Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 03, 2021 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2021 | |
Entity File Number | 001-34728 | |
Entity Registrant Name | DOUGLAS DYNAMICS, INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 13-4275891 | |
Entity Address, Address Line One | 7777 North 73rd Street | |
Entity Address, City or Town | Milwaukee | |
Entity Address, Postal Zip Code | 53223 | |
Entity Address, State or Province | WI | |
City Area Code | 414 | |
Local Phone Number | 354-2310 | |
Title of 12(b) Security | Common Stock, par value $.01 per share | |
Trading Symbol | PLOW | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 22,980,951 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001287213 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 15,175 | $ 41,030 |
Accounts receivable, net | 92,127 | 83,195 |
Inventories | 93,947 | 79,482 |
Inventories - truck chassis floor plan | 6,999 | 8,146 |
Refundable income taxes paid | 313 | |
Prepaid and other current assets | 4,520 | 5,334 |
Total current assets | 213,081 | 217,187 |
Property, plant, and equipment, net | 64,332 | 64,320 |
Goodwill | 113,134 | 113,134 |
Other intangible assets, net | 147,382 | 152,791 |
Operating lease - right of use aset | 19,759 | 21,441 |
Non-qualified benefit plan assets | 9,937 | 9,041 |
Other long-term assets | 1,298 | 1,288 |
Total assets | 568,923 | 579,202 |
Current liabilities: | ||
Accounts payable | 19,385 | 16,284 |
Accrued expenses and other current liabilities | 33,323 | 30,831 |
Floor plan obligations | 7,049 | 7,885 |
Operating lease liability - current | 4,588 | 4,326 |
Income taxes payable | 5,214 | |
Current portion of long-term debt | 11,137 | 1,666 |
Total current liabilities | 75,482 | 66,206 |
Retiree benefits and deferred compensation | 17,256 | 15,804 |
Deferred income taxes | 27,158 | 26,681 |
Long-term debt, less current portion | 211,436 | 236,676 |
Operating lease liability - noncurrent | 15,516 | 17,434 |
Other long-term liabilities | 12,836 | 16,197 |
Stockholders' equity: | ||
Common Stock, par value $0.01, 200,000,000 shares authorized, 22,980,951 and 22,857,457 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively | 230 | 229 |
Additional paid-in capital | 163,777 | 157,758 |
Retained earnings | 49,303 | 47,712 |
Accumulated other comprehensive loss, net of tax | (4,071) | (5,495) |
Total stockholders' equity | 209,239 | 200,204 |
Total liabilities and stockholders' equity | $ 568,923 | $ 579,202 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Condensed Consolidated Balance Sheets | ||
Common Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares authorized | 200,000,000 | 200,000,000 |
Common Stock, shares issued | 22,980,951 | 22,857,457 |
Common Stock, shares outstanding | 22,980,951 | 22,857,457 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) | ||||
Net sales | $ 157,530 | $ 120,043 | $ 260,872 | $ 188,233 |
Cost of sales | 108,732 | 87,968 | 185,822 | 144,468 |
Gross profit | 48,798 | 32,075 | 75,050 | 43,765 |
Selling, general, and administrative expense | 21,982 | 13,858 | 41,881 | 31,007 |
Impairment charges | 127,872 | 127,872 | ||
Intangibles amortization | 2,705 | 2,739 | 5,410 | 5,477 |
Income (loss) from operations | 24,111 | (112,394) | 27,759 | (120,591) |
Interest expense, net | (4,372) | (5,662) | (7,347) | (10,702) |
Debt modification expense | (3,192) | (3,192) | ||
Loss on extinguishment of debt | (4,936) | (4,936) | ||
Other income (expense), net | 116 | (67) | 108 | (178) |
Income (loss) before taxes | 14,919 | (121,315) | 15,584 | (134,663) |
Income tax expense (benefit) | 816 | (17,456) | 739 | (20,718) |
Net income (loss) | $ 14,103 | $ (103,859) | $ 14,845 | $ (113,945) |
Weighted average number of common shares outstanding: | ||||
Basic (in shares) | 22,973,391 | 22,857,457 | 22,927,658 | 22,835,356 |
Diluted (in shares) | 22,985,233 | 22,857,457 | 22,943,836 | 22,835,356 |
Earnings (loss) per common share: | ||||
Basic (in dollars per share) | $ 0.60 | $ (4.55) | $ 0.64 | $ (5) |
Diluted (in dollars per share) | 0.60 | (4.55) | 0.63 | (5) |
Cash dividends declared per share (in dollars per share) | 0.29 | 0.28 | 0.57 | 0.56 |
Cash dividends paid per share (in dollars per share) | $ 0.29 | $ 0.28 | $ 0.57 | $ 0.56 |
Comprehensive income (loss) | $ 15,021 | $ (103,377) | $ 16,269 | $ (117,757) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Operating activities | ||
Net income (loss) | $ 14,845 | $ (113,945) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 10,213 | 9,797 |
Gain on sales of fixed asset | (57) | |
Amortization of deferred financing costs and debt discount | 646 | 605 |
Debt modification expense | 267 | |
Loss on extinguishment of debt | 4,936 | |
Stock-based compensation | 6,020 | 2,569 |
Adjustments on derivatives not classified as hedges | (849) | 3,057 |
Provision for losses on accounts receivable | 347 | 491 |
Deferred income taxes | 477 | (19,753) |
Impairment charges | 127,872 | |
Non-cash lease expense | 1,681 | 2,076 |
Earnout liability | (2,017) | |
Changes in operating assets and liabilities: | ||
Accounts receivable | (9,279) | 9,996 |
Inventories | (14,155) | (21,838) |
Prepaid assets, refundable income taxes and other assets | (475) | (1,783) |
Accounts payable | 2,929 | 2,688 |
Accrued expenses and other current liabilities | (2,851) | (3,749) |
Benefit obligations and other long-term liabilities | (1,287) | (2,357) |
Net cash provided by (used in) operating activities | 13,141 | (6,024) |
Investing activities | ||
Capital expenditures | (4,586) | (5,048) |
Net cash used in investing activities | (4,586) | (5,048) |
Financing activities | ||
Shares withheld on restricted stock vesting paid for employees' taxes | (72) | |
Payments of financing costs | (1,281) | (992) |
Dividends paid | (13,254) | (12,926) |
Borrowings on long-term debt | 224,438 | 270,875 |
Repayment of long-term debt | (244,313) | (246,546) |
Net cash provided by (used in) financing activities | (34,410) | 10,339 |
Change in cash and cash equivalents | (25,855) | (733) |
Cash and cash equivalents at beginning of period | 41,030 | 35,665 |
Cash and cash equivalents at end of period | 15,175 | 34,932 |
Non-cash operating and financing activities | ||
Truck chassis inventory acquired through floorplan obligations | $ 26,056 | $ 8,510 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Total |
Balance at Dec. 31, 2019 | $ 228 | $ 155,001 | $ 160,748 | $ (2,814) | $ 313,163 |
Balance (in shares) at Dec. 31, 2019 | 22,795,412 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net loss | (113,945) | (113,945) | |||
Dividends paid | (12,926) | (12,926) | |||
Adjustment for pension and postretirement benefit liability, net of tax | (114) | (114) | |||
Adjustment for interest rate swap, net of tax | (3,698) | (3,698) | |||
Shares withheld on restricted stock vesting paid for employees' taxes | (72) | (72) | |||
Stock based compensation | $ 1 | 2,568 | 2,569 | ||
Stock based compensation (in shares) | 62,045 | ||||
Balance at Jun. 30, 2020 | $ 229 | 157,497 | 33,320 | (6,626) | 184,420 |
Balance (in shares) at Jun. 30, 2020 | 22,857,457 | ||||
Balance at Mar. 31, 2020 | $ 229 | 156,296 | 143,618 | (7,108) | 293,035 |
Balance (in shares) at Mar. 31, 2020 | 22,857,457 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net loss | (103,859) | (103,859) | |||
Dividends paid | (6,439) | (6,439) | |||
Adjustment for pension and postretirement benefit liability, net of tax | (57) | (57) | |||
Adjustment for interest rate swap, net of tax | 539 | 539 | |||
Stock based compensation | 1,201 | 1,201 | |||
Balance at Jun. 30, 2020 | $ 229 | 157,497 | 33,320 | (6,626) | 184,420 |
Balance (in shares) at Jun. 30, 2020 | 22,857,457 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Impact due to adoption | ASU 2016-13 | (557) | (557) | |||
Balance at Dec. 31, 2020 | $ 229 | 157,758 | 47,712 | (5,495) | 200,204 |
Balance (in shares) at Dec. 31, 2020 | 22,857,457 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net loss | 14,845 | 14,845 | |||
Dividends paid | (13,254) | (13,254) | |||
Adjustment for pension and postretirement benefit liability, net of tax | (116) | (116) | |||
Adjustment for interest rate swap, net of tax | 1,540 | 1,540 | |||
Stock based compensation | $ 1 | 6,019 | 6,020 | ||
Stock based compensation (in shares) | 123,494 | ||||
Balance at Jun. 30, 2021 | $ 230 | 163,777 | 49,303 | (4,071) | 209,239 |
Balance (in shares) at Jun. 30, 2021 | 22,980,951 | ||||
Balance at Mar. 31, 2021 | $ 230 | 159,722 | 41,664 | (4,989) | 196,627 |
Balance (in shares) at Mar. 31, 2021 | 22,955,472 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net loss | 14,103 | 14,103 | |||
Dividends paid | (6,464) | (6,464) | |||
Adjustment for pension and postretirement benefit liability, net of tax | (58) | (58) | |||
Adjustment for interest rate swap, net of tax | 976 | 976 | |||
Stock based compensation | 4,055 | 4,055 | |||
Stock based compensation (in shares) | 25,479 | ||||
Balance at Jun. 30, 2021 | $ 230 | $ 163,777 | $ 49,303 | $ (4,071) | $ 209,239 |
Balance (in shares) at Jun. 30, 2021 | 22,980,951 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Shareholders' Equity (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Adjustment for pension and postretirement benefit liability, tax | $ 20 | $ 20 | $ 40 | $ 40 |
Adjustment for interest rate swap, tax | $ (340) | $ (194) | $ (534) | 1,295 |
ASU 2016-13 | ||||
Retained Earnings Tax | $ 193 |
Description of business and bas
Description of business and basis of presentation | 6 Months Ended |
Jun. 30, 2021 | |
Description of business and basis of presentation | |
Description of business and basis of presentation | 1. Basis of presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for fiscal year-end financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For further information, refer to the financial statements and related footnotes included in our 2020 Form 10-K (Commission File No. 001-34728) filed with the Securities and Exchange Commission on February 23, 2021. The Company conducts business in two segments: Work Truck Attachments and Work Truck Solutions. Under this reporting structure, the Company’s two reportable business segments are as follows: Work Truck Attachments. includes commercial snow and ice management attachments sold under the FISHER®, WESTERN® and SNOWEX® brands. This segment consists of our operations that manufacture and sell snow and ice control products. Work Truck Solutions. See Note 15 to the Unaudited Condensed Consolidated Financial Statements for financial information regarding these segments. Interim Condensed Consolidated Financial Information The accompanying Condensed Consolidated Balance Sheet as of June 30, 2021, the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) and the Condensed Consolidated Statements of Shareholders’ Equity for the three and six months ended June 30, 2021 and 2020, and the Condensed Cash Flows for the six months ended June 30, 2021 and 2020 have been prepared by the Company and have not been audited. The Company’s Work Truck Attachments segment is seasonal and, consequently its results of operations and financial condition vary from quarter-to-quarter. Because of this seasonality, the results of operations of the Work Truck Attachments segment for any quarter may not be indicative of results of operations that may be achieved for a subsequent quarter or the full year, and may not be similar to results of operations experienced in prior years. The Company attempts to manage the seasonal impact of snowfall on its revenues in part through its pre-season sales program. This pre-season sales program encourages the Company’s distributors to re-stock their inventory of Work Truck Attachments products during the second and third quarters in anticipation of the peak fourth quarter retail sales period by offering favorable pre-season pricing and payment deferral until the fourth quarter. Thus, the Company’s Work Truck Attachments segment tends to generate its greatest volume of sales during the second and third quarters. By contrast, its revenue and operating results tend to be lowest during the first quarter, as management believes the end-users of Work Truck Attachments products prefer to wait until the beginning of a snow season to purchase new equipment and as the Company’s distributors sell off Work Truck Attachments inventory and wait for the pre-season sales incentive period to re-stock inventory. Fourth quarter sales vary from year-to-year as they are primarily driven by the level, timing and location of snowfall during the quarter. This is because most of the Company’s Work Truck Attachments fourth quarter sales and shipments consist of re-orders by distributors seeking to restock inventory to meet immediate customer needs caused by snowfall during the winter months. In addition, due to the factors noted above, Work Truck Attachments working capital needs are highest in the second and third quarters as its accounts receivable rise from pre-season sales. These working capital needs decline in the fourth quarter as the Company receives payments for its pre-season shipments. As a result of the COVID-19 pandemic, including the market volatility and other economic implications associated with the pandemic and the economic and regulatory measures enacted to contain its spread, the Company’s results of operations were significantly impacted in the six months ended June 30, 2020. The Company preventatively and voluntarily closed its facilities on March 18, 2020. The Company returned to full production during the second quarter of 2020. The results of operations of the Company for any