Document and Entity Information
Document and Entity Information Document - shares | 3 Months Ended | |
Mar. 31, 2021 | May 07, 2021 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2021 | |
Entity File Number | 001-35947 | |
Entity Registrant Name | STAR EQUITY HOLDINGS, INC. | |
Entity Central Index Key | 0000707388 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 33-0145723 | |
Entity Address, Address Line One | 53 Forest Ave. Suite 101, | |
Entity Address, City or Town | Old Greenwich | |
Entity Address, State or Province | CT | |
Entity Address, Postal Zip Code | 06870 | |
City Area Code | 203 | |
Local Phone Number | 489-9500 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Outstanding (in shares) | 5,018,271 | |
Common Stock, par value $0.0001 per share | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | STRR | |
Security Exchange Name | NASDAQ | |
Series A Cumulative Perpetual Preferred Stock, par value $0.0001 per share | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Series A Cumulative Perpetual Preferred Stock, par value $0.0001 per share | |
Trading Symbol | STRRP | |
Security Exchange Name | NASDAQ |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues: | ||
Revenues | $ 22,354 | $ 19,190 |
Cost of revenues: | ||
Cost of revenues | 19,277 | 15,947 |
Gross profit | 3,077 | 3,243 |
Operating expenses: | ||
Selling, general and administrative | 5,055 | 4,863 |
Amortization of intangible assets | 438 | 576 |
Gain on sale of MD Office Solutions | (847) | 0 |
Total operating expenses | 4,646 | 5,439 |
Loss from operations | (1,569) | (2,196) |
Other income (expense): | ||
Other income, net | 1,255 | 160 |
Interest expense, net | (272) | (305) |
Total other income (expense) | 983 | (145) |
Loss from continuing operations before income taxes | (586) | (2,341) |
Income tax expense | (2) | (27) |
Loss from continuing operations, net of tax | (588) | (2,368) |
Income (loss) from discontinued operations, net of tax | 6,020 | (585) |
Net income (loss) | 5,432 | (2,953) |
Deemed dividend on Series A redeemable preferred stock | (479) | (484) |
Net income (loss) attributable to common shareholders | $ 4,953 | $ (3,437) |
Net income (loss) per share—basic and diluted | ||
Net loss per share, continuing operations, basic (usd per share) | $ (0.12) | $ (1.15) |
Net loss per share, continuing operations, diluted (usd per share) | (0.12) | (1.15) |
Net income (loss) per share, discontinued operations, basic (usd per share) | 1.22 | (0.28) |
Net income (loss) per share, discontinued operations, diluted (usd per share) | 1.22 | (0.28) |
Net income (loss) per share - basic (usd per share) | 1.10 | (1.44) |
Net income (loss) per share - diluted (usd per share) | 1.10 | (1.44) |
Dividends declared per common share (in usd per share) | (0.10) | (0.24) |
Net income (loss) per share, attributable to common shareholders — basic and diluted (usd per share) | $ 1.01 | $ (1.67) |
Weighted average shares outstanding - basic (in shares) | 4,916 | 2,055 |
Healthcare | ||
Revenues: | ||
Revenues | $ 13,307 | $ 13,675 |
Cost of revenues: | ||
Cost of revenues | 10,709 | 10,801 |
Construction | ||
Revenues: | ||
Revenues | 9,047 | 5,484 |
Cost of revenues: | ||
Cost of revenues | 8,503 | 5,081 |
Investments | ||
Revenues: | ||
Revenues | 0 | 31 |
Cost of revenues: | ||
Cost of revenues | $ 65 | $ 65 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 13,175 | $ 3,225 |
Restricted cash | 168 | 168 |
Accounts receivable, net | 14,886 | 12,975 |
Inventories, net | 9,838 | 9,787 |
Other current assets | 2,738 | 2,025 |
Assets held for sale | 0 | 20,756 |
Total current assets | 40,805 | 48,936 |
Property and equipment, net | 9,383 | 9,762 |
Operating lease right-of-use assets, net | 2,848 | 1,769 |
Intangible assets, net | 16,362 | 16,900 |
Goodwill | 9,405 | 9,542 |
Other assets | 2,588 | 1,384 |
Total assets | 81,391 | 88,293 |
Current liabilities: | ||
Accounts payable | 5,535 | 4,952 |
Accrued compensation | 3,695 | 2,825 |
Accrued warranty | 180 | 214 |
Deferred revenue | 2,352 | 2,184 |
Short-term debt and current portion of long-term debt | 12,548 | 18,362 |
Payable to related parties | 2,307 | 2,307 |
Operating lease liabilities | 1,075 | 1,011 |
Other current liabilities | 2,859 | 3,000 |
Liabilities held for sale | 0 | 7,871 |
Total current liabilities | 30,551 | 42,726 |
Long-term debt, net of current portion | 1,967 | 3,700 |
Deferred tax liabilities | 51 | 51 |
Operating lease liabilities, net of current portion | 1,824 | 828 |
Other liabilities | 1,018 | 1,059 |
Total liabilities | 35,411 | 48,364 |
Commitments and contingencies (Note 9) | ||
