0001022652-17-000040 | 10-Q | XBRL Viewer

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Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2017	May 08, 2017
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q1
Trading Symbol	INSG
Entity Registrant Name	INSEEGO CORP.
Entity Central Index Key	0001022652
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		55,971,423

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 6,385	$ 9,894
Accounts receivable, net of allowance for doubtful accounts of $2,015 and $1,660, respectively	30,633	22,203
Inventories	29,389	31,142
Prepaid expenses and other	9,028	5,208
Total current assets	75,435	68,447
Property, plant and equipment, net of accumulated depreciation of $25,873 and $25,032, respectively	8,300	8,392
Rental assets, net of accumulated depreciation of $5,827 and $4,112, respectively	6,569	7,003
Intangible assets, net of accumulated amortization of $19,606 and $17,996, respectively	40,055	40,283
Goodwill	35,039	34,428
Other assets	162	163
Total assets	165,560	158,716
Current liabilities:
Accounts payable	44,953	31,242
Accrued expenses and other current liabilities	36,085	27,897
DigiCore bank facilities	3,251	3,238
Total current liabilities	84,289	62,377
Long-term liabilities:
Convertible senior notes, net	89,656	90,908
Revolving credit facility	2,750	0
Deferred tax liabilities, net	4,549	4,439
Other long-term liabilities	10,548	18,719
Total liabilities	191,792	176,443
Commitments and Contingencies
Stockholders’ deficit:
Preferred stock, par value $0.001; 2,000,000 shares authorized and none outstanding	0	0
Common stock, par value $0.001; 150,000,000 shares authorized, 55,955,138 and 54,372,080 shares issued and outstanding, respectively	56	54
Additional paid-in capital	514,157	507,616
Accumulated other comprehensive loss	(362)	(1,409)
Accumulated deficit	(540,124)	(524,024)
Total stockholders’ deficit attributable to Inseego Corp.	(26,273)	(17,763)
Noncontrolling interests	41	36
Total stockholders’ deficit	(26,232)	(17,727)
Total liabilities and stockholders’ deficit	$ 165,560	$ 158,716

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 2,015	$ 1,660
Accumulated depreciation, Property, plant and equipment	25,873	25,032
Accumulated depreciation, Rental assets	5,827	4,112
Accumulated amortization, Intangible assets	$ 19,606	$ 17,996
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	2,000,000	2,000,000
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	55,955,138	54,372,080
Common stock, shares outstanding	55,955,138	54,372,080

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Net revenues:
Hardware	$ 41,426	$ 54,161
SaaS, software and services	13,963	12,783
Total net revenues	55,389	66,944
Cost of net revenues:
Hardware	33,492	40,869
SaaS, software and services	5,711	4,892
Total cost of net revenues	39,203	45,761
Gross profit	16,186	21,183
Operating costs and expenses:
Research and development	6,289	8,025
Sales and marketing	7,157	7,753
General and administrative	12,037	10,199
Amortization of purchased intangible assets	904	928
Restructuring charges, net of recoveries	809	622
Total operating costs and expenses	27,196	27,527
Operating loss	(11,010)	(6,344)
Other income (expense):
Interest expense, net	(4,156)	(3,928)
Other expense, net	(643)	(1,296)
Loss before income taxes	(15,809)	(11,568)
Income tax provision	305	331
Net loss	(16,114)	(11,899)
Less: Net loss (income) attributable to noncontrolling interests	14	(5)
Net loss attributable to Inseego Corp.	$ (16,100)	$ (11,904)
Net loss per share:
Basic and diluted ($ per share)	$ (0.28)	$ (0.22)
Weighted-average shares used in computation of net loss per share:
Basic and diluted (in shares)	57,480,210	53,250,668

Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Statement of Comprehensive Income [Abstract]
Net loss	$ (16,114)	$ (11,899)
Foreign currency translation adjustment	1,047	2,278
Total comprehensive loss	$ (15,067)	$ (9,621)

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Cash flows from operating activities:
Net loss	$ (16,114)	$ (11,899)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	4,079	3,598
Amortization of acquisition-related inventory step-up	0	1,829
Provision for bad debts, net of recoveries	101	(111)
Provision for excess and obsolete inventory	(29)	1,311
Share-based compensation expense	1,091	1,066
Amortization of debt discount and debt issuance costs	2,348	2,112
Loss on disposal of assets, net of gain on divestiture and sale of other assets	130	51
Deferred income taxes	21	88
Unrealized foreign currency transaction loss, net	(37)	(1,171)
Other	291	394
Changes in assets and liabilities, net of effects from divestiture:
Accounts receivable	(8,375)	378
Inventories	397	3,649
Prepaid expenses and other assets	(3,820)	(922)
Accounts payable	14,319	(10,063)
Accrued expenses, income taxes, and other	2,347	1,010
Net cash used in operating activities	(3,177)	(6,338)
Cash flows from investing activities:
Purchases of property, plant and equipment	(917)	(448)
Proceeds from the sale of property, plant and equipment	58	115
Purchases of intangible assets and additions to capitalized software development costs	(855)	(656)
Net cash used in investing activities	(1,714)	(989)
Cash flows from financing activities:
Net repayments of DigiCore bank facilities	(84)	(156)
Net borrowings from revolving credit facility	2,750	3,400
Principal payments under capital lease obligations	(241)	(273)
Principal payments on mortgage bond	(70)	(54)
Taxes paid on vested restricted stock units, net of proceeds from stock option exercises	(785)	(9)
Net cash provided by financing activities	1,570	2,908
Effect of exchange rates on cash and cash equivalents	(188)	110
Net decrease in cash and cash equivalents	(3,509)	(4,309)
Cash and cash equivalents, beginning of period	9,894	12,570
Cash and cash equivalents, end of period	6,385	8,261
Cash paid during the year for:
Interest	149	154
Income taxes	20	18
Supplemental disclosures of non-cash activities:
Transfer of inventories to rental assets	1,274	819
Issuance of common stock under amended earn-out agreement	2,638	0
Additional debt discount on convertible senior notes	$ 3,600	$ 0