quarter during the pandemic may not be indicative of results of operations that may be achieved for a subsequent quarter or the full year, and may not be similar to results of operations experienced in prior years. In addition, results in any given period in 2021 may be different than 2020 as a result of the depressed conditions in 2020 stemming from the pandemic. During the six months ended June 30, 2020, the Company benefited from credits related to the passage of the CARES Act. Under the CARES Act, the Company qualified for an Employee Retention Credit for wages paid to employees who were not working due to the plant shutdown. The Company recorded a total CARES Act benefit of $1,152 for the six months ended June 30, 2020 to Cost of sales and Selling, general and administrative expense on the Consolidated Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). Goodwill The Company performs an annual impairment test for goodwill and more frequently if an event or circumstances indicate that an impairment loss has been incurred. Conditions that would trigger an impairment assessment include, but are not limited to, a significant adverse change in legal factors or business climate that could affect the value of an asset. The amount of goodwill impairment is determined by the amount the carrying value of the reporting unit exceeds its fair value. The Company has determined it has three reporting units, and all significant decisions are made on a company-wide basis by the chief operating decision maker. The fair value of the reporting unit is estimated by using an income and market approach. The estimated fair value is compared with the aggregate carrying value. If the fair value is greater than the carrying amount, there is no impairment. If the carrying amount is greater than the fair value, an impairment loss is recognized equal to the difference. During the quarter ended June 30, 2020, the Company identified a triggering event as there had been a significant decline in the business climate and in results of operations as a result of uncertainty related to the COVID-19 pandemic and chassis availability. Given these indicators, the Company determined that there was a higher degree of uncertainty in achieving its financial projections. Therefore, the Company performed an impairment test as of June 30, 2020 for each of its reporting units. There were no triggering events identified during the quarter ended June 30, 2021. The Work Truck Attachments segment consists of one reporting unit: Commercial. The impairment test performed as of June 30, 2020 indicated no impairment for the Commercial reporting unit. The Work Truck Solutions consists of two reporting units; Municipal and Dejana. At June 30, 2020, the Municipal reporting unit’s carrying value exceeded its fair value. As a result, $47,799 of the Municipal goodwill balance was recorded as an impairment charge during the three and six months ended June 30, 2020 and is included in Impairment charges on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). At June 30, 2020, the Dejana reporting unit’s carrying value exceeded its fair value. As a result, $80,073 of the Dejana goodwill balance was recorded as an impairment charge during the three and six months ended June 30, 2020 and is included in Impairment charges on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2021 | |
Revenue Recognition | |
Revenue Recognition | 2. Revenue Recognition Revenue Streams The following is a description of principal activities from which the Company generates revenue. Revenues are recognized when control of the promised goods or services are transferred to the customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company generates all of its revenue from contracts with customers. Additionally, contract amounts represent the full amount of the transaction price as agreed upon with the customer at the time of order, resulting in a single performance obligation in all cases. In the case of a single order containing multiple upfits, the transaction price may represent multiple performance obligations. Work Truck Attachments The Company recognizes revenue upon shipment of equipment to the customer. Within the Work Truck Attachments segment, the Company offers a variety of discounts and sales incentives to its distributors. The estimated liability for sales discounts and allowances is calculated using the expected value method and recorded at the time of sale as a reduction of net sales. The liability is estimated based on the costs of the program, the planned duration of the program and historical experience. The Work Truck Attachments segment has two revenue streams, as identified below. Independent Dealer Sales Parts & Accessory Sales Work Truck Solutions The Work Truck Solutions segment primarily participates in the truck and vehicle upfitting industry in the United States. Customers are billed separately for the truck chassis by the chassis manufacturer. The Company only records sales for the amount of the upfit, excluding the truck chassis. Generally, the Company obtains the truck chassis from the truck chassis manufacturer through either its floor plan agreement with a financial institution or bailment pool agreement with the truck chassis manufacturer. Additionally, in some instances the Company upfits chassis which are owned by the end customer. For truck chassis acquired through the floor plan agreement, the Company holds title to the vehicle from the time the chassis is received by the Company until the completion of the up-fit. Under the bailment pool agreement, the Company does not take title to the truck chassis, but rather only holds the truck chassis on consignment. The Company pays interest on both of these arrangements. The Company records revenue in the same manner net of the value of the truck chassis in both the Company’s floor plan and bailment pool agreements. The Company does not set the price for the truck chassis, is not responsible for the billing of the chassis and does not have inventory risk in either the bailment pool or floor plan agreements. The Work Truck Solutions segment also has manufacturing operations of municipal snow and ice control equipment, where revenue is recognized upon shipment of equipment to the customer. Revenues from the sales of the Work Truck Solutions products are recognized net of the truck chassis with the selling price to the customer recorded as sales and the manufacturing and up-fit cost of the product recorded as Cost of sales. In these cases, the Company acts as an agent as it does not have inventory or pricing control over the truck chassis. Within the Work Truck Solutions segment, the Company also sells certain third-party products for which it acts as an agent. These sales do not meet the criteria for gross sales recognition, and thus are recognized on a net basis at the time of sale. Under net sales recognition, the cost paid to the third-party service provider is recorded as a reduction to sales, resulting in net sales being equal to the gross profit on the transaction. The Work Truck Solutions segment has four revenue streams, as identified below. State and Local Bids single performance obligation. Any shipping and handling activities performed by the Company after the transfer of control to the Customer (e.g., when control transfers upon shipment) are considered fulfillment activities, and accordingly, the costs are accrued for when the related revenue is recognized. Fleet Upfit Sales Dealer Upfit Sales Over the Counter / Parts & Accessory Sales Disaggregation of Revenue The following table provides information about disaggregated revenue by customer type and timing of revenue recognition, and includes a reconciliation of the disaggregated revenue with reportable segments. Revenue by customer type was as follows: Three Months Ended June 30, 2021 Work Truck Attachments Work Truck Solutions Total Revenue Independent dealer $ 104,638 $ 32,384 $ 137,022 Government - 9,466 9,466 Fleet - 9,295 9,295 Other - 1,747 1,747 Total revenue $ 104,638 $ 52,892 $ 157,530 Three Months Ended June 30, 2020 Work Truck Attachments Work Truck Solutions Total Revenue Independent dealer $ 73,830 $ 25,826 $ 99,656 Government - 11,700 11,700 Fleet - 7,133 7,133 Other - 1,554 1,554 Total revenue $ 73,830 $ 46,213 $ 120,043 Six Months Ended June 30, 2021 Work Truck Attachments Work Truck Solutions Total Revenue Independent dealer $ 146,619 $ 66,032 $ 212,651 Government - 21,916 21,916 Fleet - 20,640 20,640 Other - 5,665 5,665 Total revenue $ 146,619 $ 114,253 $ 260,872 Six Months Ended June 30, 2020 Work Truck Attachments Work Truck Solutions Total Revenue Independent dealer $ 92,950 $ 53,878 $ 146,828 Government - 22,190 22,190 Fleet - 16,362 16,362 Other - 2,853 2,853 Total revenue $ 92,950 $ 95,283 $ 188,233 Revenue by timing of revenue recognition was as follows: Three Months Ended June 30, 2021 Work Truck Attachments Work Truck Solutions Total Revenue Point in time $ 104,638 $ 32,690 $ 137,328 Over time - 20,202 20,202 Total revenue $ 104,638 $ 52,892 $ 157,530 Three Months Ended June 30, 2020 Work Truck Attachments Work Truck Solutions Total Revenue Point in time $ 73,830 $ 30,381 $ 104,211 Over time - 15,832 15,832 Total revenue $ 73,830 $ 46,213 $ 120,043 Six Months Ended June 30, 2021 Work Truck Attachments Work Truck Solutions Total Revenue Point in time $ 146,619 $ 73,400 $ 220,019 Over time - 40,853 40,853 Total revenue $ 146,619 $ 114,253 $ 260,872 Six Months Ended June 30, 2020 Work Truck Attachments Work Truck Solutions Total Revenue Point in time $ 92,950 $ 60,095 $ 153,045 Over time - 35,188 35,188 Total revenue $ 92,950 $ 95,283 $ 188,233 Contract Balances The following table shows the changes in the Company’s contract liabilities during the three and six months ended June 30, 2021 and 2020, respectively: Three Months Ended June 30, 2021 Balance at Beginning of Period Additions Deductions Balance at End of Period Contract liabilities $ 3,741 $ 7,564 $ (4,702) $ 6,603 Three Months Ended June 30, 2020 Balance at Beginning of Period Additions Deductions Balance at End of Period Contract liabilities $ 2,035 $ 6,869 $ (2,588) $ 6,316 Six Months Ended June 30, 2021 Balance at Beginning of Period Additions Deductions Balance at End of Period Contract liabilities $ 2,746 $ 10,729 $ (6,872) $ 6,603 Six Months Ended June 30, 2020 Balance at Beginning of Period Additions Deductions Balance at End of Period Contract liabilities $ 2,187 $ 8,506 $ (4,377) $ 6,316 The Company receives payments from customers based upon contractual billing schedules. Contract assets include amounts related to the contractual right to consideration for completed performance obligations. There were no contract assets as of June 30, 2021 or 2020. Contract liabilities include payments received in advance of performance under the contract, variable freight allowances which are refunded to the customer, and rebates paid to distributors under our municipal rebate program, and are realized with the associated revenue recognized under the contract. The Company recognized revenue of $1,730 and $947 during the three months ended June 30, 2021 and 2020, respectively, which was included in contract liabilities at the beginning of each period. The Company recognized revenue of $2,145 and $1,414 during the six months ended June 30, 2021 and 2020, respectively, which was included in contract liabilities at the beginning of each period. |
Credit Losses
Credit Losses | 6 Months Ended |
Jun. 30, 2021 | |
Credit Losses | |
Credit Losses | 3. Credit Losses Effective January 1, 2020, the Company adopted new accounting guidance that significantly changed the impairment model for estimating credit losses on financial assets to a current expected credit losses (“CECL”) model that requires entities to estimate the lifetime expected credit losses on such assets, leading to earlier recognition of such losses. Effective January 1, 2020, the adoption of CECL accounting, through a modified-retrospective approach, caused an increase to the allowance for credit losses of approximately $400 and $350 for the Work Truck Attachments and Work Truck Solutions segments, respectively. The majority of the Company’s accounts receivable are due from distributors of truck equipment and dealers of completed upfit trucks. Credit is extended based on an evaluation of a customer’s financial condition. A receivable is considered past due if payments have not been received within agreed upon invoice terms. Accounts receivable are written off after all collection efforts have been exhausted. The Company takes a security interest in the inventory as collateral for the receivable but often does not have a priority security interest. The Company has short-term accounts receivable at its Work Truck Attachments and Work Truck Solutions segments subject to evaluation for expected credit losses. Expected credit losses are estimated based on the loss-rate and probability of default methods. On a periodic basis, the Company evaluates its accounts receivable and establishes the allowance for credit losses based on specific customer circumstances, past events including collections and write-off history, current conditions, and reasonable forecasts about the future. As of June 30, 2021, the Company had an allowance for credit losses on its trade accounts receivable of $1,682 and $1,549 at its Work Truck Attachments and Work Truck Solutions segments, respectively. As of December 31, 2020, the Company had an allowance for credit losses on its trade accounts receivable of $1,480 and $1,449 at its Work Truck Attachments and Work Truck Solutions segments, respectively. The following table rolls forward the activity related to credit losses for trade accounts receivable at each segment, and on a consolidated basis for the six months ended June 30, 2021 and 2020: Balance at Additions Changes to Balance at December 31, charged to Writeoffs reserve, net June 30, 2020 earnings 2021 Six Months Ended June 30,2021 Work Truck Attachments $ 1,480 $ 200 $ - $ 2 $ 1,682 Work Truck Solutions 1,449 147 (47) - 1,549 Total $ 2,929 $ 347 $ (47) $ 2 $ 3,231 Balance at Adoption of Additions Changes to Balance at December 31, ASU 2016-13 charged to Writeoffs reserve, net June 30, 2019 earnings 2020 Six Months Ended June 30,2020 Work Truck Attachments $ 600 $ 400 $ 200 $ 12 $ 43 $ 1,255 Work Truck Solutions 887 350 291 - (57) 1,471 Total $ 1,487 $ 750 $ 491 $ 12 $ (14) $ 2,726 |