Preferred stock, $0.0001 par value: 10,000,000 shares authorized: 10% Series A Cumulative Redeemable preferred stock, 8,000,000 shares authorized, liquidation preference ($10.00 per share), 1,915,637 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively | 21,979 | 21,500 |
Stockholders’ Equity: | ||
Common stock, $0.0001 par value: 30,000,000 shares authorized; 5,020,969 and 4,798,367 shares issued and outstanding (net of treasury shares) at March 31, 2021 and December 31, 2020, respectively | 0 | 0 |
Treasury stock, at cost; 258,849 shares at March 31, 2021 and December 31, 2020, respectively | (5,728) | (5,728) |
Additional paid-in capital | 149,283 | 149,143 |
Accumulated deficit | (119,554) | (124,986) |
Total stockholders’ equity | 24,001 | 18,429 |
Total liabilities, mezzanine equity and stockholders’ equity | $ 81,391 | $ 88,293 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, dividend rate percentage | 10.00% | 10.00% |
Preferred stock, liquidation preference (in shares) | 8,000,000 | 8,000,000 |
Liquidation preference (usd per share) | $ 10 | $ 10 |
Preferred stock, shares issued (in shares) | 1,915,637 | 1,915,637 |
Preferred stock, outstanding (in shares) | 1,915,637 | 1,915,637 |
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 30,000,000 | 30,000,000 |
Common stock, issued (in shares) | 5,020,969 | 4,798,367 |
Common stock, outstanding (in shares) | 5,020,969 | 4,798,367 |
Treasury stock (in shares) | 258,849 | 258,849 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating activities | ||
Net income (loss) | $ 5,432 | $ (2,953) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation | 471 | 1,593 |
Amortization of intangible assets | 438 | 814 |
Non-cash lease expense | 584 | 543 |
Provision for bad debt, net | 359 | 32 |
Stock-based compensation | 131 | 109 |
Amortization of loan issuance costs | 50 | 31 |
Debt issuance costs write-off | 130 | 0 |
Gain on disposal of discontinued operations | (5,224) | 0 |
Gain on disposal of MD Office Solutions | (847) | 0 |
Loss on sale of assets | 34 | 180 |
Gain on Paycheck Protection Program loan forgiveness | (1,220) | 0 |
Deferred income taxes | 0 | 20 |
Other, net | (23) | 26 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (2,476) | 3,606 |
Inventories | (51) | 481 |
Other assets | (782) | 154 |
Accounts payable | 258 | (1,525) |
Accrued compensation | 1,075 | (1,123) |
Deferred revenue | 119 | (166) |
Operating lease liabilities | (597) | (545) |
Other liabilities | (93) | (654) |
Net cash (used in) provided by operating activities | (2,232) | 623 |
Investing activities | ||
Purchases of property and equipment | (449) | (158) |
Proceeds from sale of discontinued operations | 18,750 | 0 |
Proceeds from sale of property and equipment | 14 | 23 |
Net cash provided by (used in) investing activities | 18,315 | (135) |
Financing activities | ||
Proceeds from borrowings | 32,088 | 31,996 |
Repayment of debt | (38,495) | (32,407) |
Loan issuance costs | 0 | (317) |
Proceeds from exercise of warrants | 493 | 0 |
Taxes paid related to net share settlement of equity awards | (6) | 0 |
Repayment of obligations under finance leases | (260) | (229) |
Net cash used in financing activities | (6,180) | (957) |
Net increase (decrease) in cash, cash equivalents, and restricted cash including cash classified within current assets held for sale | 9,903 | (469) |
Less: Net (decrease) increase in cash classified within current held for sale | (47) | 108 |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 9,950 | (577) |
Cash, cash equivalents, and restricted cash at beginning of period | 3,393 | 1,987 |
Cash, cash equivalents, and restricted cash at end of period | 13,343 | 1,410 |
Non-Cash Investing Activities | ||
MD Office Solutions Promissory Note Receivable | 1,385 | 0 |
Non-Cash Financing Activities | ||
Gain on Paycheck Protection Program Loan Forgiveness | $ 1,220 | $ 0 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Perpetual Preferred Stock | Common stock | Treasury Stock | Additional paid-in capital | Accumulated deficit |
Beginning balance (shares) at Dec. 31, 2019 | 1,916 | 2,050 | ||||
Beginning balance at Dec. 31, 2019 | $ 21,095 | $ 19,602 | $ 0 | $ (5,728) | $ 145,352 | $ (118,529) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock-based compensation | 109 | 109 | ||||
Shares issued under stock incentive plans, net of shares withheld for employee taxes (in shares) | 5 | |||||
Shares issued under stock incentive plans, net of shares withheld for employee taxes | 0 | |||||
Accrued dividend on redeemable preferred stock | (484) | $ 484 | ||||
Net income (loss) | (2,953) | (2,953) | ||||
Ending balance (shares) at Mar. 31, 2020 | 1,916 | 2,055 | ||||
