Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Oct. 31, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'Primo Water Corp | ' |
Entity Central Index Key | '0001365101 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Well-known Seasoned Issuer | 'No | ' |
Entity Voluntary Filers | 'No | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 24,530,299 |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash | $707 | $394 |
Accounts receivable, net | 8,920 | 7,614 |
Inventories | 7,530 | 6,346 |
Prepaid expenses and other current assets | 2,169 | 1,499 |
Total current assets | 19,326 | 15,853 |
Bottles, net | 4,121 | 4,104 |
Property and equipment, net | 34,836 | 38,634 |
Intangible assets, net | 9,849 | 10,872 |
Other assets | 894 | 1,508 |
Total assets | 69,026 | 70,971 |
Current liabilities: | ' | ' |
Accounts payable | 11,547 | 10,943 |
Accrued expenses and other current liabilities | 4,107 | 3,472 |
Current portion of capital leases and notes payable | 103 | 16 |
Total current liabilities | 15,757 | 14,431 |
Long-term debt, capital leases and notes payable, net of current portion | 27,718 | 22,654 |
Liabilities of disposal group, net of current portion, and other long-term liabilities | 2,328 | 2,330 |
Total liabilities | 45,803 | 39,415 |
Commitments and contingencies | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, $0.001 par value - 10,000 shares authorized, none issued and outstanding | 0 | 0 |
Common stock, $0.001 par value - 70,000 shares authorized, 24,530 and 24,076 shares issued and outstanding at September 30, 2014 and December 31, 2013, respectively | 25 | 24 |
Additional paid-in capital | 274,868 | 273,379 |
Common stock warrants | 8,745 | 8,420 |
Accumulated deficit | -259,778 | -249,837 |
Accumulated other comprehensive loss | -637 | -430 |
Total stockholders' equity | 23,223 | 31,556 |
Total liabilities and stockholders' equity | $69,026 | $70,971 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Per Share data, unless otherwise specified | ||
Stockholders' equity: | ' | ' |
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized (in shares) | 10,000 | 10,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized (in shares) | 70,000 | 70,000 |
Common stock, shares issued (in shares) | 24,530 | 24,076 |
Common stock, shares outstanding (in shares) | 24,530 | 24,076 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) [Abstract] | ' | ' | ' | ' |
Net sales | $26,374 | $25,519 | $76,756 | $71,696 |
Operating costs and expenses: | ' | ' | ' | ' |
Cost of sales | 18,777 | 18,936 | 56,210 | 53,924 |
Selling, general and administrative expenses | 4,089 | 3,812 | 12,348 | 11,585 |
Non-recurring costs | 54 | 96 | 2,773 | 190 |
Depreciation and amortization | 2,593 | 3,050 | 8,094 | 8,579 |
Loss on disposal and impairment of property and equipment | 58 | 61 | 1,081 | 137 |
Total operating costs and expenses | 25,571 | 25,955 | 80,506 | 74,415 |
Income (loss) from operations | 803 | -436 | -3,750 | -2,719 |
Interest expense | 537 | 1,138 | 5,790 | 3,359 |
Income (loss) from continuing operations | 266 | -1,574 | -9,540 | -6,078 |
Loss from discontinued operations | -49 | -511 | -401 | -872 |
Net income (loss) | $217 | ($2,085) | ($9,941) | ($6,950) |
Basic earnings (loss) per share: | ' | ' | ' | ' |
Income (loss) from continuing operations (in dollars per share) | $0.01 | ($0.07) | ($0.39) | ($0.25) |
Loss from discontinued operations (in dollars per share) | $0 | ($0.02) | ($0.02) | ($0.04) |
Basic earnings (loss) (in dollars per share) | $0.01 | ($0.09) | ($0.41) | ($0.29) |
Diluted earnings (loss) per share: | ' | ' | ' | ' |
Income (loss) from continuing operations (in dollars per share) | $0.01 | ($0.07) | ($0.39) | ($0.25) |
Loss from discontinued operations (in dollars per share) | $0 | ($0.02) | ($0.02) | ($0.04) |
Diluted earnings (loss) (in dollars per share) | $0.01 | ($0.09) | ($0.41) | ($0.29) |
Weighted average shares used in computing earnings (loss) per share | ' | ' | ' | ' |
Basic (in shares) | 24,457 | 24,019 | 24,257 | 23,901 |
Diluted (in shares) | 25,809 | 24,019 | 24,257 | 23,901 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) [Abstract] | ' | ' | ' | ' |
Net income (loss) | $217 | ($2,085) | ($9,941) | ($6,950) |
Other comprehensive income (loss): | ' | ' | ' | ' |
Foreign currency translation adjustments, net | -213 | 113 | -207 | -193 |
Comprehensive income (loss) | $4 | ($1,972) | ($10,148) | ($7,143) |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net loss | ($9,941) | ($6,950) |
Less: Loss from discontinued operations | -401 | -872 |
Loss from continuing operations | -9,540 | -6,078 |
Adjustments to reconcile net loss to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 8,094 | 8,579 |
Loss on disposal and impairment of property and equipment | 1,081 | 137 |
Stock-based compensation expense | 1,364 | 819 |
Non-cash interest expense | 2,744 | 882 |
Issuance of DS Services' common stock warrant | 589 | 0 |
Other | -162 | 53 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -1,074 | 1,952 |
Inventories | -1,224 | 715 |
Prepaid expenses and other assets | -87 | -211 |
Accounts payable | 882 | 3,870 |
Accrued expenses and other liabilities | 466 | -1,641 |
Net cash provided by operating activities | 3,133 | 9,077 |
Cash flows from investing activities: | ' | ' |
Purchases of property and equipment | -3,817 | -3,745 |
Purchases of bottles, net of disposals | -1,993 | -1,904 |
Proceeds from the sale of property and equipment | 572 | 2 |
Additions to and acquisitions of intangible assets | -30 | -43 |
Net cash used in investing activities | -5,268 | -5,690 |
Cash flows from financing activities: | ' | ' |
Borrowings under Revolving Credit Facilities | 40,553 | 68,062 |
Payments under Revolving Credit Facilities | -36,198 | -73,899 |
Borrowings under Term loans | 22,500 | 3,000 |
Payments under Term loans | -23,499 | 0 |
Note payable and capital lease payments | -113 | -11 |
Debt issuance costs | -625 | -689 |
Stock option and employee stock purchase activity, net | 119 | 82 |
Net cash provided by (used in) financing activities | 2,737 | -3,455 |
Cash (used in) provided by operating activities of discontinued operations | -231 | 189 |
Effect of exchange rate changes on cash | -58 | -47 |
Net increase in cash | 313 | 74 |
Cash, beginning of year | 394 | 234 |
Cash, end of period | $707 | $308 |
Description_of_Business_and_Si
Description of Business and Significant Accounting Policies | 9 Months Ended | |
Sep. 30, 2014 | ||
Description of Business and Significant Accounting Policies [Abstract] | ' | |
Description of Business and Significant Accounting Policies | ' | |
1 | Description of Business and Significant Accounting Policies | |
Business | ||
Primo Water Corporation (together with its consolidated subsidiaries, “Primo,” “we,” “our,” “us”) is a leading provider of multi-gallon purified bottled water, self-service refill water and water dispensers sold through major retailers in the United States and Canada. | ||
Unaudited Interim Financial Information | ||
The accompanying interim condensed consolidated financial statements have been prepared in accordance with our accounting practices described in our audited consolidated financial statements for the year ended December 31, 2013, and are unaudited. In the opinion of management, the unaudited interim condensed consolidated financial statements included herein contain all adjustments necessary to present fairly our financial position, results of operations and cash flows for the periods indicated. Such adjustments, other than nonrecurring adjustments that have been separately disclosed, are of a normal, recurring nature. The operating results for interim periods are not necessarily indicative of results to be expected for a full year or future interim periods. The unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes as of and for the year ended December 31, 2013. The accompanying interim condensed consolidated financial statements are presented in accordance with the rules and regulations of the Securities and Exchange Commission and, accordingly, do not include all the disclosures required by generally accepted accounting principles in the United States (“U.S. GAAP”) with respect to annual financial statements. Certain significant accounting policies, in addition to those described below, are summarized in our 2013 Form 10-K. Certain 2013 amounts in the accompanying interim condensed consolidated financial statements have been reclassified to conform to the 2014 presentation, with no effect on stockholders’ equity or net loss as previously presented. | ||
Discontinued Operations | ||
As described in Note 2, during 2012, we committed to a plan to sell the assets of the sparkling beverage appliances, flavorings, CO2 cylinders and accessories business sold under the Flavorstation brand (the “Disposal Group”). We determined that the Disposal Group meets the criteria for classification as discontinued operations. As a result, the results of operations and financial position of the Disposal Group for the current and prior periods are reflected as discontinued operations. | ||
DS Services Agreement | ||
On November 12, 2013, we entered into a strategic alliance agreement (the “DS Services Agreement”) with DS Services of America, Inc. (“DS Services”) pursuant to which DS Services will act as the primary bottler and distributor and provider of exchange and supply services for the exchange business in the United States. Pursuant to the agreement, DS Services has become our bottler and distributor in certain territories during 2014. DS Services will become our primary bottler and distributor in other territories as existing distributor arrangements expire or are terminated. We have completed the transition of the bottling, distributing and supply services for our exchange business to DS Services. We expect the transition of DS Services retail customers to Primo to be completed by December 31, 2015. | ||
