Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Sep. 05, 2017 | Jul. 01, 2016 | |
Document and Entity Information | |||
Entity Registrant Name | GLOBAL POWER EQUIPMENT GROUP INC. | ||
Entity Central Index Key | 1,136,294 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 23,759,931 | ||
Entity Common Stock, Shares Outstanding | 17,778,885 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 2,805 | $ 22,239 |
Restricted cash | 8,765 | 321 |
Accounts receivable, net of allowance of $1,634 and $1,971, respectively | 59,280 | 93,077 |
Raw material | 4,210 | 6,893 |
Finished goods | 699 | 1,204 |
Inventory reserve | (981) | (1,798) |
Costs and estimated earnings in excess of billings | 52,696 | 45,491 |
Assets held for sale | 22,832 | |
Other current assets | 7,936 | 4,608 |
Total current assets | 158,242 | 172,035 |
Property, plant and equipment, net | 12,596 | 33,822 |
Goodwill | 36,456 | 50,319 |
Intangible assets, net | 24,801 | 44,003 |
Other long-term assets | 747 | 851 |
Total assets | 232,842 | 301,030 |
Current liabilities: | ||
Accounts payable | 19,076 | 16,861 |
Accrued compensation and benefits | 10,640 | 15,587 |
Billings in excess of costs and estimated earnings | 6,754 | 10,098 |
Accrued warranties | 5,806 | 8,050 |
Liabilities related to assets held for sale | 1,151 | |
Other current liabilities | 33,915 | 28,605 |
Total current liabilities | 77,342 | 79,201 |
Long-term debt | 45,341 | 70,000 |
Deferred tax liabilities | 15,499 | 14,982 |
Other long-term liabilities | 7,526 | 6,080 |
Total liabilities | 145,708 | 170,263 |
Commitments and contingencies (Note 15) | ||
Stockholders' equity: | ||
Common stock, $0.01 par value, 170,000,000 shares authorized and 18,855,409 and 18,571,411 shares issued, respectively, and 17,485,941 and 17,261,276 shares outstanding, respectively | 188 | 186 |
Paid-in capital | 76,708 | 74,841 |
Accumulated other comprehensive loss | (9,513) | (7,618) |
Retained earnings | 19,764 | 63,371 |
Treasury stock, at par (1,369,468 and 1,310,135 common shares, respectively) | (13) | (13) |
Total stockholders' equity | 87,134 | 130,767 |
Total liabilities and stockholders' equity | $ 232,842 | $ 301,030 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Accounts receivable allowance for doubtful accounts | $ 1,634 | $ 1,971 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 170,000,000 | 170,000,000 |
Common stock, shares issued | 18,855,409 | 18,571,411 |
Common stock, shares outstanding | 17,485,941 | 17,261,276 |
Treasury stock at par | 1,369,468 | 1,310,135 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue | |||
Total revenue | $ 418,588 | $ 589,003 | $ 539,053 |
Cost of revenue | |||
Total cost of revenue | 369,599 | 536,406 | 465,719 |
Gross profit | 48,989 | 52,597 | 73,334 |
Operating expenses | |||
Selling and marketing expenses | 9,544 | 12,130 | 10,045 |
General and administrative expenses | 57,194 | 69,471 | 58,747 |
Loss on sale of business and net assets held for sale | 8,812 | ||
Impairment expense | 47,755 | ||
Bargain purchase gain | (3,168) | ||
Depreciation and amortization expense | 7,154 | 8,602 | 8,326 |
Total operating expenses | 82,704 | 134,790 | 77,118 |
Operating loss | (33,715) | (82,193) | (3,784) |
Other expense (income) | |||
Interest expense, net | 8,398 | 4,484 | 1,820 |
Foreign currency gain | (217) | (1,014) | (65) |
Other expense, net | 15 | 12 | 34 |
Total other expenses, net | 8,196 | 3,482 | 1,789 |
(Loss) income from continuing operations before income tax | (41,911) | (85,675) | (5,573) |
Income tax expense (benefit) | 1,702 | (6,946) | 41,661 |
Loss from continuing operations | (43,613) | (78,729) | (47,234) |
Discontinued operations: | |||
Loss from discontinued operations, net of tax | (1) | ||
Loss from discontinued operations | (1) | ||
Net loss | $ (43,613) | $ (78,729) | $ (47,235) |
Loss per common share: | |||
Basic loss per common share from continuing operations (in dollars per share) | $ (2.51) | $ (4.59) | $ (2.78) |
Basic loss per common share (in dollars per share) | (2.51) | (4.59) | (2.78) |
Diluted (loss) earnings per weighted average common share: | |||
Diluted loss per common share from continuing operations (in dollars per share) | (2.51) | (4.59) | (2.78) |
Diluted loss per common share (in dollars per share) | $ (2.51) | $ (4.59) | $ (2.78) |
Mechanical Solutions | |||
Revenue | |||
Products revenue | $ 112,022 | $ 122,593 | $ 145,910 |
Cost of revenue | |||
Products cost of revenue | 96,515 | 113,853 | 122,769 |
Electrical Solutions | |||
Revenue | |||
Products revenue | 75,559 | 93,057 | 77,280 |
Cost of revenue | |||
Products cost of revenue | 73,309 | 94,042 | 72,297 |
Services | |||
Revenue | |||
Services revenue | 231,007 | 373,353 | 315,863 |
Cost of revenue | |||
Services cost of revenue | $ 199,775 | $ 328,511 | $ 270,653 |
CONSOLIDATED STATEMENTS OF OPE5
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
CONSOLIDATED STATEMENTS OF OPERATIONS | |||
Depreciation and amortization included in cost of sales | $ 2.2 | $ 2.5 | $ 1.6 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME | |||
Net loss | $ (43,613) | $ (78,729) | $ (47,235) |
Foreign currency translation adjustment | (1,895) | (5,075) | (6,015) |
Comprehensive loss | $ (45,508) | $ (83,804) | $ (53,250) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Shares $0.01 Per Share | Paid-in Capital | Accumulated Other Comprehensive Income | Retained Earnings | Treasury Shares | Total |
Balance, Beginning at Dec. 31, 2013 | $ 183 | $ 69,049 | $ 3,472 | $ 197,020 | $ (12) | $ 269,712 |
Balance, Beginning (in shares) at Dec. 31, 2013 | 18,294,998 | (1,235,055) | ||||
Increase (Decrease) in Shareholders' Equity | ||||||
Issuance of restricted stock units | $ 1 | (1) | ||||
Issuance of restricted stock units (in shares) | 100,474 | |||||
Tax withholding on restricted stock units | (601) | $ (1) | (602) | |||
Tax withholding on restricted stock units(in shares) | (31,298) | |||||
Share-based compensation | 3,081 | 3,081 | ||||
Dividends | (6,123) | (6,123) | ||||
Net loss | (47,235) | (47,235) | ||||
Foreign currency translation adjustment | (6,015) | (6,015) | ||||
Balance, Ending at Dec. 31, 2014 | $ 184 | 71,528 | (2,543) | 143,662 | $ (13) | 212,818 |
Balance, Ending (in shares) at Dec. 31, 2014 | 18,395,472 | (1,266,353) | ||||
Increase (Decrease) in Shareholders' Equity | ||||||
Issuance of restricted stock units | $ 2 | (2) | ||||
Issuance of restricted stock units (in shares) | 175,939 | |||||
Tax withholding on restricted stock units | (429) | (429) | ||||
Tax withholding on restricted stock units(in shares) | (43,782) | |||||
Share-based compensation | 3,744 | 3,744 | ||||
Dividends | (1,562) | (1,562) | ||||
Net loss | (78,729) | (78,729) | ||||
Foreign currency translation adjustment | (5,075) | (5,075) | ||||
Balance, Ending at Dec. 31, 2015 | $ 186 | 74,841 | (7,618) | 63,371 | $ (13) | $ 130,767 |
Balance, Ending (in shares) at Dec. 31, 2015 | 18,571,411 | (1,310,135) | 18,571,411 | |||
Increase (Decrease) in Shareholders' Equity | ||||||
Issuance of restricted stock units | $ 2 | (2) | ||||
Issuance of restricted stock units (in shares) | 283,998 | |||||
Tax withholding on restricted stock units | (267) | $ (267) | ||||
Tax withholding on restricted stock units(in shares) | (59,333) | |||||
Share-based compensation | 2,136 | 2,136 | ||||
Dividend equivalent | 6 | 6 | ||||
Net loss | (43,613) | (43,613) | ||||
Foreign currency translation adjustment | (1,895) | (1,895) | ||||
Balance, Ending at Dec. 31, 2016 | $ 188 | $ 76,708 | $ (9,513) | $ 19,764 | $ (13) | $ 87,134 |
Balance, Ending (in shares) at Dec. 31, 2016 | 18,855,409 | (1,369,468) | 18,855,409 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating activities: | |||
Net loss | $ (43,613) | $ (78,729) | $ (47,235) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | |||
Deferred income tax provision (benefit) | 516 | (8,670) | 39,682 |
Depreciation and amortization on plant, property and equipment and intangible assets | 9,417 | 11,072 | 9,935 |
Amortization on deferred financing costs | 231 | 253 | 229 |
Impairment expense | 47,755 | ||
Loss on disposals of property, plant and equipment | 2,446 | 19 | 752 |
Loss on sale of business and net assets held for sale | 8,812 | ||
Bad debt expense | 530 | 865 | 364 |
Gain on bargain purchase | (3,168) | ||
Stock-based compensation | 2,434 | 3,744 | 3,081 |
Changes in operating assets and liabilities, net of businesses acquired and sold: | |||
(Increase) decrease in accounts receivable | 27,510 | 20,132 | (23,764) |
(Increase) decrease in inventories | 1,878 | 467 | (1,428) |
(Increase) decrease in costs and estimated earnings in excess of billings | (9,110) | 8,050 | (6,331) |
(Increase) decrease in other current assets | (3,636) | 2,600 | 699 |
(Increase) decrease in other assets | 537 | (950) | (608) |
(Decrease) increase in accounts payable | 2,849 | 2,029 | (6,864) |
Increase (decrease) in accrued and other liabilities | 1,014 | 1,225 | 21,362 |
Decrease in accrued warranties | (2,226) | 1,573 | 2,739 |
Increase (decrease) in billings in excess of costs and estimated earnings | (3,212) | (1,486) | (3,181) |
Net cash (used in) provided by operating activities | (3,623) | 6,781 | (10,568) |
Investing activities: | |||
Acquisitions, net of cash acquired | (7,629) | (725) | |
Proceeds from sale of business, net of restricted cash and transaction costs | 4,847 | ||
Net transfers of restricted cash | (8,444) | (321) | 120 |
Proceeds from sale of property, plant and equipment | 13,978 | 7 | 171 |
Purchase of property, plant and equipment | (872) | (7,316) | (8,087) |
Net cash provided by (used in) investing activities | 9,509 | (15,259) | (8,521) |
Financing activities: | |||
Repurchase of stock-based awards for payment of statutory taxes due on stock-based compensation | (267) | (429) | (601) |
Debt issuance costs | (177) | 8 | |
Dividends paid | (1,589) | (6,141) | |
Proceeds from long-term debt | 116,418 | 58,000 | 99,000 |
Payments of long-term debt | (141,076) | (33,000) | (77,000) |
Net cash provided by (used in) financing activities | (25,102) | 22,982 | 15,266 |
Effect of exchange rate changes on cash | (218) | (1,181) | (1,200) |
Net change in cash and cash equivalents | (19,434) | 13,323 | (5,023) |
Cash and cash equivalents, beginning of year | 22,239 | 8,916 | 13,939 |
Cash and cash equivalents, end of year | 2,805 | 22,239 | 8,916 |
Supplemental Disclosures: | |||
Cash paid for interest | 6,242 | 3,486 | 1,170 |
Cash paid for income taxes, net of refunds | $ 1,612 | $ 643 | $ (195) |
BUSINESS AND ORGANIZATION
BUSINESS AND ORGANIZATION | 12 Months Ended |
Dec. 31, 2016 | |
BUSINESS AND ORGANIZATION | |
BUSINESS AND ORGANIZATION | NOTE 1— Global Power Equipment Group Inc. and its wholly owned subsidiaries (“Global Power,” “we,” “us,” “our,” or “the Company”) are comprehensive providers of custom-engineered solutions and modification and maintenance services for customers in the power generation and process and industrial markets. We operate within three reportable segments: Mechanical Solutions, Electrical Solutions and Services. Through our Mechanical Solutions segment, we design, engineer and manufacture gas turbine auxiliary products for customers throughout the world. Through our Electrical Solutions segment, we focus on custom engineering and manufacturing of integrated control house systems, engine generator packages and enclosures, industrial tanks and custom-engineered equipment skids for the energy, oil and gas, digital data storage and electrical industries. Through our Services segment, we provide on-site specialty modification and maintenance services, outage management, facility upgrade services, specialty maintenance and other industrial services to nuclear, fossil fuel and hydroelectric power plants and other industrial operations in the United States (“U.S.”). Our corporate headquarters are located in Irving, Texas, with various facilities around the U.S. and internationally in The Netherlands, Mexico and the People’s Republic of China. We report on a fiscal quarter basis utilizing a “modified” 4-4-5 calendar (modified in that the fiscal year always begins on January 1 and ends on December 31). However, we have continued to label our quarterly information using a calendar convention. The effects of this practice are modest and only exist when comparing interim period results. The reporting periods and corresponding fiscal interim periods are as follows: Reporting Interim Period Fiscal Interim Period 2016 2015 Three Months Ended March 31 January 1, 2016 to April 3, 2016 January 1, 2015 to March 29, 2015 Three Months Ended June 30 April 4, 2016 to July 3, 2016 March 30, 2015 to June 28, 2015 Three Months Ended September 30 July 4, 2016 to October 2, 2016 June 29, 2015 to September 27, 2015 Seasonality: Our Services segment is materially impacted by seasonality, resulting in fluctuations in revenue and gross profit during our fiscal year. Generally, this is driven by our customers’ schedule of planned outages. Our Mechanical Solutions and Electrical Solutions segments are not materially impacted by seasonality, but instead are more impacted by the cyclicality of, and fluctuations in, the U.S. and international economies that we serve. |
LIQUIDITY
LIQUIDITY | 12 Months Ended |
Dec. 31, 2016 | |
LIQUIDITY | |
LIQUIDITY | NOTE 2—LIQUIDITY Our consolidated financial statements have been prepared on a going concern basis, which assumes that we will be able to meet our obligations and continue our operations during the next year. These financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should we be unable to continue as a going concern. Historically, we have funded our operations through cash on hand, asset sales and draws against our Revolving Credit Facility, as necessary. In June 2017, we completed a refinancing process and entered into the Centre Lane Facility, a 4.5-year senior secured first lien term loan. In August 2017, we entered into an amendment to the Centre Lane Facility to provide for a first-out term loan, which matures in September 2018. Using the proceeds from the Centre Lane Facility, we repaid the full balance outstanding under the Revolving Credit Facility in June 2017. However, the terms of the Centre Lane Facility are less favorable to us than the terms of the Revolving Credit Facility, and, among other things, require higher interest payments and subject us to restrictive covenants that significantly limit our operating flexibility and encumber our assets. After payment of the Revolving Credit Facility and fees associated with both the Centre Lane Facility and the Centre Lane Amendment, net cash proceeds were $15.3 million. As of December 31, 2016, we had a net loss of $43.6 million and negative cash flows from operations of $3.6 million. Although we had positive working capital as of December 31, 2016, we refinanced our Revolving Credit Facility in 2017, which allowed us to classify our outstanding debt as long-term. Starting in 2015 and continuing into 2017, management, in conjunction with the Board of Directors, began developing and implementing a multi-step plan to address our severely constrained liquidity. The plan consists of the following items: · Focusing on shortening the collection cycle time on our accounts receivables and lengthening the payment cycle time on our accounts payables; · Reducing ongoing operating expenses wherever possible including workforce reductions and curtailments at underutilized facilities; · Assessing the potential for additional asset sales in order to reduce our outstanding debt; · Assessing strategic alternatives with regard to Mechanical Solutions, including the potential complete divestiture of this segment in order to reduce our outstanding debt; · Repatriating cash held by our foreign subsidiaries; and · Seeking an asset-based lending facility that will enable us to issue letters of credit, as well as supplement our working capital needs. While the initial refinancing of the Revolving Credit Facility by entering into the Initial Centre Lane Facility extended our maturity, it did not provide sufficient funding for working capital needs. The Centre Lane Amendment in August 2017 and associated First-Out Loan provided us with up to $10.0 million in additional working capital, as of September 5, 2017; however, we anticipate that our short-term liquidity position will remain constrained. The terms of the Centre Lane Facility are less favorable to us than the terms of the Revolving Credit Facility. Upon a default under the Centre Lane Facility, our senior secured lenders would have the right to accelerate the then outstanding amounts under such facility and to exercise their rights and remedies to collect such amounts, which would include foreclosing on collateral constituting substantially all of our assets and those of our subsidiaries. The First-Out Loan matures on September 30, 2018. In order to have sufficient cash to repay the First-Out Loan, fund our operations and continue as a going concern, we will need to be successful in completing one or more of the following initiatives: · Sell assets outside the normal course of business; · Repatriate additional cash from our foreign subsidiaries; and · Reduce our restricted cash by decreasing our cash collateralized outstanding letters of credit. If we are unsuccessful in these liquidity generating initiatives by September 30, 2018, and we do not have sufficient cash resources available to repay the First-Out Loan, we could be forced to seek bankruptcy protection, attempt to renegotiate our existing credit facility or raise additional capital through new debt or equity issuances. There can be no assurance that additional capital will be available on acceptable terms and our investors could lose the full value of their investment in our common stock if bankruptcy protection is ultimately sought. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2016 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 3—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation: The accompanying consolidated financial statements include the accounts of Global Power Equipment Group, Inc. and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Certain amounts in 2015 have been reclassified to conform to the 2016 presentation. Use of Estimates: The preparation of financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying footnotes. Actual results could vary materially from those estimates. Discontinued Operations: In August 2011, we completed the sale of substantially all of the operating assets of our Deltak business unit. Discontinued operations are presented net of tax. The following notes relate to our continuing operations only unless otherwise noted. Revenue Recognition: Substantially all of our Mechanical Solutions and Electrical Solutions segment revenue is derived from fixed‑priced contracts. Certain of these contracts specify separate delivery dates of individual equipment units or require customer acceptance of a product. In circumstances where separate delivery dates of individual equipment units exists, we recognize revenue when the customer assumes the risk of loss and title for the equipment, which is generally the date the unit is shipped, and corresponding costs previously deferred are charged to expense. In circumstances where the contract requires customer acceptance of a product in addition to transfer of title and risk of loss to the customer, revenue is either recognized (i) upon shipment when we are able to demonstrate that the customer-specific objective criteria have been met or (ii) upon customer acceptance. Once title and risk of loss have transferred and, where applicable, customer acceptance is complete, we have no further performance obligations. For the Mechanical Solutions segment, revenue for gas turbine auxiliary equipment contracts exceeding 175,000 in local currency units from our Braden business unit is recognized under the percentage‑of‑completion method based on efforts expended input measures. Revenue from de minimis auxiliary equipment and part sales are recognized on the completed contract method as equipment is delivered and title is transferred. For the Electrical Solutions segment, revenue is recognized on the completed contract method, typically when the unit is shipped, due to the lack of ability to estimate contract completion. Within our Services segment, we enter into a variety of contract structures including cost plus reimbursements, time and material contracts and fixed‑price contracts. The determination of the contract structure is based on the scope of work, complexity and project length, and customer preference of contract terms. Cost-plus and time and material contracts represent the majority of the contracts in our Services segment. For these contract types, we recognize revenue when services are performed based on an agreed‑upon price for the completed services or based upon the hours incurred and agreed‑upon hourly rates. Some of our contracts include provisions that adjust contract revenue for safety, schedule or other performance measures. On cost reimbursable contracts, revenue is recognized as costs are incurred and includes applicable mark‑up earned through the date services are provided. Revenue on fixed-price contracts is recognized under the percentage‑of‑completion method based on cost‑to‑cost input measures. The percentage‑of‑completion method generally results in the recognition of reasonably consistent profit margins over the life of a contract because management has the ability to produce reasonably dependable estimates of contract billings and contract costs. We use the level of profit margin that is most likely to occur on a contract. If the most likely profit margin cannot be precisely determined, the lowest probable level of profit in the range of estimates is used until the results can be estimated more precisely. Our estimate of the total contract costs to be incurred at any particular time has a significant impact on the revenue recognized for the respective period. Changes in job performance, job conditions, estimated profitability, final contract settlements and resolution of claims may result in revisions to contract revenue and cost, and the effects of such revisions are recognized in the period that the revisions are determined. Under percentage‑of‑completion accounting, management must also make key judgments in areas such as the percentage‑of‑completion, estimates of project revenue, costs and margin, estimates of total and remaining project hours and any liquidated damages assessments. Any deviations from estimates could have a significant positive or negative impact on our results of operations. Estimated losses on uncompleted contracts, regardless of whether we account for the contract under the completed contract or percentage-of-completion method, are recognized in the earliest open period in which they first become known. We may incur costs subject to change orders, whether approved or unapproved by the customer, and/or claims related to certain contracts. We determine the probability that such costs will be recovered based upon evidence such as past practices with the customer, specific discussions or preliminary negotiations with the customer or verbal approvals. We treat items as a cost of contract performance in the period incurred and will recognize revenue if it is probable that the contract price will be adjusted and can be reliably estimated. Pre‑contract costs are expensed as incurred. Cash and Cash Equivalents: Cash and cash equivalents include cash on hand and on deposit with initial maturities of three months or less. As of December 31, 2016, $3.2 million of cash and cash equivalents was held outside the U.S. Restricted Cash: Restricted cash as of December 31, 2016 consisted of $8.1 million that served as collateral for letters of credit and company credit card obligations and $0.7 million held in escrow for certain indemnities as claims. As of December 31, 2015, $0.3 million of restricted cash was held as collateral for letters of credit. Accounts Receivable: Accounts receivables are reported net of allowance for doubtful accounts and discounts. The allowance is based on numerous factors including but not limited to (i) current market conditions, (ii) review of specific customer economics and (iii) other estimates based on the judgment of management. Account balances are charged off against the allowance after all reasonable means of collection have been pursued and the potential for recovery is considered remote. We do not generally charge interest on outstanding amounts. Inventories: Inventories consist primarily of raw materials and are stated at the lower of first‑in, first‑out cost or market, net of applicable reserves. Property, Plant and Equipment: Property, plant and equipment are stated at historical cost, less accumulated depreciation. For financial reporting purposes, depreciation is calculated using the straight‑line method over the estimated useful lives. Costs of significant additions, renewals and betterments are capitalized. When an asset is sold or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts and the gain or loss on disposition is reflected in the accompanying consolidated statements of operations. Depreciation expense related to capital equipment used in production is included in cost of revenue. Maintenance and repairs are charged to operations when incurred. Long‑Lived Assets: Long‑lived assets, such as property, plant, and equipment, and purchased intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long‑lived asset be tested for possible impairment, we first compare the undiscounted cash flows expected to be generated by an asset to the carrying value of the asset. If the carrying value of the long‑lived asset is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third‑party independent appraisals, as considered necessary. We group long‑lived assets by legal entity for purposes of recognition and measurement of an impairment loss as this is the lowest level for which cash flows are independent. Goodwill and Indefinite-Lived Intangible Assets: Goodwill and indefinite-lived intangible assets are not amortized to expense, but rather are annually tested for impairment as of October 1 and more frequently if circumstances warrant. Our indefinite-lived intangible assets consist of various trade names used in our businesses. Our testing of goodwill for potential impairment involves the comparison of each reporting unit’s carrying value to its estimated fair value, which is determined using a combination of income and market approaches. Similarly, the testing of our trade names for potential impairment involves the comparison of the carrying value for each trade name to its estimated fair value, which is determined using the relief from royalty method. Impairment write‑downs are charged to results of operations in the period in which the impairment is determined. Cost of Revenue: Cost of revenue primarily includes charges for materials, direct labor and related benefits, freight (inbound and outbound), direct supplies and tools, purchasing and receiving costs, inspection costs and internal transfer costs. Cost of revenue for the Mechanical Solutions and Electrical Solutions segments also includes warehousing costs and utilities related to production facilities and, where appropriate, an allocation of overhead. Warranty Costs: We estimate costs based upon past warranty claims, sales history, the applicable contract terms and the remaining warranty periods. Warranty terms vary by contract but generally provide for a term of four years or less. We manage our exposure to warranty claims by having our field service and quality assurance personnel regularly monitor projects and maintain ongoing and regular communications with our customers. Insurance. We self‑insure a portion of our risk for health benefits and workers’ compensation. We maintain insurance coverage for other business risks including general liability insurance. We accrue for incurred but not reported claims by utilizing lag studies. Shipping and Handling Costs: We account for shipping and handling costs in accordance with Accounting Standards Codification (“ASC”) 605‑45 — Principal Agent Considerations. Amounts billed to customers in sale transactions related to shipping and handling costs are recorded as revenue. Shipping and handling costs incurred are included in cost of revenue in the accompanying consolidated statements of operations. Advertising Costs: We account for advertising costs in accordance with ASC 720‑35—Advertising Costs. Generally, advertising costs are immaterial and are expensed as incurred and included in selling and marketing expense. General and Administrative Expense: General and administrative expense is primarily comprised of indirect labor and related benefits, legal and professional fees, indirect utilities, office rent, bad debt expense, indirect travel and related expenses. Research and Development Expense: Research and development costs are charged to expense in the periods in which they are incurred. Research and development costs of $0.5 million, $0.3 million and $0.4 million for the years ended December 31, 2016, 2015 and 2014, respectively, are included in general and administrative expenses in the accompanying consolidated statements of operations. Stock‑Based Compensation Expense: We measure and recognize stock‑based compensation expense based on estimated fair values of the stock awards on the date of grant. Vesting of stock awards is based on certain service, performance and market conditions or service only conditions over a one to four year period. For all awards with graded vesting other than awards with performance‑based vesting conditions, we record compensation expense for the entire award on a straight‑line basis over the requisite service period, net of estimated forfeitures. For graded‑vesting awards with performance‑based vesting conditions, total compensation expense is recognized over the requisite service period for each separately vesting tranche of the award as if the award is, in substance, multiple awards once performance criteria are set. For market-based awards that cliff vest, total compensation expense is recorded on a straight-line basis over the requisite performance period. We recognize stock‑based compensation expense related to performance-based and market-based awards based upon our determination of the potential likelihood of achievement of the specified performance conditions at each reporting date, net of estimated forfeitures. Stock‑based compensation expense is included in operating expenses in the accompanying consolidated statements of operations. We estimate expected forfeitures of stock‑based awards at the grant date and recognize compensation cost only for those awards expected to vest. We estimate our forfeiture rate based on several factors including historical forfeiture activity, expected future employee turnover, and other qualitative factors. We ultimately adjust this forfeiture assumption to actual forfeitures. Foreign Currency: The functional currency of each of our foreign subsidiaries is the applicable local currency. Assets and liabilities of the foreign subsidiary are translated to U.S. dollars using the exchange rate in effect at the balance sheet date, and results of operations are translated using an average rate during the period. Translation adjustments are accumulated and reported as a component of accumulated other comprehensive loss. Income Taxes: We account for income taxes using the asset and liability method under which deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. We measure deferred tax assets and liabilities using enacted tax rates expected to be applied to taxable income in the years in which those differences are expected to be recovered or settled. Under ASC 740 Income Taxes (“ASC 740”), the FASB requires companies to assess whether valuation allowances should be established against their deferred tax assets based on the consideration of all available positive and negative evidence, using a “more likely than not” standard. In making such assessments, significant weight is given to evidence that can be objectively verified. A company’s current or previous operating history are given more weight than its future outlook, although we do consider future taxable income projections, ongoing tax planning strategies and the limitation on the use of carryforward