Ending balance at Mar. 31, 2020 | 17,767 | $ 20,086 | $ 0 | (5,728) | 144,977 | (121,482) |
Beginning balance (shares) at Dec. 31, 2020 | 1,916 | 4,798 | ||||
Beginning balance at Dec. 31, 2020 | 18,429 | $ 21,500 | $ 0 | (5,728) | 149,143 | (124,986) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock-based compensation | 131 | 131 | ||||
Shares issued under stock incentive plans, net of shares withheld for employee taxes (in shares) | 3 | |||||
Shares issued under stock incentive plans, net of shares withheld for employee taxes | (5) | (5) | ||||
Accrued dividend on redeemable preferred stock | $ (479) | $ 479 | ||||
Proceeds received from warrants exercise (in shares) | 220 | |||||
Proceeds from exercise of warrants | $ 493 | |||||
Net income (loss) | 5,432 | 5,432 | ||||
Ending balance (shares) at Mar. 31, 2021 | 1,916 | 5,021 | ||||
Ending balance at Mar. 31, 2021 | $ 24,001 | $ 21,979 | $ 0 | $ (5,728) | $ 149,283 | $ (119,554) |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation Basis of Presentation The unaudited consolidated financial statements included in this Form 10-Q have been prepared in accordance with the U.S. Securities and Exchange Commission (the “SEC”) instructions for Quarterly Reports on Form 10-Q. Accordingly, the consolidated financial statements are unaudited and do not contain all the information required by U.S. generally accepted accounting principles (“GAAP”) to be included in a full set of financial statements. The unaudited condensed consolidated balance sheet at December 31, 2020 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by GAAP for a complete set of financial statements. The audited consolidated financial statements for our fiscal year ended December 31, 2020, filed with the SEC on Form 10-K on March 29, 2021, include a summary of our significant accounting policies and should be read in conjunction with this Form 10-Q. In the opinion of management, all material adjustments necessary to present fairly the results of operations, cash flows, and balance sheets for such periods have been included in this Form 10-Q. All such adjustments are of a normal recurring nature. The results of operations for interim periods are not necessarily indicative of the results of operations for the entire year. The Company and Discontinued Operations On March 31, 2021, Star Equity Holdings, Inc. (“Star Equity,” the “Company,” “we,” or “our”), a diversified holding company with three divisions: Healthcare, Construction, and Investments, announced the completion of the sale of DMS Health Technologies, Inc., a North Dakota corporation and wholly owned indirect subsidiary of Star Equity (“DMS Health”), for $18.75 million in cash, as originally announced on November 3, 2020 (the “DMS Sale Transaction”). The assets and liabilities of DMS Health were previously classified as held for sale and the results of DMS Health’s operations were presented as a discontinued operations in our previously issued financial statements. Unless otherwise noted, discussion within these notes to the consolidated financial statements relates to continuing operations. Refer to Note 2. Discontinued Operations for additional information. COVID-19 Pandemic During the three months ended March 31, 2021, we experienced a $0.4 million decrease in Healthcare division revenue which was offset by a $3.6 million increase, in Construction division revenue, as compared to the same period of the prior year. With the COVID-19 vaccine rollout now well underway, we are hopeful that we will gradually make our way back to pre-COVID levels of business activity. We believe the uncertainty surrounding the pandemic will continue to decrease as we progress through 2021. On the healthcare side, we expect to see imaging volume recover as the pandemic is brought under control. In construction, we expect that continued recovery in employment and a strong housing market will underpin the growth we are seeing. However, we are unsure about the potential impact. Mezzanine Equity Pursuant to the Certificate of Designations, Rights and Preferences of 10% Series A Cumulative Perpetual Preferred Stock of Star Equity Holdings, Inc. (formerly Digirad Corporation) (the “Certificate of Designations”), upon a Change of Control Triggering Event, as defined in the Certificate of Designations, holders of the 10% Series A Cumulative Perpetual Preferred Stock (the “Company Preferred Stock”) may require us to redeem the Company Preferred Stock at a price of $10.00 per share, plus any accumulated and unpaid dividends (a “Change of Control Redemption”). As this redemption feature of the shares is not solely within the control of the Company, the Company