Revenue Recognition | ||
Revenue is recognized for the sale of multi-gallon purified bottled water upon either the delivery of inventory to the retail store or the purchase by the consumer. Revenue is either recognized as an exchange transaction (where a discount is provided on the purchase of a multi-gallon bottle of purified water for the return of an empty multi-gallon bottle) or a non-exchange transaction. Revenues on exchange transactions are recognized net of the exchange discount. Self-service refill water revenue is recognized as the water is filtered, which is measured by the water dispensing equipment meter. | ||
Revenue is recognized for the sale of our water dispenser products when title is transferred to our retail customers. We have no contractual obligation to accept returns nor do we guarantee sales. However, we will at times accept returns or issue credits for manufacturer defects or for units that were damaged in transit. Revenues are recognized net of an estimated allowance for returns using an average return rate based upon historical experience. | ||
In addition, we offer certain incentives such as coupons and rebates that are netted against and reduce net sales in the condensed consolidated statements of operations. With the purchase of certain of our water dispensers we include a coupon for a free multi-gallon bottle of purified water. No revenue is recognized with respect to the redemption of the coupon for a free multi-gallon bottle of water and the estimated cost of the multi-gallon bottle of purified water is included in cost of sales. | ||
Accounts Receivable | ||
All trade accounts receivable are due from customers located within the United States and Canada. We maintain an allowance for doubtful accounts for estimated losses resulting from the inability of our customers to make required payments. Accounts receivable, net included allowances for doubtful accounts of $110 and $321 at September 30, 2014 and December 31, 2013, respectively. The allowance for doubtful accounts is based on a review of specifically identified accounts in addition to an overall aging analysis. Judgments are made with respect to the collectability of accounts receivable based on historical experience and current economic trends. Actual losses could differ from those estimates. | ||
Intangible Assets | ||
We classify intangible assets into two categories: (1) intangible assets with definite lives subject to amortization and (2) intangible assets with indefinite lives not subject to amortization. We determine the useful lives of our identifiable intangible assets after considering the specific facts and circumstances related to each intangible asset. Factors we consider when determining useful lives include the contractual term of any agreement related to the asset, the historical performance of the asset, our long-term strategy for using the asset, any laws or other local regulations which could impact the useful life of the asset, and other economic factors, including competition and specific market conditions. Intangible assets that are deemed to have definite lives are amortized, primarily on a straight-line basis, over their useful lives. Intangible assets that are deemed to have indefinite lives are tested for impairment annually, or more frequently if events or changes in circumstances indicate that the asset might be impaired. | ||
Concentrations of Risk | ||
Our principal financial instruments subject to potential concentration of credit risk are cash, trade receivables and accounts payable. We invest our funds in a highly rated institution and believe the financial risk associated with cash in excess of federally insured amounts is minimal. | ||
We perform ongoing credit evaluations of our customers’ financial condition and maintain allowances for doubtful accounts that we believe are sufficient to provide for losses that may be sustained on realization of accounts receivable. | ||
Basic and Diluted Earnings (Loss) Per Share | ||
Earnings (loss) per share has been computed using the weighted average number of shares of common stock outstanding during each period. Diluted amounts per share include the dilutive impact, if any, of our outstanding potential common shares, such as options, unvested shares of restricted stock, restricted stock units and warrants. Potential common shares that are anti-dilutive are excluded from the calculation of diluted earnings (loss) per share. | ||
Cumulative Translation Adjustment and Foreign Currency Transactions | ||
The local currency of our operations in Canada is considered to be the functional currency. Assets and liabilities of the Canada subsidiary are translated into U. S. dollars using the exchange rates in effect at the balance sheet date. Results of operations are translated using the average exchange rate prevailing throughout the period. The effects of unrealized exchange rate fluctuations on translating foreign currency assets and liabilities into U. S. dollars are accumulated as the cumulative translation adjustment included in accumulated other comprehensive loss in the condensed consolidated statements of comprehensive loss. With the exception of transaction gains and losses on certain intercompany balances which we have determined are of a long-term investment nature, realized gains and losses on foreign currency transactions are included in the condensed consolidated statements of operations. At September 30, 2014 and December 31, 2013, accumulated other comprehensive loss balances of $637 and $430, respectively, were related to unrealized foreign currency translation adjustments and transaction gains and losses on certain intercompany balances. | ||
Non-recurring costs | ||
Transactions that are unusual in nature or which occur infrequently, but not both, are reported as non-recurring costs on our condensed consolidated statements of operations. Non-recurring costs consist primarily of transition and other expenses associated with the DS Services Agreement as well as other legal, severance and restructuring-related expenses. | ||
Recent Accounting Pronouncements | ||
In May 2014, the FASB issued updated guidance which supersedes existing revenue recognition requirements in U.S. GAAP. The updated guidance requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, the guidance establishes a five-step approach for the recognition of revenue. The update is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. We are currently evaluating the impact of adopting this guidance on our consolidated financial statements. | ||
In April 2014, the FASB issued updated guidance changing the requirements for reporting discontinued operations. The updated guidance requires that a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results when the component or components meet the criteria to be classified as held for sale, is disposed of by sale or is disposed of other than by sale. The updated guidance also requires additional disclosures about discontinued operations. The updates are effective for disposals (or classifications as held for sale) of components of an entity that occur within annual periods beginning on or after December 15, 2014. The updates are not applicable to a component or components that are classified as held for sale before the effective date. The amendments are not expected to have a significant impact on our consolidated financial statements. | ||
In July 2013, the FASB issued updated guidance requiring that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented as a liability and should not be combined with deferred tax assets. We have adopted this updated guidance effective January 1, 2014. The adoption did not have a significant impact on our consolidated financial statements. |
Discontinued_Operations
Discontinued Operations | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Discontinued Operations [Abstract] | ' | ||||||||||||||||
Discontinued Operations | ' | ||||||||||||||||
2 | Discontinued Operations | ||||||||||||||||
During 2012, we committed to a plan to sell the assets of the Disposal Group, which includes sparkling beverage appliances, flavorings, CO2 cylinders and accessories sold under the Flavorstation brand as well as the Omnifrio Single-Serve Business and initiated an active program to execute this plan. In addition, we determined that the Disposal Group met all of the criteria for classification as discontinued operations. As a result, current and prior year amounts and disclosures reflect these operations as discontinued operations. | |||||||||||||||||
The assets and liabilities of the Disposal Group classified as held for sale and reported within prepaid expenses and other current assets, accrued expenses and other current liabilities, and liabilities of disposal group, net of current portion, and other long-term liabilities on our condensed consolidated balance sheets, were as follows: | |||||||||||||||||
30-Sep-14 | 31-Dec-13 | ||||||||||||||||
Current assets of disposal group held for sale | |||||||||||||||||
Accounts receivable, net | $ | – | $ | 15 | |||||||||||||
Inventories | – | 200 | |||||||||||||||
Prepaid expenses and other current assets | 4 | 10 | |||||||||||||||
$ | 4 | $ | 225 | ||||||||||||||
Current liabilities of disposal group held for sale | |||||||||||||||||