losses in determining valuation allowance needs. We establish valuation allowances for our deferred tax assets if, based on the available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. During the ordinary course of business, there are many transactions and calculations for which the ultimate tax determination is uncertain. We recognize the tax benefit from uncertain tax positions only if it is more likely than not to be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. We believe that our benefits and accruals recognized are appropriate for all open audit years based on our assessment of many factors including past experience and interpretation of tax law. This assessment relies on estimates and assumptions and may involve a series of complex judgments about future events. To the extent that the final tax outcome of these matters is determined to be different than the amounts recorded, those differences will impact income tax expense in the period in which the determination is made. Derivative Financial Instruments: See Note 8 for discussion of the Company’s policies related to derivative financial instruments. Adoption of New Accounting Pronouncements: In December 2016, we adopted Accounting Standards Update (“ASU”) 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” ASU 2014-15 requires an entity's management to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the date that the financial statements are available to be issued when applicable). When conditions or events raise substantial doubts about an entity's ability to continue as a going concern, management shall disclose: (i) the principal conditions or events that raise substantial doubt about the entity's ability to continue as a going concern; (ii) management's evaluation of the significance of those conditions or events in relation to the entity's ability to meet its obligations; and (iii) management's plans that are intended to mitigate the conditions or events and whether or not those plans alleviate the substantial doubt about the entity's ability to continue as a going concern. ASU 2014-15 was adopted on a prospective basis and did not have an impact on our financial position, results of operations or cash flows. In the first quarter of 2016, we adopted ASU 2015-16, “Simplifying the Accounting for Measurement-Period Adjustments.” This ASU requires an acquirer in a business combination to recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. Additionally, the effect on earnings of changes in depreciation, amortization or other income effects, if any, as a result of the change to the provisional amounts, must be calculated as if the accounting had been completed at the acquisition date. The adoption of ASU 2015-16 was adopted on a prospective basis and did not have an impact on our financial position, results of operations or cash flows. In the first quarter of 2016, we adopted ASU 2015-15, “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line of Credit Arrangements.” This ASU clarifies the presentation and measurement of debt issuance costs incurred in connection with line of credit arrangements. This guidance allows an entity to defer and present debt issuance costs related to a line of credit arrangement as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line of credit arrangement. The adoption of ASU 2015 15 was adopted on a prospective basis and did not have an impact on our financial position, results of operations or cash flows. In the first quarter of 2016, we adopted ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs.” This ASU changes the presentation of debt issuance costs on the balance sheet by requiring an entity to present debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. ASU 2015-03 was adopted on a prospective basis and did not have an impact on our financial position, results of operations or cash flows. In the first quarter of 2016, we adopted ASU 2015-01 “Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items.” Under this ASU, an entity will no longer be allowed to separately disclose extraordinary items, net of tax, in the income statement after income from continuing operations if an event or transaction is unusual in nature and occurs infrequently. ASU 2015-01 was adopted on a prospective basis did not have an impact on our financial position, results of operations or cash flows. In the first quarter of 2016, we adopted ASU 2014-12, “Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved After the Requisite Service Period.” This ASU requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. The adoption of ASU 2014-12 did not have an impact on the company’s financial position, results of operations or cash flows. Recently Issued Accounting Pronouncements: In May 2017, the FASB issued ASU 2017-09, “Scope of Modification Accounting.” This ASU is intended to clarify when an entity is required to apply modification accounting when there have been changes to the terms or conditions of a share-based payment award. ASU 2017-09 is effective for annual and interim periods beginning after December 15, 2017 and should be applied prospectively to an award modified on or after the adoption date. We do not expect the adoption of ASU 2017-09 to have a material impact on our financial position, results of operations or cash flows. In January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment.” ASU 2017-04 removes the second step of the goodwill impairment test, which requires a hypothetical purchase price allocation. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. ASU 2017-04 is effective for interim and annual reporting periods beginning after December 15, 2019 and will be applied prospectively. We do not expect the adoption of ASU 2017-04 to have a material impact on our financial position, results of operations or cash flows. In January 2017, the FASB issued ASU 2017-01, “Clarifying the Definition of a Business,” which changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities is a business. ASU 2017-01 requires an entity to evaluate if substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set of transferred assets and activities is not a business. ASU 2017-01 is effective for interim and annual reporting periods beginning after December 15, 2017 and should be applied on a prospective basis. We do not expect the adoption of ASU 2017-01 to have a material impact on our financial position, results of operations or cash flows. In November 2016, the FASB issued ASU 2016-18, “Restricted Cash (a consensus of the FASB Emerging Issues Task Force).” ASU 2016-18 requires an entity to include in its cash and cash-equivalent balances in the statement of cash flows those amounts that are deemed to be restricted cash and restricted cash equivalents. ASU 2016-18 is effective for interim and annual reporting periods beginning after December 15, 2017. We do not expect the adoption of ASU 2016-18 to have a material impact on our financial position or results of operations. We are currently evaluating the impact adoption will have on our statement of cash flows. In October 2016, the FASB issued ASU 2016-16 “Intra-Entity Transfers of Assets Other than Inventory.” ASU 2016-16 requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. ASU 2016-16 is effective for interim and annual reporting periods beginning after December 15, 2017 and should be applied on a modified retrospective basis. We do not expect the adoption of ASU 2016-16 to have a material impact on our financial position, results of operations or cash flows. In August 2016, the FASB issued ASU 2016-15, “Classification of Certain Cash Receipts and Cash Payments.” ASU 2016-15 amends the guidance in ASC 230, which often requires judgment to determine the appropriate classification of cash flows as operating, investing or financing activities, and has resulted in diversity in practice in how certain cash receipts and cash payments are classified. ASU 2016-15 is effective for interim and annual reporting periods beginning after December 15, 2017 and should be applied on a retrospective basis. We do not expect the adoption of ASU 2016-15 to have a material impact on our cash flows. In March 2016, the FASB issued ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting.” This ASU is intended to simplify various aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. ASU 2016-09 is effective for annual and interim periods beginning after December 15, 2016 and early adoption is permitted. If early adopted, an entity must adopt all of the amendments during the same period. We are currently evaluating the potential impact of the adoption of ASU 2016-09 on our financial position, results of operations and cash flows. In February 2016, the FASB issued ASU 2016-02, “Leases.” The main difference between the current requirement under GAAP and ASU 2016-02 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases. ASU 2016-02 requires that a lessee recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term (other than leases that meet the definition of a short-term lease). The liability will be equal to the present value of lease payments. The asset will be based on the liability, subject to adjustment, such as for initial direct costs. For income statement purposes, the FASB retained a dual model, requiring leases to be classified as either operating or finance. Operating leases will result in straight-line expense (similar to current operating leases) while finance leases will result in a front-loaded expense pattern (similar to current capital leases). Classification will be based on criteria that are largely similar to those applied in current lease accounting. ASU 2016-02 is effective for annual and interim periods beginning after December 15, 2018 and early adoption is permitted. ASU 2016-02 must be adopted using a modified retrospective transition, and provides for certain practical expedients. We are currently assessing the potential impact of the adoption of ASU 2016-02 on our financial position, results of operations and cash flows. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory.” The new guidance requires an entity to measure inventory, other than that measured using last-in- first out or the retail inventory method, at the lower of cost or net realizable value, which is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. ASU 2015-11 is effective beginning with the Company’s fiscal year 2017 and should be applied prospectively, with earlier application permitted. We have no plans for early adoption. We do not expect the adoption of ASU No. 2015-11 to have a material impact on our financial position, results of operations or cash flows. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers,” which provides new guidance for revenue recognized from contracts with customers, and will replace the existing revenue recognition guidance. ASU No. 2014-09 requires that revenue is recognized at an amount the company is entitled to upon transferring control of goods or services to customers, as opposed to when risks and rewards transfer to a customer. In July 2015, the FASB issued ASU No. 2015-14, “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date,” which deferred the effective date of ASU No. 2014-09 by one year, making it effective for the interim reporting periods within the annual reporting period beginning after December 15, 2017, or January 1, 2018. This standard may be applied retrospectively to all prior periods presented, or retrospectively with a cumulative adjustment to retained earnings in the year of adoption. We anticipate adopting the standard using the modified retrospective method. We have begun initial discussions on significant differences and scoping; however, we have not determined the impact the adoption will have on our consolidated financial statements and related disclosures. The FASB has issued several additional ASUs to provide implementation guidance on ASU No. 2015-14, including ASU No. 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net)” issued in March 2016 and ASU No. 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing” issued in April 2016. We will consider this guidance in evaluating the impact of ASU 2014-09. |
ACQUISITION
ACQUISITION | 12 Months Ended |
Dec. 31, 2016 | |
ACQUISITION | |
ACQUISITION | NOTE 4—ACQUISITION In February 2015, we acquired all the assets of Siemens’ eHouse manufacturing operations, a manufacturer and integrator of engineered packaged control house solutions for a variety of industries, including energy, oil and gas, and electrical. This acquisition allowed us to expand our products and service offerings internationally and in the U.S. A summary of the acquisition is as follows: Net Assets Primary Form of Business Acquired (in thousands) Date of Closing Acquired Segment Consideration Siemens Energy Packaged Power Solutions February 27, 2015 $ 7,629 Electrical Solutions Cash This acquired business has been included in our results of operations since the date of closing. Due to the timing of this acquisition and related operating results, our 2016 and 2015 operating results are not entirely comparable. The fair values of the acquired assets were determined based on valuation techniques using cost and sales comparison approaches. The fair value of the net assets acquired exceeded the purchase consideration by $3.2 million, resulting in a bargain purchase gain at acquisition, which is included in bargain purchase gain in our consolidated statement of operations for the year ended December 31, 2015. We reassessed the recognition and measurement of identifiable assets and liabilities acquired and concluded that all acquired assets and liabilities were recognized and that the valuation procedures and resulting estimates of fair values were appropriate. The bargain purchase was primarily the result of divesture by Siemens of eHouse manufacturing operations outside their core business. A summary of the purchase consideration and allocation of the purchase consideration is as follows: (in thousands) Total Current assets $ 3,085 Property, plant and equipment 9,347 Identifiable intangible assets 320 Total assets acquired 12,752 Long-term deferred tax liability (1,955) Net assets acquired 10,797 Bargain purchase gain (3,168) Fair value of net assets acquired $ 7,629 Acquired identifiable intangible assets of $0.3 million consisted of customer projects currently in backlog. We are amortizing this acquired intangible asset over two years. Amortization expense related to the intangible assets was $0.2 million and $0.1 million for the year ended December 31, 2016 and 2015, respectively. We have not disclosed the pro-forma impact of the Siemens eHouse manufacturing operations acquisition, as such impact was not material to our consolidated financial position or results of operations. We incurred $0.4 million of transaction, due diligence and integration costs related to the acquisition of the Siemens’ eHouse manufacturing operations that are reflected in general and administrative expenses in our consolidated statements of operations for the year ended December 31, 2015. |
ASSETS HELD FOR SALE AND DISPOS
ASSETS HELD FOR SALE AND DISPOSITION | 12 Months Ended |
Dec. 31, 2016 | |
Disposal Group, Not Discontinued Operations | |
SCHEDULE OF ASSETS HELD FOR SALE AND DISPOSITION | NOTE 5—ASSETS HELD FOR SALE AND DISPOSITION Assets Held for Sale In June 2016, we engaged a financial advisor to assist with the sale of our wholly owned subsidiary, Hetsco, Inc. (“Hetsco”) in order to pay down debt. Hetsco was part of our Services segment. In connection with our decision to sell Hetsco, we adjusted the net assets to estimated fair value less estimated selling expenses which resulted in a write-down of $8.3 million. The assets and liabilities of Hetsco have been reclassified to “assets held for sale” and “liabilities related to assets held for sale,” respectively, in the accompanying consolidated balance sheet. The significant assets and liabilities of Hetsco as of December 31, 2016 were as follows: (In thousands) December 31, 2016 Accounts receivable $ 4,739 Other assets 642 Property and equipment 1,230 Goodwill and other intangible assets 16,221 Assets held for sale $ 22,832 Accounts payable $ 355 Accrued liabilities 796 Liabilities related to assets held for sale $ 1,151 A summary of Hetsco’s income (loss) before income taxes for the years ended December 31, 2016, 2015 and 2014 is as follows: Year Ended December 31, (In thousands) 2016 2015 2014 Income (loss) before income taxes $ (7,713) $ (5,374) $ 814 On January 13, 2017 we sold the stock of Hetsco for $23.2 million in cash, inclusive of working capital adjustments. See “Note 20–Subsequent Events.” Disposition of TOG On July 29, 2016, we sold the stock of our wholly owned subsidiary TOG Holdings, Inc. (“TOG”) for $6.0 million in cash which, after deductions of (i) an escrow withholding of $0.8 million and (ii) selling expenses of $0.4 million, resulted in net proceeds of $4.8 million. We sold TOG as part of our liquidity efforts. We used the net proceeds to reduce indebtedness. The funds held in escrow will be used to satisfy any properly supported indemnification claims, and any funds remaining in escrow 18 months after the closing will be released to us subject to any pending indemnification claims. In addition, as a result of the sale, we no longer have liability associated with TOG’s leased property. In connection with our sale of TOG, we recorded a loss of $0.5 million which is included in general and administrative expense in the accompanying consolidated statements of operations. TOG was part of our Mechanical Solutions segment. A summary of TOG’s income (loss) before income taxes for the years ended December 31, 2016, 2015 and 2014 is as follows: Year Ended December 31, (in thousands) 2016 2015 2014 Income (loss) before income taxes $ (176) $ (4,732) $ 370 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2016 | |
PROPERTY, PLANT AND EQUIPMENT | |
PROPERTY, PLANT AND EQUIPMENT | NOTE 6—PROPERTY, PLANT AND EQUIPMENT Our property, plant and equipment balances, by significant asset category, are as follows: Estimated December 31, ($ in thousands) Useful Lives 2016 2015 Land — $ 418 $ 3,122 Buildings and improvements 5 - 39 years 6,805 20,135 Machinery and equipment 3 - 12 years 15,986 21,371 Furniture and fixtures 2 - 10 years 14,469 14,136 Construction-in-progress — 756 3,521 38,434 62,285 Less accumulated depreciation (25,838) (28,463) Property, plant and equipment, net $ 12,596 $ 33,822 Construction‑in‑progress primarily included building improvements and machinery and equipment as of December 31, 2016 and December 31, 2015. Depreciation expense was $5.0 million, $5.3 million and $4.3 million during the years ended December 31, 2016, 2015 and 2014, respectively. During 2015, we recognized impairment charges of $0.6 million related to an impairment of a building in our Mechanical Solutions segment. No impairment charges were recognized for the year ended December 31, 2016. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2016 | |
GOODWILL AND OTHER INTANGIBLE ASSETS | |
GOODWILL AND OTHER INTANGIBLE ASSETS | NOTE 7—GOODWILL AND OTHER INTANGIBLE ASSETS The following table details the changes in the carrying amount of goodwill by reportable segment: Mechanical Electrical Solutions Solutions Services (in thousands) Segment Segment Segment Total Balance as of January 1, 2015 $ 26,016 $ 13,501 $ 48,396 $ 87,913 Impairment (23,284) (13,501) (809) (37,594) Balance as of December 31, 2015 2,732 — 47,587 50,319 Sale of business (1,676) — — (1,676) Goodwill reclassified to assets held for sale — — (12,187) (12,187) Balance as of December 31, 2016 $ 1,056 $ — $ 35,400 $ 36,456 The following other intangible assets are included in other noncurrent assets on the Company’s balance sheets: December 31, 2016 December 31, 2015 Weighed Gross Gross Average Carrying Accumulated Carrying Accumulated ($ in thousands) life Amount Amortization Net Amount Amortization Net Customer relationships 8.5 years $ 19,600 $ (9,610) $ 9,990 $ 38,500 $ (14,963) $ 23,537 Non-compete agreements 5 years 1,716 (1,405) 311 3,016 (1,755) 1,261 Backlog 1.1 years 320 (320) — 320 (145) 175 Trade names Indefinite 14,500 — 14,500 19,030 — 19,030 Total $ 36,136 $ (11,335) $ 24,801 $ 60,866 $ (16,863) $ 44,003 Amortization expense during 2016, 2015 and 2014 was $4.4 million, $5.8 million and $5.6 million, respectively. The estimated future aggregate amortization expense of other intangible assets as of December 31, 2016 is as follows: December 31, (in thousands) 2017 $ 2,593 2018 2,411 2019 2,346 2020 1,998 2021 953 Thereafter — Total $ 10,301 We test goodwill and trade names for impairment on an annual basis, as of October 1, and when events or changes in circumstances indicate the fair value of a reporting unit with goodwill has been reduced below the carrying value of the net assets of the reporting unit in accordance with ASC 350–Intangibles–Goodwill and Other. We determine the fair value of each reporting unit using a combination of income and market approaches. For purposes of the income approach, fair value is determined based on the present value of estimated future cash flows, discounted at an appropriate risk-adjusted rate. We use our internal forecasts to estimate future cash flows and include an estimate of long-term future growth rates based on our most recent views of the long-term outlook for each reporting unit, which falls within Level 3 of the fair value hierarchy. We also use three market approaches to estimate the fair value of our reporting units utilizing comparative market multiples in the valuation estimates. While the income approach has the advantage of utilizing more company specific information, the market approaches have the advantage of capturing market based transaction pricing. As of December 31, 2016 our indefinite-lived intangible assets consisted of our Williams Industrial Services Group, Koontz-Wagner Custom Control and IBI Power trade names. We determine the fair value of our trade names using the relief from royalty method. Under that method, the fair value of each trade name is determined by calculating the present value of the after tax cost savings associated with owning the assets and therefore not having to pay royalties for its use for the remainder of its estimated useful life. As a result of our annual indefinite-lived intangible asset impairment analysis as of October 1, 2016, we determined the fair value of our trade names exceeded their book values; therefore, no impairment charge was recorded for the year ended December 31, 2016. As a result of our annual goodwill impairment analysis as of October 1, 2016, we determined that the fair value of our Mechanical Solutions and Services reporting units each exceeded their respective book values, and accordingly, no impairment charge was necessary for the year ended December 31, 2016. During the second quarter of 2015, our stock price declined, which we believe was due to the announcement of the inability to rely upon our previously reported financial statements. At the time, we believed this to be a temporary decline in our market capitalization that would rebound upon the issuance of restated financial statements. During the third quarter of 2015, we lost a significant customer in our Services segment and the forecast for our Mechanical Solutions segment began to deteriorate. Our restatement efforts continued during the third quarter of 2015, and our stock price further declined. As a result, we performed a goodwill impairment analysis using the required two-step process as of September 30, 2015. Given that our annual impairment testing date is October 1, we did not perform the quantitative impairment analysis at October 1, as we did not believe that there would be a material change from the September 30 analysis. The results of our step one analysis indicated that the carrying value of all reporting units except William Industrial Services, LLC. exceeded their fair values. Accordingly, we performed the second step of the analysis and concluded that the associated goodwill and trade names were impaired. Impairment of $47.2 million was recorded for the year ended December 31, 2015 and consisted of $37.6 million of goodwill impairment and $9.6 million of impairment of trade names. We had no impairment losses on our goodwill or intangible assets prior to 2015. Estimating the fair value of reporting units and trade names requires the use of estimates and significant judgments that are based on a number of factors including current and historical actual operating results, balance sheet carrying values, our most recent forecasts, and other relevant quantitative and qualitative information. If current or expected conditions deteriorate, it is reasonably possible that the judgments and estimates described above could change in future periods and result in impairment charges. |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2016 | |
FINANCIAL INSTRUMENTS | |
FINANCIAL INSTRUMENTS | NOTE 8—FINANCIAL INSTRUMENTS ASC 820–Fair Value Measurement, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. ASC 820 also establishes a three tier fair value hierarchy, which categorizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable inputs. Our financial instruments as of December 31, 2016 and 2015 consisted primarily of cash and cash equivalents, restricted cash, receivables, payables and debt instruments. The carrying values of these financial instruments approximate their respective fair values, as they are either short term in nature or carry interest rates that are periodically adjusted to market rates. As discussed below, we held seven foreign currency forward exchange contracts at December 31, 2016. We measured fair value and recorded the associated change in value using available market rates for forward contracts of the same duration to mark the contracts to market. These foreign currency forward exchange contracts matured in 2017. Derivative Financial Instruments We selectively use financial instruments in the management of our foreign currency exchange exposures. These financial instruments are considered derivatives under ASC 815–Derivatives and Hedging, and are analyzed at the individual contract level to determine whether or not a contract qualifies for hedge accounting. As of December 31, 2016, the Company had total gross notional amount of $10.0 million of foreign currency contract commitments related to the Euro denominated engineering and Construction obligations. The foreign currency contracts are of varying duration, none of which extend beyond April 2017. As of December 31, 2015, the Company had no foreign currency contract commitments. The Company designates only those contracts which closely match the underlying transactions as hedge for accounting purposes. These hedges resulted in substantially no ineffectiveness in the Company’s consolidated statements of operations and there were no components excluded from the assessment of hedge effectiveness for the year ended December 31, 2016. All of the instruments were highly liquid and were not entered into for trading purposes. Derivative instruments are presented on a gross basis on the Company’s consolidated balance sheet. The assets and liabilities in the table below reflect the gross amount of derivative instruments at December 31, 2016. The fair value of the Company’s derivatives designated as hedging instruments on the consolidated balance sheet was as follows: As of December 31, 2016 ($ in thousands) Balance Sheet Location Fair Value Foreign exchange contracts Other current assets $ 748 The Company had no assets or liabilities designated as hedge instruments as of December 31, 2015. As of December 31, 2016 and 2015, the Company had no derivative assets or liabilities not designated as hedging instruments. Year Ended December 31, (in thousands) Location 2016 2015 2014 Foreign exchange contracts designated as hedging instruments Other (income) expense, net $ (11) $ (117) $ 375 Foreign exchange contracts not designated as hedging instruments Other (income) expense, net $ — $ 511 $ 962 The gains and losses recognized in earnings on hedging instruments for the fair value hedges offset the amount of gains and losses recognized in earnings on the hedged item in the same location in the consolidated statements of operations. Fair Value of Financial Instruments ASC 820–Fair Value Measurement defines fair value as the exit price, which is the price that would be received to sell an asset or paid to transfer a liability in a transaction between market participants at the measurement date. ASC 820 also establishes a three-tier fair value hierarchy, which categorizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in the active markets for identical assets and liabilities and the lowest priority to unobservable inputs. The following table shows our liabilities measured at fair value on our consolidated balance sheet as of December 31, 2014, and the related fair value input categories: Fair Value Measurements at Reporting Date Using (in thousands) Total Fair Value Liabilities at December 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Foreign exchange contracts $ 748 $ — $ 748 $ — Total $ 748 $ — $ 748 $ — |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2016 | |
INCOME TAXES | |