Preferred Stock does not qualify as permanent equity and has been classified as mezzanine or temporary equity. Accordingly, the Company Preferred Stock is not redeemable and it was not probable that the Company Preferred Stock would become redeemable as of March 31, 2021. Therefore, we are not currently required to accrete the Preferred Stock to its redemption value. In addition to a Change of Control Redemption, the Certificate of Designations also provides that the Company may redeem (at its option, in whole or in part) the Company Preferred Stock following the fifth anniversary of issuance of the Company Preferred Stock, at a cash redemption price of $10.00 per share, plus any accumulated and unpaid dividends. Common Stock Equity Offering On May 28, 2020, we closed a public offering (the “Offering”) of 2,225,000 shares of our common stock, and 2,225,000 warrants (the “Warrants”) to purchase up to 1,112,500 additional shares of our common stock. The Offering price was $2.24 per share of common stock and $0.01 per accompanying Warrant (for a combined Offering price of $2.25), initially raising $5.0 million in gross proceeds before underwriter discounts and offering-related expenses. The underwriting agreement (the “Underwriting Agreement”) we entered into with Maxim Group LLC (“Maxim”), as representative of the underwriters, for the Offering contained customary representations, warranties, and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and Maxim and certain other obligations. Pursuant to the terms of the Underwriting Agreement, we granted to Maxim an option for a period of 45 days (the “Over-Allotment Option”) to purchase up to 225,000 additional shares of our common stock and 225,000 Warrants to purchase up to an additional 112,500 shares of our common stock. Effective as of the closing of the Offering, Maxim exercised the Over-Allotment Option for the purchase of 225,000 Warrants for a price of $0.01 per Warrant. On June 10, 2020, Maxim exercised the Over-Allotment Option for the purchase of 225,000 shares of our common stock for a price of $2.24 per share, before underwriting discounts. The closing of the sale of the over-allotment shares brought the total number of shares of common stock we sold in the Offering to 2,450,000 shares, and total gross proceeds to approximately $5.5 million. In addition, the Company received $0.5 million from investors in the Offering throughout the balance of 2020 due to the exercise of a portion of the Warrants sold in the Offering, bringing the total gross proceeds from equity issuance to $6.0 million. The net proceeds to the Company from the Offering and Warrant exercises in 2020 were approximately $5.2 million (inclusive of the exercise of the over-allotment option), after deducting underwriter fees and offering-related expenses estimated at $0.8 million. We used a significant portion of the net proceeds from the Offering to fund working capital needs at our construction businesses, particularly related to modular housing projects which we produced at KBS Builders, Inc. (“KBS”) for the Boston-area projects. The remainder of the net proceeds is being used for working capital and for other general corporate purposes. We have broad discretion in determining how the proceeds of the Offering is used, and our discretion is not limited by the aforementioned possible uses. As of March 31, 2021, 0.9 million warrants were exercised and 1.5 million warrants remained outstanding at an exercise price of $2.25. Liquidity Outlook The accompanying financial statements have been prepared assuming we will continue as a going concern, which contemplates the realization of assets and settlement of obligations in the normal course of business. We incurred net losses from operations of approximately $1.6 million and $2.2 million for the three months ended March 31, 2021 and 2020, respectively. We have an accumulated deficit of $119.6 million and $125.0 million as of March 31, 2021 and December 31, 2020, respectively. Net cash used in operations of $2.2 million for the three months ended March 31, 2021 compared to net cash provided by operations of $0.6 million for the same prior year period in 2020. Regarding our debt, we had approximately $12.5 million in short term debt due to our borrowings which is classified as short term as disclosed in Note 8. Debt . The $5.0 million SNB debt primarily supports our healthcare business and actually matures in 2024, but GAAP rules require that the outstanding balance be classified as short-term debt, due to the automatic sweep feature embedded in the traditional lockbox arrangement along with a subjective acceleration clause in the