Basis of Presentation	3 Months Ended
Basis of Presentation	Mar. 31, 2017
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The information contained herein has been prepared by Inseego Corp. (the “Company”) in accordance with the rules of the Securities and Exchange Commission (the “SEC”). The information at March 31, 2017 and the results of the Company’s operations for the three months ended March 31, 2017 and 2016 are unaudited. The condensed consolidated financial statements reflect all adjustments, consisting of only normal recurring accruals, which are, in the opinion of management, necessary for a fair statement of the results of the interim periods presented. These condensed consolidated financial statements and notes hereto should be read in conjunction with the audited financial statements from which they were derived and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. Except as set forth below, the accounting policies used in preparing these unaudited condensed consolidated financial statements are the same as those described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. The results of operations for the interim periods presented are not necessarily indicative of results to be expected for any other interim period or for the year as a whole. For the three months ended March 31, 2017 and 2016, the Company incurred a net loss of $16.1 million and $11.9 million, respectively. The Company’s ability to transition to attaining profitable operations is dependent upon achieving a level and mix of revenues adequate to support its evolving cost structure. If events or circumstances occur such that the Company does not meet its operating plan as expected, the Company may be required to reduce planned research and development activities, incur additional restructuring charges or reduce other operating expenses which could have an adverse impact on its ability to achieve its intended business objectives. These additional reductions in expenditures, if required, could have an adverse impact on the Company’s ability to achieve certain of its business objectives. The Company’s management believes that its cash and cash equivalents, including proceeds received under the Credit Agreement (as defined below) subsequent to the balance sheet date (see Note 6, Debt), together with anticipated cash flows from operations, may not be sufficient to meet its working capital needs for the next twelve months following the filing date of this report without additional sources of cash due to the maturity date of the Credit Agreement on May 8, 2018. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company plans to mitigate the substantial doubt as to its ability to continue as a going concern through the sale of its MiFi Business (as defined below), and may also evaluate other strategic alternatives including, but not limited to, an alternative sale or other strategic transaction relating to the MiFi Business or the Company as a whole, potential joint ventures or licensing arrangements, or the incurrence of additional debt or issuance of additional equity. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern and do not include adjustments that might result from the outcome of this uncertainty. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of liabilities in the normal course of business. Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Segment Information Management has determined that the Company has one reportable segment. The Chief Executive Officer, who is also the Chief Operating Decision Maker, does not manage any part of the Company separately, and the allocation of resources and assessment of performance is based solely on the Company’s consolidated operations and operating results. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses, and the disclosure of contingent liabilities. Actual results could differ materially from these estimates. Significant estimates include allowance for doubtful accounts receivable, provision for excess and obsolete inventory, valuation of intangible and long-lived assets, valuation of goodwill, valuation of debt obligations, royalty costs, accruals relating to litigation and restructuring, provision for warranty costs, income taxes and share-based compensation expense. New Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (the “FASB”), which are adopted by the Company as of the specified date. Unless otherwise discussed, management believes the impact of recently issued standards, some of which are not yet effective, will not have a material impact on its unaudited condensed consolidated financial statements upon adoption. In January 2017, the FASB issued Accounting Standards Update (“ASU”) 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which simplifies the measurement of goodwill by eliminating the second step from the goodwill impairment test, which requires the comparison of the implied fair value of goodwill with the current carrying amount of goodwill. Instead, under the amendments in this guidance, an entity shall perform a goodwill impairment test by comparing the fair value of each reporting unit with its carrying amount and an impairment charge is to be recorded for the amount, if any, in which the carrying value exceeds the reporting unit’s fair value. This guidance should be applied prospectively and is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted. The Company is currently assessing the impact of this guidance. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which clarifies how companies present and classify certain cash receipts and cash payments in the statement of cash flows. This guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the impact of this guidance. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires measurement and recognition of expected credit losses for financial assets held. This guidance is effective for interim and annual reporting periods beginning after December 15, 2019. Early adoption is permitted. The Company is currently assessing the impact of this guidance. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which affects entities that issue share-based payment awards to their employees. The guidance is designed to identify areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. The Company implemented this guidance during the first quarter of 2017. This guidance did not have a material impact on the Company’s unaudited condensed consolidated financial statements upon adoption. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which establishes the principles to report transparent and economically neutral information about the assets and liabilities that arise from leases. This guidance results in the Company providing a more faithful representation of the rights and obligations arising from operating and capital leases by requiring lessees to recognize the lease assets and lease liabilities that arise from leases in the statement of financial position and to disclose qualitative and quantitative information about lease transactions, such as information about variable lease payments and options to renew and terminate leases. This guidance is effective prospectively for interim and annual periods beginning after December 15, 2018. Early adoption is permitted. The Company is currently assessing the impact of this guidance. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which provides guidance for revenue recognition. The new standard will require revenue recognized to represent the transfer of promised goods or services to customers in an amount that reflects the consideration the company expects to receive in exchange for those goods or services. The standard also requires new, expanded disclosures regarding revenue recognition. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers: Deferral of Effective Date, which deferred the effective date of adoption of ASU 2014-09 to interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted. In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, which clarifies aspects of ASU 2014-09 pertaining to the identification of performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. There are two adoption methods available for implementation of this guidance. Under one method, the guidance is applied retrospectively to contracts for each reporting period presented, subject to allowable practical expedients. Under the other method, the guidance is applied only to the most current period presented, recognizing the cumulative effect of the change as an adjustment to the beginning balance of retained earnings, and also requires additional disclosures comparing the results to the previous guidance. The Company is evaluating the impact of the new standard on its accounting policies, processes and systems. The Company has assigned internal resources, is in the process of engaging a third-party service provider and has a preliminary project plan to finalize the evaluation and complete the implementation. The Company’s decision on the adoption method will be based on various factors including the significance of the impact of the new standard on the Company’s financial results and system capabilities. The Company has not yet completed the evaluation of these impacts and the adoption method has not been determined.

Acquisitions and Divestitures	3 Months Ended
Acquisitions and Divestitures	Mar. 31, 2017
Business Combinations [Abstract]
Acquisitions and Divestitures	Acquisitions and Divestitures Acquisitions DigiCore Holdings Limited (DBA Ctrack) On June 18, 2015, the Company entered into a transaction implementation agreement (the “TIA”) with DigiCore Holdings Limited (“DigiCore” or “Ctrack”). Pursuant to the terms of the TIA, the Company acquired 100% of the issued and outstanding ordinary shares of DigiCore (with the exception of certain excluded shares, including treasury shares) for 4.40 South African Rand per ordinary share outstanding on October 5, 2015. Upon consummation of the acquisition, DigiCore became an indirect wholly-owned subsidiary of the Company. R.E.R. Enterprises, Inc. On March 27, 2015, the Company entered into a merger agreement (“RER Merger Agreement”) with R.E.R. Enterprises, Inc. (“RER”) to acquire all of the issued and outstanding shares of RER and its wholly-owned subsidiary and principal operating asset, Feeney Wireless, LLC, an Oregon limited liability company (collectively, “FW”). The total consideration was approximately $24.8 million and included a cash payment at closing of approximately $9.3 million, the Company’s assumption of $0.5 million in certain transaction-related expenses incurred by FW, and the future issuance of shares of the Company’s common stock valued at $15.0 million (the “Deferred Purchase Price”), which would have been payable in March 2016 pursuant to the original terms of the RER Merger Agreement. The total consideration of $24.8 million did not include amounts, if any, payable under an earn-out arrangement pursuant to which the Company may have been required to pay up to an additional $25.0 million to the former stockholders of RER contingent upon FW’s achievement of certain financial targets for the years ending December 31, 2015, 2016, and 2017 (the “Earn-Out Arrangement”). Such payments, if any, under the Earn-Out Arrangement would have been payable in either cash or shares of the Company’s common stock at the discretion of the Company, and would have been recorded as compensation expense during the service period earned. On January 5, 2016, the Company and RER amended certain payment terms of the RER Merger Agreement. Under the amended agreement, the Deferred Purchase Price that was payable in shares of the Company’s common stock in March 2016 would be paid in five cash installments over a four-year period, beginning in March 2016. In addition, the Earn-Out Arrangement was amended as follows: (a) any amount earned under the Earn-Out Arrangement for the achievement of financial targets for the year ended December 31, 2015 would be paid in five cash installments over a four-year period, beginning in March 2016; and (b) in replacement of the potential earn-out contingent upon FW’s achievement of certain financial targets for the years ended December 31, 2016 and 2017 the Company would issue to the former stockholders of RER approximately 2.9 million shares of the Company’s common stock in three equal installments over a three-year period, beginning in March 2017. On March 15, 2017, the Company issued 973,334 shares of its common stock to the former stockholders of RER in satisfaction of the first installment of this obligation. As of the filing date of this report, the March 2017 cash installments have not been paid and the Company is disputing its obligations to make such payments (see Note 10, Commitments and Contingencies). On March 23, 2017, the name of Feeney Wireless, LLC was changed to Inseego North America, LLC. As of March 31, 2017, the total amount of Deferred Purchase Price that remained outstanding was $11.3 million and the total amount outstanding pursuant to the Earn-Out Arrangement was $9.8 million, both of which are included in accrued expenses and other current liabilities and in other long-term liabilities in the unaudited condensed consolidated balance sheets. Divestitures Modules Business On April 11, 2016, the Company signed a definitive asset purchase agreement with Telit Technologies (Cyprus) Limited and Telit Wireless Solutions, Inc. (collectively, “Telit”) pursuant to which the Company sold, and Telit acquired, certain hardware modules and related assets for an initial purchase price of $11.0 million in cash, which included $9.0 million that was paid to the Company on the closing date of the transaction, $1.0 million that would be paid to the Company in equal quarterly installments over a two-year period in connection with the provision by the Company of certain transition services and $1.0 million that would be paid to the Company following the satisfaction of certain conditions by the Company, including the assignment of specified contracts and the delivery of certain certifications and approvals. The Company also had the potential to receive an additional cash payment of approximately $3.8 million from Telit related to their purchase of module product inventory from the Company, $1.0 million of which would be paid to the Company in equal quarterly installments over the two-year period following the closing date in connection with the provision by the Company of certain transition services. In addition to the above, the Company may have been entitled to receive a subsequent earn-out payment following the closing of the transaction if certain conditions were met. On September 29, 2016, the Company entered into a Final Resolution Letter Agreement (the “Final Resolution”) with Telit. Per the Final Resolution, Telit agreed to pay the Company $2.1 million in full satisfaction of their payment obligations under certain sections of the original purchase agreement, including all installment payments, and the Company agreed to ship the remainder of the hardware modules and related assets as soon as practicable. Under the Final Resolution, the aggregate purchase consideration totaled $11.7 million, which consisted of $11.3 million in cash and $0.4 million in net settled Company liabilities. During the three months ended March 31, 2017, the Company shipped the remaining hardware modules and related assets due to Telit under the Final Resolution and recognized a related gain of approximately $45,000, which is included in other expense, net, in the unaudited condensed consolidated statements of operations. MiFi Business On September 21, 2016, the Company entered into a Stock Purchase Agreement (the “Purchase Agreement”), by and among Inseego and Novatel Wireless, Inc. (“Novatel Wireless”), on the one hand, and T.C.L. Industries Holdings (H.K.) Limited and Jade Ocean Global Limited (collectively, the “Purchasers”) on the other hand. The Purchase Agreement relates to the pending sale of the Company’s subsidiary, Novatel Wireless, which includes the Company’s MiFi branded hotspots and USB modem product lines (the “MiFi Business”), to the Purchasers for $50.0 million in cash, subject to potential adjustment for Novatel Wireless’s working capital as of the closing date. The sale may not close until all of the closing conditions set forth in the Purchase Agreement have been satisfied. One of the closing conditions is the approval of the Committee on Foreign Investment in the United States (“CFIUS”). CFIUS has identified national security concerns relating to the Company’s sale of the MiFi Business to the Purchasers. In February 2017, the Company and the Purchasers voluntarily withdrew and re-filed their notice to CFIUS in order to obtain additional time to provide further information to CFIUS and explore potential mitigation measures that may allow the transaction to proceed. In April 2017, subsequent to the balance sheet date, the Company and the Purchasers once again voluntarily withdrew and re-filed their notice to CFIUS in order to obtain additional time to continue negotiations between CFIUS and the Purchasers regarding the final terms of a mitigation agreement, which negotiations remain ongoing.