Accounts payable | $ | 14 | $ | 39 | |||||||||||||
Accrued expenses and other current liabilities | 27 | 53 | |||||||||||||||
$ | 41 | $ | 92 | ||||||||||||||
Liabilities of disposal group held for sale, net of current portion | |||||||||||||||||
Other long-term liabilities | $ | 2,000 | $ | 2,000 | |||||||||||||
$ | 2,000 | $ | 2,000 | ||||||||||||||
The net sales and operating results classified as discontinued operations were as follows: | |||||||||||||||||
Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Net sales | $ | 1 | $ | 647 | $ | 169 | $ | 2,651 | |||||||||
Operating costs and expenses: | |||||||||||||||||
Cost of sales | – | 1,009 | 262 | 3,154 | |||||||||||||
Selling, general and administrative | 50 | 149 | 308 | 369 | |||||||||||||
Total operating costs and expenses | 50 | 1,158 | 570 | 3,523 | |||||||||||||
Loss from discontinued operations | $ | (49 | ) | $ | (511 | ) | $ | (401 | ) | $ | (872 | ) |
Property_and_Equipment
Property and Equipment | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Property and Equipment [Abstract] | ' | ||||||||
Property and Equipment | ' | ||||||||
3 | Property and Equipment | ||||||||
Property and equipment is summarized as follows at September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Leasehold improvements | $ | 90 | $ | 87 | |||||
Machinery and equipment | 6,935 | 8,347 | |||||||
Vending equipment | 26,418 | 24,083 | |||||||
Racks and display panels | 28,621 | 33,562 | |||||||
Office furniture and equipment | 234 | 234 | |||||||
Software and computer equipment | 4,088 | 3,972 | |||||||
Vehicles under capital leases | 405 | – | |||||||
Equipment not in service | 662 | 1,525 | |||||||
67,453 | 71,810 | ||||||||
Less accumulated depreciation and amortization | (32,617 | ) | (33,176 | ) | |||||
$ | 34,836 | $ | 38,634 | ||||||
During the second quarter of 2014, we entered into an arrangement to sell or otherwise dispose of certain racks and machinery in exchange for cash proceeds of $1,212. The racks and machinery disposed of had a gross carrying value of $5,392 and accumulated depreciation of $(3,677) reported within property and equipment, net on our condensed consolidated balance sheets. The expected total sales proceeds, less amounts collected during the third quarter of 2014, is presented as a receivable in prepaid expenses and other current assets on our condensed consolidated balance sheets at September 30, 2014. The disposals resulted in a loss of $503 which is reported within loss on disposal and impairment of property and equipment on our condensed consolidated statements of operations for the nine months ended September 30, 2014. |
Debt_Capital_Leases_and_Notes_
Debt, Capital Leases and Notes Payable | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Debt, Capital Leases and Notes Payable [Abstract] | ' | ||||||||
Debt, Capital Leases and Notes Payable | ' | ||||||||
4 | Debt, Capital Leases and Notes Payable | ||||||||
Long-term debt, capital leases and notes payable are summarized as follows: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Revolving Credit Facility | $ | 7,500 | $ | – | |||||
Term Notes | 20,000 | – | |||||||
Prior Senior Revolving Credit Facility | – | 3,145 | |||||||
Prior Term Loans, net of discount | – | 19,496 | |||||||
Notes payable and capital leases | 321 | 29 | |||||||
27,821 | 22,670 | ||||||||
Less current portion | (103 | ) | (16 | ) | |||||
Long-term debt, notes payable and capital leases, net of current portion | $ | 27,718 | $ | 22,654 | |||||
On June 20, 2014, we entered into a credit facility that provides up to $35,000 in secured indebtedness and consists of a $15,000 revolving credit facility (the “Revolving Credit Facility”) and $20,000 in term notes (the “Term Notes”). We repaid outstanding prior term loans and borrowings outstanding on the prior senior revolving credit facility upon entering into our existing credit facility. The Revolving Credit Facility terminates on June 20, 2019 with all outstanding borrowings and accrued interest to be repaid on such date and the Term Notes mature on June 20, 2021 with all outstanding indebtedness and accrued interest to be repaid on such date. The credit facility is secured on a first priority basis by substantially all of our assets. | |||||||||
Interest on outstanding amounts owed under the Term Notes is payable quarterly at the rate of 7.8%. Principal payments under the Term Notes are payable in five annual $4,000 installments beginning on June 20, 2017. Total costs associated with the Term Notes were $336, which have been capitalized and are being amortized as part of interest expense over the term of the Term Notes. | |||||||||
Interest on outstanding borrowings under the Revolving Credit Facility is payable at our option at either (i) the Base Rate, defined as the greater of the Prime Rate, the Federal Funds Effective Rate plus 0.50% or the LIBOR for a three-month interest period plus 1.0%, plus in each such case a margin of 3.25% or (ii) a one-, two-, three- or six-month LIBOR rate, plus a margin of 4.25%. We are required to pay a commitment fee of 0.50% on the unused amount of the commitment under the Revolving Credit Facility. Total costs associated with the Revolving Credit Facility were $211, which have been capitalized and are being amortized as part of interest expense over the term of the Revolving Credit Facility. As of September 30, 2014, we had $7,500 in outstanding borrowings at a weighted-average interest rate of 4.41% and our remaining availability was $7,500 under the Revolving Credit Facility. | |||||||||
Our new credit facility contains a number of affirmative and restrictive covenants (including limitations on dissolutions, sales of assets, investments, and indebtedness and liens) and contains the following financial covenants: (i) a ratio of consolidated total indebtedness to adjusted EBITDA of no more than 3.00 to 1.00 as of the last day of each month (measured on a trailing four-quarter basis), declining to 2.75 on October 31, 2015 and thereafter, (ii) a consolidated tangible net worth requirement measured at the end of each month of no less than $11,000 plus 50% of consolidated net income on a cumulative basis for each succeeding fiscal quarter, commencing with the quarter ended June 30, 2014 (net losses are disregarded), and (iii) a ratio of adjusted EBITDA to consolidated fixed charges of no less than 0.80 to 1.00 as of the last day of each quarter (measured on a trailing four-quarter basis), increasing to 0.90 on December 31, 2014, and increasing to 1.00 on March 31, 2015 and thereafter. At September 30, 2014 we were in compliance with all covenants with: (i) a consolidated total indebtedness to adjusted EBITDA ratio of 2.40 to 1.00, (ii) consolidated tangible net worth of $13,373 compared to the minimum of $11,109 and (iii) an adjusted EBITDA to consolidated fixed charges ratio of 0.99. | |||||||||
In connection with the closing of the new credit facility, we amortized the remaining $883 in deferred loan costs, $583 in debt discount and $677 in original issue discount related to the prior senior revolving credit facility and prior term loans. Interest expense, inclusive of the write-off described above, related to deferred loan cost amortization, debt discount and original issue discount amortization for the prior senior revolving credit facility and the prior term loans totaled $2,718 for the nine months ended September 30, 2014. In addition, we paid a $705 early payment penalty associated with the prior term loans. | |||||||||
The prior term loans were accompanied by detachable warrants to purchase 1,731 shares of our common stock, including detachable warrants to purchase 131 shares of our common stock received by five of our current directors or stockholders (the “Insider Participants”). The Insider Participants include Billy D. Prim, Malcolm McQuilkin and Jack C. Kilgore, all three of whom are current directors of Primo. The warrants issued to Insider Participants are exercisable at an exercise price of $2.30 per share and expire April 30, 2020. The warrants issued to non-Insider Participants are exercisable at an exercise price of $1.20 per share and expire also April 30, 2020. During the nine months ended September 30, 2014, warrants to purchase 300 shares of our common stock were exercised by non-Insider Participants, resulting in net share settlement of 219 shares. | |||||||||
Interest expense includes financing costs for a supplier of $0 and $217 for the three months ended September 30, 2014 and 2013, respectively, and $305 and $553 for the nine months ended September 30, 2014 and 2013, respectively. During the second and third quarter of 2014, we discontinued the financing arrangement with the resumption of normal terms with the supplier. |
Stockholders_Equity_and_StockB
Stockholders' Equity and Stock-Based Compensation | 9 Months Ended | |
Sep. 30, 2014 | ||
Stockholders' Equity and Stock-Based Compensation [Abstract] | ' | |
Stockholders' Equity and Stock-Based Compensation | ' | |
5 | Stockholders’ Equity and Stock-Based Compensation | |
As part of the DS Services Agreement, on January 1, 2014, we granted DS Services a warrant to purchase 475 shares of our common stock. The warrant is immediately exercisable at an exercise price of $3.04 per share and expires January 1, 2021. The warrant’s fair value of $589 was determined using the Black-Scholes pricing model and was recorded in common stock warrants on our condensed consolidated balance sheets and in non-recurring costs on our condensed consolidated statements of operations. | ||