SNB Loan and Security Agreement. In practice, we have the ability to immediately borrow back these daily sweeps to fund our working capital. As of March 31, 2021, we were in compliance with all borrowing arrangements related to our Healthcare division. As of March 31, 2021, we had $4.5 million of borrowing capacity to fund the operations of these divisions. As of March 31, 2021, we have $4.6 million outstanding on our Construction revolvers with Gerber and were in compliance with all borrowing covenants for Gerber, however, we were in breach of our covenants as of December 31, 2020 and may be in breach at our next measurement period at June 30, 2021. While Gerber has historically provided us with waivers, there is no assurance that we will be able to receive waivers for covenant violations in the future, or that we will meet compliance with covenants in the future. Related party notes of $2.3 million was paid off on April 1, 2021 using proceeds from the DMS Sale Transaction. In addition, as of March 31, 2021, we had cash and cash equivalents of $13.3 million. Management believes that the Company has the liquidity and operations to continue to support the business through the next 12 months from the issuance of this Quarterly Report. Our ability to continue as a going concern is dependent on its ability to execute its plans. Use of Estimates Preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses. By their nature, estimates are subject to an inherent degree of uncertainty. Actual results could differ from management’s estimates. Revenue Recognition We recognize revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606 and Topic 842 for the three months ended March 31, 2021 and 2020, which are explained below. Pursuant to ASC 606, Revenue from Contracts with Customers , we recognize revenue when a customer obtains control of promised goods or services. We record the amount of revenue that reflects the consideration that it expects to receive in exchange for those goods or services. We apply the following five-step model in order to determine this amount: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. Revenue recognition is evaluated on a contract by contract basis. Performance obligations are satisfied over time as work progresses or at a point in time. A performance obligation is satisfied over time if we have an enforceable right to payment. Determining if there is an enforceable right to payment is assessed on a contract by contract basis. For contracts requiring over time revenue recognition, the selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. We use a cost-based input measurement of progress because it best depicts the transfer of assets to the customer, which occurs as costs are incurred during the manufacturing process or as services are rendered. Under the cost-based measure of progress, the extent of progress towards completion is measured based on the costs incurred to date. Healthcare Services Revenue Recognition. We generate service revenue primarily from providing diagnostic services and cardiac monitoring services to our customers. Service revenue within our Diagnostic Services reportable segments is derived from providing our customers with contract diagnostic services, which includes use of our imaging systems, qualified personnel, radiopharmaceuticals, licensing, logistics and related items required to perform testing in their own offices. We bill customers either on a per-scan or fixed-payment methodology, depending upon the contract that is negotiated with the customer. Within our Diagnostic Service segment, we also rent cameras to healthcare customers for use in their operations. Rental revenues are structured as either a weekly or monthly payment arrangement, and are recognized in the month services are provided. Revenue related to provision of our services is recognized at the time services are performed. Healthcare Product and Product-Related Revenue Recognition. We generate revenue from product and product-related sales, primarily from the sale of gamma cameras and accessories. Diagnostic Imaging product revenues are generated from the sale of internally developed solid-state gamma camera imaging systems and camera maintenance service contracts. Revenue from sales of imaging systems is generally recognized at point in time upon delivery of systems and acceptance by customers. We also provide installation services and training on cameras sold, primarily in the United States. Installation and initial training is generally performed shortly after delivery and the revenue related to the provision of these services is recognized at the time services are