cyan20161231

Inventory Disclosure [Text Block]

2.	INVENTORIES

Inventories are stated at the lower of cost or market. Cost is determined by the

first

-in,

first

-out method. Inventories consist of the following:

	Dec ember 3 1 , 2016		March 31, 2016
	(in thousands)
Raw materials	$	392	$	375
Work in process		3,527		3,782
Finished goods (1)		3,501		3,543
Supplies		251		156
Inventories, net	$	7,671	$	7,856

(1)

Net of reserve for obsolescence

$8,000

at both

December

31,

2016

and

March

31,

2016.

The Company recognizes abnormal production costs, including fixed cost variances from normal production capacity, as an expense in the period incurred. Non

-inventoriable fixed costs of

$148,000

and

$221,000

were charged to cost of sales for the

three

and

nine

months ended

December

31,

2016,

respectively.

$21,000

of non-inventoriable fixed costs were charged to cost of sales for the

three

months ended

December

31,

2015.

$395,000

of extraction operations start-up costs and

$149,000

of non-inventoriable fixed costs were charged to cost of sales for the

nine

months ended

December

31,

2015.

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Note 3 - Equipment and Leasehold Improvements, Net

9 Months Ended

Dec. 31, 2016

Property, Plant and Equipment Disclosure [Text Block]

3.	EQUIPMENT AND LEASEHOLD IMPROVEMENTS, NET

	Years
Equipment		3	to	10
Furniture and fixtures		3	to	7
Leasehold improvements		10	to	25

Equipment and leasehold improvements consist of the following:

	Dec ember 3 1 , 2016			March 31, 2016
	(in thousands)
Equipment	$	17,453		$	17,040
Leasehold improvements		13,887			13,797
Furniture and fixtures		379			354
		31,719			31,191
Less accumulated depreciation and amortization		(15,472	)		(14,067	)
Construction-in-progress		620			672
Equipment and leasehold improvements, net	$	16,867		$	17,796

The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of such assets

may

not be recoverable. Recoverability of these assets is measured by a comparison of the carrying amount to forecasted undiscounted future cash flows expected to be generated by the asset. If the carrying amount exceeds its estimated future cash flows, then an impairment charge is recognized to the extent that the carrying amount exceeds the asset

’s fair value. Management has determined no asset impairment existed as of

December

31,

2016

The Company has no capitalized interest for the

nine

months ended

December

31,

2016.

$35,000

and

$172,000

of interest was capitalized for the

three

and

nine

month period ended

December

31,

2015,

respectively.

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Note 4 - Notes Payable

9 Months Ended

Dec. 31, 2016

Short-term Debt [Text Block]

4.	NOTES PAYABLE

August

30,

2016,

the Revolving Credit Agreement (the “Credit Agreement”), which the Company and First Foundation Bank (“the Bank”) entered into on

June

2016,

became effective after the Company and the Bank received the necessary approvals from the State of Hawaii to secure the lien on the Company

’s leasehold property in Kona. The Credit Agreement allows the Company to borrow up to

$2,000,000

on a revolving basis. Borrowings under the Credit Agreement bear interest at the Wall Street Journal prime rate +

2%,

floating. The Credit Agreement’s initial term expires on

August

30,

2017,

and the term

may

be extended at the Bank’s sole discretion. The Credit Agreement includes various covenants as defined in the Credit Agreement. The Credit Agreement also contains standard acceleration provisions in the event of a default by the Company. Proceeds from the revolving line were used to repay a

$600,000

short-term loan from First Foundation Bank. At

December

31,

2016,

the Company had borrowed

$611,000

under the Credit Agreement and had

$1,389,000

available on the line.

The Credit Agreement grants the Bank the following security interests in the Company

’s property: (a) a lien on the Company’s leasehold interest in its Kona facility; (b) an assignment of the Company’s interest in leases and rents on its Kona facility; and (c) a security interest in all fixtures, furnishings and equipment related to or used by the Company at the Kona facility. Each security interest is further subject to the terms of the Credit Agreement.

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Note 5 - Accrued Expenses

9 Months Ended

Dec. 31, 2016

Accounts Payable and Accrued Liabilities Disclosure [Text Block]

5.	ACCRUED EXPENSES

Accrued expenses consist of the following:

	Dec ember 3 1 , 2016		March 31, 2016
	(in thousands)
Wages, bonus and profit sharing	$	963	$	972
Legal		136		95
Use tax		142		140
Customer rebates		—		74
Rent and utilities		68		49
Other expenses		87		100
Total accrued expenses	$	1,396	$	1,430

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Note 6 - Long-term Debt

9 Months Ended

Dec. 31, 2016

Long-term Debt [Text Block]

6.	LONG-TERM DEBT

Long-term debt consists of the following:

	Dec ember 3 1 , 2016			March 31, 2016
	(in thousands)
Long-term debt	$	7,290		$	7,668
Less current maturities		(614	)		(574	)
Long-term debt, excluding current maturities		6,676			7,094
Less unamortized debt issuance costs		(276	)		(304	)
Total long-term debt, net of current maturities and unamortized debt issuance costs	$	6,400		$	6,790

Term Loans

The Company executed a loan agreement with a lender providing for

$2,500,000

in aggregate credit facilities (the

“2015

Loan”) secured by substantially all the Company

’s assets, pursuant to a Term Loan Agreement dated

July

30,

2015

(the

“2015

Loan Agreement”). The

2015

Loan Agreement is evidenced by a promissory note in the amount of

$2,500,000,

the repayment of which is partially guaranteed under the provisions of a United States Department of Agriculture (“USDA”) Rural Development Guarantee program. The proceeds of the

2015

Loan were used to pay off a

$500,000

short term note payable that matured on

September

18,

2015,

and to acquire new processing equipment and leasehold improvements at the Company’s Kona, Hawaii facility.