- Definition

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

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+ Details

Balance Sheet Details

3 Months Ended

Mar. 31, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Balance Sheet Details

Inventories

Inventories consist of the following (in thousands):



	March 31, 2017		December 31, 2016
Finished goods	$	21,750	$	19,277
Raw materials and components	7,639		11,865
Total inventories	$	29,389	$	31,142

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following (in thousands):



	March 31, 2017		December 31, 2016
Royalties	$	3,342	$	1,544
Payroll and related expenses	5,571		5,315
Warranty obligations	480		480
Market development funds and price protection	34		320
Professional fees	3,894		4,793
Accrued interest	1,929		275
Deferred revenue	1,361		1,656
Restructuring	1,160		837
Acquisition-related liabilities	13,186		7,912
Divestiture-related liabilities	—		463
Other	5,128		4,302
Total accrued expenses and other current liabilities	$	36,085	$	27,897

Accrued Warranty Obligations

Accrued warranty obligations activity during the three months ended March 31, 2017 was as follows (in thousands):



Accrued warranty obligations at beginning of period	$	480
Additions charged to operations	98
Deductions from liability	(98		)
Accrued warranty obligations at end of period	$	480

Goodwill and Other Intangible Assets	3 Months Ended
Goodwill and Other Intangible Assets	Mar. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Other Intangible Assets	Goodwill and Other Intangible Assets The balances in goodwill and other intangible assets were primarily a result of the Company’s acquisitions of Ctrack and FW. See Note 4, Goodwill and Other Intangible Assets, in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 for a discussion of the components of goodwill and additional information regarding other intangible assets.

Fair Value Measurement of Assets and Liabilities

3 Months Ended

Mar. 31, 2017

Fair Value Disclosures [Abstract]

Fair Value Measurement of Assets and Liabilities

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 (exit price). A fair value measurement reflects the assumptions market participants would use in pricing an asset or liability based on the best available information. These assumptions include the risk inherent in a particular valuation technique (such as a pricing model) and the risks inherent in the inputs to the model.

The Company classifies inputs to measure fair value using a three-level hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The categorization of financial instruments within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The hierarchy is prioritized into three levels (with Level 3 being the lowest) and is defined as follows:


Level 1:	Pricing inputs are based on quoted market prices for identical assets or liabilities in active markets (e.g., NYSE or NASDAQ). Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.

Level 2:

Pricing inputs include benchmark yields, trade data, reported trades and broker dealer quotes, two-sided markets and industry and economic events, yield to maturity, Municipal Securities Rule Making Board reported trades and vendor trading platform data. Level 2 includes those financial instruments that are valued using various pricing services and broker pricing information including Electronic Communication Networks and broker feeds.


Level 3:	Pricing inputs include significant inputs that are generally less observable from objective sources, including the Company’s own assumptions.

The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy. There have been no transfers of assets or liabilities between fair value measurement classifications during the three months ended March 31, 2017.

The following table summarizes the Company’s financial instruments measured at fair value on a recurring basis in accordance with the authoritative guidance for fair value measurements as of March 31, 2017 (in thousands):



	Balance as of March 31, 2017		Level 1
Assets:
Cash equivalents
Money market funds	$	35	$	35
Total cash equivalents	$	35	$	35



	Balance as of December 31, 2016		Level 1
Assets:
Cash equivalents
Money market funds	$	35	$	35
Total cash equivalents	$	35	$	35

Other Financial Instruments

The Company’s financial assets and liabilities are carried at fair value or at amounts that, because of their short-term nature, approximate current fair value, with the exception of its $120.0 million in Convertible Notes (see Note 6, Debt). The Company carries its Convertible Notes at amortized cost. The debt and equity components of the Convertible Notes were measured using Level 3 inputs and are not measured on a recurring basis. The fair value of the liability component of the Convertible Notes, which approximates the carrying value of such notes, was $89.7 million and $90.9 million as of March 31, 2017 and December 31, 2016, respectively.

Debt

3 Months Ended

Mar. 31, 2017

Debt Disclosure [Abstract]

Debt

Revolving Credit Facility

On October 31, 2014, the Company entered into a five-year senior secured revolving credit facility in the amount of $25.0 million (the “Revolver”) with Wells Fargo Bank, National Association, as lender. Concurrently with the acquisition of FW, the Company amended the Revolver to include FW as a borrower and Loan Party, as defined by the agreement. On November 17, 2015, the Revolver was amended to increase the maximum borrowing capacity to $48.0 million. On March 20, 2017, at the Company’s request, the financial covenants with respect to liquidity requirements and EBITDA targets, among other things, were amended in order to enable draw-downs by the Company from time to time. In exchange for such accommodations, the aggregate amount available under the Revolver was decreased from $48.0 million to $10.0 million and the applicable margin was increased to 4.00% when interest is based on the daily three-month LIBOR rate and 1.5% when interest is based on the prime rate.

The amount of borrowings that could have been made under the Revolver was based on a borrowing base comprised of a specified percentage of eligible receivables. The Revolver included $3.0 million available for letters of credit, $0.7 million of which was available for letters of credit at March 31, 2017.

The Revolver was secured by a first priority lien on substantially all of the assets of the Company and certain of its subsidiaries, subject to certain exceptions and permitted liens. The Revolver included customary representations and warranties, as well as customary reporting and financial covenants.

There was $2.8 million outstanding under the Revolver at March 31, 2017. There was no balance outstanding under the Revolver at December 31, 2016.

The Company terminated the Revolver on May 8, 2017, subsequent to the balance sheet date, in connection with the execution of the Credit Agreement described below.

Credit Agreement

On May 8, 2017, subsequent to the balance sheet date, the Company and certain of its direct and indirect subsidiaries entered into a credit agreement (the “Credit Agreement”) with Lakestar Semi Inc., a private investment fund managed by Soros Fund Management LLC (the “Lender”). Pursuant to the Credit Agreement, the Lender provided the Company with a single term loan in the principal amount of $20.0 million (the “Loan”) with a maturity date of May 8, 2018 (the “Maturity Date”). The Credit Agreement requires that any proceeds from the pending sale of the MiFi Business be used to repay the Loan. The Company paid a $2.0 million commitment fee in conjunction with the closing of the Loan. The Credit Agreement includes customary representations and warranties, as well as customary reporting and financial covenants.