performed. Neither installation nor training is essential to the functionality of the product. Finally, we offer camera maintenance service contracts that are sold beyond the term of the initial warranty, generally one year from the date of purchase. Revenue from these service contracts is deferred and recognized ratably over the period of the obligation. Construction Revenue Recognition. Within the Construction segment, we service residential and commercial construction projects by manufacturing modular housing units and other products and supplies general contractors with building materials. KBS manufactures modular buildings for both single-family residential homes and larger, commercial building projects. Our EdgeBuilder, Inc. (“EdgeBuilder”) subsidiary manufactures structural wall panels, permanent wood foundation systems and other engineered wood products, and our Glenbrook Building Supply, Inc. (“Glenbrook”) subsidiary is a retail supplier of lumber and other building supplies. Revenue is generally recognized at point in time upon delivery of product. Retail sales at Glenbrook are recognized at the point of sale. For bill and hold sales, we determine when the customer obtains control of the product on a case-by-case basis to determine the amount of revenue to recognize each period. Leases Lessee Accounting We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, operating lease liabilities, and operating lease liabilities, net of current portion in our condensed consolidated balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our condensed consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. We use the implicit discount rate when readily determinable; however, as most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Our lease valuation may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. We elected not to separate lease and non-lease components of its operating leases in which it is the lessee and lessor. Additionally, we elected not to recognize right-of-use assets and leases liabilities that arise from short-term leases of twelve months or less. Lessor Accounting Majority of the lease income of the Healthcare division comes from camera rentals and the lease income of the Construction division comes from the rental of the Waterford facility to a commercial tenant. We determine lease classification at the commencement date. Leases not classified as sales-type or direct financing leases are classified as operating leases. The primary accounting criteria we use for lease classification are (a) review to determine if the lease transfers ownership of the underlying asset to the lessee by the end of the lease term, (b) review to determine if the lease grants the lessee a purchase option that the lessee is reasonably certain to exercise, (c) determine, using a seventy-five percent or more threshold, if the lease term is for a major part of the remaining economic life of the underlying asset (however, we do not use this classification criterion when the lease commencement date falls within the last 25 percent of the total economic life of the underlying asset) and (d) determine, using a ninety percent or more threshold, if the present value of the sum of the lease payments and any residual value guarantees equal or exceeds substantially all of the fair value of the underlying asset. We do not lease equipment of such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term. Each of the Company’s leases is classified as an operating lease. We elected the operating lease practical expedient for its leases to not separate non-lease components of regular maintenance services from associated lease components. This practical expedient is available when both of the following are met: (i) the timing and pattern of transfer of the non-lease components and associated lease component are the same and (ii) the lease component, if accounted for separately, would be classified as an operating lease. Property taxes paid by the lessor that are reimbursed by the lessee are considered to be lessor costs of owning the asset, and are recorded gross with revenue included in other non-interest income and expense recorded in operating expenses. We selected a lessor accounting policy election to exclude from revenue and expenses sales taxes and other similar taxes assessed by a governmental authority on lease revenue-producing transactions and collected by the lessor from a lessee. Operating lease equipment is carried at cost less accumulated depreciation. Operating lease equipment is depreciated to its estimated residual value using the straight-line method over the lease term or estimated useful life of the