The provisions of the

2015

Loan Agreement require the payment of principal and interest until its maturity on

September

2022,

the obligation fully amortizes over

seven

(7)

years. Interest on the

2015

Loan accrues on the outstanding principal balance at an annual variable rate equal to the published Wall Street Journal prime rate

(3.75%

December

31,

2016)

plus

2.0%

and is adjustable on the

first

day of each calendar quarter and fixed for that quarter. At no time shall the annual interest rate be less than

6.00%.

The

2015

Loan has a prepayment penalty of

for any prepayment made prior to the

first

anniversary of the date of the

2015

Loan Agreement. The penalty is reduced by

each year thereafter until the

fifth

anniversary of such date, after which there is no prepayment penalty. The balance under the

2015

Loan was

$2,127,000

and

$2,354,000

December

31,

2016

and

March

31,

2016,

respectively.

The

2015

Loan includes a

one

-time origination and guaranty fee totaling

$113,900

and an annual renewal fee payable in the amount of

0.50%

of the USDA guaranteed portion of the outstanding principal balance as of

December

of each year, beginning

December

31,

2015.

The amount of unamortized debt issuance cost was

$88,000

and

$102,000

December

31,

2016

and

March

31,

2016,

respectively. The USDA has guaranteed

80%

of all amounts owing under the

2015

Loan. The Company is subject to financial covenants and customary affirmative and negative covenants.

The Company executed a loan agreement with a lender providing for

$5,500,000

in aggregate credit facilities (the “Loan”) secured by substantially all the Company

’s assets, including a mortgage on the Company's interest in its lease at the National Energy Laboratory of Hawaii Authority, pursuant to a Term Loan Agreement dated

August

14,

2012

(the “Loan Agreement”). The Loan Agreement is evidenced by promissory notes in the amounts of

$2,250,000

and

$3,250,000,

the repayment of which is partially guaranteed under the provisions of a USDA Rural Development Guarantee. The proceeds of the Loan have been used to acquire new processing equipment and leasehold improvements at the Company’s Kona, Hawaii facility.

The provisions of the Loan Agreement required the payment of interest only for the

first

months of the term; thereafter, and until its maturity on

August

14,

2032,

the obligation fully amortizes over

nineteen

(19)

years. Interest on the Loan accrues on the outstanding principal balance at an annual variable rate equal to the published Wall Street Journal prime rate

(3.75%

December

31,

2016)

plus

1.0%

and is adjustable on the

first

day of each calendar quarter and fixed for that quarter. At no time shall the annual interest rate be less than

5.50%.

The Loan has a prepayment penalty of

for any prepayment made prior to the

first

anniversary of the date of the Loan Agreement. The penalty is reduced by

each year thereafter until the

fifth

anniversary of such date, after which there is no prepayment penalty. The balance under this Loan was

$4,904,000

and

$5,049,000

December

31,

2016

and

March

31,

2016,

respectively. Proceeds from the Loan were classified as restricted cash until drawn upon to acquire new processing equipment and leasehold improvements.

The Loan Agreement included a

one

-time origination and guaranty fees totaling

$214,500

and an annual renewal fee payable in the amount of

0.25%

of the USDA guaranteed portion of the outstanding principal balance as of

December

of each year, beginning

December

31,

2012.

The amount of unamortized debt issuance cost was

$188,000

and

$202,000

December

31,

2016

and

March

31,

2016,

respectively. The USDA has guaranteed

80%

of all amounts owing under the Loan. The Company is subject to financial covenants and customary affirmative and negative covenants.

Capital Leases

The Company has

four

capital leases providing for

$364,000

in equipment, secured by the equipment financed. The capital leases mature at various dates between

March

2018

and

March

2021

and are payable in

equal monthly payments, except for

one

which is payable in

equal monthly payments. The interest rates under these capital leases range from

4.18%

12.90%.

The balance under these leases was

$259,000

and

$261,000

December

31,

2016

and

March

31,

2016,

respectively.

Future principal payments under the term loans and capital lease agreements as of

December

31,

2016

are as follows:

Payments Due	(in thousands)
Next 12 Months	$	614
Year 2		626
Year 3		644
Year 4		655
Year 5		662
Thereafter		4,089
Total principal payments	$	7,290

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Note 7 - Operating Leases

9 Months Ended

Dec. 31, 2016

Leases of Lessee Disclosure [Text Block]

7.	OPERATING LEASES

The Company leases facilities, equipment and land under operating leases expiring through

2035.

The land lease provides for contingent rentals in excess of minimum rental commitments based on a percentage of the Company

’s sales. Management has accrued for the estimated contingent rent as of

December

31,

2016.

