Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 31, 2023 | |
Document Cover Page [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2023 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Entity Registrant Name | DIRTT ENVIRONMENTAL SOLUTIONS LTD | |
Entity Central Index Key | 0001340476 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity File Number | 001-39061 | |
Entity Tax Identification Number | 00-0000000 | |
Entity Address, Address Line One | 7303 30th Street S.E. | |
Entity Address, City or Town | Calgary | |
Entity Address, State or Province | AB | |
Entity Interactive Data Current | Yes | |
Entity Address, Postal Zip Code | T2C 1N6 | |
City Area Code | 403 | |
Local Phone Number | 723-5000 | |
Entity Incorporation, State or Country Code | Z4 | |
Entity Common Stock, Shares Outstanding | 104,789,358 |
Interim Condensed Consolidated
Interim Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current Assets | ||
Cash and cash equivalents | $ 19,460 | $ 10,821 |
Restricted cash | 2,977 | 3,418 |
Trade and accrued receivables, net of expected credit losses of $0.1 million at September 30, 2023 and at December 31, 2022 | 20,516 | 13,930 |
Other receivables | 852 | 7,880 |
Inventory | 17,368 | 22,251 |
Prepaids and other current assets | 4,015 | 3,825 |
Assets held for sale | 2,317 | 0 |
Total Current Assets | 67,505 | 62,125 |
Property, plant and equipment, net | 26,324 | 41,522 |
Capitalized software, net | 2,168 | 4,406 |
Operating lease right-of-use assets, net | 30,561 | 30,490 |
Other assets | 3,776 | 5,110 |
Total Assets | 130,334 | 143,653 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 18,761 | 19,881 |
Other liabilities | 2,021 | 2,056 |
Customer deposits and deferred revenue | 6,743 | 4,866 |
Current portion of long-term debt and accrued interest | 8,961 | 3,306 |
Current portion of lease liabilities | 5,284 | 5,889 |
Total Current Liabilities | 41,770 | 35,998 |
Long-term debt | 53,901 | 62,129 |
Long-term lease liabilities | 28,751 | 27,534 |
Total Liabilities | 124,422 | 125,661 |
SHAREHOLDERS’ EQUITY | ||
Common shares, unlimited authorized without par value, 104,789,358 issued and outstanding at September 30, 2023 and 97,882,844 at December 31, 2022 | 195,747 | 191,347 |
Additional paid-in capital | 7,933 | 9,023 |
Accumulated other comprehensive loss | (15,957) | (16,106) |
Accumulated deficit | (181,811) | (166,272) |
Total Shareholders’ Equity | 5,912 | 17,992 |
Total Liabilities and Shareholders’ Equity | $ 130,334 | $ 143,653 |
Interim Condensed Consolidate_2
Interim Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Statement of Financial Position [Abstract] | ||
Trade and other receivables, expected credit losses | $ 100 | $ 126 |
Common shares, authorized | Unlimited | Unlimited |
Common shares, no par value | $ 0 | $ 0 |
Common shares, shares issued | 104,789,358 | 97,882,844 |
Common shares, shares outstanding | 104,789,358 | 97,882,844 |
Interim Condensed Consolidate_3
Interim Condensed Consolidated Statement of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Total revenue | $ 49,537 | $ 46,747 | $ 130,998 | $ 129,734 |
Total cost of sales | 32,472 | 39,739 | 90,694 | 113,163 |
Gross profit | 17,065 | 7,008 | 40,304 | 16,571 |
Expenses | ||||
Sales and marketing | 6,161 | 6,089 | 18,302 | 21,094 |
General and administrative | 4,669 | 6,542 | 16,003 | 21,412 |
Operations support | 1,752 | 2,321 | 5,564 | 7,347 |
Technology and development | 1,239 | 1,695 | 4,055 | 5,714 |
Stock-based compensation | 1,069 | 918 | 2,543 | 3,546 |
Reorganization | 321 | 3,426 | 2,857 | 12,281 |
Impairment charge on Rock Hill Facility | 7,952 | 0 | 7,952 | 0 |
Related party expense | 0 | 0 | 1,524 | 0 |
Total operating expenses | 23,163 | 20,991 | 58,800 | 71,394 |
Operating loss | (6,098) | (13,983) | (18,496) | (54,823) |
Government subsidies | 0 | 7,141 | 236 | 7,765 |
Gain on sale of software and patents | 0 | 0 | 6,145 | 0 |
Foreign exchange (loss) gain | 822 | 1,356 | (59) | 1,870 |
Interest income | 161 | 19 | 271 | 50 |
Interest expense | (1,196) | (1,276) | (3,636) | (3,935) |
Nonoperating Income (Expense) | (213) | 7,240 | 2,957 | 5,750 |
Net loss before tax | (6,311) | (6,743) | (15,539) | (49,073) |
Income taxes | ||||
Current and deferred income tax recovery | 0 | (16) | 0 | (16) |
Income tax expense | 0 | (16) | 0 | (16) |
Net loss | $ (6,311) | $ (6,727) | $ (15,539) | $ (49,057) |
Net loss per share | ||||
Net loss per share - basic | $ (0.06) | $ (0.08) | $ (0.15) | $ (0.57) |
Net loss per share - diluted | $ (0.06) | $ (0.08) | $ (0.15) | $ (0.57) |
Weighted average number of shares outstanding (in thousands) | ||||
Basic | 104,449 | 87,446 | 101,036 | 86,229 |
Diluted | 104,449 | 87,446 | 101,036 | 86,229 |
Product [Member] | ||||
Total revenue | $ 48,095 | $ 44,307 | $ 127,105 | $ 124,849 |
Total cost of sales | 31,622 | 37,965 | 88,529 | 109,757 |
Service [Member] | ||||
Total revenue | 1,442 | 2,440 | 3,893 | 4,885 |
Total cost of sales | $ 850 | $ 1,774 | $ 2,165 | $ 3,406 |
Interim Condensed Consolidate_4
Interim Condensed Consolidated Statement of Operations (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2023 | Sep. 30, 2023 | |
Income Statement [Abstract] | ||
Related parties revenue | $ 0.3 | |
Interest expense related parties | $ 0.4 | $ 0.4 |
Interim Condensed Consolidate_5
Interim Condensed Consolidated Statement of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | ||||
Loss for the period | $ (6,311) | $ (6,727) | $ (15,539) | $ (49,057) |
Exchange differences on translation of foreign operations | (45) | (66) | 149 | (227) |
Comprehensive loss for the period | $ (6,356) | $ (6,793) | $ (15,390) | $ (49,284) |
Interim Condensed Consolidate_6
Interim Condensed Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands | Total | Common Shares | Additional paid-in capital | Accumulated other comprehensive loss | Accumulated deficit |
Beginning Balance at Dec. 31, 2021 | $ 67,766 | $ 181,782 | $ 13,200 | $ (15,916) | $ (111,300) |
Beginning Balance (in shares) at Dec. 31, 2021 | 85,345,433 | ||||
Stock-based compensation | 1,339 | 1,339 | |||
Issued on vesting of RSUs and Share Awards | $ 1,203 | (1,203) | |||
Issued on vesting of RSUs and Share Awards (in shares) | 487,544 | ||||
RSUs and Share Awards withheld to settle employee tax obligations | (198) | (189) | (9) | ||
Foreign currency translation adjustment | 433 | 433 | |||
Loss for the period | (23,042) | (23,042) | |||
Ending Balance at Mar. 31, 2022 | 46,298 | $ 182,985 | 13,147 | (15,483) | (134,351) |
Ending Balance (in shares) at Mar. 31, 2022 | 85,832,977 | ||||
Beginning Balance at Dec. 31, 2021 | 67,766 | $ 181,782 | 13,200 | (15,916) | (111,300) |
Beginning Balance (in shares) at Dec. 31, 2021 | 85,345,433 | ||||
Foreign currency translation adjustment | (227) | ||||
Loss for the period | (49,057) | ||||
Ending Balance at Sep. 30, 2022 | 21,013 | $ 187,930 | 9,592 | (16,143) | (160,366) |
Ending Balance (in shares) at Sep. 30, 2022 | 88,266,915 | ||||
Beginning Balance at Mar. 31, 2022 | 46,298 | $ 182,985 | 13,147 | (15,483) | (134,351) |
Beginning Balance (in shares) at Mar. 31, 2022 | 85,832,977 | ||||
Stock-based compensation | 1,286 | 1,286 | |||
Issued on vesting of RSUs and Share Awards | $ 3,268 | (3,268) | |||
Issued on vesting of RSUs and Share Awards (in shares) | 1,155,851 | ||||
RSUs and Share Awards withheld to settle employee tax obligations | (536) | (536) | |||
Foreign currency translation adjustment | (594) | (594) | |||
Loss for the period | (19,288) | (19,288) | |||
Ending Balance at Jun. 30, 2022 | 27,166 | $ 186,253 | 10,629 | (16,077) | (153,639) |
Ending Balance (in shares) at Jun. 30, 2022 | 86,988,828 | ||||
Stock-based compensation | 846 | 846 | |||
Issued on vesting of RSUs and Share Awards | $ 1,587 | (1,587) | |||
Issued on vesting of RSUs and Share Awards (in shares) | 874,266 | ||||
RSUs and Share Awards withheld to settle employee tax obligations | (296) | (296) | |||
Foreign currency translation adjustment | (66) | (66) | |||
Issued for employee share purchase plan (In Shares) | 403,821 | ||||
Issued for employee share purchase plan | 90 | $ 90 | |||
Loss for the period | (6,727) | (6,727) | |||
Ending Balance at Sep. 30, 2022 | 21,013 | $ 187,930 | 9,592 | (16,143) | (160,366) |
Ending Balance (in shares) at Sep. 30, 2022 | 88,266,915 | ||||
Beginning Balance at Dec. 31, 2022 | 17,992 | $ 191,347 | 9,023 | (16,106) | (166,272) |
Beginning Balance (in shares) at Dec. 31, 2022 | 97,882,844 | ||||
Stock-based compensation | 452 | 452 | |||
Issued on vesting of RSUs and Share Awards | $ 1,256 | (1,256) | |||
Issued on vesting of RSUs and Share Awards (in shares) | 659,473 | ||||
RSUs and Share Awards withheld to settle employee tax obligations | (26) | $ (26) | |||
Foreign currency translation adjustment | 273 | $ 273 | |||
Issued for employee share purchase plan (In Shares) | 322,408 | ||||
Issued for employee share purchase plan | 128 | $ 128 | |||
Loss for the period | $ (11,434) | $ (11,434) | |||
Ending Balance at Mar. 31, 2023 | $ 192,731 | ||||
Ending Balance (in shares) at Mar. 31, 2023 | 7,385 | 98,864,725 | 8,193 | (15,833) | (177,706) |
Beginning Balance at Dec. 31, 2022 | $ 17,992 | $ 191,347 | $ 9,023 | $ (16,106) | $ (166,272) |
Beginning Balance (in shares) at Dec. 31, 2022 | 97,882,844 | ||||
Foreign currency translation adjustment | 149 | ||||
Loss for the period | (15,539) | ||||
Ending Balance at Sep. 30, 2023 | $ 5,912 | $ 195,747 | $ 7,933 | $ (15,957) | $ (181,811) |
Ending Balance (in shares) at Sep. 30, 2023 | 104,789,358 | ||||
Beginning Balance at Mar. 31, 2023 | $ 192,731 | ||||
Beginning Balance (in shares) at Mar. 31, 2023 | 7,385 | 98,864,725 | 8,193 | (15,833) | (177,706) |
Stock-based compensation | $ 625 | $ 625 | |||
Issued on vesting of RSUs and Share Awards | $ 1,243 | (1,243) | |||
Issued on vesting of RSUs and Share Awards (in shares) | 1,108,213 | ||||
Foreign currency translation adjustment | (79) | $ (79) | |||
Issued for employee share purchase plan (In Shares) | 572,253 | ||||
Issued for employee share purchase plan | 122 | $ 122 | |||
Issued to settle related party debt, shares | 3,899,745 | ||||
Issued to settle related party debt, amount | 1,524 | $ 1,524 | |||
Loss for the period | 2,206 | $ 2,206 | |||
Ending Balance at Jun. 30, 2023 | 11,783 | $ 195,620 | 7,575 | (15,912) | (175,500) |
Ending Balance (in shares) at Jun. 30, 2023 | 104,444,936 | ||||
Stock-based compensation | 360 | 360 | |||
Issued on vesting of RSUs and Share Awards | $ 2 | (2) | |||
Issued on vesting of RSUs and Share Awards (in shares) | 1,011 | ||||
Foreign currency translation adjustment | (45) | (45) | |||
Issued for employee share purchase plan (In Shares) | 343,411 | ||||
Issued for employee share purchase plan | 125 | $ 125 | |||
Loss for the period | (6,311) | (6,311) | |||
Ending Balance at Sep. 30, 2023 | $ 5,912 | $ 195,747 | $ 7,933 | $ (15,957) | $ (181,811) |
Ending Balance (in shares) at Sep. 30, 2023 | 104,789,358 |
Interim Condensed Consolidate_7
Interim Condensed Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities: | ||||
Net loss for the period | $ (6,311) | $ (6,727) | $ (15,539) | $ (49,057) |
Adjustments: | ||||
Depreciation and amortization | 2,017 | 4,236 | 7,216 | 12,202 |
Impairment charge on Rock Hill Facility | 7,952 | 0 | 7,952 | 0 |
Stock-based compensation, net of settlements | 1,069 | 888 | 2,543 | 2,596 |
Foreign exchange loss (gain) | (577) | (1,365) | 563 | (2,147) |
Gain on sale of software and patents | 0 | 0 | (6,145) | 0 |
Loss (gain) on disposal of equipment | 97 | 44 | 97 | (121) |
Accretion of convertible debentures | 172 | 163 | 515 | 505 |
Changes in operating assets and liabilities: | ||||
Trade and other receivables | (5,130) | (819) | (6,639) | (5,814) |
Other receivables | (163) | (7,419) | 7,029 | (4,566) |
Inventory | 1,749 | 1,052 | 4,902 | (6,052) |
Prepaid and other assets, current and long term | 477 | (254) | (41) | (1,421) |
Accounts payable and accrued liabilities | (77) | 2,748 | 475 | 5,921 |
Other liabilities | (212) | (70) | (421) | (109) |
Customer deposits and deferred revenue | 737 | (3,078) | 1,702 | 641 |
Current portion of long-term debt and accrued interest | (49) | (44) | (64) | (186) |
Lease liabilities | 168 | (22) | 542 | 99 |
Net cash flows provided by (used in) operating activities | 1,919 | (10,667) | 4,687 | (47,509) |
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment, net of accounts payable changes | (255) | (360) | (1,304) | (2,247) |
Capitalized software development expenditures | (425) | (385) | (1,530) | (1,286) |
Other asset expenditures | (41) | (86) | (186) | (367) |
Recovery of software development expenditures | 49 | 46 | 131 | 91 |
Proceeds on sale of software and patents | 0 | 0 | 9,964 | 0 |
Proceeds on sale of equipment | 14 | 141 | 14 | 214 |
Net cash flows provided by (used in) investing activities | (658) | (644) | 7,089 | (3,595) |
