Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jun. 30, 2019 | Sep. 01, 2019 | Dec. 31, 2018 | |
Document And Entity Information | |||
Entity Registrant Name | EVI INDUSTRIES, INC. | ||
Entity Central Index Key | 0000065312 | ||
Document Type | 10-K | ||
Document Period End Date | Jun. 30, 2019 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --06-30 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2019 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Incorporation State Code | DE | ||
Entity File Number | 001-14757 | ||
Entity Common Stock, Shares Outstanding | 11,789,731 | ||
Entity Public Float | $ 121,032,619 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Jun. 30, 2018 |
Current assets | ||
Cash and cash equivalents | $ 5,038 | $ 1,330 |
Accounts receivable, net of allowance for doubtful accounts of $323 and $233, respectively | 30,557 | 16,026 |
Inventories, net | 26,445 | 15,350 |
Vendor deposits | 403 | 606 |
Contract assets | 2,487 | 1,012 |
Other current assets | 2,938 | 2,050 |
Total current assets | 67,868 | 36,374 |
Equipment and improvements, net | 5,865 | 2,983 |
Intangible assets, net | 22,351 | 15,775 |
Goodwill | 54,501 | 37,061 |
Other assets | 3,900 | 3,281 |
Total assets | 154,485 | 95,474 |
Current liabilities | ||
Accounts payable and accrued expenses | 17,508 | 11,742 |
Accrued employee expenses | 5,187 | 4,248 |
Customer deposits | 7,163 | 11,624 |
Contract liabilities | 854 | 259 |
Current portion of long-term debt | 1,195 | |
Total current liabilities | 30,712 | 29,068 |
Deferred income taxes, net | 1,708 | 558 |
Long-term debt, net | 40,563 | 8,817 |
Total liabilities | 72,983 | 38,443 |
Commitments and contingencies (Note 16) | ||
Common stock related to acquiree's Employee Stock Ownership Plan ("ESOP") | 4,240 | |
Shareholders' equity | ||
Preferred stock, $1.00 par value; authorized shares - 200,000; none issued and outstanding | ||
Common stock, $.025 par value; authorized shares - 20,000,000; 11,825,615 shares issued at June 30, 2019 and 11,239,656 shares issued at June 30, 2018, including shares held in treasury | 296 | 281 |
Additional paid-in capital | 73,010 | 49,950 |
Retained earnings | 9,635 | 7,511 |
Treasury stock, 72,934 shares, at cost, at June 30, 2019 and 52,686 shares, at cost, at June 30, 2018 | (1,439) | (711) |
Common stock related to acquiree's ESOP | (4,240) | |
Total shareholders' equity | 77,262 | 57,031 |
Total liabilities and shareholders' equity | $ 154,485 | $ 95,474 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2019 | Jun. 30, 2018 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, net of allowance for doubtful accounts | $ 323 | $ 233 |
Preferred stock, par value | $ 1 | $ 1 |
Preferred stock, shares authorized | 200,000 | 200,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.025 | $ 0.025 |
Common stock, shares authorized | 20,000,000 | 20,000,000 |
Common stock, shares issued | 11,825,615 | 11,239,656 |
Treasury stock, shares | 72,934 | 52,686 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Income Statement [Abstract] | ||
Revenues | $ 228,318 | $ 150,007 |
Cost of sales | 175,620 | 113,501 |
Gross profit | 52,698 | 36,506 |
Selling, general and administrative expenses | 45,693 | 29,572 |
Operating income | 7,005 | 6,934 |
Interest expense, net | 1,389 | 552 |
Income before provision for income taxes | 5,616 | 6,382 |
Provision for income taxes | 1,873 | 2,416 |
Net income | $ 3,743 | $ 3,966 |
Net earnings per share - basic | $ 0.30 | $ 0.34 |
Net earnings per share - diluted | $ 0.29 | $ 0.33 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Retained Earnings [Member] | Common Stock Related to Acquiree's ESOP [Member] | Total |
Balance, beginning at Jun. 30, 2017 | $ 262 | $ 27,018 | $ (4) | $ 4,948 | $ 32,224 | |
Balance, shares, beginning at Jun. 30, 2017 | 10,499,481 | 31,768 | ||||
Dividends paid | (1,403) | (1,403) | ||||
Share repurchases | $ (707) | (707) | ||||
Share repurchases, shares | 20,918 | |||||
Issuance of restricted shares | $ 2 | (2) | ||||
Issuance of restricted shares, shares | 53,700 | |||||
Issuance of shares in connection with acquisitions | $ 17 | 21,359 | 21,376 | |||
Issuance of shares in connection with acquisitions, shares | 686,475 | |||||
Stock compensation | 1,575 | 1,575 | ||||
Net income | 3,966 | 3,966 | ||||
Balance, ending at Jun. 30, 2018 | $ 281 | 49,950 | $ (711) | 7,511 | 57,031 | |
Balance, shares, ending at Jun. 30, 2018 | 11,239,656 | 52,686 | ||||
Dividends paid | (1,619) | (1,619) | ||||
Share repurchases | $ (728) | (728) | ||||
Share repurchases, shares | 20,248 | |||||
Issuance of restricted shares | $ 2 | (2) | ||||
Issuance of restricted shares, shares | 54,093 | |||||
Issuances of shares under employee stock purchase plan | 45 | 45 | ||||
Issuances of shares under employee stock purchase plan, shares | 1,341 | |||||
Issuance of shares in connection with acquisitions | $ 13 | 21,277 | (4,240) | 17,050 | ||
Issuance of shares in connection with acquisitions, shares | 530,525 | |||||
Stock compensation | 1,740 | 1,740 | ||||
Net income | 3,743 | 3,743 | ||||
Balance, ending at Jun. 30, 2019 | $ 296 | $ 73,010 | $ (1,439) | $ 9,635 | $ (4,240) | $ 77,262 |
Balance, shares, ending at Jun. 30, 2019 | 11,825,615 | 72,934 |
Consolidated Statements of Sh_2
Consolidated Statements of Shareholders' Equity (Parenthetical) - $ / shares | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Stockholders' Equity [Abstract] | ||
Dividends paid per share | $ 0.13 | $ 0.12 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Operating activities: | ||
Net income | $ 3,743 | $ 3,966 |
Adjustments to reconcile net income to net cash and cash equivalents (used) provided by operating activities: | ||
Depreciation and amortization | 2,743 | 1,579 |
Amortization of debt discount | 95 | 18 |
Provision for bad debt expense | 283 | 105 |
Share-based compensation | 1,740 | 1,575 |
Inventory reserve | 86 | 77 |
Provision for deferred income taxes | 861 | 682 |
(Increase) decrease in operating assets: | ||
Accounts receivable | (8,934) | 3,773 |
Inventories | (4,335) | (1,884) |
Vendor deposits | 203 | 826 |
Contract assets | (1,475) | (926) |
Other assets | (988) | (533) |
Increase (decrease) in operating liabilities: | ||
Accounts payable and accrued expenses | 2,381 | (4,321) |
Accrued employee expenses | 241 | 2,702 |
Customer deposits | (5,964) | 5,593 |
Contract liabilities | 595 | (1,887) |
Net cash (used) provided by operating activities | (8,725) | 11,345 |
Investing activities: | ||
Capital expenditures | (2,979) | (829) |
Cash paid for acquisitions, net of cash acquired | (12,542) | (13,352) |
Net cash used by investing activities | (15,521) | (14,181) |
Financing activities: | ||
Dividends paid | (1,619) | (1,403) |
Proceeds from borrowings | 112,963 | 71,628 |
Debt repayments | (82,435) | (66,079) |
Payment of debt issuance costs | (272) | |
Repurchases of common stock in satisfaction of employee tax withholding obligations | (728) | (707) |
Issuances of common stock under employee stock purchase plan | 45 | |
Net cash provided by financing activities | 27,954 | 3,439 |
Net increase in cash and cash equivalents | 3,708 | 603 |
Cash and cash equivalents at beginning of year | 1,330 | 727 |
Cash and cash equivalents at end of year | 5,038 | 1,330 |
Supplemental information: | ||
Cash paid for interest | 1,231 | 499 |
Cash paid for income taxes | $ 1,737 | $ 1,223 |
Supplemental disclosure of non-cash financing activities | ||
Common stock issued for acquisitions | 21,290 | 21,376 |
General
General | 12 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | 1. General Nature of Business EVI Industries, Inc., formerly EnviroStar, Inc., indirectly through its subsidiaries (EVI Industries, Inc. and its subsidiaries, collectively, the “Company”), is a value-added distributor, and provides advisory and technical services. Through the Company’s vast sales organization, it provides its customers planning, designing, and consulting services related to their commercial laundry operations. The Company sells and/or leases its customers commercial laundry equipment specializing in washing, drying, finishing, material handling, water heating, power generation, and water reuse applications. In support of the suite of products it offers, the Company sells related parts and accessories. Additionally, through the Company’s robust network of commercial laundry technicians, the Company provides its customers installation, maintenance, and repair services. The Company’s customers include retail, commercial, industrial, institutional, and government customers. Purchases made by customers range from parts and accessories, to single or multiple units of equipment, to large complex systems, as well as installation, maintenance and repair services. The Company reports its results of operations through a single operating and reportable segment. Prior to the completion of the Company’s first acquisition, the WSD Acquisition (as defined below), pursuant to its “buy-and-build” growth strategy, the Company’s operations related to the activities described above consisted solely of the business and operations of Steiner-Atlantic Corp. (“Steiner-Atlantic”), a wholly-owned subsidiary of the Company. Beginning in 2015, the Company implemented a “buy-and-build” growth strategy and has since acquired the following businesses under such growth strategy: On October 10, 2016, the Company, through its wholly-owned subsidiary, Western State Design, Inc. (“Western State Design”), completed the acquisition (the “Western State Design Acquisition”) of substantially all the assets of Western State Design, LLC (“WSD”), a California-based distributor of commercial, industrial, and vended laundry products and provider of installation and maintenance services to the new and replacement segments of the commercial, industrial and vended laundry industry, for a purchase price consisting of $18.5 million in cash and 2,044,990 shares of the Company’s common stock. The assets and liabilities and results of operations of Western State Design are included in the Company’s consolidated financial statements as of, and for the fiscal years ended, June 30, 2018 and June 30, 2019. On June 19, 2017, the Company, through its wholly owned subsidiary, Martin-Ray Laundry Systems Inc. (“Martin-Ray”), completed the acquisition (the “Martin-Ray Acquisition”) of substantially all of the assets of Martin-Ray Laundry Systems, Inc. (“MRLS”), a Colorado-based distributor of commercial, industrial, and vended laundry products and provider of installation and maintenance services to the new and replacement segments of the commercial, industrial and vended laundry industry for a purchase price consisting of $2.0 million in cash and 98,668 shares of the Company’s common stock. The assets and liabilities and results of operations of Martin-Ray are included in the Company’s consolidated financial statements as of, and for the fiscal years ended, June 30, 2018 and June 30, 2019. On October 31, 2017, the Company, through its wholly-owned subsidiary, Tri-State Technical Services, Inc. (“Tri-State”), completed the acquisition (the “TRS Acquisition”) of substantially all of the assets of Tri-State Technical Services, Inc. (“TRS”), a Georgia-based distributor of commercial, industrial, and vended laundry products and provider of installation and maintenance services to the new and replacement segments of the commercial, industrial and vended laundry industry for a purchase price consisting of $7.95 million in cash and 338,115 shares of the Company’s common stock. The assets and liabilities and results of operations of Tri-State following the October 31, 2017 closing date are included in the Company’s consolidated financial statements as of, and for the fiscal years ended, June 30, 2019 and June 30, 2018. On February 9, 2018, the Company, through its wholly-owned subsidiary, AAdvantage Laundry Systems, Inc. (“AAdvantage”), completed the acquisition (the “AA Acquisition”) of substantially all of the assets of Zuf Acquisitions I LLC (d/b/a/ AAdvantage Laundry Systems) (“Zuf”) and Sky-Rent LP (collectively with Zuf “AA”). AAdvantage is a based in Dallas and distributes commercial, industrial, and vended laundry products and provides installation and maintenance services to the new and replacement segments of the commercial, industrial and vended laundry industry. The total purchase price for the acquired businesses was $8.1 million in cash and 348,360 shares of the Company’s common stock. The assets and liabilities and results of operations of AAdvantage following the February 9, 2018 closing date are included in the Company’s consolidated financial statements as of, and for the fiscal years ended, June 30, 2019 and June 30, 2018. On September 12, 2018, the Company, through its wholly-owned subsidiary, Scott Equipment Inc. (“Scott Equipment”), completed the acquisition (the “SEI Acquisition”) of substantially all of the assets of Scott Equipment, Inc. (“SEI”), a Texas-based distributor of commercial, industrial, and vended laundry products and provider of installation and maintenance services to the new and replacement segments of the commercial, industrial and vended laundry industry. The consideration paid by the Company in connection with the SEI Acquisition consisted of $6.5 million in cash (subject to certain working capital and other adjustments) and 209,678 shares of the Company’s common stock. The financial condition, including assets and liabilities, and results of operations of the acquired business following the September 12, 2018 closing date are included in the Company’s consolidated financial statements as of, and for the fiscal year ended, June 30, 2019. On February 5, 2019, the Company completed the acquisition (the “PAC Acquisition”) of PAC Industries Inc. (“PAC”), a Pennsylvania-based distributor of commercial, industrial, and vended laundry products and provider of installation and maintenance services to the new and replacement segments of the commercial, industrial and vended laundry industry, pursuant to a merger whereby PAC merged with and into PAC Industries Inc. (“PAC Industries”), a newly-formed wholly-owned subsidiary of the Company. The consideration paid by the Company in connection with the PAC Acquisition consisted of $6.4 million in cash (subject to certain working capital and other adjustments) and 179,847 shares of the Company’s common stock. The financial condition, including assets and liabilities, and results of operations of the acquired business following the February 5, 2019 closing date are included in the Company’s consolidated financial statements as of, and for the fiscal year ended, June 30, 2019. In addition to the SEI Acquisition and the PAC Acquisition, during the fiscal year ended June 30, 2019, the Company completed the acquisition of four other companies: Industrial Laundry Services, Inc., substantially all of the assets of which were acquired on September 4, 2018; Washington Automated, Inc., which merged with and into a newly-formed wholly-owned subsidiary of the Company on November 6, 2018; Skyline Equipment, Inc., substantially all of the assets of which were acquired on November 14, 2018; and Worldwide Laundry, Inc., substantially all of the assets of which were acquired on November 16, 2018), each of which is a distributor of commercial, industrial, and vended laundry products and a provider of installation and maintenance services to the new and replacement segments of the commercial, industrial and vended laundry industry. The total consideration for these four transactions consisted of $3.5 million in cash (subject to certain working capital and other adjustments), net of $738,000 of cash acquired, and 141,000 shares of the Company’s common stock. The financial condition, including assets and liabilities, and results of operations of the acquired businesses following the respective closing dates are included in the Company’s consolidated financial statements as of, and for the fiscal year ended, June 30, 2019. In connection with each acquisition, the Company, indirectly through its wholly-owned subsidiary, also assumed certain of the liabilities related to the acquired business. See Note 3 for additional information regarding the TRS Acquisition, the AA Acquisition, the SEI Acquisition, the PAC Acquisition and the four other acquisitions completed during the fiscal year ended June 30, 2019. See also Note 20 for information regarding the acquisition of substantially all of the assets of Commercial Laundry Products, Inc., Professional Laundry Systems of PA, Inc. and Professional Laundry Systems West, Inc., which was completed during August 2019. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principles of Consolidation The accompanying consolidated financial statements include the accounts of EVI Industries, Inc. and its subsidiaries, all of which are wholly-owned. Intercompany transactions and balances have been eliminated in consolidation. Revenue Recognition Adoption of New Revenue Standard In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“Topic 606”). Topic 606 supersedes the revenue requirements in ASU Topic 605, “Revenue Recognition” ("Topic 605"), and requires the recognition of revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. To recognize revenue, the Company does the following: · identify the contract(s) with a customer; · identify the performance obligations in the contract; · determine the transaction price; · allocate the transaction price to the performance obligations in the contract; and · recognize revenue when, or as, the entity satisfies a performance obligation. The new standard also includes Subtopic 340-40, “Other Assets and Deferred Costs - Contracts with Customers” (“Subtopic 340-40”), which sets forth requirements relating to the deferral of incremental costs of obtaining a contract with a customer, including the period of amortization of such costs. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenues and cash flows arising from contracts with customers. Collectively, the Company refers to Topic 606 and Subtopic 340-40 as the "New Revenue Standard." The Company adopted the New Revenue Standard on July 1, 2018 using the modified retrospective approach. The New Revenue Standard did not have an impact on the amount and timing of the Company’s revenue recognition through July 1, 2018. Results for reporting periods beginning on and after July 1, 2018 are presented under the New Revenue Standard, while prior period amounts were not adjusted and continue to be reported under the accounting standards in effect for those periods. Revenue Recognition Performance Obligations Revenue primarily consists of revenues from the sale or leasing of commercial and industrial laundry and dry cleaning equipment and steam and hot water boilers manufactured by others; the sale of related replacement parts and accessories; and the provision of installation and maintenance services. The Company generates revenue primarily from the sale of equipment and parts to customers. Therefore, the majority of the Company’s contracts are short-term in nature and have a single performance obligation (to deliver products), and the Company’s performance obligation is satisfied when control of the product is transferred to the customer. Other contracts contain a combination of equipment sales and services expected to be performed in the near-term, which services are distinct and accounted for as separate performance obligations. Revenue is recognized on these contracts when control transfers to the Company’s customers via shipment of products or provision of services and the Company has the right to receive consideration for these products and services. Additionally, from time to time, the Company enters into longer-termed contracts which provide for the sale of the equipment by the Company and the provision by the Company of related installation and construction services. The installation on these types of contracts is usually completed within six to twelve months. From time to time, the Company also enters into maintenance contracts and ad hoc maintenance and installation service contracts. These longer-term contracts, and maintenance and service contracts have a single performance obligation where revenue is recognized over time using the cost-to-cost measure of progress, which best depicts the continuous transfer of control of goods or services to the customer. The Company measures revenue, including shipping and handling fees charged to customers, as the amount of consideration it expects to be entitled to receive in exchange for its goods or services, net of any taxes collected from customers and subsequently remitted to governmental authorities. Costs associated with shipping and handling activities performed after the customer obtains control are accounted for as fulfillment costs and are not promised services that have to be further evaluated under Topic 606. Revenue from products transferred to customers at a point in time include commercial and vended laundry parts and equipment sales and accounted for approximately 83% of the Company’s revenue for the fiscal year ended June 30, 2019. Revenue from products transferred to customers at a point in time is recognized when obligations under the terms of the contract with the Company’s customer are satisfied, which generally occurs with the transfer of control upon shipment. Revenues that are recognized over time include (i) longer-termed contracts that include equipment purchase with installation and construction services, (ii) maintenance contracts, and (iii) service contracts. Revenue from products and services that are recognized over time accounted for approximately 17% of the Company’s revenue for both the fiscal year ended June 30, 2019. Contract Assets and Liabilities Contract assets and liabilities are presented in the Company’s consolidated balance sheets. Contract assets consist of unbilled amounts resulting from sales under longer-term contracts when the cost-to-cost method of revenue recognition is utilized and revenue recognized exceeds the amount billed to the customer. The Company typically receives progress payments on sales under longer-term contracts as work progresses, although for certain contracts, the Company may be entitled to receive an advance payment. Contract assets also include retainage. Retainage represents a portion of the contract amount that has been billed, but for which the contract allows the customer to retain a portion of the billed amount (generally, from 5% to 20% of contract billings) until final contract settlement. Retainage amounts are generally classified as current assets within the Company’s consolidated balance sheets. Retainage that has been billed, but is not due until completion of performance and acceptance by customers, is generally expected to be collected within one year. Contract liabilities consist of advanced payments, billings in excess of costs incurred and deferred revenue. Costs, estimated earnings and billings on longer-term contracts when the cost-to-cost method of revenue recognition is utilized as of June 30, 2019 and 2018 consisted of the following (in thousands): June 30, 2019 2018 Costs incurred on uncompleted contracts $ 19,285 $ 5,286 Estimated earnings 1,224 1,072 Less: revenues recognized to date (19,673 ) (5,605 ) Retainage 797 — Ending balance $ 1,633 $ 753 These amounts are included in the Company’s consolidated balance sheets under the following captions (in thousands): June 30, 2019 2018 Contract assets $ 2,487 $ 1,012 Contract liabilities (854 ) (259 ) Ending balance $ 1,633 $ 753 Goodwill Goodwill is recorded when the purchase price paid for an acquisition exceeds the fair value of net assets acquired in a business combination. The Company evaluates goodwill for impairment annually or more frequently when an event occurs or circumstances change that indicate that the carrying value may not be recoverable. Goodwill is tested for impairment at the reporting unit level by first performing a qualitative assessment to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. If the reporting unit does not pass the qualitative assessment, then the reporting unit's carrying value is compared to its fair value. If the fair value is determined to be less than the carrying value, a second step is performed to measure the amount of impairment loss. This step compares the current implied goodwill in the reporting unit to its carrying amount. If the carrying amount of the goodwill exceeds the implied goodwill, an impairment is recorded for the excess. The Company performed its annual impairment test on April 1, 2019 and determined there was no impairment. Accounts Receivable Accounts receivable are customer obligations due under what management believes to be customary trade terms. The Company sells its products primarily to laundry plants, hotels, motels, cruise lines, hospitals, nursing homes, government institutions, vended laundry facilities and distributors and dry cleaning stores and chains. The Company performs continuing credit evaluations of its customers’ financial condition and depending on the terms of credit, the amount of the credit granted and management’s history with a customer, the Company may require the customer to grant a security interest in the purchased equipment as collateral for the receivable. Management reviews accounts receivable on a regular basis to determine whether it is probable that any amounts are impaired. The Company includes any balances that are deemed probable to be impaired in its overall allowance for doubtful accounts. The provision for doubtful accounts is recorded in selling, general and administrative expenses in the consolidated statements of operations. If customary attempts to collect a receivable are not successful, the receivable is then written off against the allowance for doubtful accounts. The Company’s allowance for doubtful accounts was $323,000 at June 30, 2019 and $233,000 at June 30, 2018. Actual write-offs may vary from the recorded allowance. Cash and Cash Equivalents The Company considers all short term, highly liquid investments that are readily convertible to cash with an original maturity of three months or less when purchased to be cash equivalents. The Company has not experienced any losses in such accounts and believes it is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. Inventories Inventories consist principally of equipment inventories and spare part inventories. Equipment inventories are valued at the lower of cost, determined on the specific identification method, or net realizable value. Spare part inventories are valued at the lower of average cost or net realizable value. Lower of cost or net realizable value adjustments are recorded in cost of goods sold in the consolidated statement of operations. Equipment, Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated on straight-line methods over useful lives of five to seven years for furniture and equipment and the shorter of ten years or the remaining lease term (including renewal periods that are deemed reasonably assured) for leasehold improvements. Depreciation and amortization of property and equipment is included in selling, general and administrative expenses in the consolidated statements of operations. Repairs and maintenance costs are expensed as incurred. Customer-Related Intangibles, Finite-lived intangibles are amortized over their estimated useful life while indefinite-lived intangibles and goodwill are not amortized. Customer-related intangibles, non-compete, and other finite-lived intangible assets are stated at cost less accumulated amortization, and are amortized on a straight-line basis over the estimated future periods to be benefited (5-10 years). Amortization of finite-lived intangibles is included in selling, general and administrative expenses in the consolidated statements of operations. The Company also evaluates indefinite-lived intangible assets each reporting period to determine whether events and circumstances continue to support an indefinite useful life. The Company performed its annual impairment test on April 1, 2019 and determined there was no impairment. Asset Impairments The Company periodically reviews the carrying amounts of its long-lived assets, including property, plant and equipment and finite-lived intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If an asset is considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of are reported at the lower of their carrying amount or fair value less estimated costs to sell. The Company has concluded that there was no impairment of long-lived assets in the fiscal year ended June 30, 2019 (sometimes hereinafter referred to as “fiscal 2019”) or the fiscal year ended June 30, 2018 (sometimes hereinafter referred to as “fiscal 2018”). Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Management evaluates these estimates on an ongoing basis. Estimates which may be particularly significant to the Company’s consolidated financial statements include those relating to the determination of impairment of assets (including goodwill and intangible assets), the useful life of property and equipment, net realizable value of inventory, the residual value of leased equipment, the recoverability of deferred income tax assets, allowances for doubtful accounts, intangible assets, estimates to complete on contracts where revenue is recognized over time, the carrying value of inventories and long-lived assets, the timing of revenue recognition, and sales returns and allowances. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the recognition of revenues and expenses and the carrying value of assets and liabilities that are not readily apparent from other sources. Assumptions and estimates may, however, prove to have been incorrect, and actual results may differ from these estimates. Earnings Per Share The Company computes earnings per share using the two-class method. The two-class method of computing earnings per share is an earnings allocation formula that determines earnings per share for common stock and any participating securities according to dividends declared (whether paid or unpaid) and participation rights in undistributed earnings. Shares of the Company’s common stock subject to unvested restricted stock awards are considered participating securities because these awards contain a non-forfeitable right to dividends paid prior to forfeiture of the restricted stock, if any, irrespective of whether the awards ultimately vest. During fiscal 2019 and fiscal 2018, the Company issued awards of 34,345 and 66,226 shares of restricted stock, respectively, under the EVI Industries, Inc. 2015 Equity Incentive Plan (see Note 19). Such shares are deemed to constitute a second class of stock for accounting purposes. Basic and diluted earnings per share for fiscal 2019 and fiscal 2018 are computed as follows (in thousands, except per share data): For the years ended 2019 2018 Net income $ 3,743 $ 3,966 Less: distributed and 260 295 Net income allocated to EVI $ 3,483 $ 3,671 Weighted average shares 11,533 10,840 Dilutive common share 489 437 Weighted average shares 12,022 11,277 Basic earnings per share $ 0.30 $ 0.34 Diluted earnings per share $ 0.29 $ 0.33 At June 30, 2019, other than 813,610 unvested shares subject to restricted stock awards, there were no potentially dilutive securities outstanding. The remaining 69,744 shares of restricted common stock were not included in the calculation of diluted earnings per share because their impact was anti-dilutive. At June 30, 2018, other than 437,000 shares subject to restricted stock awards, there were no potentially dilutive securities outstanding. The remaining 466,148 shares of restricted common stock were not included in the calculation of diluted earnings per share because their impact was anti-dilutive. Supplier Concentration The Company purchases laundry, dry cleaning equipment, boilers and other products from a number of manufacturers and suppliers. Purchases from three of these manufacturers accounted for a total of approximately 62% of the Company’s purchases for fiscal 2019 and purchases from four manufacturers accounted for approximately 76% of the Company’s purchases for fiscal 2018. Advertising Costs The Company expenses the cost of advertising as of the first date an advertisement is run. The Company incurred approximately $355,000 and $164,000 of advertising costs for fiscal 2019 and 2018, respectively, which are included in selling, general and administrative expenses in the consolidated statements of operations. Shipping and Handling Shipping and handling costs associated with inbound freight are capitalized to inventories and relieved through cost of sales as inventories are sold. Shipping and handling costs associated with the delivery of products is included in selling, general and administrative expenses. Fair Value of Certain Current Assets and Current Liabilities Fair value is the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. The inputs used to measure fair value are prioritized based on a three-level hierarchy. The three levels of inputs used to measure fair value are as follows: · Level 1 - Quoted prices in active markets for identical assets and liabilities. · Level 2 - Observable inputs other than quoted prices included in Level 1. This includes dealer and broker quotations, bid prices, quoted prices for similar assets and liabilities in active markets, or other inputs that are observable or can be corroborated by observable market data. · Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes discounted cash flow methodologies and similar techniques that use significant unobservable inputs. The Company has no assets or liabilities that are adjusted to fair value on a recurring basis. The Company did not have any assets or liabilities measured at fair value on a nonrecurring basis during fiscal 2019 or 2018, except for certain assets acquired and liabilities assumed in a business combination (as described in Note 3). The Company’s cash and cash equivalents, accounts receivable and accounts payable are reflected in the accompanying consolidated financial statements at cost, which approximated estimated fair value, using Level 1 inputs, as they are maintained with various high-quality financial institutions and have original maturities of three months or less. The fair value of the Company’s indebtedness was estimated using Level 2 inputs based on quoted prices for those or similar debt instruments using applicable interest rates as of June 30, 2019 and approximate the carrying value of such debt because it accrues interest at variable rates that are repriced frequently. Customer Deposits Customer deposits represent advances paid by customers when placing orders for equipment with the Company. Net Investment in Sales Type Leases The Company derives a portion of its revenue from leasing arrangements. Such arrangements provide for monthly payments covering the equipment sales, maintenance, and interest. These arrangements meet the criteria to be accounted for as sales type leases. Accordingly, the equipment sale is recognized upon delivery of the system and acceptance by the customer. Upon the recognition of revenue, an asset is established for the investment in sales type leases. Maintenance revenue and interest are recognized monthly over the lease term. Income Taxes The Company recognizes income taxes using the asset and liability method. Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributed to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. If it is determined that it is more likely than not that some portion of a deferred tax asset will not be realized, a valuation allowance is recognized. Significant judgment is required in developing the Company’s provision for income taxes, deferred tax assets and liabilities, and any valuation allowances that might be required against the deferred tax assets. Management evaluates the Company’s ability to realize its deferred tax assets on a quarterly basis and adjusts the valuation allowance when it believes that it is more likely than not that the asset will not be realized. There were no valuation allowance adjustments during fiscal 2019 or fiscal 2018. The Company accounts for uncertainty in income taxes using a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount which is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments and which may not accurately reflect actual outcomes. The Company does not believe that there are any unrecognized tax benefits as of June 30, 2019 or 2018 related to tax positions taken on its income tax returns. The Company’s policy is to classify interest and penalties related to unrecognized tax benefits, if and when required, as part of interest expense and general and administrative expense, respectively, in the consolidated statements of operations. On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act of 2017 (the "Tax Act"). The Tax Act represents significant U.S. federal tax reform legislation that includes a permanent reduction to the U.S. federal corporate income tax rate. Pursuant to Staff Accounting Bulletin (“SAB”) No. 118 (“SAB 118”), the Company’s measurement period for implementing the accounting changes required by the Tax Act closed on December 22, 2018. The Company completed the accounting for the effects of the Tax Act in the second quarter of fiscal 2019, which did not result in any changes to previously reported amounts, and there were no adjustments to the preliminary amounts previously recognized. Recently Issued In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (“Topic 842”), which is designed to increase transparency and comparability by requiring the recognition of lease assets and lease liabilities on the balance sheet and the disclosure of certain additional information about leasing arrangements. The new standard will require an entity to recognize the following for all leases (with the exception of short-term leases) at the commencement date (i) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (ii) a right-of-use (ROU) asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Topic 842 is effective for fiscal years beginning after December 15, 2018 (i.e., the fiscal year ending June 30, 2020 for the Company). In July 2018, updated guidance was issued which provides an additional transition method of adoption that allows entities to initially apply the standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company adopted Topic 842 utilizing this modified retrospective adoption method with an effective date of July 1, 2019. Consequently, the accompanying financial statements and footnotes have not been updated to comply with Topic 842. The Company has completed scoping reviews to identify a complete population of leases, and determined its population of leases is comprised largely of real estate leases. While the Company continues to assess all of the effects of adopting Topic 842, the Company currently believes the most significant effects will relate to the recognition of new ROU assets and lease liabilities on the consolidated balance sheet for its real estate operating leases. The Company does not expect that the adoption of Topic 842 will have a significant impact on the Company’s consolidated statements of operations or cash flows. Topic 842 provides a number of optional practical expedients and policy elections in transition. The Company expects to elect the ‘package of practical expedients’, which permits the Company not to reassess under the new standard prior conclusions about lease identification, lease classification and initial direct costs. The Company does not expect to elect the use-of-hindsight or the practical expedient pertaining to land easements. Topic 842 also provides practical expedients for an entity’s ongoing accounting. The Company expects to elect the short-term lease recognition exemption for all leases that qualify (i.e., leases of 12 months or less). This means, for those leases that qualify, the Company, if it elects such exemptions, will not recognize ROU assets or lease liabilities, including ROU assets or lease liabilities for existing short-term leases of those assets in transition. The Company also currently expects to elect the practical expedient to not separate lease and non-lease components for all of the Company’s leases. In January 2017, the FASB issued ASU No. 2017-04, “Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment”, which is designed to simplify the subsequent measurement of goodwill. The new guidance will eliminate the second step from the goodwill impairment test required in computing the implied fair value of goodwill. Instead, under the amendment, an entity will be required to perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and, if applicable, the entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the charge recognized should not exceed the total amount of goodwill allocated to that reporting unit. If applicable, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when performing the goodwill impairment test. The amendments in this guidance are effective for public business entities for annual and interim goodwill impairment tests performed in fiscal years beginning after December 15, 2019 (the fiscal year ending June 30, 2021 for the Company), with early adoption permitted. The Company is currently evaluating the impact, if any, that adopting this guidance may have on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40) Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract” (“ASU 2018-15”), to reduce diversity in practice in accounting for the costs of implementing cloud computing arrangements that are service contracts. ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for internal-use software. Accounting for the service element of the cloud computing arrangement is not affected by the new guidance. Under ASU 2018-15, amortization expense and payments for, and asset balances related to, such capitalized implementation costs are to be presented within the same line items of the entity’s balance sheets and statements of operations and cash flows, as the related balances and service fee activity would be presented. ASU 2018-15 is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating the potential effect of the adoption of ASU 2018-15 on its consolidated financial statements. Management does not believe the impact of other issued accounting standards and updates, which are not yet effective, will have a material impact on the Company’s consolidated financial position, results of operations or cash flows upon adoption. |
Acquisitions
Acquisitions | 12 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisitions | 3. Acquisitions TRS Acquisition On October 31, 2017, the Company, indirectly through Tri-State, the Company’s wholly-owned subsidiary, completed the TRS Acquisition pursuant to which it purchased substantially all of the assets of TRS for a purchase price consisting of approximately $7,952,000 in cash and 338,115 shares of the Company’s common stock. The Company used borrowings under its credit facility at the time to fund the cash consideration. Fees and expenses related to the TRS Acquisition, consisting primarily of legal and other professional fees, totaled approximately $137,000 and are classified as selling, general and administrative expenses in the Company’s consolidated statement of operations for the fiscal year ended June 30, 2018. The Company, indirectly through Tri-State, also assumed certain of the liabilities of TRS. The total purchase price was $17.3 million, which included cash acquired of $1.8 million. The TRS Acquisition was treated for accounting purposes as a purchase of TRS using the acquisition method of accounting. Under the acquisition method of accounting, the aggregate consideration in the TRS Acquisition was allocated to the acquired assets and assumed liabilities, in each case, based on their respective fair values as of the closing date, with the excess of the consideration transferred over the fair value of the net assets acquired being allocated to intangible assets and goodwill. The computation of the purchase price consideration and the allocation of the consideration to the net assets acquired are presented in the following tables (in thousands): Purchase price consideration: Cash consideration, net of cash acquired (a) $ 6,474 Stock consideration (b) 9,027 Total purchase price consideration, net of cash acquired $ 15,501 (a)Includes $8,250,000 paid net of $1.8 million of cash acquired. (b)Calculated as 338,115 shares of the Company’s common stock, multiplied by $26.70, the closing price of the Company’s common stock on the closing date. Allocation of purchase price consideration: Accounts receivable $ 3,416 Inventory 3,050 Other assets 1,565 Equipment and improvements 805 Intangible assets 5,200 Accounts payable and accrued expenses (2,220 ) Customer deposits (1,289 ) Total identifiable net assets 10,527 Goodwill 4,974 Total $ 15,501 Intangible assets consist of $1.5 million allocated to the Tri-State trade name and $3.7 million allocated to customer-related intangible assets. The Tri-State trade name is indefinite-lived and therefore not subject to amortization. The Tri-State trade name is evaluated for impairment annually or more frequently if an event occurs or circumstances change that indicate it may be impaired, by comparing its fair value to its carrying amount to determine if a write-down to fair value is required. Customer-related intangible assets will be amortized over 10 years. Goodwill is expected to be amortized and deductible for tax purposes over 15 years. Goodwill is attributable primarily to the assembled workforce acquired, as well as benefits from the increased scale of the Company as a result of the TRS Acquisition. AA Acquisition On February 9, 2018, the Company, indirectly through AAdvantage, the Company’s wholly-owned subsidiary, completed the AA Acquisition pursuant to which it purchased substantially all of the assets of AA for a total purchase price consisting of approximately $8.1 million in cash and 348,360 shares of the Company’s common stock. and the Company used borrowings under its credit facility at the time to fund the cash consideration. Fees and expenses related to the AA Acquisition, consisting primarily of legal and other professional fees, totaled approximately $160,000 and are classified as selling, general and administrative expenses in the Company’s consolidated statement of operations for the fiscal year ended June 30, 2018. The Company, indirectly through AAdvantage, also assumed certain of the liabilities of AA. The total purchase price was $20.4 million, which included cash acquired of $0.9 million. The AA Acquisition was treated for accounting purposes as a purchase of AA using the acquisition method of accounting. Under the acquisition method of accounting, the aggregate consideration in the AA Acquisition was allocated to the acquired assets and assumed liabilities, in each case, based on their respective fair values as of the closing date, with the excess of the consideration transferred over the fair value of the net assets acquired being allocated to intangible assets and goodwill. The computation of the purchase price consideration and the allocation of the consideration to the net assets acquired are presented in the following tables (in thousands): Purchase price consideration: Cash consideration, net of cash acquired (a) $ 7,175 Stock consideration (b) 12,349 Total purchase price consideration, net of cash acquired $ 19,524 (a)Includes $8,119,000 paid at closing (inclusive of a preliminary working capital adjustment) net of $0.9 million of cash acquired. (b)Calculated as 348,360 shares of the Company’s common stock, multiplied by $35.45, the closing price of the Company’s common stock on the closing date. Allocation of purchase price consideration: Accounts receivable $ 2,850 Inventory 2,816 Other assets 2,966 Equipment and improvements 771 Intangible assets 4,300 Accounts payable and accrued expenses (1,228 ) Customer deposits (285 ) Total identifiable net assets 12,190 Goodwill 7,334 Total $ 19,524 Intangible assets consist of $1.8 million allocated to the AA trade name and $2.5 million allocated to customer-related intangible assets. The AA trade name is indefinite-lived and therefore not subject to amortization. The AA trade name is evaluated for impairment annually or more frequently if an event occurs or circumstances change that indicate it may be impaired, by comparing its fair value to its carrying amount to determine if a write-down to fair value is required. Customer-related intangible assets will be amortized over 10 years. Goodwill is expected to be amortized and deductible for tax purposes over 15 years. Goodwill is attributable primarily to the assembled workforce acquired, as well as benefits from the increased scale of the Company as a result of the AA Acquisition. SEI Acquisition On September 12, 2018, the Company completed the acquisition (the “SEI Acquisition”) of Scott Equipment Inc. (“SEI”), a Texas-based distributor of commercial, industrial, and vended laundry products and provider of installation and maintenance services to the new and replacement segments of the commercial, industrial and vended laundry industry. In the SEI Acquisition, the Company, indirectly through its newly-formed wholly-owned subsidiary, Scott Equipment Inc. (“Scott Equipment”), purchased substantially all of the assets of SEI for a purchase price consisting of approximately $6,500,000 in cash and 209,678 shares of the Company’s common stock. The Company funded the cash consideration with borrowings under its credit facility at the time. Fees and expenses related to the SEI Acquisition, consisting primarily of legal and other professional fees, totaled approximately $65,000 and are classified as selling, general and administrative expenses in the Company’s consolidated statement of operations for the fiscal year ended June 30, 2019. The Company, indirectly through Scott Equipment, also assumed certain of the liabilities of SEI. The total purchase price for accounting purposes was $15.9 million, which included cash acquired of $2.8 million. The SEI Acquisition was treated for accounting purposes as a purchase of SEI using the acquisition method of accounting. Under the acquisition method of accounting, the aggregate consideration in the SEI Acquisition was allocated to the acquired assets and assumed liabilities, in each case, based on their respective fair values as of the closing date, with the excess of the consideration transferred over the fair value of the net assets acquired being allocated to intangible assets and goodwill. The computation of the purchase price consideration and the preliminary allocation of the consideration to the net assets acquired are presented in the following tables (in thousands): Purchase price consideration: Cash consideration, net of cash acquired (a) $ 3,709 Stock consideration (b) 9,436 Total purchase price consideration, net of cash acquired $ 13,145 (a)Includes $6,500,000 paid net of $2.8 million of cash acquired. (b)Calculated as 209,678 shares of the Company’s common stock, multiplied by $45.00, the closing price of the Company’s common stock on the closing date. Allocation of purchase price consideration: Accounts receivable $ 2,658 Inventory 1,595 Other assets 156 Equipment and improvements 424 Intangible assets 3,100 Accounts payable and accrued expenses (740 ) Customer deposits (398 ) Total identifiable net assets 6,795 Goodwill 6,350 Total $ 13,145 The Company is continuing its valuation of the net assets acquired, which is subject to adjustment in accordance with the asset purchase agreement. Accordingly, the purchase price allocation set forth above reflects preliminary fair value estimates based on preliminary work and analyses performed by management and is subject to change as additional information to assist in determining the fair value of the net assets acquired at the closing date is obtained during the post-closing measurement period of up to one year. The Company is also still assessing certain working capital items. Intangible assets consist of $1.3 million allocated to the Scott Equipment trade name and $1.8 million allocated to customer-related intangible assets. The Scott Equipment trade name is indefinite-lived and therefore not subject to amortization. The Scott Equipment trade name is evaluated for impairment annually or more frequently if an event occurs or circumstances change that indicate it may be impaired, by comparing its fair value to its carrying amount to determine if a write-down to fair value is required. Customer-related intangible assets will be amortized over 10 years. Goodwill is expected to be amortized and deductible for tax purposes over 15 years. Goodwill is attributable primarily to the assembled workforce acquired, as well as benefits from the increased scale of the Company as a result of the SEI Acquisition. PAC Acquisition On February 5, 2019, the Company completed the acquisition (the “PAC Acquisition”) of PAC Industries Inc. (“PAC”), a Pennsylvania-based distributor of commercial, industrial, and vended laundry products and provider of installation and maintenance services to the new and replacement segments of the commercial, industrial and vended laundry industry, pursuant to a merger whereby PAC merged with and into PAC Industries Inc., a newly-formed wholly-owned subsidiary of the Company (“PAC Industries”). The purchase price in the PAC Acquisition consisted of approximately $6,400,000 in cash and 179,847 shares of the Company’s common stock. The Company funded the cash consideration with borrowings under its current credit facility. Fees and expenses related to the PAC Acquisition, consisting primarily of legal and other professional fees, totaled approximately $182,000 and are classified as selling, general and administrative expenses in the Company’s consolidated statement of operations for the fiscal year ended June 30, 2019. The total purchase price for accounting purposes was $13.1 million, which included cash acquired of $1.1 million. The PAC Acquisition was treated for accounting purposes as a purchase of PAC using the acquisition method of accounting. Under the acquisition method of accounting, the aggregate consideration in the PAC Acquisition was allocated to the assets and liabilities of PAC, in each case, based on their respective fair values as of the closing date, with the excess of the consideration transferred over the fair value of the net assets acquired being allocated to intangible assets and goodwill. The computation of the purchase price consideration and the preliminary allocation of the consideration to the net assets acquired are presented in the following tables (in thousands): Purchase price consideration: Cash consideration, net of cash acquired (a) $ 5,312 Stock consideration (b) 6,653 Total purchase price consideration, net of cash acquired $ 11,965 (a)Includes $6,400,000 paid net of $1.1 million of cash acquired. (b)Calculated as 179,847 shares of the Company’s common stock, multiplied by $36.99, the closing price of the Company’s common stock on the closing date. Allocation of purchase price consideration: Accounts receivable $ 2,231 Inventory 2,136 Other assets 158 Equipment and improvements 357 Intangible assets 3,000 Accounts payable and accrued expenses (1,912 ) Customer deposits (465 ) Assumption of debt (200 ) Total identifiable net assets 5,305 Goodwill 6,660 Total $ 11,965 The Company is continuing its valuation of the net assets acquired, which is subject to adjustment in accordance with the merger agreement. Accordingly, the purchase price allocation set forth above reflects preliminary fair value estimates based on preliminary work and analyses performed by management and is subject to change as additional information to assist in determining the fair value of the net assets acquired at the closing date is obtained during the post-closing measurement period of up to one year. The Company is also still assessing certain working capital items. Intangible assets consist of $1.1 million allocated to the PAC Industries trade name and $1.9 million allocated to customer-related intangible assets. The PAC Industries trade name is indefinite-lived and therefore not subject to amortization. The PAC Industries trade name is evaluated for impairment annually or more frequently if an event occurs or circumstances change that indicate it may be impaired, by comparing its fair value to its carrying amount to determine if a write-down to fair value is required. Customer-related intangible assets will be amortized over 10 years. Goodwill is expected to be amortized and deductible for tax purposes over 15 years. Goodwill is attributable primarily to the assembled workforce of PAC, as well as benefits from the increased scale of the Company as a result of the PAC Acquisition. In connection with the PAC Acquisition, the Company transferred 114,634 shares to PAC’s ESOP. These shares were not permitted to be traded during the six-month period commencing on the closing date. Further, if a distribution event occurred during such six-month period, then each participant would have had the option to require the Company to purchase such participant’s shares at fair market value. Due to the Company’s obligation under this put option, which was in effect at June 30, 2019 but has subsequently expired, the distributed shares subject to the put option and the shares held by the ESOP are classified as temporary equity in the mezzanine section of the consolidated balance sheet as of June 30, 2019. There were no distribution events during the six-month restriction period. Other Acquisitions As previously described, in addition to the SEI Acquisition and the PAC Acquisition, during the fiscal ended June 30, 2019, the Company completed the acquisition of four other companies (Industrial Laundry Services, Inc. on September 4, 2018, Washington Automated, Inc. on November 6, 2018, Skyline Equipment, Inc. on November 14, 2018 and Worldwide Laundry, Inc. on November 16, 2018). The total consideration for these four transactions consisted of $3.5 million in cash, net of $738,000 of cash acquired, and 141,000 shares of the Company’s common stock. The Company funded the cash consideration for each acquisition with credit facility borrowings. Each acquisition was treated for accounting purposes as a purchase of the acquired business using the acquisition method of accounting in accordance with ASC 805, Business Combinations Supplemental Pro Forma Results of Operations The following unaudited supplemental pro forma information presents the results of operations of the Company, after giving effect to the TRS Acquisition, AA Acquisition, SEI Acquisition, PAC Acquisition and the four other acquisitions completed during fiscal 2019 as described above, as if the Company had completed each such transaction and all related financing transactions on July 1, 2017, using the estimated fair values of the assets acquired and liabilities assumed. These unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the Company would have been if the acquisitions and related financing transactions had occurred on the date assumed, nor are they indicative of future results of operations. For the year ended (in thousands) 2019 2018 Revenues $ 252,182 $ 240,711 Net income 4,472 7,046 The Company’s consolidated results of operations for fiscal 2019 include total revenue of approximately $98.8 million and total net income of approximately $2.9 million attributable to businesses acquired during fiscal 2019 or 2018, based on the consolidated effective tax rate. These results of acquired businesses do not include the effects of acquisition costs or interest expense associated with consideration paid for the related acquisitions. |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Jun. 30, 2019 | |