INCOME TAXES | NOTE 9—INCOME TAXES Income (loss) before income taxes was as follows: Year Ended December 31, (in thousands) 2016 2015 2014 Domestic $ (46,902) $ (85,905) $ (11,690) Foreign 4,991 230 6,117 (Loss) income from continuing operations (41,911) (85,675) (5,573) Income from discontinued operations — — 6 (Loss) income before income tax $ (41,911) $ (85,675) $ (5,567) The following table summarizes the income tax expense (benefit) by jurisdiction: Year Ended December 31, (in thousands) 2016 2015 2014 Current: Federal $ — $ — $ — State 33 54 (391) Foreign 1,153 1,670 2,377 Total current 1,186 1,724 1,986 Deferred: Federal 904 (6,808) 37,567 State 110 (636) 2,681 Foreign (498) (1,226) (566) Total deferred 516 (8,670) 39,682 Income tax expense (benefit) $ 1,702 $ (6,946) $ 41,668 Income tax expense (benefit) is allocated between continuing operations and discontinued operations as follows: Year Ended December 31, (in thousands) 2016 2015 2014 Continuing operations $ 1,702 $ (6,946) $ 41,661 Discontinued operations — — 7 Income tax expense (benefit) 1,702 (6,946) 41,668 Effective Tax Rate Reconciliation The amount of the income tax provision for continuing operations during the years ended December 31, 2016, 2015 and 2014 differs from the statutory federal income tax rate of 35% as follows: Year Ended December 31, 2016 2015 2014 (in thousands) Amount Percent Amount Percent Amount Percent Tax expense (benefit) computed at the maximum U.S. statutory rate $ (14,669) % $ (29,986) % $ (1,951) % Difference resulting from state income taxes, net of federal income tax benefits (1,623) % (2,987) % (759) % Foreign tax rate differences (463) % 162 % (599) % Non-deductible business disposition costs 515 % — — — — Non-deductible expenses, other 282 % (605) % 567 % Goodwill impairment — — 1,882 % — — Deemed foreign dividends 1,097 % 1,725 % — — Change in net operating loss carryforward 2 — 75 % (655) % Change in valuation allowance 17,415 % 21,898 % 44,900 % Change in accrual for uncertain tax positions (651) % (106) % 361 % Change in foreign tax credits (568) % (754) % 257 % Change in unremitted foreign earnings 326 % 2,299 % — % Other, net 39 % (549) % (460) % Total tax expense (benefit) $ 1,702 % $ (6,946) % $ 41,661 % Deferred Taxes The significant components of deferred income tax assets and liabilities consist of the following: December 31, (in thousands) 2016 2015 Assets: Cost in excess of identifiable net assets of business acquired $ 6,313 $ 5,416 Reserves and other accruals 7,953 6,945 Tax credit carryforwards 11,926 12,079 Accrued compensation and benefits 3,796 4,297 State net operating loss carryforwards 6,147 5,087 Federal net operating loss carryforwards 51,448 40,705 Gain/loss on assets held for sale 3,150 — Other 269 985 91,002 75,514 Liabilities: Undistributed foreign earnings (2,624) (2,299) Indefinite life intangibles (17,321) (15,940) Property and equipment (43) (2,611) Net deferred tax assets 71,014 54,664 Valuation allowance for net deferred tax assets (86,513) (69,646) Net deferred tax liability after valuation allowance $ (15,499) $ (14,982) We have a net deferred tax liability of $15.5 million and $15.0 million as of December 31, 2016 and December 31, 2015, respectively. The net deferred tax liabilities for the years ended December 31, 2016 and 2015 predominantly related to indefinite-lived intangibles deferred tax liabilities that cannot be used to offset deferred tax assets subject to valuation allowances. Additional valuation allowances of $16.9 million and $21.9 million were recorded against the gross deferred tax asset balances as of December 31, 2016 and December 31, 2015, respectively. As of December 31, 2016, we would need to generate $209.7 million of future U.S. pre-tax income to realize our deferred tax assets. The income tax benefit of the Company’s excess tax benefit related to restricted stock awards amounts to $2.6 million as of December 31, 2016. The income tax benefit related to excess tax benefits will be credited to paid-in-capital upon the adoption of ASU 2016-09. Net Operating Losses and Tax Credit Carryforwards As of December 31, 2016, we have $157.9 million of federal net operating loss (“NOL”) carryforwards expiring between 2026 and 2036. We have state NOL carryforwards of $194.5 million expiring between 2017 and 2036. We have $2.7 million of foreign NOL carryforwards that will begin expiring in 2017. We have $9.6 million in foreign tax credit carryforwards expiring between 2017 and 2026. Under the Internal Revenue Code, the amount of and the benefits from NOL and tax credit carryforwards may be limited or permanently impaired in certain circumstances. Valuation Allowances We review, at least annually, the components of our deferred tax assets. This review is to ascertain that, based upon all of the information available at the time of the preparation of the financial statements, it is more likely than not, that we expect to utilize these deferred tax assets in the future. If we determine that is more likely than not that these deferred tax assets will not be utilized, a valuation allowance is recorded, reducing the deferred tax asset to the amount expected to be realized. Many factors are considered in the determination that the deferred tax assets are more likely than not will be realized, including recent cumulative earnings, expectations regarding future taxable income, length of carryforward periods, and other relevant quantitative and qualitative factors. The recoverability of the deferred tax assets is determined by assessing the adequacy of future expected taxable income from all sources, including reversal of taxable temporary differences, forecasted operating earnings, and tax planning strategies. As of December 31, 2014, we placed a significant amount of weight on the negative evidence regarding the Company’s recent history of restated cumulative pre-tax losses from its U.S. and certain foreign business operations, i.e., the operations which must generate the future taxable income in order to realize the benefits from the deferred tax assets. The rationale for us placing a significant amount of weight on the Company’s recent history of cumulative restated pre-tax losses is that this represents both clearly objective and verifiable negative evidence of the Company’s ability to use its deferred tax assets. Additionally, the accounting standards indicate that a recent history of cumulative losses is a difficult burden to overcome. Because of the Company’s history of U.S. Federal, state, and certain foreign NOL, no significant cash tax refund carryback opportunities are available to the Company. Therefore, as of December 31, 2014, with the restated pre-tax losses generated by the U.S. and certain foreign business operations, specifically, the pre-tax losses generated in 2014 and the preceding two years, we determined the weight of the objective and verifiable negative evidence clearly indicated in the fourth fiscal quarter that a valuation allowance against all of its U.S. and certain foreign deferred tax assets was necessary. As a result, additional valuation allowances of $44.9 million were recorded against the gross deferred tax asset balances as of December 31, 2014. No additional valuation allowances prior to the fourth quarter of 2014 were required to be placed on the Company’s deferred tax assets because restated pre-tax income (loss) generated in the current quarter and prior eleven quarters of each measurement period resulted in cumulative net income. Our valuation allowances for deferred tax assets are $86.5 million and $69.6 million as of December 31, 2016 and December 31, 2015, respectively. Unremitted Earnings Our foreign subsidiaries generate earnings that are not subject to U.S. income taxes so long as they are permanently reinvested in our operations outside of the U.S. Pursuant to ASC Topic No. 740-30, undistributed earnings of foreign subsidiaries that are no longer permanently reinvested would become subject to deferred income taxes. Prior to fiscal year 2015, we asserted that the undistributed earnings of our foreign subsidiaries were permanently reinvested. In the third quarter of 2015 our European operations loaned $5.0 million to our U.S. operations in order to provide additional working capital. Primarily due to this intercompany loan and the increase in our U.S. revolver and working capital needs, we concluded that the ability to access certain amounts of foreign earnings from our Netherlands-based operations would provide greater flexibility to meet domestic cash flow needs without constraining foreign objectives. Accordingly, in the third quarter of fiscal year 2015, we withdrew the permanent reinvestment assertion on $14.3 million of earnings generated by our Netherlands-based foreign subsidiaries through fiscal year 2015. We provided for U.S. income taxes on the $14.3 million of undistributed foreign earnings, resulting in the recognition of a deferred tax liability of $2.3 million. As a result of the withdrawal of the permanent reinvestment assertion of our foreign earnings from our Netherlands-based operations in the third quarter of fiscal 2015, we provided for U.S. income taxes on an additional $2.0 million of earnings generated by our Netherlands-based operations in fiscal 2016, resulting in the recognition of an incremental deferred tax liability of $0.3 million in fiscal 2016. As of December 31, 2016, the Company does not have any undistributed earnings in any of its other foreign subsidiaries because all of the earnings of its other foreign subsidiaries were taxed as deemed dividends. Uncertain Tax Positions A reconciliation of the beginning and ending amount of total unrecognized tax benefits is as follows (in thousands): Year Ended December 31, (in thousands) 2016 2015 2014 Unrecognized tax benefits at January 1 $ 4,515 $ 4,631 $ 4,673 Change in unrecognized tax benefits taken during a prior period — — — Change in unrecognized tax benefits during the current period 245 38 134 Decreases in unrecognized tax benefits from settlements with taxing authorities — — — Reductions to unrecognized tax benefits from lapse of statutes of limitations (610) (154) (176) Unrecognized tax benefits at December 31 $ 4,150 $ 4,515 $ 4,631 As of December 31, 2016 we provided for a liability of $4.2 million for unrecognized tax benefits related to various federal, foreign and state income tax matters, which was included in long-term deferred tax liabilities and other long-term liabilities, compared with a liability of $4.5 million for unrecognized tax benefits as of December 31, 2015. We have elected to classify interest and penalties related to uncertain income tax positions in income tax expense. As of December 31, 2016, we have accrued $2.0 million for potential payment of interest and penalties, compared with an accrual of $2.5 million as of December 31, 2015. As of December 31, 2016, 2015 and 2014, the total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate are $0.5 million, $0.5 million and $0.7 million, respectively. In 2017, we anticipate we will release less than $0.4 million of accruals of uncertain tax positions as the statute of limitations related to these liabilities will lapse in 2017. The Company files a consolidated U.S. federal income tax return. Currently, we are not under examination for income tax purposes by any taxing jurisdiction. A presentation of open tax years by jurisdiction is as follows: Tax Jurisdiction Examination in Progress Open Tax Years for Examination United States None 2006 to Present Mexico None 2011 to Present China None 2008 to Present The Netherlands None 2013 to Present |
UNCOMPLETED CONTRACTS
UNCOMPLETED CONTRACTS | 12 Months Ended |
Dec. 31, 2016 | |
UNCOMPLETED CONTRACTS | |
UNCOMPLETED CONTRACTS | NOTE 10—UNCOMPLETED CONTRACTS We enter into contracts that allow for periodic billings over the contract term. At any point in time, each project under construction could have either costs and estimated earnings in excess of billings or billings in excess of costs and estimated earnings. December 31, (in thousands) 2016 2015 Costs incurred on uncompleted contracts $ 239,888 $ 462,886 Earnings recognized on uncompleted contracts 26,354 55,985 Total 266,242 518,871 Less—billings to date (220,300) (483,478) Net $ 45,942 $ 35,393 Costs and estimated earnings in excess of billings $ 52,696 $ 45,491 Billings in excess of costs and estimated earnings (6,754) (10,098) Net $ 45,942 $ 35,393 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2016 | |
DEBT | |
DEBT | NOTE 11—DEBT Revolving Credit Facility: In February 2012, we entered into a $100.0 million Credit Facility (as amended or supplemented from time to time, the “Revolving Credit Facility”) with Wells Fargo Bank, National Association, as Administrative Agent, U.S. Bank National Association, as Syndication Agent and the various lending institutions party thereto. In December, 2013, the Revolving Credit Facility was increased from $100.0 million to $150.0 million. We have given a first priority lien on substantially all of our assets as security for our Revolving Credit Facility, which had a maturity date of May 15, 2017. As of December 31, 2016 and 2015, we had $45.3 million and $70.0 million, respectively, of revolving credit loans outstanding under our Revolving Credit Facility and we were not in compliance with the financial and certain other covenants. As a result of our non-compliance under the Revolving Credit Facility, on a number of occasions in 2016 and 2015, we entered into amendments and limited waivers with respect to the Revolving Credit Facility. These amendments and limited waivers were in effect as of December 31, 2016. Pursuant to the terms of such amendments and limited waivers, the Revolving Credit Facility provided total commitments available to us of $67.0 million and, only allowed for borrowings up to a maximum of $51.8 million, exclusive of outstanding standby letters of credit and included other restrictions. The facility had a reduced revolving letter of credit facility of up to $13.5 million and it no longer provided access to multi-currency funds. The Revolving Credit Facility included affirmative and negative covenants, including customary limitations on securing additional debt and liens and restrictions on transactions and payments, as well as the following two financial covenants: · Our maximum consolidated leverage ratio could not exceed specified limits. For these purposes, our consolidated leverage ratio on any date was the ratio of our consolidated funded indebtedness to our consolidated EBITDA for the four most recent quarters. The agreement defined EBITDA as net income (loss) plus interest expense, net of interest income, income taxes, stock-based compensation, and depreciation and amortization. · Our consolidated interest coverage ratio must be maintained at or above specified minimum levels. For these purposes, our consolidated interest coverage ratio was the ratio of (a) our consolidated EBITDA for the four most recent quarters to (b) our consolidated cash interest expense (consisting of all Global Power interest) for that period. The following were considered defaults under the Revolving Credit Facility: · failure to comply with any of these financial covenants; · failure to comply with certain other customary affirmative or negative covenants; · failure to make payments when due; · becoming subject to insolvency proceedings; or · experiencing a change of control. For these purposes, a change of control would occur if any one person or group obtained control of more than 25% ownership of the Company, unless they were an investor on February 21, 2012, in which case the ownership percentage would have needed to be more than 40% for a change of control to occur, or if continuing directors cease to constitute at least a majority of the members of our Board of Directors. Based on the various waivers subsequent to December 31, 2016, we were subject to additional covenants, including the following: · Cash collateralizing extended letters of credit; · Providing weekly cash flow forecasts with certain restrictions on budgeted versus actual weekly cash disbursements; and · Meeting specified milestones related to the refinancing of our Revolving Credit Facility. In the event of any such additional defaults, the participating banks had the right to restrict our ability to borrow additional funds under the Revolving Credit Facility, required that we immediately repay all outstanding loans with interest and required the cash collateralization of outstanding letter of credit obligations As of December 31, 2016 and 2015, we required a waiver from our lenders for a breach of certain financial and non-financial covenants. Waivers were in effect until we refinanced our debt with Centre Lane in June 2017. We were subject to interest rate changes on our LIBOR‑based borrowings under our Revolving Credit Facility. During 2016, we borrowed $116.4 million on our Revolving Credit Facility, and we repaid $141.1 million. As of December 31, 2016, the outstanding principal balance of revolving credit loans on our Revolving Credit Facility was $45.3 million. As a result of the refinancing, the outstanding debt balance was classified as long-term debt on our consolidated balance sheet as of December 31, 2016. During 2015, we borrowed $58.0 million on our Revolving Credit Facility, and we repaid $33.0 million. As of December 31, 2015, the outstanding principal balance of revolving credit loans on our Revolving Credit Facility was $70.0 million, which was recorded as a long‑term liability on our consolidated balance sheets. The weighted‑average interest rate on those borrowings was 10.2% and 5.0% at December 31, 2016 and 2015, respectively. As of December 31, 2016, there was a total of $9.9 million available, including $6.5 million of borrowing availability, under our Revolving Credit Facility. Our ability to access the maximum amount of availability was dependent upon certain conditions as defined in the Revolving Credit Facility. We pay an unused line fee of 0.75% pursuant to the terms of our Revolving Credit Facility. Centre Lane Term Facility: In June 2017, we entered into a 4.5-year senior secured term loan facility with an affiliate of Centre Lane Partners, LLC (“Centre Lane”) as Administrative Agent and Collateral Agent, and the other lenders from time to time party thereto (collectively, the “Lenders”). The Centre Lane Facility is governed by the terms of the Senior Security Credit Agreement, dated June 16, 2017 (the “Closing Date”), as amended by the Centre Lane First Amendment on August 17, 2017. While not a party to the Centre Lane Facility, entities associated with Wynnefield Capital, Inc., our largest equity investor, funded $6.0 million of the Centre Lane Facility. We used a portion of the proceeds under the Initial Centre Lane Facility to repay in full the outstanding balance under the Revolving Credit Facility. After payment of the Revolving Credit Facility and fees associated with both the Centre Lane Facility and the Centre Lane Amendment, net cash proceeds were $15.3 million. The Initial Centre Lane Facility provides for an initial loan in an aggregate principal amount of up to $45.0 million, and the Centre Lane Amendment provides for a first-out loan of up to an additional aggregate principal amount of $10.0 million (the “First-Out Loan”). The Initial Centre Lane Facility has a maturity date of December 16, 2021. The First-Out Loan matures on September 30, 2018. Borrowings under the Centre Lane Facility initially bear interest at LIBOR plus the sum of 9% per year, payable in cash, plus 10% payable in-kind (“PIK”) interest. Cash interest is payable monthly, and the PIK interest accrues to and increases the principal balance on a monthly basis. Starting on January 1, 2018, the PIK interest rate will increase to 15% per year unless we elect to make a prepayment on the principal of $25.0 million. Our obligations under the Centre Lane Facility are guaranteed by all of our wholly owned domestic subsidiaries, subject to customary exceptions. Our obligations are secured by first priority security interests on substantially all of its assets and those of our wholly owned domestic subsidiaries. This includes 100% of the voting equity interests of our domestic subsidiaries and certain specified foreign subsidiaries and 65% of the voting equity interests of other directly owned foreign subsidiaries, subject to customary exceptions. We may voluntarily prepay the term loans at any time or from time to time, in whole or in part, in a minimum amount of $1 million of the outstanding principal amount, plus any accrued but unpaid interest on the aggregate amount of the term loans being prepaid, plus a prepayment premium. Subject to certain exceptions, we must prepay an aggregate principal amount equal to 100% of our Excess Cash Flow (as defined in the Centre Lane Facility), minus the sum of all voluntary prepayments, within five business days after the date that is 90 days following the end of each fiscal year. The Centre Lane Facility also requires mandatory prepayment of certain amounts in the event we or our subsidiaries receive proceeds from certain events and activities, including, among others, asset sales, casualty events, the issuance of indebtedness and equity interests not otherwise permitted under the Centre Lane Facility, and the receipt of tax refunds or extraordinary receipts in excess of $500,000, plus, in certain instances, the applicable prepayment premium. The Initial Centre Lane Facility requires payment of an annual administration fee of $25,000 and an upfront fee equal to 7% of the aggregate commitments provided under the Centre Lane Facility, which bears interest at a rate of LIBOR plus 19% annual PIK interest. The upfront fee is payable upon the earlier of maturity or the occurrence of certain events, including significant debt prepayments or asset sales that may occur prior to maturity. In addition to those fees, the Centre Lane Amendment also requires us to pay an upfront fee equal to 7% of the First-Out Loan commitments, which bears interest at the same rate as the initial upfront fee, and an exit fee equal to 7% of the aggregate outstanding principal amount of the First-Out Loan commitments, which is payable upon the maturity date of the First-Out Loan. The Centre Lane Facility contains customary representations and warranties, as well as customary affirmative and negative covenants. The Centre Lane Facility contains covenants that may, among other things, limit our ability to incur additional debt, incur liens, make investments or capital expenditures, declare or pay dividends, engage in mergers, acquisitions and dispositions, engage in new lines of business or certain transactions with affiliates and change accounting policies or fiscal year. The Centre Lane Facility also requires us to regularly provide financial information to the Lenders, as well as maintain certain total leverage ratios, fixed charge coverage ratios and minimum levels of liquidity. Financial covenant requirements begin on September 30, 2018. Events of default under the Centre Lane Facility include, but are not limited to, a breach of any of financial covenants or any representations or warranties, failure to timely pay any amounts due and owing, the commencement of any bankruptcy or other insolvency proceeding, judgments in excess of certain acceptable amounts, the occurrence of a change in control, certain events related to ERISA matters and impairment of security interests in collateral or invalidity of guarantees or security documents. If an event of default occurs, the Lenders may, among other things, declare all borrowings to be immediately due and payable, together with accrued interest and fees, and exercise remedies under the collateral documents related to the Centre Lane Facility. European Credit Facility: On June 13, 2008, Braden-Europe B.V., Global Power Professional Services Netherlands B.V. and Global Power Netherlands B.V. (collectively, the “Borrower”) entered into a new EUR 14,000,000 Credit Facility (as continued, amended or supplemented from time to time, the “ABN AMRO Credit Facility”) with ABN AMRO Bank N.V. (“Original ABN AMRO”). In 2010, Original ABN AMRO transferred its claims, rights and obligations under the ABN AMRO Credit Facility to a new entity also known as ABN AMRO Bank N.V. (“New ABN AMRO”), as confirmed by the Amendment to Existing Credit Agreement (the “Credit Agreement Amendment”), dated July 25, 2011, among the Borrower and New ABN AMRO. The Credit Agreement Amendment incorporated the standard ABN AMRO General Credit Provisions. The ABN AMRO Credit Facility is a Euro-denominated facility with an overdraft facility of EUR 1,000,000 and a contingent liability facility of EUR 13,000,000. The Borrower's current interest rate is 5.95% per annum. The Borrower pays a facility fee of 0.25% per quarter. Proceeds of borrowings under the ABN AMRO Credit Facility may be used for the Borrower's business activities. The Borrower has, by a right of pledge, given a first priority lien on substantially all of its assets as security for the ABN AMRO Credit Facility. The three entities that comprise the Borrower are jointly and severally liable under the ABN AMRO Credit Facility. The ABN AMRO Credit Facility imposes a number of covenant requirements on the Borrower. The Borrower’s tangible net worth must at all times represent at least 35% of Borrower’s adjusted balance sheet total. The adjusted balance sheet total is defined as total assets minus the sum of intangible assets, deferred tax assets, participating interests, receivables from shareholders and/or directors and shares held in the own company, as shown in the annual accounts, as well as any off-balance sheet guarantee exposure. The Borrower may not make profit distributions without the prior written consent of New ABN AMRO or if the Borrower's tangible net worth is less than 35% of the Borrower’s adjusted balance sheet total. The Borrower will have no current account with its mother or sister companies. The Borrower will inform New ABN AMRO in advance of any future guarantees. The Borrower's annual accounts shall be prepared in accordance with IASB standards. New ABN AMRO retains the right to revise the ABN AMRO Credit Facility and related security package if Global Power Professional Services Netherlands B.V. and Global Power Netherlands B.V. begin to conduct business outside the Netherlands. The Borrower is restricted from granting any second-ranking right of pledge to other parties. As of December 31, 2016, no overdraft amounts were outstanding under this facility and we were in compliance with all covenants under the ABN AMRO Credit Facility. Letters of Credit and Bonds: In line with industry practice, we are often required to provide letters of credit, surety and performance bonds to customers. These letters of credit and bonds provide credit support and security for the customer if we fail to perform our obligations under the applicable contract with such customer. The interest rate on letters of credit issued under the Revolving Credit Facility letter of credit sublimit was 8.5% per annum as of December 31, 2016. Should we need to borrow additional amounts against the Revolving Credit Facility, we would incur an interest rate of LIBOR or a specified base rate, plus in each case, an additional margin based on our consolidated leverage ratio. In connection with the refinancing of the Revolving Credit Facility, we are currently unable to obtain letters of credit. As of December 31, 2016, our outstanding stand‑by letters of credit issued under the Revolving Credit Facility and the ABN AMRO facility were $11.8 million and $10.0 million, respectively. Currently, there are no amounts drawn upon these letters of credit. In addition, as of December 31, 2016, we had outstanding surety bonds on projects of $32.7 million. Deferred Financing Costs: Deferred financing costs are amortized over the terms of the related debt facilities using the effective yield method. Total interest expense associated with the amortization of deferred financing costs was $0.2 million, $0.3 million and $0.2 million for the years ended December 31, 2016, 2015 and 2014, respectively. As of December 31, 2016 and December 31, 2015, we had unamortized deferred financing fees on our Revolving Credit Facility of less than $0.1 million and $0.3 million, respectively. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2016 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | NOTE 12—EARNINGS PER SHARE As of December 31, 2016, our 17,485,941 shares outstanding included certain shares totaling 36,073 of contingently issued but unvested restricted stock. As of December 31, 2015, our 17,261,276 shares outstanding included 68,501 of contingently issued but unvested restricted stock. Restricted stock is excluded from our calculations of basic weighted average shares outstanding, but their dilutive impact is included in the calculations of diluted weighted average shares outstanding. Basic earnings per common share are calculated by dividing net income by the weighted average common shares outstanding during the period. Diluted earnings per common share are based on the weighted average common shares outstanding during the period, adjusted for the potential dilutive effect of common shares that would be issued upon the vesting and release of restricted stock awards and units. Basic and diluted (loss) per common share are calculated as follows: Year Ended December 31, (in thousands, except per share data) 2016 2015 2014 Net loss (basic and diluted): Loss from continuing operations $ (43,613) $ (78,729) $ (47,234) Loss from discontinued operations — — (1) Net loss available to common shareholders $ (43,613) $ (78,729) $ (47,235) Basic loss per common share: Weighted Average Common Shares Outstanding 17,348,286 17,151,810 17,005,589 Basic loss per common share from continuing operations $ (2.51) $ (4.59) $ (2.78) Basic loss per common share from discontinued operations — — — Basic loss per common share $ (2.51) $ (4.59) $ (2.78) Diluted loss per common share: Weighted Average Common Shares Outstanding 17,348,286 17,151,810 17,005,589 Effect of Dilutive Securities: Unvested portion of restricted stock awards — — — Warrants to purchase common stock — — — Weighted Average Common Shares Outstanding Assuming Dilution 17,348,286 17,151,810 17,005,589 Diluted loss per common share from continuing operations $ (2.51) $ (4.59) $ (2.78) Diluted loss per common share from discontinued operations — — — Diluted loss per common share $ (2.51) $ (4.59) $ (2.78) The weighted-average number of shares outstanding used in the computation of basic and diluted earnings/loss per share does not include the effect of the following potential outstanding common stock. The effects of these potentially outstanding shares were not included in the calculation of diluted earnings/loss per share because the effect would have been anti-dilutive: Year Ended December 31, 2016 2015 2014 Unvested service-based restricted stock awards 108,784 497,371 185,412 Unvested performance and market based restricted stock awards 931,253 189,429 271,717 Stock options 122,000 122,000 — |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2016 | |
STOCK-BASED COMPENSATION | |