Cash flows from financing activities: | ||||
Proceeds received on long-term debt | 0 | 0 | 0 | 647 |
Repayment of long-term debt | (551) | (616) | (3,386) | (1,852) |
Employee tax payments on vesting of RSUs | 0 | (296) | (26) | (597) |
Net cash flows used in financing activities | (551) | (912) | (3,412) | (1,802) |
Effect of foreign exchange on cash, cash equivalents and restricted cash | (117) | (293) | (166) | (73) |
Net decrease in cash, cash equivalents and restricted cash | 593 | (12,516) | 8,198 | (52,979) |
Cash, cash equivalents and restricted cash, beginning of period | 21,844 | 22,945 | 14,239 | 63,408 |
Cash, cash equivalents and restricted cash, end of period | 22,437 | 10,429 | 22,437 | 10,429 |
Supplemental disclosure of cash flow information: | ||||
Interest paid | (1,038) | (1,108) | (3,077) | (3,439) |
Income taxes (paid) received | $ 0 | $ 0 | $ (10) | $ 3,207 |
Interim Condensed Consolidate_8
Interim Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Statement of Cash Flows [Abstract] | ||
Cash and cash equivalents | $ 19,460 | $ 6,818 |
Restricted cash | 2,977 | 3,611 |
Total cash, cash equivalents and restricted cash | $ 22,437 | $ 10,429 |
GENERAL INFORMATION
GENERAL INFORMATION | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GENERAL INFORMATION | 1. GENERAL INFORMATION DIRTT Environmental Solutions Ltd. and its subsidiary (“DIRTT”, the “Company”, “we” or “our”) is a leader in industrialized construction. DIRTT's system of physical products and digital tools empowers organizations, together with construction and design leaders, to build high-performing, adaptable, interior environments. Operating in the workplace, healthcare, education, and public sector markets, DIRTT’s system provides total design freedom, and greater certainty in cost, schedule, and outcomes. DIRTT’s proprietary design integration software, ICE® (“ICE” or “ICE software”), translates the vision of architects and designers into a 3D model that also acts as manufacturing information. ICE is also licensed to unrelated companies and Construction Partners of the Company. As of May 9, 2023, Armstrong World Industries, Inc. ("AWI") owns a 50 % interest in the rights, title and interests in all the intellectual property rights in a portion of the ICE Software that is used by AWI. DIRTT is incorporated under the laws of the province of Alberta, Canada. Its headquarters is located at 7303 – 30th Street S.E., Calgary, AB, Canada T2C 1N6 and its registered office is located at 4500, 855 – 2nd Street S.W., Calgary, AB, Canada T2P 4K7. DIRTT’s common shares trade on the Toronto Stock Exchange under the symbol “DRT”. Effective October 12, 2023, DIRTT’s common shares ceased to trade on the Nasdaq Capital Market. DIRTT’s common shares are quoted on the OTC Markets on the “OTC Pink Tier” under the symbol “DRTTF.” |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | 2. BASIS OF PRESENTATION The accompanying unaudited interim condensed consolidated financial statements (the “Financial Statements”) have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X and, accordingly, the Financial Statements do not include all of the information and notes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of the Company, the Financial Statements contain all adjustments necessary, consisting of only normal recurring adjustments, for a fair statement of its financial position as of September 30, 2023, and its results of operations and cash flows for the three and nine months ended September 30, 2023 and 2022. The condensed balance sheet at December 31, 2022, was derived from audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements. These Financial Statements should be read in conjunction with the audited consolidated financial statements as of December 31, 2022 and 2021 and for each of the three years in the period ended December 31, 2022 included in the Annual Report on Form 10-K of the Company as filed with the SEC and applicable securities commission or similar regulatory authorities in Canada. As described in Note 3, no new accounting standards were adopted by the Company during the quarter. In these Financial Statements, unless otherwise indicated, all dollar amounts are expressed in United States (“U.S.”) dollars. DIRTT’s financial results are consolidated in Canadian dollars, the Company’s functional currency, and the Company has adopted the U.S. dollar as its reporting currency. All references to US$ or $ are to U.S. dollars and references to C$ are to Canadian dollars. Principles of consolidation The Financial Statements include the accounts of DIRTT Environmental Solutions Ltd. and its subsidiary. All intercompany balances, income and expenses, unrealized gains and losses and dividends resulting from intercompany transactions have been eliminated on consolidation. Basis of measurement These Financial Statements have been prepared on the historical cost convention except for certain financial instruments, assets held for sale and certain components of stock-based compensation that are measured at fair value. Historical cost is generally based on the fair value of the consideration given in exchange for assets. The Company’s quarterly tax provision is based upon an estimated annual effective tax rate. Seasonality Sales of the Company’s products are driven by consumer and industrial demand for interior construction solutions. The timing of customer’s construction projects can be influenced by a number of factors including the prevailing economic climate and weather. 3. ADOPTION OF NEW AND REVISED ACCOUNTING STANDARDS The Company has not adopted any new accounting standards effective January 1, 2023. Accounting guidance for assets held for sale was applicable to the Company this quarter and the policy applied has been disclosed below. Although there are several new accounting standards issued or proposed by the Financial Accounting Standards Board, which the Company has adopted or will adopt, as applicable, the Company does not believe any of these accounting pronouncements has had, or will have, a material impact on its Financial Statements. Assets held for sale The Company classifies an asset group (“asset”) as held for sale in the period that (i) it has approved and committed to a plan to sell the asset, (ii) the asset is available for immediate sale in its present condition, (iii) an active program to locate a buyer and other actions required to sell the asset have been initiated, (iv) the sale of the asset is probable and transfer of the asset is expected to qualify for recognition as a completed sale within one year (subject to certain events or circumstances), (v) the asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value, and (vi) it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. The Company initially and subsequently measures a long-lived asset that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the consolidated statement of operations in the period in which the held for sale criteria are met. Conversely, gains are generally not recognized on the sale of a long-lived asset until the date of sale. Upon designation as an asset held for sale, the Company stops recording depreciation or amortization expense on the asset. The Company assesses the fair value of assets held for sale less any costs to sell at each reporting period until the asset is no longer classified as held for sale. Adjustments made to the fair value are recorded in the consolidated statement of operations in the period it is measured. Refer to Note 6. |
LIQUIDITY
LIQUIDITY | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Unusual Risk Or Uncertainty Impact Text Block | 4. LIQUIDITY As at September 30, 2023, the Company had $ 19.5 million of cash on hand and C$ 14.6 million ($ 10.8 million) of available borrowings (December 31, 2022 – $ 10.8 million and C$ 7.2 million ($ 5.3 million) of available borrowings). Through the first nine months of fiscal year 2023, the Company generated $ 4.7 million in cash flows from operations, compared to a cash usage of $ 47.5 million over the first nine months of fiscal year 2022. The Company benefited from the receipt of $ 7.3 million of government subsidies during the first nine months of 2023 compared to $ nil in the nine months ended September 30, 2022 (refer to Note 5). We have implemented multiple price increases during the past two years to mitigate the impact of inflation on raw materials. These actions have resulted in a meaningful improvement in our gross profit margins and higher net profit and have served to reduce our cash usage to operate the business. Gross profit for the nine months ended September 30, 2023 was $ 40.3 million, or 30.8 %, compared to the same period of 2022, which generated gross profit of $ 16.6 million, or 12.8 %. Over the past four quarters, we have also executed upon several cash initiatives. First, in May 2023, we entered into an agreement with AWI (refer to Note 7) resulting in the receipt of $ 10.9 million of cash. Second, during March 2023, we entered into an agreement to sublease our Dallas DIRTT Experience Center (“DXC”) to one of our Construction Partners in that region. Under the sublease agreement, the subtenant has assumed responsibility for the monthly rent, utilities, maintenance, taxes and other costs as of April 1, 2023, through December 31, 2024, which will provide us annualized savings of approximately $ 1 million. We are continuing to evaluate other properties for sale and leaseback or sublease opportunities and expect these strategic initiatives to result in positive cash inflows in 2023 and 2024. Third, we completed a Private Placement (as defined herein) of common shares in November 2022, with certain significant shareholders and directors and officers of the Company, to bridge cash requirements before the completion and closing of the noted strategic transactions. While we are encouraged by our improved profitability and cash flow, we have continued to evaluate our fixed cost structure and overhead in light of macroeconomic uncertainty. We have implemented multiple restructuring initiatives (refer to Note 6) designed to align our cost structure with current expected levels of demand. In addition, the Company has reduced headcount by 154 employees, or approximately 16% from January 2022 through September 2023. We have assessed the Company’s liquidity position as at September 30, 2023 taking into account our sales outlook for the next year, our existing cash balances and available credit facilities and expected early settlements related to our Rock Hill Facility equipment lease (refer to Note 10). Based on this analysis, we believe the Company has sufficient liquidity to support ongoing operations for the next twelve months. |
COVID- 19
COVID- 19 | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
COVID-19 | 5. GOVERNMENT SUBSIDIES In the United States, the Employee Retention Credit (“ERC”) was established by Section 2301 of the Coronavirus Aid, Relief, and Economic Security Act to provide an incentive for employers to keep their employees on their payroll during COVID-19 closures. The ERC is a refundable payroll tax credit based on qualified wages paid by an eligible employer between March 12, 2020, and October 1, 2021 for companies experiencing a significant decline in gross receipts during a calendar quarter or having operations fully or partially suspended during the quarter due to COVID-19. During the third quarter of 2022, the Company determined it was eligible for the ERC for the first three quarters of 2021 and filed a claim for $ 7.3 million in payroll tax credits ($ 7.1 million net of expenses). As of September 30, 2023, the $ 7.3 million claim (plus an additional $ 0.2 million of interest) has been received in full. |
REORGANIZATION AND ASSETS HELD
REORGANIZATION AND ASSETS HELD FOR SALE | 9 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