Receivables [Abstract] | |
Accounts Receivable | 4. Accounts Receivable Accounts receivable as of June 30, 2019 and 2018 consisted of the following (in thousands): June 30, 2019 2018 Accounts receivable - trade $ 26,158 $ 14,761 Contract receivables 4,722 770 Retention receivables — 728 30,880 16,259 Allowance for doubtful accounts (323 ) (233 ) $ 30,557 $ 16,026 |
Inventories
Inventories | 12 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | 5. Inventories Inventories as of June 30, 2019 and 2018 were comprised of (in thousands): June 30, 2019 2018 Equipment and parts $ 26,735 $ 15,603 Reserve (290 ) (253 ) $ 26,445 $ 15,350 The Company established reserves of approximately $290,000 and $253,000 as of June 30, 2019 and 2018, respectively, against slow moving inventory. |
Vendor Deposits
Vendor Deposits | 12 Months Ended |
Jun. 30, 2019 | |
Deposit Assets Disclosure [Abstract] | |
Vendor Deposits | 6. Vendor Deposits Vendor deposits represent advances made to the Company’s vendors for specialized inventory on order. |
Other Current Assets
Other Current Assets | 12 Months Ended |
Jun. 30, 2019 | |
Other Assets [Abstract] | |
Other Current Assets | 7. Other Current Assets Other current assets as of June 30, 2019 and 2018 were comprised of (in thousands): June 30, 2019 2018 Other receivables $ 856 $ 480 Prepaid insurance 251 295 Other current assets 1,831 1,275 $ 2,938 $ 2,050 |
Net Investment in Sales Type Le
Net Investment in Sales Type Leases | 12 Months Ended |
Jun. 30, 2019 | |
Sales-type Lease, Lease Income [Abstract] | |
Net Investment in Sales Type Leases | 8. Net Investment in The future minimum lease payments receivable for sales type leases are as follows (in thousands): Fiscal years ending June 30, Total Minimum Amortization of Net Investment in 2020 $ 1,383 $ 765 $ 618 2021 889 530 359 2022 600 320 280 2023 354 163 191 2024 140 57 83 Thereafter 94 51 43 $ 1,574 * * Excludes residual values of $1.4 million The total net investments in sales type leases, including stated residual values, as of June 30, 2019 and 2018 was $3.0 million and $2.8 million, respectively. The current portion of $0.5 million and $0.4 million is included in Other Current Assets in the consolidated balance sheets as of June 30, 2019 and 2018, respectively, and the long term portion of $2.5 million and $2.4 million is included in Other Assets in the consolidated balance sheets as of June 30, 2019 and 2018, respectively. |
Equipment and Improvements
Equipment and Improvements | 12 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Equipment and Improvements | 9. Equipment and Improvements Major classes of equipment and improvements as of June 30, 2019 and 2018 consisted of the following (in thousands): June 30, 2019 2018 Furniture and equipment $ 3,365 $ 2,019 Leasehold improvements 1,567 674 Vehicles 3,902 1,989 8,834 4,682 Accumulated depreciation and amortization (2,969 ) (1,699 ) $ 5,865 $ 2,983 Depreciation and amortization of equipment and improvements amounted to approximately $1.2 million in fiscal 2019 and $721,000 in fiscal 2018. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 10. Goodwill and Intangible Assets The changes in the carrying amount of goodwill are as follows (in thousands): Balance at June 30, 2017 $ 24,753 Goodwill from TRS Acquisition 4,974 Goodwill from AA Acquisition 7,334 Balance at June 30, 2018 37,061 Goodwill from SEI Acquisition 6,350 Goodwill from PAC Acquisition 6,660 Goodwill from other acquisitions (as described in Note 3) 4,430 Balance at June 30, 2019 $ 54,501 Customer-related intangibles, tradenames and other intangible assets as of June 30, 2019 and 2018 consisted of the following (dollars in thousands): June 30, Estimated Useful Lives (in years) 2019 2018 Customer-related intangibles 8-10 $ 15,340 $ 10,380 Tradenames Indefinite 9,145 6,055 Covenants not to compete 5 566 566 License agreements 10 529 529 Trademarks and patents 10-15 176 176 25,756 17,706 Accumulated amortization (3,405 ) (1,931 ) $ 22,351 $ 15,775 Amortization expense was approximately $1.5 million in fiscal 2019 and $858,000 in fiscal 2018. Weighted average remaining estimated useful lives for customer-related intangibles, covenants not to compete, license agreements, and trademarks and patents were 8.4 years, 2.4 years, 0 years and 1.0 years, respectively. Based on the carrying amount of intangible assets as of June 30, 2019, and assuming no future impairment of the underlying assets, the estimated future amortization at the end of each fiscal year in the five-year period ending June 30, 2024 and thereafter is as follows (in thousands): Fiscal years ending June 30, 2020 $ 1,665 2021 1,659 2022 1,593 2023 1,550 2024 1,550 Thereafter 5,189 Total $ 13,206 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Jun. 30, 2019 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | 11. Accounts Payable and Accrued Expenses Accounts payable and accrued expenses as of June 30, 2019 and 2018 were comprised of (in thousands): June 30, 2019 2018 Accounts payable $ 11,305 $ 7,691 Accrued expenses 5,065 3,371 Sales tax accruals 1,138 680 $ 17,508 $ 11,742 |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes The following are the components of income taxes (in thousands): Fiscal years ended June 30, 2019 2018 Current Federal $ 673 $ 1,192 State 339 542 1,012 1,734 Deferred Federal 663 562 State 198 120 861 682 $ 1,873 $ 2,416 The reconciliation of income tax expense computed at the federal statutory tax rate of 21% and 28% for the fiscal years ended June 30, 2019 and 2018, respectively, to the provision for income taxes is as follows (in thousands): Fiscal years ended June 30, 2019 2018 Tax at the statutory rate $ 1,180 $ 1,788 State income taxes, 323 319 Other 370 309 $ 1,873 $ 2,416 Effective tax rate 33.4 % 37.9 % Deferred income taxes reflect the net tax effect of temporary differences between the basis of assets and liabilities for financial reporting purposes and the basis used for income tax purposes. Significant components of the Company’s current and noncurrent deferred tax assets and liabilities as of June 30, 2019 and 2018 were as follows (in thousands): Fiscal years ended June 30, 2019 2018 Deferred tax assets: Allowance for doubtful accounts $ 116 $ 66 Inventory capitalization 471 303 Stock compensation 499 277 Other 46 74 1,132 720 Deferred tax liabilities: Goodwill (1,375 ) (664 ) Depreciation (1,217 ) (614 ) Intangible assets (248 ) — (2,840 ) (1,278 ) Net deferred income tax (liabilities) assets $ (1,708 ) $ (558 ) As of June 30, 2019, the Company was subject to potential federal and state tax examinations for the tax years including and subsequent to 2014. As previously discussed, on December 22, 2017, the U.S. government enacted the Tax Act. The Tax Act represents significant U.S. federal tax reform legislation that includes a permanent reduction to the U.S. federal corporate income tax rate. Pursuant to SAB 118, the Company’s measurement period for implementing the accounting changes required by the Tax Act closed on December 22, 2018. The Company completed the accounting under ASC 740 in the second quarter of fiscal 2019, and there were no adjustments to the preliminary amounts previously recognized. |
Debt
Debt | 12 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt | 13. Debt The Company’s long-term debt as of June 30, 2019 and 2018 was as follows (in thousands): June 30, June 30, Term Loan $ — $ 6,375 Revolving Line of Credit 40,800 3,697 Less: unamortized discount and deferred financing costs (237 ) (60 ) Total debt, net 40,563 10,012 Less: current maturities of long-term debt — (1,195 ) Total long-term debt $ 40,563 $ 8,817 On November 2, 2018, the Company entered into a syndicated credit agreement (the “2018 Credit Agreement”) for a five-year revolving credit facility in the maximum aggregate principal amount of up to $100 million, with an accordion feature to increase the revolving credit facility by up to $40 million for a total of $140 million. A portion of the revolving credit facility is available for swingline loans of up to a sublimit of $5 million and for the issuance of standby letters of credit of up to a sublimit of $10 million. Borrowings (other than swingline loans) under the 2018 Credit Agreement bear interest at a rate, at the Company’s election at the time of borrowing, equal to (a) LIBOR plus a margin that ranges from 1.25% to 1.75% depending on the Company’s consolidated leverage ratio, which is a ratio of consolidated funded indebtedness to consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) (the “Consolidated Leverage Ratio”) or (b) the highest of (i) prime, (ii) the federal funds rate plus 50 basis points, and (iii) the one month LIBOR rate plus 100 basis points (such highest rate, the “Base Rate”), plus a margin that ranges from 0.25% to 0.75% depending on the Consolidated Leverage Ratio. Swingline loans bear interest calculated at the Base Rate plus a margin that ranges from 0.25% to 0.75% depending on the Consolidated Leverage Ratio. The 2018 Credit Agreement has a term of five years and matures on November 2, 2023. The 2018 Credit Agreement contains certain covenants, including financial covenants requiring the Company to comply with maximum leverage ratios and minimum interest coverage ratios. The 2018 Credit Agreement also contains other provisions which may restrict the Company’s ability to, among other things, dispose of or acquire assets or businesses, incur additional indebtedness, make certain investments and capital expenditures, pay dividends, repurchase shares and enter into transactions with affiliates. At June 30, 2019, the Company was in compliance with its covenants under the 2018 Credit Agreement and $6.9 million was available to borrow under the revolving credit facility. The obligations of the Company under the 2018 Credit Agreement are secured by substantially all of the assets of the Company and certain of its subsidiaries, and are guaranteed, jointly and severally, by certain of the Company’s subsidiaries. In connection with the Western State Design Acquisition, on October 7, 2016, the Company entered into a $20.0 million credit agreement (the “Prior Credit Facility”), consisting of a $15.0 million revolving line of credit, subject to adjustment as described below (the “Revolving Line of Credit”), and a $5.0 million term loan (the “Term Loan”). The Company used a total of approximately $12.6 million of borrowings under the Revolving Line of Credit and Term Loan to fund a portion of the cash consideration paid in connection with the Western State Design Acquisition, and to pay approximately $88,000 of fees, costs and expenses arising in connection with entering into the Credit Facility. In connection with the TRS Acquisition, the Company’s Prior Credit Facility was amended on October 30, 2017. Pursuant to the amendment, the Company received an additional approximately $2.8 million of borrowings under the Term Loan and, in connection therewith, the maximum borrowing limit of the Prior Credit Facility was increased from $20.0 million to approximately $22.2 million and the minimum required monthly payments under the Term Loan (as described below) were increased from $60,000 to $100,000. The Company used a total of approximately $7.9 million of borrowings under the Revolving Line of Credit and Term Loan to fund the cash consideration paid in connection with the TRS Acquisition. In connection with the AA Acquisition, the Company’s Prior Credit Facility was further amended on February 8, 2018. Pursuant to the amendment, the Company received an additional approximately $5.0 million of borrowings under the Revolving Line of Credit and, in connection therewith, the maximum borrowing limit of the Revolving Line of Credit was increased from $15.0 million to approximately $20.0 million. Pursuant to the terms of the Prior Credit Facility, however, the amount of permitted borrowings under the Revolving Line of Credit is also subject to a cap determined using an asset-based formula, which may limit the amount available for borrowing. The Company used a total of approximately $8.1 million of borrowings under the Revolving Line of Credit to fund the cash consideration paid in connection with the AA Acquisition. At June 30, 2018, $3.7 million was outstanding under the Revolving Line of Credit and $6.4 million was outstanding under the Term Loan. In connection with its entry into the 2018 Credit Agreement on November 2, 2018, the Company repaid all outstanding amounts under, and terminated, the Prior Credit Facility. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 14. Related Party Transactions Certain of the Company’s subsidiaries lease warehouse and office space from one or more of the principals of the Company or its subsidiaries. These leases include the following: The Company’s wholly-owned subsidiary, Steiner-Atlantic, leases 28,000 square feet of warehouse and office space from an affiliate of Michael S. Steiner, a director and Executive Vice President and Secretary of the Company, pursuant to a lease agreement dated November 1, 2014, as amended. The lease term was extended during December 2018 to run through December 31, 2019. Monthly base rental payments under the lease are $12,000. In addition to base rent, Steiner-Atlantic is responsible under the lease for costs related to real estate taxes, utilities, maintenance, repairs and insurance. Payments under this lease totaled approximately $146,000 and $137,000 during the fiscal years ended June 30, 2019 and 2018, respectively. On October 10, 2016, the Company’s wholly-owned subsidiary, Western State Design, Inc. (“Western State Design”), entered into a lease agreement pursuant to which it leases 17,600 square feet of warehouse and office space from an affiliate of Dennis Mack, a director and Executive Vice President, Corporate Strategy of the Company, and Tom Marks, Executive Vice President, Business Development of the Company. Monthly base rental payments are $12,000 during the initial term of the lease. In addition to base rent, Western State Design is responsible under the lease for costs related to real estate taxes, utilities, maintenance, repairs and insurance. The lease has an initial term of five years and provides for two successive three-year renewal terms at the option of the Company. Payments under this lease totaled approximately $144,000 during each of the fiscal years ended June 30, 2019 and 2018. On October 31, 2017, the Company’s wholly-owned subsidiary, Tri-State Technical Services, Inc. (“Tri-State”), entered into lease agreements pursuant to which it leases a total of 81,000 square feet of warehouse and office space from an affiliate of Matt Stephenson, President of Tri-State. Monthly base rental payments total $21,000 during the initial terms of the leases. In addition to base rent, Tri-State is responsible under the leases for costs related to real estate taxes, utilities, maintenance, repairs and insurance. Each lease has an initial term of five years and provides for two successive three-year renewal terms at the option of the Company. Payments under these leases totaled approximately $252,000 during the fiscal year ended June 30, 2019 and $168,000 during the period from October 31, 2017 through June 30, 2018. On February 9, 2018, the Company’s wholly-owned subsidiary, AAdvantage Laundry Systems, Inc. (“AAdvantage”), entered into a lease agreement pursuant to which it leases a total of 5,000 square feet of warehouse and office space from an affiliate of Mike Zuffinetti, Chief Executive Officer of AAdvantage. Monthly base rental payments are $3,950 during the initial term of the lease. In addition to base rent, AAdvantage is responsible under the lease for costs related to real estate taxes, utilities, maintenance, repairs and insurance. The lease has an initial term of five years and provides for two successive three-year renewal terms at the option of the Company. During February 2018, AAdvantage entered into a month-to-month lease agreement with an affiliate of Mike Zuffinetti for a total of 17,000 square feet of warehouse and office space. Monthly base rental payments under this lease were $13,500. This month-to-month lease was terminated on October 31, 2018. In addition, on November 1, 2018, AAdvantage entered into a lease agreement pursuant to which it leases warehouse and office space from an affiliate of Mike Zuffinetti. Monthly base rental payments were initially $26,000. Pursuant to the lease agreement, on January 1, 2019, the lease expanded to cover additional warehouse space and, in connection therewith, monthly base rental payments increased to $36,000. In addition to base rent, AAdvantage is responsible under the lease for costs related to real estate taxes, utilities, maintenance, repairs and insurance. The lease has an initial term of five years and provides for two successive three-year renewal terms at the option of the Company. Payments under the leases described in this paragraph totaled approximately $369,000 during the fiscal year ended June 30, 2019. Payments under the leases from February 9, 2018 through June 30, 2018 were approximately $87,000. On September 12, 2018, the Company’s wholly-owned subsidiary, Scott Equipment, entered into lease agreements pursuant to which it leases a total of 18,000 square feet of warehouse and office space from an affiliate of Scott Martin, President of Scott Equipment. Monthly base rental payments total $11,000 during the initial terms of the leases. In addition to base rent, Scott Equipment is responsible under the leases for costs related to real estate taxes, utilities, maintenance, repairs and insurance. Each lease has an initial term of five years and provides for two successive three-year renewal terms at the option of the Company. Payments under these leases totaled approximately $114,000 during the fiscal year ended June 30, 2019. On February 5, 2019, the Company’s wholly-owned subsidiary, PAC Industries, entered into two lease agreements pursuant to which it leases a total of 29,500 square feet of warehouse and office space from an affiliate of Frank Costabile, President of PAC Industries, and Rocco Costabile, Director of Finance of PAC Industries. Monthly base rental payments total $14,600 during the initial terms of the leases. In addition to base rent, PAC Industries is responsible under the leases for costs related to real estate taxes, utilities, maintenance, repairs and insurance. Each lease has an initial term of four years and provides for two successive three-year renewal terms at the option of the Company. Payments under these leases totaled approximately $73,000 during the fiscal year ended June 30, 2019. |
Concentrations of Credit Risk
Concentrations of Credit Risk | 12 Months Ended |
Jun. 30, 2019 | |
Risks and Uncertainties [Abstract] | |