Interest on the Loan will be payable on the last business day of each calendar month and on the Maturity Date. The Loan will bear interest at a rate per annum equal to the three-month LIBOR, but in no event less than 1.00%, plus 10.00%.

Convertible Senior Notes

Novatel Wireless Notes

On June 10, 2015, the Company issued $120.0 million of 5.50% convertible senior notes due 2020 (the “Novatel Wireless Notes”). The Company incurred issuance costs of approximately $3.9 million. The Company used a portion of the proceeds from the offering to finance its acquisition of Ctrack, to pay fees and expenses related to the acquisition, and for general corporate purposes.

The Novatel Wireless Notes are governed by the terms of an indenture, dated June 10, 2015 (the “Novatel Wireless Indenture”), among Novatel Wireless, as issuer, the Company and Wilmington Trust, National Association, as trustee. The Novatel Wireless Notes are senior unsecured obligations and bear interest at a rate of 5.50% per year, payable semi-annually in arrears on June 15 and December 15 of each year, beginning on December 15, 2015. The Novatel Wireless Notes will mature on June 15, 2020, unless earlier repurchased or converted. The Novatel Wireless Notes will be convertible into cash, shares of the Company’s common stock, or a combination thereof, at the election of the Company, at an initial conversion price of $5.00 per share of the Company’s common stock.

Following the settlement of the exchange offer and consent solicitation described below, approximately $0.2 million aggregate principal amount of Novatel Wireless Notes remain outstanding. In connection with the exchange offer and consent solicitation, the Novatel Wireless Indenture and the Novatel Wireless Notes were amended to, among other things, eliminate certain events of default and substantially all of the restrictive covenants in the Novatel Wireless Indenture and the Novatel Wireless Notes, including the merger covenant, which sets forth certain requirements that must be met for Novatel Wireless to consolidate, merge or sell all or substantially all of its assets, and the reporting covenant, which requires Novatel Wireless to provide certain periodic reports to noteholders. The Novatel Wireless Indenture, as amended, also provides that the form of settlement of any conversions of the Novatel Wireless Notes will be elected by the Company.

Inseego Notes

On January 9, 2017, in connection with the settlement of an exchange offer and consent solicitation with respect to the Novatel Wireless Notes, the Company issued approximately $119.8 million of 5.50% convertible senior notes due 2022 (the “Inseego Notes” and collectively with Novatel Wireless Notes, the “Convertible Notes”). The Inseego Notes were issued in exchange for the approximately $119.8 million aggregate principal amount of outstanding Novatel Wireless Notes that were validly tendered and accepted for exchange and subsequently canceled.

The Inseego Notes are governed by the terms of an indenture, dated January 9, 2017 (the “Inseego Indenture”), between the Company, as issuer, and Wilmington Trust, National Association, as trustee (the “Trustee”). The Inseego Notes are senior unsecured obligations of the Company and bear interest from, and including, December 15, 2016, at a rate of 5.50% per year, payable semi-annually in arrears on June 15 and December 15 of each year, beginning on June 15, 2017. The Inseego Notes will mature on June 15, 2022, unless earlier converted, redeemed or repurchased.

The Inseego Notes will be convertible into cash, shares of the Company’s common stock, or a combination thereof, at the election of the Company, at an initial conversion rate of 212.7660 shares of common stock per $1,000 principal amount of the Inseego Notes, which corresponds to an initial conversion price of $4.70 per share of the Company’s common stock.The conversion rate is subject to adjustment from time to time upon the occurrence of certain events, including, but not limited to, the issuance of stock dividends and payment of cash dividends.

At any time prior to the close of business on the business day immediately preceding December 15, 2021, holders may convert their Inseego Notes at their option only under the following circumstances:


(i)	during any calendar quarter (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter equals or exceeds 130% of the conversion price on such trading day;

(ii)

during the five consecutive business day period immediately after any five consecutive trading day period (the “Measurement Period”) in which the trading price per $1,000 principal amount of the Inseego Notes for each trading day of the Measurement Period was less than 98% of the product of the last reported sale price per share of the Company’s common stock and the conversion rate on each such trading day;


(iii)	upon the occurrence of certain corporate events specified in the Inseego Indenture; or


(iv)	if the Company has called the Inseego Notes for redemption.

On or after December 15, 2021, the holders may convert any of their Inseego Notes at any time prior to the close of business on the business day immediately preceding the maturity date.

The Company may redeem all or a portion of the Inseego Notes at its option on or after June 15, 2018 if the last reported sale price per share of the Company’s common stock equals or exceeds 140% of the conversion price for each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading days ending on, and including, the trading day immediately prior to the date on which the Company provides written notice of redemption, at a redemption price equal to 100% of the principal amount of the Inseego Notes to be redeemed, plus any accrued and unpaid interest on such Inseego Notes, subject to the right of holders as of the close of business on an interest record date to receive the related interest. In addition, if the Company calls the Inseego Notes for redemption, a “make-whole fundamental change” (as defined in the Inseego Indenture) will be deemed to occur. As a result, the Company will, in certain circumstances, increase the conversion rate for holders who convert their Inseego Notes in connection with such redemption.

The Inseego Notes are subject to repurchase by the Company at the option of the holders on June 15, 2020 (the “Optional Repurchase Date”) at a repurchase price in cash equal to 100% of the principal amount of the Inseego Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the Optional Repurchase Date, subject to the right of holders of the Inseego Notes on a record date to receive interest through the corresponding interest payment date.

No “sinking fund” is provided for the Inseego Notes, which means that the Company is not required to periodically redeem or retire the Inseego Notes. If the Company undergoes a “fundamental change” (as defined in the Inseego Indenture), subject to certain conditions, holders may require the Company to repurchase for cash all or part of their Inseego Notes in principal amounts of $1,000, or an integral multiple of $1,000 in excess thereof. The fundamental change repurchase price will be equal to 100% of the principal amount of the Inseego Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date, subject to the right of holders as of the close of business on an interest record date to receive the related interest. In addition, every fundamental change is a make-whole fundamental change. As a result, the Company will, in certain circumstances, increase the conversion rate for holders who convert their Inseego Notes in connection with such fundamental change.

The Inseego Indenture contains certain covenants, effective until June 15, 2020, that limit the amount of debt, including secured debt, that may be incurred by the Company or its subsidiaries, and that limit the ability of the Company to pay dividends, repurchase its equity securities or make other restricted payments.

The Inseego Indenture also provides for customary events of default. If an event of default (other than certain events of bankruptcy, insolvency or reorganization involving the Company) occurs and is continuing, the Trustee, by notice to the Company, or the holders of at least 25% in principal amount of the outstanding Inseego Notes, by notice to the Company and the Trustee, may declare the principal and accrued and unpaid interest on the outstanding Inseego Notes to be immediately due and payable. Upon the occurrence of certain events of bankruptcy, insolvency or reorganization involving the Company, 100% of the principal and accrued and unpaid interest of the Inseego Notes will automatically become immediately due and payable. Notwithstanding the foregoing, the Inseego Indenture provides that, to the extent the Company elects and for up to 60 days, the sole remedy for an event of default relating to certain failures by the Company to comply with certain reporting covenants consists exclusively of the right to receive special interest on the Inseego Notes at a rate equal to 0.50% per annum on the principal amount of the outstanding Inseego Notes.

Because the exchange of the Novatel Wireless Notes for the Inseego Notes described above was treated as a debt modification in accordance with applicable FASB guidance (it was between a parent and a subsidiary company and for substantially identical notes), the Company did not recognize a gain or loss with respect to the issuance of the Inseego Notes. In accordance with authoritative guidance, the Company recognized $3.6 million as an additional component of debt discount and additional paid-in capital attributed to the increase in the fair value of the embedded conversion feature of the Inseego Notes before and after modification. The Company will amortize the debt discount on the Inseego Notes as a component of interest expense using the effective interest method through June 2020.