REORGANIZATION | 6. REORGANIZATION AND ASSETS HELD FOR SALE During the year ended December 31, 2022, and continuing into 2023, the Company undertook a number of reorganization initiatives: Closure of Phoenix Aluminum Manufacturing Facility (the “Phoenix Facility”) On February 22, 2022, we commenced the process of closing our Phoenix Facility, shifting related manufacturing to both our Savannah and Calgary manufacturing facilities. During the first quarter of 2022, the Company incurred $ 1.0 million of accelerated depreciation, recorded in cost of sales, associated with the closure of the Phoenix Facility. The closure of the Phoenix Facility was substantially completed in the second quarter of 2022. The Company entered into a sublease arrangement for part of the Phoenix Facility during the second quarter of 2022, commencing July 1, 2022, which exceeds the contractual lease commitments under the Right of Use assets. Workforce Reductions, Board and Management Changes In February and July of 2022, we announced our intention to eliminate a portion of our salaried workforce, including manufacturing and office positions, along with other cost reduction initiatives. The Company’s Board of Directors was reconstituted following a proxy contest in April 2022, which was deemed a change of control under the Company’s insurance policy resulting in additional insurance expenditures. Further, the Company made changes to several executive officer roles during the year ended December 31, 2022. During the nine months ended September 30, 2023, we continued to review costs resulting in the elimination of additional salaried positions in the second and third quarters of 2023. These actions resulted in the Company incurring certain one-time termination costs. Temporary Suspension of Operations and Subsequent Closure at Rock Hill, South Carolina (the “Rock Hill Facility”) On August 23, 2022, we announced the temporary suspension of operations at our Rock Hill Facility, shifting related manufacturing to our Calgary manufacturing facility. Costs associated with this idle facility, included in cost of sales, were $ 0.4 million and $ 1.4 million for the three month and nine month period ended September 30, 2023, respectively. On September 27, 2023, we decided to permanently close the Rock Hill Facility. As a result of this decision, we incurred $ 8.0 million of impairment charges associated with the manufacturing equipment located at the Rock Hill Facility. We expect to incur $ 0.5 million of costs in dismantling and decommissioning the Rock Hill Facility assets. The Company will continue to maintain the building lease and is pursuing a sublease arrangement. For the three and nine months ended September 30, 2023, reorganization costs incurred relate to the above mentioned initiatives: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 Termination benefits 168 2,843 2,138 6,870 Insurance costs on change of control - - - 3,676 Phoenix Facility closure 24 - 96 853 Rock Hill Facility temporary suspension and closure of operations 129 144 129 144 Other costs - 439 494 738 Total reorganization costs 321 3,426 2,857 12,281 Reorganization costs in accounts payable and accrued liabilities at January 1, 2022 - Reorganization expense 13,461 Reorganization costs paid ( 11,184 ) Reorganization costs in accounts payable and accrued liabilities at December 31, 2022 2,277 Reorganization expense 2,857 Reorganization costs paid ( 3,977 ) Reorganization costs in accounts payable and accrued liabilities at September 30, 2023 1,157 The $ 1.1 million payable relates to termination benefits (December 2022 – $ 2.1 million). Assets classified as held for sale as at September 30, 2023 of $ 2.3 million consist of manufacturing equipment previously used in the Rock Hill Facility. Prior to the decision to permanently close the Rock Hill Facility, the assets were classified as property, plant and equipment. |
GAIN ON SALE OF SOFTWARE AND PA
GAIN ON SALE OF SOFTWARE AND PATENTS | 9 Months Ended |
Sep. 30, 2023 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
GAIN ON SALE OF SOFTWARE AND PATENTS | 7. GAIN ON SALE OF SOFTWARE AND PATENTS On May 9, 2023, we entered into a Co-Ownership Agreement (the “Co-Ownership Agreement”) and Partial Patent Assignment Agreement with AWI. The agreements provided for a cash payment from AWI to the Company of $ 10.0 million, subject to certain routine closing conditions, in exchange for the partial assignment to AWI and resulting co-ownership of a 50 % interest in the rights, title and interests in certain intellectual property rights in a portion of the ICE software that is used by AWI (the “Applicable ICE Code”), including a 50 % interest in the patent rights that relate to the Applicable ICE Code. Under the Co-Ownership Agreement, we also agreed to provide AWI a transfer of knowledge concerning the source code of the Applicable ICE Code. In exchange for completing the knowledge transfer, we will receive an additional cash payment of $ 1.0 million, which is expected to be received by early 2024. The Co-Ownership Agreement provides that we and AWI have separate exclusive fields of use and restrictive covenants with respect to the Applicable ICE Code and related intellectual property, which survive until either party elects to separate from its relationship with the other and for five years thereafter. We concurrently entered into an Amended and Restated Master Services Agreement (the “ARMSA”) with AWI, under which AWI has also prepaid certain development services to be provided by DIRTT. The ARMSA will automatically terminate if the Co-Ownership Agreement is terminated or expires, and may also be terminated if either party breaches the exclusive fields of use or restrictive covenants in the Co-Ownership Agreement. The $ 10.0 million of proceeds on the sale of the 50 % interest in the Applicable ICE code, pursuant to the Co-Ownership Agreement, was received during the second quarter of 2023. In accordance with US GAAP, the proceeds were first applied to the net book value of the related cost of software of $ 2.9 million and patents (other assets) of $ 0.9 million and the residual amount of $ 6.1 million was recognized as a gain in the consolidated statement of operations. Further, $ 0.9 million was received during the second quarter as a prepayment under the ARMSA, which was recognized into revenue as the performance obligation is met. Part of the proceeds of this transaction were used to settle one of our equipment leases of $ 1.6 million and resulted in the release of $ 0.4 million of restricted cash (refer to Note 10). A final prepayment of $ 0.9 million under the ARMSA was received in October 2023. |
ADOPTION OF NEW AND REVISED ACC
ADOPTION OF NEW AND REVISED ACCOUNTING STANDARDS | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
ADOPTION OF NEW AND REVISED ACCOUNTING STANDARDS | 3. ADOPTION OF NEW AND REVISED ACCOUNTING STANDARDS The Company has not adopted any new accounting standards effective January 1, 2023. Accounting guidance for assets held for sale was applicable to the Company this quarter and the policy applied has been disclosed below. Although there are several new accounting standards issued or proposed by the Financial Accounting Standards Board, which the Company has adopted or will adopt, as applicable, the Company does not believe any of these accounting pronouncements has had, or will have, a material impact on its Financial Statements. Assets held for sale The Company classifies an asset group (“asset”) as held for sale in the period that (i) it has approved and committed to a plan to sell the asset, (ii) the asset is available for immediate sale in its present condition, (iii) an active program to locate a buyer and other actions required to sell the asset have been initiated, (iv) the sale of the asset is probable and transfer of the asset is expected to qualify for recognition as a completed sale within one year (subject to certain events or circumstances), (v) the asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value, and (vi) it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. The Company initially and subsequently measures a long-lived asset that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the consolidated statement of operations in the period in which the held for sale criteria are met. Conversely, gains are generally not recognized on the sale of a long-lived asset until the date of sale. Upon designation as an asset held for sale, the Company stops recording depreciation or amortization expense on the asset. The Company assesses the fair value of assets held for sale less any costs to sell at each reporting period until the asset is no longer classified as held for sale. Adjustments made to the fair value are recorded in the consolidated statement of operations in the period it is measured. Refer to Note 6. |
TRADE AND OTHER RECEIVABLES
TRADE AND OTHER RECEIVABLES | 9 Months Ended |
Sep. 30, 2023 | |
Receivables [Abstract] | |
TRADE AND OTHER RECEIVABLES | 8. TRADE AND ACCRUED RECEIVABLES Accounts receivable are recorded at the invoiced amount, do not require collateral and typically do not bear interest. The Company estimates an allowance for credit losses using the lifetime expected credit loss at each measurement date, taking into account historical credit loss experience as well as forward-looking information, in order to establish rates for each class of financial receivable with similar risk characteristics. Adjustments to this estimate are recognized in the consolidated statement of operations. In order to manage and assess our risk, management maintains credit policies that include regular review of credit limits of individual receivables and systematic monitoring of aging of trade receivables and the financial well-being of our customers. In addition, we acquired trade credit insurance effective April 1, 2020. At September 30, 2023, approximately 80 % of our trade accounts receivable are insured, relating to accounts receivables from counterparties deemed creditworthy by the insurer and excluding accounts receivable from government entities. Our trade balances are spread over a broad Construction Partner base, which is geographically dispersed. For the three and nine months ended September 30, 2023, one Construction Partner accounted for greater than 10 % of revenue (one Construction Partner for the nine months ended September 30, 2022). In addition, and where possible, we collect a 50 % deposit on sales, excluding government and certain other clients. The Company’s aged receivables were as follows : As at, September 30, December 31, 2023 2022 Current 16,974 12,381 Overdue 3,642 1,675 20,616 14,056 Less: expected credit losses ( 100 ) ( 126 ) 20,516 13,930 No adjustment to our expected credit losses of $ 0.1 million was required for the three or nine months ended September 30, 2023. Receivables are generally considered to be past due when over 60 days old, unless there is a separate payment arrangement in place for the collection of the receivable. |
OTHER LIABILITIES
OTHER LIABILITIES | 9 Months Ended |
Sep. 30, 2023 | |
Other Liabilities Disclosure [Abstract] | |
OTHER LIABILITIES | 9. OTHER LIABILITIES As at, September 30, 2023 December 31, 2022 Warranty provisions (1) 867 1,278 DSU liability 971 594 Sublease deposits 183 139 Other provisions - 45 Other liabilities 2,021 2,056 (1) The following table presents a reconciliation of the warranty balance: As at, September 30, 2023 December 31, 2022 As at January 1 1,278 1,451 Additions to warranty provision 845 1,134 Payments related to warranties ( 1,056 ) ( 1,307 ) Adjustments to warranty provision ( 200 ) - 867 1,278 |
LONG-TERM DEBT
LONG-TERM DEBT | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | 10. LONG-TERM DEBT Revolving Leasing Convertible Total Debt Balance on January 1, 2022 - 13,909 56,733 70,642 Issuances - 647 - 647 Accretion of issue costs - - 676 676 Accrued interest - 735 3,539 4,274 Interest payments - ( 735 ) ( 3,688 ) ( 4,423 ) Principal repayments - ( 2,470 ) - ( 2,470 ) Exchange differences - ( 274 ) ( 3,637 ) ( 3,911 ) Balance at December 31, 2022 - 11,812 53,623 65,435 Current portion of long-term debt and accrued interest - 2,561 745 3,306 Long-term debt - 9,251 52,878 62,129 Balance on December 31, 2022 - 11,812 53,623 65,435 Accretion of issue costs - - 515 515 Accrued interest - 447 2,566 3,013 Interest payments - ( 447 ) ( 2,630 ) ( 3,077 ) Principal repayments - ( 3,386 ) - ( 3,386 ) Exchange differences - 241 121 362 Balance at September 30, 2023 - 8,667 54,195 62,862 Current portion of long-term debt and accrued interest - 8,250 711 8,961 Long-term debt - 417 53,484 53,901 Revolving Credit Facility On February 12, 2021, the Company entered into a loan agreement governing a C$ 25.0 million senior secured revolving credit facility with the Royal Bank of Canada (“RBC”), as lender (the “RBC Facility”). Under the RBC Facility, the Company is able to borrow up to a maximum of 90% of investment grade or insured accounts receivable plus 85% of eligible accounts receivable plus the lesser of (i) 75% of the book value of eligible inventory and (ii) 85% of the net orderly liquidation value of eligible inventory less any reserves for potential prior ranking claims (the “Borrowing Base”). Interest is calculated at the Canadian or U.S. prime rate plus 30 basis points or at the Canadian Dollar Offered Rate or LIBOR plus 155 basis points. Under the RBC Facility, if the “Aggregate Excess Availability”, (defined as the Borrowing Base less any loan advances or letters of credit or guarantee and if undrawn including unrestricted cash), is less than C$ 5.0 million, the Company is subject to a fixed charge coverage ratio (“FCCR”) covenant of 1.10:1 on a trailing twelve-month basis. Additionally, if the FCCR has been below 1.10:1 for the three immediately preceding months, the Company is required to maintain a reserve account equal to