Future minimum lease payments under all non-cancelable operating leases at

December

31,

2016

are as follows:

Payments Due	(in thousands)
Next 12 Months	$	612
Year 2		611
Year 3		620
Year 4		556
Year 5		528
Thereafter		4,424
Total minimum lease payments	$	7,351

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Note 8 - Commitments and Contingencies

9 Months Ended

Dec. 31, 2016

Commitments and Contingencies Disclosure [Text Block]

8.	COMMITMENTS AND CONTINGENCIES

May

24,

2016,

one

of our shareholders, Meridian OHC Partners, LP, initiated an action in the United States District Court, District of Nevada, entitled

Meridian OHC Partners, LP vs. Cyanotech Corporation, Michael Davis and Rudolf Steiner Foundation (RSF), Inc.

August

26,

2016,

the Company moved to dismiss Meridian

’s initial complaint on the ground that Meridian lacked standing to proceed derivatively on behalf of the Company. In response, on

September

19,

2016,

Meridian filed an amended complaint. On

November

2016,

the Company filed a motion to dismiss the amended complaint, again arguing that Meridian lacks standing to proceed derivatively on behalf of the Company. On

January

23,

2017,

the court granted the Company’s motion to dismiss, but granted Meridian a

-day period to file a

second

amended complaint. The

first

amended complaint (which has been dismissed) made certain derivative claims on behalf of the Company, direct claims on behalf of Meridian, and alleged, among other things, (i) that there were deficiencies in the beneficial ownership reports of Mr. Davis, the Chairman of our Board of Directors, and RSF, a shareholder of the Company, including that Mr. Davis and RSF are an undisclosed group with respect to their shares of Company Common Stock, and (ii) that Mr. Davis has breached fiduciary duties to the Company. Meridian sought, among other things, declaratory and injunctive relief to reform this conduct.

September

2016.

The special committee concluded, among other things, that (i) Mr. Davis should be filing his reports pursuant to Section

of the Exchange act (“Section

13”)

on schedule

13D

rather than on the short form schedule

13G;

(ii) it has not found sufficient information to conclude that a “group” exists under Section

13;

and (iii) it has not found any material corporate governance issues. The Special Committee recommended that the Board take no legal action in response to Meridian

’s allegations. The Board unanimously approved the findings and adopted the recommendations of the Special Committee. Additional details regarding the Special Committee’s findings and recommendations are set forth in the Company’s Form

-K filed with the SEC on

September

2016.

March

31,

2016,

the Company entered into a Separation Agreement and Release of Claims (the “Separation Agreement”), pursuant to which Brent Bailey, now-former CEO, resigned from the Company effective as of the date of the Separation Agreement. Under the Separation Agreement, Mr. Bailey was eligible to receive (i) an aggregate of

$325,000

in separation payments, payable monthly through the end of

April

2017,

and (ii) up to

155,000

shares of the Company

’s Common Stock, to be granted in

two

tranches. On

April

29,

2016,

the Company issued

48,467

shares of its Common Stock to Mr. Bailey in accordance with the Separation Agreement. On

October

19,

2016

(the “Notification Date”), the Board notified Brent Bailey that, as a result of Mr. Baileys material breach of certain provisions of the Separation Agreement and his Employment Letter Agreement, dated

November

2010,

the Board has exercised its right to terminate all future severance payments, healthcare benefits and share grants that would otherwise be payable to Mr. Bailey under the Separation Agreement, effective as of the Notification Date. In connection with the Separation and Release of Claims, the Company accrued separation expenses of

$184,000

as of

December

31,

2016.

By letter dated

October

27,

2016,

Mr. Bailey informed the Company that he disputes the Company’s termination of his benefits. He has initiated the mediation procedures set forth in the Separation Agreement, and the mediation is

tentatively

scheduled for

April

2017.

From time to time, the Company

may

be involved in other litigation and investigations relating to claims and matters arising out of its operations in the normal course of business. The Company believes that it currently is not a party to any legal proceedings which, individually or in aggregate, would have a material effect on its consolidated financial position, results of operations or cash flows.

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Note 9 - Share-based Compensation

9 Months Ended

Dec. 31, 2016

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

9.	SHARE-BASED COMPENSATION

’s stock options are service-based awards, and because the Company’s stock options are “plain vanilla,” as defined by the U.S. Securities and Exchange Commission in Staff Accounting Bulletin No.

107,

they are reflected only in equity and compensation expense accounts.

As of

December

31,

2016,

the Company had

two

equity-based compensation plans: the

2016

Cyanotech Equity Incentive Plan (the

“2016

Plan”) and the

2014

Independent Director Stock Option and Restricted Stock Grant Plan (the

“2014

Directors Plan”). The Company has also issued stock options, which remain outstanding as of

December

31,

2016,

under

two

equity-based compensation plans which have expired according to their terms: the

2005

Stock Option Plan (the

“2005

Plan”) and the

2004

Independent Director Stock Option and Stock Grant Plan (the

“2004

Directors Plan”). These plans allowed the Company to award stock options and shares of restricted common stock to eligible employees, certain outside consultants and independent directors.