For the three and nine months ended September 30, 2014, we issued 72,972 and 219,238 shares of our common stock, respectively, upon partial cashless exercises of outstanding common stock purchase warrants with an exercise price of $1.20 per share originally issued to Comvest Capital II, L.P. on April 30, 2012. | ||
Compensation expense related to stock-based compensation plans was $467 and $196 for the three months ended September 30, 2014 and 2013, respectively, and $1,364 and $819 for the nine months ended September 30, 2014 and 2013, respectively. Stock-based compensation is included in selling, general and administrative expenses in the condensed consolidated statements of operations. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | |
Sep. 30, 2014 | ||
Commitments and Contingencies [Abstract] | ' | |
Commitments and Contingencies | ' | |
6 | Commitments and Contingencies | |
Florida Concentrates Suit | ||
On October 16, 2012, Primo was served with the Summons and Complaint in a suit filed in the Florida state courts on September 26, 2012. Plaintiffs in the suit are Florida Concentrates International, LLC (a Florida limited liability company), Florida Sparkling DS, LLC (a Florida limited liability company), and Didier Hardy (a Florida resident and apparently the principal of the LLC plaintiffs). Also named as defendants are Susan and Scott Ballantyne (alleged to be Florida residents) and SDS-IC. The suit was filed in the Circuit Court for the Twentieth Judicial District (Collier County, Florida). Plaintiffs' allegations include breach of contract, misappropriation of trade secrets and certain additional claims and plaintiffs seek monetary damages. We filed a motion to dismiss all claims, which was granted in part and denied in part on June 21, 2013. Plaintiffs filed an amended complaint on July 10, 2013 to which we responded on August 28, 2013. We do not believe that the suit has any merit whatsoever, and plan to vigorously contest and defend against it. | ||
Omnifrio Single-Serve Beverage Business | ||
Deferred purchase price payments totaling $2,000 were included within other long-term liabilities on the condensed consolidated balance sheets as of September 30, 2014 and December 31, 2013, respectively. These payments were related to the April 11, 2011 acquisition of certain intellectual property and other assets from the seller, Omnifrio Beverage Company LLC (“Omnifrio”). On July 19, 2013, we entered into a conditional settlement and release agreement with Omnifrio and certain other parties pursuant to which we agreed to, among other things, use commercially reasonable efforts to sell the assets purchased from Omnifrio in April 2011 and to provide Omnifrio certain amounts of the proceeds of any such sale in exchange for Omnifrio agreeing to release us from any claims related to the milestone payments included in our original purchase agreement with Omnifrio and, upon the sale of such assets, to release us from any claims related to the deferred purchase price payments included in such agreement. On July 19, 2014, the conditional settlement and release agreement was amended to extend its term through October 17, 2014. On October 18, 2014, the conditional settlement and release agreement was further amended to extend its term through April 17, 2015. | ||
Prism Arbitration | ||
On August 5, 2014, Primo Distribution, LLC (also known as Prism Distribution) initiated an arbitration proceeding against us, claiming less than $1,000 in damages for alleged breach of contract. The arbitration was filed with the American Arbitration Association. We do not believe that the claim has any merit and plan to vigorously contest and defend against it. | ||
Texas Regional Operator Litigation | ||
On August 8, 2014, a lawsuit was commenced against us by our regional operators in the State of Texas, Artesia Springs, LLC, HOD Enterprises, L.P., and BBB Water, Inc. (the “ROs”). DS Services is also named as a defendant in the suit. The suit was filed in the 166th Judicial District Court of Bexar County, Texas, and was served upon us on August 25, 2014. We removed the suit to the United States District Court for the Western District of Texas on September 5, 2014. The claims alleged against us in the suit are breach of contract, conspiracy and fraud, and the ROs seek unspecified monetary damages as well as injunctive relief. We do not believe that the claim has any merit and plan to vigorously contest and defend against it. We responded to the complaint on September 24, 2014 by filing a motion to dismiss, to compel alternative dispute resolution, and to stay proceedings. | ||
Sales Tax | ||
We routinely purchase equipment for use in operations from various vendors. These purchases are subject to sales tax depending on the equipment type and local sales tax regulations; however, we believe certain vendors have not assessed the appropriate sales tax. For purchases that are subject to sales tax in which we believe the vendor did not assess the appropriate amount, we accrue an estimate of the sales tax liability we ultimately expect to pay. | ||
Other Contingencies | ||
From time to time, we are involved in various claims and legal actions that arise in the normal course of business. Management believes that the outcome of such legal actions will not have a significant adverse effect on our financial position, results of operations or cash flows. |
Income_Taxes
Income Taxes | 9 Months Ended | |
Sep. 30, 2014 | ||
Income Taxes [Abstract] | ' | |
Income Taxes | ' | |
7 | Income Taxes | |
We have established a full valuation allowance for our deferred tax assets that are not expected to be realized. We have incurred losses since inception and in all reporting periods prior to the third quarter of 2014. We expect to report a loss for the full year ended December 31, 2014. Therefore, for the three and nine months ended September 30, 2014 and 2013, there was no income tax expense or benefit. | ||
Section 382 of the U.S. Internal Revenue Code imposes an annual limitation on the amount of net operating loss carryforwards that might be used to offset taxable income when a corporation has undergone significant changes in stock ownership. We believe our prior ownership changes have created an annual limit, imposed by Section 382, on the amount of net operating loss we can utilize in a given year, however, we believe the annual limit is such that we will be able to utilize our net operating loss carryforwards during their respective carryforward periods. |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | ||
Sep. 30, 2014 | |||
Fair Value Measurements [Abstract] | ' | ||
Fair Value Measurements | ' | ||
8 | Fair Value Measurements | ||
Fair value rules currently apply to all financial assets and liabilities and for certain nonfinancial assets and liabilities that are required to be recognized or disclosed at fair value. For this purpose, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. | |||
U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: | |||
• | Level 1 — quoted prices in active markets for identical assets and liabilities. | ||
• | Level 2 — observable inputs other than quoted prices in active markets for identical assets and liabilities. | ||
• | Level 3 — unobservable inputs in which there is little or no market data available, which require the reporting entity to develop its own assumptions. | ||
At September 30, 2014, we reported barter credits in prepaid and other current assets and in other assets on our condensed consolidated balance sheets at their estimated fair values of $10 and $187, respectively, on a nonrecurring basis. These amounts were unchanged from December 31, 2013. The barter credits are measured at fair value using significant unobservable inputs, primarily based on the fair value of the products and services to be received upon exchange (Level 3 inputs). | |||
The carrying amounts of our financial instruments, which include cash, accounts receivable, net, accounts payable, and accrued expenses and other current liabilities, approximate their fair values due to their short maturities. Assets and liabilities of the Disposal Group classified as held for sale and reported within prepaid expenses and other current assets, accrued expenses and other current liabilities and liabilities of disposal group, net of current portion, and other long-term liabilities on our condensed consolidated balance sheets are presented at their carrying value, which approximates their fair value. Based on borrowing rates currently available to us for loans with similar terms, the carrying value of debt, capital leases and notes payable approximates fair value. |
Earnings_Loss_Per_Share
Earnings (Loss) Per Share | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Earnings (Loss) Per Share [Abstract] | ' | ||||||||||||||||
Earnings (Loss) Per Share | ' | ||||||||||||||||
9 | Earnings (Loss) Per Share | ||||||||||||||||
The following table sets forth the calculations of basic and diluted earnings (loss) per share: | |||||||||||||||||
Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Basic: | |||||||||||||||||
Income (loss) from continuing operations | $ | 266 | $ | (1,574 | ) | $ | (9,540 | ) | $ | (6,078 | ) | ||||||
Loss from discontinued operations | (49 | ) | (511 | ) | (401 | ) | (872 | ) | |||||||||
Net income (loss) | $ | 217 | $ | (2,085 | ) | $ | (9,941 | ) | $ | (6,950 | ) | ||||||
Weighted average shares | 24,457 | 24,019 | 24,257 | 23,901 | |||||||||||||
Basic earnings (loss) per share from continuing operations | $ | 0.01 | $ | (0.07 | ) | $ | (0.39 | ) | $ | (0.25 | ) | ||||||
Basic loss per share from discontinued operations | (0.00 | ) | (0.02 | ) | (0.02 | ) | (0.04 | ) | |||||||||