the aggregate of one year of payments on outstanding loans on the Leasing Facilities (defined below). Should an event of default occur or the Aggregate Excess Availability be less than C$ 6.25 million for five consecutive business days, the Company would enter a cash dominion period whereby the Company’s bank accounts would be blocked by RBC and daily balances will offset any borrowings and any remaining amounts made available to the Company. On February 9, 2023, the Company extended the RBC Facility (the “Extended RBC Facility”). The Extended RBC Facility has a borrowing base of C$ 15 million and a one year term. Interest is calculated as at the Canadian or U.S. prime rate plus 75 basis points or the Canadian Dollar Offered Rate or Term Secured Overnight Financing Rate ("SOFR") plus 200 basis points plus the Term SOFR Adjustment (as defined in the amended loan agreement governing the Extended RBC Facility). Under the Extended RBC Facility, if the trailing twelve month FCCR is not above 1.25 for three consecutive months, a cash balance equivalent to one-year's worth of Leasing Facilities payments must be maintained. At September 30, 2023, available borrowings are C$ 14.6 million ($ 10.8 million) (December 31, 2022 – $ 10.8 million and C$ 7.2 million ($ 5.3 million) of available borrowings), calculated in the same manner as the RBC facility described above, of which no amounts have been drawn. The Company did not meet the three-month FCCR requirement during the third quarter of 2023, which resulted in requiring the restriction of $ 3.0 million of cash ($ 3.4 million as at December 31, 2022). Leasing Facilities The Company has a C$ 5.0 million equipment leasing facility in Canada (the “Canada Leasing Facility”) of which C$ 4.4 million ($ 3.3 million) has been drawn and C$ 3.8 million ($ 2.8 million) has been repaid, and a $ 14.0 million equipment leasing facility in the United States (the “U.S. Leasing Facility” and, together with the Canada Leasing Facility, the “Leasing Facilities”) of which $ 13.3 million has been drawn and $ 5.2 million has been repaid, each with RBC, and one of its affiliates, which are available for equipment expenditures and certain equipment expenditures already incurred. The Canadian Leasing Facility and the U.S. Leasing Facility, respectively, have seven and five-year terms and bear interest at 4.25 % and 5.59 %. Refer to Note 6 on the decision to permanently close the Rock Hill Facility. As part of this decision the Company intends to early settle the U.S. Leasing Facility in the next twelve months. The $ 8.2 million balance of the U.S. Leasing Facility has therefore been classified under current liabilities as at September 30, 2023. On October 31, 2023, the Company paid off $ 1.0 million of the U.S. Leasing Facility. The Company did not make any draws on the Leasing Facilities during the three and nine months ended September 30, 2023. During the three and nine months ended September 30, 2022, the Company received C$ 0.9 million ($ 0.7 million) under the Canada Leasing Facility. The associated financial liabilities are shown on the consolidated balance sheet in the current portion of long-term debt and accrued interest and long-term debt. As part of RBC's consent to the AWI transaction (refer to Note 7), one of the Canadian lease agreements of $ 1.6 million was fully settled using AWI proceeds. This resulted in the release of $ 0.4 million of restricted cash associated with the one year of payments on this lease, as described above. Convertible Debentures On January 25, 2021, the Company completed a C$ 35.0 million ($ 27.5 million) bought-deal financing of convertible unsecured subordinated debentures with a syndicate of underwriters (the “January Debentures”). On January 29, 2021, the Company issued a further C$ 5.25 million ($ 4.1 million) of the January Debentures under the terms of an overallotment option granted to the underwriters. The January Debentures will mature and be repayable on January 31, 2026 (the “January Debentures Maturity Date”) and will accrue interest at the rate of 6.00 % per annum payable semi-annually in arrears on the last day of January and July of each year commencing on July 31, 2021 until the January Debentures Maturity Date. Interest and principal are payable in cash or shares at the option of the Company. The January Debentures will be convertible into common shares of DIRTT, at the option of the holder, at any time prior to the close of business on the business day prior to the earlier of the January Debentures Maturity Date and the date specified by the Company for redemption of the January Debentures at a conversion price of C$ 4.65 per common share, being a ratio of approximately 215.0538 common shares per C$ 1,000 principal amount of the January Debentures. Costs of the transaction were approximately C$ 2.7 million, including the underwriters’ commission. As at September 30, 2023, C$ 18.9 million of the January Debentures are held by a related party (refer to Note 16). On December 1, 2021, the Company completed a C$ 35.0 million ($ 27.4 million) bought-deal financing of convertible unsecured subordinated debentures with a syndicate of underwriters (the “December Debentures” and, together with the January Debentures, the “Debentures”). These December Debentures will mature and be repayable on December 31, 2026 (the “December Debentures Maturity Date”) and will accrue interest at the rate of 6.25 % per annum payable semi-annually in arrears on the last day of June and December of each year commencing on September 30, 2022 until the December Debentures Maturity Date. Interest and principal are payable in cash or shares at the option of the Company. The December Debentures will be convertible into common shares of DIRTT, at the option of the holder, at any time prior to the close of business on the business day prior to the earlier of the December Debentures Maturity Date and the date specified by the Company for redemption of the December Debentures at a conversion price of C$ 4.20 per common share, being a ratio of approximately 238.0952 common shares per C$ 1,000 principal amount of the December Debentures. Costs of the transaction were approximately C$ 2.3 million, including the underwriters’ commission. As at September 30, 2023, C$ 13.6 million of the December Debentures are held by a related party (refer to Note 16). |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | 11. STOCK-BASED COMPENSATION In May 2020, shareholders approved the DIRTT Environmental Solutions Long Term Incentive Plan (the “2020 LTIP”). The 2020 LTIP replaced the predecessor incentive plans, being the Performance Share Unit Plan (“PSU Plan”) and the Amended and Restated Stock Option Plan (“Stock Option Plan”). Following the approval of the 2020 LTIP, no further awards will be made under either the Stock Option Plan or the PSU Plan, but both remain in place to govern the terms of any awards that were granted pursuant to such plans and remain outstanding. In May 2023, shareholders approved the DIRTT Environmental Solutions Ltd. Amended and Restated Long-Term Incentive Plan (the “2023 LTIP”) at the annual and special meeting of shareholders. The 2023 LTIP gives the Company the ability to award options, share appreciation rights, restricted share units, deferred share units, restricted shares, dividend equivalent rights, and other share-based awards and cash awards to eligible employees, officers, consultants and directors of the Company and its affiliates. In accordance with the 2023 LTIP, the sum of (i) 12,350,000 common shares plus (ii) the number of common shares subject to stock options previously granted under the Company’s Amended and Restated Incentive Stock Option Plan (the “Stock Option Plan”) that, following May 30, 2023, expire or are cancelled or terminated without having been exercised in full, have been reserved for issuance under the 2023 LTIP. Upon vesting of certain LTIP awards, the Company may withhold and sell shares as a means of meeting DIRTT’s tax withholding requirements in respect of the withholding tax remittances required in respect of award holders. To the extent the fair value of the withheld shares upon vesting exceeds the grant date fair value of the instrument, the excess amount is credited to retained earnings or deficit. Deferred share units (“DSUs”) have historically been granted to non-employee directors under the Deferred Share Unit Plan for Non-Employee Directors (as amended and restated, the “DSU Plan”) and settleable only in cash. The 2023 LTIP gives the Company the ability to settle DSUs in either cash or common shares, while consolidating future share-based awards under a single plan. The terms of the DSU Plan are otherwise materially unchanged as incorporated into the 2023 LTIP. Effective May 30, 2023, no new awards will be made under the DSU Plan, but awards previously granted under the DSU Plan will continue to be governed by the DSU Plan. DSUs are settled following cessation of services with the Company. Stock-based compensation expense For The Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 Equity-settled awards 594 846 2,106 3,471 Cash-settled awards 475 72 437 75 1,069 918 2,543 3,546 The following summarizes RSUs, Share Awards, PSUs, and DSUs activity during the periods: RSU Time- RSU Performance- Share Based Based Awards PSU DSU Number of Number of Number of Number of Number of units units units units units Outstanding at December 31, 2021 3,216,536 1,021,739 - 157,200 361,577 Granted 2,303,287 863,279 162,682 - 890,832 Vested or settled ( 2,019,550 ) ( 566,352 ) ( 94,528 ) - ( 501,916 ) Withheld to settle employee tax obligations ( 526,259 ) ( 242,460 ) ( 68,154 ) - - Forfeited ( 734,855 ) ( 502,628 ) - ( 157,200 ) - Outstanding at September 30, 2022 2,239,159 573,578 - - 750,493 Outstanding at December 31, 2022 1,885,337 343,919 - - 1,165,319 Granted 3,549,500 - 522,883 2,584,161 1,646,420 Vested or settled ( 987,054 ) ( 258,760 ) ( 522,883 ) - ( 220,590 ) Withheld to settle employee tax obligations ( 64,230 ) - - - - Forfeited or expired ( 600,345 ) - - ( 738,553 ) - Outstanding at September 30, 2023 3,783,208 85,159 - 1,845,608 2,591,149 Restricted share units (time-based vesting) Restricted share units that vest based on time have an aggregate time-based vesting period of three years and generally one-third of the RSUs vest every year over a three-year period from the date of grant (“RSUs”). At the end of a three-year term, the RSUs will be settled by way of the provision of cash or shares to employees (or a combination thereof), at the discretion of the Company. The weighted average fair value of the RSUs granted in 2022 and 2023 was C$ 2.37 and C$ 0.46 , respectively, which was determined using the closing price of the Company’s common shares on their respective grant dates. Restricted share units (performance-based vesting) During 2022 and 2021, restricted share units were granted to executives with service and performance-based conditions for vesting (the “PRSUs”). If the Company’s share price increases to certain values for 20 consecutive trading days, as outlined below, a percentage of the PRSUs will vest at the end of the three-year service period. The grant date fair value of the 2022 and 2021 PRSUs were valued using the Monte Carlo valuation method and determined to have a weighted average grant date fair value of C$ 1.87 and C$ 3.27 , respectively. Based on share price performance since the date of grant, none of the 2022 PRSUs and 66.7 % of the 2021 PRSUs will vest upon completion of the three-year service period. % of PRSUs Vesting 33.3 % 66.7 % 100.0 % 150.0 % 2022 and 2021 PRSUs $ 3.00 $ 4.00 $ 5.00 $ 7.00 Share awards During the first quarter of 2022, certain executives were issued share awards in lieu of cash paid variable incentive compensation (“Share Awards”). These Share Awards vested upon grant. The fair value of the Share Awards granted was C$ 2.40 ($ 1.88 ), which was determined using the closing price of the Company’s common shares on the grant date. In the first quarter of 2023, 36,254 Share Awards were issued to a consultant as compensation for services rendered. During the second quarter of 2023, certain executives were issued Share Awards in lieu of cash paid variable incentive compensation. These Share Awards vested upon grant. The fair value of the Share Awards granted was C$ 0.49 ($ 0.34 ), which was determined using the closing price of the Company’s common shares on the grant date. Performance share units During the second quarter of 2023, certain executives were issued a strategic equity grant through Performance share units (“PSUs”). The performance period of the PSUs is from January 1, 2023 to December 31, 2026 with a cliff vesting term for December 31, 2026 . 