Fair Value
Fair Value | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value | |
Fair Value | 4. Fair Value Fair value is the price at which an asset could be exchanged in a current transaction between knowledgeable, willing parties. A liability’s fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. Fair value measurements are categorized into one of three levels based on the lowest level of significant input used: Level 1 (unadjusted quoted prices in active markets); Level 2 (observable market inputs available at the measurement date, other than quoted prices included in Level 1); and Level 3 (unobservable inputs that cannot be corroborated by observable market data). The following table presents financial assets and liabilities measured at fair value on a recurring basis and discloses the fair value of long-term debt: Fair Value at Fair Value at June 30, December 31, 2021 2020 Assets: Non-qualified benefit plan assets (a) $ 9,937 $ 9,041 Total Assets $ 9,937 $ 9,041 Liabilities: Interest rate swaps (b) $ 10,170 $ 13,073 Long-term debt (c) 224,444 241,278 Total Liabilities $ 234,614 $ 254,351 (a) Included in Non-qualified benefit plan assets is the cash surrender value of insurance policies on various individuals that are associated with the Company. The carrying amount of these insurance policies approximates their fair value and is considered Level 2 inputs. (b) Valuation models are calibrated to initial trade price. Subsequent valuations are based on observable inputs to the valuation model (e.g. interest rates and credit spreads). Model inputs are changed only when corroborated by market data. A credit risk adjustment is made on each swap using observable market credit spreads. Thus, inputs used to determine fair value of the interest rate swap are Level 2 inputs. Interest rate swaps of $4,110 and $6,060 at June 30, 2021 are included in Accrued expenses and other current liabilities and Other long-term liabilities, respectively. Interest rate swaps of $4,075 and $8,998 at December 31, 2020 are included in Accrued expenses and other current liabilities and Other long-term liabilities, respectively. (c) The fair value of the Company’s long-term debt, including current maturities, is based on rates for instruments with comparable maturities and credit quality (Level 2 inputs), and approximates its carrying value. Prior to the Company’s most recent debt refinancing, the fair value of the Company’s long-term debt, including current maturities, was estimated using discounted cash flows based on the Company’s current incremental borrowing rates for similar types of borrowing arrangements, which was a Level 2 input. See Note 9 for additional information. Long-term debt is recorded at carrying amount, net of discount and deferred debt issuance costs, as disclosed on the face of the balance sheet. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2021 | |
Inventories | |
Inventories | 5. Inventories Inventories consist of the following: June 30, December 31, 2021 2020 Finished goods $ 50,495 $ 39,496 Work-in-process 7,552 8,253 Raw material and supplies 35,900 31,733 $ 93,947 $ 79,482 The inventories in the table above do not include truck chassis inventory financed through a floor plan financing agreement, which are recorded separately on the balance sheet. The Company takes title to truck chassis upon receipt of the inventory through its floor plan agreement and performs up-fitting service installations to the truck chassis inventory during the installation period. The floor plan obligation is then assumed by the dealer customer upon delivery. At June 30, 2021 and December 31, 2020, the Company had $6,999 and $8,146, respectively, of chassis inventory and $7,049 and $7,885 of related floor plan financing obligation, respectively. The Company recognizes revenue associated with up-fitting and service installations net of the truck chassis. |
Property, plant and equipment
Property, plant and equipment | 6 Months Ended |
Jun. 30, 2021 | |
Property, plant and equipment | |
Property, plant and equipment | 6. Property, plant and equipment Property, plant and equipment are summarized as follows: June 30, December 31, 2021 2020 Land $ 3,969 $ 2,378 Land improvements 5,147 4,830 Leasehold improvements 4,087 4,087 Buildings 33,631 29,580 Machinery and equipment 66,937 61,154 Furniture and fixtures 20,441 19,782 Mobile equipment and other 5,231 5,200 Construction-in-process 3,447 11,751 Total property, plant and equipment 142,890 138,762 Less accumulated depreciation (78,558) (74,442) Net property, plant and equipment $ 64,332 $ 64,320 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2021 | |
Leases | |
Leases | 7. Leases The Company has operating leases for manufacturing and upfit facilities, land and parking lots, warehousing space and certain equipment. The leases have remaining lease terms of less than one year to 15 years , some of which include options to extend the leases for up to 10 years . Such renewal options were not included in the determination of the lease term unless deemed reasonably certain of exercise. The discount rate used in measuring the lease liabilities is based on the Company’s interest rate on its secured Term Loan Credit Agreement. Certain of the Company’s leases contain escalating rental payments based on an index. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. Lease Expense The components of lease expense, which are included in Cost of sales and Selling, general and administrative expenses on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss), were as follows: Three Months Ended Six Months Ended Three Months Ended Six Months Ended June 30, 2021 June 30, 2021 June 30, 2020 June 30, 2020 Operating lease expense $ 1,411 $ 2,782 $ 1,297 $ 2,608 Short term lease cost $ 43 $ 158 $ 106 $ 145 Total lease cost $ 1,454 $ 2,940 $ 1,403 $ 2,753 Cash Flow Supplemental cash flow information related to leases is as follows: Six Months Ended Six Months Ended June 30, 2021 June 30, 2020 Cash paid for amounts included in the measurement of operating lease liabilities $ 2,747 $ 2,618 Non-cash lease expense - right-of-use assets $ 1,681 $ 2,076 Right-of-use assets obtained in exchange for operating lease obligations $ 360 $ 2,697 Balance Sheet Supplemental balance sheet information related to leases is as follows: June 30, 2021 December 31, 2020 Operating Leases Operating lease right-of-use assets $ 19,759 $ 21,441 Other current liabilities 4,588 4,326 Operating lease liabilities 15,516 17,434 Total operating lease liabilities $ 20,104 $ 21,760 Weighted Average Remaining Lease Term Operating leases 61 months 67 months Weighted Average Discount Rate Operating leases 5.14% 5.16% Lease Maturities Maturities of leases were as follows: Year ending December 31, Operating Leases 2021 (excluding the six months ended June 30, 2021) $ 2,787 2022 5,165 2023 4,524 2024 3,771 2025 3,016 Thereafter 3,562 Total Lease Payments 22,825 Less: imputed interest (2,721) Total $ 20,104 |
Other Intangible Assets
Other Intangible Assets | 6 Months Ended |
Jun. 30, 2021 | |
Other Intangible Assets | |
Other Intangible Assets | l 8. Other Intangible Assets The following is a summary of the Company’s other intangible assets: Gross Less Net Carrying Accumulated Carrying Amount Amortization Amount June 30, 2021 Indefinite-lived intangibles: Trademark and tradenames $ 77,600 $ - $ 77,600 Amortizable intangibles: Dealer network 80,000 69,000 11,000 Customer relationships 80,920 29,767 51,153 Patents 21,136 15,112 6,024 Noncompete agreements 8,640 8,640 - Trademarks 5,459 3,854 1,605 Amortizable intangibles, net 196,155 126,373 69,782 Total $ 273,755 $ 126,373 $ 147,382 Gross Less Net Carrying Accumulated Carrying Amount Amortization Amount December 31, 2020 Indefinite-lived intangibles: Trademark and tradenames $ 77,600 $ - $ 77,600 Amortizable intangibles: Dealer network 80,000 67,000 13,000 Customer relationships 80,920 27,196 53,724 Patents 21,136 14,484 6,652 Noncompete agreements 8,640 8,477 163 Trademarks 5,459 3,807 1,652 Amortizable intangibles, net 196,155 120,964 75,191 Total $ 273,755 $ 120,964 $ 152,791 Amortization expense for intangible assets was $2,705 and $2,739 for the three months ended June 30, 2021 and 2020, respectively. Amortization expense for intangible assets was $5,410 and $5,477 for the six months ended June 30, 2021 and 2020, respectively. Estimated amortization expense for the remainder of 2021 and each of the succeeding five years is as follows: 2021 $ 5,335 2022 10,520 2023 10,520 2024 7,520 2025 6,075 2026 5,450 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2021 | |
Long-Term Debt | |
Long-Term Debt | 9. Long-Term Debt Long-term debt is summarized below: June 30, December 31, 2021 2020 Term Loan, net of debt discount of $556 and $4,234 at June 30, 2021 and December 31, 2020, respectively $ 224,444 $ 240,078 Less current maturities 11,137 1,666 Long-term debt before deferred financing costs 213,307 238,412 Deferred financing costs, net 1,871 1,736 Long-term debt, net $ 211,436 $ 236,676 On June 9, 2021, the Company entered into a Credit Agreement (the “Credit Agreement”) with a group of banks and financial institutions. The Credit Agreement provides for a senior secured term loan in the amount of $225,000 and a senior secured revolving credit facility in the amount of $100,000, of which $10,000 will be available in the form of letters of credit and $15,000 will be available for the issuance of short-term swingline loans. The Credit Agreement also allows the Company to request increases to the revolving commitments and/or incremental term loans in an aggregate amount not in excess of $175,000, subject to specified terms and conditions. The final maturity date of the Credit Agreement is June 9, 2026. The Company applied the proceeds of the senior secured term loan facility under the Credit Agreement to refinance its existing senior secured term loan and revolving credit facilities and for the payment of transaction consideration and expenses in connection with the Credit Agreement. The Company will be required to pay a fee for unused amounts under the senior secured revolving facility in an amount ranging from 0.150% to 0.300% of the average daily unused portion of the senior secured revolving credit facility, depending on the Company’s Leverage Ratio (as defined in the Credit Agreement). The Credit Agreement provides that the senior secured term loan facility will bear interest at (i) the London Interbank Offered Rate for the applicable interest period multiplied by the Statutory Reserve Rate (as defined in the Credit Agreement) plus (ii) a margin ranging from 1.375% to 2.00%, depending on the Company’s Leverage Ratio. The Credit Agreement provides that the Company has the option to select whether the senior secured revolving credit facility borrowings will bear interest at either (i)(a) the London Interbank Offered Rate for the applicable interest period multiplied by the Statutory Reserve Rate (as defined in the Credit Agreement) plus (b) a margin ranging from 1.375% to 2.00%, depending on the Company’s Leverage Ratio, or (ii) a margin ranging from 0.375% to 1.00% per annum, depending on the Company’s Leverage Ratio, plus the greatest of (which if the following would be less than 1.00%, such rate shall be deemed to be 1.00%) (a) the Prime Rate (as defined in the Credit Agreement) in effect on such day, (b) the NYFRB Rate (as defined in the Credit Agreement) plus 0.50% and (c) the London Interbank Offered Rate for a one month interest period multiplied by the Statutory Reserve Rate plus 1%. If the London Interbank Offered Rate for the applicable interest period is less than zero, such rate shall be deemed to be zero for purposes of calculating the foregoing interest rates in the Credit Agreement. The Credit Agreement was issued at a $563 discount which is being amortized over the term of the term loan. Additionally, deferred financing costs of $1,409 are being amortized over the term of the loan. The Company’s entrance into the Credit Agreement and subsequent settlement of its prior credit agreements is accounted for as an extinguishment of the Company’s prior debt under ASC 470-50, which resulted in the write off of unamortized capitalized deferred financing costs of $972 as well as the write off of unamortized debt discount of $3,964 , resulting in a loss on extinguishment of debt of $4,936 in the Consolidated Statement At June 30, 2021, the Company had outstanding borrowings under its term loan of $224,444 and no outstanding borrowings on its revolving credit facility. At December 31, 2020, the Company had outstanding borrowings under its prior Term Loan Credit Agreement of $240,078, no outstanding borrowings on its prior Revolving Credit Agreement, and remaining borrowing availability of $99,050. The Credit Agreement includes customary representations, warranties and negative and affirmative