STOCK-BASED COMPENSATION | NOTE 13—STOCK‑BASED COMPENSATION Description of the Plans We have two equity incentive plans: the 2011 Equity Incentive Plan (the “2011 Plan”) and the 2015 Equity Incentive Plan (the “2015 Plan”). In May 2015, the 2011 Plan terminated upon receiving shareholder approval for the 2015 Plan. The remaining authorized but unissued shares from the 2011 Plan will be available to service the outstanding awards from the 2011 Plan. The 2015 Plan allows for the issuance of up to 1,000,000 shares of stock awards to our employees and directors in the form of a variety of instruments including, stock options, restricted stock, restricted share units, stock appreciation rights and other share-based awards. The 2015 Plan also allows for cash-based awards. Generally, all participants who voluntarily terminate their employment with the Company forfeit 100% of all unvested equity awards. Persons whom are terminated without cause, or in some cases leave for good reason, are entitled to proportionate vesting. Time-based proportionate vested shares are accelerated and distributed upon their termination date. Proportionate performance-based and market-based restricted shares remain categorized as unvested pending final conclusion on the achievement of the related awards. As of December 31, 2016, we had 28,362 shares available for grant under the 2015 Plan. Additionally, during 2016 and 2015, we granted 139,700 and 140,000 restricted stock units to certain executives outside of the 2015 Plan. The terms and conditions of these grants are similar in terms and conditions of those under the equity incentive plans described above. All amounts and units described below include these awards. Total stock‑based compensation expense during the years ended December 31, 2016, 2015 and 2014 was $2.4 million, $3.7 million and $3.1 million, respectively, with no related excess tax benefit recognized. As of December 31, 2016, total unrecognized compensation expense related to all unvested restricted stock and unit awards for which terms and conditions are known totaled $3.2 million, which is expected to be recognized over a weighted average period of 1.27 years. The fair value of shares that vested during 2016, 2015 and 2014 based on the stock price at the applicable vesting date was $0.9 million, $2.6 million and $2.0 million, respectively. The weighted average grant date fair value of our restricted stock units was $2.78, $9.06 and $20.94 for the years ended December 31, 2016, 2015 and 2014, respectively. Service-Based Restricted Stock and Unit Awards: Our service-based restricted stock and unit awards are valued at the quoted market price of our common stock as of the date of grant and vest over a range of two to four years. In August 2016, the Board of Directors approved a modification to all performance-based and all market-based awards granted in 2014, to convert them to service-based awards and to extend their vesting date by nine months. Additionally, in December 2015, the Board of Directors approved a modification to all performance-based awards granted in 2015 to convert them to service-based awards, that vest in equal installments over a three year period. The performance-based awards granted in 2015 and 2014 and the market-based awards granted in 2014 had previously been determined to not be likely to vest. The modification of the 2014 awards resulted in a $0.3 million reduction in stock compensation expense for the year ended December 31, 2016. Given the short period of time between the grant date and the modification date, the modification of the 2015 awards had an immaterial impact on stock compensation expense for the year ended December 31, 2015. A summary of the service-based restricted stock and unit activity for the year ended December 31, 2016 is as follows: Weighted-Average Grant Date Shares Fair Value per Share Unvested restricted stock at December 31, 2015 610,756 $ 9.33 Granted 105,000 1.68 Converted to service-based 56,999 4.18 Vested (358,079) 7.79 Forfeited (95,954) 8.59 Unvested restricted stock at December 31, 2016 318,722 $ 6.48 Performance-Based Restricted Stock and Unit Awards: We grant restricted stock and unit awards that vest upon reaching certain performance targets, which have historically been Company operating income and other financial metrics. Such awards generally cliff vest at the end of a three-year period from the date of grant. Therefore, these cliff vesting awards will be considered unvested until the end of the three-year vesting period. If the minimum target set forth in the award agreement is not met, none of the shares will vest and any compensation expense previously recognized will be reversed. The actual number of shares that will ultimately vest is dependent upon achieving the performance condition or other conditions set forth in the award agreement. We recognize stock-based compensation expense related to performance awards based upon our determination of the likelihood of achieving the performance target or targets at each reporting date, net of estimated forfeitures. No performance-based restricted stock units were granted in 2016. The following table summarizes performance-based restricted stock and unit award activity for the year ended December 31, 2016: Weighted-Average Grant Date Shares Fair Value per Share Unvested restricted stock at December 31, 2015 98,605 $ 17.75 Granted — — Converted to service-based (28,513) 4.18 Vested — — Forfeited (49,598) 18.86 Unvested restricted stock at December 31, 2016 20,494 $ 19.82 As of December 31, 2016, we did not expect any of the above 20,494 shares of unvested performance-based restricted stock unit awards to ultimately vest. Market-Based Restricted Stock Unit Awards: We granted 926,200 market‑based restricted stock units during the year ended December 31, 2016. Subject to the awardee’s continued employment with the Company, 50% of these restricted stock unit awards shall vest on the later to occur of (i) March 30, 2017 or (ii) the achievement of the Company’s long-term share price performance goal (“LT Share Price Goal”), and the second 50% shall vest on the later to occur of (i) March 30, 2018 or (ii) the achievement of the Company’s LT Share Price Goal. The LT Share Price Goal shall be deemed met if the Company’s per share stock price equals or exceeds $5.50 for any consecutive 30 trading days during the 5-year period ended August 5, 2021. We reverse previously recognized compensation cost for market-based restricted stock unit awards only if the requisite service is not rendered. No such awards were granted in 2015. The following table summarizes market-based restricted stock unit award activity for the year ended December 31, 2016: Weighted-Average Grant Date Shares Fair Value per Share Unvested restricted stock at December 31, 2015 90,824 $ 20.43 Granted 926,200 2.91 Vested — — Converted to service-based (28,486) 4.18 Forfeited (65,779) 15.92 Unvested restricted stock at December 31, 2016 922,759 $ 3.34 We estimate the fair value of our market‑based restricted stock unit awards on the date of grant using a Monte Carlo simulation valuation model. This pricing model uses multiple simulations to evaluate the likelihood of achieving the market conditions set forth in the award agreements. Expense is only recorded for the number of market‑based restricted stock unit awards granted, net of estimated forfeitures. The assumptions used to estimate the fair value of market‑based restricted stock unit awards granted during 2016 were as follows: Expected term (years) Expected volatility % Expected dividend yield % Risk-free interest rate % Weighted-average grant date fair value $ 2.91 Liability-Classified Awards: During 2016, we granted service-based restricted stock unit awards with an initial value of $1.7 million. These service-based awards have the potential to be settled in cash or other assets, if our shareholders do not approve additional shares under our 2015 Plan. Therefore, these restricted stock unit awards are being accounted for using liability accounting. These restricted stock unit awards shall vest on March 30, 2018, subject to the awardee’s continued employment with the Company. At December 31, 2016, we recorded a liability of $0.3 million related to these awards and is included in the "Other long-term liabilities" line item on our December 31, 2016 Consolidated Balance Sheet. Compensation costs associated with these awards are predominantly recorded in the "General and administrative expenses" line item in our 2016 Consolidated Statement of Operations. Stock Options: During 2015, we granted a stock option to purchase 122,000 shares of our common stock to our CEO at an exercise price of $13.85 per share. The option provides for immediate vesting of 32,000 shares, with the remaining 90,000 vesting ratable over a ten month period beginning in June 2015 and has a five year term. This is the only stock option grant we have made to date. The following table summarizes stock option activity for the year ended December 31, 2016: Weighted-Average Weighted-Average Options Exercise Price Remaining Contract Term Outstanding at December 31, 2015 122,000 $ 13.85 Granted — — Exercised — — Forfeited — — Outstanding at December 31, 2016 122,000 $ 13.85 3.625 years Exercisable at December 31, 2016 122,000 $ 13.85 3.625 years The weighted average fair value of the stock option on the date of the grant was $2.58. The fair value of each stock option is estimated on the date of grant using the Black-Scholes option pricing model. The exercise price of the options is based on the fair market value of the common shares on the date of grant. No options were granted during 2016 or 2014. The following assumptions were used for the options included in the table above: December 31, 2015 Expected life 2.7 years Volatility % Dividend yield % Risk-free interest rate % Expected life was determined based on an analysis of historical exercise activity. Risk-free rate of return is a rate of a similar term U.S. Treasury zero coupon bond. Volatility was determined based on the weighted average of historical volatility of our common shares and the daily closing prices from comparable public companies. Dividend yield was determined based on our expected annual dividend and the market price of our common stock on the date of grant. Cash flows resulting from excess tax benefits are classified as part of cash flows from financing activities. Excess tax benefits are realized tax benefits from tax deductions for vested restricted stock and unit awards, and exercised options in excess of the deferred tax asset attributable to stock compensation costs for such equity awards. The Company realized no excess tax benefits for the years ended December 31 2016, 2015, and 2014 due to the use of NOL carryforwards. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2016 | |
EMPLOYEE BENEFIT PLANS | |
EMPLOYEE BENEFIT PLANS | NOTE 14—EMPLOYEE BENEFIT PLANS Defined Contribution Plan: We maintain a 401(k) plan covering substantially all of our U.S. employees. Expense for our 401(k) plan during the years ended December 31, 2016, 2015 and 2014 was $1.7 million, $2.0 million and $1.4 million, respectively. Multiemployer Pension Plans: During 2016, we contributed to approximately 60 multiemployer pension plans throughout the U.S. and historically, we have contributed to over 150 union sponsored multiemployer pension plans throughout the U.S. under the terms of collective‑bargaining agreements that cover our union‑represented employees. The risks of participating in these multiemployer pension plans are different from single‑ employer pension plans primarily in the following aspects: 1. Assets contributed to the multiemployer pension plan by one employer may be used to provide benefits to employees of other participating employers. 2. If a participating employer stops contributing to the multiemployer pension plan, the unfunded obligations of the multiemployer pension plan may be borne by the remaining participating employers. 3. If we choose to stop participating in some of our multiemployer pension plans, we may be required to pay those plans an amount based on the underfunded status of the multiemployer pension plan, referred to as a withdrawal liability. Our participation in these multiemployer pension plans during the year ended December 31, 2016 is outlined in the following table. All information in the tables is as of December 31, of the relevant year, or 2016, unless otherwise stated. The “EIN/Pension Plan Number” column provides the Employer Identification Number (“EIN”) and the three‑digit plan number, if applicable. Unless otherwise noted, the most recent Pension Protection Act zone status available during 2016 and 2015 is for the plans’ fiscal year‑end as of 2016 and 2015, respectively. The zone status is based on information that we received from the plan and is certified by the plan’s actuary. Among other factors, plans in the red zone are generally less than 65 percent funded, plans in the yellow zone are greater than 65 percent funded and less than 80 percent funded, and plans in the green zone are at least 80 percent funded. The “Rehab Plan Pending/Implemented” column indicates plans for which a financial improvement plan (“FIP”) or a rehabilitation plan (“RP”) is either pending or has been implemented. The last column lists the expiration date of the collective‑bargaining agreement to which the plans are subject. Certain plans have been aggregated in the “All Others” line in the following table, as the contributions to each of these individual plans are not material. Expiration Pension Date of Protection Act Rehab Plan status ($ in thousands) Collective EIN/Pension Zone Status Pending/ Contributions by Global Power Surcharge Bargaining Pension Fund Plan Number 2016 2015 2014 Implemented 2016 2015 2014 Imposed Agreement Notes AFL-AGC Building Trades Pension Fund 63-6055108 001 Green Green Green Varies through 07/31/20 2 Asbestos Workers Local No. 55 Pension Fund 63-0474674 001 0 Green Endangered Varies through 07/31/20 2 Boilermaker-Blacksmith National Pension Trust 48-6168020 001 Endangered Endangered Endangered FIP 09/16/2010 Multiple Agreements 1, 5 Bricklayers and Allied Craftworkers Local #2 Albany, NY Pension Fund 14-6075802 001 Green Green Green 08/17/16 - Automatic Renewal 1 Carpenters Pension Trust Fund - Detroit & Vicinity 38-6242188 001 Critical Critical Critical Rehab Plan 09/27/08 11 Central New York Laborers Pension Fund 15-6016579 001 Critical Critical Critical Rehab Plan 11/05/10 08/17/16 - Automatic Renewal 1 Central New York Painters & Allied Trades Pension Fund 51-6079700 001 Critical Critical Critical Rehab Plan 10/03/08 08/17/16 - Automatic Renewal 1 Central Pension Fund of the IUOE and Participating Employers 36-6052390 001 Green Green Green Multiple Agreements 5 Central States, Southeast, and Southwest Pension Fund 36-6044243 001 Critical & Declining Critical & Declining Critical Rehab Plan 03/25/08 Multiple Agreements 5 Chicago Painters & Decorators Pension Fund 51-6030238 001 Green Green Green 10/02/16 - Automatic Renewal 7 Empire State Carpenters Pension Plan 11-1991772 001 Green Green Green 08/17/16 - Automatic Renewal 1 Excavators Union Local 731 Pension Fund 13-1809825 001 Green Green Green 06/30/16 10 IBEW Local 1579 Pension Plan 58-1254974 001 Green Green Green Varies through 07/31/20 2 IBEW Local 43 & Electrical Contractors Pension 16-6153389 001 Green Endangered Endangered FIP 05/24/12 08/17/16 - Automatic Renewal 1 IBEW Local Union No. 1392 Pension Fund 35-6244875 001 Green Green Green 6 Insulators Local No. 96 Pension Plan 58-6110889 002 Endangered Endangered Endangered FIP 01/01/11 Varies through 07/31/20 2 Iron Workers District Council of Tennessee Valley & Vicinity Pension Plan 62-6098036 001 0 Green Green 11/30/16 - Automatic Renewal 3 Iron Workers Local No. 16 Pension Fund 52-6148924 001 Critical & Declining Critical & Declining Critical Rehab Plan 03/2012 10/02/16 - Automatic Renewal 9 Expiration Pension Date of Protection Act Rehab Plan status ($ in thousands) Collective EIN/Pension Zone Status Pending/ Contributions by Global Power Surcharge Bargaining Pension Fund Plan Number 2016 2015 2014 Implemented 2016 2015 2014 Imposed Agreement Notes IUPAT Industry Pension Plan 52-6073909 001 Endangered Endangered Endangered FIP 04/02/09 Multiple Agreements 5 Laborers National Pension Fund 75-1280827 001 Green Green Green Multiple Agreements 5 Local 73 Retirement Fund 15-6016577 001 Critical Critical Critical Rehab Plan 10/12/10 08/17/16 - Automatic Renewal 1 National Asbestos Workers Pension Plan 52-6038497 001 Critical Critical Critical Rehab Plan 09/30/10 Multiple Agreements 5 National Electrical Benefits Fund 53-0181657 001 Green Green Green Multiple Agreements 5 New York State Teamsters Conference Pension & Retirement Fund 16-6063585 074 Critical & Declining Critical Critical Rehab Plan 05/06/10 08/17/16 - Automatic Renewal 1 Northwest Sheet Metal Workers Pension Trust 91-6061344 001 Green Green Green 11/01/16 - Automatic Renewal 4 Plumbers & Pipefitters National Pension Fund 52-6152779 001 Endangered Endangered Endangered FIP 04/2010 Multiple Agreements 5 Plumbers & Steamfitters Local No. 150 Pension Fund 58-6116699 001 Green Green Endangered Varies through 07/31/20 2 Plumbers & Steamfitters Local Union No. 43 Pension Fund 62-6101288 001 Green Green Green 11/30/16 - Automatic Renewal 3 Sheet Metal Workers Local No. 177 Pension Fund 62-6093256 001 Green Green Green 11/30/16 - Automatic Renewal 3 Sheet Metal Workers' National Pension Fund 52-6112463 001 Endangered Endangered Endangered FIP 03/01/14 Multiple Agreements 5 Southern Ironworkers Pension Plan 59-6227091 001 Green Green Green Varies through 07/31/20 2 Tri-State Carpenters & Joiners Pension Trust Fund 62-0976048 001 Endangered Endangered Critical Rehab Plan 2011 11/30/16 - Automatic Renewal 3 Pipe Trades Services of MN Pension Plan 41-6131800 001 Green Green Green 08/01/16 - Automatic Renewal 8 Upstate New York Engineers Benefit Funds 15-0614642 001 Critical Critical Critical Rehab Plan 06/07/10 08/17/16 - Automatic Renewal 1 Washington State Plumbing & Pipefitting Industry Pension Plan 91-6029141 001 Green Green Green 11/01/16 - Automatic Renewal 4 Washington-Idaho Laborers-Employers Pension Trust 91-6123988 001 Green Green Green 11/01/16 - Automatic Renewal 4 Washington-Idaho-Montana Carpenters-Employers Retirement Fund 91-6123987 001 Endangered Endangered Endangered FIP 03/05/12 11/01/16 - Automatic Renewal 4 Western States Insulators and Allied Workers Pension 51-0155190 001 Green Green Green 11/01/16 - Automatic Renewal 4 All Others (1) We were listed in the multiemployer plan’s Form 5500 as providing more than 5% of total contributions for the plan year ended in 2015. (2) Defined Benefit Plans for Unions employed through the Southern Company Power House Maintenance Agreement. The Southern Company PHMA expires July 31, 2020. The individual Union CBA range from 1 to 3 years in duration. (3) Defined Benefit Plans for Unions employed through the TVA PMMA and Other Agreements. The TVA Labor Agreements are annual agreements that automatically renew each year. (4) Defined Benefit Plans for Unions employed through the GPPMA agreement for Columbia Generating Station. The GPPMA Agreements are annual agreements that automatically renew each year. (5) Regional and National Defined Benefit Funds for multiple unions employed under different labor agreements. (6) IBEW Local 1392 Pension is listed because Koontz-Wagner is responsible for more than 5.00% of the Funds payments. WPS / WSS do not employ members of Local 1392. (7) The reduction in Pension contributions for the Chicago Painters & Decorators Pension is a result of the loss of the Exelon Nuclear contract that included the Braidwood and Dresden Nuclear Plants. (8) Defined Benefit Plan for Union employed at Monticello Nuclear Plant through the Excel Contract. (9) Defined Benefit Plan for Union employed under GPPMA agreement at Peach Bottom Nuclear Plant. (10) Defined Benefit Plan for Union employed at Con Ed sites. (11) Defined Benefit Plan for Individual working outside of plan jurisdiction. (12) We did not pay a surcharge for any fund last year that was in Critical Status and had not negotiated a preferred schedule. We do pay a surcharge/assessment on some funds under the CBA preferred schedule. These funds include the National Asbestos Workers Pension, the Southern Ironworkers Pension and the Asbestos Workers Local 55 Pension listed above. Employees covered by multiemployer pension plans are hired for project‑based building and construction purposes. Our participation level in these plans varies as a result. We believe that our responsibility for potential withdrawal liabilities associated with participating in multiemployer plans is limited because the building and construction trades exemption should apply to the substantial majority of our plan contributions. However, pursuant to the Pension Protection Act of 2006 and other applicable laws, we are also exposed to other potential liabilities associated with plans that are underfunded. As of December 31, 2016, we had been notified that certain pension plans were in critical funding status. Currently, certain plans are developing, or have developed, a rehabilitation plan that may call for a reduction in participant benefits or an increase in future employer contributions. Therefore, in the future, we could be responsible for potential surcharges, excise taxes and/or additional contributions related to these plans. Additionally, market conditions and the number of participating employers remaining in each plan may result in a reorganization, insolvency or mass withdrawal that could materially affect the funded status of multiemployer plans and our potential withdrawal liability, if applicable. We continue to actively monitor, assess and take steps to limit our potential exposure to any surcharges, excise taxes, additional contributions and/or withdrawal liabilities. However, we cannot, at this time, estimate the full amount, or even the range, of this potential exposure. |
COMMITMENTS AND CONTIGENCIES
COMMITMENTS AND CONTIGENCIES | 12 Months Ended |
Dec. 31, 2016 | |
COMMITMENTS AND CONTINGENCIES. | |
COMMITMENTS AND CONTINGENCIES | NOTE 15—COMMITMENTS AND CONTINGENCIES Litigation and Claims: We are from time to time party to various lawsuits, claims and other proceedings that arise in the ordinary course of our business. With respect to all such lawsuits, claims and proceedings, we record a reserve when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. We do not believe that the resolution of any currently pending lawsuits, claims and proceedings, either individually or in the aggregate, will have a material adverse effect on our financial position, results of operations or liquidity. However, the outcomes of any currently pending lawsuits, claims and proceedings cannot be predicted, and therefore, there can be no assurance that this will be the case. A putative shareholder class action, captioned Budde v. Global Power Equipment Group Inc. , is pending in the U.S. District Court for the Northern District of Texas naming Global Power Equipment Group Inc. and certain former officers as defendants. This action and another action were filed in May and June of 2015, and in July of 2015 the court consolidated the two actions. On May 1, 2017, the lead plaintiff filed a second consolidated amended complaint that names the Company and three of our former officers as defendants. It alleges violations of the federal securities laws arising out of matters related to the Company’s restatement of certain financial periods and claims that the defendants made material misrepresentations and omissions of material fact in certain public disclosures during the putative class period in violation of Sections 10(b) and 20(a) of the Securities Exchange, and Rule 10b-5, as promulgated thereunder. The plaintiffs seek class certification on behalf of persons who acquired our stock between September 7, 2011 and May 6, 2015, monetary damages of “more than $200 million” on behalf of the putative class and an award of costs and expenses, including attorneys’ fees and experts’ fees. We intend to defend against this action. On June 26, 2017, the Company and the individual defendants filed a motion to dismiss the complaint. On August 23, 2017, the lead plaintiff filed its opposition to that motion. Defendants have until September 22, 2017 to file a reply in further support of their motion. Litigation is subject to many uncertainties and the outcome of this action is not predictable with assurance. At this time, we are unable to predict the possible loss or range of loss, if any, associated with the resolution of this litigation, or any potential effect such may have on the Company or its business or operations. The Division of Enforcement of the SEC is conducting a formal investigation into possible securities law violations by Global Power relating to disclosures we made concerning certain financial information, including our cost of sales and revenue recognition, as well as related accounting issues. We are cooperating with the SEC in its investigation, including through the production of documents to, and the sharing of information with, the SEC Enforcement Staff. At this time, we cannot predict the outcome or the duration of the SEC investigation or any other legal proceedings or any enforcement actions or other remedies that may be imposed on us arising out of the SEC investigation. A former operating unit of Global Power has been named as a defendant in a limited number of asbestos personal injury lawsuits. Neither we nor our predecessors ever mined, manufactured, produced or distributed asbestos fiber, the material that allegedly caused the injury underlying these actions. The bankruptcy court’s discharge order issued upon our emergence from bankruptcy in January 2008 extinguished the claims made by all plaintiffs who had filed asbestos claims against us before that time. We also believe the bankruptcy court’s discharge order should serve as a bar against any later claim filed against us, including any of our subsidiaries, based on alleged injury from asbestos at any time before emergence from bankruptcy. In any event, in all of the asbestos cases finalized post‑bankruptcy, we have been successful in having such cases dismissed without liability. Moreover, during 2012, we secured insurance coverage that will help to reimburse the defense costs and potential indemnity obligations of our former operating unit relating to these claims. We intend to vigorously defend all currently active actions, all without liability, and we do not anticipate that any of these actions will have a material adverse effect on our financial position, results of operations or liquidity. However, the outcomes of any legal action cannot be predicted and, therefore, there can be no assurance that this will be the case. Contingency: During 2014, we entered into an agreement with a partner in connection with a power plant equipment installation project. The agreement contains certain performance liquidated damage clauses in favor of the customer. While we believe our performance in the project met our direct contractual obligations, we nonetheless have joint and several liability for other aspects of the overall project performance. Therefore, it is possible, though unlikely, that we will not incur any liability for performance related issues under the contract. We currently estimate that the most likely range of potential liability arising from the contractual provisions described above will be between $4.9 million to $31.3 million. The maximum liability under the terms of the agreement is $33.0 million less the $1.7 million in liquidated damages that we have already incurred. The minimum liability per the agreement is 20 percent of the total contract value less the $1.7 million in liquidated damages that we have already incurred. Because we do not believe any amount in that $4.9 million to $31.3 million range is a better estimate than any other amount, we have accrued the minimum amount in the range as of December 31, 2016. Warranty : A reconciliation of the changes to our warranty reserve is as follows: Year Ended December 31, (in thousands) 2016 2015 Balance at the beginning of the period $ 8,050 $ 6,487 Provision for the period 2,445 8,972 Settlements made (in cash or in kind) for the period (4,689) (7,409) Balance at the end of the period $ 5,806 $ 8,050 Leases: We lease equipment and facilities, which are non-cancellable and expire at various dates. Total rental expense for all operating leases during the years ended December 31, 2016, 2015 and 2014 was $7.7 million, $9.5 million and $7.7 million, respectively. Future minimum annual lease payments under these non-cancellable operating leases as of December 31, 2016 are as follows: (in thousands) December 31, 2017 $ 4,297 2018 3,864 2019 3,626 2020 3,092 2021 2,798 Thereafter 9,116 Total $ 26,793 None of the leases include contingent rental provisions. Our annual lease expense differs from our future minimum rental payments as a result of month to month equipment leases to support our operations. Sale-Leasebacks: On December 22, 2016, we sold three of our manufacturing facilities in Franklin, Indiana, Auburn, Massachusetts and Houston, Texas for $14.8 million and immediately leased the facilities back (the “sale-leaseback”) for a term of ten years. We recognized a loss of $2.0 million on the sale-leaseback of two of the manufacturing facilities, which was included in general and administrative expenses on our consolidated statement of operations for the year ended December 31, 2016. The sale-leaseback on the third manufacturing facility resulted in a gain of $2.2 million, of which, $2.0 million was deferred and is being recognized over the lease term. Of the $2.0 million deferred gain, $0.2 million was included in other current liabilities and $1.8 million was included in other long-term liabilities on our December 31, 2016 consolidated balance sheet. The net proceeds of $12.2 million were used to pay down our debt. As a result of the sale-leasebacks, we expect rental expense to increase $1.3 million per year. We subsequently sold the Franklin, Indiana facility in the Hetsco sale. See Note 20 – Subsequent Events for further details. Insurance: Certain of our subsidiaries are self‑insured for health, general liability and workers’ compensation up to certain policy limits. Insurance expense was $8.8 million, $8.6 million and $10.0 million for the years ended December 31, 2016, 2015 and 2014, respectively, and includes insurance premiums related to the excess claim coverage and claims incurred for continuing operations. The reserves as of December 31, 2016 and 2015 consist of estimated amounts unpaid for reported and unreported claims incurred. The accrual for our self-insured health risk retention as of December 31, 2016 and 2015 was $0.9 million and $0.6 million, respectively. We have provided $2.6 million in letters of credit for each of the years ended December 31, 2016 and 2015, respectively, as security for possible workers’ compensation claims. Executive Severance: At December 31, 2016, we had outstanding severance arrangements with officers and senior management. Our maximum commitment under all such arrangements, which would apply if the employees covered by these arrangements were each terminated without cause, was $3.3 million at December 31, 2016. |
MAJOR CUSTOMERS AND CONCENTRATI
MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK | 12 Months Ended |
Dec. 31, 2016 | |
MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK | |
MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK | NOTE 16—MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK We have certain customers that represent more than 10 percent of our consolidated accounts receivable. The balance for these customers as a percentage of the consolidated accounts receivable is as follows: December 31, Customer 2016 2015 Siemens Energy, Inc. General Electric Company Southern Nuclear Operating Company * *Less than 10% We have certain customers that represent more than 10 percent of consolidated revenue. The revenue for these customers as a percentage of the consolidated revenue is as follows: Year Ended December 31, Customer 2016 2015 2014 Southern Nuclear Operating Company * Tennessee Valley Authority General Electric Company Siemens Energy, Inc. All others Total *Less than 10% Customers for the Mechanical Solutions segment include original equipment manufacturers (“OEMs”), engineering, procurement and construction contractors, operators of power generation facilities and firms engaged across several process-related industries. Customers for the Electrical Solutions segment include OEMs, engineering, procurement and construction contractors, owners and operators of oil and gas pipelines and digital data storage and electrical industries. General Electric Company and Siemens Energy, Inc. are major customers for both our Mechanical Solutions and Electrical Solutions segments. Customers for the Services segment are varied, but include some major utility companies within the U.S. Our major customers vary over time due to the relative size and duration of our projects and customer outages. The Services segment customers include Southern Nuclear Operating Company (“Southern Nuclear”) and Tennessee Valley Authority. In August 2015, Southern Nuclear informed us that they would not extend the term of our existing maintenance and modification contract with our Services segment. In 2016, we recognized $23.9 million in revenue from Southern Nuclear, down from $89.0 million in 2015. |
OTHER SUPPLEMENTAL INFORMATION
OTHER SUPPLEMENTAL INFORMATION | 12 Months Ended |
Dec. 31, 2016 | |
OTHER SUPPLEMENTAL INFORMATION | |
OTHER SUPPLEMENTAL INFORMATION | NOTE 17—OTHER SUPPLEMENTAL INFORMATION Other current liabilities consist of the following: December 31, (in thousands) 2016 2015 Accrued workers compensation $ 1,505 $ 1,911 Accrued taxes 2,013 1,486 Accrued fabricator and other job cost 16,114 11,230 Accrued liquidated damages 4,400 6,574 Contract loss provision 5,336 834 Accrued legal and professional fees 1,456 992 Accrued interest expense 1,045 576 Derivative liabilities 748 — Other accrued expenses 1,298 5,002 Total $ 33,915 $ 28,605 Other long‑term liabilities consist of the following: December 31, (in thousands) 2016 2015 Uncertain tax liabilities $ 4,047 $ 4,948 Deferred gain on sale-leaseback 1,795 — Other 1,684 1,132 Total $ 7,526 $ 6,080 Exit Costs: In 2016, we made the decision to cease operations at our leased manufacturing facility in Chattanooga, Tennessee and vacate the facility. The work performed at this facility was transferred to other facilities. The Chattanooga facility was part of our Electrical Solutions segment. Presently, we are seeking to sublease the facility; however, we may choose to pay a termination fee and terminate the lease. We expect to complete our exit activities related to this facility by June 2023, when the lease expires. In 2016, we recorded exit costs to cost of revenue related to subleasing the facility and terminating certain personnel. The following shows exit costs included in other long-term liabilities on our consolidated balance sheet: (in thousands) Subleasing Facility Employee & Other Costs December 31, 2015 $ — $ — New charges 872 244 Cash payments (202) (244) December 31, 2016 $ 670 $ — |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2016 | |
SEGMENT INFORMATION | |