August

25,

2016,

the Company

’s shareholders approved the

2016

Plan as a successor to the

2005

Plan, authorizing the Board of Directors to provide incentive to the Company’s officers, employees and certain independent consultants through equity based compensation in the form of stock options, restricted stock, restricted stock units, stock appreciation rights and other stock based awards (together, “Stock Awards”) and performance shares and performance units (together, “Performance Awards”). Awards under the

2016

Plan are limited to the authorized amount of

1,300,000

shares, up to

600,000

of which are available for issuance in connection with Performance Awards and Stock Awards. As of

December

31,

2016,

there were

1,300,000

shares available for grant under the

2016

Plan.

August

28,

2014,

the Company

’s shareholders approved the

2014

Directors Plan authorizing the Board of Directors to provide incentive to the Company’s independent directors through equity based compensation in the form of stock options and restricted stock. Awards under the

2014

Directors Plan are limited to the authorized amount of

350,000

shares. As of

December

31,

2016,

there were

289,124

shares available for grant under the

2014

Directors Plan.

The

2005

Plan and the

2004

Directors Plan have expired, and therefore

no additional awards will be issued under those plans.

The following table presents shares authorized, available for future grant and outstanding under each of the Company

’s plans:

	As of Dec ember 3 1 , 2016
	Authorized		Available		Outstanding

2016 Plan		1,300,000		1,300,000		—
2014 Directors Plan		350,000		289,124		12,000
2005 Plan		—		—		581,000
2004 Directors Plan		—		—		12,000
Total		1,650,000		1,589,124		605,000

All stock option grants made under equity-based compensation plans were issued at exercise prices no less than the Company

’s closing stock price on the date of grant. Options under the

2005

Plan and

2014

Directors Plan were determined by the Board of Directors or the Stock Option and Compensation Committee of the Board in accordance with the provisions of the respective plans. The terms of each option grant include vesting, exercise, and other conditions are set forth in a Stock Option Agreement evidencing each grant. No option can have a life in excess of

ten

(10)

years. The Company records compensation expense for employee stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option-pricing model. The model requires various assumptions, including a risk-free interest rate, the expected term of the options, the expected stock price volatility over the expected term of the options and the expected dividend yield. Compensation expense for employee stock options is recognized ratably over the vesting term. Compensation expense recognized for options issued under all Plans was

$1,500

and

$138,000

for the

three

and

nine

months ended

December

31,

2016,

respectively. Compensation expense recognized for options issued under all Plans was

$167,000

and

$491,000

for the

three

and

nine

months ended

December

31,

2015,

respectively. Compensation expense recognized for restricted stock issued under the

2014

Directors Plan was

78,000

for the

three

and

nine

months ended

December

31,

2016.

Compensation expense recognized for restricted stock issued under the

2014

Directors Plan was

78,000

for the

three

and

nine

months ended

December

31,

2015.

All share-based compensation has been classified as general and administrative expense in the Condensed Consolidated Statement of Operations.

A summary of option activity under the Company

’s stock plans for the

nine

months ended

December

31,

2016

is presented below:

Option Activity	Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term ( Years)		Aggregate Intrinsic Value
Outstanding at March 31, 2016		685,000		$	4.65		5.7	$	566,323
Granted		6,000		$	4.08
Exercised		(1,500	)	$	3.11
Forfeited		(84,500	)	$	6.09
Outstanding at December 31, 2016		605,000		$	4.44		4.9	$	315,881
Exercisable at December 31, 2016		579,500		$	4.43		4.8	$	314,561

’s closing stock price of

$4.30

for such day.

A summary of the Company

’s non-vested options for the

nine

months ended

December

31,

2016

is presented below:

Nonvested Options	Shares			Weighted Average Grant-Date Fair Value
Nonvested at March 31, 2016		171,250		$	3.75
Granted		6,000			.83
Vested		(97,250	)		3.36
Forfeited		(54,500	)		4.73
Nonvested at December 31, 2016		25,500		$	2.43

The following table summarizes the weighted average characteristics of outstanding stock options as of

December

31,

2016:

			Outstanding Options						Exercisable Options
Range of Exercise Prices			Number of Shares		Remaining Life (Years)		Weighted Average Price		Number of Shares		Weighted Average Price
$1.60	-	$3.70		14 0,920		3. 2	$	2.7 3		14 0,920	$	2.7 3
$3.71	-	$4.42		199 ,080		4 .8	$	3.8 3		19 3,080	$	3.82
$4.43	-	$5.40		95,000		6. 4	$	5.00		75 ,500	$	5.0 4
$5.41	-	$7.08		170 ,000		5. 7	$	6. 27		170,000	$	6.2 7
Total stock options				6 05,000		4 .9	$	4. 44		57 9,500	$	4.4 3

The range of fair value assumptions related to options granted during the

nine

months ended

December

31,

2016

were as follows:

	2016
Exercise Price	$	4.08
Volatility		51.13	%
Risk Free Rate		0.60	%
Vesting Period (years)		0.5
Forfeiture Rate		0.00	%
Expected Life (years)		1.00
Dividend Rate		0	%

As of

December

31,

2016,

total unrecognized stock-based compensation expense related to all unvested stock options was

$40,000,

which is expected to be expensed over a weighted average period of

0.7

years.

