BUSINESS COMBINATION (Notes)

9 Months Ended

Mar. 31, 2014

Business Combinations [Abstract]

Business Combination Disclosure [Text Block]

BUSINESS COMBINATION

On January 21, 2014, the Company acquired Tandberg, a privately held provider of data storage and data protection solutions, for a purchase price of approximately $49.0 million, which was paid in shares of the Company's common stock. The shareholders of Tandberg received 9,430,526 shares of the Company's common stock at $5.20 per share. This acquisition expands the Company's number of global channel and service partners, product lines and service offerings, as well as expands the Company's market reach in the Asia-Pacific region, Europe and the Middle East.

A summary of the preliminary allocation of the purchase consideration for the acquisition is as follows (in thousands):

Cash and cash equivalents	$	1,715
Restricted cash	400
Accounts receivable	7,571
Inventories	6,416
Property and equipment	3,763
Goodwill	19,434
Identifiable intangible assets	24,260
Other assets	1,959
Total assets acquired	65,518
Current liabilities	(13,796		)
Other liabilities	(2,683		)
Net assets acquired	$	49,039

The fair value estimates for the assets acquired and liabilities assumed for the acquisition were based on preliminary estimates and analysis, including work performed by third-party valuation specialists. Adjustments may be made to the allocation of the purchase price during the measurement period as we obtain additional information. The primary areas of estimates that were not yet finalized related to inventories, property and equipment, goodwill and identifiable intangible assets. None of the goodwill recognized upon acquisition is deductible for tax purposes.

The Company's consolidated net revenues for the three months ended March 31, 2014 included $10.7 million attributable Tandberg since the acquisition. Due to continued integration of the combined businesses since the date of acquisition, it is impracticable to determine the earnings/(loss) contributed by the acquisition.

The following unaudited pro forma condensed combined financial information gives effect to the acquisition as if it were consummated on July 2, 2012 (the beginning of the earliest fiscal period presented). Due to historically differing fiscal year ends of the Company and Tandberg, the unaudited pro forma condensed combined financial information for the three and nine months ended March 31, 2014 and 2013 are based on the historical results of the Company, and derived from the historical results of Tandberg for the years ended December 31, 2013 and 2012, and the period ended January 21, 2014.

The unaudited pro forma condensed combined financial information is presented for informational purposes only, is not intended to represent or be indicative of the results of operations of the Company that would have been reported had the acquisition occurred on July 2, 2012, and should not be taken as representative of future consolidated results of operations of the combined company (in thousands):

	Three Months Ended						Nine Months Ended
	March 31,						March 31,
	2014			2013			2014			2013
Net revenue	$	22,343		$	24,564		$	75,378		$	81,752
Net loss	$	(7,510	)	$	(8,997	)	$	(23,249	)	$	(18,994	)
Net loss per share	$	(0.43	)	$	(0.59	)	$	(1.41	)	$	(1.67	)

The Company incurred acquisition related expenses of $2.1 million which consisted primarily of due diligence, legal and other one-time integration charges and are included in general and administrative expense in the condensed consolidated statements of operations.