SEGMENT INFORMATION | NOTE 18—SEGMENT INFORMATION We follow ASC 280—Segment Reporting in determining our reportable segments. We concluded that, until January 2015, we operated in three reportable segments: Product Solutions, Nuclear Services and Energy Services. In January 2015, we integrated our four operating segments into two reportable segments, structured around products and services, as part of our ongoing streamlining efforts. However, in re-evaluating our reportable segments as of the end of 2015, we determined that, while we continue to believe the projected long-term economic similarities between our Mechanical Solutions and Electrical Solutions operating units support aggregation into a single reportable segment, there has been disparity in the historical operating results to date between those two operating units. Therefore, we believe it is currently more meaningful to the reader to report segment information on those operating units separately and, therefore, concluded we have three reportable segments: Mechanical Solutions, Electrical Solutions and Services. For all periods presented, we have excluded the results of operations of our discontinued operations. Management determined that operating income should be used as the best measure of segment performance. The following table presents a reconciliation of revenue from segments to consolidated: Year Ended December 31, (in thousands) 2016 2015 2014 Mechanical Solutions - 3rd Party $ 112,022 $ 122,593 $ 145,910 Mechanical Solutions- Intersegment — 1,117 3,561 Mechanical Solutions - Total 112,022 123,710 149,471 Electrical Solutions - 3rd Party 75,559 93,057 77,280 Electrical Solutions- Intersegment — — — Electrical Solutions - Total 75,559 93,057 77,280 Services - 3rd Party 231,007 373,353 315,863 Services - Intersegment — — 1,545 Services - Total 231,007 373,353 317,408 Intersegment Revenue Eliminations — (1,117) (5,106) Consolidated $ 418,588 $ 589,003 $ 539,053 The following table presents reconciliation of depreciation and amortization from segments to consolidated: Year Ended December 31, (in thousands) 2016 2015 2014 Mechanical Solutions $ 2,313 $ 3,002 $ 2,829 Electrical Solutions 4,234 4,051 3,228 Services 1,925 3,158 3,148 Corporate 945 861 730 Consolidated $ 9,417 $ 11,072 $ 9,935 The following table presents a reconciliation of operating profit (loss) from segments to consolidated: Year Ended December 31, (in thousands) 2016 2015 2014 Mechanical Solutions $ 2,230 $ (32,997) $ 5,116 Electrical Solutions (8,739) (27,542) (3,623) Services 3 12,217 16,080 Corporate (27,209) (33,871) (21,357) Consolidated operating loss (33,715) (82,193) (3,784) Consolidated interest expense, net 8,398 4,484 1,820 Consolidated foreign currency gain (217) (1,014) (65) Consolidated other expense, net 15 12 34 Consolidated loss from continuing operations before income tax $ (41,911) $ (85,675) $ (5,573) The following table presents a reconciliation of assets from segments to consolidated: December 31, (in thousands) 2016 2015 Mechanical Solutions $ 67,360 $ 89,545 Electrical Solutions 38,435 68,747 Services 111,792 122,640 Corporate 15,255 20,098 Total consolidated assets $ 232,842 $ 301,030 (1) While corporate headquarters assets are not allocated to our reportable segments, the related depreciation expense is included in our allocation of selling, general and administrative expenses to our reportable segments. Total assets in the Services segment as of December 31, 2016 included accounts receivable related to subcontracts with Westinghouse at Plant Vogtle Units 3 and 4 and V.C. Summer Units 2 and 3. On March 29, 2017, Westinghouse filed for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court, Southern District of New York. We have filed mechanic’s liens in Georgia and South Carolina against the property of the owners of the projects for amounts due for pre-petition services rendered to Westinghouse. On July 31, 2017, the V.C. Summer project was cancelled by the owner of the project and we are demobilizing from the site. We continue to provide services to the Plant Vogtle Units 3 and 4 project site at the request of the owner of the project. Based on agreements with the owners of both projects, we have been compensated by the owners for certain pre-petition services rendered to Westinghouse, and continue to be compensated for post-petition services. In addition to amounts due for post-petition services, total accounts receivable as of December 31, 2016 was $4.7 million. Based on our evaluation of available information, we expect the amounts outstanding for pre-petition services to be recoverable. The following presents the Mechanical Solutions segment revenue by geographical region based on our operating locations. Products are often shipped to other geographical areas but revenue is listed in the region in which the revenue is recognized: Year Ended December 31, 2016 2015 2014 Revenue Product Revenue Product Revenue Product (in thousands) Recognized In Shipped To Recognized In Shipped To Recognized In Shipped To United States $ 44,247 $ 37,749 $ 93,895 $ 47,482 $ 102,956 $ 59,425 Canada — 93 — 3,362 — 3,239 Europe 65,454 3,026 27,789 3,716 39,624 12,683 Mexico 2,321 5,091 895 3,151 — 675 Asia — 19,105 14 25,422 3,330 17,109 Middle East — 39,619 — 32,510 — 35,333 South America — 5,431 — 498 — 3,404 Other — 1,908 — 6,452 — 14,042 Total $ 112,022 $ 112,022 $ 122,593 $ 122,593 $ 145,910 $ 145,910 The following presents the Electrical Solutions segment revenue by geographical region based on our operating locations. Products are often shipped to other geographical areas but revenue is listed in the region in which the revenue is recognized: Year Ended December 31, 2016 2015 2014 Revenue Product Revenue Product Revenue Product (in thousands) Recognized In Shipped To Recognized In Shipped To Recognized In Shipped To United States $ 75,559 74,763 93,057 79,164 77,280 70,847 Canada — 281 — 3,834 — 1,089 Europe — — — — — — Mexico — 492 — 3,550 — 1,000 Asia — 10 — 1,776 — 156 Middle East — — — 2,997 — 3,136 South America — 13 — 1,483 — 256 Other — — — 253 — 796 Total $ 75,559 $ 75,559 $ 93,057 $ 93,057 $ 77,280 $ 77,280 The following presents the Services segment revenue by geographical region based on our operating locations. Services are sometimes performed in other geographical areas but revenue is listed in the region in which the revenue is recognized: Year Ended December 31, 2016 2015 2014 Revenue Service Revenue Service Revenue Service (in thousands) Recognized In Provided In Recognized In Provided In Recognized In Provided In United States $ 231,007 $ 222,890 $ 373,353 $ 371,365 $ 315,863 $ 313,967 Canada — — — 400 — 339 Mexico — — — 252 — — Asia — 3,983 — 575 — 247 Middle East — — — 39 — 186 South America — 4,134 — 687 — 170 Other — — — 35 — 954 Total $ 231,007 $ 231,007 $ 373,353 $ 373,353 315,863 $ 315,863 |
SELECTED QUARTERLY FINANCIAL DA
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | 12 Months Ended |
Dec. 31, 2016 | |
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | |
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | NOTE 19—SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) A summary of the quarterly operating results during 2016 and 2015 follows: (in thousands, except per share data) First Second Third Fourth 2016 Year Ended December 31, 2016 Quarter Quarter Quarter Quarter Total Total revenue $ 122,722 $ 106,787 $ 85,444 $ 103,635 $ 418,588 Gross profit 14,811 9,286 12,937 11,955 48,989 Loss from continuing operations (9,785) (20,112) (6,730) (6,986) (43,613) Loss per common share from continuing operations: Basic $ (0.57) $ (1.16) $ (0.39) $ (0.40) $ (2.51) Diluted $ (0.57) $ (1.16) $ (0.39) $ (0.40) $ (2.51) (in thousands, except per share data) First Second Third Fourth 2015 Year Ended December 31, 2015 Quarter Quarter Quarter Quarter Total Total revenue $ 146,141 $ 174,276 $ 124,162 $ 144,424 $ 589,003 Gross profit 10,772 17,948 14,932 8,945 52,597 Loss from continuing operations (5,034) (3,898) (51,805) (17,992) (78,729) Loss per common share from continuing operations: Basic $ (0.29) $ (0.23) $ (3.02) $ (1.05) $ (4.59) Diluted $ (0.29) $ (0.23) $ (3.02) $ (1.05) $ (4.59) A portion of our business, primarily in our Services segment, is seasonal, resulting in fluctuations in revenue and gross profit during our fiscal year. Generally, the second and fourth quarters are the peak periods for our Services segment as those are periods of low electricity demand during which our customers schedule planned outages. Our Mechanical Solutions and Electrical Solutions segments are less affected by seasons but rather are more impacted by the cyclicality of and fluctuations in the U.S. and international economies that we serve. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2016 | |
SUBSEQUENT EVENTS. | |
SUBSEQUENT EVENTS | NOTE 20—SUBSEQUENT EVENTS In June 2017, funds affiliated with Centre Lane purchased the outstanding debt from our then-existing lenders under our revolving credit agreement. In August 2017, the Company and Centre Lane entered into the first amendment to the credit agreement, which provided the Company with further funds in the form of a first-out term loan, which matures in September 2018. Centre Lane assumed the revolving credit agreement prior to the completion of a new, multi-year credit agreement entered into by the Company and Centre Lane, which replaced our revolving credit facility. See Note 11—Debt for further discussion. On January 13, 2017, we sold the stock of Hetsco, Inc., a wholly owned subsidiary, for $23.2 million in cash, inclusive of working capital adjustments. After transaction costs and an escrow withholding of $1.5 million, the net proceeds of $20.2 million were used to reduce debt. During 2017, we had five employees covered under our executive severance plan or employment agreements who ceased their employment with us. As such, we recognized approximately $1.9 million in severance, which is to be paid out over the terms of the agreements, ranging from six months to 18 months. |
Schedule II VALUATION AND QUALI
Schedule II VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2016 | |
Schedule II VALUATION AND QUALIFYING ACCOUNTS | |
Schedule II VALUATION AND QUALIFYING ACCOUNTS | Schedule II VALUATION AND QUALIFYING ACCOUNTS YEARS ENDED DECEMBER 31, 2016, 2015 AND 2014 Additions Balance at Charged to Charged to Balance at Beginning of Costs and Other End of (in thousands) Period Expenses Accounts Deductions Period 2016 Allowance for doubtful accounts $ 1,971 $ 530 $ — $ (867) $ 1,634 Accrued warranty reserves 8,050 2,445 — (4,689) 5,806 Valuation allowance for deferred tax assets 69,646 17,415 — (548) 86,513 Reserve for Inventory 1,798 1,177 — (1,994) 981 2015 Allowance for doubtful accounts $ 1,027 $ 4,285 $ — $ (3,341) $ 1,971 Accrued warranty reserves 6,487 8,972 — (7,409) 8,050 Valuation allowance for deferred tax assets 47,748 21,898 — — 69,646 Reserve for Inventory 1,186 266 — 346 1,798 2014 Allowance for doubtful accounts $ 576 $ 603 $ — $ (152) $ 1,027 Accrued warranty reserves 3,794 4,427 — (1,734) 6,487 Valuation allowance for deferred tax assets 2,848 44,900 — — 47,748 Reserve for Inventory 1,118 214 — (146) 1,186 The “deductions” column of allowance for doubtful accounts represents write‑offs of fully reserved accounts receivable net of recoveries. The “deductions” column for accrued warranties represents settlements made during the period and the expiration of warranties on contracts sold in prior years that did not utilize the related reserve balance. The “deductions” column for valuation allowance for deferred tax assets represents reversals of previously reserved amounts for 2006 foreign tax credits that are now deductible due to expiration of the statute of limitation. The “deductions” column for reserve for inventory represents markdown of previously reserved amounts for obsolete inventories. |
SUMMARY OF SIGNIFICANT ACCOUN30
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Principles of Consolidation | Principles of Consolidation: The accompanying consolidated financial statements include the accounts of Global Power Equipment Group, Inc. and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Certain amounts in 2015 have been reclassified to conform to the 2016 presentation. |
Use of Estimates | Use of Estimates: The preparation of financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying footnotes. Actual results could vary materially from those estimates. |
Discontinued Operations | Discontinued Operations: In August 2011, we completed the sale of substantially all of the operating assets of our Deltak business unit. Discontinued operations are presented net of tax. The following notes relate to our continuing operations only unless otherwise noted. |
Revenue Recognition | Revenue Recognition: Substantially all of our Mechanical Solutions and Electrical Solutions segment revenue is derived from fixed‑priced contracts. Certain of these contracts specify separate delivery dates of individual equipment units or require customer acceptance of a product. In circumstances where separate delivery dates of individual equipment units exists, we recognize revenue when the customer assumes the risk of loss and title for the equipment, which is generally the date the unit is shipped, and corresponding costs previously deferred are charged to expense. In circumstances where the contract requires customer acceptance of a product in addition to transfer of title and risk of loss to the customer, revenue is either recognized (i) upon shipment when we are able to demonstrate that the customer-specific objective criteria have been met or (ii) upon customer acceptance. Once title and risk of loss have transferred and, where applicable, customer acceptance is complete, we have no further performance obligations. For the Mechanical Solutions segment, revenue for gas turbine auxiliary equipment contracts exceeding 175,000 in local currency units from our Braden business unit is recognized under the percentage‑of‑completion method based on efforts expended input measures. Revenue from de minimis auxiliary equipment and part sales are recognized on the completed contract method as equipment is delivered and title is transferred. For the Electrical Solutions segment, revenue is recognized on the completed contract method, typically when the unit is shipped, due to the lack of ability to estimate contract completion. Within our Services segment, we enter into a variety of contract structures including cost plus reimbursements, time and material contracts and fixed‑price contracts. The determination of the contract structure is based on the scope of work, complexity and project length, and customer preference of contract terms. Cost-plus and time and material contracts represent the majority of the contracts in our Services segment. For these contract types, we recognize revenue when services are performed based on an agreed‑upon price for the completed services or based upon the hours incurred and agreed‑upon hourly rates. Some of our contracts include provisions that adjust contract revenue for safety, schedule or other performance measures. On cost reimbursable contracts, revenue is recognized as costs are incurred and includes applicable mark‑up earned through the date services are provided. Revenue on fixed-price contracts is recognized under the percentage‑of‑completion method based on cost‑to‑cost input measures. The percentage‑of‑completion method generally results in the recognition of reasonably consistent profit margins over the life of a contract because management has the ability to produce reasonably dependable estimates of contract billings and contract costs. We use the level of profit margin that is most likely to occur on a contract. If the most likely profit margin cannot be precisely determined, the lowest probable level of profit in the range of estimates is used until the results can be estimated more precisely. Our estimate of the total contract costs to be incurred at any particular time has a significant impact on the revenue recognized for the respective period. Changes in job performance, job conditions, estimated profitability, final contract settlements and resolution of claims may result in revisions to contract revenue and cost, and the effects of such revisions are recognized in the period that the revisions are determined. Under percentage‑of‑completion accounting, management must also make key judgments in areas such as the percentage‑of‑completion, estimates of project revenue, costs and margin, estimates of total and remaining project hours and any liquidated damages assessments. Any deviations from estimates could have a significant positive or negative impact on our results of operations. Estimated losses on uncompleted contracts, regardless of whether we account for the contract under the completed contract or percentage-of-completion method, are recognized in the earliest open period in which they first become known. We may incur costs subject to change orders, whether approved or unapproved by the customer, and/or claims related to certain contracts. We determine the probability that such costs will be recovered based upon evidence such as past practices with the customer, specific discussions or preliminary negotiations with the customer or verbal approvals. We treat items as a cost of contract performance in the period incurred and will recognize revenue if it is probable that the contract price will be adjusted and can be reliably estimated. Pre‑contract costs are expensed as incurred. |
Cash and Cash Equivalents | Cash and Cash Equivalents: Cash and cash equivalents include cash on hand and on deposit with initial maturities of three months or less. As of December 31, 2016, $3.2 million of cash and cash equivalents was held outside the U.S. |
Restricted Cash | Restricted Cash: Restricted cash as of December 31, 2016 consisted of $8.1 million that served as collateral for letters of credit and company credit card obligations and $0.7 million held in escrow for certain indemnities as claims. As of December 31, 2015, $0.3 million of restricted cash was held as collateral for letters of credit. |
Accounts Receivable | Accounts Receivable: Accounts receivables are reported net of allowance for doubtful accounts and discounts. The allowance is based on numerous factors including but not limited to (i) current market conditions, (ii) review of specific customer economics and (iii) other estimates based on the judgment of management. Account balances are charged off against the allowance after all reasonable means of collection have been pursued and the potential for recovery is considered remote. We do not generally charge interest on outstanding amounts. |
Inventories | Inventories: Inventories consist primarily of raw materials and are stated at the lower of first‑in, first‑out cost or market, net of applicable reserves. |
Property, Plant and Equipment | Property, Plant and Equipment: Property, plant and equipment are stated at historical cost, less accumulated depreciation. For financial reporting purposes, depreciation is calculated using the straight‑line method over the estimated useful lives. Costs of significant additions, renewals and betterments are capitalized. When an asset is sold or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts and the gain or loss on disposition is reflected in the accompanying consolidated statements of operations. Depreciation expense related to capital equipment used in production is included in cost of revenue. Maintenance and repairs are charged to operations when incurred. |
Long-Lived Assets | Long‑Lived Assets: Long‑lived assets, such as property, plant, and equipment, and purchased intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long‑lived asset be tested for possible impairment, we first compare the undiscounted cash flows expected to be generated by an asset to the carrying value of the asset. If the carrying value of the long‑lived asset is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third‑party independent appraisals, as considered necessary. We group long‑lived assets by legal entity for purposes of recognition and measurement of an impairment loss as this is the lowest level for which cash flows are independent. |
Goodwill and Other Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets: Goodwill and indefinite-lived intangible assets are not amortized to expense, but rather are annually tested for impairment as of October 1 and more frequently if circumstances warrant. Our indefinite-lived intangible assets consist of various trade names used in our businesses. Our testing of goodwill for potential impairment involves the comparison of each reporting unit’s carrying value to its estimated fair value, which is determined using a combination of income and market approaches. Similarly, the testing of our trade names for potential impairment involves the comparison of the carrying value for each trade name to its estimated fair value, which is determined using the relief from royalty method. Impairment write‑downs are charged to results of operations in the period in which the impairment is determined. |
Cost of Revenue | Cost of Revenue: Cost of revenue primarily includes charges for materials, direct labor and related benefits, freight (inbound and outbound), direct supplies and tools, purchasing and receiving costs, inspection costs and internal transfer costs. Cost of revenue for the Mechanical Solutions and Electrical Solutions segments also includes warehousing costs and utilities related to production facilities and, where appropriate, an allocation of overhead. |
Warranty Costs | Warranty Costs: We estimate costs based upon past warranty claims, sales history, the applicable contract terms and the remaining warranty periods. Warranty terms vary by contract but generally provide for a term of four years or less. We manage our exposure to warranty claims by having our field service and quality assurance personnel regularly monitor projects and maintain ongoing and regular communications with our customers. |
Insurance | Insurance. We self‑insure a portion of our risk for health benefits and workers’ compensation. We maintain insurance coverage for other business risks including general liability insurance. We accrue for incurred but not reported claims by utilizing lag studies. |
Shipping and Handling Cost | Shipping and Handling Costs: We account for shipping and handling costs in accordance with Accounting Standards Codification (“ASC”) 605‑45 — Principal Agent Considerations. Amounts billed to customers in sale transactions related to shipping and handling costs are recorded as revenue. Shipping and handling costs incurred are included in cost of revenue in the accompanying consolidated statements of operations. |
Advertising Costs | Advertising Costs: We account for advertising costs in accordance with ASC 720‑35—Advertising Costs. Generally, advertising costs are immaterial and are expensed as incurred and included in selling and marketing expense. |
General and Administrative Expense | General and Administrative Expense: General and administrative expense is primarily comprised of indirect labor and related benefits, legal and professional fees, indirect utilities, office rent, bad debt expense, indirect travel and related expenses. |
Research and Development Expense | Research and Development Expense: Research and development costs are charged to expense in the periods in which they are incurred. Research and development costs of $0.5 million, $0.3 million and $0.4 million for the years ended December 31, 2016, 2015 and 2014, respectively, are included in general and administrative expenses in the accompanying consolidated statements of operations. |
Stock-based Compensation Expense | Stock‑Based Compensation Expense: We measure and recognize stock‑based compensation expense based on estimated fair values of the stock awards on the date of grant. Vesting of stock awards is based on certain service, performance and market conditions or service only conditions over a one to four year period. For all awards with graded vesting other than awards with performance‑based vesting conditions, we record compensation expense for the entire award on a straight‑line basis over the requisite service period, net of estimated forfeitures. For graded‑vesting awards with performance‑based vesting conditions, total compensation expense is recognized over the requisite service period for each separately vesting tranche of the award as if the award is, in substance, multiple awards once performance criteria are set. For market-based awards that cliff vest, total compensation expense is recorded on a straight-line basis over the requisite performance period. We recognize stock‑based compensation expense related to performance-based and market-based awards based upon our determination of the potential likelihood of achievement of the specified performance conditions at each reporting date, net of estimated forfeitures. Stock‑based compensation expense is included in operating expenses in the accompanying consolidated statements of operations. We estimate expected forfeitures of stock‑based awards at the grant date and recognize compensation cost only for those awards expected to vest. We estimate our forfeiture rate based on several factors including historical forfeiture activity, expected future employee turnover, and other qualitative factors. We ultimately adjust this forfeiture assumption to actual forfeitures. |
Foreign Currency | Foreign Currency: The functional currency of each of our foreign subsidiaries is the applicable local currency. Assets and liabilities of the foreign subsidiary are translated to U.S. dollars using the exchange rate in effect at the balance sheet date, and results of operations are translated using an average rate during the period. Translation adjustments are accumulated and reported as a component of accumulated other comprehensive loss. |
Income Taxes | Income Taxes: We account for income taxes using the asset and liability method under which deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. We measure deferred tax assets and liabilities using enacted tax rates expected to be applied to taxable income in the years in which those differences are expected to be recovered or settled. Under ASC 740 Income Taxes (“ASC 740”), the FASB requires companies to assess whether valuation allowances should be established against their deferred tax assets based on the consideration of all available positive and negative evidence, using a “more likely than not” standard. In making such assessments, significant weight is given to evidence that can be objectively verified. A company’s current or previous operating history are given more weight than its future outlook, although we do consider future taxable income projections, ongoing tax planning strategies and the limitation on the use of carryforward losses in determining valuation allowance needs. We establish valuation allowances for our deferred tax assets if, based on the available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. During the ordinary course of business, there are many transactions and calculations for which the ultimate tax determination is uncertain. We recognize the tax benefit from uncertain tax positions only if it is more likely than not to be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. We believe that our benefits and accruals recognized are appropriate for all open audit years based on our assessment of many factors including past experience and interpretation of tax law. This assessment relies on estimates and assumptions and may involve a series of complex judgments about future events. To the extent that the final tax outcome of these matters is determined to be different than the amounts recorded, those differences will impact income tax expense in the period in which the determination is made. |
Derivative Financial Instruments | Derivative Financial Instruments: See Note 8 for discussion of the Company’s policies related to derivative financial instruments. |
Adoption of New Accounting Pronouncements | Adoption of New Accounting Pronouncements: In December 2016, we adopted Accounting Standards Update (“ASU”) 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” ASU 2014-15 requires an entity's management to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the date that the financial statements are available to be issued when applicable). When conditions or events raise substantial doubts about an entity's ability to continue as a going concern, management shall disclose: (i) the principal conditions or events that raise substantial doubt about the entity's ability to continue as a going concern; (ii) management's evaluation of the significance of those conditions or events in relation to the entity's ability to meet its obligations; and (iii) management's plans that are intended to mitigate the conditions or events and whether or not those plans alleviate the substantial doubt about the entity's ability to continue as a going concern. ASU 2014-15 was adopted on a prospective basis and did not have an impact on our financial position, results of operations or cash flows. In the first quarter of 2016, we adopted ASU 2015-16, “Simplifying the Accounting for Measurement-Period Adjustments.” This ASU requires an acquirer in a business combination to recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. Additionally, the effect on earnings of changes in depreciation, amortization or other income effects, if any, as a result of the change to the provisional amounts, must be calculated as if the accounting had been completed at the acquisition date. The adoption of ASU 2015-16 was adopted on a prospective basis and did not have an impact on our financial position, results of operations or cash flows. In the first quarter of 2016, we adopted ASU 2015-15, “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line of Credit Arrangements.” This ASU clarifies the presentation and measurement of debt issuance costs incurred in connection with line of credit arrangements. This guidance allows an entity to defer and present debt issuance costs related to a line of credit arrangement as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line of credit arrangement. The adoption of ASU 2015 15 was adopted on a prospective basis and did not have an impact on our financial position, results of operations or cash flows. In the first quarter of 2016, we adopted ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs.” This ASU changes the presentation of debt issuance costs on the balance sheet by requiring an entity to present debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. ASU 2015-03 was adopted on a prospective basis and did not have an impact on our financial position, results of operations or cash flows. In the first quarter of 2016, we adopted ASU 2015-01 “Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items.” Under this ASU, an entity will no longer be allowed to separately disclose extraordinary items, net of tax, in the income statement after income from continuing operations if an event or transaction is unusual in nature and occurs infrequently. ASU 2015-01 was adopted on a prospective basis did not have an impact on our financial position, results of operations or cash flows. In the first quarter of 2016, we adopted ASU 2014-12, “Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved After the Requisite Service Period.” This ASU requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. The adoption of ASU 2014-12 did not have an impact on the company’s financial position, results of operations or cash flows. Recently Issued Accounting Pronouncements: In May 2017, the FASB issued ASU 2017-09, “Scope of Modification Accounting.” This ASU is intended to clarify when an entity is required to apply modification accounting when there have been changes to the terms or conditions of a share-based payment award. ASU 2017-09 is effective for annual and interim periods beginning after December 15, 2017 and should be applied prospectively to an award modified on or after the adoption date. We do not expect the adoption of ASU 2017-09 to have a material impact on our financial position, results of operations or cash flows. In January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment.” ASU 2017-04 removes the second step of the goodwill impairment test, which requires a hypothetical purchase price allocation. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. ASU 2017-04 is effective for interim and annual reporting periods beginning after December 15, 2019 and will be applied prospectively. We do not expect the adoption of ASU 2017-04 to have a material impact on our financial position, results of operations or cash flows. In January 2017, the FASB issued ASU 2017-01, “Clarifying the Definition of a Business,” which changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities is a business. ASU 2017-01 requires an entity to evaluate if substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set of transferred assets and activities is not a business. ASU 2017-01 is effective for interim and annual reporting periods beginning after December 15, 2017 and should be applied on a prospective basis. We do not expect the adoption of ASU 2017-01 to have a material impact on our financial position, results of operations or cash flows. In November 2016, the FASB issued ASU 2016-18, “Restricted Cash (a consensus of the FASB Emerging Issues Task Force).” ASU 2016-18 requires an entity to include in its cash and cash-equivalent balances in the statement of cash flows those amounts that are deemed to be restricted cash and restricted cash equivalents. ASU 2016-18 is effective for interim and annual reporting periods beginning after December 15, 2017. We do not expect the adoption of ASU 2016-18 to have a material impact on our financial position or results of operations. We are currently evaluating the impact adoption will have on our statement of cash flows. In October 2016, the FASB issued ASU 2016-16 “Intra-Entity Transfers of Assets Other than Inventory.” ASU 2016-16 requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. ASU 2016-16 is effective for interim and annual reporting periods beginning after December 15, 2017 and should be applied on a modified retrospective basis. We do not expect the adoption of ASU 2016-16 to have a material impact on our financial position, results of operations or cash flows. In August 2016, the FASB issued ASU 2016-15, “Classification of Certain Cash Receipts and Cash Payments.” ASU 2016-15 amends the guidance in ASC 230, which often requires judgment to determine the appropriate classification of cash flows as operating, investing or financing activities, and has resulted in diversity in practice in how certain cash receipts and cash payments are classified. ASU 2016-15 is effective for interim and annual reporting periods beginning after December 15, 2017 and should be applied on a retrospective basis. We do not expect the adoption of ASU 2016-15 to have a material impact on our cash flows. In March 2016, the FASB issued ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting.” This ASU is intended to simplify various aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. ASU 2016-09 is effective for annual and interim periods beginning after December 15, 2016 and early adoption is permitted. If early adopted, an entity must adopt all of the amendments during the same period. We are currently evaluating the potential impact of the adoption of ASU 2016-09 on our financial position, results of operations and cash flows. In February 2016, the FASB issued ASU 2016-02, “Leases.” The main difference between the current requirement under GAAP and ASU 2016-02 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases. ASU 2016-02 requires that a lessee recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term (other than leases that meet the definition of a short-term lease). The liability will be equal to the present value of lease payments. The asset will be based on the liability, subject to adjustment, such as for initial direct costs. For income statement purposes, the FASB retained a dual model, requiring leases to be classified as either operating or finance. Operating leases will result in straight-line expense (similar to current operating leases) while finance leases will result in a front-loaded expense pattern (similar to current capital leases). Classification will be based on criteria that are largely similar to those applied in current lease accounting. ASU 2016-02 is effective for annual and interim periods beginning after December 15, 2018 and early adoption is permitted. ASU 2016-02 must be adopted using a modified retrospective transition, and provides for certain practical expedients. We are currently assessing the potential impact of the adoption of ASU 2016-02 on our financial position, results of operations and cash flows. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory.” The new guidance requires an entity to measure inventory, other than that measured using last-in- first out or the retail inventory method, at the lower of cost or net realizable value, which is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. ASU 2015-11 is effective beginning with the Company’s fiscal year 2017 and should be applied prospectively, with earlier application permitted. We have no plans for early adoption. We do not expect the adoption of ASU No. 2015-11 to have a material impact on our financial position, results of operations or cash flows. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers,” which provides new guidance for revenue recognized from contracts with customers, and will replace the existing revenue recognition guidance. ASU No. 2014-09 requires that revenue is recognized at an amount the company is entitled to upon transferring control of goods or services to customers, as opposed to when risks and rewards transfer to a customer. In July 2015, the FASB issued ASU No. 2015-14, “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date,” which deferred the effective date of ASU No. 2014-09 by one year, making it effective for the interim reporting periods within the annual reporting period beginning after December 15, 2017, or January 1, 2018. This standard may be applied retrospectively to all prior periods presented, or retrospectively with a cumulative adjustment to retained earnings in the year of adoption. We anticipate adopting the standard using the modified retrospective method. We have begun initial discussions on significant differences and scoping; however, we have not determined the impact the adoption will have on our consolidated financial statements and related disclosures. The FASB has issued several additional ASUs to provide implementation guidance on ASU No. 2015-14, including ASU No. 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net)” issued in March 2016 and ASU No. 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing” issued in April 2016. We will consider this guidance in evaluating the impact of ASU 2014-09. |
BUSINESS AND ORGANIZATION (Tabl
BUSINESS AND ORGANIZATION (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
BUSINESS AND ORGANIZATION | |
Reporting periods and applicable reports | Reporting Interim Period Fiscal Interim Period 2016 2015 Three Months Ended March 31 January 1, 2016 to April 3, 2016 January 1, 2015 to March 29, 2015 Three Months Ended June 30 April 4, 2016 to July 3, 2016 March 30, 2015 to June 28, 2015 Three Months Ended September 30 July 4, 2016 to October 2, 2016 June 29, 2015 to September 27, 2015 |
ACQUISITION (Tables)
ACQUISITION (Tables) - Siemans eHouse manufacturing operations | 12 Months Ended |
Dec. 31, 2016 | |
Acquisition disclosures | |
Acquisitions completed | Net Assets Primary Form of Business Acquired (in thousands) Date of Closing Acquired Segment Consideration Siemens Energy Packaged Power Solutions February 27, 2015 $ 7,629 Electrical Solutions Cash |
Allocation of consideration paid | (in thousands) Total Current assets $ 3,085 Property, plant and equipment 9,347 Identifiable intangible assets 320 Total assets acquired 12,752 Long-term deferred tax liability (1,955) Net assets acquired 10,797 Bargain purchase gain (3,168) Fair value of net assets acquired $ 7,629 |
ASSETS HELD FOR SALE AND DISP33
ASSETS HELD FOR SALE AND DISPOSITION (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Hetsco Inc. | Held for sale | |
Schedule of Assets Held for Sale | (In thousands) December 31, 2016 Accounts receivable $ 4,739 Other assets 642 Property and equipment 1,230 Goodwill and other intangible assets 16,221 Assets held for sale $ 22,832 Accounts payable $ 355 Accrued liabilities 796 Liabilities related to assets held for sale $ 1,151 |
Income (loss) before income taxes | Year Ended December 31, (In thousands) 2016 2015 2014 Income (loss) before income taxes $ (7,713) $ (5,374) $ 814 |
TOG Holdings Inc | Disposed of by sale | |
Income (loss) before income taxes | Year Ended December 31, (in thousands) 2016 2015 2014 Income (loss) before income taxes $ (176) $ (4,732) $ 370 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
PROPERTY, PLANT AND EQUIPMENT | |
Schedule of property, plant and equipment balances, by significant asset category | Estimated December 31, ($ in thousands) Useful Lives 2016 2015 Land — $ 418 $ 3,122 Buildings and improvements 5 - 39 years 6,805 20,135 Machinery and equipment 3 - 12 years 15,986 21,371 Furniture and fixtures 2 - 10 years 14,469 14,136 Construction-in-progress — 756 3,521 38,434 62,285 Less accumulated depreciation (25,838) (28,463) Property, plant and equipment, net $ 12,596 $ 33,822 |
GOODWILL AND OTHER INTANGIBLE35
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
GOODWILL AND OTHER INTANGIBLE ASSETS | |
Changes in goodwill allocated to reportable segments | Mechanical Electrical Solutions Solutions Services (in thousands) Segment Segment Segment Total Balance as of January 1, 2015 $ 26,016 $ 13,501 $ 48,396 $ 87,913 Impairment (23,284) (13,501) (809) (37,594) Balance as of December 31, 2015 2,732 — 47,587 50,319 Sale of business (1,676) — — (1,676) Goodwill reclassified to assets held for sale — — (12,187) (12,187) Balance as of December 31, 2016 $ 1,056 $ — $ 35,400 $ 36,456 |
Schedule of other intangible assets | December 31, 2016 December 31, 2015 Weighed Gross Gross Average Carrying Accumulated Carrying Accumulated ($ in thousands) life Amount Amortization Net Amount Amortization Net Customer relationships 8.5 years $ 19,600 $ (9,610) $ 9,990 $ 38,500 $ (14,963) $ 23,537 Non-compete agreements 5 years 1,716 (1,405) 311 3,016 (1,755) 1,261 Backlog 1.1 years 320 (320) — 320 (145) 175 Trade names Indefinite 14,500 — 14,500 19,030 — 19,030 Total $ 36,136 $ (11,335) $ 24,801 $ 60,866 $ (16,863) $ 44,003 |
Schedule of other intangible assets | December 31, 2016 December 31, 2015 Weighed Gross Gross Average Carrying Accumulated Carrying Accumulated ($ in thousands) life Amount Amortization Net Amount Amortization Net Customer relationships 8.5 years $ 19,600 $ (9,610) $ 9,990 $ 38,500 $ (14,963) $ 23,537 Non-compete agreements 5 years 1,716 (1,405) 311 3,016 (1,755) 1,261 Backlog 1.1 years 320 (320) — 320 (145) 175 Trade names Indefinite 14,500 — 14,500 19,030 — 19,030 Total $ 36,136 $ (11,335) $ 24,801 $ 60,866 $ (16,863) $ 44,003 |
Schedule of estimated future aggregate amortization expense of intangible assets | December 31, (in thousands) 2017 $ 2,593 2018 2,411 2019 2,346 2020 1,998 2021 953 Thereafter — Total $ 10,301 |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
FINANCIAL INSTRUMENTS | |
Schedule of impact of derivatives on the consolidated balance sheets | As of December 31, 2016 ($ in thousands) Balance Sheet Location Fair Value Foreign exchange contracts Other current assets $ 748 |
Schedule of impact of derivatives on the consolidated statements of operations | Year Ended December 31, (in thousands) Location 2016 2015 2014 Foreign exchange contracts designated as hedging instruments Other (income) expense, net $ (11) $ (117) $ 375 Foreign exchange contracts not designated as hedging instruments Other (income) expense, net $ — $ 511 $ 962 |
Schedule of derivative liabilities measured at fair value | Fair Value Measurements at Reporting Date Using (in thousands) Total Fair Value Liabilities at December 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Foreign exchange contracts $ 748 $ — $ 748 $ — Total $ 748 $ — $ 748 $ — |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
INCOME TAXES | |
Income (loss) before income taxes | Year Ended December 31, (in thousands) 2016 2015 2014 Domestic $ (46,902) $ (85,905) $ (11,690) Foreign 4,991 230 6,117 (Loss) income from continuing operations (41,911) (85,675) (5,573) Income from discontinued operations — — 6 (Loss) income before income tax $ (41,911) $ (85,675) $ (5,567) |
Summary of income tax expense (benefit) | Year Ended December 31, (in thousands) 2016 2015 2014 Current: Federal $ — $ — $ — State 33 54 (391) Foreign 1,153 1,670 2,377 Total current 1,186 1,724 1,986 Deferred: Federal 904 (6,808) 37,567 State 110 (636) 2,681 Foreign (498) (1,226) (566) Total deferred 516 (8,670) 39,682 Income tax expense (benefit) $ 1,702 $ (6,946) $ 41,668 |
Income tax expense (benefit) allocated between continuing operations and discontinued operations | Year Ended December 31, (in thousands) 2016 2015 2014 Continuing operations $ 1,702 $ (6,946) $ 41,661 Discontinued operations — — 7 Income tax expense (benefit) 1,702 (6,946) 41,668 |
Schedule of effective income tax rate for continuing operations | Year Ended December 31, 2016 2015 2014 (in thousands) Amount Percent Amount Percent Amount Percent Tax expense (benefit) computed at the maximum U.S. statutory rate $ (14,669) % $ (29,986) % $ (1,951) % Difference resulting from state income taxes, net of federal income tax benefits (1,623) % (2,987) % (759) % Foreign tax rate differences (463) % 162 % (599) % Non-deductible business disposition costs 515 % — — — — Non-deductible expenses, other 282 % (605) % 567 % Goodwill impairment — — 1,882 % — — Deemed foreign dividends 1,097 % 1,725 % — — Change in net operating loss carryforward 2 — 75 % (655) % Change in valuation allowance 17,415 % 21,898 % 44,900 % Change in accrual for uncertain tax positions (651) % (106) % 361 % Change in foreign tax credits (568) % (754) % 257 % Change in unremitted foreign earnings 326 % 2,299 % — % Other, net 39 % (549) % (460) % Total tax expense (benefit) $ 1,702 % $ (6,946) % $ 41,661 % |
Components of deferred income taxes | December 31, (in thousands) 2016 2015 Assets: Cost in excess of identifiable net assets of business acquired $ 6,313 $ 5,416 Reserves and other accruals 7,953 6,945 Tax credit carryforwards 11,926 12,079 Accrued compensation and benefits 3,796 4,297 State net operating loss carryforwards 6,147 5,087 Federal net operating loss carryforwards 51,448 40,705 Gain/loss on assets held for sale 3,150 — Other 269 985 91,002 75,514 Liabilities: Undistributed foreign earnings (2,624) (2,299) Indefinite life intangibles (17,321) (15,940) Property and equipment (43) (2,611) Net deferred tax assets 71,014 54,664 Valuation allowance for net deferred tax assets (86,513) (69,646) Net deferred tax liability after valuation allowance $ (15,499) $ (14,982) |
Reconciliation of unrecognized tax benefits | Year Ended December 31, (in thousands) 2016 2015 2014 Unrecognized tax benefits at January 1 $ 4,515 $ 4,631 $ 4,673 Change in unrecognized tax benefits taken during a prior period — — — Change in unrecognized tax benefits during the current period 245 38 134 Decreases in unrecognized tax benefits from settlements with taxing authorities — — — Reductions to unrecognized tax benefits from lapse of statutes of limitations (610) (154) (176) Unrecognized tax benefits at December 31 $ 4,150 $ 4,515 $ 4,631 |
Presentation of open tax years by jurisdiction | Tax Jurisdiction Examination in Progress Open Tax Years for Examination United States None 2006 to Present Mexico None 2011 to Present China None 2008 to Present The Netherlands None 2013 to Present |
UNCOMPLETED CONTRACTS (Tables)
UNCOMPLETED CONTRACTS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
UNCOMPLETED CONTRACTS | |
Costs, earnings and billings related to uncompleted contracts | December 31, (in thousands) 2016 2015 Costs incurred on uncompleted contracts $ 239,888 $ 462,886 Earnings recognized on uncompleted contracts 26,354 55,985 Total 266,242 518,871 Less—billings to date (220,300) (483,478) Net $ 45,942 $ 35,393 Costs and estimated earnings in excess of billings $ 52,696 $ 45,491 Billings in excess of costs and estimated earnings (6,754) (10,098) Net $ 45,942 $ 35,393 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
EARNINGS PER SHARE | |
Schedule of calculation of basic and diluted earnings per common share | Year Ended December 31, (in thousands, except per share data) 2016 2015 2014 Net loss (basic and diluted): Loss from continuing operations $ (43,613) $ (78,729) $ (47,234) Loss from discontinued operations — — (1) Net loss available to common shareholders $ (43,613) $ (78,729) $ (47,235) Basic loss per common share: Weighted Average Common Shares Outstanding 17,348,286 17,151,810 17,005,589 Basic loss per common share from continuing operations $ (2.51) $ (4.59) $ (2.78) Basic loss per common share from discontinued operations — — — Basic loss per common share $ (2.51) $ (4.59) $ (2.78) Diluted loss per common share: Weighted Average Common Shares Outstanding 17,348,286 17,151,810 17,005,589 Effect of Dilutive Securities: Unvested portion of restricted stock awards — — — Warrants to purchase common stock — — — Weighted Average Common Shares Outstanding Assuming Dilution 17,348,286 17,151,810 17,005,589 Diluted loss per common share from continuing operations $ (2.51) $ (4.59) $ (2.78) Diluted loss per common share from discontinued operations — — — Diluted loss per common share $ (2.51) $ (4.59) $ (2.78) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Year Ended December 31, 2016 2015 2014 Unvested service-based restricted stock awards 108,784 497,371 185,412 Unvested performance and market based restricted stock awards 931,253 189,429 271,717 Stock options 122,000 122,000 — |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Schedule of stock option activity | Weighted-Average Weighted-Average Options Exercise Price Remaining Contract Term Outstanding at December 31, 2015 122,000 $ 13.85 Granted — — Exercised — — Forfeited — — Outstanding at December 31, 2016 122,000 $ 13.85 3.625 years Exercisable at December 31, 2016 122,000 $ 13.85 3.625 years |
Schedule of assumptions used for options | December 31, 2015 Expected life 2.7 years Volatility % Dividend yield % Risk-free interest rate % |
Service vesting | |
Summary of unvested restricted stock award activity | Weighted-Average Grant Date Shares Fair Value per Share Unvested restricted stock at December 31, 2015 610,756 $ 9.33 Granted 105,000 1.68 Converted to service-based 56,999 4.18 Vested (358,079) 7.79 Forfeited (95,954) 8.59 Unvested restricted stock at December 31, 2016 318,722 $ 6.48 |
Performance vesting | |
Summary of unvested restricted stock award activity | Weighted-Average Grant Date Shares Fair Value per Share Unvested restricted stock at December 31, 2015 98,605 $ 17.75 Granted — — Converted to service-based (28,513) 4.18 Vested — — Forfeited (49,598) 18.86 Unvested restricted stock at December 31, 2016 20,494 $ 19.82 |
Market-based vesting | |
Summary of unvested restricted stock award activity | Weighted-Average Grant Date Shares Fair Value per Share Unvested restricted stock at December 31, 2015 90,824 $ 20.43 Granted 926,200 2.91 Vested — — Converted to service-based (28,486) 4.18 Forfeited (65,779) 15.92 Unvested restricted stock at December 31, 2016 922,759 $ 3.34 |
Assumptions used to estimate the fair value of market-based restricted stock awards granted | Expected term (years) Expected volatility % Expected dividend yield % Risk-free interest rate % Weighted-average grant date fair value $ 2.91 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
EMPLOYEE BENEFIT PLANS | |
Summary of plan information relating to participation in multiemployer pension plans | Expiration Pension Date of Protection Act Rehab Plan status ($ in thousands) Collective EIN/Pension Zone Status Pending/ Contributions by Global Power Surcharge Bargaining Pension Fund Plan Number 2016 2015 2014 Implemented 2016 2015 2014 Imposed Agreement Notes AFL-AGC Building Trades Pension Fund 63-6055108 001 Green Green Green Varies through 07/31/20 2 Asbestos Workers Local No. 55 Pension Fund 63-0474674 001 0 Green Endangered Varies through 07/31/20 2 Boilermaker-Blacksmith National Pension Trust 48-6168020 001 Endangered Endangered Endangered FIP 09/16/2010 Multiple Agreements 1, 5 Bricklayers and Allied Craftworkers Local #2 Albany, NY Pension Fund 14-6075802 001 Green Green Green 08/17/16 - Automatic Renewal 1 Carpenters Pension Trust Fund - Detroit & Vicinity 38-6242188 001 Critical Critical Critical Rehab Plan 09/27/08 11 Central New York Laborers Pension Fund 15-6016579 001 Critical Critical Critical Rehab Plan 11/05/10 08/17/16 - Automatic Renewal 1 Central New York Painters & Allied Trades Pension Fund 51-6079700 001 Critical Critical Critical Rehab Plan 10/03/08 08/17/16 - Automatic Renewal 1 Central Pension Fund of the IUOE and Participating Employers 36-6052390 001 Green Green Green Multiple Agreements 5 Central States, Southeast, and Southwest Pension Fund 36-6044243 001 Critical & Declining Critical & Declining Critical Rehab Plan 03/25/08 Multiple Agreements 5 Chicago Painters & Decorators Pension Fund 51-6030238 001 Green Green Green 10/02/16 - Automatic Renewal 7 Empire State Carpenters Pension Plan 11-1991772 001 Green Green Green 08/17/16 - Automatic Renewal 1 Excavators Union Local 731 Pension Fund 13-1809825 001 Green Green Green 06/30/16 10 IBEW Local 1579 Pension Plan 58-1254974 001 Green Green Green Varies through 07/31/20 2 IBEW Local 43 & Electrical Contractors Pension 16-6153389 001 Green Endangered Endangered FIP 05/24/12 08/17/16 - Automatic Renewal 1 IBEW Local Union No. 1392 Pension Fund 35-6244875 001 Green Green Green 6 Insulators Local No. 96 Pension Plan 58-6110889 002 Endangered Endangered Endangered FIP 01/01/11 Varies through 07/31/20 2 Iron Workers District Council of Tennessee Valley & Vicinity Pension Plan 62-6098036 001 0 Green Green 11/30/16 - Automatic Renewal 3 Iron Workers Local No. 16 Pension Fund 52-6148924 001 Critical & Declining Critical & Declining Critical Rehab Plan 03/2012 10/02/16 - Automatic Renewal 9 Expiration Pension Date of Protection Act Rehab Plan status ($ in thousands) Collective EIN/Pension Zone Status Pending/ Contributions by Global Power Surcharge Bargaining Pension Fund Plan Number 2016 2015 2014 Implemented 2016 2015 2014 Imposed Agreement Notes IUPAT Industry Pension Plan 52-6073909 001 Endangered Endangered Endangered FIP 04/02/09 Multiple Agreements 5 Laborers National Pension Fund 75-1280827 001 Green Green Green Multiple Agreements 5 Local 73 Retirement Fund 15-6016577 001 Critical Critical Critical Rehab Plan 10/12/10 08/17/16 - Automatic Renewal 1 National Asbestos Workers Pension Plan 52-6038497 001 Critical Critical Critical Rehab Plan 09/30/10 Multiple Agreements 5 National Electrical Benefits Fund 53-0181657 001 Green Green Green Multiple Agreements 5 New York State Teamsters Conference Pension & Retirement Fund 16-6063585 074 Critical & Declining Critical Critical Rehab Plan 05/06/10 08/17/16 - Automatic Renewal 1 Northwest Sheet Metal Workers Pension Trust 91-6061344 001 Green Green Green 11/01/16 - Automatic Renewal 4 Plumbers & Pipefitters National Pension Fund 52-6152779 001 Endangered Endangered Endangered FIP 04/2010 Multiple Agreements 5 Plumbers & Steamfitters Local No. 150 Pension Fund 58-6116699 001 Green Green Endangered Varies through 07/31/20 2 Plumbers & Steamfitters Local Union No. 43 Pension Fund 62-6101288 001 Green Green Green 11/30/16 - Automatic Renewal 3 Sheet Metal Workers Local No. 177 Pension Fund 62-6093256 001 Green Green Green 11/30/16 - Automatic Renewal 3 Sheet Metal Workers' National Pension Fund 52-6112463 001 Endangered Endangered Endangered FIP 03/01/14 Multiple Agreements 5 Southern Ironworkers Pension Plan 59-6227091 001 Green Green Green Varies through 07/31/20 2 Tri-State Carpenters & Joiners Pension Trust Fund 62-0976048 001 Endangered Endangered Critical Rehab Plan 2011 11/30/16 - Automatic Renewal 3 Pipe Trades Services of MN Pension Plan 41-6131800 001 Green Green Green 08/01/16 - Automatic Renewal 8 Upstate New York Engineers Benefit Funds 15-0614642 001 Critical Critical Critical Rehab Plan 06/07/10 08/17/16 - Automatic Renewal 1 Washington State Plumbing & Pipefitting Industry Pension Plan 91-6029141 001 Green Green Green 11/01/16 - Automatic Renewal 4 Washington-Idaho Laborers-Employers Pension Trust 91-6123988 001 Green Green Green 11/01/16 - Automatic Renewal 4 Washington-Idaho-Montana Carpenters-Employers Retirement Fund 91-6123987 001 Endangered Endangered Endangered FIP 03/05/12 11/01/16 - Automatic Renewal 4 Western States Insulators and Allied Workers Pension 51-0155190 001 Green Green Green 11/01/16 - Automatic Renewal 4 All Others (1) We were listed in the multiemployer plan’s Form 5500 as providing more than 5% of total contributions for the plan year ended in 2015. (2) Defined Benefit Plans for Unions employed through the Southern Company Power House Maintenance Agreement. The Southern Company PHMA expires July 31, 2020. The individual Union CBA range from 1 to 3 years in duration. (3) Defined Benefit Plans for Unions employed through the TVA PMMA and Other Agreements. The TVA Labor Agreements are annual agreements that automatically renew each year. (4) Defined Benefit Plans for Unions employed through the GPPMA agreement for Columbia Generating Station. The GPPMA Agreements are annual agreements that automatically renew each year. (5) Regional and National Defined Benefit Funds for multiple unions employed under different labor agreements. (6) IBEW Local 1392 Pension is listed because Koontz-Wagner is responsible for more than 5.00% of the Funds payments. WPS / WSS do not employ members of Local 1392. (7) The reduction in Pension contributions for the Chicago Painters & Decorators Pension is a result of the loss of the Exelon Nuclear contract that included the Braidwood and Dresden Nuclear Plants. (8) Defined Benefit Plan for Union employed at Monticello Nuclear Plant through the Excel Contract. (9) Defined Benefit Plan for Union employed under GPPMA agreement at Peach Bottom Nuclear Plant. (10) Defined Benefit Plan for Union employed at Con Ed sites. (11) Defined Benefit Plan for Individual working outside of plan jurisdiction. (12) We did not pay a surcharge for any fund last year that was in Critical Status and had not negotiated a preferred schedule. We do pay a surcharge/assessment on some funds under the CBA preferred schedule. |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
COMMITMENTS AND CONTINGENCIES. | |
Reconciliation of the changes to warranty reserve | Year Ended December 31, (in thousands) 2016 2015 Balance at the beginning of the period $ 8,050 $ 6,487 Provision for the period 2,445 8,972 Settlements made (in cash or in kind) for the period (4,689) (7,409) Balance at the end of the period $ 5,806 $ 8,050 |
Schedule of future minimum annual lease payments | (in thousands) December 31, 2017 $ 4,297 2018 3,864 2019 3,626 2020 3,092 2021 2,798 Thereafter 9,116 Total $ 26,793 |
MAJOR CUSTOMERS AND CONCENTRA43
MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounts receivable | Credit Concentration Risk | |
Major customers and concentration of credit risk | |
Schedule of customers as a percentage of consolidated amounts | December 31, Customer 2016 2015 Siemens Energy, Inc. General Electric Company Southern Nuclear Operating Company * *Less than 10% |
Revenue. | Customer Concentration Risk | |
Major customers and concentration of credit risk | |
Schedule of customers as a percentage of consolidated amounts | Year Ended December 31, Customer 2016 2015 2014 Southern Nuclear Operating Company * Tennessee Valley Authority General Electric Company Siemens Energy, Inc. All others Total *Less than 10% |
OTHER SUPPLEMENTAL INFORMATION
OTHER SUPPLEMENTAL INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
OTHER SUPPLEMENTAL INFORMATION | |
Schedule of other current liabilities | December 31, (in thousands) 2016 2015 Accrued workers compensation $ 1,505 $ 1,911 Accrued taxes 2,013 1,486 Accrued fabricator and other job cost 16,114 11,230 Accrued liquidated damages 4,400 6,574 Contract loss provision 5,336 834 Accrued legal and professional fees 1,456 992 Accrued interest expense 1,045 576 Derivative liabilities 748 — Other accrued expenses 1,298 5,002 Total $ 33,915 $ 28,605 |
Schedule of other long-term liabilities | December 31, (in thousands) 2016 2015 Uncertain tax liabilities $ 4,047 $ 4,948 Deferred gain on sale-leaseback 1,795 — Other 1,684 1,132 Total $ 7,526 $ 6,080 |
Schedule of restructuring and related costs | (in thousands) Subleasing Facility Employee & Other Costs December 31, 2015 $ — $ — New charges 872 244 Cash payments (202) (244) December 31, 2016 $ 670 $ — |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Reconciliation of Revenue from Segments to Consolidated | Year Ended December 31, (in thousands) 2016 2015 2014 Mechanical Solutions - 3rd Party $ 112,022 $ 122,593 $ 145,910 Mechanical Solutions- Intersegment — 1,117 3,561 Mechanical Solutions - Total 112,022 123,710 149,471 Electrical Solutions - 3rd Party 75,559 93,057 77,280 Electrical Solutions- Intersegment — — — Electrical Solutions - Total 75,559 93,057 77,280 Services - 3rd Party 231,007 373,353 315,863 Services - Intersegment — — 1,545 Services - Total 231,007 373,353 317,408 Intersegment Revenue Eliminations — (1,117) (5,106) Consolidated $ 418,588 $ 589,003 $ 539,053 |
Reconciliation of Depreciation and Amortization to Consolidated | Year Ended December 31, (in thousands) 2016 2015 2014 Mechanical Solutions $ 2,313 $ 3,002 $ 2,829 Electrical Solutions 4,234 4,051 3,228 Services 1,925 3,158 3,148 Corporate 945 861 730 Consolidated $ 9,417 $ 11,072 $ 9,935 |
Reconciliation of Operating Income (Loss) from Segments to Consolidated | Year Ended December 31, (in thousands) 2016 2015 2014 Mechanical Solutions $ 2,230 $ (32,997) $ 5,116 Electrical Solutions (8,739) (27,542) (3,623) Services 3 12,217 16,080 Corporate (27,209) (33,871) (21,357) Consolidated operating loss (33,715) (82,193) (3,784) Consolidated interest expense, net 8,398 4,484 1,820 Consolidated foreign currency gain (217) (1,014) (65) Consolidated other expense, net 15 12 34 Consolidated loss from continuing operations before income tax $ (41,911) $ (85,675) $ (5,573) |
Reconciliation of Assets from Segment to Consolidated | December 31, (in thousands) 2016 2015 Mechanical Solutions $ 67,360 $ 89,545 Electrical Solutions 38,435 68,747 Services 111,792 122,640 Corporate 15,255 20,098 Total consolidated assets $ 232,842 $ 301,030 (1) While corporate headquarters assets are not allocated to our reportable segments, the related depreciation expense is included in our allocation of selling, general and administrative expenses to our reportable segments. |
Mechanical Solutions | |
Revenue By Geographical Region | Year Ended December 31, 2016 2015 2014 Revenue Product Revenue Product Revenue Product (in thousands) Recognized In Shipped To Recognized In Shipped To Recognized In Shipped To United States $ 44,247 $ 37,749 $ 93,895 $ 47,482 $ 102,956 $ 59,425 Canada — 93 — 3,362 — 3,239 Europe 65,454 3,026 27,789 3,716 39,624 12,683 Mexico 2,321 5,091 895 3,151 — 675 Asia — 19,105 14 25,422 3,330 17,109 Middle East — 39,619 — 32,510 — 35,333 South America — 5,431 — 498 — 3,404 Other — 1,908 — 6,452 — 14,042 Total $ 112,022 $ 112,022 $ 122,593 $ 122,593 $ 145,910 $ 145,910 |
Electrical Solutions | |
Revenue By Geographical Region | Year Ended December 31, 2016 2015 2014 Revenue Product Revenue Product Revenue Product (in thousands) Recognized In Shipped To Recognized In Shipped To Recognized In Shipped To United States $ 75,559 74,763 93,057 79,164 77,280 70,847 Canada — 281 — 3,834 — 1,089 Europe — — — — — — Mexico — 492 — 3,550 — 1,000 Asia — 10 — 1,776 — 156 Middle East — — — 2,997 — 3,136 South America — 13 — 1,483 — 256 Other — — — 253 — 796 Total $ 75,559 $ 75,559 $ 93,057 $ 93,057 $ 77,280 $ 77,280 |
Services | |
Revenue By Geographical Region | Year Ended December 31, 2016 2015 2014 Revenue Service Revenue Service Revenue Service (in thousands) Recognized In Provided In Recognized In Provided In Recognized In Provided In United States $ 231,007 $ 222,890 $ 373,353 $ 371,365 $ 315,863 $ 313,967 Canada — — — 400 — 339 Mexico — — — 252 — — Asia — 3,983 — 575 — 247 Middle East — — — 39 — 186 South America — 4,134 — 687 — 170 Other — — — 35 — 954 Total $ 231,007 $ 231,007 $ 373,353 $ 373,353 315,863 $ 315,863 |
SELECTED QUARTERLY FINANCIAL 46
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | |
Summary of the quarterly operating results | (in thousands, except per share data) First Second Third Fourth 2016 Year Ended December 31, 2016 Quarter Quarter Quarter Quarter Total Total revenue $ 122,722 $ 106,787 $ 85,444 $ 103,635 $ 418,588 Gross profit 14,811 9,286 12,937 11,955 48,989 Loss from continuing operations (9,785) (20,112) (6,730) (6,986) (43,613) Loss per common share from continuing operations: Basic $ (0.57) $ (1.16) $ (0.39) $ (0.40) $ (2.51) Diluted $ (0.57) $ (1.16) $ (0.39) $ (0.40) $ (2.51) (in thousands, except per share data) First Second Third Fourth 2015 Year Ended December 31, 2015 Quarter Quarter Quarter Quarter Total Total revenue $ 146,141 $ 174,276 $ 124,162 $ 144,424 $ 589,003 Gross profit 10,772 17,948 14,932 8,945 52,597 Loss from continuing operations (5,034) (3,898) (51,805) (17,992) (78,729) Loss per common share from continuing operations: Basic $ (0.29) $ (0.23) $ (3.02) $ (1.05) $ (4.59) Diluted $ (0.29) $ (0.23) $ (3.02) $ (1.05) $ (4.59) |