Basic earnings (loss) per share | $ | 0.01 | $ | (0.09 | ) | $ | (0.41 | ) | $ | (0.29 | ) | ||||||
Diluted: | |||||||||||||||||
Income (loss) from continuing operations | $ | 266 | $ | (1,574 | ) | $ | (9,540 | ) | $ | (6,078 | ) | ||||||
Loss from discontinued operations | (49 | ) | (511 | ) | (401 | ) | (872 | ) | |||||||||
Net income (loss) | $ | 217 | $ | (2,085 | ) | $ | (9,941 | ) | $ | (6,950 | ) | ||||||
Weighted average shares | 24,457 | 24,019 | 24,257 | 23,901 | |||||||||||||
Potential shares arising from stock options, restricted stock and warrants | 1,352 | – | – | – | |||||||||||||
Weighted average shares - diluted | 25,809 | 24,019 | 24,257 | 23,901 | |||||||||||||
Diluted earnings (loss) per share from continuing operations | $ | 0.01 | $ | (0.07 | ) | $ | (0.39 | ) | $ | (0.25 | ) | ||||||
Diluted loss per share from discontinued operations | (0.00 | ) | (0.02 | ) | (0.02 | ) | (0.04 | ) | |||||||||
Diluted earnings (loss) per share | $ | 0.01 | $ | (0.09 | ) | $ | (0.41 | ) | $ | (0.29 | ) | ||||||
For the three months ended September 30, 2014, stock options and warrants with respect to an aggregate of 1,482 shares have been excluded from the computation of the number of shares used in the diluted earnings per share because the exercise price of the options and warrants was greater than the average market price of the underlying common stock and the effect of their inclusion would have been anti-dilutive. | |||||||||||||||||
For the three months ended September 30, 2013, stock options, unvested shares of restricted stock, restricted stock units and warrants with respect to an aggregate of 2,556 shares have been excluded from the computation of the number of shares used in the diluted earnings per share. For the nine months ended September 30, 2014 and 2013, stock options, unvested shares of restricted stock, restricted stock units and warrants with respect to an aggregate of 3,248 and 2,467 shares have been excluded from the computation of the number of shares used in the diluted earnings per share, respectively. These shares have been excluded because we incurred a net loss for each of these periods and their inclusion would be anti-dilutive. |
Segments
Segments | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Segments [Abstract] | ' | ||||||||||||||||
Segments | ' | ||||||||||||||||
10 | Segments | ||||||||||||||||
We have two operating segments and two reportable segments: Primo Water (“Water”) and Primo Dispensers (“Dispensers”). | |||||||||||||||||
Our Water segment sales consist of the sale of multi-gallon purified bottled water (exchange services) and our self-service refill water service (refill services) offered through retailers in each of the contiguous United States and Canada. Our Water services are offered through point of purchase display racks or self-serve filtered water displays and recycling centers that are prominently located at major retailers in space that is often underutilized. | |||||||||||||||||
Our Dispensers segment sells water dispensers that are designed to dispense Primo and other dispenser-compatible bottled water. Our Dispensers sales are primarily generated through major U.S. retailers and are sold primarily through a direct-import model, where we recognize revenues for the sale of the water dispensers when title is transferred. We support retail sell-through with domestic inventory. We design, market and arrange for certification and inspection of our water dispensers. | |||||||||||||||||
We evaluate the financial results of these segments focusing primarily on segment net sales and segment income (loss) from operations before depreciation and amortization (“segment income (loss) from operations”). We utilize segment net sales and segment income (loss) from operations because we believe they provide useful information for effectively allocating our resources between business segments, evaluating the health of our business segments based on metrics that management can actively influence and gauging our investments and our ability to service, incur or pay down debt. | |||||||||||||||||
Cost of sales for Water consists of costs for distribution, bottles and related packaging materials for our exchange services and servicing and material costs for our refill services. Cost of sales for Dispensers consists of contract manufacturing, freight and duties. | |||||||||||||||||
Selling, general and administrative expenses for Water and Dispensers consist primarily of personnel costs for sales, marketing, operations support and customer service, as well as other supporting costs for operating each segment. | |||||||||||||||||
Expenses not specifically related to operating segments are shown separately as Corporate. Corporate expenses are comprised mainly of compensation and other related expenses for corporate support, information systems, and human resources and administration. Corporate expenses also include certain professional fees and expenses and compensation of our Board of Directors. | |||||||||||||||||
The following table presents segment information for the following periods: | |||||||||||||||||
Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Segment net sales | |||||||||||||||||
Water | $ | 18,860 | $ | 17,544 | $ | 51,851 | $ | 48,686 | |||||||||
Dispensers | 7,514 | 7,975 | 24,905 | 23,010 | |||||||||||||
$ | 26,374 | $ | 25,519 | $ | 76,756 | $ | 71,696 | ||||||||||
Income (loss) from operations | |||||||||||||||||
Water | $ | 6,279 | $ | 4,985 | $ | 16,640 | $ | 13,789 | |||||||||
Dispensers | 319 | 447 | 1,049 | 701 | |||||||||||||
Corporate | (3,090 | ) | (2,661 | ) | (9,491 | ) | (8,303 | ) | |||||||||
Non-recurring costs | (54 | ) | (96 | ) | (2,773 | ) | (190 | ) | |||||||||
Depreciation and amortization | (2,593 | ) | (3,050 | ) | (8,094 | ) | (8,579 | ) | |||||||||
Loss on disposal and impairment of property and equipment | (58 | ) | (61 | ) | (1,081 | ) | (137 | ) | |||||||||
$ | 803 | $ | (436 | ) | $ | (3,750 | ) | $ | (2,719 | ) | |||||||
Depreciation and amortization expense: | |||||||||||||||||
Water | $ | 2,365 | $ | 2,733 | $ | 7,403 | $ | 7,601 | |||||||||
Dispensers | 85 | 148 | 236 | 445 | |||||||||||||
Corporate | 143 | 169 | 455 | 533 | |||||||||||||
$ | 2,593 | $ | 3,050 | $ | 8,094 | $ | 8,579 | ||||||||||
Capital expenditures: | |||||||||||||||||
Water | $ | 5,357 | $ | 5,394 | |||||||||||||
Dispensers | 436 | 62 | |||||||||||||||
Corporate | 17 | 193 | |||||||||||||||
$ | 5,810 | $ | 5,649 | ||||||||||||||
At September 30, | At December 31, | ||||||||||||||||
Identifiable assets: | 2014 | 2013 | |||||||||||||||
Water | $ | 54,528 | $ | 58,057 | |||||||||||||
Dispensers | 12,576 | 9,757 | |||||||||||||||
Corporate | 1,918 | 2,932 | |||||||||||||||
Assets of disposal group held for sale | 4 | 225 | |||||||||||||||
$ | 69,026 | $ | 70,971 |
Description_of_Business_and_Si1
Description of Business and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Description of Business and Significant Accounting Policies [Abstract] | ' |
Discontinued Operations | ' |
Discontinued Operations | |
As described in Note 2, during 2012, we committed to a plan to sell the assets of the sparkling beverage appliances, flavorings, CO2 cylinders and accessories business sold under the Flavorstation brand (the “Disposal Group”). We determined that the Disposal Group meets the criteria for classification as discontinued operations. As a result, the results of operations and financial position of the Disposal Group for the current and prior periods are reflected as discontinued operations. | |
DS Services Agreement | ' |
DS Services Agreement | |
On November 12, 2013, we entered into a strategic alliance agreement (the “DS Services Agreement”) with DS Services of America, Inc. (“DS Services”) pursuant to which DS Services will act as the primary bottler and distributor and provider of exchange and supply services for the exchange business in the United States. Pursuant to the agreement, DS Services has become our bottler and distributor in certain territories during 2014. DS Services will become our primary bottler and distributor in other territories as existing distributor arrangements expire or are terminated. We have completed the transition of the bottling, distributing and supply services for our exchange business to DS Services. We expect the transition of DS Services retail customers to Primo to be completed by December 31, 2015. | |
Revenue Recognition | ' |
Revenue Recognition | |
Revenue is recognized for the sale of multi-gallon purified bottled water upon either the delivery of inventory to the retail store or the purchase by the consumer. Revenue is either recognized as an exchange transaction (where a discount is provided on the purchase of a multi-gallon bottle of purified water for the return of an empty multi-gallon bottle) or a non-exchange transaction. Revenues on exchange transactions are recognized net of the exchange discount. Self-service refill water revenue is recognized as the water is filtered, which is measured by the water dispensing equipment meter. | |
Revenue is recognized for the sale of our water dispenser products when title is transferred to our retail customers. We have no contractual obligation to accept returns nor do we guarantee sales. However, we will at times accept returns or issue credits for manufacturer defects or for units that were damaged in transit. Revenues are recognized net of an estimated allowance for returns using an average return rate based upon historical experience. | |