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

+ References + Details

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Note 10 - Income Taxes

9 Months Ended

Dec. 31, 2016

Income Tax Disclosure [Text Block]

10.	INCOME TAXES

an income tax expense of

$27,000

and

$457,000

for the

three

months ended

December

31,

2016

and

2015,

respectively. We recorded an income tax expense of

$3,000

and

$139,000

for the

nine

months ended

December

30,

2016

and

2015,

respectively. Our effective tax rate was

(8.4%)

and

(0.3%)

for the

three

and

nine

months ended

December

31,

2016,

respectively, and

220.8%

and

(68.8%)

for the

three

and

nine

months ended

December

31,

2015,

respectively. The effective tax rate for the

three

and

nine

months ended

December

30,

2016

differ from the statutory rate of

34%

as a result of state taxes (net of federal benefit) and the net change in valuation allowance against the net deferred tax asset the Company believes is not more likely than not to be realized.

The Company is subject to taxation in the United States and

two

state jurisdictions. The preparation of tax returns requires management to interpret the applicable tax laws and regulations in effect in such jurisdictions, which could affect the amount of tax paid by the Company. Management, in consultation with its tax advisors, files its tax returns based on interpretations that are believed to be reasonable under the circumstances. The income tax returns, however, are subject to routine reviews by the various taxing authorities. As part of these reviews, a taxing authority

may

disagree with respect to the tax positions taken by management (“uncertain tax positions”) and therefore

may

require the Company to pay additional taxes. Management evaluates the requirement for additional tax accruals, including interest and penalties, which the Company could incur as a result of the ultimate resolution of its uncertain tax positions. Management reviews and updates the accrual for uncertain tax positions as more definitive information becomes available from taxing authorities, completion of tax audits, expiration of statute of limitations, or upon occurrence of other events.

As of

December

31,

2016,

there was

liability for income tax associated with unrecognized tax benefits. The Company recognizes accrued interest related to unrecognized tax benefits as well as any related penalties in interest income or expense in its consolidated condensed statements of operations, which is consistent with the recognition of these items in prior reporting periods.

With few exceptions, the Company is no longer subject to U.S. federal, state, local, and non-U.S. income tax examination by tax authorities for tax years before

2011.

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Note 11 - Earnings (Loss) Per Share

9 Months Ended

Dec. 31, 2016

Earnings Per Share [Text Block]

11.	EARNINGS (LOSS) PER SHARE

605,000

and

1,414,916

for the

three

and

nine

months ended

December

31,

2016

and

December

31,

2015,

respectively, as the effect of their inclusion would be anti-dilutive.

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Note 12 - Concentrations of Risk

9 Months Ended

Dec. 31, 2016

Segment Reporting Disclosure [Text Block]

12.	CONCENTRATIONS OF RISK

Concentration of Accounts Receivable and Revenues

December

31,

2016,

54.6%

of the Company’s accounts receivable was comprised of

two

customer balances of

40.9%

and

13.7%,

respectively. At

March

31,

2016,

44.4%

of the Company’s accounts receivable was comprised of

two

customer balances of

30.7%

and

13.4%,

respectively.

Two

customers accounted for

36%

and

35%

of total net sales for the

three

months ended

December

31,

2016

and

2015,

respectively, and accounted for

34%

and

28%

of total net sales for the

nine

months ended

December

31,

2016

and

2015,

respectively. International sales represented

23%

and

29%

of net sales for the

three

and

nine

months ended

December

31,

2016,

respectively, compared to

23%

and

26%

for the same periods, respectively, a year ago.

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/presentationRef
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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+ Details