Concentrations of Credit Risk | 15. Concentrations of Credit Risk Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and accounts and trade receivables. The Company maintains its cash and cash equivalents at large financial institutions. At June 30, 2019, bank deposits exceeded Federal Deposit Insurance Corporation insured limits. Concentrations of credit risk with respect to trade receivables are limited due to a large customer base. Also, based on the Company’s credit evaluation, trade receivables are often collateralized by the equipment sold. Sales to a federal government agency accounted for approximately 9% and 8% of the Company’s revenues for fiscal 2019 and 2018, respectively. Additionally, no single contract for a federal government facility or other contract accounted for more than 10% of the Company’s revenues for fiscal 2019 or 2018. As of June 30, 2019, the largest account receivable from a single third party entity relating to a single project was $4.0 million. There were no other accounts receivable due from any individual entity which accounted for greater than 10% of the Company’s accounts receivable at June 30, 2019. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 16. Commitments and Contingencies In addition to the leased warehouse and office space described in Note 14 above, the Company leases additional warehouse facilities from unrelated third parties under operating leases. Minimum future rental commitments for all of the Company’s real property leases, including those with related parties, approximate the following (in thousands): Fiscal years ending June 30, 2020 $ 1,922 2021 1,554 2022 1,332 2023 1,031 2024 179 Total $ 6,018 Rent expense, including those with related parties, under these leases totaled approximately $1.5 million and $704,000 for fiscal 2019 and 2018, respectively. The Company, through its manufacturers, provides parts warranties for products sold. These warranties are mainly the responsibility of the manufacturer. As such, warranty-related expenses are generally insignificant to the Company’s consolidated financial statements. Further, in the ordinary course of business, certain of the Company’s contracts require the Company to provide performance and payment bonds related to projects in process. These bonds are intended to provide a guarantee to the customer that the Company will perform under the terms of the contract and that the Company will pay subcontractors and vendors. If the Company fails to perform under the contract or pay subcontractors and vendors, the customer may demand that the surety make payments or provide services under the bond. The Company is required to reimburse the surety for any such expenses or outlays it incurs. As of June 30, 2019 and June 30, 2018, outstanding performance and payment bonds totaled $8.0 million and $8.3 million, respectively. As of June 30, 2019, there were no estimated costs to complete on projects secured by these bonds. As of June 30, 2018, estimated costs to complete projects secured by these bonds totaled $4.4 million. The Company may from time to time become subject to litigation and other legal proceedings. Litigation and other legal proceedings may require the Company to incur significant expenses, including those relating to legal and other professional fees. In addition, litigation and other legal proceedings are inherently uncertain, and adverse outcomes in litigation or other legal proceedings could adversely affect the Company’s financial condition, cash flows, and operating results. |
Retirement Plan
Retirement Plan | 12 Months Ended |
Jun. 30, 2019 | |
Retirement Benefits [Abstract] | |
Retirement Plan | 17. Retirement Plan The Company has participatory deferred compensation plans under which it matches half of employee contributions up to 6% of an eligible employee’s yearly compensation on a discretionary basis. Employees are eligible to participate in the plans after one year of service. The Company contributed approximately $453,000 and $228,000 to the plans during fiscal 2019 and fiscal 2018, respectively. The plans are qualified under Section 401(k) of the Internal Revenue Code. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Jun. 30, 2019 | |
Stockholders' Equity Note [Abstract] | |
Shareholders' Equity | 18. Shareholders’ Equity On December 11, 2018, the Company’s Board of Directors declared a $.13 per share cash dividend on the Company’s common stock (an aggregate of approximately $1.6 million), which was paid on January 8, 2019 to stockholders of record at the close of business on December 26, 2018. On December 12, 2017, the Company’s Board of Directors declared a $.12 per share cash dividend on the Company’s common stock (an aggregate of approximately $1.4 million), which was paid on January 9, 2018 to stockholders of record at the close of business on December 26, 2017. |
Equity Plan
Equity Plan | 12 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Equity Plan | 19. Equity Plan In November 2015, the Company’s stockholders approved the Company’s 2015 Equity Incentive Plan (the “Plan”). The Plan authorizes the issuance of up to 1,500,000 shares of the Company’s common stock pursuant to awards granted under the Plan. The fair value of awards granted under the Plan is expensed on a straight-line basis over the vesting period of the awards. Share-based compensation expense, which totaled $1.7 million and $1.6 million in fiscal 2019 and 2018, respectively, is included in selling, general and administrative expenses in the Company’s consolidated statements of operations. During fiscal 2019, the Company granted a total of 34,345 shares of restricted stock, a portion of which is scheduled to vest ratably over four years and the remainder of which is scheduled to vest in 5 to 31 years. The total grant date fair value of such restricted stock was $1.2 million. During fiscal 2018, the Company granted a total of 66,226 shares of restricted stock, a portion of which is scheduled to vest ratably over four years and the remainder of which is scheduled to vest in 10 to 29 years. The total grant date fair value of such restricted stock was $2.5 million. In each case, the fair value of the restricted stock was determined using the closing price of the Company’s common stock on the applicable grant date. During fiscal 2019, 54,093 shares of restricted stock vested and 20,248 shares of common stock with an aggregate fair market value of $728,000 were withheld as payment in lieu of cash to satisfy tax withholding obligations in connection with the vesting of such restricted stock. During fiscal 2018, 53,700 shares of restricted stock vested and 20,918 shares of common stock with an aggregate fair market value of $707,000 were withheld as payment in lieu of cash to satisfy tax withholding obligations in connection with the vesting of such restricted stock. As of June 30, 2019, the Company had $15.1 million of total unrecognized compensation expense, net of estimated forfeitures, related to non-vested restricted stock, which is recognized over the weighted-average period of 17.3 years after the respective dates of grant. The following is a summary of non-vested restricted stock activity as of, and for the fiscal year ended, June 30, 2019: Restricted Stock Awards Restricted Stock Units Shares Weighted- Shares Weighted- Non-vested restricted stock outstanding at June 30, 2018 903,102 $ 18.41 — $ — Granted 6,845 36.53 27,500 36.24 Vested (54,093 ) 17.43 — — Forfeited — — — — Non-vested restricted stock outstanding at June 30, 2019 855,854 $ 18.62 27,500 $ 36.24 Employee Stock Purchase Plan The Company’s employee stock purchase plan commenced on July 1, 2018 and provides for consecutive six-month offering periods. During fiscal 2019, 1,341 shares of common stock were issued under the Company’s employee stock purchase plan for which the Company received net proceeds of $45,000. There were no shares issued under the Company’s employee stock purchase plan during fiscal 2018. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 20. Subsequent Events On August 1, 2019, the Company, through its wholly-owned subsidiary, Professional Laundry Systems, LLC (“Professional Laundry Systems”), completed the acquisition of substantially all of the assets of Commercial Laundry Products, Inc., Professional Laundry Systems of PA, Inc., and Professional Laundry Systems West, Inc. (collectively “PLS”), a New York-based distributor of commercial, industrial, and vended laundry products and provider of installation and maintenance services to the new and replacement segments of the commercial, industrial and vended laundry industry. The consideration paid by the Company in connection with the acquisition consisted of cash and stock and was immaterial to the Company on a consolidated basis. Pursuant to the Asset Purchase Agreement, the Company, indirectly through Professional Laundry Systems, also assumed certain of the liabilities of PLS. The financial position, including assets and liabilities, and results of operations of PLS following the August 1, 2019 closing date will be consolidated in the Company’s consolidated financial statements beginning with the quarter ending September 30, 2019. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of EVI Industries, Inc. and its subsidiaries, all of which are wholly-owned. Intercompany transactions and balances have been eliminated in consolidation. |
Revenue Recognition | Revenue Recognition Adoption of New Revenue Standard In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“Topic 606”). Topic 606 supersedes the revenue requirements in ASU Topic 605, “Revenue Recognition” ("Topic 605"), and requires the recognition of revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. To recognize revenue, the Company does the following: · identify the contract(s) with a customer; · identify the performance obligations in the contract; · determine the transaction price; · allocate the transaction price to the performance obligations in the contract; and · recognize revenue when, or as, the entity satisfies a performance obligation. The new standard also includes Subtopic 340-40, “Other Assets and Deferred Costs - Contracts with Customers” (“Subtopic 340-40”), which sets forth requirements relating to the deferral of incremental costs of obtaining a contract with a customer, including the period of amortization of such costs. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenues and cash flows arising from contracts with customers. Collectively, the Company refers to Topic 606 and Subtopic 340-40 as the "New Revenue Standard." The Company adopted the New Revenue Standard on July 1, 2018 using the modified retrospective approach. The New Revenue Standard did not have an impact on the amount and timing of the Company’s revenue recognition through July 1, 2018. Results for reporting periods beginning on and after July 1, 2018 are presented under the New Revenue Standard, while prior period amounts were not adjusted and continue to be reported under the accounting standards in effect for those periods. Revenue Recognition Performance Obligations Revenue primarily consists of revenues from the sale or leasing of commercial and industrial laundry and dry cleaning equipment and steam and hot water boilers manufactured by others; the sale of related replacement parts and accessories; and the provision of installation and maintenance services. The Company generates revenue primarily from the sale of equipment and parts to customers. Therefore, the majority of the Company’s contracts are short-term in nature and have a single performance obligation (to deliver products), and the Company’s performance obligation is satisfied when control of the product is transferred to the customer. Other contracts contain a combination of equipment sales and services expected to be performed in the near-term, which services are distinct and accounted for as separate performance obligations. Revenue is recognized on these contracts when control transfers to the Company’s customers via shipment of products or provision of services and the Company has the right to receive consideration for these products and services. Additionally, from time to time, the Company enters into longer-termed contracts which provide for the sale of the equipment by the Company and the provision by the Company of related installation and construction services. The installation on these types of contracts is usually completed within six to twelve months. From time to time, the Company also enters into maintenance contracts and ad hoc maintenance and installation service contracts. These longer-term contracts, and maintenance and service contracts have a single performance obligation where revenue is recognized over time using the cost-to-cost measure of progress, which best depicts the continuous transfer of control of goods or services to the customer. The Company measures revenue, including shipping and handling fees charged to customers, as the amount of consideration it expects to be entitled to receive in exchange for its goods or services, net of any taxes collected from customers and subsequently remitted to governmental authorities. Costs associated with shipping and handling activities performed after the customer obtains control are accounted for as fulfillment costs and are not promised services that have to be further evaluated under Topic 606. Revenue from products transferred to customers at a point in time include commercial and vended laundry parts and equipment sales and accounted for approximately 83% of the Company’s revenue for the fiscal year ended June 30, 2019. Revenue from products transferred to customers at a point in time is recognized when obligations under the terms of the contract with the Company’s customer are satisfied, which generally occurs with the transfer of control upon shipment. Revenues that are recognized over time include (i) longer-termed contracts that include equipment purchase with installation and construction services, (ii) maintenance contracts, and (iii) service contracts. Revenue from products and services that are recognized over time accounted for approximately 17% of the Company’s revenue for both the fiscal year ended June 30, 2019. Contract Assets and Liabilities Contract assets and liabilities are presented in the Company’s consolidated balance sheets. Contract assets consist of unbilled amounts resulting from sales under longer-term contracts when the cost-to-cost method of revenue recognition is utilized and revenue recognized exceeds the amount billed to the customer. The Company typically receives progress payments on sales under longer-term contracts as work progresses, although for certain contracts, the Company may be entitled to receive an advance payment. Contract assets also include retainage. Retainage represents a portion of the contract amount that has been billed, but for which the contract allows the customer to retain a portion of the billed amount (generally, from 5% to 20% of contract billings) until final contract settlement. Retainage amounts are generally classified as current assets within the Company’s consolidated balance sheets. Retainage that has been billed, but is not due until completion of performance and acceptance by customers, is generally expected to be collected within one year. Contract liabilities consist of advanced payments, billings in excess of costs incurred and deferred revenue. Costs, estimated earnings and billings on longer-term contracts when the cost-to-cost method of revenue recognition is utilized as of June 30, 2019 and 2018 consisted of the following (in thousands): June 30, 2019 2018 Costs incurred on uncompleted contracts $ 19,285 $ 5,286 Estimated earnings 1,224 1,072 Less: revenues recognized to date (19,673 ) (5,605 ) Retainage 797 — Ending balance $ 1,633 $ 753 These amounts are included in the Company’s consolidated balance sheets under the following captions (in thousands): June 30, 2019 2018 Contract assets $ 2,487 $ 1,012 Contract liabilities (854 ) (259 ) Ending balance $ 1,633 $ 753 |
Goodwill | Goodwill Goodwill is recorded when the purchase price paid for an acquisition exceeds the fair value of net assets acquired in a business combination. The Company evaluates goodwill for impairment annually or more frequently when an event occurs or circumstances change that indicate that the carrying value may not be recoverable. Goodwill is tested for impairment at the reporting unit level by first performing a qualitative assessment to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. If the reporting unit does not pass the qualitative assessment, then the reporting unit's carrying value is compared to its fair value. If the fair value is determined to be less than the carrying value, a second step is performed to measure the amount of impairment loss. This step compares the current implied goodwill in the reporting unit to its carrying amount. If the carrying amount of the goodwill exceeds the implied goodwill, an impairment is recorded for the excess. The Company performed its annual impairment test on April 1, 2019 and determined there was no impairment. |
Accounts Receivable | Accounts Receivable Accounts receivable are customer obligations due under what management believes to be customary trade terms. The Company sells its products primarily to laundry plants, hotels, motels, cruise lines, hospitals, nursing homes, government institutions, vended laundry facilities and distributors and dry cleaning stores and chains. The Company performs continuing credit evaluations of its customers’ financial condition and depending on the terms of credit, the amount of the credit granted and management’s history with a customer, the Company may require the customer to grant a security interest in the purchased equipment as collateral for the receivable. Management reviews accounts receivable on a regular basis to determine whether it is probable that any amounts are impaired. The Company includes any balances that are deemed probable to be impaired in its overall allowance for doubtful accounts. The provision for doubtful accounts is recorded in selling, general and administrative expenses in the consolidated statements of operations. If customary attempts to collect a receivable are not successful, the receivable is then written off against the allowance for doubtful accounts. The Company’s allowance for doubtful accounts was $323,000 at June 30, 2019 and $233,000 at June 30, 2018. Actual write-offs may vary from the recorded allowance. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all short term, highly liquid investments that are readily convertible to cash with an original maturity of three months or less when purchased to be cash equivalents. The Company has not experienced any losses in such accounts and believes it is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. |
Inventories | Inventories Inventories consist principally of equipment inventories and spare part inventories. Equipment inventories are valued at the lower of cost, determined on the specific identification method, or net realizable value. Spare part inventories are valued at the lower of average cost or net realizable value. Lower of cost or net realizable value adjustments are recorded in cost of goods sold in the consolidated statement of operations. |
Equipment, Improvements and Depreciation | Equipment, Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated on straight-line methods over useful lives of five to seven years for furniture and equipment and the shorter of ten years or the remaining lease term (including renewal periods that are deemed reasonably assured) for leasehold improvements. Depreciation and amortization of property and equipment is included in selling, general and administrative expenses in the consolidated statements of operations. Repairs and maintenance costs are expensed as incurred. |