2,584,161 PSUs were granted and depending on the level of performance, the PSUs will vest 100 %, 160 % or 190% up to a maximum of 4,909,907 PSUs. Settlement will be made in the form of shares issued from treasury. The performance measures are a combination of Revenue and Earnings Before Interest, Taxes, Depreciation and Amortization and both targets have to be achieved. As of September 30, 2023, the fair value of these PSUs have been deemed to be nil based on the likelihood of achieving the targets compared to current results. During the third quarter of 2023, 738,553 PSUs with a $nil value were forfeited as a result of an executive departure and 1,845,608 PSUs with a $nil value are outstanding at September 30, 2023. Deferred share units Granted under the DSU Plan The fair value of the DSU liability and the corresponding expense is charged to profit or loss at the grant date. Subsequently, at each reporting date between the grant date and settlement date, the fair value of the liability is remeasured with any changes in fair value recognized in profit or loss for the period. DSUs outstanding at September 30, 2023 had a fair value of $ 0.6 million which is included in other liabilities on the balance sheet (December 31, 2022 – $ 0.6 million). Granted under the 2023 LITP DSUs granted after May 30, 2023 (the "New DSUs") will be settled by way of the provision of cash or shares (or a combination thereof) to the Directors, at the discretion of the Company. The Company intends to settle these DSUs through issuances of common shares. The weighted average fair value of the DSUs granted in 2023 was C$ 0.44 ($ 0.33 ), which was determined using the closing price of the Company’s common shares on the grant date. New DSUs outstanding at September 30, 2023 had a fair value of $ 0.4 million which is included in other liabilities on the balance sheet (December 31, 2022 – $nil). Options The following summarizes options forfeited and expired during the periods: Number of Weighted average options exercise price C$ Outstanding at December 31, 2021 4,064,489 6.64 Forfeited ( 2,530,120 ) 6.40 Outstanding at September 30, 2022 1,534,369 7.03 Outstanding at December 31, 2022 1,480,069 7.03 Forfeited ( 989,066 ) 6.97 Expired ( 263,725 ) 6.46 Outstanding and Exercisable at September 30, 2023 227,278 7.95 No options were granted during the three months and nine months ended September 30, 2023. Range of exercise prices outstanding and exercisable at September 30, 2023: Options outstanding Options exercisable Weighted Weighted Weighted Weighted Number of average average average average options remaining exercise Number remaining exercise Range of exercise prices life price C$ exercisable life price C$ C$ 6.01 – C$ 7.00 16,350 0.97 $ 6.12 16,350 0.97 $ 6.12 C$ 7.01 – C$ 7.84 210,928 0.63 $ 7.84 210,928 0.63 $ 7.84 Total 227,278 227,278 Dilutive Instruments For the three and nine months ended September 30, 2023, 0.2 million options (2022 – 1.5 million) 3.9 million RSUs and PRSUs (2022 – 2.8 million), 1.2 million New DSUs (2022 – nil), 2.6 million PSUs (2022 – nil), 1.1 million shares relating to equity-settled Variable Pay Plan (“VPP”) (2022 – nil), and 134.4 million (2022 – 127.5 million) shares would be issued if the principal amount of the Debentures were settled in our common shares at the quarter end price and were included in the diluted EPS calculation. |
REVENUE
REVENUE | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | 12. REVENUE In the following table, revenue is disaggregated by performance obligation and timing of revenue recognition. All revenue comes from contracts with customers. See Note 13 for the disaggregation of revenue by geographic region. For the Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 Product 43,132 39,092 113,323 110,383 Transportation 4,767 5,022 13,169 13,878 License fees from Construction Partners 196 193 613 588 Total product revenue 48,095 44,307 127,105 124,849 Installation and other services 1,442 2,440 3,893 4,885 49,537 46,747 130,998 129,734 DIRTT sells its products and services pursuant to fixed-price contracts which generally have a term of one year or less. The transaction price used in determining the amount of revenue to recognize from fixed-price contracts is based upon agreed contractual terms with each customer and is not subject to variability. For the Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 At a point in time 47,899 44,114 126,492 124,261 Over time 1,638 2,633 4,506 5,473 49,537 46,747 130,998 129,734 Revenue recognized at a point in time represents the majority of the Company’s sales. Revenue is recognized when a customer obtains legal title to the product, which is when ownership of the product is transferred to, or services are delivered to, the customer. Revenue recognized over time is limited to installation and ongoing maintenance contracts with customers and is recorded as performance obligations which are satisfied over the term of the contract. Contract Liabilities As at September 30, 2023 December 31, 2022 December 31, 2021 Customer deposits 6,396 4,458 1,959 Deferred revenue 347 408 461 Contract liabilities 6,743 4,866 2,420 Contract liabilities primarily relate to deposits received from customers and maintenance revenue from license subscriptions. The balance of contract liabilities was higher as at September 30, 2023 compared to December 31, 2022 mainly due to the timing of orders and payments. Contract liabilities as at December 31, 2022 and 2021, respectively, totaling $ 4.8 million and $ 2.4 million were recognized as revenue during the nine months ended September 30, 2023 and 2022, respectively. Sales by Industry The Company periodically reviews the growth of product and transportation revenue by vertical market to evaluate the success of industry-specific sales initiatives. The nature of products sold to the various industries is consistent and therefore review is focused on sales performance. For the Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 Commercial 31,272 31,796 82,154 85,458 Healthcare 8,483 3,638 25,111 15,693 Government 4,606 3,358 10,581 11,680 Education 3,538 5,322 8,646 11,430 License fees from Construction Partners 196 193 613 588 Total product and transportation revenue 48,095 44,307 127,105 124,849 Installation and other services 1,442 2,440 3,893 4,885 49,537 46,747 130,998 129,734 |
SEGMENT REPORTING
SEGMENT REPORTING | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | 13. SEGMENT REPORTING The Company has one reportable and operating segment and operates in two principal geographic locations – Canada and the United States. Revenue continues to be derived almost exclusively from projects in North America and predominantly from the United States. The Company’s revenue from operations from external customers, based on location of operations, and information about its non-current assets, is detailed below. Revenue from external customers For the Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 Canada 5,665 7,191 14,577 19,859 U.S. 43,872 39,556 116,421 109,875 49,537 46,747 130,998 129,734 Non-current assets As at September 30, 2023 December 31, 2022 Canada 30,396 28,251 U.S. 32,433 53,277 62,829 81,528 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 14. INCOME TAXES As at September 30, 2023, the Company had a valuation allowance of $ 33.4 million against deferred tax assets as the Company has experienced cumulative losses in recent years (December 31, 2022 – $ 29.8 million). |
COMMITMENTS
COMMITMENTS | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS | 15. COMMITMENTS As at September 30, 2023, the Company had outstanding purchase obligations of approximately $ 4.2 million related to inventory and property, plant and equipment purchases (December 31, 2022 – $ 2.2 million). As at September 30, 2023, the Company had undiscounted operating lease liabilities of $ 46.0 million (December 31, 2022 – $ 48.7 million). The decrease in undiscounted operating lease liabilities from June 30, 2023 ($ 61.2 million) was related to a modification on the Rock Hill Facility lease liability, as DIRTT no longer assumes the two 5-year extension options will be exercised (refer to Note 6). |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | 16. RELATED PARTY TRANSACTIONS On March 15, 2023, the Company entered into a Debt Settlement Agreement (the "Debt Settlement Agreement") with 22NW Fund, LP ("22NW") and Aron English, 22NW's principal and a director of DIRTT, (together, the "22NW Group") who, collectively, beneficially owned approximately 19.5 % of the Company's issued and outstanding common shares at such time. Pursuant to the Debt Settlement Agreement, the Company agreed to reimburse the 22NW Group for the costs incurred by the 22NW Group in connection with the contested director election at the annual and special meeting of shareholders of the Company held on April 26, 2022, being approximately $ 1.6 million (the "Debt"). Pursuant to the Debt Settlement Agreement, the Company agreed to repay the Debt by either, or a combination of (i) a payment in cash by the Company to the 22NW Group, and/or (ii) the issuance of equity securities of the Company to the 22NW Group. In connection with the Debt Settlement Agreement, on March 15, 2023, the Company entered into a share issuance agreement with the 22NW Group, pursuant to which the Company agreed to repay the Debt with the issuance to the 22NW Group of 3,899,745 common shares at a deemed price of $ 0.40 per common share, subject to approval by the Company’s shareholders. At the annual general and special meeting of shareholders held on May 30, 2023, shareholders voted to approve the issuance of common shares to 22NW Group, and on June 2, 2023, the Company issued 3,899,745 common shares to 22NW Group as repayment for the Debt. Upon settlement, the debt was revalued at the higher of the deemed price of $ 0.40 per common share and the May 30, 2023 market price of $ 0.38 per common share resulting in a recovery from the balance recorded at March 31, 2023 which had been valued at a price of $ 0.53 per common share. Other related party transactions for the three and nine months ended September 30, 2023, relate to the sale of DIRTT products and services to the 22NW Group for $nil and $ 0.3 million, respectively (2022 – $nil). The sale to 22NW Group was based on price lists in force and terms that are available to all employees. As at September 30, 2023, C$ 18.9 million and C$ 13.6 million of the January Debentures and December Debentures, respectively, are held by 22NW Group. Interest accrued on the debentures for the three months ended September 30, 2023 is $ 0.4 million (2022 – $nil). Interest is earned on terms applicable to all Debenture holders. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Principles of consolidation | Principles of consolidation The Financial Statements include the accounts of DIRTT Environmental Solutions Ltd. and its subsidiary. All intercompany balances, income and expenses, unrealized gains and losses and dividends resulting from intercompany transactions have been eliminated on consolidation. |
Basis of measurement | Basis of measurement These Financial Statements have been prepared on the historical cost convention except for certain financial instruments, assets held for sale and certain components of stock-based compensation that are measured at fair value. Historical cost is generally based on the fair value of the consideration given in exchange for assets. The Company’s quarterly tax provision is based upon an estimated annual effective tax rate. |
Seasonality | Seasonality Sales of the Company’s products are driven by consumer and industrial demand for interior construction solutions. The timing of customer’s construction projects can be influenced by a number of factors including the prevailing economic climate and weather. |
REORGANIZATION AND ASSETS HEL_2
REORGANIZATION AND ASSETS HELD FOR SALE (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Costs | For the three and nine months ended September 30, 2023, reorganization costs incurred relate to the above mentioned initiatives: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 Termination benefits 168 2,843 2,138 6,870 Insurance costs on change of control - - - 3,676 Phoenix Facility closure 24 - 96 853 Rock Hill Facility temporary suspension and closure of operations 129 144 129 144 Other costs - 439 494 738 Total reorganization costs 321 3,426 2,857 12,281 Reorganization costs in accounts payable and accrued liabilities at January 1, 2022 - Reorganization expense 13,461 Reorganization costs paid ( 11,184 ) Reorganization costs in accounts payable and accrued liabilities at December 31, 2022 2,277 Reorganization expense 2,857 Reorganization costs paid ( 3,977 ) Reorganization costs in accounts payable and accrued liabilities at September 30, 2023 1,157 |
TRADE AND OTHER RECEIVABLES (Ta
TRADE AND OTHER RECEIVABLES (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Receivables [Abstract] | |
