

 

 

96

 

Total current liabilities

 

 

27,335

 

 

 

(155

)

 

 

27,180

 

Revolving credit facility

 

 

9,202

 

 

 

 

 

 

9,202

 

Long-term debt, less current maturities

 

 

81

 

 

 

 

 

 

81

 

Deferred revenue, long-term

 

 

791

 

 

 

104

 

 

 

895

 

Other long-term liabilities

 

 

642

 

 

 

(104

)

 

 

538

 

Total liabilities

 

 

38,051

 

 

 

(155

)

 

 

37,896

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

 

 

 

 

 

Preferred stock

 

 

 

 

 

 

 

 

 

Common stock

 

 

 

 

 

 

 

 

 

Additional paid-in capital

 

 

155,828

 

 

 

 

 

 

155,828

 

Treasury stock

 

 

(36,091

)

 

 

 

 

 

(36,091

)

Retained deficit

 

 

(101,767

)

 

 

(194

)

 

 

(101,961

)

Total shareholders’ equity

 

 

17,970

 

 

 

(194

)

 

 

17,776

 

Total liabilities and shareholders’ equity

 

$

56,021

 

 

$

(349

)

 

$

55,672

 

 

 

 

 

 

Year Ended March 31, 2019 (in thousands)

 

 

 

As Reported

 

 

Adjustments

 

 

Balances

without

application of

ASC 606

 

Product revenue

 

$

56,261

 

 

$

2,191

 

 

$

58,452

 

Service revenue

 

 

9,493

 

 

 

(2,143

)

 

 

7,350

 

Total revenue

 

 

65,754

 

 

 

48

 

 

 

65,802

 

Cost of product revenue

 

 

44,111

 

 

 

1

 

 

 

44,112

 

Cost of service revenue

 

 

7,091

 

 

 

(1,472

)

 

 

5,619

 

Total cost of revenue

 

 

51,202

 

 

 

(1,471

)

 

 

49,731

 

Gross profit

 

 

14,552

 

 

 

1,519

 

 

 

16,071

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

 

10,231

 

 

 

 

 

 

10,231

 

Sales and marketing

 

 

9,104

 

 

 

1,459

 

 

 

10,563

 

Research and development

 

 

1,374

 

 

 

 

 

 

1,374

 

Total operating expenses

 

 

20,709

 

 

 

1,459

 

 

 

22,168

 

Loss from operations

 

 

(6,157

)

 

 

60

 

 

 

(6,097

)

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

Other income

 

 

80

 

 

 

 

 

 

80

 

Interest expense

 

 

(493

)

 

 

19

 

 

 

(474

)

Amortization of debt issue costs

 

 

(101

)

 

 

 

 

 

 

(101

)

Interest income

 

 

11

 

 

 

 

 

 

11

 

Total other expense

 

 

(503

)

 

 

19

 

 

 

(484

)

Loss before income tax

 

 

(6,660

)

 

 

79

 

 

 

(6,581

)

Income tax expense

 

 

14

 

 

 

 

 

 

14

 

Net loss

 

$

(6,674

)

 

$

79

 

 

$

(6,595

)

 

 

 

 

Year Ended March 31, 2019 (in thousands)

 

 

 

As Reported

 

 

Adjustments

 

 

Balances

without

application of

ASC 606

 

Operating activities

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(6,674

)

 

$

79

 

 

$

(6,595

)

Adjustments to reconcile net loss to net cash used in operating

   activities:

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation

 

 

1,339

 

 

 

 

 

 

1,339

 

Amortization of intangible assets

 

 

444

 

 

 

 

 

 

444

 

Stock-based compensation

 

 

825

 

 

 

 

 

 

825

 

Amortization of debt issue costs

 

 

101

 

 

 

 

 

 

101

 

Provision for inventory reserves

 

 

(202

)

 

 

 

 

 

(202

)

Provision for bad debts

 

 

56

 

 

 

 

 

 

56

 

Other

 

 

57

 

 

 

 

 

 

57

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

 

(5,840

)

 

 

(217

)

 

 

(6,057

)

Revenue earned but not billed

 

 

(1,390

)

 

 

1,390

 

 

 

 

Inventories

 

 

(4,689

)

 

 

(335

)

 

 

(5,024

)

Deferred contract costs

 

 

0

 

 

 

599

 

 

 

599

 

Prepaid expenses and other assets

 

 

68

 

 

 

(1,512

)

 

 

(1,444

)

Accounts payable

 

 

8,916

 

 

 

102

 

 

 

9,018

 

Accrued expenses and other

 

 

1,975

 

 

 

84

 

 

 

2,059

 

Deferred revenue, current and long-term

 

 

(44

)

 

 

(190

)

 

 

(234

)

Net cash used in operating activities

 

 

(5,058

)

 

 

 

 

 

(5,058

)

Investing activities

 

 

 

 

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

 

(381

)

 

 

 

 

 

(381

)

Additions to patents and licenses

 

 

(68

)

 

 

 

 

 

(68

)

Net cash used in investing activities

 

 

(449

)

 

 

 

 

 

(449

)

Financing activities

 

 

 

 

 

 

 

 

 

 

 

 

Payment of long-term debt

 

 

(80

)

 

 

 

 

 

(80

)

Proceeds from revolving credit facility

 

 

60,270

 

 

 

 

 

 

60,270

 

Payment of revolving credit facility

 

 

(54,976

)

 

 

 

 

 

(54,976

)

Payments to settle employee tax withholdings on stock-based

   compensation

 

 

(10

)

 

 

 

 

 

(10

)

Debt issue costs

 

 

(396

)

 

 

 

 

 

(396

)

Net proceeds from employee equity exercises

 

 

4

 

 

 

 

 

 

4

 

Net cash used in financing activities

 

 

4,812

 

 

 

 

 

 

4,812

 

Net decrease in cash and cash equivalents

 

 

(695

)

 

 

 

 

 

(695

)

Cash and cash equivalents at beginning of period

 

 

9,424

 

 

 

 

 

 

9,424

 

Cash and cash equivalents at end of period

 

$

8,729

 

 

$

 

 

$

8,729