Customer-Related Intangibles, Tradenames and Other Intangible Assets | Customer-Related Intangibles, Finite-lived intangibles are amortized over their estimated useful life while indefinite-lived intangibles and goodwill are not amortized. Customer-related intangibles, non-compete, and other finite-lived intangible assets are stated at cost less accumulated amortization, and are amortized on a straight-line basis over the estimated future periods to be benefited (5-10 years). Amortization of finite-lived intangibles is included in selling, general and administrative expenses in the consolidated statements of operations. The Company also evaluates indefinite-lived intangible assets each reporting period to determine whether events and circumstances continue to support an indefinite useful life. The Company performed its annual impairment test on April 1, 2019 and determined there was no impairment. |
Asset Impairments | Asset Impairments The Company periodically reviews the carrying amounts of its long-lived assets, including property, plant and equipment and finite-lived intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If an asset is considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of are reported at the lower of their carrying amount or fair value less estimated costs to sell. The Company has concluded that there was no impairment of long-lived assets in the fiscal year ended June 30, 2019 (sometimes hereinafter referred to as “fiscal 2019”) or the fiscal year ended June 30, 2018 (sometimes hereinafter referred to as “fiscal 2018”). |
Estimates | Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Management evaluates these estimates on an ongoing basis. Estimates which may be particularly significant to the Company’s consolidated financial statements include those relating to the determination of impairment of assets (including goodwill and intangible assets), the useful life of property and equipment, net realizable value of inventory, the residual value of leased equipment, the recoverability of deferred income tax assets, allowances for doubtful accounts, intangible assets, estimates to complete on contracts where revenue is recognized over time, the carrying value of inventories and long-lived assets, the timing of revenue recognition, and sales returns and allowances. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the recognition of revenues and expenses and the carrying value of assets and liabilities that are not readily apparent from other sources. Assumptions and estimates may, however, prove to have been incorrect, and actual results may differ from these estimates. |
Earnings Per Share | Earnings Per Share The Company computes earnings per share using the two-class method. The two-class method of computing earnings per share is an earnings allocation formula that determines earnings per share for common stock and any participating securities according to dividends declared (whether paid or unpaid) and participation rights in undistributed earnings. Shares of the Company’s common stock subject to unvested restricted stock awards are considered participating securities because these awards contain a non-forfeitable right to dividends paid prior to forfeiture of the restricted stock, if any, irrespective of whether the awards ultimately vest. During fiscal 2019 and fiscal 2018, the Company issued awards of 34,345 and 66,226 shares of restricted stock, respectively, under the EVI Industries, Inc. 2015 Equity Incentive Plan (see Note 19). Such shares are deemed to constitute a second class of stock for accounting purposes. Basic and diluted earnings per share for fiscal 2019 and fiscal 2018 are computed as follows (in thousands, except per share data): For the years ended 2019 2018 Net income $ 3,743 $ 3,966 Less: distributed and 260 295 Net income allocated to EVI $ 3,483 $ 3,671 Weighted average shares 11,533 10,840 Dilutive common share 489 437 Weighted average shares 12,022 11,277 Basic earnings per share $ 0.30 $ 0.34 Diluted earnings per share $ 0.29 $ 0.33 At June 30, 2019, other than 813,610 unvested shares subject to restricted stock awards, there were no potentially dilutive securities outstanding. The remaining 69,744 shares of restricted common stock were not included in the calculation of diluted earnings per share because their impact was anti-dilutive. At June 30, 2018, other than 437,000 shares subject to restricted stock awards, there were no potentially dilutive securities outstanding. The remaining 466,148 shares of restricted common stock were not included in the calculation of diluted earnings per share because their impact was anti-dilutive. |
Supplier Concentration | Supplier Concentration The Company purchases laundry, dry cleaning equipment, boilers and other products from a number of manufacturers and suppliers. Purchases from three of these manufacturers accounted for a total of approximately 62% of the Company’s purchases for fiscal 2019 and purchases from four manufacturers accounted for approximately 76% of the Company’s purchases for fiscal 2018. |
Advertising Costs | Advertising Costs The Company expenses the cost of advertising as of the first date an advertisement is run. The Company incurred approximately $355,000 and $164,000 of advertising costs for fiscal 2019 and 2018, respectively, which are included in selling, general and administrative expenses in the consolidated statements of operations. |
Shipping and Handling | Shipping and Handling Shipping and handling costs associated with inbound freight are capitalized to inventories and relieved through cost of sales as inventories are sold. Shipping and handling costs associated with the delivery of products is included in selling, general and administrative expenses. |
Fair Value of Certain Current Assets and Current Liabilities | Fair Value of Certain Current Assets and Current Liabilities Fair value is the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. The inputs used to measure fair value are prioritized based on a three-level hierarchy. The three levels of inputs used to measure fair value are as follows: · Level 1 - Quoted prices in active markets for identical assets and liabilities. · Level 2 - Observable inputs other than quoted prices included in Level 1. This includes dealer and broker quotations, bid prices, quoted prices for similar assets and liabilities in active markets, or other inputs that are observable or can be corroborated by observable market data. · Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes discounted cash flow methodologies and similar techniques that use significant unobservable inputs. The Company has no assets or liabilities that are adjusted to fair value on a recurring basis. The Company did not have any assets or liabilities measured at fair value on a nonrecurring basis during fiscal 2019 or 2018, except for certain assets acquired and liabilities assumed in a business combination (as described in Note 3). The Company’s cash and cash equivalents, accounts receivable and accounts payable are reflected in the accompanying consolidated financial statements at cost, which approximated estimated fair value, using Level 1 inputs, as they are maintained with various high-quality financial institutions and have original maturities of three months or less. The fair value of the Company’s indebtedness was estimated using Level 2 inputs based on quoted prices for those or similar debt instruments using applicable interest rates as of June 30, 2019 and approximate the carrying value of such debt because it accrues interest at variable rates that are repriced frequently. |
Customer Deposits | Customer Deposits Customer deposits represent advances paid by customers when placing orders for equipment with the Company. |
Net Investment in Sales Type Leases | Net Investment in Sales Type Leases The Company derives a portion of its revenue from leasing arrangements. Such arrangements provide for monthly payments covering the equipment sales, maintenance, and interest. These arrangements meet the criteria to be accounted for as sales type leases. Accordingly, the equipment sale is recognized upon delivery of the system and acceptance by the customer. Upon the recognition of revenue, an asset is established for the investment in sales type leases. Maintenance revenue and interest are recognized monthly over the lease term. |
Income Taxes | Income Taxes The Company recognizes income taxes using the asset and liability method. Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributed to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. If it is determined that it is more likely than not that some portion of a deferred tax asset will not be realized, a valuation allowance is recognized. Significant judgment is required in developing the Company’s provision for income taxes, deferred tax assets and liabilities, and any valuation allowances that might be required against the deferred tax assets. Management evaluates the Company’s ability to realize its deferred tax assets on a quarterly basis and adjusts the valuation allowance when it believes that it is more likely than not that the asset will not be realized. There were no valuation allowance adjustments during fiscal 2019 or fiscal 2018. The Company accounts for uncertainty in income taxes using a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount which is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments and which may not accurately reflect actual outcomes. The Company does not believe that there are any unrecognized tax benefits as of June 30, 2019 or 2018 related to tax positions taken on its income tax returns. The Company’s policy is to classify interest and penalties related to unrecognized tax benefits, if and when required, as part of interest expense and general and administrative expense, respectively, in the consolidated statements of operations. On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act of 2017 (the "Tax Act"). The Tax Act represents significant U.S. federal tax reform legislation that includes a permanent reduction to the U.S. federal corporate income tax rate. Pursuant to Staff Accounting Bulletin (“SAB”) No. 118 (“SAB 118”), the Company’s measurement period for implementing the accounting changes required by the Tax Act closed on December 22, 2018. The Company completed the accounting for the effects of the Tax Act in the second quarter of fiscal 2019, which did not result in any changes to previously reported amounts, and there were no adjustments to the preliminary amounts previously recognized. |
Recently Issued Accounting Guidance | Recently Issued In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (“Topic 842”), which is designed to increase transparency and comparability by requiring the recognition of lease assets and lease liabilities on the balance sheet and the disclosure of certain additional information about leasing arrangements. The new standard will require an entity to recognize the following for all leases (with the exception of short-term leases) at the commencement date (i) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (ii) a right-of-use (ROU) asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Topic 842 is effective for fiscal years beginning after December 15, 2018 (i.e., the fiscal year ending June 30, 2020 for the Company). In July 2018, updated guidance was issued which provides an additional transition method of adoption that allows entities to initially apply the standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company adopted Topic 842 utilizing this modified retrospective adoption method with an effective date of July 1, 2019. Consequently, the accompanying financial statements and footnotes have not been updated to comply with Topic 842. The Company has completed scoping reviews to identify a complete population of leases, and determined its population of leases is comprised largely of real estate leases. While the Company continues to assess all of the effects of adopting Topic 842, the Company currently believes the most significant effects will relate to the recognition of new ROU assets and lease liabilities on the consolidated balance sheet for its real estate operating leases. The Company does not expect that the adoption of Topic 842 will have a significant impact on the Company’s consolidated statements of operations or cash flows. Topic 842 provides a number of optional practical expedients and policy elections in transition. The Company expects to elect the ‘package of practical expedients’, which permits the Company not to reassess under the new standard prior conclusions about lease identification, lease classification and initial direct costs. The Company does not expect to elect the use-of-hindsight or the practical expedient pertaining to land easements. Topic 842 also provides practical expedients for an entity’s ongoing accounting. The Company expects to elect the short-term lease recognition exemption for all leases that qualify (i.e., leases of 12 months or less). This means, for those leases that qualify, the Company, if it elects such exemptions, will not recognize ROU assets or lease liabilities, including ROU assets or lease liabilities for existing short-term leases of those assets in transition. The Company also currently expects to elect the practical expedient to not separate lease and non-lease components for all of the Company’s leases. In January 2017, the FASB issued ASU No. 2017-04, “Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment”, which is designed to simplify the subsequent measurement of goodwill. The new guidance will eliminate the second step from the goodwill impairment test required in computing the implied fair value of goodwill. Instead, under the amendment, an entity will be required to perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and, if applicable, the entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the charge recognized should not exceed the total amount of goodwill allocated to that reporting unit. If applicable, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when performing the goodwill impairment test. The amendments in this guidance are effective for public business entities for annual and interim goodwill impairment tests performed in fiscal years beginning after December 15, 2019 (the fiscal year ending June 30, 2021 for the Company), with early adoption permitted. The Company is currently evaluating the impact, if any, that adopting this guidance may have on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40) Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract” (“ASU 2018-15”), to reduce diversity in practice in accounting for the costs of implementing cloud computing arrangements that are service contracts. ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for internal-use software. Accounting for the service element of the cloud computing arrangement is not affected by the new guidance. Under ASU 2018-15, amortization expense and payments for, and asset balances related to, such capitalized implementation costs are to be presented within the same line items of the entity’s balance sheets and statements of operations and cash flows, as the related balances and service fee activity would be presented. ASU 2018-15 is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating the potential effect of the adoption of ASU 2018-15 on its consolidated financial statements. Management does not believe the impact of other issued accounting standards and updates, which are not yet effective, will have a material impact on the Company’s consolidated financial position, results of operations or cash flows upon adoption. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Costs, Estimated Earnings and Billings on Percentage of Completion Contracts | Costs, estimated earnings and billings on longer-term contracts when the cost-to-cost method of revenue recognition is utilized as of June 30, 2019 and 2018 consisted of the following (in thousands): June 30, 2019 2018 Costs incurred on uncompleted contracts $ 19,285 $ 5,286 Estimated earnings 1,224 1,072 Less: revenues recognized to date (19,673 ) (5,605 ) Retainage 797 — Ending balance $ 1,633 $ 753 |
Schedule of Amounts Included in Consolidated Balance Sheet | These amounts are included in the Company’s consolidated balance sheets under the following captions (in thousands): June 30, 2019 2018 Contract assets $ 2,487 $ 1,012 Contract liabilities (854 ) (259 ) Ending balance $ 1,633 $ 753 |
Schedule of Basic and Diluted Earnings Per Share | Basic and diluted earnings per share for fiscal 2019 and fiscal 2018 are computed as follows (in thousands, except per share data): For the years ended 2019 2018 Net income $ 3,743 $ 3,966 Less: distributed and 260 295 Net income allocated to EVI $ 3,483 $ 3,671 Weighted average shares 11,533 10,840 Dilutive common share 489 437 Weighted average shares 12,022 11,277 Basic earnings per share $ 0.30 $ 0.34 Diluted earnings per share $ 0.29 $ 0.33 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Business Acquisition [Line Items] | |
Schedule of Supplemental Pro Forma Results of Operations | The following unaudited supplemental pro forma information presents the results of operations of the Company, after giving effect to the TRS Acquisition, AA Acquisition, SEI Acquisition, PAC Acquisition and the four other acquisitions completed during fiscal 2019 as described above, as if the Company had completed each such transaction and all related financing transactions on July 1, 2017, using the estimated fair values of the assets acquired and liabilities assumed. These unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the Company would have been if the acquisitions and related financing transactions had occurred on the date assumed, nor are they indicative of future results of operations. For the year ended (in thousands) 2019 2018 Revenues $ 252,182 $ 240,711 Net income 4,472 7,046 |
TRS Acquisition [Member] | |
Business Acquisition [Line Items] | |
Schedule of Purchase Price | The computation of the purchase price consideration and the allocation of the consideration to the net assets acquired are presented in the following tables (in thousands): Purchase price consideration: Cash consideration, net of cash acquired (a) $ 6,474 Stock consideration (b) 9,027 Total purchase price consideration, net of cash acquired $ 15,501 (a)Includes $8,250,000 paid net of $1.8 million of cash acquired. (b)Calculated as 338,115 shares of the Company’s common stock, multiplied by $26.70, the closing price of the Company’s common stock on the closing date. |
Schedule of Allocation of Purchase Price Consideration | Allocation of purchase price consideration: Accounts receivable $ 3,416 Inventory 3,050 Other assets 1,565 Equipment and improvements 805 Intangible assets 5,200 Accounts payable and accrued expenses (2,220 ) Customer deposits (1,289 ) Total identifiable net assets 10,527 Goodwill 4,974 Total $ 15,501 |
AA Acquisition [Member] | |
Business Acquisition [Line Items] | |
Schedule of Purchase Price | The computation of the purchase price consideration and the allocation of the consideration to the net assets acquired are presented in the following tables (in thousands): Purchase price consideration: Cash consideration, net of cash acquired (a) $ 7,175 Stock consideration (b) 12,349 Total purchase price consideration, net of cash acquired $ 19,524 (a)Includes $8,119,000 paid at closing (inclusive of a preliminary working capital adjustment) net of $0.9 million of cash acquired. (b)Calculated as 348,360 shares of the Company’s common stock, multiplied by $35.45, the closing price of the Company’s common stock on the closing date. |
Schedule of Allocation of Purchase Price Consideration | Allocation of purchase price consideration: Accounts receivable $ 2,850 Inventory 2,816 Other assets 2,966 Equipment and improvements 771 Intangible assets 4,300 Accounts payable and accrued expenses (1,228 ) Customer deposits (285 ) Total identifiable net assets 12,190 Goodwill 7,334 Total $ 19,524 |
SEI Acquisition [Member] | |
Business Acquisition [Line Items] | |