During the three months ended March 31, 2017, the Company incurred approximately $0.9 million in connection with the issuance of the Inseego Notes, which is included in general and administrative expenses in the unaudited condensed consolidated statements of operations.

The Convertible Notes consisted of the following at March 31, 2017 and December 31, 2016 (in thousands):



	March 31, 2017			December 31, 2016
Liability component:
Principal	$	120,000		$	120,000
Less: unamortized debt discount and debt issuance costs	(30,344		)	(29,092		)
Net carrying amount	$	89,656		$	90,908
Equity component	$	41,905		$	38,305

The effective interest rate on the liability component of the Convertible Notes was 17.84% for the three months ended March 31, 2017. The following table sets forth total interest expense recognized related to the Convertible Notes during the three months ended March 31, 2017 and 2016 (in thousands):



	Three Months Ended March 31,
	2017		2016
Contractual interest expense	$	1,650	$	1,650
Amortization of debt discount	2,217		1,980
Amortization of debt issuance costs	131		132
Total interest expense	$	3,998	$	3,762

Share-based Compensation

3 Months Ended

Mar. 31, 2017

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

Share-based Compensation

The Company included the following amounts for share-based compensation awards in the unaudited condensed consolidated statements of operations (in thousands):



	Three Months Ended March 31,
	2017		2016
Cost of revenues	$	54	$	52
Research and development	199		249
Sales and marketing	129		210
General and administrative	709		555
Total	$	1,091	$	1,066

Stock Options

The following table summarizes the Company’s stock option activity:



Outstanding — December 31, 2015	6,084,836
Granted	1,051,550
Exercised	(78,384	)
Canceled	(701,799	)
Outstanding — December 31, 2016	6,356,203
Granted	100,000
Exercised	—
Canceled	(482,827	)
Outstanding — March 31, 2017	5,973,376
Exercisable — March 31, 2017	2,958,891

At March 31, 2017, total unrecognized compensation expense related to stock options was $3.3 million, which is expected to be recognized over a weighted-average period of 2.39 years.

Restricted Stock Units

The following table summarizes the Company’s restricted stock unit (“RSU”) activity:



Non-vested — December 31, 2015	960,203
Granted	2,914,000
Vested	(461,866	)
Forfeited	(436,537	)
Non-vested — December 31, 2016	2,975,800
Granted	22,500
Vested	(886,803	)
Forfeited	(36,805	)
Non-vested — March 31, 2017	2,074,692

At March 31, 2017, total unrecognized compensation expense related to RSUs was $2.7 million, which is expected to be recognized over a weighted-average period of 2.63 years.

Employee Stock Purchase Plan

During the three months ended March 31, 2017 and 2016, the Company recognized $0.1 million and $0.1 million, respectively, of stock-based compensation expense related to the employee stock purchase plan.

- Definition

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

Earnings Per Share

3 Months Ended

Mar. 31, 2017

Earnings Per Share [Abstract]

Earnings Per Share

Basic earnings per share (“EPS”) excludes dilution and is computed by dividing net income (loss) attributable to Inseego Corp. by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock using the treasury stock method. Potentially dilutive securities (consisting of warrants, stock options and RSUs calculated using the treasury stock method) are excluded from the diluted EPS computation in loss periods and when the applicable exercise price is greater than the market price on the period end date as their effect would be anti-dilutive.

The calculation of basic and diluted EPS was as follows (in thousands, except share and per share data):



	Three Months Ended March 31,
	2017			2016
Net loss attributable to Inseego Corp.	$	(16,100	)	$	(11,904	)
Weighted-average common shares outstanding	57,480,210			53,250,668
Basic and diluted net loss per share	$	(0.28	)	$	(0.22	)

For the three months ended March 31, 2017, the computation of diluted EPS excluded 9,934,698 shares related to warrants, stock options and RSUs as their effect would have been anti-dilutive. For the three months ended March 31, 2016, the computation of diluted EPS excluded 12,181,133 shares related to warrants, stock options and RSUs as their effect would have been anti-dilutive.

Geographic Information and Concentrations of Risk

3 Months Ended

Mar. 31, 2017

Segment Reporting [Abstract]

Geographic Information and Concentrations of Risk

Geographic Information

The following table details the geographic concentration of the Company’s net revenues based on shipping destination:



	Three Months Ended March 31,
	2017		2016
United States and Canada	71.1	%	76.8	%
South Africa	17.7		13.6
Other	11.2		9.6
	100.0	%	100.0	%

Concentrations of Risk

For the three months ended March 31, 2017 and 2016, one customer accounted for 53.9% and 52.7% of net revenues, respectively.

- Definition

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
-Topic 280
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Reference 2: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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+ Details

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Mar. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Legal The Company is, from time to time, party to various legal proceedings arising in the ordinary course of business. For example, the Company is currently named as a defendant or co-defendant in some patent infringement lawsuits in the U.S. and is indirectly participating in other U.S. patent infringement actions pursuant to its contractual indemnification obligations to certain customers. Based on an evaluation of these matters and discussions with the Company’s intellectual property litigation counsel, the Company currently believes that liabilities arising from or sums paid in settlement of these existing matters, if any, would not have a material adverse effect on its consolidated results of operations or financial condition. On May 27, 2015, a patent infringement action was brought against Novatel Wireless by Carucel Investments, L.P. (“Carucel”), a non-practicing entity (Carucel Investments, L.P. v. Novatel Wireless, Inc., et al., U.S.D.C. S.D. Florida, Civil Action No. 0:15-cv-61116-BB). The complaint alleged that certain MiFi mobile hotspots manufactured by Novatel Wireless infringed claims of patents owned by Carucel. On April 10, 2017, subsequent to the balance sheet date, judgment was entered in favor of Novatel Wireless. Carucel has indicated that it intends to appeal this verdict. The Company does not believe there is merit to an appeal by Carucel and intends to vigorously defend any appeal. However, there can be no assurance as to the ultimate outcome of any appeal or other future judgment in this case, and an adverse judgment could have a material adverse effect on the Company’s its consolidated results of operations or financial condition. On May 11, 2017, subsequent to the balance sheet date, the Company initiated a lawsuit against the former stockholders of RER in the Court of Chancery of the State of Delaware seeking recovery of damages for civil conspiracy, fraud in the inducement, unjust enrichment and breach of fiduciary duty. The Company has suspended payments due to the former stockholders of RER pursuant to the Earn-out Arrangement and the Deferred Purchase Price pending the outcome of this litigation. Indemnification In the normal course of business, the Company periodically enters into agreements that require the Company to indemnify and defend its customers for, among other things, claims alleging that the Company’s products infringe third-party patents or other intellectual property rights. The Company’s maximum exposure under these indemnification provisions cannot be estimated but the Company does not believe that there are any matters individually or collectively that would have a material adverse effect on its consolidated results of operations or financial condition.

Income Taxes	3 Months Ended
Income Taxes	Mar. 31, 2017
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company’s effective income tax rate was 1.9% and 2.9% for the three months ended March 31, 2017 and 2016, respectively. The Company’s effective income tax rates are significantly lower than the statutory tax rate primarily due to an increase in the Company’s valuation allowance related to its U.S.-based deferred tax amounts, resulting from carryforward net operating losses generated during the three months ended March 31, 2017 and 2016. Pursuant to Internal Revenue Code Sections 382 and 383, annual use of the Company’s net operating loss and research and development credit carryforwards may be limited in the event a cumulative change in ownership of more than 50% occurs within a three-year period.

Restructuring

3 Months Ended

Mar. 31, 2017

Restructuring and Related Activities [Abstract]

Restructuring

In August 2015, the Company approved a restructuring initiative to better position the Company to operate in current market conditions and more closely align operating expenses with revenues, which included employee severance costs and facility exit related costs. In the fourth quarter of 2015, the Company commenced certain initiatives relating to the reorganization of executive level management, which included, among other actions, the replacement of the former Chief Executive Officer (collectively, the “2015 Initiatives”). The Company continued these initiatives in 2016 with a reduction-in-force and the completion of the closure of its facility in Richardson, TX. The 2015 Initiatives are expected to cost a total of approximately $5.0 million and be completed when the Richardson, TX lease expires in June 2020.