Schedule of accounts, notes, loans and financing receivable | The Company’s aged receivables were as follows : As at, September 30, December 31, 2023 2022 Current 16,974 12,381 Overdue 3,642 1,675 20,616 14,056 Less: expected credit losses ( 100 ) ( 126 ) 20,516 13,930 |
OTHER LIABILITIES (Tables)
OTHER LIABILITIES (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Summary of Other Liabilities | As at, September 30, 2023 December 31, 2022 Warranty provisions (1) 867 1,278 DSU liability 971 594 Sublease deposits 183 139 Other provisions - 45 Other liabilities 2,021 2,056 (1) The following table presents a reconciliation of the warranty balance: As at, September 30, 2023 December 31, 2022 As at January 1 1,278 1,451 Additions to warranty provision 845 1,134 Payments related to warranties ( 1,056 ) ( 1,307 ) Adjustments to warranty provision ( 200 ) - 867 1,278 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Summary of Long Term Debt Reconciliation | Revolving Leasing Convertible Total Debt Balance on January 1, 2022 - 13,909 56,733 70,642 Issuances - 647 - 647 Accretion of issue costs - - 676 676 Accrued interest - 735 3,539 4,274 Interest payments - ( 735 ) ( 3,688 ) ( 4,423 ) Principal repayments - ( 2,470 ) - ( 2,470 ) Exchange differences - ( 274 ) ( 3,637 ) ( 3,911 ) Balance at December 31, 2022 - 11,812 53,623 65,435 Current portion of long-term debt and accrued interest - 2,561 745 3,306 Long-term debt - 9,251 52,878 62,129 Balance on December 31, 2022 - 11,812 53,623 65,435 Accretion of issue costs - - 515 515 Accrued interest - 447 2,566 3,013 Interest payments - ( 447 ) ( 2,630 ) ( 3,077 ) Principal repayments - ( 3,386 ) - ( 3,386 ) Exchange differences - 241 121 362 Balance at September 30, 2023 - 8,667 54,195 62,862 Current portion of long-term debt and accrued interest - 8,250 711 8,961 Long-term debt - 417 53,484 53,901 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of stock-based compensation expense | Stock-based compensation expense For The Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 Equity-settled awards 594 846 2,106 3,471 Cash-settled awards 475 72 437 75 1,069 918 2,543 3,546 |
Summary of RSUs, Share Awards, PSUs, DSUs Activity | The following summarizes RSUs, Share Awards, PSUs, and DSUs activity during the periods: RSU Time- RSU Performance- Share Based Based Awards PSU DSU Number of Number of Number of Number of Number of units units units units units Outstanding at December 31, 2021 3,216,536 1,021,739 - 157,200 361,577 Granted 2,303,287 863,279 162,682 - 890,832 Vested or settled ( 2,019,550 ) ( 566,352 ) ( 94,528 ) - ( 501,916 ) Withheld to settle employee tax obligations ( 526,259 ) ( 242,460 ) ( 68,154 ) - - Forfeited ( 734,855 ) ( 502,628 ) - ( 157,200 ) - Outstanding at September 30, 2022 2,239,159 573,578 - - 750,493 Outstanding at December 31, 2022 1,885,337 343,919 - - 1,165,319 Granted 3,549,500 - 522,883 2,584,161 1,646,420 Vested or settled ( 987,054 ) ( 258,760 ) ( 522,883 ) - ( 220,590 ) Withheld to settle employee tax obligations ( 64,230 ) - - - - Forfeited or expired ( 600,345 ) - - ( 738,553 ) - Outstanding at September 30, 2023 3,783,208 85,159 - 1,845,608 2,591,149 |
Schedule of Percentage of PRSUs Vest upon Increases of Share Price | % of PRSUs Vesting 33.3 % 66.7 % 100.0 % 150.0 % 2022 and 2021 PRSUs $ 3.00 $ 4.00 $ 5.00 $ 7.00 |
Summary of options granted, exercised, surrendered, forfeited and expired | The following summarizes options forfeited and expired during the periods: Number of Weighted average options exercise price C$ Outstanding at December 31, 2021 4,064,489 6.64 Forfeited ( 2,530,120 ) 6.40 Outstanding at September 30, 2022 1,534,369 7.03 Outstanding at December 31, 2022 1,480,069 7.03 Forfeited ( 989,066 ) 6.97 Expired ( 263,725 ) 6.46 Outstanding and Exercisable at September 30, 2023 227,278 7.95 |
Summary of options outstanding by range of exercise prices | Range of exercise prices outstanding and exercisable at September 30, 2023: Options outstanding Options exercisable Weighted Weighted Weighted Weighted Number of average average average average options remaining exercise Number remaining exercise Range of exercise prices life price C$ exercisable life price C$ C$ 6.01 – C$ 7.00 16,350 0.97 $ 6.12 16,350 0.97 $ 6.12 C$ 7.01 – C$ 7.84 210,928 0.63 $ 7.84 210,928 0.63 $ 7.84 Total 227,278 227,278 |
REVENUE (Tables)
REVENUE (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of revenue by major products and services lines and timing of revenue recognition | In the following table, revenue is disaggregated by performance obligation and timing of revenue recognition. All revenue comes from contracts with customers. See Note 13 for the disaggregation of revenue by geographic region. For the Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 Product 43,132 39,092 113,323 110,383 Transportation 4,767 5,022 13,169 13,878 License fees from Construction Partners 196 193 613 588 Total product revenue 48,095 44,307 127,105 124,849 Installation and other services 1,442 2,440 3,893 4,885 49,537 46,747 130,998 129,734 For the Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 At a point in time 47,899 44,114 126,492 124,261 Over time 1,638 2,633 4,506 5,473 49,537 46,747 130,998 129,734 |
Summary of contract liabilities | Contract Liabilities As at September 30, 2023 December 31, 2022 December 31, 2021 Customer deposits 6,396 4,458 1,959 Deferred revenue 347 408 461 Contract liabilities 6,743 4,866 2,420 |
Schedule of sales by industry | For the Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 Commercial 31,272 31,796 82,154 85,458 Healthcare 8,483 3,638 25,111 15,693 Government 4,606 3,358 10,581 11,680 Education 3,538 5,322 8,646 11,430 License fees from Construction Partners 196 193 613 588 Total product and transportation revenue 48,095 44,307 127,105 124,849 Installation and other services 1,442 2,440 3,893 4,885 49,537 46,747 130,998 129,734 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of revenue from external customers | Revenue from external customers For the Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 Canada 5,665 7,191 14,577 19,859 U.S. 43,872 39,556 116,421 109,875 49,537 46,747 130,998 129,734 |
Schedule of non-current assets | Non-current assets As at September 30, 2023 December 31, 2022 Canada 30,396 28,251 U.S. 32,433 53,277 62,829 81,528 |
GENERAL INFORMATION (Additional
GENERAL INFORMATION (Additional Information) (Details) | May 09, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Intellectual property ownership percentage | 50% |
LIQUIDITY (Additional Informati
LIQUIDITY (Additional Information) (Details) $ in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2024 USD ($) | Sep. 30, 2023 CAD ($) | Jun. 30, 2023 USD ($) | May 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2022 CAD ($) | |
Cash | $ 19,500 | $ 4,700 | $ 19,500 | $ 4,700 | $ 10,900 | $ 10,800 | ||||
Other borrowings | 10,800 | 47,500 | 10,800 | 47,500 | $ 14.6 | $ 5,300 | $ 7.2 | |||
Government subsidies | 0 | 7,300 | 0 | 7,300 | $ 7,300 | |||||
Gross profit | $ 17,065 | $ 7,008 | $ 40,304 | $ 16,571 | ||||||
Gross profit percentage | 12.80% | 30.80% | ||||||||
Forecast [Member] | ||||||||||
Annualized savings | $ 1,000 |
COVID-19 - (Additional Informat
COVID-19 - (Additional Information) (Detail) - USD ($) $ in Millions | Sep. 30, 2023 | Jun. 30, 2023 | Sep. 30, 2022 |
Unusual or Infrequent Items, or Both [Abstract] | |||
Interest earned | $ 0.2 | ||
Government subsidies receivable | 0 | $ 7.3 | $ 7.3 |
Government subsidies received | $ 7.3 | ||
Subsidy Receivable Net of Expenses | $ 7.1 |
REORGANIZATION AND ASSETS HEL_3
REORGANIZATION AND ASSETS HELD FOR SALE - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 27, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Restructuring Cost And Reserve [Line Items] | |||||||
Reorganization costs payable | $ 1,157 | $ 1,157 | $ 2,277 | $ 0 | |||
Reorganization | 321 | $ 3,426 | 2,857 | $ 12,281 | 13,461 | ||
Payment for reorganization cost | 3,977 | 11,184 | |||||
Other Payable | $ 500 | ||||||
Cost of Sales [Member] | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Reorganization | 400 | 1,400 | |||||
impairment charge | $ 8,000 | ||||||
Assets classified | 2,300 | 2,300 | |||||
Termination Benefits [Member] | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Reorganization costs payable | 1,100 | 1,100 | $ 2,100 | ||||
Reorganization | 168 | 2,843 | 2,138 | 6,870 | |||
Phoenix Facility closure [Member] | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Reorganization | 24 | 0 | 96 | 853 | |||
Accelerated depreciation | 1,000 | ||||||
Other Cost [Member] | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Reorganization | $ 0 | $ 439 | $ 494 | $ 738 |
REORGANIZATION AND ASSETS HEL_4
REORGANIZATION AND ASSETS HELD FOR SALE - Restructuring Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Restructuring Cost and Reserve [Line Items] | |||||
Reorganization costs payable, Beginning Balance | $ 2,277 | $ 0 | $ 0 | ||
Restructuring charges | $ 321 | $ 3,426 | 2,857 | 12,281 | 13,461 |
Reorganization costs paid | (3,977) | (11,184) | |||
Reorganization costs payable, Ending Balance | 1,157 | 1,157 | 2,277 | ||
Termination Benefits [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Reorganization costs payable, Beginning Balance | 2,100 | ||||
Restructuring charges | 168 | 2,843 | 2,138 | 6,870 | |
Reorganization costs payable, Ending Balance | 1,100 | 1,100 | $ 2,100 | ||
Insurance Costs on Change of Control [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0 | 0 | 0 | 3,676 | |
Phoenix Facility closure [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 24 | 0 | 96 | 853 | |
Rock Hill Facility Temporary Suspension and Closur[Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 129 | 144 | 129 | 144 | |
Other Cost [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 0 | $ 439 | $ 494 | $ 738 |
GAIN ON SALE OF SOFTWARE AND _2
GAIN ON SALE OF SOFTWARE AND PATENTS (Additional Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
May 09, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Oct. 31, 2023 | Dec. 31, 2022 | |
Sale Leaseback Transaction [Line Items] | |||||||
Proceeds on sale of software and patents | $ 0 | $ 0 | $ 9,964 | $ 0 | |||
Gain on sale of software and patents | 0 | $ 0 | 6,145 | $ 0 | |||
Restricted cash | $ 2,977 | $ 2,977 | $ 3,418 | ||||
Non Consolidated Investees Other [Member] | Co-Ownership Agreement [Member] | |||||||
Sale Leaseback Transaction [Line Items] | |||||||
Proceeds from Partnership Contribution | $ 10,000 | ||||||
Percentage of undivided interest | 50% | 50% | 50% | ||||
Proceeds on sale of software and patents | $ 10,000 | ||||||
Gain on sale of software and patents | 6,100 | ||||||
Proceeds as Prepayment Revenue | $ 900 | 900 | |||||
Repayments of Debt | 1,600 | ||||||
Restricted cash | $ 400 | 400 | |||||
Non Consolidated Investees Other [Member] | Co-Ownership Agreement [Member] | Subsequent Event [Member] | |||||||
Sale Leaseback Transaction [Line Items] | |||||||
Proceeds as Prepayment Revenue | $ 900 | ||||||
Non Consolidated Investees Other [Member] | Co-Ownership Agreement [Member] | Early 2024 [Member] | |||||||
Sale Leaseback Transaction [Line Items] | |||||||
Proceeds from Partnership Contribution | $ 1,000 | ||||||
Non Consolidated Investees Other [Member] | Co-Ownership Agreement [Member] | Software [Member] | |||||||
Sale Leaseback Transaction [Line Items] | |||||||
Proceeds on sale of software and patents | 2,900 | ||||||
Non Consolidated Investees Other [Member] | Co-Ownership Agreement [Member] | Patents [Member] | |||||||
Sale Leaseback Transaction [Line Items] | |||||||
Proceeds on sale of software and patents | $ 900 |
TRADE AND OTHER RECEIVABLES (Ad
TRADE AND OTHER RECEIVABLES (Additional Information) (Detail) $ in Millions | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Percent of trade accounts receivable insured | 80% |
Provision for credit losses | $ 0.1 |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Significant Customer [Member] | |
Percentage of Total Account Receivable | 10% |
Sales Revenue [Member] | Customer Concentration Risk [Member] | Significant Customer [Member] | |
Percentage of Total Account Receivable | 50% |
TRADE AND OTHER RECEIVABLES - S
TRADE AND OTHER RECEIVABLES - Schedule of accounts, notes, loans and financing receivable (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Receivables [Abstract] | ||
Current | $ 16,974 | $ 12,381 |
Overdue | 3,642 | 1,675 |
Total accounts receivable | 20,616 | 14,056 |
Less: expected credit losses | (100) | (126) |
Net accounts receivable | 20,516 | 13,930 |
Accounts and other receivables, net, current | $ 20,516 | $ 13,930 |
OTHER LIABILITIES - Summary of
OTHER LIABILITIES - Summary of Other Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Other Liabilities, Current [Abstract] | |||||
Warranty provisions | $ 867 | [1] | $ 1,278 | [1] | $ 1,451 |
DSU liability | 971 | 594 | |||