covenants, as well as customary events of default and certain cross default provisions that could result in acceleration of the Credit Agreement. In addition, the Credit Agreement requires the Company to have a Leverage Ratio of not more than 3.50 to 1.00 as of the last day of any fiscal quarter commencing with the fiscal quarter ending June 30, 2021, and to have a Consolidated Interest Coverage Ratio (as defined in the Credit Agreement) of not less than 3.00 to 1.00 as of the last day of any fiscal quarter commencing with the fiscal quarter ending June 30, 2021. As of June 30, 2021, the Company is in compliance with the respective covenants. In accordance with the Company’s prior credit agreements, the Company was required to make additional principal prepayments over the above scheduled payments under certain conditions. This included, in the case of the term loan facility, 100% of the net cash proceeds of certain asset sales, certain insurance or condemnation events, certain debt issuances, and, within 150 days of the end of each fiscal year, 50% of consolidated excess cash flow including a deduction for certain distributions (which percentage is reduced to 0% upon the achievement of certain leverage ratio thresholds), for such fiscal year. Consolidated excess cash flow was defined in the senior credit facilities as consolidated adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) plus a consolidated working capital adjustment, less the sum of repayments of debt and capital expenditures (subject to certain adjustments), interest and taxes paid in cash, management fees and certain restricted payments (including certain dividends or distributions). Consolidated working capital adjustment was defined in the senior credit facilities as the change in working capital, defined as current assets, excluding cash and cash equivalents, less current liabilities, excluding the current portion of long-term debt. The Company made a voluntary payment of $20,000 on its debt on January 31, 2020, a voluntary payment of $30,000 on its debt on December 31, 2020, and voluntary payment of $20,000 on its debt on March 31, 2021. On June 13, 2019, the Company entered into an interest rate swap agreement to reduce its exposure to interest rate volatility. The interest rate swap has a notional amount of $175,000 effective for the period May 31, 2019 through May 31, 2024. The Company may have counterparty credit risk resulting from the interest rate swap, which it monitors on an on-going basis. The risk lies with one global financial institution. Under the interest rate swap agreement, the Company will either receive or make payments on a monthly basis based on the differential between 2.495% and LIBOR. The interest rate swap was previously accounted for as a cash flow hedge. During the first quarter of 2020, the swap was determined to be ineffective. As a result, the swap was dedesignated on March 19, 2020, and the remaining losses included in Accumulated other comprehensive loss on the Condensed Consolidated Balance Sheets would be amortized into interest expense on a straight-line basis through the life of the swap. The amount amortized from Accumulated other comprehensive loss into earnings during the three months ended June 30, 2021 and 2020 was $402 . The amount amortized from Accumulated other comprehensive loss into earnings during the six months ended June 30, 2021 and 2020 was $1,150 . On June 9, 2021, in conjunction with entering into the Credit Agreement described above, the Company re-designated its swap. As a result, the swap will be recorded at fair value with changes recorded in Accumulated other comprehensive loss. The amortization from Accumulated other comprehensive income into earnings from the previous dedesignation has been adjusted as of June 9, 2021 to include the de-recognition of previously recognized mark-to-market gains and the amortization of the off-market component as of the re-designation date, and will continue to be recognized through the life of the swap. The interest rate swap’s negative fair value at June 30, 2021 was $10,170, of which $4,110 and $6,060 are included in Accrued expenses and other current liabilities and Other long-term liabilities on the Condensed Consolidated Balance Sheet, respectively. The interest rate swap’s negative fair value at December 31, 2020 was $13,073, of which $4,075 and $8,998 are included in Accrued expenses and other current liabilities and Other long-term liabilities on the Condensed Consolidated Balance Sheet, respectively. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2021 | |
Accrued Expenses and Other Current Liabilities | |
Accrued Expenses and Other Current Liabilities | 10. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities are summarized as follows: June 30, December 31, 2021 2020 Payroll and related costs $ 10,489 $ 10,240 Employee benefits 8,760 7,642 Accrued warranty 3,220 3,392 Interest rate swaps 4,110 4,075 Other 6,744 5,482 $ 33,323 $ 30,831 |
Warranty Liability
Warranty Liability | 6 Months Ended |
Jun. 30, 2021 | |
Warranty Liability | |
Warranty Liability | 11. Warranty Liability The Company accrues for estimated warranty costs as sales are recognized and periodically assesses the adequacy of its recorded warranty liability and adjusts the amount as necessary. The Company’s warranties generally provide, with respect to its snow and ice control equipment, that all material and workmanship will be free from defect for a period of two years after the date of purchase by the end-user, and with respect to its parts and accessories purchased separately, that such parts and accessories will be free from defect for a period of one year after the date of purchase by the end-user. All of the Company’s warranties are assurance-type warranties. Certain snowplows only provide for a one year warranty. The Company determines the amount of the estimated warranty costs (and its corresponding warranty reserve) based on the Company’s prior five years of warranty history utilizing a formula driven by historical warranty expense and applying management’s judgment. The Company adjusts its historical warranty costs to take into account unique factors such as the introduction of new products into the marketplace that do not provide a historical warranty record to assess. The warranty reserve was $5,423 at June 30, 2021, of which $2,203 is included in Other long-term liabilities and $3,220 is included in Accrued expenses and other current liabilities in the accompanying Condensed Consolidated Balance Sheet. The warranty reserve was $5,812 at December 31, 2020, of which $2,420 is included in Other long-term liabilities and $3,392 is included in Accrued expenses and other current liabilities in the accompanying Condensed Consolidated Balance Sheet. The following is a rollforward of the Company’s warranty liability: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2021 2020 2021 2020 Balance at the beginning of the period $ 4,677 $ 5,202 $ 5,812 $ 6,541 Warranty provision 1,735 712 2,705 1,261 Claims paid/settlements (989) (559) (3,094) (2,447) Balance at the end of the period $ 5,423 $ 5,355 $ 5,423 $ 5,355 |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 6 Months Ended |
Jun. 30, 2021 | |
Earnings (Loss) Per Share | |
Earnings (Loss) Per Share | 12. Earnings (Loss) per Share Basic earnings (loss) per share of common stock is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted earnings (loss) per share of common stock is computed by dividing net income (loss) by the weighted average number of common shares, using the two-class method. As the Company has granted RSUs that both participate in dividend equivalents and do not participate in dividend equivalents, the Company has calculated earnings (loss) per share pursuant to the two-class method, which is an earnings allocation formula that determines earnings (loss) per share for common stock and participating securities according to dividends declared and participation rights in undistributed losses. Under this method, all earnings (distributed and undistributed) are allocated to common shares and participating securities based on their respective rights to receive dividends. Diluted net earnings (loss) per share is calculated by dividing net earnings (loss) attributable to common stockholders by the weighted average number of common stock and dilutive common stock outstanding during the period. Potential common shares in the diluted net income (loss) per share computation are excluded to the extent that they would be anti-dilutive. Weighted average of potentially dilutive non-participating RSU’s were 21,910 and 26,823 in the three and six months ended June 30, 2020. Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2021 2020 2021 2020 Basic earnings (loss) per common share Net income (loss) $ 14,103 $ (103,859) $ 14,845 $ (113,945) Less income allocated to participating securities 224 - 255 - Net income (loss) allocated to common shareholders $ 13,879 $ (103,859) $ 14,590 $ (113,945) Weighted average common shares outstanding 22,973,391 22,857,457 22,927,658 22,835,356 $ 0.60 $ (4.55) $ 0.64 $ (5.00) Earnings (loss) per common share assuming dilution Net income (loss) $ 14,103 $ (103,859) $ 14,845 $ (113,945) Less income allocated to participating securities 224 - 255 - Net income (loss) allocated to common shareholders $ 13,879 $ (103,859) $ 14,590 $ (113,945) Weighted average common shares outstanding 22,973,391 22,857,457 22,927,658 22,835,356 Incremental shares applicable to non-participating RSUs 11,842 - 16,178 - Weighted average common shares assuming dilution 22,985,233 22,857,457 22,943,836 22,835,356 $ 0.60 $ (4.55) $ 0.63 $ (5.00) |
Employee Stock Plans
Employee Stock Plans | 6 Months Ended |
Jun. 30, 2021 | |
Stock Based Compensation | |
Stock Based Compensation | 13. Employee Stock Plans 2010 Stock Incentive Plan In May 2010, the Company’s Board of Directors and stockholders adopted the 2010 Stock Incentive Plan (the “2010 Plan”). The material terms of the performance goals under the 2010 Plan, as amended and restated, were approved by stockholders at the Company’s 2014 annual meeting of stockholders and the plan’s term was extended further by the stockholders at the Company’s 2020 annual meeting of stockholders. The 2010 Plan provides for the issuance of nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock awards and restricted stock units (“RSUs”), any of which may be performance-based, and for incentive bonuses, which may be paid in cash or stock or a combination of both, to eligible employees, officers, non-employee directors and other service providers to the Company and its subsidiaries. A maximum of 2,130,000 shares of common stock may be issued pursuant to all awards under the 2010 Plan. Equity awards issued to management include a retirement provision under which members of management who either (1) are age 65 or older or (2) have at least ten years of service and are at least age 55 will continue to vest in unvested equity awards upon retirement. The retirement provision also stipulates that the employee remain employed by the Company for six months after the first day of the fiscal year of the grant. As the retirement provision does not qualify as a substantive service condition, the Company incurred $3,286 and $659 in the three months ended June 30, 2021 and 2020, respectively, and $4,145 and $962 in the six months ended June 30, 2021 and 2020, respectively, in additional expense for employees who meet the thresholds of the retirement provision. In 2013, the Company’s nominating and governance committee approved a retirement provision for the RSUs issued to non-employee directors that accelerates the vesting of such awards upon retirement. Such awards are fully expensed immediately upon grant in accordance with ASC 718, as the retirement provision eliminates substantive service conditions associated with the awards. Performance Share Unit Awards The Company grants performance share units as performance-based awards under the 2010 Plan that are subject to performance conditions over a three year performance period beginning in the year of the grant. Upon meeting the prescribed performance conditions, employees will be issued shares which vest immediately at the end of the measurement period. In accordance with ASC 718, such awards are being expensed over the vesting period from the date of grant through the requisite service period, based upon the most probable outcome. The fair value per share of the awards is the closing stock price on the date of grant, which was $49.96 . The Company recognized $2,463 and $268 of compensation expense related to the awards in the three months ended June 30, 2021 and 2020, respectively. The Company recognized $3,274 and $752 of compensation expense related to the awards in the six months ended June 30, 2021 and 2020, respectively. The unrecognized compensation expense calculated under the fair value method for shares that were, as of June 30, 2021 expected to be earned through the requisite service period was approximately $2,603 and is expected to be recognized through 2024. Restricted Stock Unit Awards RSUs are granted to both non-employee directors and management. RSUs do not carry voting rights. While all non-employee director RSUs participate in dividend equivalents, there are two classes of management RSUs, one that participates in dividend equivalents, and a second that does not participate in dividend equivalents. Each RSU represents the right to receive one share of the Company’s common stock and is subject to time-based vesting restrictions. Participants are not required to pay any consideration to the Company at either the time of grant of a RSU or upon vesting. A summary of RSU activity for the six months ended June 30, 2021 is as follows: Weighted Weighted Average Average Remaining Grant Date Contractual Shares Fair value Term Unvested at December 31, 2020 36,022 $ 42.73 1.40 years Granted 133,718 $ 44.49 1.42 years Vested (86,375) $ 39.69 Cancelled and forfeited (835) $ 44.49 Unvested at June 30, 2021 82,530 $ 48.74 2.36 years Expected to vest in the future at June 30, 2021 81,705 $ 48.74 2.36 years The Company recognized $1,592 and $933 of compensation expense related to the RSU awards in the three months ended June 30, 2021 and 2020, respectively. The Company recognized $2,746 and $1,817 of compensation expense related to the RSU awards in the six months ended June 30, 2021 and 2020, respectively. The unrecognized compensation expense calculated under the fair value method for shares that were, as of June 30, 2021, expected to be earned through the requisite service period was approximately $2,046 and is expected to be recognized through 2024. For grants to non-employee directors, vesting occurs as of the grant date. Vested director RSUs are ‘‘settled’’ by the delivery to the participant or a designated brokerage firm of one share of common stock per vested RSU as soon as reasonably practicable following a termination of service of the participant that constitutes a separation from service, and in all events no later than the end of the calendar year in which such termination of service occurs or, if later, two and one-half months after such termination of service. Vested management RSUs are “settled” by the delivery to the participant or a designated brokerage firm of one share of common stock per vested RSU as soon as reasonably practicable following vesting. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 14. Commitments and Contingencies In the ordinary course of business, the Company is engaged in various litigation including product liability and intellectual property disputes. However, the Company does not believe that any pending litigation will have a material adverse effect on its consolidated financial position. In addition, the Company is not currently a party to any environmental-related claims or legal matters. |
Segments
Segments | 6 Months Ended |
Jun. 30, 2021 | |
Segments | |
Segments | 15. Segments The Company’s two reportable business segments are as follows: Work Truck Attachments. includes commercial snow and ice management attachments sold under the FISHER®, WESTERN® and SNOWEX® brands. This segment consists of our operations that manufacture and sell snow and ice control products. Work Truck Solutions. Separate financial information is available for the two operating segments. In addition, segment results include an allocation of all corporate costs to Work Truck Attachments and Work Truck Solutions. Segment performance is evaluated based on segment net sales and Adjusted EBITDA. Segment results include an allocation of all corporate costs. No single customer’s revenues amounted to 10% or more of the Company’s total revenue. Sales are primarily within the United States and substantially all assets are located within the United States. All intersegment sales are eliminated in consolidation. Sales between Work Truck Attachments and Work Truck Solutions reflect the Company’s intercompany pricing policy. The following table shows summarized financial information concerning the Company’s reportable segments: Three Months Ended Three Months Ended Six Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2021 2020 2021 2020 Net sales Work Truck Attachments $ 104,638 $ 73,830 $ 146,619 $ 92,950 Work Truck Solutions 52,892 46,213 114,253 95,283 $ 157,530 $ 120,043 $ 260,872 $ 188,233 Adjusted EBITDA Work Truck Attachments $ 32,177 $ 20,448 $ 40,416 $ 18,372 Work Truck Solutions 1,314 (116) 3,733 245 $ 33,491 $ 20,332 $ 44,149 $ 18,617 Depreciation and amortization expense Work Truck Attachments $ 2,997 $ 2,652 $ 5,798 $ 5,311 Work Truck Solutions 2,203 2,251 4,415 4,486 $ 5,200 $ 4,903 $ 10,213 $ 9,797 Assets Work Truck Attachments $ 379,541 $ 373,378 Work Truck Solutions 189,382 211,509 $ 568,923 $ 584,887 Capital Expenditures Work Truck Attachments $ 1,884 $ 2,397 $ 3,981 $ 4,255 Work Truck Solutions 484 339 777 735 $ 2,368 $ 2,736 $ 4,758 $ 4,990 Adjusted EBITDA Work Truck Attachments $ 32,177 $ 20,448 $ 40,416 $ 18,372 Work Truck Solutions 1,314 (116) 3,733 245 Total Adjusted EBITDA $ 33,491 $ 20,332 $ 44,149 $ 18,617 Less items to reconcile Adjusted EBITDA to Income (Loss) before taxes: Interest expense - net 4,372 5,662 7,347 10,702 Depreciation expense 2,495 2,164 4,803 4,320 Amortization 2,705 2,739 5,410 5,477 Purchase accounting (1) - (2,000) - (2,017) Stock based compensation 4,055 1,201 6,020 2,569 Impairment charges - 127,872 - 127,872 Debt modification expense - 3,192 - 3,192 Loss on extinguishment of debt 4,936 - 4,936 - COVID-19 (2) 15 848 55 1,165 Other charges (3) (6) (31) (6) - Income (loss) before taxes $ 14,919 $ (121,315) $ 15,584 $ (134,663) (1) Reflects $2,000 reversal of earn-out compensation in conjunction with the acquisition of Dejana in the periods presented. Reflects $17 reversal of earn-out compensation in conjunction with the acquisition of Henderson in the periods presented. (2) Reflects incremental costs incurred related to the COVID-19 pandemic for the periods presented. Such COVID-19 related costs include increased expenses directly related to the pandemic, and do not include either production related overhead inefficiencies or lost or deferred sales. (3) Reflects unrelated legal and consulting fees for the periods presented. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2021 | |
Income Taxes | |
Income Taxes | 16. Income Taxes The Company’s effective tax rate was 5.5% and (14.4%) for the three months ended June 30, 2021 and 2020, respectively. The Company’s effective tax rate was 4.7% and (15.4%) for the six months ended June 30, 2021 and 2020, respectively. The effective tax rate for the three and six months ended June 30, 2021 was lower than the Company’s historical annual effective tax rate due to a discrete tax benefit of $2,739 related to favorable income tax audit results in states in which the Company files. The following items caused the effective tax rate for the three and six months ended June 30, 2020 to be significantly different from the Company’s historical annual effective tax rate: ● The Company recorded impairment of nondeductible goodwill related to the Municipal reporting unit. This decreased the rate by 8.4% and 7.5% for the three and six months ended June 30, 2020, respectively. ● After an evaluation of recent profitability, future projections of profitability, and future deferred tax liabilities, the Company concluded that an additional valuation allowance of approximately $1,477 was necessary for certain state deferred tax assets. This decreased the rate by 0.3% and 0.2% for the three and six months ended June 30, 2020, respectively. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The largest item affecting deferred taxes is the difference between book and tax amortization of goodwill and other intangibles amortization. |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Loss by Component | 6 Months Ended |
Jun. 30, 2021 | |
Changes in Accumulated Other Comprehensive Loss by Component | |
Changes in Accumulated Other Comprehensive Loss by Component | 17. Changes in Accumulated Other Comprehensive Loss by Component Changes to accumulated other comprehensive loss by component for the six months ended June 30, 2021 are as follows: Unrealized Net Loss Retiree on Interest Health Rate Benefit Swap Obligation Total Balance at December 31, 2020 $ (7,608) $ 2,113 $ (5,495) Other comprehensive loss before reclassifications (21) — (21) Amounts reclassified from accumulated other comprehensive loss: (1) 1,560 (115) 1,445 Balance at June 30, 2021 $ (6,069) $ 1,998 $ (4,071) (1) Amounts reclassified from accumulated other comprehensive loss: Amortization of Other Postretirement Benefit items: Actuarial gains $ (156) Tax expense 41 Reclassification net of tax $ (115) Realized losses on interest rate swaps reclassified to interest expense $ 2,108 Tax benefit (548) Reclassification net of tax $ 1,560 Changes to accumulated other comprehensive loss by component for the six months ended June 30, 2020 are as follows: Unrealized Net Loss Retiree on Interest Health Rate Benefit Swap Obligation Total Balance at December 31, 2019 $ (5,023) $ 2,209 $ (2,814) Other comprehensive gain before reclassifications (4,612) - (4,612) Amounts reclassified from accumulated other comprehensive loss: (1) 914 (114) 800 Balance at June 30, 2020 $ (8,721) $ 2,095 $ (6,626) (1) Amounts reclassified from accumulated other comprehensive loss: Amortization of Other Postretirement Benefit items: Actuarial gains $ (154) Tax expense 40 Reclassification net of tax $ (114) Realized losses on interest rate swaps reclassified to interest expense $ 1,235 Tax benefit (321) Reclassification net of tax $ 914 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Revenue Recognition | |
Revenue by customer and timing recognition | Revenue by customer type was as follows: Three Months Ended June 30, 2021 Work Truck Attachments Work Truck Solutions Total Revenue Independent dealer $ 104,638 $ 32,384 $ 137,022 Government - 9,466 9,466 Fleet - 9,295 9,295 Other - 1,747 1,747 Total revenue $ 104,638 $ 52,892 $ 157,530 Three Months Ended June 30, 2020 Work Truck Attachments Work Truck Solutions Total Revenue Independent dealer $ 73,830 $ 25,826 $ 99,656 Government - 11,700 11,700 Fleet - 7,133 7,133 Other - 1,554 1,554 Total revenue $ 73,830 $ 46,213 $ 120,043 Six Months Ended June 30, 2021 Work Truck Attachments Work Truck Solutions Total Revenue Independent dealer $ 146,619 $ 66,032 $ 212,651 Government - 21,916 21,916 Fleet - 20,640 20,640 Other - 5,665 5,665 Total revenue $ 146,619 $ 114,253 $ 260,872 Six Months Ended June 30, 2020 Work Truck Attachments Work Truck Solutions Total Revenue Independent dealer $ 92,950 $ 53,878 $ 146,828 Government - 22,190 22,190 Fleet - 16,362 16,362 Other - 2,853 2,853 Total revenue $ 92,950 $ 95,283 $ 188,233 Revenue by timing of revenue recognition was as follows: Three Months Ended June 30, 2021 Work Truck Attachments Work Truck Solutions Total Revenue Point in time $ 104,638 $ 32,690 $ 137,328 Over time - 20,202 20,202 Total revenue $ 104,638 $ 52,892 $ 157,530 Three Months Ended June 30, 2020 Work Truck Attachments Work Truck Solutions Total Revenue Point in time $ 73,830 $ 30,381 $ 104,211 Over time - 15,832 15,832 Total revenue $ 73,830 $ 46,213 $ 120,043 Six Months Ended June 30, 2021 Work Truck Attachments Work Truck Solutions Total Revenue Point in time $ 146,619 $ 73,400 $ 220,019 Over time - 40,853 40,853 Total revenue $ 146,619 $ 114,253 $ 260,872 Six Months Ended June 30, 2020 Work Truck Attachments Work Truck Solutions Total Revenue Point in time $ 92,950 $ 60,095 $ 153,045 Over time - 35,188 35,188 Total revenue $ 92,950 $ 95,283 $ 188,233 |
Contract Balances | Three Months Ended June 30, 2021 Balance at Beginning of Period Additions Deductions Balance at End of Period Contract liabilities $ 3,741 $ 7,564 $ (4,702) $ 6,603 Three Months Ended June 30, 2020 Balance at Beginning of Period Additions Deductions Balance at End of Period Contract liabilities $ 2,035 $ 6,869 $ (2,588) $ 6,316 Six Months Ended June 30, 2021 Balance at Beginning of Period Additions Deductions Balance at End of Period Contract liabilities $ 2,746 $ 10,729 $ (6,872) $ 6,603 Six Months Ended June 30, 2020 Balance at Beginning of Period Additions Deductions Balance at End of Period Contract liabilities $ 2,187 $ 8,506 $ (4,377) $ 6,316 |
Credit Losses (Tables)
Credit Losses (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Credit Losses | |
Credit losses for trade accounts receivable | Balance at Additions Changes to Balance at December 31, charged to Writeoffs reserve, net June 30, 2020 earnings 2021 Six Months Ended June 30,2021 Work Truck Attachments $ 1,480 $ 200 $ - $ 2 $ 1,682 Work Truck Solutions 1,449 147 (47) - 1,549 Total $ 2,929 $ 347 $ (47) $ 2 $ 3,231 Balance at Adoption of Additions Changes to Balance at December 31, ASU 2016-13 charged to Writeoffs reserve, net June 30, 2019 earnings 2020 Six Months Ended June 30,2020 Work Truck Attachments $ 600 $ 400 $ 200 $ 12 $ 43 $ 1,255 Work Truck Solutions 887 350 291 - (57) 1,471 Total $ 1,487 $ 750 $ 491 $ 12 $ (14) $ 2,726 |
Fair Value (Tables)
Fair Value (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value | |