XML 30 R18.htm IDEA: XBRL DOCUMENT

Significant Accounting Policies (Policies)	9 Months Ended
Significant Accounting Policies (Policies)	Dec. 31, 2016
Accounting Policies [Abstract]
New Accounting Pronouncements, Policy [Policy Text Block]	The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information pursuant to the instructions to Form 10 -Q and Regulation S-X of the Securities and Exchange Commission (SEC). These interim condensed consolidated financial statements are unaudited and, in the opinion of management, include all adjustments (consisting of normal recurring adjustments and accruals) necessary to present fairly the Condensed Consolidated Balance Sheets, Condensed Consolidated Statements of Operations, and Condensed Consolidated Statements of Cash Flows for the periods presented in accordance with GAAP. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full fiscal year. The Condensed Consolidated Balance Sheet as of March 31, 2016 was derived from the audited consolidated financial statements. These condensed consolidated financial statements and notes should be read in conjunction with the Company’s audited consolidated financial statements for the year ended March 31, 2016, contained in the Company’s annual report on Form 10 -K as filed with the SEC on June 23, 2016. The accompanying condensed consolidated financial statements include the accounts of Cyanotech Corporation and its wholly owned subsidiary, Nutrex Hawaii, Inc. (“Nutrex Hawaii” or “Nutrex”, collectively the “Company”). All significant intercompany balances and transactions have been eliminated in consolidation. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosures of any contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the periods reported. Management reviews these estimates and assumptions periodically and reflects the effect of revisions in the period that they are determined to be necessary. Actual results could differ from those estimates and assumptions. Recent Accounting Pronouncements In December 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016 - 20 “ Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers ” (“ASU No. 2016 - 20”) and ASU 2016 - 19 “Technical Corrections and Improvements” ("2016 - 19") which contains amendments that affect a wide variety of topics in the Accounting Standards Codification (“ASC”). The amendments generally fall into one of the following four categories: (a) Amendments related to differences between original guidance and the ASC that either carry forward pre-codification guidance or subsequent amendments into the SAC or to guidance that was codified without some text, reference, or phrasing that, upon review, was deemed important to the guidance; (b) Guidance clarification and reference corrections; (c) Simplification; and (d) Minor improvements. The Company does not expect that the adoption of this guidance will have a significant impact on its consolidated financial position, results of operations or cash flows. I n November 2016, the FASB issued ASU 2016 - 18, “ Statement of Cash Flows (Topic 230): Restricted Cash ” (“ASU No. 2016 - 18”) . This update addresses the fact that diversity exists in the classification and presentation of changes in restricted cash on the statement of cash flows under Topic 230, Statement of Cash Flows. ASU 2016 - 18 will take effect for public companies for the fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company does not anticipate that this guidance will have a material impact on its consolidated financial statements and related disclosures. In August 2016, FASB issued ASU 2016 - 15, “ Statement of Cash Flows (Topic 230) : Classification of Certain Cash Receipts and Cash Payments” (“ASU No. 2016 - 15”). This ASU clarifies and provides specific guidance on eight cash flow classification issues that are not currently addressed by current GAAP and thereby reduces the current diversity in practice. ASU No. 2016 - 15 is effective for public business entities for annual periods, including interim periods within those annual periods, beginning after December 15, 2017, with early application permitted. This guidance is applicable to the Company's fiscal year beginning March 1, 2018. The Company does not anticipate that this guidance will have a material impact on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU 2016 - 09, “ Compensation – Stock Compensation (Topic 718) : Improvements to Employee Share-Based Payment Accounting” (“ ASU No. 2016 - 09 ”) . This ASU makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation, and the financial statement presentation of excess tax benefits or deficiencies. ASU No. 2016 - 09 also clarifies the statement of cash flows presentation for certain components of share-based awards. The standard is effective for interim periods beginning after December 15, 2016, with early adoption permitted. The Company expects to adopt this guidance on April 1, 2017. The Company does not anticipate that this guidance will have a material impact on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016 - 08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net)” (“ASU No. 2016 - 08”), which clarified the revenue recognition implementation guidance on principal versus agent considerations. In April 2016, the FASB issued ASU No. 2016 - 10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing”, which clarified the revenue recognition guidance regarding the identification of performance obligations and the licensing implementation. In May 2016, the FASB issued ASU No. 2016 - 12, “Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients”, which narrowly amended the revenue recognition guidance regarding collectability, noncash consideration, presentation of sales tax and transition. ASU No. 2016 - 08, ASU No. 2016 - 10 and ASU No. 2016 - 12 are effective during the same period as ASU No. 2014 - 09, Revenue from Contracts with Customers , which is effective for annual reporting period beginning after December 15, 2017, with the option to adopt one year earlier. The Company does not anticipate that the adoption of ASU No. 2016 - 08, ASU No. 2016 - 10 and ASU No. 2016 - 12 will have a material impact on its consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU 2016 - 02, “ Leases (Topic 842)” (“ ASU No. 2016 - 02”). The principle objective of ASU No. 2016 - 02 is to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet. ASU No. 2016 - 02 continues to retain a distinction between finance and operating leases but requires lessees to recognize a right-of-use asset representing its right to use the underlying asset for the lease term and a corresponding lease liability on the balance sheet for all leases with terms greater than twelve months. ASU No. 2016 - 02 is effective for fiscal years and interim periods beginning after December 15, 2018. Early adoption of ASU No. 2016 - 02 is permitted. Entities are required to apply the amendments at the beginning of the earliest period presented using a modified retrospective approach. The Company expects this guidance will have a material impact on the Company’s consolidated balance sheets due to the recognition of lease rights and obligations as assets and liabilities. The Company does not expect this guidance to have a material effect on the Company’s consolidated results of operations and cash flows. In November 2015, the FASB issued ASU No. 2015 - 17, “ Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes” . This guidance simplifies the presentation of deferred income taxes and requires that deferred tax assets and liabilities be classified as noncurrent in the classified statement of financial position. This guidance is effective for the Company as of March 31, 2018 and is not expected to have a material impact on the consolidated financial statements as the guidance only changes the classification of deferred income taxes. In August 2015, the FASB issued ASU 2015 - 14, “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date” , which defers the effective date of ASU 2014 - 09 by one year to December 15, 2017 for interim and annual reporting periods beginning after that date, and permitted early adoption of the standard, but not before the original effective date. The Company expects to adopt this guidance when effective and is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. In July 2015, the FASB issued ASU No. 2015 - 11, “Inventory: Simplifying the Measurement of Inventory” , that requires inventory not measured using either the last in, first out (LIFO) or the retail inventory method to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable cost of completion, disposal, and transportation. The new standard will be effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years, and will be applied prospectively. Early adoption is permitted. The Company does not anticipate that this guidance will have a material impact on its consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU No. 2015 - 03, “ Interest – Imputation of Interest (Subtopic 835 - 30): Simplifying the Presentation of Debt Issuance Costs ”, which requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the debt liability rather than as an asset. ASU 2015 - 03 is effective for fiscal years beginning after December 15, 2015. The Company adopted this standard on a retroactive basis on June 30, 2016 and prior period amounts have been reclassified to conform to the current period presentation. As of December 31, 2016 and March 31, 2016, net debt issuance costs of $276,000 and $304,000, respectively, were reclassified in the Condensed Consolidated Balance Sheet from non-current other assets to non-current portion of long-term debt. Other recently issued accounting pronouncements did not or are not believed by management to have a material impact on the Company ’s present or future financial statements.