Sublease deposits | 183 | 139 | |||
Other provisions | 0 | 45 | |||
Other liabilities | $ 2,021 | $ 2,056 | |||
[1] The following table presents a reconciliation of the warranty balance: |
OTHER LIABILITIES - Reconciliat
OTHER LIABILITIES - Reconciliation of Warranty and Other Provisions Balance (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Dec. 31, 2022 | |||
Other Liabilities, Current [Abstract] | ||||
Balance | $ 1,278 | [1] | $ 1,451 | |
Additions to warranty provision | 845 | 1,134 | ||
Payments related to warranties | (1,056) | (1,307) | ||
Adjustments to warranty provision | (200) | 0 | ||
Balance | [1] | $ 867 | $ 1,278 | |
[1] The following table presents a reconciliation of the warranty balance: |
LONG-TERM DEBT - Summary of Lon
LONG-TERM DEBT - Summary of Long Term Debt Reconciliation (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | |||||
Long term debt, Balance Beginning | $ 65,435 | $ 70,642 | $ 70,642 | ||
Issuances | $ 0 | $ 0 | 0 | 647 | 647 |
Accretion of issue costs | 515 | 676 | |||
Accrued interest | 3,013 | 3,013 | 4,274 | ||
Interest payments | (3,077) | (4,423) | |||
Repayment of long-term debt | (551) | $ (616) | (3,386) | (1,852) | (2,470) |
Exchange differences | 362 | (3,911) | |||
Long term debt, Balance Ending | 62,862 | 62,862 | 65,435 | ||
Current portion of long-term debt and accrued interest | 8,961 | 8,961 | 3,306 | ||
Long-term debt | 53,901 | 53,901 | 62,129 | ||
Leasing Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Long term debt, Balance Beginning | 11,812 | 13,909 | 13,909 | ||
Issuances | 647 | ||||
Accretion of issue costs | 0 | 0 | |||
Accrued interest | 447 | 447 | 735 | ||
Interest payments | (447) | (735) | |||
Repayment of long-term debt | (3,386) | (2,470) | |||
Exchange differences | 241 | (274) | |||
Long term debt, Balance Ending | 8,667 | 8,667 | 11,812 | ||
Current portion of long-term debt and accrued interest | 8,250 | 8,250 | 2,561 | ||
Long-term debt | 417 | 417 | 9,251 | ||
Convertible Debentures [Member] | |||||
Debt Instrument [Line Items] | |||||
Long term debt, Balance Beginning | 53,623 | $ 56,733 | 56,733 | ||
Issuances | 0 | ||||
Accretion of issue costs | 515 | 676 | |||
Accrued interest | 2,566 | 2,566 | 3,539 | ||
Interest payments | (2,630) | (3,688) | |||
Repayment of long-term debt | 0 | 0 | |||
Exchange differences | 121 | (3,637) | |||
Long term debt, Balance Ending | 54,195 | 54,195 | 53,623 | ||
Current portion of long-term debt and accrued interest | 711 | 711 | 745 | ||
Long-term debt | $ 53,484 | $ 53,484 | $ 52,878 |
LONG-TERM DEBT - (Additional In
LONG-TERM DEBT - (Additional Information) (Detail) $ / shares in Units, $ in Thousands | 9 Months Ended | |||||||||||||||
Oct. 31, 2023 USD ($) | Nov. 15, 2021 USD ($) shares | Nov. 15, 2021 CAD ($) $ / shares shares | Jan. 29, 2021 USD ($) | Jan. 29, 2021 CAD ($) | Jan. 25, 2021 USD ($) shares | Jan. 25, 2021 CAD ($) $ / shares shares | Sep. 30, 2023 USD ($) Days | Sep. 30, 2023 CAD ($) | Sep. 30, 2023 CAD ($) Days | Feb. 09, 2023 CAD ($) Days | Dec. 31, 2022 USD ($) | Dec. 31, 2022 CAD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2022 CAD ($) | Feb. 12, 2021 CAD ($) | |
Debt Instrument [Line Items] | ||||||||||||||||
Line of credit available borrowing capacity | $ 10,800 | |||||||||||||||
Debentures held by related party | $ 13,600,000 | |||||||||||||||
Restricted cash | $ 2,977 | 3,418 | ||||||||||||||
Convertible Debentures [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debentures held by related party | $ 18,900,000 | |||||||||||||||
Issuance of convertible debentures | $ 27,400 | $ 35,000,000 | $ 4,100 | $ 5,250,000 | $ 27,500 | $ 35,000,000 | ||||||||||
Convertible debentures, maturity date | Dec. 31, 2026 | Dec. 31, 2026 | Jan. 31, 2026 | Jan. 31, 2026 | ||||||||||||
Convertible debentures, interest rate | 6.25% | 6.25% | 6% | 6% | ||||||||||||
Convertible debentures, frequency of interest payment | semi-annually | semi-annually | semi-annually | semi-annually | ||||||||||||
Convertible debentures, conversion price | $ / shares | $ 4.2 | $ 4.65 | ||||||||||||||
Convertible debentures, common shares issued | shares | 238.0952 | 238.0952 | 215.0538 | 215.0538 | ||||||||||||
Convertible debentures, principal amount | $ 1,000 | $ 1,000 | ||||||||||||||
Convertible debentures, transaction cost | $ 2,300,000 | $ 2,700,000 | ||||||||||||||
Subsequent Event [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Repayments of Lines of Credit | $ 1,000 | |||||||||||||||
Canadian Dollar Advances [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Revolving credit facility, maximum borrowing capacity | 5,000,000 | |||||||||||||||
Leasing facility drawn, | $ 700 | $ 900,000 | ||||||||||||||
US Dollar Advances [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Revolving credit facility, maximum borrowing capacity | $ 14,000 | |||||||||||||||
Maximum [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Revolving credit facility, basis spread on variable rate | 5.59% | 5.59% | ||||||||||||||
Minimum [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Revolving credit facility, basis spread on variable rate | 4.25% | 4.25% | ||||||||||||||
RBC Facility [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Line of credit available borrowing capacity | $ 10,800 | 14,600,000 | $ 5,300 | $ 7,200,000 | ||||||||||||
Payment for Settlement of Equipment Lease | 1,600 | |||||||||||||||
Restricted cash | $ 400 | |||||||||||||||
Number of consecutive business days | Days | 3 | |||||||||||||||
RBC Facility [Member] | Prime Rate [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument, description of variable rate basis | Interest is calculated as at the Canadian or U.S. prime rate plus 75 basis points or the Canadian Dollar Offered Rate or Term Secured Overnight Financing Rate ("SOFR") plus 200 basis points plus the Term SOFR Adjustment (as defined in the amended loan agreement governing the Extended RBC Facility). Under the Extended RBC Facility, if the trailing twelve month FCCR is not above 1.25 for three consecutive months, a cash balance equivalent to one-year's worth of Leasing Facilities payments must be maintained. | Interest is calculated as at the Canadian or U.S. prime rate plus 75 basis points or the Canadian Dollar Offered Rate or Term Secured Overnight Financing Rate ("SOFR") plus 200 basis points plus the Term SOFR Adjustment (as defined in the amended loan agreement governing the Extended RBC Facility). Under the Extended RBC Facility, if the trailing twelve month FCCR is not above 1.25 for three consecutive months, a cash balance equivalent to one-year's worth of Leasing Facilities payments must be maintained. | ||||||||||||||
RBC Facility [Member] | LIBOR [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Line of credit available borrowing capacity | $ 15,000,000 | |||||||||||||||
Revolving Credit Facility [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Revolving credit facility, maximum borrowing capacity | $ 25,000,000 | |||||||||||||||
Revolving credit facility, maximum borrowing capacity, description | Under the RBC Facility, the Company is able to borrow up to a maximum of 90% of investment grade or insured accounts receivable plus 85% of eligible accounts receivable plus the lesser of (i) 75% of the book value of eligible inventory and (ii) 85% of the net orderly liquidation value of eligible inventory less any reserves for potential prior ranking claims (the “Borrowing Base”). | Under the RBC Facility, the Company is able to borrow up to a maximum of 90% of investment grade or insured accounts receivable plus 85% of eligible accounts receivable plus the lesser of (i) 75% of the book value of eligible inventory and (ii) 85% of the net orderly liquidation value of eligible inventory less any reserves for potential prior ranking claims (the “Borrowing Base”). | ||||||||||||||
Current leasing facility obligation | $ 8,200 | |||||||||||||||
Revolving credit facility, basis spread on variable rate | 155% | 155% | ||||||||||||||
Debt instrument covenant terms | the Company is subject to a fixed charge coverage ratio (“FCCR”) covenant of 1.10:1 on a trailing twelve-month basis. Additionally, if the FCCR has been below 1.10:1 for the three immediately preceding months, the Company is required to maintain a reserve account equal to the aggregate of one year of payments on outstanding loans on the Leasing Facilities | the Company is subject to a fixed charge coverage ratio (“FCCR”) covenant of 1.10:1 on a trailing twelve-month basis. Additionally, if the FCCR has been below 1.10:1 for the three immediately preceding months, the Company is required to maintain a reserve account equal to the aggregate of one year of payments on outstanding loans on the Leasing Facilities | ||||||||||||||
Revolving credit facility, aggregate excess availability | $ 5,000,000 | |||||||||||||||
Number of consecutive business days | Days | 5 | 5 | ||||||||||||||
Revolving Credit Facility [Member] | Canadian Dollar Advances [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Leasing facility drawn, | $ 3,300 | $ 4,400,000 | ||||||||||||||
Repayments of Lines of Credit | 2,800 | $ 3,800,000 | ||||||||||||||
Revolving Credit Facility [Member] | US Dollar Advances [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Leasing facility drawn, | 13,300 | |||||||||||||||
Repayments of Lines of Credit | $ 5,200 | |||||||||||||||
Revolving Credit Facility [Member] | Maximum [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Revolving credit facility, aggregate excess availability | $ 6,250,000 | |||||||||||||||
Revolving Credit Facility [Member] | Prime Rate [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Revolving credit facility, basis spread on variable rate | 30% | 30% |
STOCK-BASED COMPENSATION - (Add
STOCK-BASED COMPENSATION - (Additional Information) (Detail) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Sep. 30, 2023 USD ($) $ / shares shares | Mar. 31, 2023 shares | Sep. 30, 2022 shares | Mar. 31, 2022 $ / shares | Mar. 31, 2022 $ / shares | Sep. 30, 2023 USD ($) $ / shares $ / shares shares | Sep. 30, 2022 $ / shares shares | Dec. 31, 2022 USD ($) $ / shares $ / shares | Dec. 31, 2021 $ / shares | May 31, 2023 shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
Common stock reserved for future issuance | 12,350,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 0 | |||||||||
Securities excluded from calculation of net income (loss) per share | 200,000 | 1,500,000 | 200,000 | 1,500,000 | ||||||
Restricted Stock Units Time Based [Member] | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
Share-based compensation arrangement by share-based payment award, award requisite service period | 3 years | |||||||||
Weighted average fair value of the RSUs granted | $ / shares | $ 0.46 | $ 0.46 | $ 2.37 | |||||||
Performance-Based Restricted Share Units [Member] | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
Share-based compensation arrangement by share-based payment award, award requisite service period | 3 years | |||||||||
Securities excluded from calculation of net income (loss) per share | 3,900,000 | 3,900,000 | ||||||||
Performance-Based Restricted Share Units [Member] | 2022 PRSUs [ Member] | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
% of PRSUs vesting | 0% | |||||||||
Securities excluded from calculation of net income (loss) per share | 2,800,000 | 2,800,000 | ||||||||
Performance-Based Restricted Share Units [Member] | 2021 PRSUs [ Member] | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
% of PRSUs vesting | 66.70% | |||||||||
Performance-Based Restricted Share Units [Member] | Monte Carlo Valuation Method [Member] | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
Share based compensation other than option grant date fair value | $ / shares | $ 1.87 | $ 3.27 | ||||||||
Share Awards [Member] | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
Share based compensation other than option grant date fair value | (per share) | $ 1.88 | $ 2.4 | $ 0.49 | $ 0.34 | ||||||
Share Awards were issued to employees | 36,254 | |||||||||
Deferred Share Units ("DSUs") [Member] | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
Weighted average fair value of the RSUs granted | $ / shares | $ 0.44 | $ 0.44 | ||||||||
Deferred Compensation Liability, Current and Noncurrent | $ | $ 0.6 | $ 0.6 | $ 0.6 | |||||||
Securities excluded from calculation of net income (loss) per share | 1,200,000 | |||||||||
Deferred Share Units ("DSUs") [Member] | Granted Under The 2023 Litp | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
Weighted average fair value of the RSUs granted | $ / shares | $ 0.33 | $ 0.33 | ||||||||
Deferred Compensation Liability, Current and Noncurrent | $ | $ 0.4 | $ 0.4 | ||||||||
Performance Share Units ("PSUs") [Member] | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
Number of options, Forfeited | (738,553) | |||||||||