In addition, we offer certain incentives such as coupons and rebates that are netted against and reduce net sales in the condensed consolidated statements of operations. With the purchase of certain of our water dispensers we include a coupon for a free multi-gallon bottle of purified water. No revenue is recognized with respect to the redemption of the coupon for a free multi-gallon bottle of water and the estimated cost of the multi-gallon bottle of purified water is included in cost of sales. | |
Accounts Receivable | ' |
Accounts Receivable | |
All trade accounts receivable are due from customers located within the United States and Canada. We maintain an allowance for doubtful accounts for estimated losses resulting from the inability of our customers to make required payments. Accounts receivable, net included allowances for doubtful accounts of $110 and $321 at September 30, 2014 and December 31, 2013, respectively. The allowance for doubtful accounts is based on a review of specifically identified accounts in addition to an overall aging analysis. Judgments are made with respect to the collectability of accounts receivable based on historical experience and current economic trends. Actual losses could differ from those estimates. | |
Intangible Assets | ' |
Intangible Assets | |
We classify intangible assets into two categories: (1) intangible assets with definite lives subject to amortization and (2) intangible assets with indefinite lives not subject to amortization. We determine the useful lives of our identifiable intangible assets after considering the specific facts and circumstances related to each intangible asset. Factors we consider when determining useful lives include the contractual term of any agreement related to the asset, the historical performance of the asset, our long-term strategy for using the asset, any laws or other local regulations which could impact the useful life of the asset, and other economic factors, including competition and specific market conditions. Intangible assets that are deemed to have definite lives are amortized, primarily on a straight-line basis, over their useful lives. Intangible assets that are deemed to have indefinite lives are tested for impairment annually, or more frequently if events or changes in circumstances indicate that the asset might be impaired. | |
Concentrations of Risk | ' |
Concentrations of Risk | |
Our principal financial instruments subject to potential concentration of credit risk are cash, trade receivables and accounts payable. We invest our funds in a highly rated institution and believe the financial risk associated with cash in excess of federally insured amounts is minimal. | |
We perform ongoing credit evaluations of our customers’ financial condition and maintain allowances for doubtful accounts that we believe are sufficient to provide for losses that may be sustained on realization of accounts receivable. | |
Basic and Diluted Earning (Loss) Per Share | ' |
Basic and Diluted Earnings (Loss) Per Share | |
Earnings (loss) per share has been computed using the weighted average number of shares of common stock outstanding during each period. Diluted amounts per share include the dilutive impact, if any, of our outstanding potential common shares, such as options, unvested shares of restricted stock, restricted stock units and warrants. Potential common shares that are anti-dilutive are excluded from the calculation of diluted earnings (loss) per share. | |
Cumulative Translation Adjustment and Foreign Currency Transactions | ' |
Cumulative Translation Adjustment and Foreign Currency Transactions | |
The local currency of our operations in Canada is considered to be the functional currency. Assets and liabilities of the Canada subsidiary are translated into U. S. dollars using the exchange rates in effect at the balance sheet date. Results of operations are translated using the average exchange rate prevailing throughout the period. The effects of unrealized exchange rate fluctuations on translating foreign currency assets and liabilities into U. S. dollars are accumulated as the cumulative translation adjustment included in accumulated other comprehensive loss in the condensed consolidated statements of comprehensive loss. With the exception of transaction gains and losses on certain intercompany balances which we have determined are of a long-term investment nature, realized gains and losses on foreign currency transactions are included in the condensed consolidated statements of operations. At September 30, 2014 and December 31, 2013, accumulated other comprehensive loss balances of $637 and $430, respectively, were related to unrealized foreign currency translation adjustments and transaction gains and losses on certain intercompany balances. | |
Non-recurring costs | ' |
Non-recurring costs | |
Transactions that are unusual in nature or which occur infrequently, but not both, are reported as non-recurring costs on our condensed consolidated statements of operations. Non-recurring costs consist primarily of transition and other expenses associated with the DS Services Agreement as well as other legal, severance and restructuring-related expenses. | |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | |
In May 2014, the FASB issued updated guidance which supersedes existing revenue recognition requirements in U.S. GAAP. The updated guidance requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, the guidance establishes a five-step approach for the recognition of revenue. The update is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. We are currently evaluating the impact of adopting this guidance on our consolidated financial statements. | |
In April 2014, the FASB issued updated guidance changing the requirements for reporting discontinued operations. The updated guidance requires that a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results when the component or components meet the criteria to be classified as held for sale, is disposed of by sale or is disposed of other than by sale. The updated guidance also requires additional disclosures about discontinued operations. The updates are effective for disposals (or classifications as held for sale) of components of an entity that occur within annual periods beginning on or after December 15, 2014. The updates are not applicable to a component or components that are classified as held for sale before the effective date. The amendments are not expected to have a significant impact on our consolidated financial statements. | |
In July 2013, the FASB issued updated guidance requiring that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented as a liability and should not be combined with deferred tax assets. We have adopted this updated guidance effective January 1, 2014. The adoption did not have a significant impact on our consolidated financial statements. |
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Discontinued Operations [Abstract] | ' | ||||||||||||||||
Financial Information of Disposal Group | ' | ||||||||||||||||
The assets and liabilities of the Disposal Group classified as held for sale and reported within prepaid expenses and other current assets, accrued expenses and other current liabilities, and liabilities of disposal group, net of current portion, and other long-term liabilities on our condensed consolidated balance sheets, were as follows: | |||||||||||||||||
30-Sep-14 | 31-Dec-13 | ||||||||||||||||
Current assets of disposal group held for sale | |||||||||||||||||
Accounts receivable, net | $ | – | $ | 15 | |||||||||||||
Inventories | – | 200 | |||||||||||||||
Prepaid expenses and other current assets | 4 | 10 | |||||||||||||||
$ | 4 | $ | 225 | ||||||||||||||
Current liabilities of disposal group held for sale | |||||||||||||||||
Accounts payable | $ | 14 | $ | 39 | |||||||||||||
Accrued expenses and other current liabilities | 27 | 53 | |||||||||||||||
$ | 41 | $ | 92 | ||||||||||||||
Liabilities of disposal group held for sale, net of current portion | |||||||||||||||||
Other long-term liabilities | $ | 2,000 | $ | 2,000 | |||||||||||||
$ | 2,000 | $ | 2,000 | ||||||||||||||
The net sales and operating results classified as discontinued operations were as follows: | |||||||||||||||||
Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Net sales | $ | 1 | $ | 647 | $ | 169 | $ | 2,651 | |||||||||
Operating costs and expenses: | |||||||||||||||||
Cost of sales | – | 1,009 | 262 | 3,154 | |||||||||||||
Selling, general and administrative | 50 | 149 | 308 | 369 | |||||||||||||
Total operating costs and expenses | 50 | 1,158 | 570 | 3,523 | |||||||||||||
Loss from discontinued operations | $ | (49 | ) | $ | (511 | ) | $ | (401 | ) | $ | (872 | ) |
Property_and_Equipment_Tables
Property and Equipment (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Property and Equipment [Abstract] | ' | ||||||||
Property and Equipment | ' | ||||||||
Property and equipment is summarized as follows at September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Leasehold improvements | $ | 90 | $ | 87 | |||||
Machinery and equipment | 6,935 | 8,347 | |||||||
Vending equipment | 26,418 | 24,083 | |||||||
Racks and display panels | 28,621 | 33,562 | |||||||
Office furniture and equipment | 234 | 234 | |||||||
Software and computer equipment | 4,088 | 3,972 | |||||||
Vehicles under capital leases | 405 | – | |||||||
Equipment not in service | 662 | 1,525 | |||||||
67,453 | 71,810 | ||||||||
Less accumulated depreciation and amortization | (32,617 | ) | (33,176 | ) | |||||
$ | 34,836 | $ | 38,634 |
Debt_Capital_Leases_and_Notes_1