In February 2017, the Company commenced certain restructuring initiatives intended to continue to improve its strategic focus on its most profitable business lines and consolidate operations of its subsidiaries with those of the Company, including a reduction-in-force (the “2017 Initiative”). The 2017 Initiative is expected to cost a total of approximately $0.8 million and be completed in September 2017.

The following table sets forth activity in the restructuring liability for the three months ended March 31, 2017 (in thousands):



	Balance at December 31, 2016		Costs Incurred (Recovered)			Payments			Balance at March 31, 2017		Cumulative Costs Incurred to Date
2015 Initiatives
Employee Severance Costs	455		—			(142		)	313		4,130
Facility Exit Related Costs	588		(35		)	—			553		831

2017 Initiative
Employee Severance Costs	—		844			(378		)	466		844
Total	$	1,043	$	809		$	(520	)	$	1,332	$	5,805

The balance of the restructuring liability at March 31, 2017 consists of approximately $1.2 million in current liabilities and $0.1 million in long-term liabilities.

Basis of Presentation (Policies)

3 Months Ended

Mar. 31, 2017

Accounting Policies [Abstract]

Basis of Presentation

The information contained herein has been prepared by Inseego Corp. (the “Company”) in accordance with the rules of the Securities and Exchange Commission (the “SEC”). The information at March 31, 2017 and the results of the Company’s operations for the three months ended March 31, 2017 and 2016 are unaudited. The condensed consolidated financial statements reflect all adjustments, consisting of only normal recurring accruals, which are, in the opinion of management, necessary for a fair statement of the results of the interim periods presented. These condensed consolidated financial statements and notes hereto should be read in conjunction with the audited financial statements from which they were derived and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. Except as set forth below, the accounting policies used in preparing these unaudited condensed consolidated financial statements are the same as those described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. The results of operations for the interim periods presented are not necessarily indicative of results to be expected for any other interim period or for the year as a whole.

Principles of Consolidation

The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

Segment Information

Management has determined that the Company has one reportable segment. The Chief Executive Officer, who is also the Chief Operating Decision Maker, does not manage any part of the Company separately, and the allocation of resources and assessment of performance is based solely on the Company’s consolidated operations and operating results.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses, and the disclosure of contingent liabilities. Actual results could differ materially from these estimates. Significant estimates include allowance for doubtful accounts receivable, provision for excess and obsolete inventory, valuation of intangible and long-lived assets, valuation of goodwill, valuation of debt obligations, royalty costs, accruals relating to litigation and restructuring, provision for warranty costs, income taxes and share-based compensation expense.

New Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (the “FASB”), which are adopted by the Company as of the specified date. Unless otherwise discussed, management believes the impact of recently issued standards, some of which are not yet effective, will not have a material impact on its unaudited condensed consolidated financial statements upon adoption.

In January 2017, the FASB issued Accounting Standards Update (“ASU”) 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which simplifies the measurement of goodwill by eliminating the second step from the goodwill impairment test, which requires the comparison of the implied fair value of goodwill with the current carrying amount of goodwill. Instead, under the amendments in this guidance, an entity shall perform a goodwill impairment test by comparing the fair value of each reporting unit with its carrying amount and an impairment charge is to be recorded for the amount, if any, in which the carrying value exceeds the reporting unit’s fair value. This guidance should be applied prospectively and is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted. The Company is currently assessing the impact of this guidance.

In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which clarifies how companies present and classify certain cash receipts and cash payments in the statement of cash flows. This guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the impact of this guidance.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires measurement and recognition of expected credit losses for financial assets held. This guidance is effective for interim and annual reporting periods beginning after December 15, 2019. Early adoption is permitted. The Company is currently assessing the impact of this guidance.

In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which affects entities that issue share-based payment awards to their employees. The guidance is designed to identify areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. The Company implemented this guidance during the first quarter of 2017. This guidance did not have a material impact on the Company’s unaudited condensed consolidated financial statements upon adoption.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which establishes the principles to report transparent and economically neutral information about the assets and liabilities that arise from leases. This guidance results in the Company providing a more faithful representation of the rights and obligations arising from operating and capital leases by requiring lessees to recognize the lease assets and lease liabilities that arise from leases in the statement of financial position and to disclose qualitative and quantitative information about lease transactions, such as information about variable lease payments and options to renew and terminate leases. This guidance is effective prospectively for interim and annual periods beginning after December 15, 2018. Early adoption is permitted. The Company is currently assessing the impact of this guidance.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which provides guidance for revenue recognition. The new standard will require revenue recognized to represent the transfer of promised goods or services to customers in an amount that reflects the consideration the company expects to receive in exchange for those goods or services. The standard also requires new, expanded disclosures regarding revenue recognition. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers: Deferral of Effective Date, which deferred the effective date of adoption of ASU 2014-09 to interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted. In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, which clarifies aspects of ASU 2014-09 pertaining to the identification of performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. There are two adoption methods available for implementation of this guidance. Under one method, the guidance is applied retrospectively to contracts for each reporting period presented, subject to allowable practical expedients. Under the other method, the guidance is applied only to the most current period presented, recognizing the cumulative effect of the change as an adjustment to the beginning balance of retained earnings, and also requires additional disclosures comparing the results to the previous guidance.

The Company is evaluating the impact of the new standard on its accounting policies, processes and systems. The Company has assigned internal resources, is in the process of engaging a third-party service provider and has a preliminary project plan to finalize the evaluation and complete the implementation.

The Company’s decision on the adoption method will be based on various factors including the significance of the impact of the new standard on the Company’s financial results and system capabilities. The Company has not yet completed the evaluation of these impacts and the adoption method has not been determined.

Fair Value Measurement


Level 1:	Pricing inputs are based on quoted market prices for identical assets or liabilities in active markets (e.g., NYSE or NASDAQ). Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.

Level 2:


Level 3:	Pricing inputs include significant inputs that are generally less observable from objective sources, including the Company’s own assumptions.

Balance Sheet Details (Tables)

3 Months Ended

Mar. 31, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Summary of Inventories

Inventories consist of the following (in thousands):



	March 31, 2017		December 31, 2016
Finished goods	$	21,750	$	19,277
Raw materials and components	7,639		11,865
Total inventories	$	29,389	$	31,142

Summary of Accrued Expenses

Accrued expenses and other current liabilities consist of the following (in thousands):



	March 31, 2017		December 31, 2016
Royalties	$	3,342	$	1,544
Payroll and related expenses	5,571		5,315
Warranty obligations	480		480
Market development funds and price protection	34		320
Professional fees	3,894		4,793
Accrued interest	1,929		275
Deferred revenue	1,361		1,656
Restructuring	1,160		837
Acquisition-related liabilities	13,186		7,912
Divestiture-related liabilities	—		463
Other	5,128		4,302
Total accrued expenses and other current liabilities	$	36,085	$	27,897

Summary of Accrued Warranty Obligations

Accrued warranty obligations activity during the three months ended March 31, 2017 was as follows (in thousands):



Accrued warranty obligations at beginning of period	$	480
Additions charged to operations	98
Deductions from liability	(98		)
Accrued warranty obligations at end of period	$	480

Fair Value Measurement of Assets and Liabilities (Tables)

3 Months Ended

Mar. 31, 2017

Fair Value Disclosures [Abstract]

Summary of Company's Financial Instruments, Fair Value on a Recurring Basis



	Balance as of March 31, 2017		Level 1
Assets:
Cash equivalents
Money market funds	$	35	$	35
Total cash equivalents	$	35	$	35



	Balance as of December 31, 2016		Level 1
Assets:
Cash equivalents
Money market funds	$	35	$	35
Total cash equivalents	$	35	$	35

- Definition

Tabular disclosure of financial instruments measured at fair value, including those classified in shareholders' equity measured on a recurring or nonrecurring basis. Disclosures include, but are not limited to, fair value measurements recorded and the reasons for the measurements, level within the fair value hierarchy in which the fair value measurements are categorized and transfers between levels 1 and 2. Nonrecurring fair value measurements are those that are required or permitted in the statement of financial position in particular circumstances.