XML 31 R19.htm IDEA: XBRL DOCUMENT

Note 2 - Inventories (Tables)

9 Months Ended

Dec. 31, 2016

Schedule of Inventory, Current [Table Text Block]

	Dec ember 3 1 , 2016		March 31, 2016
	(in thousands)
Raw materials	$	392	$	375
Work in process		3,527		3,782
Finished goods (1)		3,501		3,543
Supplies		251		156
Inventories, net	$	7,671	$	7,856

XML 32 R20.htm IDEA: XBRL DOCUMENT

Note 3 - Equipment and Leasehold Improvements, Net (Tables)

9 Months Ended

Dec. 31, 2016

Property, Plant, and Equipment, Estimated Useful Lives [Table Text Block]

	Years
Equipment		3	to	10
Furniture and fixtures		3	to	7
Leasehold improvements		10	to	25

Property, Plant and Equipment [Table Text Block]

	Dec ember 3 1 , 2016			March 31, 2016
	(in thousands)
Equipment	$	17,453		$	17,040
Leasehold improvements		13,887			13,797
Furniture and fixtures		379			354
		31,719			31,191
Less accumulated depreciation and amortization		(15,472	)		(14,067	)
Construction-in-progress		620			672
Equipment and leasehold improvements, net	$	16,867		$	17,796

XML 33 R21.htm IDEA: XBRL DOCUMENT

Note 5 - Accrued Expenses (Tables)

9 Months Ended

Dec. 31, 2016

Schedule of Accrued Liabilities [Table Text Block]

	Dec ember 3 1 , 2016		March 31, 2016
	(in thousands)
Wages, bonus and profit sharing	$	963	$	972
Legal		136		95
Use tax		142		140
Customer rebates		—		74
Rent and utilities		68		49
Other expenses		87		100
Total accrued expenses	$	1,396	$	1,430

XML 34 R22.htm IDEA: XBRL DOCUMENT

Note 6 - Long-term Debt (Tables)

9 Months Ended

Dec. 31, 2016

Schedule of Long-term Debt Instruments [Table Text Block]

	Dec ember 3 1 , 2016			March 31, 2016
	(in thousands)
Long-term debt	$	7,290		$	7,668
Less current maturities		(614	)		(574	)
Long-term debt, excluding current maturities		6,676			7,094
Less unamortized debt issuance costs		(276	)		(304	)
Total long-term debt, net of current maturities and unamortized debt issuance costs	$	6,400		$	6,790

Schedule of Maturities of Long-term Debt [Table Text Block]

Payments Due	(in thousands)
Next 12 Months	$	614
Year 2		626
Year 3		644
Year 4		655
Year 5		662
Thereafter		4,089
Total principal payments	$	7,290

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-Subparagraph (SX 210.5-02.22)
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XML 35 R23.htm IDEA: XBRL DOCUMENT

Note 7 - Operating Leases (Tables)

9 Months Ended

Dec. 31, 2016

Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block]

Payments Due	(in thousands)
Next 12 Months	$	612
Year 2		611
Year 3		620
Year 4		556
Year 5		528
Thereafter		4,424
Total minimum lease payments	$	7,351

XML 36 R24.htm IDEA: XBRL DOCUMENT

Note 9 - Share-based Compensation (Tables)

9 Months Ended

Dec. 31, 2016

Schedule of Share-based Compensation Shares Authorized Available and Outstanding by Plan [Table Text Block]

	As of Dec ember 3 1 , 2016
	Authorized		Available		Outstanding

2016 Plan		1,300,000		1,300,000		—
2014 Directors Plan		350,000		289,124		12,000
2005 Plan		—		—		581,000
2004 Directors Plan		—		—		12,000
Total		1,650,000		1,589,124		605,000

Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block]

Option Activity	Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term ( Years)		Aggregate Intrinsic Value
Outstanding at March 31, 2016		685,000		$	4.65		5.7	$	566,323
Granted		6,000		$	4.08
Exercised		(1,500	)	$	3.11
Forfeited		(84,500	)	$	6.09
Outstanding at December 31, 2016		605,000		$	4.44		4.9	$	315,881
Exercisable at December 31, 2016		579,500		$	4.43		4.8	$	314,561

Schedule of Nonvested Share Activity [Table Text Block]

Nonvested Options	Shares			Weighted Average Grant-Date Fair Value
Nonvested at March 31, 2016		171,250		$	3.75
Granted		6,000			.83
Vested		(97,250	)		3.36
Forfeited		(54,500	)		4.73
Nonvested at December 31, 2016		25,500		$	2.43

Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block]