Schedule of Purchase Price | The computation of the purchase price consideration and the preliminary allocation of the consideration to the net assets acquired are presented in the following tables (in thousands): Purchase price consideration: Cash consideration, net of cash acquired (a) $ 3,709 Stock consideration (b) 9,436 Total purchase price consideration, net of cash acquired $ 13,145 (a)Includes $6,500,000 paid net of $2.8 million of cash acquired. (b)Calculated as 209,678 shares of the Company’s common stock, multiplied by $45.00, the closing price of the Company’s common stock on the closing date. |
Schedule of Allocation of Purchase Price Consideration | Allocation of purchase price consideration: Accounts receivable $ 2,658 Inventory 1,595 Other assets 156 Equipment and improvements 424 Intangible assets 3,100 Accounts payable and accrued expenses (740 ) Customer deposits (398 ) Total identifiable net assets 6,795 Goodwill 6,350 Total $ 13,145 |
PAC Acquisition [Member] | |
Business Acquisition [Line Items] | |
Schedule of Purchase Price | The computation of the purchase price consideration and the preliminary allocation of the consideration to the net assets acquired are presented in the following tables (in thousands): Purchase price consideration: Cash consideration, net of cash acquired (a) $ 5,312 Stock consideration (b) 6,653 Total purchase price consideration, net of cash acquired $ 11,965 (a)Includes $6,400,000 paid net of $1.1 million of cash acquired. (b)Calculated as 179,847 shares of the Company’s common stock, multiplied by $36.99, the closing price of the Company’s common stock on the closing date. |
Schedule of Allocation of Purchase Price Consideration | Allocation of purchase price consideration: Accounts receivable $ 2,231 Inventory 2,136 Other assets 158 Equipment and improvements 357 Intangible assets 3,000 Accounts payable and accrued expenses (1,912 ) Customer deposits (465 ) Assumption of debt (200 ) Total identifiable net assets 5,305 Goodwill 6,660 Total $ 11,965 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable as of June 30, 2019 and 2018 consisted of the following (in thousands): June 30, 2019 2018 Accounts receivable - trade $ 26,158 $ 14,761 Contract receivables 4,722 770 Retention receivables — 728 30,880 16,259 Allowance for doubtful accounts (323 ) (233 ) $ 30,557 $ 16,026 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories as of June 30, 2019 and 2018 were comprised of (in thousands): June 30, 2019 2018 Equipment and parts $ 26,735 $ 15,603 Reserve (290 ) (253 ) $ 26,445 $ 15,350 |
Other Current Assets (Tables)
Other Current Assets (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Other Assets [Abstract] | |
Schedule of Other Current Assets | Other current assets as of June 30, 2019 and 2018 were comprised of (in thousands): June 30, 2019 2018 Other receivables $ 856 $ 480 Prepaid insurance 251 295 Other current assets 1,831 1,275 $ 2,938 $ 2,050 |
Net Investment in Sales Type _2
Net Investment in Sales Type Leases (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Sales-type Lease, Lease Income [Abstract] | |
Future Minimum Lease Payments Receivable | The future minimum lease payments receivable for sales type leases are as follows (in thousands): Fiscal years ending June 30, Total Minimum Amortization of Net Investment in 2020 $ 1,383 $ 765 $ 618 2021 889 530 359 2022 600 320 280 2023 354 163 191 2024 140 57 83 Thereafter 94 51 43 $ 1,574 * * Excludes residual values of $1.4 million |
Equipment and Improvements (Tab
Equipment and Improvements (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Major Classes of Equipment and Improvements | Major classes of equipment and improvements as of June 30, 2019 and 2018 consisted of the following (in thousands): June 30, 2019 2018 Furniture and equipment $ 3,365 $ 2,019 Leasehold improvements 1,567 674 Vehicles 3,902 1,989 8,834 4,682 Accumulated depreciation and amortization (2,969 ) (1,699 ) $ 5,865 $ 2,983 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Carrying Amount of Goodwill | The changes in the carrying amount of goodwill are as follows (in thousands): Balance at June 30, 2017 $ 24,753 Goodwill from TRS Acquisition 4,974 Goodwill from AA Acquisition 7,334 Balance at June 30, 2018 37,061 Goodwill from SEI Acquisition 6,350 Goodwill from PAC Acquisition 6,660 Goodwill from other acquisitions (as described in Note 3) 4,430 Balance at June 30, 2019 $ 54,501 |
Schedule of License, Trademarks and Other Intangible Assets | Customer-related intangibles, tradenames and other intangible assets as of June 30, 2019 and 2018 consisted of the following (dollars in thousands): June 30, Estimated Useful Lives (in years) 2019 2018 Customer-related intangibles 8-10 $ 15,340 $ 10,380 Tradenames Indefinite 9,145 6,055 Covenants not to compete 5 566 566 License agreements 10 529 529 Trademarks and patents 10-15 176 176 25,756 17,706 Accumulated amortization (3,405 ) (1,931 ) $ 22,351 $ 15,775 |
Schedule of Estimated Future Amortization | Based on the carrying amount of intangible assets as of June 30, 2019, and assuming no future impairment of the underlying assets, the estimated future amortization at the end of each fiscal year in the five-year period ending June 30, 2024 and thereafter is as follows (in thousands): Fiscal years ending June 30, 2020 $ 1,665 2021 1,659 2022 1,593 2023 1,550 2024 1,550 Thereafter 5,189 Total $ 13,206 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses as of June 30, 2019 and 2018 were comprised of (in thousands): June 30, 2019 2018 Accounts payable $ 11,305 $ 7,691 Accrued expenses 5,065 3,371 Sales tax accruals 1,138 680 $ 17,508 $ 11,742 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Taxes | The following are the components of income taxes (in thousands): Fiscal years ended June 30, 2019 2018 Current Federal $ 673 $ 1,192 State 339 542 1,012 1,734 Deferred Federal 663 562 State 198 120 861 682 $ 1,873 $ 2,416 |
Schedule of Reconciliation of Income Tax Expense Computed at the Federal Statutory Tax Rate of Provision for Income Taxes | The reconciliation of income tax expense computed at the federal statutory tax rate of 21% and 28% for the fiscal years ended June 30, 2019 and 2018, respectively, to the provision for income taxes is as follows (in thousands): Fiscal years ended June 30, 2019 2018 Tax at the statutory rate $ 1,180 $ 1,788 State income taxes, 323 319 Other 370 309 $ 1,873 $ 2,416 Effective tax rate 33.4 % 37.9 % |
Schedule of Significant Components of the Company's Current and Noncurrent Deferred Tax Assets and Liabilities | Deferred income taxes reflect the net tax effect of temporary differences between the bases of assets and liabilities for financial reporting purposes and the bases used for income tax purposes. Significant components of the Company’s current and noncurrent deferred tax assets and liabilities as of June 30, 2019 and 2018 were as follows (in thousands): Fiscal years ended June 30, 2019 2018 Deferred tax assets: Allowance for doubtful accounts $ 116 $ 66 Inventory capitalization 471 303 Stock compensation 499 277 Other 46 74 1,132 720 Deferred tax liabilities: Goodwill (1,375 ) (664 ) Depreciation (1,217 ) (614 ) Intangible assets (248 ) — (2,840 ) (1,278 ) Net deferred income tax (liabilities) assets $ (1,708 ) $ (558 ) |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term debt | The Company’s long-term debt as of June 30, 2019 and 2018 was as follows (in thousands): June 30, June 30, Term Loan $ — $ 6,375 Revolving Line of Credit 40,800 3,697 Less: unamortized discount and deferred financing costs (237 ) (60 ) Total debt, net 40,563 10,012 Less: current maturities of long-term debt — (1,195 ) Total long-term debt $ 40,563 $ 8,817 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Minimum Future Rental Commitments | Minimum future rental commitments for all of the Company’s real property leases, including those with related parties, approximate the following (in thousands): Fiscal years ending June 30, 2020 $ 1,922 2021 1,554 2022 1,332 2023 1,031 2024 179 Total $ 6,018 |
Equity Plan (Tables)
Equity Plan (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Non-vested Restricted Stock Activity | The following is a summary of non-vested restricted stock activity as of, and for the fiscal year ended, June 30, 2019: Restricted Stock Awards Restricted Stock Units Shares Weighted- Shares Weighted- Non-vested restricted stock outstanding at June 30, 2018 903,102 $ 18.41 — $ — Granted 6,845 36.53 27,500 36.24 Vested (54,093 ) 17.43 — — Forfeited — — — — Non-vested restricted stock outstanding at June 30, 2019 855,854 $ 18.62 27,500 $ 36.24 |
General (Details)
General (Details) - USD ($) | Feb. 05, 2019 | Feb. 09, 2018 | Oct. 10, 2016 | Oct. 31, 2017 | Jun. 19, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | |
Business Acquisition [Line Items] | ||||||||
Acquisition net of cash acquired | $ 12,542,000 | $ 13,352,000 | ||||||
Western State Design, LLC [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 18,500,000 | |||||||
Shares consideration | 2,044,990 | |||||||
Martin-Ray Laundry Systems, Inc [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 2,000,000 | |||||||
Shares consideration | 98,668 | |||||||
Tri-State Technical Services [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 7,952,000 | |||||||
Shares consideration | 338,115 | |||||||
AA Acquisition [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 8,100,000 | |||||||
Shares consideration | 348,360 | |||||||
Acquisition net of cash acquired | [1] | 7,175,000 | ||||||
Scott Equipment [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 6,500,000 | |||||||
Shares consideration | 209,678 | |||||||
PAC Acquisition [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 6,400,000 | |||||||
Shares consideration | 179,847 | |||||||
Acquisition net of cash acquired | [2] | $ 5,312,000 | ||||||
Other Acquisition [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 3,500,000 | |||||||
Shares consideration | 141,000 | |||||||
Acquisition net of cash acquired | $ 738,000 | |||||||
[1] | Includes $8,119,000 paid at closing (inclusive of a preliminary working capital adjustment) net of $0.9 million of cash acquired. | |||||||
[2] | Includes $6,400,000 paid net of $1.1 million of cash acquired. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Accounting Policies [Line Items] | ||
Allowance for doubtful accounts | $ 323,000 | $ 233,000 |
Dilutive securities outstanding | 489,000 | 437,000 |
Advertising costs | $ 355,000 | $ 164,000 |
At a point in time [Member] | Commercial and vended laundry parts and equipment sales [Member] | ||
Accounting Policies [Line Items] | ||
Revenue, Remaining Performance Obligation, Percentage | 83.00% | |
Recognized over time [Member] | Service contracts [Member] | ||
Accounting Policies [Line Items] | ||
Revenue, Remaining Performance Obligation, Percentage | 17.00% | |
Minimum [Member] | ||
Accounting Policies [Line Items] | ||
Percentage of retainage of contract billings | 5.00% | |
Estimated future period of customer-related intangibles, non-compete, and other finite-lived intangible assets | 5 years | |
Maximum [Member] | ||
Accounting Policies [Line Items] | ||
Percentage of retainage of contract billings | 20.00% | |
Estimated future period of customer-related intangibles, non-compete, and other finite-lived intangible assets | 10 years | |
Leasehold improvements [Member] | ||
Accounting Policies [Line Items] | ||
Useful life of property and equipment | shorter of ten years or the remaining lease term | |
Furniture and equipment [Member] | Minimum [Member] | ||
Accounting Policies [Line Items] | ||
Useful life of property and equipment | 5 years | |
Furniture and equipment [Member] | Maximum [Member] | ||
Accounting Policies [Line Items] | ||
Useful life of property and equipment | 7 years | |
Supplier Concentration Risk [Member] | ||
Accounting Policies [Line Items] | ||
Concentration Risk, Percentage | 62.00% | 76.00% |
Restricted stock [Member] | ||
Accounting Policies [Line Items] | ||
Dilutive securities outstanding | 813,610 | 437,000 |
Restricted Stock Awards [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive securities | 69,744 | 466,148 |
2015 Equity Incentive Plan [Member] | ||
Accounting Policies [Line Items] | ||
Restricted stock awards issued | 34,345 | 66,226 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Schedule of Costs, Estimated Earnings and Billings) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jun. 30, 2018 |
Receivables [Abstract] | ||
Costs incurred on uncompleted contracts | $ 19,285 | $ 5,286 |
Estimated earnings | 1,224 | 1,072 |
Less: revenues recognized to date | (19,673) | (5,605) |
Retainage | 797 | |
Ending balance | $ 1,633 | $ 753 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Schedule of Amounts Included in Consolidated Balance Sheets) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jun. 30, 2018 |
Receivables [Abstract] | ||
Contract assets | $ 2,487 | $ 1,012 |
Contract liabilities | (854) | (259) |
Ending balance | $ 1,633 | $ 753 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Schedule of Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Accounting Policies [Abstract] | ||
Net income | $ 3,743 | $ 3,966 |
Less: distributed and undistributed income allocated to non-vested restricted common stock | 260 | 295 |
Net income allocated to EVI Industries, Inc. shareholders | $ 3,483 | $ 3,671 |
Weighted average shares outstanding used in basic earnings per share | 11,533 | 10,840 |
Dilutive common share equivalents | 489 | 437 |
Weighted average shares outstanding used in dilutive earnings per share | 12,022 | 11,277 |
Basic earnings per share | $ 0.30 | $ 0.34 |
Diluted earnings per share | $ 0.29 | $ 0.33 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) - USD ($) | Feb. 05, 2019 | Sep. 12, 2018 | Feb. 09, 2018 | Oct. 31, 2017 | Jun. 30, 2019 | Jun. 30, 2018 |
Business Acquisition [Line Items] | ||||||
Revenue from acquisitions included in consolidated results of operations | $ 98,800,000 | |||||
Net income from acquisitions included in consolidated results of operations | 2,900,000 | |||||
Tri-State Technical Services [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash Consideration | $ 7,952,000 | |||||
Stock Consideration | 338,115 | |||||
Acquisition legal and other professional fees | $ 137,000 | |||||
Total purchase price for accounting purposes | 17,300,000 | |||||
Cash acquired | 1,800,000 | |||||
Tri-State Technical Services [Member] | Trade Names [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Indefinite lived intangible assets acquired | 1,500,000 | |||||
Tri-State Technical Services [Member] | Customer-related intangible assets [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Finite lived intangible assets acquired | $ 3,700,000 | |||||
Amortized life | 10 years | |||||
Tri-State Technical Services [Member] | Goodwill [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Amortized life | 15 years | |||||
AA Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash Consideration | $ 8,100,000 | |||||
Stock Consideration | 348,360 | |||||
Acquisition legal and other professional fees | 160,000 | |||||
Total purchase price for accounting purposes | $ 8,119,000 | 20,400,000 | ||||
Cash acquired | $ 900,000 | $ 900,000 | ||||
Closing price | $ 35.45 | |||||
AA Acquisition [Member] | Trade Names [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Indefinite lived intangible assets acquired | $ 1,800,000 | |||||
AA Acquisition [Member] | Customer-related intangible assets [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Finite lived intangible assets acquired | $ 2,500,000 | |||||
Amortized life | 10 years | |||||
AA Acquisition [Member] | Goodwill [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Amortized life | 15 years | |||||
SEI Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash Consideration | $ 6,500,000 | |||||
Stock Consideration | 209,678 | |||||
Acquisition legal and other professional fees | $ 65,000 | |||||
Total purchase price for accounting purposes | 15,900,000 | |||||
Cash acquired | $ 2,800,000 | |||||
Closing price | $ 45 | |||||
SEI Acquisition [Member] | Trade Names [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Indefinite lived intangible assets acquired | $ 1,300,000 | |||||
SEI Acquisition [Member] | Customer-related intangible assets [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Finite lived intangible assets acquired | $ 1,800,000 | |||||
Amortized life | 10 years | |||||
SEI Acquisition [Member] | Goodwill [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Amortized life | 15 years | |||||
PAC Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash Consideration | $ 6,400,000 | |||||
Stock Consideration | 179,847 | |||||
Number of shares transferred to PAC's ESOP | 114,634 | |||||
Acquisition legal and other professional fees | $ 182,000 | |||||
Total purchase price for accounting purposes | 13,100,000 | |||||
Cash acquired | $ 1,100,000 | |||||
Closing price | $ 36.99 | |||||
PAC Acquisition [Member] | Trade Names [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Indefinite lived intangible assets acquired | $ 1,100,000 | |||||
PAC Acquisition [Member] | Customer-related intangible assets [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Finite lived intangible assets acquired | $ 1,900,000 | |||||
Amortized life | 10 years | |||||
PAC Acquisition [Member] | Goodwill [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Amortized life | 15 years | |||||
Other Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash Consideration | $ 3,500,000 | |||||
Stock Consideration | 141,000 | |||||
Cash acquired | $ 738,000 | |||||
Other Acquisition [Member] | Trade Names [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Finite lived intangible assets acquired | 4,500,000 | |||||
Other Acquisition [Member] | Customer-related intangible assets [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Finite lived intangible assets acquired | 1,300,000 | |||||
Other Acquisition [Member] | Goodwill [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Finite lived intangible assets acquired | $ 690,000 |
Acquisitions (Schedule of Purch
Acquisitions (Schedule of Purchase price) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | ||
Purchase price consideration: | |||
Cash Consideration, net of cash acquired | $ 12,542 | $ 13,352 | |
TRS Acquisition [Member] | |||
Purchase price consideration: | |||
Cash Consideration, net of cash acquired | [1] | 6,474 | |
Stock Consideration | [2] | 9,027 | |
Total purchase price consideration, net of cash acquired | 15,501 | ||
AA Acquisition [Member] | |||
Purchase price consideration: | |||
Cash Consideration, net of cash acquired | [3] | 7,175 | |
Stock Consideration | [4] | 12,349 | |
Total purchase price consideration, net of cash acquired | 19,524 | ||
SEI Acquisition [Member] | |||
Purchase price consideration: | |||
Cash Consideration, net of cash acquired | [5] | 3,709 | |
Stock Consideration | [6] | 9,436 | |
Total purchase price consideration, net of cash acquired | 13,145 | ||
PAC Acquisition [Member] | |||
Purchase price consideration: | |||
Cash Consideration, net of cash acquired | [7] | 5,312 | |
Stock Consideration | [8] | 6,653 | |
Total purchase price consideration, net of cash acquired | $ 11,965 | ||
[1] | Includes $8,250,000 paid net of $1.8 million of cash acquired. | ||
[2] | Calculated as 338,115 shares of the Company's common stock, multiplied by $26.70, the closing price of the Company's common stock on the closing date. | ||
[3] | Includes $8,119,000 paid at closing (inclusive of a preliminary working capital adjustment) net of $0.9 million of cash acquired. | ||
[4] | Calculated as 348,360 shares of the Company's common stock, multiplied by $35.45, the closing price of the Company's common stock on the closing date. | ||
[5] | Includes $6,500,000 paid net of $2.8 million of cash acquired. | ||