+ References + Details

Debt (Tables)

3 Months Ended

Mar. 31, 2017

Debt Disclosure [Abstract]

Convertible Debt

The Convertible Notes consisted of the following at March 31, 2017 and December 31, 2016 (in thousands):



	March 31, 2017			December 31, 2016
Liability component:
Principal	$	120,000		$	120,000
Less: unamortized debt discount and debt issuance costs	(30,344		)	(29,092		)
Net carrying amount	$	89,656		$	90,908
Equity component	$	41,905		$	38,305

Interest Expense Summary

The following table sets forth total interest expense recognized related to the Convertible Notes during the three months ended March 31, 2017 and 2016 (in thousands):



	Three Months Ended March 31,
	2017		2016
Contractual interest expense	$	1,650	$	1,650
Amortization of debt discount	2,217		1,980
Amortization of debt issuance costs	131		132
Total interest expense	$	3,998	$	3,762

Share-based Compensation (Tables)

3 Months Ended

Mar. 31, 2017

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

Share-based Compensation

The Company included the following amounts for share-based compensation awards in the unaudited condensed consolidated statements of operations (in thousands):



	Three Months Ended March 31,
	2017		2016
Cost of revenues	$	54	$	52
Research and development	199		249
Sales and marketing	129		210
General and administrative	709		555
Total	$	1,091	$	1,066

Summary of Stock Option Activity

The following table summarizes the Company’s stock option activity:



Outstanding — December 31, 2015	6,084,836
Granted	1,051,550
Exercised	(78,384	)
Canceled	(701,799	)
Outstanding — December 31, 2016	6,356,203
Granted	100,000
Exercised	—
Canceled	(482,827	)
Outstanding — March 31, 2017	5,973,376
Exercisable — March 31, 2017	2,958,891

Summary of Restricted Stock Unit Activity

The following table summarizes the Company’s restricted stock unit (“RSU”) activity:



Non-vested — December 31, 2015	960,203
Granted	2,914,000
Vested	(461,866	)
Forfeited	(436,537	)
Non-vested — December 31, 2016	2,975,800
Granted	22,500
Vested	(886,803	)
Forfeited	(36,805	)
Non-vested — March 31, 2017	2,074,692

Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2017

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The calculation of basic and diluted EPS was as follows (in thousands, except share and per share data):



	Three Months Ended March 31,
	2017			2016
Net loss attributable to Inseego Corp.	$	(16,100	)	$	(11,904	)
Weighted-average common shares outstanding	57,480,210			53,250,668
Basic and diluted net loss per share	$	(0.28	)	$	(0.22	)

Geographic Information and Concentrations of Risk (Tables)

3 Months Ended

Mar. 31, 2017

Segment Reporting [Abstract]

Schedule of Geographic Concentration of Net Revenues



	Three Months Ended March 31,
	2017		2016
United States and Canada	71.1	%	76.8	%
South Africa	17.7		13.6
Other	11.2		9.6
	100.0	%	100.0	%

Restructuring (Tables)

3 Months Ended

Mar. 31, 2017

Restructuring and Related Activities [Abstract]

Summary of Restructuring Liability

The following table sets forth activity in the restructuring liability for the three months ended March 31, 2017 (in thousands):



	Balance at December 31, 2016		Costs Incurred (Recovered)			Payments			Balance at March 31, 2017		Cumulative Costs Incurred to Date
2015 Initiatives
Employee Severance Costs	455		—			(142		)	313		4,130
Facility Exit Related Costs	588		(35		)	—			553		831

2017 Initiative
Employee Severance Costs	—		844			(378		)	466		844
Total	$	1,043	$	809		$	(520	)	$	1,332	$	5,805

Basis of Presentation Narrative (Details) $ in Thousands	3 Months Ended
Basis of Presentation Narrative (Details) $ in Thousands	Mar. 31, 2017 USD ($) Segments	Mar. 31, 2016 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net loss attributable to Inseego Corp. \| $	$ (16,100)	$ (11,904)
Number of reportable segments \| Segments	1

Acquisitions and Divestitures - Narrative - Acquisitions (Details) $ in Thousands	Mar. 15, 2017 shares	Jan. 05, 2016 installment shares	Mar. 27, 2015 USD ($)	Mar. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Jun. 18, 2015 R / shares
Business Acquisition [Line Items]
Acquisition-related liabilities				$ 13,186	$ 7,912
DigiCore/Ctrack
Business Acquisition [Line Items]
Voting interests acquired						100.00%
Acquisition share price (ZAR per share) \| R / shares						R 4.40
FW
Business Acquisition [Line Items]
Cash payments			$ 9,300
Total purchase price			24,800
Other assumed liabilities			500
Deferred Purchase Price			15,000
Maximum contingent earn-out			$ 25,000
Number of cash installment payments \| installment		5
Period for cash installments		4 years
Issued to former shareholders (shares) \| shares		2,900,000
Number of share installments \| installment		3
Period for share installments		3 years
Stock issued for acquisition (shares) \| shares	973,334
Deferred Purchase Price \| FW \| Other Liabilities
Business Acquisition [Line Items]
Acquisition-related liabilities				11,300
Earn-Out \| FW \| Other Liabilities
Business Acquisition [Line Items]
Acquisition-related liabilities				$ 9,800

Acquisitions and Divestitures - Narrative - Divestiture (Details) - USD ($)				3 Months Ended
	Sep. 29, 2016	Sep. 21, 2016	Apr. 11, 2016	Mar. 31, 2017
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds related to recent or pending divestitures		$ 50,000,000
Disposal Group, Disposed of by Sale, Not Discontinued Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Purchase consideration for recent or pending divestitures	$ 11,700,000		$ 11,000,000
Proceeds related to recent or pending divestitures	11,300,000		9,000,000
Liabilities settled	400,000
Receivables	$ 2,100,000
Gain recognized during the period				$ 45,000
Certain Transition Services
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Receivables			$ 1,000,000
Contingent consideration payout period			2 years
Satisfaction Of Certain Conditions
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Receivables			$ 1,000,000
Purchase Of Module Product Inventory
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Receivables			3,800,000
Purchase Of Module Product Inventory - Certain Transition Services
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Receivables			$ 1,000,000
Contingent consideration payout period			2 years

Balance Sheet Details - Summary of Inventories (Detail) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Finished goods	$ 21,750	$ 19,277
Raw materials and components	7,639	11,865
Total inventories	$ 29,389	$ 31,142

Balance Sheet Details - Summary of Accrued Expenses (Detail) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Royalties	$ 3,342	$ 1,544
Payroll and related expenses	5,571	5,315
Warranty obligations	480	480
Market development funds and price protection	34	320
Professional fees	3,894	4,793
Accrued interest	1,929	275
Deferred revenue	1,361	1,656
Restructuring	1,160	837
Acquisition-related liabilities	13,186	7,912
Divestiture-related liabilities	0	463
Other	5,128	4,302
Total accrued expenses and other current liabilities	$ 36,085	$ 27,897

Balance Sheet Details - Summary of Accrued Warranty Obligations (Detail) $ in Thousands	3 Months Ended
	Mar. 31, 2017 USD ($)
Movement in Standard Product Warranty Accrual [Roll Forward]
Accrued warranty obligations at beginning of period	$ 480
Additions charged to operations	98
Deductions from liability	(98)
Accrued warranty obligations at end of period	$ 480

Fair Value Measurement of Assets and Liabilities - Summary of Company's Financial Instruments, Fair Value on a Recurring Basis (Detail) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Convertible Debt
Cash equivalents
Principal	$ 120,000	$ 120,000
Fair Value, Measurements, Recurring
Cash equivalents
Cash equivalents	35	35
Fair Value, Measurements, Recurring \| Money market funds
Cash equivalents
Cash equivalents	35	35
Fair Value, Measurements, Recurring \| Level 1
Cash equivalents
Cash equivalents	35	35
Fair Value, Measurements, Recurring \| Level 1 \| Money market funds
Cash equivalents
Cash equivalents	35	35
Fair Value, Measurements, Nonrecurring \| Level 3
Cash equivalents
Fair value of debt	$ 89,700	$ 90,900