Securities excluded from calculation of net income (loss) per share | 2,600,000 | |||||||||
Vesting Term | Dec. 31, 2026 | |||||||||
Performance Share Units ("PSUs") [Member] | Maximum [Member] | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
% of PRSUs vesting | 160% | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 4,909,907 | |||||||||
Performance Period Date | Dec. 31, 2026 | |||||||||
Performance Share Units ("PSUs") [Member] | Minimum [Member] | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
% of PRSUs vesting | 100% | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 2,584,161 | |||||||||
Performance Period Date | Jan. 01, 2023 | |||||||||
Restricted Share Units ("RSUs") [Member] | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
Securities excluded from calculation of net income (loss) per share | 3,900,000 | 3,900,000 | ||||||||
Convertible Debt Securities [Member] | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
Securities excluded from calculation of net income (loss) per share | 1,100,000 | |||||||||
Equity Settled Awards [Member] | ||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||
Securities excluded from calculation of net income (loss) per share | 134,400,000 | 127,500,000 |
STOCK-BASED COMPENSATION - Summ
STOCK-BASED COMPENSATION - Summary of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-Based Payment Arrangement, Expense | $ 1,069 | $ 918 | $ 2,543 | $ 3,546 |
Equity-settled Awards [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-Based Payment Arrangement, Expense | 594 | 846 | 2,106 | 3,471 |
Cash-settled Awards [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-Based Payment Arrangement, Expense | $ 475 | $ (72) | $ 437 | $ (75) |
STOCK-BASED COMPENSATION - Su_2
STOCK-BASED COMPENSATION - Summary of RSUs, Share Awards, PSUs, DSUs Activity (Detail) - shares | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Restricted Stock Units Time Based [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of units, Outstanding at the beginning | 1,885,337 | 3,216,536 |
Granted | 3,549,500 | 2,303,287 |
Vested | 987,054 | (2,019,550) |
Withheld to settle employee tax obligations | 64,230 | (526,259) |
Forfeited | (600,345) | (734,855) |
Number of units, Outstanding at the end | 3,783,208 | 2,239,159 |
Restricted Share Units ("RSUs") Performance-Based [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of units, Outstanding at the beginning | 343,919 | 1,021,739 |
Granted | 863,279 | |
Vested | 258,760 | (566,352) |
Withheld to settle employee tax obligations | (242,460) | |
Forfeited | (502,628) | |
Number of units, Outstanding at the end | 85,159 | 573,578 |
Share Awards [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Granted | 522,883 | 162,682 |
Vested | 522,883 | (94,528) |
Withheld to settle employee tax obligations | (68,154) | |
Performance Share Units ("PSUs") [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of units, Outstanding at the beginning | 157,200 | |
Granted | 2,584,161 | |
Forfeited | (738,553) | (157,200) |
Number of units, Outstanding at the end | 1,845,608 | |
Deferred Share Units ("DSUs") [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of units, Outstanding at the beginning | 1,165,319 | 361,577 |
Granted | 1,646,420 | 890,832 |
Vested | 220,590 | (501,916) |
Number of units, Outstanding at the end | 2,591,149 | 750,493 |
STOCK-BASED COMPENSATION - Sche
STOCK-BASED COMPENSATION - Schedule of Percentage of PRSUs Vest upon Increases of Share Price (Detail) - 2022 and 2021 PRSUs [Member] - PRSUs [Member] | 9 Months Ended |
Sep. 30, 2023 $ / shares | |
Share-based Payment Arrangement, Tranche One [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
% of PRSUs vesting | 33.30% |
Weighted average fair value of the RSUs granted | $ 3 |
Share-based Payment Arrangement, Tranche Two [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
% of PRSUs vesting | 66.70% |
Weighted average fair value of the RSUs granted | $ 4 |
Share-based Payment Arrangement, Tranche Three | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
% of PRSUs vesting | 100% |
Weighted average fair value of the RSUs granted | $ 5 |
Share Based Compensation Award Tranche Four | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
% of PRSUs vesting | 150% |
Weighted average fair value of the RSUs granted | $ 7 |
STOCK-BASED COMPENSATION - Su_3
STOCK-BASED COMPENSATION - Summary of Options Granted, Exercised, Surrendered, Forfeited and Expired (Detail) | 9 Months Ended | ||
Sep. 30, 2023 $ / shares shares | Sep. 30, 2023 $ / shares shares | Sep. 30, 2022 $ / shares shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of options, Expired | shares | (263,725) | (263,725) | |
Weighted average exercise price, Expired | $ / shares | $ 6.46 | ||
Employee Stock Option [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of options, Outstanding at the beginning | shares | 1,480,069 | 1,480,069 | 4,064,489 |
Number of options, Forfeited | shares | (989,066) | (989,066) | (2,530,120) |
Number of options, Outstanding at the end | shares | 227,278 | 227,278 | 1,534,369 |
Weighted average exercise price, Outstanding at the beginning | $ / shares | $ 7.03 | $ 6.64 | |
Weighted average exercise price, Forfeited | $ / shares | 6.97 | 6.4 | |
Weighted average exercise price, Outstanding at the end | $ / shares | $ 7.95 | $ 7.03 |
STOCK-BASED COMPENSATION - Su_4
STOCK-BASED COMPENSATION - Summary of Options Outstanding by Range of Exercise Prices (Detail) | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Options outstanding, Number | shares | 227,278 |
Options exercisable, Number | shares | 227,278 |
Range Of Exercise Prices For Outstanding Share Options Five [Member] | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of exercise prices, Minimum | $ 6.01 |
Range of exercise prices, Maximum | $ 7 |
Options outstanding, Number | shares | 16,350 |
Options outstanding, Weighted average remaining life | 11 months 19 days |
Options outstanding, Weighted average exercise price | $ 6.12 |
Options outstanding | $ 6.12 |
Options exercisable, Number | shares | 16,350 |
Options exercisable, Weighted average remaining life | 11 months 19 days |
Range Of Exercise Prices For Outstanding Share Options Seven [Member] | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of exercise prices, Minimum | $ 7.01 |
Range of exercise prices, Maximum | $ 7.84 |
Options outstanding, Number | shares | 210,928 |
Options outstanding, Weighted average remaining life | 7 months 17 days |
Options outstanding, Weighted average exercise price | $ 7.84 |
Options outstanding | $ 7.84 |
Options exercisable, Number | shares | 210,928 |
Options exercisable, Weighted average remaining life | 7 months 17 days |
EARNINGS PER SHARE - Schedule o
EARNINGS PER SHARE - Schedule of Earnings Per Share (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Earnings Per Share, Basic [Abstract] | ||||
Weighted average number of shares outstanding (thousands of shares) | 104,449 | 87,446 | 101,036 | 86,229 |
Net income (loss) per share (dollars) | $ (0.06) | $ (0.08) | $ (0.15) | $ (0.57) |
Earnings Per Share, Diluted [Abstract] | ||||
Weighted Average Number of Shares Outstanding, Basic | 104,449 | 87,446 | 101,036 | 86,229 |
REVENUE - Disaggregation of Rev
REVENUE - Disaggregation of Revenue by Major Products and Services Lines (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 49,537 | $ 46,747 | $ 130,998 | $ 129,734 |
Product [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 43,132 | 39,092 | 113,323 | 110,383 |
Transportation [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 4,767 | 5,022 | 13,169 | 13,878 |
License fees from Distribution Partners [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 196 | 193 | 613 | 588 |
Total product revenue [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 48,095 | 44,307 | 127,105 | 124,849 |
Installation and other services [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 1,442 | $ 2,440 | $ 3,893 | $ 4,885 |
REVENUE - Disaggregation of R_2
REVENUE - Disaggregation of Revenue by Timing of Revenue Recognition (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 49,537 | $ 46,747 | $ 130,998 | $ 129,734 |
At a point in time [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 47,899 | 44,114 | 126,492 | 124,261 |
Over time [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 1,638 | $ 2,633 | $ 4,506 | $ 5,473 |
REVENUE - Summary of Contract L
REVENUE - Summary of Contract Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Revenue from Contract with Customer [Abstract] | |||
Customer deposits | $ 6,396 | $ 4,458 | $ 1,959 |
Deferred revenue | 347 | 408 | 461 |
Contract liabilities | $ 6,743 | $ 4,866 | $ 2,420 |
REVENUE - (Additional Informati
REVENUE - (Additional Information) (Detail) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | ||
Contract liabilities recognized as revenue | $ 4.8 | $ 2.4 |
REVENUE - Schedule of Sales by
REVENUE - Schedule of Sales by Industry (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 49,537 | $ 46,747 | $ 130,998 | $ 129,734 |
Commercial [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 31,272 | 31,796 | 82,154 | 85,458 |
Healthcare [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 8,483 | 3,638 | 25,111 | 15,693 |
Government [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 4,606 | 3,358 | 10,581 | 11,680 |
Education [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 3,538 | 5,322 | 8,646 | 11,430 |
License Fees from Distribution Partners [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 196 | 193 | 613 | 588 |
Total product and transportation revenue [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 48,095 | 44,307 | 127,105 | 124,849 |
Installation and other services [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 1,442 | $ 2,440 | $ 3,893 | $ 4,885 |
SEGMENT REPORTING - (Additional
SEGMENT REPORTING - (Additional Information) (Detail) | 9 Months Ended |
Sep. 30, 2023 Country Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |
Number of operating segments | 1 |
Number of principal geographic locations | Country | 2 |
SEGMENT REPORTING - Schedule of
SEGMENT REPORTING - Schedule of Revenue from External Customers (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue from external customers | $ 49,537 | $ 46,747 | $ 130,998 | $ 129,734 |
Canada [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue from external customers | 5,665 | 7,191 | 14,577 | 19,859 |
U.S. [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue from external customers | $ 43,872 | $ 39,556 | $ 116,421 | $ 109,875 |
SEGMENT REPORTING - Schedule _2
SEGMENT REPORTING - Schedule of Non-current Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Non-current assets | $ 62,829 | $ 81,528 |
Canada [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Non-current assets | 30,396 | 28,251 |
U.S. [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Non-current assets | $ 32,433 | $ 53,277 |
INCOME TAXES - (Additional Info
INCOME TAXES - (Additional Information) (Detail) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule Of Income Tax [Line Items] | ||
Valuation allowance against Deferred Tax Assets | $ 33.4 | $ 29.8 |
RELATED PARTY TRANSACTION (Addi
RELATED PARTY TRANSACTION (Additional Information) (Details) $ / shares in Units, $ in Thousands, $ in Millions | 3 Months Ended | |||||||
Mar. 15, 2023 $ / shares shares | Sep. 30, 2023 USD ($) | Sep. 30, 2023 CAD ($) | May 30, 2023 $ / shares shares | Mar. 31, 2023 $ / shares | Dec. 31, 2022 USD ($) | Apr. 26, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Related Party Transaction [Line Items] | ||||||||
Debentures | $ 62,862 | $ 65,435 | $ 70,642 | |||||
December [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debentures | $ 13.6 | |||||||
Debt Settlement Agreement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debt Repayment by related party common shares | shares | 3,899,745 | 3,899,745 | ||||||
Deemed Price | $ / shares | $ 0.4 | $ 0.4 | $ 0.53 | |||||
Market price | $ / shares | $ 0.38 | |||||||
Interest on Convertible debentures | 400 | |||||||
Other Liabilities | $ 300 | |||||||
Debt Settlement Agreement | January [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debentures | $ 18.9 | |||||||
Twenty Two NW Fund LP [Member] | Debt Settlement Agreement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debt | $ 1,600 | |||||||
Percentage of issued and outstanding common shares | 19.50% |
COMMITMENTS - (Additional Infor
COMMITMENTS - (Additional Information) (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Long Term Purchase Commitment [Line Items] | ||
Undiscounted operating lease liabilities | $ 46 | $ 48.7 |
Decrease in undiscounted operating lease liabilitie | 61.2 | |
Inventory And Property Plant And Equipment [Member] | ||
Long Term Purchase Commitment [Line Items] | ||
Purchase obligation, outstanding | $ 4.2 | $ 2.2 |