Debt, Capital Leases and Notes Payable (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Debt, Capital Leases and Notes Payable [Abstract] | ' | ||||||||
Long-term debt, Capital Leases and Notes Payable | ' | ||||||||
Long-term debt, capital leases and notes payable are summarized as follows: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Revolving Credit Facility | $ | 7,500 | $ | – | |||||
Term Notes | 20,000 | – | |||||||
Prior Senior Revolving Credit Facility | – | 3,145 | |||||||
Prior Term Loans, net of discount | – | 19,496 | |||||||
Notes payable and capital leases | 321 | 29 | |||||||
27,821 | 22,670 | ||||||||
Less current portion | (103 | ) | (16 | ) | |||||
Long-term debt, notes payable and capital leases, net of current portion | $ | 27,718 | $ | 22,654 |
Earnings_Loss_Per_Share_Tables
Earnings (Loss) Per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Earnings (Loss) Per Share [Abstract] | ' | ||||||||||||||||
Schedule of Earnings (loss) per share | ' | ||||||||||||||||
The following table sets forth the calculations of basic and diluted earnings (loss) per share: | |||||||||||||||||
Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Basic: | |||||||||||||||||
Income (loss) from continuing operations | $ | 266 | $ | (1,574 | ) | $ | (9,540 | ) | $ | (6,078 | ) | ||||||
Loss from discontinued operations | (49 | ) | (511 | ) | (401 | ) | (872 | ) | |||||||||
Net income (loss) | $ | 217 | $ | (2,085 | ) | $ | (9,941 | ) | $ | (6,950 | ) | ||||||
Weighted average shares | 24,457 | 24,019 | 24,257 | 23,901 | |||||||||||||
Basic earnings (loss) per share from continuing operations | $ | 0.01 | $ | (0.07 | ) | $ | (0.39 | ) | $ | (0.25 | ) | ||||||
Basic loss per share from discontinued operations | (0.00 | ) | (0.02 | ) | (0.02 | ) | (0.04 | ) | |||||||||
Basic earnings (loss) per share | $ | 0.01 | $ | (0.09 | ) | $ | (0.41 | ) | $ | (0.29 | ) | ||||||
Diluted: | |||||||||||||||||
Income (loss) from continuing operations | $ | 266 | $ | (1,574 | ) | $ | (9,540 | ) | $ | (6,078 | ) | ||||||
Loss from discontinued operations | (49 | ) | (511 | ) | (401 | ) | (872 | ) | |||||||||
Net income (loss) | $ | 217 | $ | (2,085 | ) | $ | (9,941 | ) | $ | (6,950 | ) | ||||||
Weighted average shares | 24,457 | 24,019 | 24,257 | 23,901 | |||||||||||||
Potential shares arising from stock options, restricted stock and warrants | 1,352 | – | – | – | |||||||||||||
Weighted average shares - diluted | 25,809 | 24,019 | 24,257 | 23,901 | |||||||||||||
Diluted earnings (loss) per share from continuing operations | $ | 0.01 | $ | (0.07 | ) | $ | (0.39 | ) | $ | (0.25 | ) | ||||||
Diluted loss per share from discontinued operations | (0.00 | ) | (0.02 | ) | (0.02 | ) | (0.04 | ) | |||||||||
Diluted earnings (loss) per share | $ | 0.01 | $ | (0.09 | ) | $ | (0.41 | ) | $ | (0.29 | ) |
Segments_Tables
Segments (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Segments [Abstract] | ' | ||||||||||||||||
Segment Information | ' | ||||||||||||||||
The following table presents segment information for the following periods: | |||||||||||||||||
Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Segment net sales | |||||||||||||||||
Water | $ | 18,860 | $ | 17,544 | $ | 51,851 | $ | 48,686 | |||||||||
Dispensers | 7,514 | 7,975 | 24,905 | 23,010 | |||||||||||||
$ | 26,374 | $ | 25,519 | $ | 76,756 | $ | 71,696 | ||||||||||
Income (loss) from operations | |||||||||||||||||
Water | $ | 6,279 | $ | 4,985 | $ | 16,640 | $ | 13,789 | |||||||||
Dispensers | 319 | 447 | 1,049 | 701 | |||||||||||||
Corporate | (3,090 | ) | (2,661 | ) | (9,491 | ) | (8,303 | ) | |||||||||
Non-recurring costs | (54 | ) | (96 | ) | (2,773 | ) | (190 | ) | |||||||||
Depreciation and amortization | (2,593 | ) | (3,050 | ) | (8,094 | ) | (8,579 | ) | |||||||||
Loss on disposal and impairment of property and equipment | (58 | ) | (61 | ) | (1,081 | ) | (137 | ) | |||||||||
$ | 803 | $ | (436 | ) | $ | (3,750 | ) | $ | (2,719 | ) | |||||||
Depreciation and amortization expense: | |||||||||||||||||
Water | $ | 2,365 | $ | 2,733 | $ | 7,403 | $ | 7,601 | |||||||||
Dispensers | 85 | 148 | 236 | 445 | |||||||||||||
Corporate | 143 | 169 | 455 | 533 | |||||||||||||
$ | 2,593 | $ | 3,050 | $ | 8,094 | $ | 8,579 | ||||||||||
Capital expenditures: | |||||||||||||||||
Water | $ | 5,357 | $ | 5,394 | |||||||||||||
Dispensers | 436 | 62 | |||||||||||||||
Corporate | 17 | 193 | |||||||||||||||
$ | 5,810 | $ | 5,649 | ||||||||||||||
Identifiable Assets by Segment | ' | ||||||||||||||||
At September 30, | At December 31, | ||||||||||||||||
Identifiable assets: | 2014 | 2013 | |||||||||||||||
Water | $ | 54,528 | $ | 58,057 | |||||||||||||
Dispensers | 12,576 | 9,757 | |||||||||||||||
Corporate | 1,918 | 2,932 | |||||||||||||||
Assets of disposal group held for sale | 4 | 225 | |||||||||||||||
$ | 69,026 | $ | 70,971 |
Description_of_Business_and_Si2
Description of Business and Significant Accounting Policies (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounts Receivable [Abstract] | ' | ' |
Allowance for doubtful accounts | $110 | $321 |
Cumulative Translation Adjustment and Foreign Currency Transactions [Abstract] | ' | ' |
Accumulated other comprehensive income (loss) balances | $637 | $430 |
Discontinued_Operations_Detail
Discontinued Operations (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Current assets of disposal group held for sale [Abstract] | ' | ' | ' | ' | ' |
Accounts receivable, net | $0 | ' | $0 | ' | $15 |
Inventories | 0 | ' | 0 | ' | 200 |
Prepaid expenses and other current assets | 4 | ' | 4 | ' | 10 |
Current assets of disposal group held for sale | 4 | ' | 4 | ' | 225 |
Current liabilities of disposal group held for sale [Abstract] | ' | ' | ' | ' | ' |
Accounts payable | 14 | ' | 14 | ' | 39 |
Accrued expenses and other current liabilities | 27 | ' | 27 | ' | 53 |
Liabilities of disposal group held for sale, net of current portion | 41 | ' | 41 | ' | 92 |
Liabilities of disposal group held for sale, net of current portion [Abstract] | ' | ' | ' | ' | ' |
Other long-term liabilities | 2,000 | ' | 2,000 | ' | 2,000 |
Liabilities of disposal group held for sale, net of current portion | 2,000 | ' | 2,000 | ' | 2,000 |
Net sales and operating results classified as discontinued operations [Abstract] | ' | ' | ' | ' | ' |
Net sales | 1 | 647 | 169 | 2,651 | ' |
Operating costs and expenses: | ' | ' | ' | ' | ' |
Cost of sales | 0 | 1,009 | 262 | 3,154 | ' |
Selling, general and administrative | 50 | 149 | 308 | 369 | ' |
Total operating costs and expenses | 50 | 1,158 | 570 | 3,523 | ' |
Loss from discontinued operations | ($49) | ($511) | ($401) | ($872) | ' |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Property and equipment, gross | $67,453 | ' | $67,453 | ' | $71,810 |
Less accumulated depreciation and amortization | -32,617 | ' | -32,617 | ' | -33,176 |
Property and equipment, net | 34,836 | ' | 34,836 | ' | 38,634 |
Cash proceeds from dispose of racks and machinery | ' | ' | 572 | 2 | ' |
Loss on disposals of property and equipment | -58 | -61 | -1,081 | -137 | ' |
Leasehold Improvements [Member] | ' | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Property and equipment, gross | 90 | ' | 90 | ' | 87 |
Machinery and Equipment [Member] | ' | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Property and equipment, gross | 6,935 | ' | 6,935 | ' | 8,347 |
Vending Equipment [Member] | ' | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Property and equipment, gross | 26,418 | ' | 26,418 | ' | 24,083 |
Racks and Display Panels [Member] | ' | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Property and equipment, gross | 28,621 | ' | 28,621 | ' | 33,562 |
Cash proceeds from dispose of racks and machinery | ' | ' | 1,212 | ' | ' |
Gross accumulated depreciation and amortization | 5,392 | ' | 5,392 | ' | ' |
Accumulated depreciation on property and equipment | -3,677 | ' | -3,677 | ' | ' |
Loss on disposals of property and equipment | -503 | ' | -503 | ' | ' |
Office Furniture and Equipment [Member] | ' | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Property and equipment, gross | 234 | ' | 234 | ' | 234 |
Software and Computer Equipment [Member] | ' | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Property and equipment, gross | 4,088 | ' | 4,088 | ' | 3,972 |
Vehicles Under Capital Leases [Member] | ' | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Property and equipment, gross | 405 | ' | 405 | ' | 0 |
Equipment Not in Service [Member] | ' | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Property and equipment, gross | $662 | ' | $662 | ' | $1,525 |
Debt_Capital_Leases_and_Notes_2
Debt, Capital Leases and Notes Payable (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Installment | ||
Debt Instrument [Line Items] | ' | ' |
Long-term debt, notes payable and capital leases | $27,821 | $22,670 |
Less current portion | -103 | -16 |
Long-term debt, notes payable and capital leases, net of current portion | 27,718 | 22,654 |
Revolving Credit Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, notes payable and capital leases | 7,500 | 0 |
Term Notes [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, notes payable and capital leases | 20,000 | 0 |
Maturity date | 20-Jun-21 | ' |
Frequency of periodic payment | 'quarterly | ' |
Interest rate (in hundredths) | 7.80% | ' |
Number of annual installment | 5 | ' |
Periodic payment principal | 4,000 | ' |
Deferred loan costs capitalized | 336 | ' |
Prior Senior Revolving Credit Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, notes payable and capital leases | 0 | 3,145 |
Prior Term Loans , Net of Discount [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, notes payable and capital leases | 0 | 19,496 |