Debt - Narrative (Details) $ / shares in Units, $ in Thousands					3 Months Ended
	May 08, 2017 USD ($)	Mar. 20, 2017 USD ($)	Jan. 09, 2017 USD ($) trading_day $ / shares shares	Oct. 31, 2014 USD ($)	Mar. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Nov. 17, 2015 USD ($)	Jun. 10, 2015 USD ($) $ / shares
Debt Instrument [Line Items]
Outstanding borrowings under revolving credit facility					$ 2,750	$ 0
Convertible Debt
Debt Instrument [Line Items]
Principal					$ 120,000	120,000
Effective interest rate					17.84%
Revolving Credit Facility
Debt Instrument [Line Items]
Term of debt instrument				5 years
Maximum amount of credit facility		$ 10,000		$ 25,000			$ 48,000
Outstanding borrowings under revolving credit facility					$ 2,800	$ 0
Letter of Credit
Debt Instrument [Line Items]
Maximum amount of credit facility				$ 3,000
Available borrowings					700
London Interbank Offered Rate (LIBOR) \| Revolving Credit Facility
Debt Instrument [Line Items]
Applicable margin on interest rate		4.00%
Prime Rate \| Revolving Credit Facility
Debt Instrument [Line Items]
Applicable margin on interest rate		1.50%
Inseego Notes \| Convertible Debt
Debt Instrument [Line Items]
Principal			$ 119,800
Stated interest rate of debt issued			5.50%
Debt issuance costs					900
Conversion price ($ per share) \| $ / shares			$ 4.70
Conversion (shares) \| shares			212.7660
Redemption price as a percentage of principal amount			100.00%
Minimum threshold of principal to call debt			25.00%
Redemption of principal			100.00%
Period for elected remedy in default			60 days
Interest rate for elected remedy in default			0.50%
Increase in fair value of equity component					3,600
Inseego Notes \| Convertible Debt \| Stock price exceeds 130% of conversion price
Debt Instrument [Line Items]
Trading days threshold \| trading_day			20
Consecutive trading days threshold			30 days
Stock price trigger			130.00%
Inseego Notes \| Convertible Debt \| Debt trading price below product of stock price and conversion rate
Debt Instrument [Line Items]
Consecutive trading days threshold			5 days
Stock price trigger			98.00%
Number of consecutive business days			5 days
Inseego Notes \| Convertible Debt \| Stock price exceeds 140% of conversion price
Debt Instrument [Line Items]
Trading days threshold \| trading_day			20
Consecutive trading days threshold			30 days
Stock price trigger			140.00%
Redemption price as a percentage of principal amount			100.00%
Novatel Wireless Notes \| Convertible Debt
Debt Instrument [Line Items]
Principal					$ 200			$ 120,000
Stated interest rate of debt issued								5.50%
Debt issuance costs								$ 3,900
Converted amount			$ 119,800
Conversion price ($ per share) \| $ / shares								$ 5.00
Subsequent Event \| Term Loan
Debt Instrument [Line Items]
Principal	$ 20,000
Commitment fee	$ 2,000
Subsequent Event \| Term Loan \| London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Applicable margin on interest rate	10.00%
Subsequent Event \| Term Loan \| London Interbank Offered Rate (LIBOR) \| Minimum
Debt Instrument [Line Items]
Stated interest rate of debt issued	1.00%

Debt - Components (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Equity component	$ 41,905	$ 38,305
Convertible Debt
Debt Instrument [Line Items]
Principal	120,000	120,000
Less: unamortized debt discount and debt issuance costs	(30,344)	(29,092)
Net carrying amount	$ 89,656	$ 90,908

Debt - Interest Expense (Details) - Convertible Debt - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Debt Instrument [Line Items]
Contractual interest expense	$ 1,650	$ 1,650
Amortization of debt discount	2,217	1,980
Amortization of debt issuance costs	131	132
Total interest expense	$ 3,998	$ 3,762

Share-based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended
Share-based Compensation (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Mar. 31, 2016
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	$ 1,091	$ 1,066
Cost of net revenues
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	54	52
Research and development
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	199	249
Sales and marketing
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	129	210
General and administrative
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	709	555
Stock Options
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Unrecognized expense	$ 3,300
Recognition period	2 years 4 months 21 days
Restricted Stock Units (RSUs)
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Unrecognized expense	$ 2,700
Recognition period	2 years 7 months 16 days
Employee Stock Purchase Plans
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	$ 100	$ 100

Share-based Compensation - Tables (Details) - shares	3 Months Ended	12 Months Ended
Share-based Compensation - Tables (Details) - shares	Mar. 31, 2017	Dec. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Outstanding — beginning balance	6,356,203	6,084,836
Granted	100,000	1,051,550
Exercised	0	(78,384)
Canceled	(482,827)	(701,799)
Outstanding — ending balance	5,973,376	6,356,203
Exercisable — March 31, 2017	2,958,891
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Non-vested — beginning balance	2,975,800	960,203
Granted	22,500	2,914,000
Vested	(886,803)	(461,866)
Forfeited	(36,805)	(436,537)
Non-vested — ending balance	2,074,692	2,975,800

Earnings Per Share - Earnings Per Basic and Diluted Share Table (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Numerator
Net loss attributable to Inseego Corp.	$ (16,100)	$ (11,904)
Weighted-average shares used in computation of net loss per share:
Weighted-average common shares outstanding (in shares)	57,480,210	53,250,668
Basic and diluted net loss per share (dollars per share)	$ (0.28)	$ (0.22)

Earnings Per Share - Narrative (Detail) - shares	3 Months Ended
Earnings Per Share - Narrative (Detail) - shares	Mar. 31, 2017	Mar. 31, 2016
Earnings Per Share [Abstract]
Anti-dilutive shares	9,934,698	12,181,133

Geographic Information and Concentrations of Risk - Schedule of Geographic Concentration of Net Revenues (Detail) - Net Revenues - Geographic Concentration	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Revenues from External Customers and Long-Lived Assets [Line Items]
Concentration percentage	100.00%	100.00%
United States and Canada
Revenues from External Customers and Long-Lived Assets [Line Items]
Concentration percentage	71.10%	76.80%
South Africa
Revenues from External Customers and Long-Lived Assets [Line Items]
Concentration percentage	17.70%	13.60%
Other
Revenues from External Customers and Long-Lived Assets [Line Items]
Concentration percentage	11.20%	9.60%

Geographic Information and Concentrations of Risk - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Net Revenues \| Customer Concentration \| Customer One
Segment Reporting Information [Line Items]
Concentration percentage	53.90%	52.70%

Income Taxes - Additional Information (Detail)	3 Months Ended
Income Taxes - Additional Information (Detail)	Mar. 31, 2017	Mar. 31, 2016
Income Tax Disclosure [Abstract]
Effective tax rate	1.90%	2.90%

Restructuring - Summary of Restructuring Liability (Detail) $ in Thousands	3 Months Ended
	Mar. 31, 2017 USD ($)
Restructuring Reserve [Roll Forward]
Balance at December 31, 2016	$ 1,043
Costs Incurred	809
Payments	(520)
Balance at March 31, 2017	1,332
Cumulative Costs Incurred to Date	5,805
2015 Initiatives \| Employee Severance Costs
Restructuring Reserve [Roll Forward]
Balance at December 31, 2016	455
Costs Incurred	0
Payments	(142)
Balance at March 31, 2017	313
Cumulative Costs Incurred to Date	4,130
2015 Initiatives \| Facility Exit Related Costs
Restructuring Reserve [Roll Forward]
Balance at December 31, 2016	588
Costs Incurred	(35)
Payments	0
Balance at March 31, 2017	553
Cumulative Costs Incurred to Date	831
2017 Initiative \| Employee Severance Costs
Restructuring Reserve [Roll Forward]
Balance at December 31, 2016	0
Costs Incurred	844
Payments	(378)
Balance at March 31, 2017	466
Cumulative Costs Incurred to Date	$ 844

Restructuring - Additional Information (Detail) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Restructuring Cost and Reserve [Line Items]
Restructuring reserve, current	$ 1,160	$ 837
Restructuring reserve, noncurrent	100
2015 Initiatives
Restructuring Cost and Reserve [Line Items]
Total expected cost	5,000
2017 Initiative
Restructuring Cost and Reserve [Line Items]
Total expected cost	$ 800