BUSINESS AND ORGANIZATION (Deta
BUSINESS AND ORGANIZATION (Details) - segment | 1 Months Ended | 12 Months Ended |
Jan. 31, 2015 | Dec. 31, 2016 | |
BUSINESS AND ORGANIZATION | ||
Number of reportable segments | 2 | 3 |
LIQUIDITY (Details)
LIQUIDITY (Details) - Centre Lane Term Facility - Subsequent Event - USD ($) $ in Millions | 1 Months Ended | ||
Jun. 30, 2017 | Aug. 17, 2017 | Jun. 16, 2017 | |
Term loan, term | 4 years 6 months | ||
Term loan, net Proceeds from borrowing | $ 15.3 | ||
Long-term Debt, Gross | $ 45 | ||
First Out Term Loan | |||
Long-term Debt, Gross | $ 10 |
SUMMARY OF SIGNIFICANT ACCOUN49
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Revenue threshold | item | 175,000 | |||
Cash and cash equivalents deposited with financial institutions | $ 2,805 | $ 22,239 | $ 8,916 | $ 13,939 |
Restricted Cash | ||||
Restricted cash | 8,765 | 321 | ||
General and administrative expenses | ||||
Research and development costs | $ 500 | $ 300 | $ 400 | |
Minimum | ||||
Vesting period | 1 year | |||
Maximum | ||||
Product warranty term | 4 years | |||
Vesting period | 4 years | |||
Collateral For Letter Of Credit | ||||
Restricted Cash | ||||
Restricted cash | $ 8,100 | |||
Escrow Deposit For Indemnities Claim | ||||
Restricted Cash | ||||
Restricted cash | 700 | |||
Non-U.S. entities | ||||
Cash and cash equivalents deposited with financial institutions | $ 3,200 |
ACQUISITION (Details)
ACQUISITION (Details) - USD ($) $ in Thousands | Feb. 27, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Allocation of consideration paid for acquisition | ||||
Bargain purchase gain | $ 3,168 | |||
Amortization expense | $ 4,400 | 5,800 | $ 5,600 | |
Siemans eHouse manufacturing operations | ||||
Allocation of consideration paid for acquisition | ||||
Current assets | $ 3,085 | |||
Property, plant and equipment | 9,347 | |||
Total assets acquired | 12,752 | |||
Long-term deferred tax liability | (1,955) | |||
Net assets acquired | 10,797 | |||
Bargain purchase gain | 3,168 | |||
Aggregate acquisition price | 7,629 | |||
Transaction, due diligence and Integration costs | 400 | |||
Siemans eHouse manufacturing operations | Backlog | ||||
Allocation of consideration paid for acquisition | ||||
Identifiable intangible assets | $ 320 | |||
Useful Life | 2 years | |||
Amortization expense | $ 200 | $ 100 |
ASSETS HELD FOR SALE AND DISP51
ASSETS HELD FOR SALE AND DISPOSITION (Details) - USD ($) $ in Thousands | Jan. 13, 2017 | Dec. 22, 2016 | Jul. 29, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Assets and liabilities | ||||||
Assets held for sale | $ 22,832 | |||||
Liabilities related to assets held for sale | 1,151 | |||||
Income (loss) before income taxes | ||||||
Income (loss) before income taxes | (41,911) | $ (85,675) | $ (5,573) | |||
Proceeds from sale of business | 4,847 | |||||
Repayment of debt | $ 12,200 | 141,076 | 33,000 | 77,000 | ||
Mechanical Solutions | TOG Holdings Inc | Disposed of by sale | ||||||
Income (loss) before income taxes | ||||||
Income (loss) before income taxes | $ (176) | (4,732) | 370 | |||
Proceeds from sale of business | $ 6,000 | |||||
Escrow deposit | 800 | |||||
Selling expense | 400 | |||||
Threshold for release of funds held in escrow (in months) | 18 months | |||||
Repayment of debt | $ 4,800 | |||||
Mechanical Solutions | TOG Holdings Inc | Disposed of by sale | General and administrative expenses | ||||||
Income (loss) before income taxes | ||||||
Gain (loss) on disposition of business | $ (500) | |||||
Services | Hetsco Inc. | Held for sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Disposal group, not discontinued operation, loss (gain) on write-down | 8,300 | |||||
Assets and liabilities | ||||||
Accounts receivable | 4,739 | |||||
Other assets | 642 | |||||
Property and equipment | 1,230 | |||||
Goodwill and other intangible assets | 16,221 | |||||
Assets held for sale | 22,832 | |||||
Accounts payable | 355 | |||||
Accrued liabilities | 796 | |||||
Liabilities related to assets held for sale | 1,151 | |||||
Income (loss) before income taxes | ||||||
Income (loss) before income taxes | $ (7,713) | $ (5,374) | $ 814 | |||
Subsequent Event | Services | Hetsco Inc. | Disposed of by sale | ||||||
Income (loss) before income taxes | ||||||
Proceeds from sale of business | $ 23,200 | |||||
Escrow deposit | 1,500 | |||||
Repayment of debt | $ 20,200 |
PROPERTY, PLANT AND EQUIPMENT52
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment | ||
Property, plant and equipment, gross | $ 38,434 | $ 62,285 |
Less accumulated depreciation | (25,838) | (28,463) |
Property, plant and equipment, net | 12,596 | 33,822 |
Land | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 418 | 3,122 |
Buildings and improvements | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | $ 6,805 | 20,135 |
Buildings and improvements | Minimum | ||
Property, Plant and Equipment | ||
Estimated Useful Lives | 5 years | |
Buildings and improvements | Maximum | ||
Property, Plant and Equipment | ||
Estimated Useful Lives | 39 years | |
Machinery and equipment | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | $ 15,986 | 21,371 |
Machinery and equipment | Minimum | ||
Property, Plant and Equipment | ||
Estimated Useful Lives | 3 years | |
Machinery and equipment | Maximum | ||
Property, Plant and Equipment | ||
Estimated Useful Lives | 12 years | |
Furniture and fixtures | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | $ 14,469 | 14,136 |
Furniture and fixtures | Minimum | ||
Property, Plant and Equipment | ||
Estimated Useful Lives | 2 years | |
Furniture and fixtures | Maximum | ||
Property, Plant and Equipment | ||
Estimated Useful Lives | 10 years | |
Construction-in-Progress | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | $ 756 | $ 3,521 |
PROPERTY, PLANT AND EQUIPMENT D
PROPERTY, PLANT AND EQUIPMENT Depreciation and Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
PROPERTY, PLANT AND EQUIPMENT | |||
Depreciation expense | $ 5,000 | $ 5,300 | $ 4,300 |
Impairment charges | $ 0 | $ 600 |
GOODWILL AND OTHER INTANGIBLE54
GOODWILL AND OTHER INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Changes in goodwill allocated to reportable segments | |||
Goodwill, Beginning Balance | $ 50,319 | $ 87,913 | |
Impairment | 0 | (37,594) | $ 0 |
Sale of business | 1,676 | ||
Goodwill reclassified to assets held for sale | (12,187) | ||
Goodwill, Ending Balance | 36,456 | 50,319 | 87,913 |
Mechanical Solutions | |||
Changes in goodwill allocated to reportable segments | |||
Goodwill, Beginning Balance | 2,732 | 26,016 | |
Impairment | (23,284) | ||
Sale of business | 1,676 | ||
Goodwill, Ending Balance | 1,056 | 2,732 | 26,016 |
Electrical Solutions | |||
Changes in goodwill allocated to reportable segments | |||
Goodwill, Beginning Balance | 13,501 | ||
Impairment | (13,501) | ||
Goodwill, Ending Balance | 13,501 | ||
Services | |||
Changes in goodwill allocated to reportable segments | |||
Goodwill, Beginning Balance | 47,587 | 48,396 | |
Impairment | (809) | ||
Goodwill reclassified to assets held for sale | (12,187) | ||
Goodwill, Ending Balance | $ 35,400 | $ 47,587 | $ 48,396 |
GOODWILL AND OTHER INTANGIBLE55
GOODWILL AND OTHER INTANGIBLE ASSETS Other (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ (11,335) | $ (16,863) |
Total finite lived | 10,301 | |
Total | 24,801 | 44,003 |
Gross Carrying Amount Including Indefinite Lived | 36,136 | 60,866 |
Trade names | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Indefinite lived intangible assets | 14,500 | 19,030 |
Customer relationships | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross Carrying Amount | 19,600 | 38,500 |
Accumulated Amortization | (9,610) | (14,963) |
Total finite lived | $ 9,990 | 23,537 |
Customer relationships | Weighted Average | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Weighted Average life | 8 years 6 months | |
Non-compete agreements | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross Carrying Amount | $ 1,716 | 3,016 |
Accumulated Amortization | (1,405) | (1,755) |
Total finite lived | $ 311 | 1,261 |
Non-compete agreements | Weighted Average | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Weighted Average life | 5 years | |
Backlog | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross Carrying Amount | $ 320 | 320 |
Accumulated Amortization | $ (320) | (145) |
Total finite lived | $ 175 | |
Backlog | Weighted Average | ||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Weighted Average life | 1 year 1 month 6 days |
GOODWILL AND OTHER INTANGIBLE56
GOODWILL AND OTHER INTANGIBLE ASSETS Future Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Amortization of Intangible Assets | $ 4,400 | $ 5,800 | $ 5,600 |
Estimated future aggregate amortization expense of intangible assets | |||
2,017 | 2,593 | ||
2,018 | 2,411 | ||
2,019 | 2,346 | ||
2,020 | 1,998 | ||
2,021 | 953 | ||
Total finite lived | 10,301 | ||
Goodwill and Intangible Impairment | 47,200 | 0 | |
Goodwill impairment | $ 0 | 37,594 | 0 |
Trade names | |||
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract] | |||
Impairment of intangible assets | $ 9,600 | $ 0 |
FINANCIAL INSTRUMENTS (Details)
FINANCIAL INSTRUMENTS (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)contract | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Derivative Liability [Abstract] | |||
Fair value liability | $ 748 | ||
Level 2 | |||
Derivative Liability [Abstract] | |||
Fair value liability | 748 | ||
Foreign Exchange Contract | |||
Derivative Liability [Abstract] | |||
Fair value liability | 748 | ||
Foreign Exchange Contract | Level 2 | |||
Derivative Liability [Abstract] | |||
Fair value liability | $ 748 | ||
Foreign Exchange Contract | Derivatives designated as hedging instruments | |||
Financial instruments | |||
Number of contracts outstanding | contract | 7 | ||
Total notional amount | $ 10,000 | $ 0 | |
Derivative Liability [Abstract] | |||
Fair value assets | 0 | ||
Fair value liability | 0 | ||
Foreign Exchange Contract | Derivatives designated as hedging instruments | Other (income) expense, (net) | |||
Derivative, Gain (Loss) on Derivative, Net [Abstract] | |||
Amount of Loss Recognized in Income on Derivative | (11) | (117) | $ 375 |
Foreign Exchange Contract | Derivatives designated as hedging instruments | Other Current Assets | |||
Derivative Liability [Abstract] | |||
Fair value assets | 748 | ||
Foreign Exchange Contract | Derivatives not designated as hedging instruments | |||
Derivative Liability [Abstract] | |||
Fair value assets | 0 | ||
Fair value liability | $ 0 | ||
Foreign Exchange Contract | Derivatives not designated as hedging instruments | Other (income) expense, (net) | |||
Derivative, Gain (Loss) on Derivative, Net [Abstract] | |||
Amount of Loss Recognized in Income on Derivative | $ 511 | $ 962 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income before income taxes | |||
Domestic | $ (46,902) | $ (85,905) | $ (11,690) |
Foreign | 4,991 | 230 | 6,117 |
(Loss) income from continuing operations before income tax | (41,911) | (85,675) | (5,573) |
Income (loss) from discontinued operations | 6 | ||
(Loss) income before income tax | $ (41,911) | $ (85,675) | $ (5,567) |
INCOME TAXES Expense by jurisdi
INCOME TAXES Expense by jurisdiction (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current: | |||
Federal | |||
State | 33 | 54 | (391) |
Foreign | 1,153 | 1,670 | 2,377 |
Total current | 1,186 | 1,724 | 1,986 |
Deferred: | |||
Federal | 904 | (6,808) | 37,567 |
State | 110 | (636) | 2,681 |
Foreign | (498) | (1,226) | (566) |
Total deferred | 516 | (8,670) | 39,682 |
Income tax expense (benefit) | $ 1,702 | $ (6,946) | $ 41,668 |
INCOME TAXES Continuing and dis
INCOME TAXES Continuing and discontinued operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
INCOME TAXES | |||
Continuing operations | $ 1,702 | $ (6,946) | $ 41,661 |
Discontinued operations | 7 | ||
Income tax expense (benefit) | $ 1,702 | $ (6,946) | $ 41,668 |
INCOME TAXES Effective tax rate
INCOME TAXES Effective tax rate reconciliation (Details) - USD ($) $ in Thousands | Sep. 30, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Effective Income Tax Rate Reconciliation, Amount | ||||
Tax expense (benefit) computed at the maximum U.S. statutory rate, amount | $ (14,669) | $ (29,986) | $ (1,951) | |
Difference resulting from state income taxes, net of federal income tax benefits, amount | (1,623) | (2,987) | (759) | |
Foreign tax rate differences, amount | (463) | 162 | (599) | |
Non-deductible business disposition costs, amount | 515 | |||
Non-deductible expenses, other, amount | 282 | (605) | 567 | |
Goodwill impairment, amount | 1,882 | |||
Deemed foreign dividends, amount | 1,097 | 1,725 | ||
Change in net operating loss carryforward, amount | 2 | 75 | (655) | |
Change in valuation allowance, amount | $ 0 | 17,415 | 21,898 | 44,900 |
Change in accrual for uncertain tax positions, amount | (651) | (106) | 361 | |
Change in foreign tax credits, amount | (568) | (754) | 257 | |
Change in unremitted foreign earnings, amount | 326 | 2,299 | ||
Other, net, amount | 39 | (549) | (460) | |
Total tax expense (benefit), amount | $ 1,702 | $ (6,946) | $ 41,661 | |
Effective Income Tax Rate Reconciliation, Percent | ||||
Tax expense (benefit) computed at the maximum U.S. statutory rate, amount | 35.00% | 35.00% | 35.00% | |
Difference resulting from state income taxes, net of federal income tax benefits, percentage | 3.90% | 3.50% | 13.60% | |
Foreign tax rate differences, percentage | 1.10% | (0.20%) | 10.70% | |
Non-deductible business disposition costs, percentage | (1.20%) | |||
Non-deductible expenses, other, percentage | (0.70%) | 0.70% | (10.20%) | |
Goodwill impairment, percentage | (2.20%) | |||
Deemed foreign dividends, percentage | (2.60%) | (2.00%) | ||
Change in net operating loss carryforward, percentage | (0.10%) | 11.80% | ||
Change in valuation allowance, percentage | (41.60%) | (25.60%) | (805.70%) | |
Change in accrual for uncertain tax positions, percentage | 1.60% | 0.10% | (6.50%) | |
Change in foreign tax credits, percentage | 1.40% | 0.90% | (4.60%) | |
Change in unremitted foreign earnings, percentage | (0.80%) | (2.70%) | 0.00% | |
Other, net, percentage | (0.20%) | 0.70% | 8.30% | |
Total tax expense (benefit), percentage | (4.10%) | 8.10% | (747.60%) |
INCOME TAXES Deferred Income Ta
INCOME TAXES Deferred Income Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 |
Assets: | |||||
Cost in excess of identifiable net assets of business acquired | $ 6,313 | $ 5,416 | |||
Reserves and other accruals | 7,953 | 6,945 | |||
Tax credit carryforwards | 11,926 | 12,079 | |||
Accrued compensation and benefits | 3,796 | 4,297 | |||
State net operating loss carryforwards | 6,147 | 5,087 | |||
Federal net operating loss carryforwards | 51,448 | 40,705 | |||
Gain/loss on assets held for sale | 3,150 | ||||
Other | 269 | 985 | |||
Total | 91,002 | 75,514 | |||
Liabilities: | |||||
Undistributed foreign earnings | (2,624) | (2,299) | $ (2,300) | ||
Indefinite-lived intangibles | (17,321) | (15,940) | |||
Property and equipment | (43) | (2,611) | |||
Net deferred tax assets | 71,014 | 54,664 | |||
Valuation allowance for net deferred tax assets | (86,513) | (69,646) | |||
Net deferred tax liability after valuation allowance | 15,499 | 14,982 | |||
Additional valuation allowances | $ 0 | 17,415 | $ 21,898 | $ 44,900 | |
Additional valuation allowance net of deductions | 16,900 | ||||
Amount of future financial taxable income needed to realize deferred tax assets | 209,700 | ||||
Excess tax benefit | $ 2,600 |
INCOME TAXES NOL and tax credit
INCOME TAXES NOL and tax credit carryforwards (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Federal. | |
Operating Loss Carryforwards | |
Net operating loss carryforwards | $ 157.9 |
Federal. | Minimum | |
Operating Loss Carryforwards | |
Expiration date | Jan. 1, 2026 |
Federal. | Maximum | |
Operating Loss Carryforwards | |
Expiration date | Dec. 31, 2036 |
State | |
Operating Loss Carryforwards | |
Net operating loss carryforwards | $ 194.5 |
State | Minimum | |
Operating Loss Carryforwards | |
Expiration date | Jan. 1, 2017 |
State | Maximum | |
Operating Loss Carryforwards | |
Expiration date | Dec. 31, 2036 |
Foreign | |
Operating Loss Carryforwards | |
Net operating loss carryforwards | $ 2.7 |
Expiration date | Jan. 1, 2017 |
Tax credit carryforward | $ 9.6 |
Foreign | Minimum | |
Operating Loss Carryforwards | |
Expiration date | Jan. 1, 2017 |
Foreign | Maximum | |
Operating Loss Carryforwards | |
Expiration date | Dec. 31, 2026 |
INCOME TAXES Valuation allowanc
INCOME TAXES Valuation allowances (Details) - USD ($) $ in Thousands | Sep. 30, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 |
INCOME TAXES | |||||
Additional valuation allowances | $ 0 | $ 17,415 | $ 21,898 | $ 44,900 | |
Loan from European operations | $ 5,000 | ||||
Undistributed earnings of the foreign subsidiaries | 2,000 | 14,300 | |||
Deferred tax liability, undistributed foreign earnings | 2,624 | $ 2,299 | $ 2,300 | ||
Incremental deferred tax liability | $ 300 |
INCOME TAXES Uncertain tax posi
INCOME TAXES Uncertain tax positions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of the total amounts of unrecognized tax benefits | |||
Unrecognized tax benefits at January 1 | $ 4,515 | $ 4,631 | $ 4,673 |
Change in unrecognized tax benefits during the current period | 245 | 38 | 134 |
Reductions to unrecognized tax benefits from lapse of statutes of limitations | (610) | (154) | (176) |
Unrecognized tax benefits at December 31 | 4,150 | 4,515 | 4,631 |
Unrecognized tax benefits that would affect the effective tax rate | 500 | 500 | $ 700 |
Maximum uncertain tax positions expected to lapse in 2016 | 400 | ||
Interest and penalties related to uncertain income tax positions | $ 2,000 | $ 2,500 | |
United States | |||
Reconciliation of the total amounts of unrecognized tax benefits | |||
Open tax years for examination | 2,006 | ||
Mexico. | |||
Reconciliation of the total amounts of unrecognized tax benefits | |||
Open tax years for examination | 2,011 | ||
China | |||
Reconciliation of the total amounts of unrecognized tax benefits | |||
Open tax years for examination | 2,008 | ||
The Netherlands | |||
Reconciliation of the total amounts of unrecognized tax benefits | |||
Open tax years for examination | 2,013 |
UNCOMPLETED CONTRACTS (Details)
UNCOMPLETED CONTRACTS (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Costs, earnings and billings related to uncompleted contracts | ||
Costs incurred on uncompleted contracts | $ 239,888 | $ 462,886 |
Earnings recognized on uncompleted contracts | 26,354 | 55,985 |
Total | 266,242 | 518,871 |
Less - billings to date | (220,300) | (483,478) |
Net | 45,942 | 35,393 |
Costs and estimated earnings in excess of billings | 52,696 | 45,491 |
Billings in excess of costs and estimated earnings | $ (6,754) | $ (10,098) |
DEBT (Details)
DEBT (Details) | Aug. 17, 2017USD ($) | Jun. 16, 2017USD ($) | Dec. 22, 2016USD ($) | Jun. 13, 2008EUR (€)entity | Jun. 30, 2017USD ($)item | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Jan. 01, 2018 | Dec. 31, 2013USD ($) | Feb. 29, 2012USD ($) | Feb. 21, 2012 |
Debt Instrument [Line Items] | ||||||||||||
Long-term debt | $ 45,341,000 | $ 70,000,000 | ||||||||||
Proceeds from long-term debt | 116,418,000 | 58,000,000 | $ 99,000,000 | |||||||||
Repayment of revolving credit facility | $ 12,200,000 | 141,076,000 | 33,000,000 | 77,000,000 | ||||||||
Amount available under revolving credit facility | 9,900,000 | |||||||||||
Amortization on deferred financing costs | 231,000 | 253,000 | $ 229,000 | |||||||||
Unamortized deferred financing fees | 100,000 | 300,000 | ||||||||||
Revolving Credit Facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum borrowing capacity | 67,000,000 | $ 150,000,000 | $ 100,000,000 | |||||||||
Long-term debt | 45,300,000 | 70,000,000 | ||||||||||
Line of credit facility, current borrowing capacity | 51,800,000 | |||||||||||
Proceeds from long-term debt | 116,400,000 | 58,000,000 | ||||||||||
Repayment of revolving credit facility | $ 141,100,000 | $ 33,000,000 | ||||||||||
Percentage of ownership interest to be held by any one person or group for change of control to occur | 25.00% | |||||||||||
Minimum percentage for change of control where one person or group was an investor on February 21, 2012 | 40.00% | |||||||||||
Weighted-average interest rate on Revolving Credit Facility borrowings | 10.20% | 5.00% | ||||||||||
Amount available under revolving credit facility | $ 6,500,000 | |||||||||||
Unused line fee (as a percent) | 0.75% | |||||||||||
Letters of credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of credit facility, current borrowing capacity | $ 13,500,000 | |||||||||||
Interest rate on letters of credit issued under the revolving letter of credit sublimit | 8.50% | |||||||||||
Stand-by letters of credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from long-term debt | $ 0 | |||||||||||
Outstanding letter of credit | 11,800,000 | |||||||||||
ABN AMRO Credit Facility [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum borrowing capacity | € | € 14,000,000 | |||||||||||
Unused line fee (as a percent) | 0.25% | |||||||||||
Current interest rate (as a percent) | 5.95% | |||||||||||
Frequency of facility fee | quarter | |||||||||||
Number of entities liable under credit facility | entity | 3 | |||||||||||
Threshold percentage of adjusted balance sheet total as tangible net worth | 35.00% | |||||||||||
ABN AMRO credit facility, overdraft facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum borrowing capacity | € | € 1,000,000 | |||||||||||
Long-term debt | 0 | |||||||||||
ABN AMRO credit facility, contingent liability facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum borrowing capacity | € | € 13,000,000 | |||||||||||
ABN AMRO Standby Letters Of Credit [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from long-term debt | 0 | |||||||||||
Outstanding letter of credit | 10,000,000 | |||||||||||
Surety bonds | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Outstanding surety bond | $ 32,700,000 | |||||||||||
Centre Lane Term Facility | Subsequent Event | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Term loan, term | 4 years 6 months | |||||||||||
Term loan, closing date | Jun. 16, 2017 | |||||||||||
Term loan, net Proceeds from borrowing | $ 15,300,000 | |||||||||||
Term loan, Principal | $ 45,000,000 | |||||||||||
Term loan, maturity date | Dec. 16, 2021 | |||||||||||
Term loan, voting equity interests description | Our obligations under the Centre Lane Facility are guaranteed by all of our wholly owned domestic subsidiaries, subject to customary exceptions. Our obligations are secured by first priority security interests on substantially all of its assets and those of our wholly owned domestic subsidiaries. This includes 100% of the voting equity interests of our domestic subsidiaries and certain specified foreign subsidiaries and 65% of the voting equity interests of other directly owned foreign subsidiaries, subject to customary exceptions. | |||||||||||
Percentage of voting equity interests of domestic subsidiaries and certain specified foreign subsidiaries | 100.00% | |||||||||||
Percentage of voting equity interests of other directly owned foreign subsidiaries, subject to customary exceptions | 65.00% | |||||||||||
Prepayment of aggregate principal amount, as percentage of excess cash flow | 100.00% | |||||||||||
Threshold business days | item | 5 | |||||||||||
Threshold consecutive days | 90 days | |||||||||||
Term loan, mandatory prepayment | $ 500,000 | |||||||||||
Term loan, mandatory prepayment term | Subject to certain exceptions, we must prepay an aggregate principal amount equal to 100% of our Excess Cash Flow (as defined in the Centre Lane Facility), minus the sum of all voluntary prepayments, within five business days after the date that is 90 days following the end of each fiscal year. The Centre Lane Facility also requires mandatory prepayment of certain amounts in the event we or our subsidiaries receive proceeds from certain events and activities, including, among others, asset sales, casualty events, the issuance of indebtedness and equity interests not otherwise permitted under the Centre Lane Facility, and the receipt of tax refunds or extraordinary receipts in excess of $500,000, plus, in certain instances, the applicable prepayment premium. | |||||||||||
Term loan, annual administrative fee | $ 25,000 | |||||||||||
Term loan, upfront fee | 7.00% | |||||||||||
Term loan, exit fee | 7.00% | |||||||||||
Centre Lane Term Facility | Subsequent Event | Minimum voluntary prepayment | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Term loan, periodic principal repayment | $ 1,000,000 | |||||||||||
Centre Lane Term Facility | Subsequent Event | Prepayment on January 1, 2018 unless we elect to increase PIK to 15% | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Term loan, expected prepayment on January 1, 2018 | 25,000,000 | |||||||||||
Centre Lane Term Facility | Majority Shareholder [Member] | Subsequent Event | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Term loan, Proceeds from related party debt | $ 6,000,000 | |||||||||||
Centre Lane Term Facility | First Out Term Loan | Subsequent Event | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Term loan, Principal | $ 10,000,000 | |||||||||||
Term loan, maturity date | Sep. 30, 2018 | |||||||||||
Upfront fee (as a percent) | 7.00% | |||||||||||
Centre Lane Term Facility | Payment In Cash | LIBOR-based loans | Subsequent Event | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Term loan, interest rate over LIBOR | 9.00% | |||||||||||
Centre Lane Term Facility | Payment In Kind PIK | LIBOR-based loans | Subsequent Event | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Term loan, interest rate over LIBOR | 10.00% | |||||||||||
Centre Lane Term Facility | Payment In Kind PIK | LIBOR-based loans | Subsequent Event | PIK interest rate unless we elect to make $25.0 million principal prepayment | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Term loan, interest rate over LIBOR | 15.00% | |||||||||||
Centre Lane Term Facility | Upfront Fee Payment In Kind PIK | Subsequent Event | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Term loan, interest rate over LIBOR | 19.00% |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||||||||
Common stock, shares outstanding | 17,485,941 | 17,261,276 | 17,485,941 | 17,261,276 | |||||||
Net (loss) income (basic and diluted): | |||||||||||
(Loss) income from continuing operations | $ (6,986) | $ (6,730) | $ (20,112) | $ (9,785) | $ (17,992) | $ (51,805) | $ (3,898) | $ (5,034) | $ (43,613) | $ (78,729) | $ (47,234) |
Loss from discontinued operations | (1) | ||||||||||
Net loss | $ (43,613) | $ (78,729) | $ (47,235) | ||||||||
Basic (loss) earnings per common share: | |||||||||||
Weighted Average Common Shares Outstanding | 17,348,286 | 17,151,810 | 17,005,589 | ||||||||
Basic loss per common share from continuing operations (in dollars per share) | $ (0.40) | $ (0.39) | $ (1.16) | $ (0.57) | $ (1.05) | $ (3.02) | $ (0.23) | $ (0.29) | $ (2.51) | $ (4.59) | $ (2.78) |
Basic loss per common share (in dollars per share) | $ (2.51) | $ (4.59) | $ (2.78) | ||||||||
Diluted (loss) earnings per common share: | |||||||||||
Weighted Average Common Shares Outstanding | 17,348,286 | 17,151,810 | 17,005,589 | ||||||||
Weighted Average Common Shares Outstanding Assuming Dilution | 17,348,286 | 17,151,810 | 17,005,589 | ||||||||
Diluted (loss) earnings per common share from continuing operations | $ (0.40) | $ (0.39) | $ (1.16) | $ (0.57) | $ (1.05) | $ (3.02) | $ (0.23) | $ (0.29) | $ (2.51) | $ (4.59) | $ (2.78) |
Diluted loss per common share (in dollars per share) | $ (2.51) | $ (4.59) | $ (2.78) | ||||||||
Restricted Stock | Service vesting | |||||||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||||||||
Unvested restricted stock included in reportable shares | 318,722 | 610,756 | 318,722 | 610,756 | |||||||
Restricted Stock | Service vesting | Director | |||||||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||||||||
Unvested restricted stock included in reportable shares | 36,073 | 68,501 | 36,073 | 68,501 |
EARNINGS PER SHARE Antidulitive
EARNINGS PER SHARE Antidulitive (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restricted Stock | Service vesting | |||
Anti-dilutive shares | 108,784 | 497,371 | 185,412 |
Restricted Stock | Performance And Market Vesting | |||
Anti-dilutive shares | 931,253 | 189,429 | 271,717 |
Stock options | |||
Anti-dilutive shares | 122,000 | 122,000 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2016USD ($)plan$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / shares | May 31, 2015shares | Apr. 30, 2015plan | |
Stock-based compensation | |||||
Number of equity incentive plans | plan | 1 | 2 | |||
Share-based compensation expense | $ 2,400 | $ 3,700 | $ 3,100 | ||
Related excess tax benefit | 0 | 0 | 0 | ||
Restricted Stock | |||||
Stock-based compensation | |||||
Unrecognized compensation expense related to unvested restricted stock award | $ 3,200 | ||||
Weighted average period | 1 year 3 months 7 days | ||||
Fair value of share vested | $ 900 | $ 2,600 | $ 2,000 | ||
Weighted average grant date fair value | $ / shares | $ 2.78 | $ 9.06 | $ 20.94 | ||
Restricted Stock | Market-based vesting | |||||
Stock-based compensation | |||||
Granted (in shares) | shares | 926,200 | 0 | |||
Weighted average grant date fair value | $ / shares | $ 3.34 | $ 20.43 | |||
Threshold consecutive trading days | 30 days | ||||
Restricted Stock | Vest on the later of March 30, 2017 or achievement of LT Share Price Goal | |||||
Stock-based compensation | |||||
Vesting percentage | 50.00% | ||||
Restricted Stock | Vest on the later of March 30, 2018 or achievement of LT Share Price Goal | |||||
Stock-based compensation | |||||
Vesting percentage | 50.00% | ||||
Restricted Stock | Service vesting | |||||
Stock-based compensation | |||||
Granted (in shares) | shares | 105,000 | ||||
Weighted average grant date fair value | $ / shares | $ 6.48 | $ 9.33 | |||
Restricted Stock | Minimum | Market-based vesting | |||||
Stock-based compensation | |||||
Share price goal | $ / shares | $ 5.50 | ||||
2015 plan | Restricted Stock | |||||
Stock-based compensation | |||||
Issuance of shares of stock award to employees and directors | shares | 1,000,000 | ||||
Shares available for future stock based award to employees and directors | shares | 28,362 | ||||
2015 plan | Liabilities-Classified Awards | Service vesting | |||||
Stock-based compensation | |||||
Initial value | $ 1,700 | ||||
2015 plan | Liabilities-Classified Awards | Service vesting | Other Long-term Liabilities | |||||
Stock-based compensation | |||||
Liability | $ 300 | ||||
Outside of 2015 Plan | Restricted Stock | |||||
Stock-based compensation | |||||
Granted (in shares) | shares | 139,700 | 140,000 |
STOCK-BASED COMPENSATION Activi
STOCK-BASED COMPENSATION Activity (Details) - Restricted Stock - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Weighted-Average Grant Date Fair Value per Share | ||
Unvested restricted stock at the beginning of the period (in dollars per share) | $ 9.06 | $ 20.94 |
Unvested restricted stock at the end of the period (in dollars per share) | $ 2.78 | $ 9.06 |
Service vesting | ||
Number of Shares | ||
Unvested restricted units at the beginning of the period (in shares) | 610,756 | |
Granted (in shares) | 105,000 | |
Vesting (in shares) | (358,079) | |
Converted to service-based | (56,999) | |
Forfeited (in shares) | (95,954) | |
Unvested restricted units at the end of the period (in shares) | 318,722 | 610,756 |
Weighted-Average Grant Date Fair Value per Share | ||
Unvested restricted stock at the beginning of the period (in dollars per share) | $ 9.33 | |
Granted (in dollars per share) | 1.68 | |
Vested (in dollars per share) | 7.79 | |
Converted to service-based (in dollars per share) | 4.18 | |
Forfeited (in dollars per share) | 8.59 | |
Unvested restricted stock at the end of the period (in dollars per share) | $ 6.48 | $ 9.33 |
Service vesting | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Vesting period | 4 years | |
Service vesting | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Vesting period | 2 years | |
Modified service vesting | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Cumulative effect of compensation expense reversal | $ 0.3 | |