Schedule of financial assets and liabilities measured at fair value on a recurring basis and disclosure of the fair value of long-term debt | Fair Value at Fair Value at June 30, December 31, 2021 2020 Assets: Non-qualified benefit plan assets (a) $ 9,937 $ 9,041 Total Assets $ 9,937 $ 9,041 Liabilities: Interest rate swaps (b) $ 10,170 $ 13,073 Long-term debt (c) 224,444 241,278 Total Liabilities $ 234,614 $ 254,351 (a) Included in Non-qualified benefit plan assets is the cash surrender value of insurance policies on various individuals that are associated with the Company. The carrying amount of these insurance policies approximates their fair value and is considered Level 2 inputs. (b) Valuation models are calibrated to initial trade price. Subsequent valuations are based on observable inputs to the valuation model (e.g. interest rates and credit spreads). Model inputs are changed only when corroborated by market data. A credit risk adjustment is made on each swap using observable market credit spreads. Thus, inputs used to determine fair value of the interest rate swap are Level 2 inputs. Interest rate swaps of $4,110 and $6,060 at June 30, 2021 are included in Accrued expenses and other current liabilities and Other long-term liabilities, respectively. Interest rate swaps of $4,075 and $8,998 at December 31, 2020 are included in Accrued expenses and other current liabilities and Other long-term liabilities, respectively. (c) The fair value of the Company’s long-term debt, including current maturities, is based on rates for instruments with comparable maturities and credit quality (Level 2 inputs), and approximates its carrying value. Prior to the Company’s most recent debt refinancing, the fair value of the Company’s long-term debt, including current maturities, was estimated using discounted cash flows based on the Company’s current incremental borrowing rates for similar types of borrowing arrangements, which was a Level 2 input. See Note 9 for additional information. Long-term debt is recorded at carrying amount, net of discount and deferred debt issuance costs, as disclosed on the face of the balance sheet. |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Inventories | |
Schedule of inventories | June 30, December 31, 2021 2020 Finished goods $ 50,495 $ 39,496 Work-in-process 7,552 8,253 Raw material and supplies 35,900 31,733 $ 93,947 $ 79,482 |
Property, plant and equipment (
Property, plant and equipment (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Property, plant and equipment | |
Summary of property, plant and equipment | June 30, December 31, 2021 2020 Land $ 3,969 $ 2,378 Land improvements 5,147 4,830 Leasehold improvements 4,087 4,087 Buildings 33,631 29,580 Machinery and equipment 66,937 61,154 Furniture and fixtures 20,441 19,782 Mobile equipment and other 5,231 5,200 Construction-in-process 3,447 11,751 Total property, plant and equipment 142,890 138,762 Less accumulated depreciation (78,558) (74,442) Net property, plant and equipment $ 64,332 $ 64,320 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Leases | |
Summary of lease expense and supplemental cash flow information | Three Months Ended Six Months Ended Three Months Ended Six Months Ended June 30, 2021 June 30, 2021 June 30, 2020 June 30, 2020 Operating lease expense $ 1,411 $ 2,782 $ 1,297 $ 2,608 Short term lease cost $ 43 $ 158 $ 106 $ 145 Total lease cost $ 1,454 $ 2,940 $ 1,403 $ 2,753 Cash Flow Supplemental cash flow information related to leases is as follows: Six Months Ended Six Months Ended June 30, 2021 June 30, 2020 Cash paid for amounts included in the measurement of operating lease liabilities $ 2,747 $ 2,618 Non-cash lease expense - right-of-use assets $ 1,681 $ 2,076 Right-of-use assets obtained in exchange for operating lease obligations $ 360 $ 2,697 |
Summary of supplemental balance sheet information related to leases | June 30, 2021 December 31, 2020 Operating Leases Operating lease right-of-use assets $ 19,759 $ 21,441 Other current liabilities 4,588 4,326 Operating lease liabilities 15,516 17,434 Total operating lease liabilities $ 20,104 $ 21,760 Weighted Average Remaining Lease Term Operating leases 61 months 67 months Weighted Average Discount Rate Operating leases 5.14% 5.16% |
Summary of maturities of leases | Year ending December 31, Operating Leases 2021 (excluding the six months ended June 30, 2021) $ 2,787 2022 5,165 2023 4,524 2024 3,771 2025 3,016 Thereafter 3,562 Total Lease Payments 22,825 Less: imputed interest (2,721) Total $ 20,104 |
Other Intangible Assets (Tables
Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Other Intangible Assets | |
Summary of other intangible assets | Gross Less Net Carrying Accumulated Carrying Amount Amortization Amount June 30, 2021 Indefinite-lived intangibles: Trademark and tradenames $ 77,600 $ - $ 77,600 Amortizable intangibles: Dealer network 80,000 69,000 11,000 Customer relationships 80,920 29,767 51,153 Patents 21,136 15,112 6,024 Noncompete agreements 8,640 8,640 - Trademarks 5,459 3,854 1,605 Amortizable intangibles, net 196,155 126,373 69,782 Total $ 273,755 $ 126,373 $ 147,382 Gross Less Net Carrying Accumulated Carrying Amount Amortization Amount December 31, 2020 Indefinite-lived intangibles: Trademark and tradenames $ 77,600 $ - $ 77,600 Amortizable intangibles: Dealer network 80,000 67,000 13,000 Customer relationships 80,920 27,196 53,724 Patents 21,136 14,484 6,652 Noncompete agreements 8,640 8,477 163 Trademarks 5,459 3,807 1,652 Amortizable intangibles, net 196,155 120,964 75,191 Total $ 273,755 $ 120,964 $ 152,791 |
Schedule of estimated amortization expense | 2021 $ 5,335 2022 10,520 2023 10,520 2024 7,520 2025 6,075 2026 5,450 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Long-Term Debt | |
Summary of long-term debt | June 30, December 31, 2021 2020 Term Loan, net of debt discount of $556 and $4,234 at June 30, 2021 and December 31, 2020, respectively $ 224,444 $ 240,078 Less current maturities 11,137 1,666 Long-term debt before deferred financing costs 213,307 238,412 Deferred financing costs, net 1,871 1,736 Long-term debt, net $ 211,436 $ 236,676 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Accrued Expenses and Other Current Liabilities | |
Summary of accrued expenses and other current liabilities | June 30, December 31, 2021 2020 Payroll and related costs $ 10,489 $ 10,240 Employee benefits 8,760 7,642 Accrued warranty 3,220 3,392 Interest rate swaps 4,110 4,075 Other 6,744 5,482 $ 33,323 $ 30,831 |
Warranty Liability (Tables)
Warranty Liability (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Warranty Liability | |
Schedule of rollforward of Company's warranty liability | Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2021 2020 2021 2020 Balance at the beginning of the period $ 4,677 $ 5,202 $ 5,812 $ 6,541 Warranty provision 1,735 712 2,705 1,261 Claims paid/settlements (989) (559) (3,094) (2,447) Balance at the end of the period $ 5,423 $ 5,355 $ 5,423 $ 5,355 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings (Loss) Per Share | |
Schedule of computation of basic and diluted earnings (loss) per share | Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2021 2020 2021 2020 Basic earnings (loss) per common share Net income (loss) $ 14,103 $ (103,859) $ 14,845 $ (113,945) Less income allocated to participating securities 224 - 255 - Net income (loss) allocated to common shareholders $ 13,879 $ (103,859) $ 14,590 $ (113,945) Weighted average common shares outstanding 22,973,391 22,857,457 22,927,658 22,835,356 $ 0.60 $ (4.55) $ 0.64 $ (5.00) Earnings (loss) per common share assuming dilution Net income (loss) $ 14,103 $ (103,859) $ 14,845 $ (113,945) Less income allocated to participating securities 224 - 255 - Net income (loss) allocated to common shareholders $ 13,879 $ (103,859) $ 14,590 $ (113,945) Weighted average common shares outstanding 22,973,391 22,857,457 22,927,658 22,835,356 Incremental shares applicable to non-participating RSUs 11,842 - 16,178 - Weighted average common shares assuming dilution 22,985,233 22,857,457 22,943,836 22,835,356 $ 0.60 $ (4.55) $ 0.63 $ (5.00) |
Employee Stock Plans (Tables)
Employee Stock Plans (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Stock Based Compensation | |
Summary of RSU activity | Weighted Weighted Average Average Remaining Grant Date Contractual Shares Fair value Term Unvested at December 31, 2020 36,022 $ 42.73 1.40 years Granted 133,718 $ 44.49 1.42 years Vested (86,375) $ 39.69 Cancelled and forfeited (835) $ 44.49 Unvested at June 30, 2021 82,530 $ 48.74 2.36 years Expected to vest in the future at June 30, 2021 81,705 $ 48.74 2.36 years |
Segments (Table)
Segments (Table) | 6 Months Ended |
Jun. 30, 2021 | |
Segments | |
Schedule of Reconciliation of Operating Profit (Loss) | All intersegment sales are eliminated in consolidation. Sales between Work Truck Attachments and Work Truck Solutions reflect the Company’s intercompany pricing policy. The following table shows summarized financial information concerning the Company’s reportable segments: Three Months Ended Three Months Ended Six Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2021 2020 2021 2020 Net sales Work Truck Attachments $ 104,638 $ 73,830 $ 146,619 $ 92,950 Work Truck Solutions 52,892 46,213 114,253 95,283 $ 157,530 $ 120,043 $ 260,872 $ 188,233 Adjusted EBITDA Work Truck Attachments $ 32,177 $ 20,448 $ 40,416 $ 18,372 Work Truck Solutions 1,314 (116) 3,733 245 $ 33,491 $ 20,332 $ 44,149 $ 18,617 Depreciation and amortization expense Work Truck Attachments $ 2,997 $ 2,652 $ 5,798 $ 5,311 Work Truck Solutions 2,203 2,251 4,415 4,486 $ 5,200 $ 4,903 $ 10,213 $ 9,797 Assets Work Truck Attachments $ 379,541 $ 373,378 Work Truck Solutions 189,382 211,509 $ 568,923 $ 584,887 Capital Expenditures Work Truck Attachments $ 1,884 $ 2,397 $ 3,981 $ 4,255 Work Truck Solutions 484 339 777 735 $ 2,368 $ 2,736 $ 4,758 $ 4,990 Adjusted EBITDA Work Truck Attachments $ 32,177 $ 20,448 $ 40,416 $ 18,372 Work Truck Solutions 1,314 (116) 3,733 245 Total Adjusted EBITDA $ 33,491 $ 20,332 $ 44,149 $ 18,617 Less items to reconcile Adjusted EBITDA to Income (Loss) before taxes: Interest expense - net 4,372 5,662 7,347 10,702 Depreciation expense 2,495 2,164 4,803 4,320 Amortization 2,705 2,739 5,410 5,477 Purchase accounting (1) - (2,000) - (2,017) Stock based compensation 4,055 1,201 6,020 2,569 Impairment charges - 127,872 - 127,872 Debt modification expense - 3,192 - 3,192 Loss on extinguishment of debt 4,936 - 4,936 - COVID-19 (2) 15 848 55 1,165 Other charges (3) (6) (31) (6) - Income (loss) before taxes $ 14,919 $ (121,315) $ 15,584 $ (134,663) (1) Reflects $2,000 reversal of earn-out compensation in conjunction with the acquisition of Dejana in the periods presented. Reflects $17 reversal of earn-out compensation in conjunction with the acquisition of Henderson in the periods presented. (2) Reflects incremental costs incurred related to the COVID-19 pandemic for the periods presented. Such COVID-19 related costs include increased expenses directly related to the pandemic, and do not include either production related overhead inefficiencies or lost or deferred sales. (3) Reflects unrelated legal and consulting fees for the periods presented. |
Changes in Accumulated Other _2
Changes in Accumulated Other Comprehensive Loss by Component (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Changes in Accumulated Other Comprehensive Loss by Component | |
Schedule of changes to accumulated other comprehensive loss by component | Changes to accumulated other comprehensive loss by component for the six months ended June 30, 2021 are as follows: Unrealized Net Loss Retiree on Interest Health Rate Benefit Swap Obligation Total Balance at December 31, 2020 $ (7,608) $ 2,113 $ (5,495) Other comprehensive loss before reclassifications (21) — (21) Amounts reclassified from accumulated other comprehensive loss: (1) 1,560 (115) 1,445 Balance at June 30, 2021 $ (6,069) $ 1,998 $ (4,071) (1) Amounts reclassified from accumulated other comprehensive loss: Amortization of Other Postretirement Benefit items: Actuarial gains $ (156) Tax expense 41 Reclassification net of tax $ (115) Realized losses on interest rate swaps reclassified to interest expense $ 2,108 Tax benefit (548) Reclassification net of tax $ 1,560 Changes to accumulated other comprehensive loss by component for the six months ended June 30, 2020 are as follows: Unrealized Net Loss Retiree on Interest Health Rate Benefit Swap Obligation Total Balance at December 31, 2019 $ (5,023) $ 2,209 $ (2,814) Other comprehensive gain before reclassifications (4,612) - (4,612) Amounts reclassified from accumulated other comprehensive loss: (1) 914 (114) 800 Balance at June 30, 2020 $ (8,721) $ 2,095 $ (6,626) (1) Amounts reclassified from accumulated other comprehensive loss: Amortization of Other Postretirement Benefit items: Actuarial gains $ (154) Tax expense 40 Reclassification net of tax $ (114) Realized losses on interest rate swaps reclassified to interest expense $ 1,235 Tax benefit (321) Reclassification net of tax $ 914 |
Description of business and b_2
Description of business and basis of presentation (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)segment | Jun. 30, 2020USD ($)segment | Dec. 31, 2020USD ($) | |
Interim Consolidated Financial Information | ||||
Number of operating segments | 2 | |||
Amount of total benefit | $ | $ 1,152 | |||
Retained earnings | $ | $ 49,303 | $ 47,712 | ||
Number of reporting units | 3 | |||
Number of reportable segments | 2 | |||
Dejana Reporting Unit | ||||
Interim Consolidated Financial Information | ||||
Goodwill impairment | $ | $ 80,073 | 80,073 | ||
Municipal Reporting Unit | ||||
Interim Consolidated Financial Information | ||||
Goodwill impairment | $ | $ 47,799 | $ 47,799 | ||
Work Truck Attachments segment | ||||
Interim Consolidated Financial Information | ||||
Number of reportable segments | 1 | |||
Work Truck Solutions | ||||
Interim Consolidated Financial Information | ||||
Number of reportable segments | 2 |
Revenue Recognition (Revenue by
Revenue Recognition (Revenue by customer and timing recognitions) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)item | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) | |
Disaggregation of Revenue [Line Items] | |||||
Retained Earnings | $ 49,303 | $ 49,303 | $ 47,712 | ||
Net sales | 157,530 | $ 120,043 | 260,872 | $ 188,233 | |
Independent dealer | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 137,022 | 99,656 | 212,651 | 146,828 | |
Government | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 9,466 | 11,700 | 21,916 | 22,190 | |
Fleet | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 9,295 | 7,133 | 20,640 | 16,362 | |