[6] | Calculated as 209,678 shares of the Company's common stock, multiplied by $45.00, the closing price of the Company's common stock on the closing date. | ||
[7] | Includes $6,400,000 paid net of $1.1 million of cash acquired. | ||
[8] | Calculated as 179,847 shares of the Company's common stock, multiplied by $36.99, the closing price of the Company's common stock on the closing date. |
Acquisitions (Schedule of Alloc
Acquisitions (Schedule of Allocation of purchase price consideration) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 |
Allocation of purchase price consideration (in thousands): | |||
Goodwill | $ 54,501 | $ 37,061 | $ 24,753 |
TRS Acquisition [Member] | |||
Allocation of purchase price consideration (in thousands): | |||
Accounts receivable | 3,416 | ||
Inventory | 3,050 | ||
Other assets | 1,565 | ||
Equipment and improvements | 805 | ||
Intangible assets | 5,200 | ||
Accounts payable and accrued expenses | (2,220) | ||
Customer deposits | (1,289) | ||
Total identifiable net assets | 10,527 | ||
Goodwill | 4,974 | ||
Total | 15,501 | ||
AA Acquisition [Member] | |||
Allocation of purchase price consideration (in thousands): | |||
Accounts receivable | 2,850 | ||
Inventory | 2,816 | ||
Other assets | 2,966 | ||
Equipment and improvements | 771 | ||
Intangible assets | 4,300 | ||
Accounts payable and accrued expenses | (1,228) | ||
Customer deposits | (285) | ||
Total identifiable net assets | 12,190 | ||
Goodwill | 7,334 | ||
Total | 19,524 | ||
SEI Acquisition [Member] | |||
Allocation of purchase price consideration (in thousands): | |||
Accounts receivable | 2,658 | ||
Inventory | 1,595 | ||
Other assets | 156 | ||
Equipment and improvements | 424 | ||
Intangible assets | 3,100 | ||
Accounts payable and accrued expenses | (740) | ||
Customer deposits | (398) | ||
Total identifiable net assets | 6,795 | ||
Goodwill | 6,350 | ||
Total | 13,145 | ||
PAC Acquisition [Member] | |||
Allocation of purchase price consideration (in thousands): | |||
Accounts receivable | 2,231 | ||
Inventory | 2,136 | ||
Other assets | 158 | ||
Equipment and improvements | 357 | ||
Intangible assets | 3,000 | ||
Accounts payable and accrued expenses | (1,912) | ||
Customer deposits | (465) | ||
Assumption of debt | (200) | ||
Total identifiable net assets | 5,305 | ||
Goodwill | 6,660 | ||
Total | $ 11,965 |
Acquisitions (Schedule of Suppl
Acquisitions (Schedule of Supplemental Pro Forma Results of Operations) (Details) - Western State Design [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Business Acquisition [Line Items] | ||
Revenues | $ 252,182 | $ 240,711 |
Net income | $ 4,472 | $ 7,046 |
Accounts Receivable (Schedule o
Accounts Receivable (Schedule of Accounts Receivable) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jun. 30, 2018 |
Receivables [Abstract] | ||
Accounts receivable- trade | $ 26,158 | $ 14,761 |
Contract receivables | 4,722 | 770 |
Retention receivables | 728 | |
Account receivables gross | 30,880 | 16,259 |
Allowance for doubtful accounts | (323) | (233) |
Account receivables net | $ 30,557 | $ 16,026 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Inventory Disclosure [Abstract] | ||
Equipment and parts | $ 26,735 | $ 15,603 |
Reserve | (290) | (253) |
Inventories, net | 26,445 | 15,350 |
Inventory written-down | $ 290 | $ 253 |
Other Current Assets (Details)
Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jun. 30, 2018 |
Other Assets [Abstract] | ||
Other receivables | $ 856 | $ 480 |
Prepaid insurance | 251 | 295 |
Other current assets | 1,831 | 1,275 |
Total other current assets | $ 2,938 | $ 2,050 |
Net Investment in Sales Type _3
Net Investment in Sales Type Leases (Narrative) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jun. 30, 2018 |
Sales-type Lease, Lease Income [Abstract] | ||
Residual values | $ 1,400 | |
Total net investment in sales type leases | 3,000 | $ 2,800 |
Current portion Sales type leases | 500 | 400 |
Long term portion sales type leases | $ 2,500 | $ 2,400 |
Net Investment in Sales Type _4
Net Investment in Sales Type Leases (Future Minimum Lease Payments Receivable) (Details) $ in Thousands | Jun. 30, 2019USD ($) | |
Property Subject to or Available for Operating Lease [Line Items] | ||
2020 | $ 618 | |
2021 | 359 | |
2022 | 280 | |
2023 | 191 | |
2024 | 83 | |
Thereafter | 43 | |
Future minimum lease payments receivable | 1,574 | [1] |
Total Minimum Lease Payments to be Received [Member] | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
2020 | 1,383 | |
2021 | 889 | |
2022 | 600 | |
2023 | 354 | |
2024 | 140 | |
Thereafter | 94 | |
Amortization of Unearned Income [Member] | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
2020 | 765 | |
2021 | 530 | |
2022 | 320 | |
2023 | 163 | |
2024 | 57 | |
Thereafter | $ 51 | |
[1] | Excludes residual values of $1.4 million |
Equipment and Improvements (Det
Equipment and Improvements (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Property, Plant and Equipment [Line Items] | ||
Equipment and improvements, gross | $ 8,834 | $ 4,682 |
Accumulated depreciation and amortization | (2,969) | (1,699) |
Equipment and improvements, net | 5,865 | 2,983 |
Depreciation and amortization of equipment and improvements | 1,200 | 721 |
Furniture and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Equipment and improvements, gross | 3,365 | 2,019 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Equipment and improvements, gross | 1,567 | 674 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Equipment and improvements, gross | $ 3,902 | $ 1,989 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Schedule of Carrying Amount of Goodwill) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Balance, beginning | $ 37,061 | $ 24,753 |
Goodwill from TRS Acquisition | 4,974 | |
Goodwill from AA Acquisition | 7,334 | |
Goodwill from SEI Acquisition | 6,350 | |
Goodwill from PAC Acquisition | 6,660 | |
Goodwill from other acquisitions (as described in Note 3) | 4,430 | |
Balance, ending | $ 54,501 | $ 37,061 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets (Schedule of Franchise License, Trademarks and Other Intangible Assets) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, gross | $ 25,756 | $ 17,706 |
Accumulated amortization | (3,405) | (1,931) |
Intangible assets, net | 22,351 | 15,775 |
Amortization expense | $ 1,500 | 858 |
Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives (in years) | 5 years | |
Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives (in years) | 10 years | |
Customer-related intangibles [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, gross | $ 15,340 | 10,380 |
Estimated Useful Lives (in years) | 10 years | |
Weighted average remaining estimated useful lives | 8 years 4 months 24 days | |
Customer-related intangibles [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives (in years) | 8 years | |
Customer-related intangibles [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives (in years) | 10 years | |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, gross | $ 9,145 | 6,055 |
Estimated Useful Lives (in years), Description | Indefinite | |
Covenants not to compete [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, gross | $ 566 | 566 |
Estimated Useful Lives (in years) | 5 years | |
Weighted average remaining estimated useful lives | 2 years 4 months 24 days | |
License agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, gross | $ 529 | 529 |
Estimated Useful Lives (in years) | 10 years | |
Weighted average remaining estimated useful lives | 0 years | |
Trademarks and patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, gross | $ 176 | $ 176 |
Weighted average remaining estimated useful lives | 1 year | |
Trademarks and patents [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives (in years) | 10 years | |
Trademarks and patents [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives (in years) | 15 years |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets (Schedule of Estimated Future Amortization) (Details) $ in Thousands | Jun. 30, 2019USD ($) |
Expected amortization expense for the years ending June 30, | |
2020 | $ 1,665 |
2021 | 1,659 |
2022 | 1,593 |
2023 | 1,550 |
2024 | 1,550 |
Thereafter | 5,189 |
Intangible assets, net | $ 13,206 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jun. 30, 2018 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 11,305 | $ 7,691 |
Accrued expenses | 5,065 | 3,371 |
Sales tax accruals | 1,138 | 680 |
Accounts payable and accrued expenses | $ 17,508 | $ 11,742 |
Income Taxes (Schedule of Compo
Income Taxes (Schedule of Components of Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Current | ||
Federal | $ 673 | $ 1,192 |
State | 339 | 542 |
Current | 1,012 | 1,734 |
Deferred | ||
Federal | 663 | 562 |
State | 198 | 120 |
Deferred | 861 | 682 |
Total | $ 1,873 | $ 2,416 |
Income Taxes (Schedule of Recon
Income Taxes (Schedule of Reconciliation of Income Tax Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||
Federal statutory tax rate | 21.00% | 28.00% |
Reconciliation of income tax expense computed at the Federal statutory tax rate of 28% to the provision for income taxes | ||
Tax at the statutory rate | $ 1,180 | $ 1,788 |
State income taxes, net of federal benefit | 323 | 319 |
Other | 370 | 309 |
Total | $ 1,873 | $ 2,416 |
Effective tax rate | 33.40% | 37.90% |
Income Taxes (Schedule of Signi
Income Taxes (Schedule of Significant Components of Company's Current and Noncurrent Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jun. 30, 2018 |
Deferred tax assets: | ||
Allowance for doubtful accounts | $ 116 | $ 66 |
Inventory capitalization | 471 | 303 |
Stock compensation | 499 | 277 |
Other | 46 | 74 |
Deferred tax assets | 1,132 | 720 |
Deferred tax liabilities: | ||
Goodwill | (1,375) | (664) |
Depreciation | (1,217) | (614) |
Intangible assets | (248) | |
Deferred tax liabilities | (2,840) | (1,278) |
Net deferred income tax (liabilities) assets | $ (1,708) | $ (558) |
Debt (Narrative) (Details)
Debt (Narrative) (Details) - USD ($) | Nov. 02, 2018 | Feb. 08, 2018 | Oct. 30, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | Oct. 07, 2016 |
Debt Instrument [Line Items] | ||||||
Debt outstanding | $ 40,563,000 | $ 10,012,000 | ||||
Line of credit amount outstanding | 40,800,000 | 3,697,000 | ||||
Revolving credit facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Revolving line of credit facility amount | $ 100,000,000 | $ 20,000,000 | ||||
Debt outstanding | 5,000,000 | |||||
Fees, costs and expenses | $ 88,000 | |||||
Basis of variable interest rate | LIBOR plus a margin that ranges from 1.25% to 1.75% depending on the Company’s consolidated leverage ratio, which is a ratio of consolidated funded indebtedness to consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) (the “Consolidated Leverage Ratio”) or (b) the highest of (i) prime, (ii) the federal funds rate plus 50 basis points, and (iii) the one month LIBOR rate plus 100 basis points (such highest rate, the “Base Rate”), plus a margin that ranges from 0.25% to 0.75% depending on the Consolidated Leverage Ratio. Swingline loans bear interest calculated at the Base Rate plus a margin that ranges from 0.25% to 0.75% depending on the Consolidated Leverage Ratio. | |||||
Expiration date | Nov. 2, 2023 | |||||
Line of credit amount outstanding | $ 40,000,000 | 3,700,000 | ||||
Credit facility term | 5 years | 5 years | ||||
Proceeds from credit facility | $ 12,600,000 | |||||
Amount available for borrowing under the Revolving Line of Credit | 6,900,000 | |||||
Revolving credit facility [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Revolving line of credit facility amount | $ 140,000,000 | $ 22,200,000 | ||||
Revolving credit facility [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Revolving line of credit facility amount | 20,000,000 | |||||
Revolving line of credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Revolving line of credit facility amount | 15,000,000 | |||||
Debt outstanding | 10,000,000 | |||||
Proceeds from credit facility | $ 8,100,000 | |||||
Revolving line of credit [Member] | AA Acquisition [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Revolving line of credit facility amount | 20,000,000 | |||||
Revolving line of credit [Member] | AA Acquisition [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Revolving line of credit facility amount | $ 15,000,000 | |||||
Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Revolving line of credit facility amount | $ 5,000,000 | |||||
Line of credit amount outstanding | $ 6,400,000 | |||||
Proceeds from credit facility | 7,900,000 | |||||
Proceeds from term loan | 2,800,000 | |||||
Term Loan [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Annual payments | 100,000 | |||||
Term Loan [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Annual payments | $ 60,000 | |||||
Term Loan [Member] | AA Acquisition [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Proceeds from term loan | $ 5,000,000 |
Debt (Schedule of Long-term deb
Debt (Schedule of Long-term debt) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jun. 30, 2018 |
Debt Disclosure [Abstract] | ||
Term Loan | $ 6,375 | |
Revolving Line of Credit | 40,800 | 3,697 |
Less: unamortized discount and deferred financing costs | (237) | (60) |
Total debt, net | 40,563 | 10,012 |
Less: current maturities of long-term debt | (1,195) | |
Total long-term debt | $ 40,563 | $ 8,817 |
Related Party Transactions (Det
Related Party Transactions (Details) | 12 Months Ended | |||
Jun. 30, 2019USD ($)ft² | Jun. 30, 2018USD ($) | Jan. 02, 2019USD ($) | Nov. 01, 2018USD ($) | |
Related Party Transaction [Line Items] | ||||
Annual rent payment, year one | $ 1,922,000 | |||
Rental expense | $ 1,500,000 | $ 704,000 | ||
Michael S. Steiner [Member] | ||||
Related Party Transaction [Line Items] | ||||
Area of lease | ft² | 28,000 | |||
Lease start date | Nov. 1, 2014 | |||
Annual rent payment, year one | $ 12,000 | |||
Rental expense | $ 146,000 | 137,000 | ||
Dennis Mack [Member] | ||||
Related Party Transaction [Line Items] | ||||
Original lease term | 5 years | |||
Area of lease | ft² | 17,600 | |||
Lease start date | Oct. 10, 2016 | |||
Annual rent payment, year one | $ 12,000 | |||
Rental expense | $ 144,000 | 144,000 | ||
Matt Stephenson [Member] | Tri-State [Member] | ||||
Related Party Transaction [Line Items] | ||||
Original lease term | 5 years | |||
Area of lease | ft² | 81,000 | |||
Annual rent payment, year one | $ 21,000 | |||
Rental expense | $ 252,000 | 168,000 | ||
Mike Zuffinetti [Member] | ||||
Related Party Transaction [Line Items] | ||||
Original lease term | 5 years | |||
Area of lease | ft² | 17,000 | |||
Annual rent payment, year one | $ 13,500 | $ 36,000 | $ 26,000 | |
Rental expense | $ 369,000 | $ 87,000 | ||
Mike Zuffinetti [Member] | A Advantage [Member] | ||||
Related Party Transaction [Line Items] | ||||
Original lease term | 5 years | |||
Area of lease | ft² | 5,000 | |||
Annual rent payment, year one | $ 3,950 | |||
Scott Martin [Member] | Scott Equipment [Member] | ||||
Related Party Transaction [Line Items] | ||||
Original lease term | 5 years | |||
Area of lease | ft² | 18,000 | |||
Annual rent payment, year one | $ 11,000 | |||
Rental expense | $ 114,000 | |||
Frank Costabile [Member] | PAC Industries Inc. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Original lease term | 4 years | |||
Area of lease | ft² | 29,500 | |||
Annual rent payment, year one | $ 14,600 | |||
Rental expense | $ 73,000 |
Concentrations of Credit Risk (
Concentrations of Credit Risk (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Concentration Risk [Line Items] | ||
Account receivable | $ 30,557,000 | $ 16,026,000 |
Customer Concentration Risk [Member] | Single third party [Member] | ||
Concentration Risk [Line Items] | ||
Account receivable | $ 4,000,000 | |
Revenues [Member] | Customer Concentration Risk [Member] | Federal Government Agency [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk | 9.00% | 8.00% |
Commitments and Contingencies_2
Commitments and Contingencies (Schedule of Minimum Future Rental Commitments) (Details) $ in Thousands | Jun. 30, 2019USD ($) |
Minimum future rental commitments for the years ending June 30, | |
2020 | $ 1,922 |
2021 | 1,554 |
2022 | 1,332 |
2023 | 1,031 |
2024 | 179 |
Total | $ 6,018 |
Commitments and Contingencies_3
Commitments and Contingencies (Narrative) (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Rental expense | $ 1,500,000 | $ 704,000 |
Outstanding performance and payment bonds | $ 8,000,000 | 8,300,000 |
Estimated costs to complete projects secured by performance and payment bonds | $ 4,400,000 |
Retirement Plan (Details)
Retirement Plan (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Retirement Benefits [Abstract] | ||
Employer matching contribution percentage | 6.00% | |
Period after which employees are eligible to participate in the plan | 1 year | |
Plan contributions | $ 453,000 | $ 228,000 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) | Dec. 11, 2018 | Dec. 12, 2017 | Jun. 30, 2019 | Jun. 30, 2018 |
Stockholders' Equity Note [Abstract] | ||||
Cash dividends declared | $ .13 | $ 0.12 | ||
Dividends | $ 1,600,000 | $ 1,400,000 | $ 1,619,000 | $ 1,403,000 |
Dividend paid date | Jan. 8, 2019 | Jan. 9, 2018 | ||
Dividend record date | Dec. 26, 2018 | Dec. 26, 2017 |
Equity Plan (Narrative) (Detail
Equity Plan (Narrative) (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized under 2015 Equity Incentive Plan | 1,500,000 | |
Awards granted under 2015 Equity Incentive Plan | 34,345 | 66,226 |
Vesting period | 4 years | 4 years |
Unrecognized compensation expense, net of estimated forfeitures, related to non-vested restricted stock | $ 15,100,000 | |
Unrecognized compensation expense, net of estimated forfeitures, related to non-vested restricted stock, Period | 17 years 3 months 19 days | |
Share-based compensation expense | $ 1,700,000 | $ 1,600,000 |
Grant date fair value of restricted stock | 1,200,000 | 2,500,000 |
Fair value of stock vested | $ 728,000 | $ 707,000 |
Restricted stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock vested | 54,093 | 53,700 |
Common Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock vested | 20,248 | 20,918 |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Remaining vesting period | 5 years | 10 years |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Remaining vesting period | 31 years | 29 years |
Common Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock issued under employee stock purchase plan | 1,341 | |
Proceeds from issuance | $ 45,000 |
Equity Plan (Schedule of Non-ve
Equity Plan (Schedule of Non-vested Restricted Stock Activity) (Details) | 12 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Restricted Stock Awards [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Non-vested awards or units outstanding, beginning of period | shares | 903,102 |
Granted | shares | 6,845 |
Vested | shares | (54,093) |
Forfeited | shares | |
Non-vested awards or units outstanding, end of period | shares | 855,854 |
Weighted-average grant date fair value, beginning of period | $ / shares | $ 18.41 |
Granted | $ / shares | 36.53 |
Vested | $ / shares | 17.43 |
Forfeited | $ / shares | |
Weighted-average grant date fair value, end of period | $ / shares | $ 18.62 |
Restricted stock Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Non-vested awards or units outstanding, beginning of period | shares | |
Granted | shares | 27,500 |
Vested | shares | |
Forfeited | shares | |
Non-vested awards or units outstanding, end of period | shares | 27,500 |
Weighted-average grant date fair value, beginning of period | $ / shares | |
Granted | $ / shares | 36.24 |
Vested | $ / shares | |
Forfeited | $ / shares | |
Weighted-average grant date fair value, end of period | $ / shares | $ 36.24 |