Vesting period | 3 years | |
Performance vesting | ||
Number of Shares | ||
Unvested restricted units at the beginning of the period (in shares) | 98,605 | |
Granted (in shares) | 0 | |
Converted to service-based | (28,513) | |
Forfeited (in shares) | (49,598) | |
Unvested restricted units at the end of the period (in shares) | 20,494 | 98,605 |
Weighted-Average Grant Date Fair Value per Share | ||
Unvested restricted stock at the beginning of the period (in dollars per share) | $ 17.75 | |
Converted to service-based (in dollars per share) | 4.18 | |
Forfeited (in dollars per share) | 18.86 | |
Unvested restricted stock at the end of the period (in dollars per share) | $ 19.82 | $ 17.75 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Vesting period | 3 years | |
Market-based vesting | ||
Number of Shares | ||
Unvested restricted units at the beginning of the period (in shares) | 90,824 | |
Granted (in shares) | 926,200 | 0 |
Converted to service-based | (28,486) | |
Forfeited (in shares) | (65,779) | |
Unvested restricted units at the end of the period (in shares) | 922,759 | 90,824 |
Weighted-Average Grant Date Fair Value per Share | ||
Unvested restricted stock at the beginning of the period (in dollars per share) | $ 20.43 | |
Granted (in dollars per share) | 2.91 | |
Converted to service-based (in dollars per share) | 4.18 | |
Forfeited (in dollars per share) | 15.92 | |
Unvested restricted stock at the end of the period (in dollars per share) | $ 3.34 | $ 20.43 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Expected volatility | 39.50% | |
Expected dividend yield | 0.00% | |
Risk-free interest rate | 1.13% | |
Vesting period | 5 years | |
Market-based vesting | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Expected term (years) | 1 year 6 months |
STOCK-BASED COMPENSATION CEO St
STOCK-BASED COMPENSATION CEO Stock Options (Details) - Stock options - Chief Executive Officer - $ / shares | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Term | 5 years | |
Options | ||
Outstanding at beginning of the year (in shares) | 122,000 | |
Granted (in shares) | 0 | 0 |
Outstanding at end of the year (in shares) | 122,000 | |
Exercisable (in shares) | 122,000 | |
Weighted-Average Exercise Price | ||
Outstanding at beginning of the year (in dollars per share) | $ 13.85 | |
Outstanding at end of the year (in dollars per share) | 13.85 | |
Exercisable (in dollars per share) | $ 13.85 | |
Weighted-Average Remaining Contract Term | ||
Outstanding at end of the year (in years) | 3 years 7 months 15 days | |
Exercisable (in years) | 3 years 7 months 15 days | |
Weighted average fair value of stock option on the date of grant | $ 2.58 | |
Immediate vesting | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vested (in shares) | 32,000 | |
Remaining vesting ratable over ten month | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vested (in shares) | 90,000 | |
Vesting period | 10 months |
STOCK-BASED COMPENSATION CEO 73
STOCK-BASED COMPENSATION CEO Stock Options Volatility (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Restricted Stock | Market-based vesting | |
Assumptions used to estimate the fair value of market-based restricted stock awards granted | |
Expected volatility | 39.50% |
Expected dividend yield | 0.00% |
Risk-free interest rate | 1.13% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum | 1.13% |
Restricted Stock | Market-based vesting | Minimum | |
Assumptions used to estimate the fair value of market-based restricted stock awards granted | |
Expected term (years) | 1 year 6 months |
Chief Executive Officer | Stock options | |
Assumptions used to estimate the fair value of market-based restricted stock awards granted | |
Expected term (years) | 2 years 8 months 12 days |
Expected volatility | 33.60% |
Expected dividend yield | 2.60% |
Risk-free interest rate | 0.83% |
EMPLOYEE BENEFIT PLANS (Details
EMPLOYEE BENEFIT PLANS (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Defined Contribution Plan | |||
Defined Contribution Plan 401(k) | $ | $ 1.7 | $ 2 | $ 1.4 |
Multiemployer Pension Plans | |||
Number of multiemployer pension plans | 60 | ||
Minimum | |||
Multiemployer Pension Plans | |||
Number of union multiemployer pension plans | 150 |
EMPLOYEE BENEFIT PLANS Employer
EMPLOYEE BENEFIT PLANS Employer plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Participation in the multiemployer pension plans | |||
Contributions by Global Power | $ 8,725 | $ 16,419 | $ 14,478 |
AFL-AGC Building Trades Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 636,055,108 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 15 | $ 224 | $ 135 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Jul. 31, 2020 | ||
Asbestos Workers Local No. 55 Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 630,474,674 | ||
Multiemployer Plans, Certified Zone Status | Other | Green | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 1 | $ 125 | $ 96 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Jul. 31, 2020 | ||
Boilermaker-Blacksmith National Pension Trust | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 486,168,020 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 1,113 | $ 2,729 | $ 3,227 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Dec. 31, 2016 | ||
Bricklayers and Allied Craftworkers local #2 Albany, NY Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 146,075,802 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 0 | $ 0 | $ 2 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Aug. 17, 2016 | ||
Carpenters Pension Trust Fund - Detroit & Vicinity | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 386,242,188 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 0 | $ 0 | $ 13 |
Central New York Laborers Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 156,016,579 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 0 | $ 0 | $ 224 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Aug. 17, 2016 | ||
Central New York Painters & Allied Trades Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 516,079,700 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 1 | $ 4 | $ 14 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Aug. 17, 2016 | ||
Central Pension Fund of the IUOE and Participating Employers | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 366,052,390 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 143 | $ 253 | $ 378 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Dec. 31, 2016 | ||
Central States, Southeast, and Southwest Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 366,044,243 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 107 | $ 252 | $ 248 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Dec. 31, 2016 | ||
Chicago Painters & Decorators Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 516,030,238 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 0 | $ 0 | $ 9 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Oct. 2, 2016 | ||
Empire State Carpenters Pension Plan | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 111,991,772 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 0 | $ 8 | $ 158 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Aug. 17, 2016 | ||
Excavators Union Local 731 Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 131,809,825 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 273 | $ 217 | $ 210 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Jun. 30, 2016 | ||
IBEW Local 1579 Pension Plan | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 581,254,974 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 459 | $ 700 | $ 710 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Jul. 31, 2020 | ||
IBEW Local 43 & Electrical Contractors Pension | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 166,153,389 | ||
Multiemployer Plans, Certified Zone Status | Green | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 0 | $ 0 | $ 61 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Aug. 17, 2016 | ||
IBEW Local Union No. 1392 Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 356,244,875 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 0 | $ 0 | $ 0 |
Insulators Local No. 96 Pension Plan | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 586,110,889 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 24 | $ 170 | $ 258 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Jul. 31, 2020 | ||
Iron Workers District Council of Tennessee Valley & Vicinity Pension Plan | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 626,098,036 | ||
Multiemployer Plans, Certified Zone Status | Other | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 234 | $ 261 | $ 93 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Nov. 30, 2016 | ||
Iron Workers Local No. 16 Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 526,148,924 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 0 | $ 0 | $ 0 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Oct. 2, 2016 | ||
IUPAT Industry Pension Plan | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 526,073,909 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 1,374 | $ 1,550 | $ 1,438 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Dec. 31, 2016 | ||
Laborers National Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 751,280,827 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 466 | $ 1,025 | $ 1,292 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Dec. 31, 2016 | ||
Local 73 Retirement Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 156,016,577 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 0 | $ 5 | $ 276 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Aug. 17, 2016 | ||
National Asbestos Workers Pension Plan | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 526,038,497 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 1,548 | $ 2,065 | $ 1,438 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Dec. 31, 2016 | ||
National Electrical Benefits Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 530,181,657 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 365 | $ 945 | $ 477 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Dec. 31, 2016 | ||
New York State Teamsters Conference Pension & Retirement Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 166,063,585 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 0 | $ 0 | $ 18 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Aug. 17, 2016 | ||
Northwest Sheet Metal Workers Pension Trust | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 916,061,344 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 31 | $ 104 | $ 30 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Nov. 1, 2016 | ||
Plumbers & Pipefitters National Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 526,152,779 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 496 | $ 866 | $ 609 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Dec. 31, 2016 | ||
Plumbers & Steamfitters Local No. 150 Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 586,116,699 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 98 | $ 168 | $ 415 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Jul. 31, 2020 | ||
Plumber & Steamfitters Local Union No. 43 Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 626,101,288 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 295 | $ 861 | $ 251 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Nov. 30, 2016 | ||
Sheet Metal Workers Local No. 177 Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 626,093,256 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 51 | $ 91 | $ 69 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Nov. 30, 2016 | ||
Sheet Metal Workers' National Pension Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 526,112,463 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 232 | $ 540 | $ 423 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Dec. 31, 2016 | ||
Southern Ironworkers Pension Plan | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 596,227,091 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 71 | $ 211 | $ 244 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Jul. 31, 2020 | ||
Tri-State Carpenters & Joiners Pension Trust Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 620,976,048 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 522 | $ 1,236 | $ 1,146 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Nov. 30, 2016 | ||
Pipe Trades Services of MN Pension Plan | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 416,131,800 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 0 | $ 153 | $ 0 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Aug. 1, 2016 | ||
Upstate New York Engineers Benefit Funds | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 150,614,642 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 0 | $ 0 | $ 26 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Aug. 17, 2016 | ||
Washington State Plumbing & Pipefitting Industry Pension Plan | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 916,029,141 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 47 | $ 251 | $ 33 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Nov. 1, 2016 | ||
Washington-Idaho Laborers-Employers Pension Trust | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 916,123,988 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 47 | $ 204 | $ 41 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Nov. 1, 2016 | ||
Washington-Idaho-Montana Carpenters-Employers Retirement Fund | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 916,123,987 | ||
Multiemployer Plans, Certified Zone Status | Other | Other | Other |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | Implemented | ||
Contributions by Global Power | $ 85 | $ 524 | $ 99 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Nov. 1, 2016 | ||
Western States Insulators and Allied Workers Pension | |||
Participation in the multiemployer pension plans | |||
EIN/Pension Plan Number | 510,155,190 | ||
Multiemployer Plans, Certified Zone Status | Green | Green | Green |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan | No | ||
Contributions by Global Power | $ 22 | $ 143 | $ 26 |
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Nov. 1, 2016 | ||
All Others | |||
Participation in the multiemployer pension plans | |||
Contributions by Global Power | $ 605 | $ 534 | $ 291 |
Minimum | |||
Participation in the multiemployer pension plans | |||
Individual union CBA range | 1 year | ||
Percentage of contributions to plan provided by Global Power | 5.00% | ||
Minimum | IBEW Local Union No. 1392 Pension Fund | |||
Participation in the multiemployer pension plans | |||
Percentage of contributions to plan provided by Global Power | 5.00% | ||
Maximum | |||
Participation in the multiemployer pension plans | |||
Individual union CBA range | 3 years |
COMMITMENTS AND CONTINGENCIES76
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | Dec. 22, 2016USD ($)facility | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Mar. 31, 2016USD ($) |
Minimum monetary damages | $ 200,000 | ||||
Rental expense on operating leases | $ 7,700 | $ 9,500 | $ 7,700 | ||
Reconciliation of the changes to warranty reserve | |||||
Balance at the beginning of the period | 8,050 | 6,487 | |||
Provision for the period | 2,445 | 8,972 | |||
Settlements made (in cash or in kind) for the period | (4,689) | (7,409) | |||
Balance at the end of the period | 5,806 | 8,050 | 6,487 | ||
Number of manufacturing facilities sold | facility | 3 | ||||
Proceeds | $ 14,800 | ||||
Leaseback term | 10 years | ||||
Sale-leaseback transaction, gross gain | $ 2,200 | ||||
Sale-leaseback transaction, net deferred gain | 2,000 | ||||
Repayment of debt | 12,200 | 141,076 | 33,000 | 77,000 | |
Sale-leaseback transaction, rent expense | 1,300 | ||||
Future minimum annual lease payments under these noncancelable operating leases | |||||
2,017 | 4,297 | ||||
2,018 | 3,864 | ||||
2,019 | 3,626 | ||||
2,020 | 3,092 | ||||
2,021 | 2,798 | ||||
Thereafter | 9,116 | ||||
Total | 26,793 | ||||
Insurance | |||||
Health and general insurance expenses | 8,800 | 8,600 | 10,000 | ||
Self-insured risk retention accrual | 900 | $ 600 | |||
Executive severance | 3,300 | ||||
Other Current Liabilities | |||||
Reconciliation of the changes to warranty reserve | |||||
Sale-leaseback transaction, net deferred gain | 200 | ||||
Other Long-term Liabilities | |||||
Reconciliation of the changes to warranty reserve | |||||
Sale-leaseback transaction, net deferred gain | 1,800 | ||||
General and administrative expenses | |||||
Reconciliation of the changes to warranty reserve | |||||
Sale-leaseback transaction, loss recognized | $ 2,000 | ||||
Liquidated damages | |||||
Loss contingency, liability as percentage of contract value | 20.00% | ||||
Liquidated damages | Minimum | |||||
Loss contingency, maximum liability | 4,900 | ||||
Liquidated damages incurred | $ 1,700 | ||||
Liquidated damages | Maximum | |||||
Loss contingency, maximum liability | 31,300 | $ 33,000 | |||
Possible workers compensation claim | |||||
Insurance | |||||
Outstanding letter of credit | $ 2,600 | $ 2,600 |
MAJOR CUSTOMERS AND CONCENTRA77
MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK (Details) - Accounts receivable - Credit Concentration Risk | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Siemens Energy, Inc. | ||
Concentration Risk | ||
Concentration risk percentage | 17.00% | 20.00% |
General Electric Company | ||
Concentration Risk | ||
Concentration risk percentage | 28.00% | 14.00% |
Southern Nuclear Operating Company | ||
Concentration Risk | ||
Concentration risk percentage | 11.00% |
MAJOR CUSTOMERS AND CONCENTRA78
MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK Risk (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Services | |||
Concentration Risk | |||
Services revenue | $ 231,007 | $ 373,353 | $ 315,863 |
Revenue. | Customer Concentration Risk | Southern Nuclear Operating Company | |||
Concentration Risk | |||
Concentration risk percentage | 15.00% | 17.00% | |
Revenue. | Customer Concentration Risk | Southern Nuclear Operating Company | Services | |||
Concentration Risk | |||
Services revenue | $ 23,900 | $ 89,000 | |
Revenue. | Customer Concentration Risk | Tennessee Valley Authority | |||
Concentration Risk | |||
Concentration risk percentage | 16.00% | 22.00% | 16.00% |
Revenue. | Customer Concentration Risk | General Electric Company | |||
Concentration Risk | |||
Concentration risk percentage | 16.00% | 13.00% | 13.00% |
Revenue. | Customer Concentration Risk | Siemens Energy, Inc. | |||
Concentration Risk | |||
Concentration risk percentage | 11.00% | 12.00% | 12.00% |
Revenue. | Customer Concentration Risk | All Others | |||
Concentration Risk | |||
Concentration risk percentage | 57.00% | 38.00% | 42.00% |
Revenue | Customer Concentration Risk | |||
Concentration Risk | |||
Concentration risk percentage | 100.00% | 100.00% | 100.00% |
OTHER SUPPLEMENTAL INFORMATIO79
OTHER SUPPLEMENTAL INFORMATION (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
OTHER SUPPLEMENTAL INFORMATION. | ||
Accrued workers compensation | $ 1,505 | $ 1,911 |
Accrued taxes | 2,013 | 1,486 |
Accrued fabricator and other job cost | 16,114 | 11,230 |
Accrued liquidated damages | 4,400 | 6,574 |
Contract loss provision | 5,336 | 834 |
Accrued legal and professional fees | 1,456 | 992 |
Accrued interest expense | 1,045 | 576 |
Derivative liabilities | 748 | |
Other accrued expenses | 1,298 | 5,002 |
Total | $ 33,915 | $ 28,605 |
OTHER SUPPLEMENTAL INFORMATIO80
OTHER SUPPLEMENTAL INFORMATION Other long term liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
OTHER SUPPLEMENTAL INFORMATION. | ||
Uncertain tax liabilities | $ 4,047 | $ 4,948 |
Deferred gain on sale-leaseback | 1,795 | |
Other | 1,684 | 1,132 |
Total | $ 7,526 | $ 6,080 |
OTHER SUPPLEMENTAL INFORMATIO81
OTHER SUPPLEMENTAL INFORMATION Exit costs (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Expected exit activities completion date | Jun. 30, 2023 |
Subleasing Facility | |
Restructuring Reserve [Roll Forward] | |
New charges | $ 872 |
Cash payment | (202) |
Balance at end of year | 670 |
Employee And Other Costs | |
Restructuring Reserve [Roll Forward] | |
New charges | 244 |
Cash payment | $ (244) |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 31, 2015segment | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($)segment | Dec. 31, 2015USD ($)segment | Dec. 31, 2014USD ($) | |
Segment reporting disclosures | ||||||||||||
Operating segments | segment | 4 | 2 | ||||||||||
Number of reportable segments | segment | 2 | 3 | ||||||||||
Revenues | $ 103,635 | $ 85,444 | $ 106,787 | $ 122,722 | $ 144,424 | $ 124,162 | $ 174,276 | $ 146,141 | $ 418,588 | $ 589,003 | $ 539,053 | |
Depreciation and amortization | 9,417 | 11,072 | 9,935 | |||||||||
Operating (loss) income: | (33,715) | (82,193) | (3,784) | |||||||||
Consolidated interest expense, net | 8,398 | 4,484 | 1,820 | |||||||||
Consolidated foreign currency (gain) loss | (217) | (1,014) | (65) | |||||||||
Consolidated other expense, net | 15 | 12 | 34 | |||||||||
(Loss) income from continuing operations before income tax | (41,911) | (85,675) | (5,573) | |||||||||
Mechanical Solutions | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues | 112,022 | 122,593 | 145,910 | |||||||||
Electrical Solutions | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues | 75,559 | 93,057 | 77,280 | |||||||||
Services | ||||||||||||
Segment reporting disclosures | ||||||||||||
Services revenue | 231,007 | 373,353 | 315,863 | |||||||||
Non-allocated corp HQ | ||||||||||||
Segment reporting disclosures | ||||||||||||
Depreciation and amortization | 945 | 861 | 730 | |||||||||
Operating (loss) income: | (27,209) | (33,871) | (21,357) | |||||||||
Operating segments | Mechanical Solutions | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues | 112,022 | 123,710 | 149,471 | |||||||||
Depreciation and amortization | 2,313 | 3,002 | 2,829 | |||||||||
Operating (loss) income: | 2,230 | (32,997) | 5,116 | |||||||||
Operating segments | Electrical Solutions | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues | 75,559 | 93,057 | 77,280 | |||||||||
Depreciation and amortization | 4,234 | 4,051 | 3,228 | |||||||||
Operating (loss) income: | (8,739) | (27,542) | (3,623) | |||||||||
Operating segments | Services | ||||||||||||
Segment reporting disclosures | ||||||||||||
Services revenue | 231,007 | 373,353 | 317,408 | |||||||||
Depreciation and amortization | 1,925 | 3,158 | 3,148 | |||||||||
Operating (loss) income: | $ 3 | 12,217 | 16,080 | |||||||||
Intersegment Revenue Eliminations | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues | (1,117) | (5,106) | ||||||||||
Intersegment Revenue Eliminations | Mechanical Solutions | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues | $ 1,117 | 3,561 | ||||||||||
Intersegment Revenue Eliminations | Services | ||||||||||||
Segment reporting disclosures | ||||||||||||
Services revenue | $ 1,545 |
SEGMENT INFORMATION Reconciliat
SEGMENT INFORMATION Reconciliation of assets (Details) - USD ($) $ in Thousands | Jul. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Segment reporting disclosures | |||
Total consolidated assets | $ 232,842 | $ 301,030 | |
Services | Westinghouse | |||
Segment reporting disclosures | |||
Accounts receivable | $ 4,700 | ||
Operating segments | Mechanical Solutions | |||
Segment reporting disclosures | |||
Total consolidated assets | 67,360 | 89,545 | |
Operating segments | Electrical Solutions | |||
Segment reporting disclosures | |||
Total consolidated assets | 38,435 | 68,747 | |
Operating segments | Services | |||
Segment reporting disclosures | |||
Total consolidated assets | 111,792 | 122,640 | |
Non-allocated corp HQ | |||
Segment reporting disclosures | |||
Total consolidated assets | $ 15,255 | $ 20,098 |
SEGMENT INFORMATION Geographic
SEGMENT INFORMATION Geographic areas (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | $ 103,635 | $ 85,444 | $ 106,787 | $ 122,722 | $ 144,424 | $ 124,162 | $ 174,276 | $ 146,141 | $ 418,588 | $ 589,003 | $ 539,053 |
Mechanical Solutions | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 112,022 | 122,593 | 145,910 | ||||||||
Mechanical Solutions | Region Revenue Recognized [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 112,022 | 122,593 | 145,910 | ||||||||
Mechanical Solutions | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 112,022 | 122,593 | 145,910 | ||||||||
Mechanical Solutions | U.S. | Region Revenue Recognized [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 44,247 | 93,895 | 102,956 | ||||||||
Mechanical Solutions | U.S. | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 37,749 | 47,482 | 59,425 | ||||||||
Mechanical Solutions | Canada | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 93 | 3,362 | 3,239 | ||||||||
Mechanical Solutions | Europe | Region Revenue Recognized [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 65,454 | 27,789 | 39,624 | ||||||||
Mechanical Solutions | Europe | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 3,026 | 3,716 | 12,683 | ||||||||
Mechanical Solutions | Mexico | Region Revenue Recognized [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 2,321 | 895 | |||||||||
Mechanical Solutions | Mexico | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 5,091 | 3,151 | 675 | ||||||||
Mechanical Solutions | Asia | Region Revenue Recognized [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 14 | 3,330 | |||||||||
Mechanical Solutions | Asia | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 19,105 | 25,422 | 17,109 | ||||||||
Mechanical Solutions | Middle East | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 39,619 | 32,510 | 35,333 | ||||||||
Mechanical Solutions | South America | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 5,431 | 498 | 3,404 | ||||||||
Mechanical Solutions | Other | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 1,908 | 6,452 | 14,042 | ||||||||
Electrical Solutions | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 75,559 | 93,057 | 77,280 | ||||||||
Electrical Solutions | Region Revenue Recognized [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 75,559 | 93,057 | 77,280 | ||||||||
Electrical Solutions | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 75,559 | 93,057 | 77,280 | ||||||||
Electrical Solutions | U.S. | Region Revenue Recognized [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 75,559 | 93,057 | 77,280 | ||||||||
Electrical Solutions | U.S. | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 74,763 | 79,164 | 70,847 | ||||||||
Electrical Solutions | Canada | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 281 | 3,834 | 1,089 | ||||||||
Electrical Solutions | Mexico | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 492 | 3,550 | 1,000 | ||||||||
Electrical Solutions | Asia | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 10 | 1,776 | 156 | ||||||||
Electrical Solutions | Middle East | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 2,997 | 3,136 | |||||||||
Electrical Solutions | South America | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 13 | 1,483 | 256 | ||||||||
Electrical Solutions | Other | Region Product Shipped [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 253 | 796 | |||||||||
Services | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Services revenue | 231,007 | 373,353 | 315,863 | ||||||||
Services | Region Revenue Recognized [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Services revenue | 231,007 | 373,353 | 315,863 | ||||||||
Services | Region Service Provided [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Services revenue | 231,007 | 373,353 | 315,863 | ||||||||
Services | U.S. | Region Revenue Recognized [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Services revenue | 231,007 | 373,353 | 315,863 | ||||||||
Services | U.S. | Region Service Provided [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Services revenue | 222,890 | 371,365 | 313,967 | ||||||||
Services | Canada | Region Service Provided [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Services revenue | 400 | 339 | |||||||||
Services | Mexico | Region Service Provided [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Services revenue | 252 | ||||||||||
Services | Asia | Region Service Provided [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Services revenue | 3,983 | 575 | 247 | ||||||||
Services | Middle East | Region Service Provided [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Services revenue | 39 | 186 | |||||||||
Services | South America | Region Service Provided [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Services revenue | 4,134 | 687 | 170 | ||||||||
Services | Other | Region Service Provided [Member] | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Services revenue | 35 | 954 | |||||||||
Operating segments | Mechanical Solutions | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 112,022 | 123,710 | 149,471 | ||||||||
Operating segments | Electrical Solutions | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Revenues | 75,559 | 93,057 | 77,280 | ||||||||
Operating segments | Services | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Services revenue | $ 231,007 | $ 373,353 | $ 317,408 |
SELECTED QUARTERLY FINANCIAL 85
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Summary of the quarterly operating results | |||||||||||
Revenues | $ 103,635 | $ 85,444 | $ 106,787 | $ 122,722 | $ 144,424 | $ 124,162 | $ 174,276 | $ 146,141 | $ 418,588 | $ 589,003 | $ 539,053 |
Gross profit | 11,955 | 12,937 | 9,286 | 14,811 | 8,945 | 14,932 | 17,948 | 10,772 | 48,989 | 52,597 | 73,334 |
(Loss) income from continuing operations | $ (6,986) | $ (6,730) | $ (20,112) | $ (9,785) | $ (17,992) | $ (51,805) | $ (3,898) | $ (5,034) | $ (43,613) | $ (78,729) | $ (47,234) |
Earnings per common share from continuing operations: | |||||||||||
Basic earnings per common share from continuing operations (in dollars per share) | $ (0.40) | $ (0.39) | $ (1.16) | $ (0.57) | $ (1.05) | $ (3.02) | $ (0.23) | $ (0.29) | $ (2.51) | $ (4.59) | $ (2.78) |
Diluted (loss) earnings per common share from continuing operations | $ (0.40) | $ (0.39) | $ (1.16) | $ (0.57) | $ (1.05) | $ (3.02) | $ (0.23) | $ (0.29) | $ (2.51) | $ (4.59) | $ (2.78) |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ in Thousands | Jan. 13, 2017USD ($) | Dec. 22, 2016USD ($) | Aug. 31, 2017USD ($)employee | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Subsequent events | ||||||
Proceed from sale of subsidiary | $ 4,847 | |||||
Repayment of debt | $ 12,200 | $ 141,076 | $ 33,000 | $ 77,000 | ||
Subsequent Event | ||||||
Subsequent events | ||||||
Number of employees covered by agreements who have ceased employment | employee | 5 | |||||
Severance | $ 1,900 | |||||
Subsequent Event | Minimum | ||||||
Subsequent events | ||||||
Payout term | 6 months | |||||
Subsequent Event | Maximum | ||||||
Subsequent events | ||||||
Payout term | 18 months | |||||
Subsequent Event | Hetsco Inc. | Services | Disposed of by sale | ||||||
Subsequent events | ||||||
Proceed from sale of subsidiary | $ 23,200 | |||||
Escrow deposit | 1,500 | |||||
Repayment of debt | $ 20,200 |
Schedule II - VALUATION AND QUA
Schedule II - VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Allowance for doubtful accounts | |||
Valuation and Qualifying Accounts | |||
Balance at Beginning of Period | $ 1,971 | $ 1,027 | $ 576 |
Charged to Costs and Expenses | 530 | 4,285 | 603 |
Deductions | (867) | (3,341) | (152) |
Balance at End of Period | 1,634 | 1,971 | 1,027 |
Accrued warranty reserves | |||
Valuation and Qualifying Accounts | |||
Balance at Beginning of Period | 8,050 | 6,487 | 3,794 |
Charged to Costs and Expenses | 2,445 | 8,972 | 4,427 |
Deductions | (4,689) | (7,409) | (1,734) |
Balance at End of Period | 5,806 | 8,050 | 6,487 |
Valuation allowance for deferred tax assets | |||
Valuation and Qualifying Accounts | |||
Balance at Beginning of Period | 69,646 | 47,748 | 2,848 |
Charged to Costs and Expenses | 17,415 | 21,898 | 44,900 |
Deductions | (548) | ||
Balance at End of Period | 86,513 | 69,646 | 47,748 |
Reserve for Inventory | |||
Valuation and Qualifying Accounts | |||
Balance at Beginning of Period | 1,798 | 1,186 | 1,118 |
Charged to Costs and Expenses | 1,177 | 266 | 214 |
Deductions | (1,994) | 346 | (146) |
Balance at End of Period | $ 981 | $ 1,798 | $ 1,186 |