Other | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 1,747 | 1,554 | 5,665 | 2,853 | |
Point in time | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 137,328 | 104,211 | 220,019 | 153,045 | |
Over time | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 20,202 | 15,832 | $ 40,853 | 35,188 | |
Work Truck Attachments | |||||
Disaggregation of Revenue [Line Items] | |||||
Number of revenue streams | item | 2 | ||||
Net sales | 104,638 | 73,830 | $ 146,619 | 92,950 | |
Work Truck Attachments | Independent dealer | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 104,638 | 73,830 | 146,619 | 92,950 | |
Work Truck Attachments | Point in time | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 104,638 | 73,830 | $ 146,619 | 92,950 | |
Work Truck Solutions | |||||
Disaggregation of Revenue [Line Items] | |||||
Number of revenue streams | item | 4 | ||||
Net sales | 52,892 | 46,213 | $ 114,253 | 95,283 | |
Work Truck Solutions | Independent dealer | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 32,384 | 25,826 | 66,032 | 53,878 | |
Work Truck Solutions | Government | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 9,466 | 11,700 | 21,916 | 22,190 | |
Work Truck Solutions | Fleet | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 9,295 | 7,133 | 20,640 | 16,362 | |
Work Truck Solutions | Other | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 1,747 | 1,554 | 5,665 | 2,853 | |
Work Truck Solutions | Point in time | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 32,690 | 30,381 | 73,400 | 60,095 | |
Work Truck Solutions | Over time | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 20,202 | 15,832 | 40,853 | 35,188 | |
Effect of Change Higher/(Lower) | ASC 2014-09 | Work Truck Solutions | Over time | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | $ 168 | $ 84 | $ 260 | $ 190 |
Revenue Recognition (Contract B
Revenue Recognition (Contract Balances) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Changes in contract liabilities | ||||
Balance at Beginning of Period | $ 3,741 | $ 2,035 | $ 2,746 | $ 2,187 |
Additions | 7,564 | 6,869 | 10,729 | 8,506 |
Deductions | (4,702) | (2,588) | (6,872) | (4,377) |
Balance at End of Period | 6,603 | 6,316 | 6,603 | 6,316 |
Contract assets | 0 | 0 | 0 | 0 |
Revenue recognized included in contract liabilities at the beginning of the period | $ 1,730 | $ 947 | $ 2,145 | $ 1,414 |
Credit Losses (Details)
Credit Losses (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Jan. 01, 2020 | |
Balance | $ 1,487 | |||
Additions charged to earnings | $ 347 | 491 | ||
Writeoffs | (47) | |||
Writeoffs | 12 | |||
Changes to reserve, net | 2 | (14) | ||
Balance | 3,231 | 2,726 | ||
Work Truck Attachments segment | ||||
Balance | 1,480 | 600 | ||
Additions charged to earnings | 200 | 200 | ||
Writeoffs | 12 | |||
Changes to reserve, net | 2 | 43 | ||
Balance | 1,682 | 1,255 | ||
Work Truck Solutions | ||||
Balance | 1,449 | 887 | ||
Additions charged to earnings | 147 | 291 | ||
Writeoffs | (47) | |||
Changes to reserve, net | (57) | |||
Balance | $ 1,549 | $ 1,471 | ||
ASU 2016-13 | ||||
Adoption | $ 750 | |||
ASU 2016-13 | Work Truck Attachments segment | ||||
Adoption | 400 | |||
ASU 2016-13 | Work Truck Solutions | ||||
Adoption | 350 | |||
ASU 2016-13 | Restatement adjustment | ||||
Adoption | $ 2,929 | |||
ASU 2016-13 | Restatement adjustment | Work Truck Attachments segment | ||||
Adoption | 1,480 | 400 | ||
ASU 2016-13 | Restatement adjustment | Work Truck Solutions | ||||
Adoption | $ 1,449 | $ 350 |
Fair Value - Assets and Liabili
Fair Value - Assets and Liabilities on a Recurring Basis (Details) - Recurring - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Assets: | ||
Non-qualified benefit plan assets | $ 9,937 | $ 9,041 |
Total Assets | 9,937 | 9,041 |
Liabilities: | ||
Interest rate swaps | 10,170 | 13,073 |
Long term debt | 224,444 | 241,278 |
Total Liabilities | $ 234,614 | $ 254,351 |
Fair Value - Fair Value Liabili
Fair Value - Fair Value Liability Reconciliation (Details) - Recurring - Level 2 - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Fair value liability reconciliation | ||
Derivative Liability, Current | $ 4,110 | $ 4,075 |
Derivative Liability, Noncurrent | $ 6,060 | $ 8,998 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Inventories | ||
Finished goods | $ 50,495 | $ 39,496 |
Work-in-process | 7,552 | 8,253 |
Raw material and supplies | 35,900 | 31,733 |
Inventories | 93,947 | 79,482 |
Inventories - truck chassis floor plan | $ 6,999 | $ 8,146 |
Property, plant and equipment_2
Property, plant and equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Property, plant and equipment | ||
Total property, plant and equipment | $ 142,890 | $ 138,762 |
Less accumulated depreciation | (78,558) | (74,442) |
Net property, plant and equipment | 64,332 | 64,320 |
Land | ||
Property, plant and equipment | ||
Total property, plant and equipment | 3,969 | 2,378 |
Land improvements | ||
Property, plant and equipment | ||
Total property, plant and equipment | 5,147 | 4,830 |
Leasehold Improvements | ||
Property, plant and equipment | ||
Total property, plant and equipment | 4,087 | 4,087 |
Buildings | ||
Property, plant and equipment | ||
Total property, plant and equipment | 33,631 | 29,580 |
Machinery and equipment | ||
Property, plant and equipment | ||
Total property, plant and equipment | 66,937 | 61,154 |
Furniture and fixtures | ||
Property, plant and equipment | ||
Total property, plant and equipment | 20,441 | 19,782 |
Mobile equipment and other | ||
Property, plant and equipment | ||
Total property, plant and equipment | 5,231 | 5,200 |
Construction-in-process | ||
Property, plant and equipment | ||
Total property, plant and equipment | $ 3,447 | $ 11,751 |
Leases - Narrative (Details)
Leases - Narrative (Details) | 6 Months Ended |
Jun. 30, 2021 | |
Lessee, Lease, Description [Line Items] | |
Options to extend | true |
Renewal term | 10 years |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease terms | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease terms | 15 years |
Leases - Components of Lease an
Leases - Components of Lease and supplemental cash flow information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Lease Expense | ||||
Operating lease expense | $ 1,411 | $ 1,297 | $ 2,782 | $ 2,608 |
Short term lease cost | 43 | 106 | 158 | 145 |
Total lease cost | $ 1,454 | $ 1,403 | 2,940 | 2,753 |
Cash paid for amounts included in the measurement of operating lease liabilities | 2,747 | 2,618 | ||
Non-cash lease expense - right-of-use assets | 1,681 | 2,076 | ||
Right-of-use assets obtained in exchange for operating lease obligations | $ 360 | $ 2,697 |
Leases - Supplemental Balance s
Leases - Supplemental Balance sheet information (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Supplemental balance sheet information related to leases | ||
Operating lease - right of use aset | $ 19,759 | $ 21,441 |
Other current liabilities | 4,588 | 4,326 |
Operating lease liabilities | 15,516 | 17,434 |
Total operating lease liabilities | $ 20,104 | $ 21,760 |
Weighted Average Remaining Lease Term - Operating leases | 61 months | 67 months |
Weighted Average Discount Rate - Operating leases | 5.14% | 5.16% |
Leases - Maturities (Details)
Leases - Maturities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Maturities of leases | ||
2021 (excluding the six months ended June 30, 2021) | $ 2,787 | |
2022 | 5,165 | |
2023 | 4,524 | |
2024 | 3,771 | |
2025 | 3,016 | |
Thereafter | 3,562 | |
Total Lease Payments | 22,825 | |
Less: imputed interest | (2,721) | |
Total operating lease liabilities | $ 20,104 | $ 21,760 |
Other Intangible Asset - Summar
Other Intangible Asset - Summary (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | $ 196,155 | $ 196,155 |
Amortizable intangibles, accumulated amortization | 126,373 | 120,964 |
Finite-Lived Intangible Assets, Net, Total | 69,782 | 75,191 |
Intangible Assets, Gross (Excluding Goodwill), Total | 273,755 | 273,755 |
Net Carrying Amount | 147,382 | 152,791 |
Dealer network | ||
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | 80,000 | 80,000 |
Amortizable intangibles, accumulated amortization | 69,000 | 67,000 |
Finite-Lived Intangible Assets, Net, Total | 11,000 | 13,000 |
Customer relationships | ||
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | 80,920 | 80,920 |
Amortizable intangibles, accumulated amortization | 29,767 | 27,196 |
Finite-Lived Intangible Assets, Net, Total | 51,153 | 53,724 |
Patents | ||
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | 21,136 | 21,136 |
Amortizable intangibles, accumulated amortization | 15,112 | 14,484 |
Finite-Lived Intangible Assets, Net, Total | 6,024 | 6,652 |
Noncompete agreements | ||
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | 8,640 | 8,640 |
Amortizable intangibles, accumulated amortization | 8,640 | 8,477 |
Finite-Lived Intangible Assets, Net, Total | 163 | |
Trademarks | ||
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | 5,459 | 5,459 |
Amortizable intangibles, accumulated amortization | 3,854 | 3,807 |
Finite-Lived Intangible Assets, Net, Total | 1,605 | 1,652 |
Trademark and tradenames | ||
Other intangible assets | ||
Indefinite-lived intangibles, net carrying amount | $ 77,600 | $ 77,600 |
Other Intangible Asset - Estima
Other Intangible Asset - Estimated Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Other Intangible Assets | ||||
Intangibles amortization | $ 2,705 | $ 2,739 | $ 5,410 | $ 5,477 |
Estimated amortization expense for the next five years | ||||
2021 | 5,335 | 5,335 | ||
2022 | 10,520 | 10,520 | ||
2023 | 10,520 | 10,520 | ||
2024 | 7,520 | 7,520 | ||
2025 | $ 6,075 | 6,075 | ||
2026 | $ 5,450 |
Long-Term Debt - Summary (Detai
Long-Term Debt - Summary (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Jan. 31, 2020 | Jun. 30, 2021 |
Long-term debt | ||||
Less current maturities | $ 1,666 | $ 11,137 | ||
Long-term debt before deferred financing costs | 236,676 | 211,436 | ||
Deferred financing costs, net | 1,736 | 1,871 | ||
Long-term debt, net | 236,676 | 211,436 | ||
Long-term debt, additional disclosure | ||||
Inventories - truck chassis floor plan | 8,146 | 6,999 | ||
Voluntary payment | $ 20,000 | 30,000 | ||
Term loan facility | ||||
Long-term debt | ||||
Term Loan, net of debt discount of $556 and $4,234 at June 30, 2021 and December 31, 2020, respectively | 240,078 | 224,444 | ||
Less current maturities | 1,666 | 11,137 | ||
Long-term debt before deferred financing costs | 238,412 | 213,307 | ||
Long-term debt, additional disclosure | ||||
Unamortized discount on issuance of debt | 4,234 | 556 | ||
Outstanding borrowings | 240,078 | 224,444 | ||
Senior secured revolving credit facility | ||||
Long-term debt, additional disclosure | ||||
Outstanding borrowings | 0 | $ 0 | ||
Senior credit facilities | Term loan facility | ||||
Long-term debt, additional disclosure | ||||
Percentage of net cash proceeds of certain asset sales, certain insurance or condemnation events, requirement for additional principal prepayments | 100.00% | |||
Percentage of excess cash flow paid as additional principal prepayments | 50.00% | |||
Reduced percentage of excess cash flow paid as additional principal prepayments upon achievement of certain leverage ratio thresholds, one | 0.00% | |||
Voluntary payment | $ 20,000 | |||
Senior credit facilities | Term loan facility | Maximum | ||||
Long-term debt, additional disclosure | ||||
Period before end of the fiscal year, for additional principal prepayments of debt, from excess cash flow | 150 days | |||
Senior credit facilities | Senior secured revolving credit facility | ||||
Long-term debt, additional disclosure | ||||
Remaining borrowing availability | $ 99,050 |
Long-Term Debt - Credit Agreeme
Long-Term Debt - Credit Agreement (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2021 | Jun. 09, 2021 | |
Debt Instrument [Line Items] | |||
Loss on extinguishment of debt | $ 4,936 | $ 4,936 | |
Credit Agreement | |||
Debt Instrument [Line Items] | |||
Unamortized discount on issuance of debt | 563 | 563 | |
Deferred financing cost | $ 1,409 | 1,409 | |
Write off of unamortized deferred financing costs | 972 | ||
Write off of unamortized debt discount | $ 3,964 | ||
Leverage ratio | 3.50% | ||
Interest coverage ratio | 3.00% | ||
Credit Agreement | Maximum | |||
Debt Instrument [Line Items] | |||
Increase in borrowing ability | $ 175,000 | ||
Senior secured term loan | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 225,000 | ||
Senior secured term loan | Maximum | LIBOR | Leverage ratio one | |||
Debt Instrument [Line Items] | |||
Interest rate margin (as a percent) | 2.00% | ||
Senior secured term loan | Minimum | LIBOR | Leverage ratio one | |||
Debt Instrument [Line Items] | |||
Interest rate margin (as a percent) | 1.375% | ||
Senior secured revolving credit facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 100,000 | ||
Senior secured revolving credit facility | NYFRB | |||
Debt Instrument [Line Items] | |||
Interest rate margin (as a percent) | 0.50% | ||
Senior secured revolving credit facility | One month LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (as a percent) | 1.00% | ||
Senior secured revolving credit facility | Maximum | |||
Debt Instrument [Line Items] | |||
Unused commitment fee (as a percent) | 0.30% | ||
Senior secured revolving credit facility | Maximum | LIBOR | Leverage ratio two | |||
Debt Instrument [Line Items] | |||
Interest rate margin (as a percent) | 1.00% | ||
Senior secured revolving credit facility | Minimum | |||
Debt Instrument [Line Items] | |||
Unused commitment fee (as a percent) | 0.15% | ||