			Outstanding Options						Exercisable Options
Range of Exercise Prices			Number of Shares		Remaining Life (Years)		Weighted Average Price		Number of Shares		Weighted Average Price
$1.60	-	$3.70		14 0,920		3. 2	$	2.7 3		14 0,920	$	2.7 3
$3.71	-	$4.42		199 ,080		4 .8	$	3.8 3		19 3,080	$	3.82
$4.43	-	$5.40		95,000		6. 4	$	5.00		75 ,500	$	5.0 4
$5.41	-	$7.08		170 ,000		5. 7	$	6. 27		170,000	$	6.2 7
Total stock options				6 05,000		4 .9	$	4. 44		57 9,500	$	4.4 3

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]

	2016
Exercise Price	$	4.08
Volatility		51.13	%
Risk Free Rate		0.60	%
Vesting Period (years)		0.5
Forfeiture Rate		0.00	%
Expected Life (years)		1.00
Dividend Rate		0	%

XML 37 R25.htm IDEA: XBRL DOCUMENT

Note 1 - Basis of Presentation (Details Textual) - Reclassification of Debt Issuance Costs From Non Current Assets to Non Current Long Term Debt [Member] - USD ($)	9 Months Ended	12 Months Ended
	Dec. 31, 2016	Mar. 31, 2016
Current Period Reclassification Adjustment	$ 276,000
March 31, 2016 [Member]
Prior Period Reclassification Adjustment		$ 304,000

XML 38 R26.htm IDEA: XBRL DOCUMENT

Note 2 - Inventories (Details Textual) - USD ($)	3 Months Ended		9 Months Ended
Note 2 - Inventories (Details Textual) - USD ($)	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2016	Dec. 31, 2015	Mar. 31, 2016
Inventory Valuation Reserves					$ 8,000
Non Inventoriable Fixed Costs	$ 148,000	$ 21,000	$ 221,000	$ 149,000
Inventory Abnormal Production Costs				$ 395,000

XML 39 R27.htm IDEA: XBRL DOCUMENT

Note 2 - Inventories - Components of Inventory (Details) - USD ($)
$ in Thousands

Dec. 31, 2016

Mar. 31, 2016

Raw materials

$ 392

$ 375

Work in process

3,527

3,782

Finished goods (1)

^[1]

3,501

3,543

Supplies

251

156

Inventories, net

$ 7,671

$ 7,856

[1]	Net of reserve for obsolescence of $8,000 at both December 31, 2016 and March 31, 2016.

XML 40 R28.htm IDEA: XBRL DOCUMENT

Note 3 - Equipment and Leasehold Improvements, Net (Details Textual) - USD ($)	3 Months Ended	9 Months Ended
	Dec. 31, 2015	Dec. 31, 2015
Interest Costs Capitalized	$ 35,000	$ 172,000

XML 41 R29.htm IDEA: XBRL DOCUMENT

Note 3 - Equipment and Leasehold Improvements, Net - Estimated Useful Lives (Details)	9 Months Ended
	Dec. 31, 2016
Equipment [Member] \| Minimum [Member]
Estimated useful lives (Year)	3 years
Equipment [Member] \| Maximum [Member]
Estimated useful lives (Year)	10 years
Furniture and Fixtures [Member] \| Minimum [Member]
Estimated useful lives (Year)	3 years
Furniture and Fixtures [Member] \| Maximum [Member]
Estimated useful lives (Year)	7 years
Leasehold Improvements [Member] \| Minimum [Member]
Estimated useful lives (Year)	10 years
Leasehold Improvements [Member] \| Maximum [Member]
Estimated useful lives (Year)	25 years

XML 42 R30.htm IDEA: XBRL DOCUMENT

Note 3 - Equipment and Leasehold Improvements, Net - Components of Equipment and Leasehold Improvements (Details) - USD ($)
$ in Thousands

Dec. 31, 2016

Mar. 31, 2016

Less accumulated depreciation and amortization

$ 31,719

$ 31,191

(15,472)

(14,067)

Construction-in-progress

620

672

Equipment and leasehold improvements, net

16,867

17,796

Equipment [Member]

Leasehold Improvements [Member]

^[1]

17,453

17,040

Furniture and Fixtures [Member]

13,887

13,797

$ 379

$ 354

[1]	Includes $314,000 of equipment under capital lease at March 31, 2016, with accumulated amortization of $41,000.

XML 43 R31.htm IDEA: XBRL DOCUMENT

Note 4 - Notes Payable (Details Textual) - USD ($)			9 Months Ended
Note 4 - Notes Payable (Details Textual) - USD ($)	Aug. 30, 2016	Sep. 18, 2015	Dec. 31, 2016	Dec. 31, 2015	Mar. 31, 2016
Repayments of Notes Payable		$ 500,000	$ 600,000	$ 500,000
Line of Credit, Current			611,000
First Foundation Bank [Member]
Repayments of Notes Payable	$ 600,000
First Foundation Bank [Member] \| Revolving Credit Facility [Member]
Line of Credit Facility, Maximum Borrowing Capacity	$ 2,000,000
Line of Credit, Current			611,000
Line of Credit Facility, Remaining Borrowing Capacity			$ 1,389,000
First Foundation Bank [Member] \| Revolving Credit Facility [Member] \| Prime Rate [Member]
Debt Instrument, Basis Spread on Variable Rate	2.00%