Notes Payable and Capital Leases [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, notes payable and capital leases | $321 | $29 |
Debt_Capital_Leases_and_Notes_3
Debt, Capital Leases and Notes Payable, Line of Credit Facility (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jun. 30, 2014 | Jan. 31, 2014 |
Director | ||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' |
Total borrowing availability | $35,000 | ' | $35,000 | ' | ' | ' |
Debt to EBITDA ratio | 3 | ' | 3 | ' | ' | ' |
Debt to EBITDA ratio after declining | 2.75 | ' | 2.75 | ' | ' | ' |
Consolidated debt to EBITDA ratio | 2.4 | ' | 2.4 | ' | ' | ' |
Financial covenants minimum tangible net worth requirement | 11,109 | ' | 11,109 | ' | 11,000 | ' |
Percentage of consolidated income considered for financial covenant (in hundredths) | ' | ' | 0.50% | ' | ' | ' |
EBITDA to fixed charge ratio | 0.99 | ' | 0.99 | ' | ' | ' |
EBITDA to fixed charge ratio increase in period one | 0.8 | ' | 0.8 | ' | ' | ' |
EBITDA to fixed charge ratio increase in period two | 0.9 | ' | 0.9 | ' | ' | ' |
EBITDA to fixed charge ratio increase in period three | 1 | ' | 1 | ' | ' | ' |
Financial covenants tangible net worth requirement | 13,373 | ' | 13,373 | ' | ' | ' |
Amortization of financing costs | ' | ' | 883 | ' | ' | ' |
Amortization of debt discount | ' | ' | 583 | ' | ' | ' |
Interest expense | ' | ' | 2,718 | ' | ' | ' |
Supplier financing cost | 0 | 217 | 305 | 553 | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' |
Number of current directors or stockholders as insider participants | ' | ' | 5 | ' | ' | ' |
Number of current directors who are insider participants | ' | ' | 3 | ' | ' | ' |
Number of shares of common stocks entitled by warrants (in shares) | 1,731 | ' | 1,731 | ' | ' | 475 |
Exercise price of warrants (in dollars per share) | ' | ' | ' | ' | ' | $3.04 |
Insider Participants [Member] | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' |
Number of shares of common stocks entitled by warrants (in shares) | 131 | ' | 131 | ' | ' | ' |
Exercise price of warrants (in dollars per share) | $2.30 | ' | $2.30 | ' | ' | ' |
Warrants, expiration date | ' | ' | 30-Apr-20 | ' | ' | ' |
Non Insider Participants [Member] | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | $1.20 | ' | $1.20 | ' | ' | ' |
Warrants, expiration date | ' | ' | 30-Apr-20 | ' | ' | ' |
Number of shares of common stocks entitled by warrants by insider participants(in shares) | 300 | ' | 300 | ' | ' | ' |
Warrants settlement (in shares) | ' | ' | 219 | ' | ' | ' |
Revolving Credit Facility [Member] | ' | ' | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' |
Total borrowing availability | 15,000 | ' | 15,000 | ' | ' | ' |
Expiration date | ' | ' | 20-Jun-19 | ' | ' | ' |
Commitment fee percentage (in hundredths) | ' | ' | 0.50% | ' | ' | ' |
Deferred loan costs capitalized | 211 | ' | 211 | ' | ' | ' |
Weighted-average interest rate (in hundredths) | 4.41% | ' | 4.41% | ' | ' | ' |
Borrowing availability | 7,500 | ' | 7,500 | ' | ' | ' |
Remaining borrowing availability | 7,500 | ' | 7,500 | ' | ' | ' |
Revolving Credit Facility [Member] | Federal Funds [Member] | ' | ' | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' |
Basis spread on variable rate (in hundredths) | ' | ' | 0.50% | ' | ' | ' |
Revolving Credit Facility [Member] | LIBOR [Member] | ' | ' | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' |
Description of variable rate basis | ' | ' | 'LIBOR for a three-month | ' | ' | ' |
Basis spread on variable rate (in hundredths) | ' | ' | 1.00% | ' | ' | ' |
Revolving Credit Facility [Member] | LIBOR [Member] | Maximum [Member] | ' | ' | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' |
Description of variable rate basis | ' | ' | 'a one-, two-, three- or six-month LIBOR rate | ' | ' | ' |
Basis spread on variable rate (in hundredths) | ' | ' | 4.25% | ' | ' | ' |
Revolving Credit Facility [Member] | Base Rate [Member] | ' | ' | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' |
Basis spread on variable rate (in hundredths) | ' | ' | 3.25% | ' | ' | ' |
Prior Senior Revolving Credit Facility [Member] | ' | ' | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' |
Amortization of debt discount | ' | ' | $677 | ' | ' | ' |
Stockholders_Equity_and_StockB1
Stockholders' Equity and Stock-Based Compensation (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jan. 31, 2014 |
DS Services Common Stock Warrant [Abstract] | ' | ' | ' | ' | ' |
Warrants granted (in shares) | 1,731 | ' | 1,731 | ' | 475 |
Warrants exercise price (in dollars per share) | ' | ' | ' | ' | $3.04 |
Warrants, fair value | $589 | ' | $589 | ' | ' |
Issuance of common stock (in shares) | 72,972 | ' | 219,238 | ' | ' |
Exercise price (in dollars per share) | $1.20 | ' | $1.20 | ' | ' |
Stock-based compensation expense | $467 | $196 | $1,364 | $819 | ' |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Aug. 05, 2014 |
In Thousands, unless otherwise specified | Omnifrio Single-Serve Beverage Business [Member] | Omnifrio Single-Serve Beverage Business [Member] | Prism Arbitration [Member] |
Omnifrio Single-Serve Beverage Business [Abstract] | ' | ' | ' |
Deferred purchase price payments | $2,000 | $2,000 | ' |
Arbitration damaged claim value | ' | ' | $1,000 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Taxes [Abstract] | ' | ' | ' | ' |
Income tax provision | $0 | $0 | $0 | $0 |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Fair Value Measurements [Abstract] | ' |
Prepaid and other current assets and in other assets | $10 |
Fair value of barter credits recorded in other assets | $187 |
Earnings_Loss_Per_Share_Detail
Earnings (Loss) Per Share (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Basic: [Abstract] | ' | ' | ' | ' |
Income (loss) from continuing operations | $266 | ($1,574) | ($9,540) | ($6,078) |
Loss from discontinued operations | -49 | -511 | -401 | -872 |
Net income (loss) | 217 | -2,085 | -9,941 | -6,950 |
Weighted average shares (in shares) | 24,457 | 24,019 | 24,257 | 23,901 |
Basic earnings (loss) per share from continuing operations (in dollars per share) | $0.01 | ($0.07) | ($0.39) | ($0.25) |
Basic loss per share from discontinued operations (in dollars per share) | $0 | ($0.02) | ($0.02) | ($0.04) |
Basic earnings (loss) (in dollars per share) | $0.01 | ($0.09) | ($0.41) | ($0.29) |
Diluted: [Abstract] | ' | ' | ' | ' |
Income (loss) from continuing operations | 266 | -1,574 | -9,540 | -6,078 |
Loss from discontinued operations | -49 | -511 | -401 | -872 |
Net income (loss) | $217 | ($2,085) | ($9,941) | ($6,950) |
Weighted average shares (in shares) | 24,457 | 24,019 | 24,257 | 23,901 |
Potential shares arising from stock options, restricted stock and warrants (in shares) | 1,352 | 0 | 0 | 0 |
Weighted average shares - diluted (in shares) | 25,809 | 24,019 | 24,257 | 23,901 |
Diluted earnings (loss) per share from continuing operations (in dollars per share) | $0.01 | ($0.07) | ($0.39) | ($0.25) |
Diluted loss per share from discontinued operations (in dollars per share) | $0 | ($0.02) | ($0.02) | ($0.04) |
Diluted earnings (loss) (in dollars per share) | $0.01 | ($0.09) | ($0.41) | ($0.29) |
Antidilutive Securities excluded from computation of earnings per share (in shares) | 1,482 | 2,556 | 3,248 | 2,467 |
Segments_Details
Segments (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Segment | |||||
Segments [Abstract] | ' | ' | ' | ' | ' |
Number of operating segments | ' | ' | 2 | ' | ' |
Number of reportable segments | ' | ' | 2 | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Segment net sales | $26,374 | $25,519 | $76,756 | $71,696 | ' |
Income (loss) from operations | 803 | -436 | -3,750 | -2,719 | ' |
Depreciation and amortization | -2,593 | -3,050 | -8,094 | -8,579 | ' |
Loss on disposal and impairment of property and equipment | 58 | 61 | 1,081 | 137 | ' |
Capital expenditures | ' | ' | 5,810 | 5,649 | ' |
Identifiable assets | 69,026 | ' | 69,026 | ' | 70,971 |
Reconciling Items [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Non-recurring costs | -54 | -96 | -2,773 | -190 | ' |
Depreciation and amortization | -2,593 | -3,050 | -8,094 | -8,579 | ' |
Loss on disposal and impairment of property and equipment | -58 | -61 | -1,081 | -137 | ' |
Water [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Capital expenditures | ' | ' | 5,357 | 5,394 | ' |
Dispensers [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Capital expenditures | ' | ' | 436 | 62 | ' |
Assets of Disposal Group Held for Sale [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Identifiable assets | 4 | ' | 4 | ' | 225 |
Operating Segments [Member] | Water [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Segment net sales | 18,860 | 17,544 | 51,851 | 48,686 | ' |
Income (loss) from operations | 6,279 | 4,985 | 16,640 | 13,789 | ' |
Depreciation and amortization | 2,365 | 2,733 | 7,403 | 7,601 | ' |
Identifiable assets | 54,528 | ' | 54,528 | ' | 58,057 |
Operating Segments [Member] | Dispensers [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Segment net sales | 7,514 | 7,975 | 24,905 | 23,010 | ' |
Income (loss) from operations | 319 | 447 | 1,049 | 701 | ' |
Depreciation and amortization | 85 | 148 | 236 | 445 | ' |
Identifiable assets | 12,576 | ' | 12,576 | ' | 9,757 |
Corporate [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Income (loss) from operations | -3,090 | -2,661 | -9,491 | -8,303 | ' |
Depreciation and amortization | 143 | 169 | 455 | 533 | ' |
Capital expenditures | ' | ' | 17 | 193 | ' |
Identifiable assets | $1,918 | ' | $1,918 | ' | $2,932 |