Senior secured revolving credit facility | Minimum | LIBOR | Leverage ratio two | |||
Debt Instrument [Line Items] | |||
Interest rate margin (as a percent) | 0.375% | ||
Letter of credit | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 10,000 | ||
Swing line loan | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 15,000 |
Long-Term Debt - Swaps (Details
Long-Term Debt - Swaps (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021USD ($)item | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)item | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Jun. 13, 2019USD ($) | |
Derivative [Line Items] | ||||||
Amount amortized from AOCL to earnings | $ 402 | $ 748 | $ 1,150 | $ 748 | ||
Amount expected to be amortized from AOCI | 687 | |||||
Adjustments on derivatives not classified as hedges | (849) | 3,057 | ||||
Inventories - truck chassis floor plan | 6,999 | 6,999 | $ 8,146 | |||
Mark-to-market adjustment interest expense | 204 | $ 897 | (1,998) | $ 2,310 | ||
Interest rate swap | ||||||
Derivative [Line Items] | ||||||
Negative fair value | $ 10,170 | $ 10,170 | 13,073 | |||
Number of financial institutions for which the entity is exposed to counterparty credit risk | item | 1 | 1 | ||||
Interest rate swap | Accrued Expenses and Other Current Liabilities | ||||||
Derivative [Line Items] | ||||||
Negative fair value | $ 4,110 | $ 4,110 | 4,075 | |||
Interest rate swap | Other Noncurrent Liabilities | ||||||
Derivative [Line Items] | ||||||
Negative fair value | $ 6,060 | $ 6,060 | $ 8,998 | |||
Interest rate swap effective May 31,2019 through May 31,2024 [member] | ||||||
Derivative [Line Items] | ||||||
Notional amount | $ 175,000 | |||||
Interest rate | 2.495% | 2.495% |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Accrued Expenses and Other Current Liabilities | ||
Payroll and related costs | $ 10,489 | $ 10,240 |
Employee benefits | 8,760 | 7,642 |
Accrued warranty | 3,220 | 3,392 |
Interest rate swaps | 4,110 | 4,075 |
Other | 6,744 | 5,482 |
Accrued expenses and other current liabilities | $ 33,323 | $ 30,831 |
Warranty Liability (Details)
Warranty Liability (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Warranty liability | |||||
Period of warranty history used in estimating warranty costs | 5 years | ||||
Other long-term liabilities | $ 12,836 | $ 12,836 | $ 16,197 | ||
Accrued expenses and other current liabilities | 33,323 | 33,323 | 30,831 | ||
warranty reserve | 5,423 | $ 5,355 | 5,423 | $ 5,355 | 5,812 |
Company's warranty liability: | |||||
Balance at the beginning of the period | 4,677 | 5,202 | 5,812 | 6,541 | |
Warranty provision | 1,735 | 712 | 2,705 | 1,261 | |
Claims paid/settlements | (989) | (559) | (3,094) | (2,447) | |
Balance at the end of the period | 5,423 | $ 5,355 | 5,423 | $ 5,355 | |
Warranty Reserves | |||||
Warranty liability | |||||
Other long-term liabilities | 2,203 | 2,203 | 2,420 | ||
Accrued expenses and other current liabilities | $ 3,220 | $ 3,220 | $ 3,392 | ||
Snow and ice control equipment | |||||
Warranty liability | |||||
Warranty period | 2 years | ||||
Parts and accessories | |||||
Warranty liability | |||||
Warranty period | 1 year | ||||
Certain snowplows | |||||
Warranty liability | |||||
Warranty period | 1 year |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Basic earnings (loss) per common share | ||||
Net income (loss) | $ 14,103 | $ (103,859) | $ 14,845 | $ (113,945) |
Less income allocated to participating securities | 224 | 255 | ||
Net income (loss) allocated to common shareholders | $ 13,879 | $ (103,859) | $ 14,590 | $ (113,945) |
Weighted average common shares outstanding | 22,973,391 | 22,857,457 | 22,927,658 | 22,835,356 |
Basic (in dollars per share) | $ 0.60 | $ (4.55) | $ 0.64 | $ (5) |
Earnings (loss) per common share assuming dilution | ||||
Net income (loss) | $ 14,103 | $ (103,859) | $ 14,845 | $ (113,945) |
Less income allocated to participating securities | 224 | 255 | ||
Net income (loss) allocated to common shareholders | $ 13,879 | $ (103,859) | $ 14,590 | $ (113,945) |
Weighted average common shares outstanding | 22,973,391 | 22,857,457 | 22,927,658 | 22,835,356 |
Incremental shares applicable to non-participating RSUs | 11,842 | 16,178 | ||
Weighted average common shares assuming dilution | 22,985,233 | 22,857,457 | 22,943,836 | 22,835,356 |
Diluted earnings per share | $ 0.60 | $ (4.55) | $ 0.63 | $ (5) |
Restricted stock units | ||||
Earnings (loss) per common share assuming dilution | ||||
Potentially dilutive non-participating securities | 21,910 | 26,823 |
Employee Stock Plans - Summary
Employee Stock Plans - Summary of Restricted Stock Awards and Units (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
2010 Plan | Common Stock | ||
Stock-based compensation | ||
Maximum number of shares of common stock that may be issued | 2,130,000 | |
Performance Share Unit Awards | 2010 Plan | ||
Weighted Average Grant Date Fair Value | ||
Cancelled and forfeited (in dollars per share) | $ 49.96 | |
Restricted stock units | ||
Shares | ||
Unvested at the beginning of the period (in shares) | 36,022 | |
Granted (in shares) | 133,718 | |
Vested (in shares) | (86,375) | |
Cancelled and forfeited (in shares) | (835) | |
Unvested at the end of the period (in shares) | 82,530 | 36,022 |
Expected to vest in the future, at the end of the period (in shares) | 81,705 | |
Weighted Average Grant Date Fair Value | ||
Unvested at the beginning of the period (in dollars per share) | $ 42.73 | |
Granted (in dollars per share) | 44.49 | |
Vested (in dollars per share) | 39.69 | |
Cancelled and forfeited (in dollars per share) | 44.49 | |
Unvested at the end of the period (in dollars per share) | 48.74 | $ 42.73 |
Expected to vest in the future, at the end of the period (in dollars per share) | $ 48.74 | |
Weighted Average Remaining Contractual Term | ||
Unvested at the beginning of the period | 2 years 4 months 9 days | 1 year 4 months 24 days |
Granted | 1 year 5 months 1 day | |
Unvested at the end of the period | 2 years 4 months 9 days | 1 year 4 months 24 days |
Expected to vest in future, at the end of the period | 2 years 4 months 9 days |
Employee Stock Plans - Addition
Employee Stock Plans - Additional Information (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)item$ / sharesshares | Jun. 30, 2020USD ($) | |
Additional Employee Stock Plans Information | ||||
Income tax expense (benefit) | $ 816 | $ (17,456) | $ 739 | $ (20,718) |
Performance Share Unit Awards | 2010 Plan | ||||
Additional Employee Stock Plans Information | ||||
fair value per share of the awards | $ / shares | $ 49.96 | |||
Compensation expenses recognized | 2,463 | 268 | $ 3,274 | 752 |
Unrecognized compensation expense, net of expected forfeitures, calculated under the fair value method for shares expected to vest | 2,603 | $ 2,603 | ||
Performance period | 3 years | |||
Restricted stock units | ||||
Additional Employee Stock Plans Information | ||||
fair value per share of the awards | $ / shares | $ 44.49 | |||
Compensation expenses recognized | 1,592 | 933 | $ 2,746 | 1,817 |
Restricted stock units | Nonemployee Director [Member] | ||||
Additional Employee Stock Plans Information | ||||
Number of shares issued upon exercise of units other than options | shares | 1 | |||
Restricted stock units | 2010 Plan | ||||
Additional Employee Stock Plans Information | ||||
Unrecognized compensation expense, net of expected forfeitures, calculated under the fair value method for shares expected to vest | 2,046 | $ 2,046 | ||
Minimum age of employee, attaining which awards are continued to be vested upon retirement | item | 65 | |||
Minimum service period, upon serving which awards are continued to be vested upon retirement | 10 years | |||
Minimum age of employee along with service period condition, attaining which awards are continued to be vested upon retirement | item | 55 | |||
Maximum period following a termination of service in which the share-based award will be settled | 2 months 15 days | |||
Restricted stock units | 2010 Plan | Management | ||||
Additional Employee Stock Plans Information | ||||
Accelerated stock based compensation expense | $ 3,286 | $ 659 | $ 4,145 | $ 962 |
Restricted stock units | 2010 Plan | Common Stock | ||||
Additional Employee Stock Plans Information | ||||
Number of shares issued upon exercise of units other than options | shares | 1 |
Segments (Details)
Segments (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)customersegment | Jun. 30, 2020USD ($)segment | Dec. 31, 2020USD ($) | |
Segment Reporting Information [Line Items] | |||||
Number of reportable segments | segment | 2 | ||||
Number of operating segments | segment | 2 | ||||
Number of customers | customer | 0 | ||||
Net sales | $ 157,530 | $ 120,043 | $ 260,872 | $ 188,233 | |
Adjusted EBITDA | 33,491 | 20,332 | 44,149 | 18,617 | |
Depreciation and amortization expense | 5,200 | 4,903 | 10,213 | 9,797 | |
Assets | 568,923 | 584,887 | 568,923 | 584,887 | $ 579,202 |
Capital Expenditures including adjustments to accruals and payables | 2,368 | 2,736 | 4,758 | 4,990 | |
Interest expense, net | 4,372 | 5,662 | 7,347 | 10,702 | |
Depreciation expense | 2,495 | 2,164 | 4,803 | 4,320 | |
Amortization | 2,705 | 2,739 | 5,410 | 5,477 | |
Purchase accounting | (2,000) | (2,017) | |||
Stock-based compensation | 4,055 | 1,201 | 6,020 | 2,569 | |
Impairment charges | 127,872 | 127,872 | |||
Debt modification expense | 3,192 | 3,192 | |||
Loss on extinguishment of debt | 4,936 | 4,936 | |||
COVID-19 | 15 | 848 | 55 | 1,165 | |
Other charges | (6) | (31) | (6) | ||
Income (loss) before taxes | 14,919 | (121,315) | 15,584 | (134,663) | |
Reversal of earn out compensation | (2,000) | (2,017) | |||
Dejana | |||||
Segment Reporting Information [Line Items] | |||||
Purchase accounting | 2,000 | ||||
Reversal of earn out compensation | 2,000 | ||||
Henderson | |||||
Segment Reporting Information [Line Items] | |||||
Purchase accounting | 17 | ||||
Reversal of earn out compensation | 17 | ||||
Work Truck Attachments | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 104,638 | 73,830 | 146,619 | 92,950 | |
Adjusted EBITDA | 32,177 | 20,448 | 40,416 | 18,372 | |
Depreciation and amortization expense | 2,997 | 2,652 | 5,798 | 5,311 | |
Assets | 379,541 | 373,378 | 379,541 | 373,378 | |
Capital Expenditures including adjustments to accruals and payables | 1,884 | 2,397 | 3,981 | $ 4,255 | |
Work Truck Solutions | |||||
Segment Reporting Information [Line Items] | |||||
Number of reportable segments | segment | 2 | ||||
Net sales | 52,892 | 46,213 | 114,253 | $ 95,283 | |
Adjusted EBITDA | 1,314 | (116) | 3,733 | 245 | |
Depreciation and amortization expense | 2,203 | 2,251 | 4,415 | 4,486 | |
Assets | 189,382 | 211,509 | 189,382 | 211,509 | |
Capital Expenditures including adjustments to accruals and payables | $ 484 | $ 339 | $ 777 | $ 735 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income taxes | ||||
Effective tax rate (as a percent) | 5.50% | (14.40%) | 4.70% | (15.40%) |
Discrete tax benefit | $ 2,739 | $ 2,739 | ||
Decrease in tax benefit percentage | 0.30% | 0.20% | ||
Additional valuation allowance | $ 1,477 | $ 1,477 | ||
Municipal Reporting Unit | ||||
Income taxes | ||||
Decrease in tax benefit percentage | 8.40% | 7.50% |
Changes in Accumulated Other _3
Changes in Accumulated Other Comprehensive Loss by Component - Rollforward (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Changes to accumulated other comprehensive loss by component | ||
Balance at the beginning of the period | $ (5,495) | $ (2,814) |
Other comprehensive gain (loss) before reclassifications | (21) | (4,612) |
Amounts reclassified from accumulated other comprehensive loss | 1,445 | 800 |
Balance at the end of the period | (4,071) | (6,626) |
Unrealized Net Loss on Interest Rate Swap | ||
Changes to accumulated other comprehensive loss by component | ||
Balance at the beginning of the period | (7,608) | (5,023) |
Other comprehensive gain (loss) before reclassifications | (21) | (4,612) |
Amounts reclassified from accumulated other comprehensive loss | 1,560 | 914 |
Balance at the end of the period | (6,069) | (8,721) |
Other Postretirement Benefit Liability | ||
Changes to accumulated other comprehensive loss by component | ||
Balance at the beginning of the period | 2,113 | 2,209 |
Amounts reclassified from accumulated other comprehensive loss | (115) | (114) |
Balance at the end of the period | $ 1,998 | $ 2,095 |
Changes in Accumulated Other _4
Changes in Accumulated Other Comprehensive Loss by Component - Reclassifications (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Amounts reclassified from accumulated other comprehensive loss: | ||||
Interest expense, net | $ 4,372 | $ 5,662 | $ 7,347 | $ 10,702 |
Tax expense (benefit) | 816 | (17,456) | 739 | (20,718) |
Reclassification net of tax | $ (13,879) | $ 103,859 | (14,590) | 113,945 |
Interest rate swap | Amount reclassified from accumulated other comprehensive income | ||||
Amounts reclassified from accumulated other comprehensive loss: | ||||
Interest expense, net | 1,235 | |||
Tax expense (benefit) | (321) | |||
Reclassification net of tax | 914 | |||
Other Postretirement Benefit Liability | Amount reclassified from accumulated other comprehensive income | ||||
Amounts reclassified from accumulated other comprehensive loss: | ||||
Actuarial (gains) losses | (156) | (154) | ||
Tax expense (benefit) | 41 | 40 | ||
Reclassification net of tax | (115) | $ (114) | ||
Unrealized Net Loss on Interest Rate Swap | Interest rate swap | ||||
Amounts reclassified from accumulated other comprehensive loss: | ||||
Interest expense, net | 2,108 | |||
Tax expense (benefit) | (548) | |||
Reclassification net of tax | $ 1,560 |