asset. Rental revenue on operating leases is recognized on a straight-line basis over the lease term unless collectability is not probable. In these cases, rental revenue is recognized as payments are received. Recently Adopted Accounting Pronouncements In December of 2019, the Financial Accounting Standards Board issued ASU No 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”). ASU 2019-12 removes certain exceptions to the general principles in Topic 740 in Generally Accepted Accounting Principles. ASU 2019-12 is effective for public entities for fiscal years beginning after December 15, 2020, with early adoption permitted. The Company adopted the guidance during the three months ended 2021. ASU 2019-12 does not have a material effect on the Company’s current financial position, results of operations or financial statement disclosures. New Accounting Standards To Be Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments, which amends the impairment model by requiring entities to use a forward-looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables and available-for-sale debt securities. This update is effective for annual periods beginning after December 15, 2022, and interim periods within those periods, and early adoption is permitted. We expect to adopt the standard on its effective date in the first quarter of 2023. We believe the adoption will modify the way we analyze financial instruments, but currently do not expect the adoption to have a material financial impact on our consolidated financial statements. In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") 2020-04, Reference Rate Reform (Topic 848), to temporarily ease the potential burden in accounting for reference rate reform. The standard provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform. The guidance generally can be applied through December 31, 2022. We will monitor our contracts and transactions for potential application of this ASU. |
Discontinued Operations
Discontinued Operations | 3 Months Ended |
Mar. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On October 30, 2020, Star Equity entered into a Stock Purchase Agreement (the “DMS Purchase Agreement”) by and among the Company, Project Rendezvous Acquisition Corporation, a Delaware corporation and wholly owned subsidiary of the Company (“Seller”), DMS Health, and Knob Creek Acquisition Corp., a Tennessee corporation (“Buyer”) pursuant to which, subject to the satisfaction or waiver of certain conditions, Buyer purchased all of the issued and outstanding common stock of DMS Health from Seller. The purchase price for the DMS Sale Transaction was $18.75 million in cash, subject to certain adjustments, including a working capital adjustment. The DMS Sale Transaction was announced on November 3, 2020, and was subsequently completed on March 31, 2021. We deemed the disposition of the Mobile Healthcare business unit, which was effected upon the closing of the DMS Sale Transaction, to represent a strategic shift that will have a major effect on our operations and financial results. As of December 31, 2020, the Mobile Healthcare business met the criteria to be classified as held for sale. This segment is reported on the Consolidated Statement of Operations as discontinued operations and on the Consolidated Balance Sheet as Assets and Liabilities held for sale. We allocated a portion of interest expense to discontinued operations since the proceeds received from the sale were required to be used to pay down outstanding borrowings under our revolving credit facility with Sterling National Bank. The allocation was based on the ratio of assets generated based on the borrowing capacity to total borrowings capacity for the period. In addition, certain general and administrative costs related to corporate and shared service functions previously allocated to the mobile healthcare reportable segment are included in discontinued operations. The following table presents financial results of DMS Health for the three months ended March 31, 2021 and 2020 business (in thousands): Three Months Ended March 31, 2021 2020 Total revenues $ 9,490 $ 9,667 Total cost of revenues 6,973 8,469 Gross profit 2,517 1,198 Operating expenses: Selling, general and administrative 1,469 1,366 Amortization of intangible assets — 241 Total operating expenses 1,469 1,607 Income (loss) from discontinued operations 1,048 (409) Interest expense (180) (169) Gain on sale of discontinued operations 5,224 — Income (loss) from discontinuing operations before income taxes 6,092 (578) Income tax expense (72) (7) Income (loss) from discontinuing operations $ 6,020 $ (585) The following represents the carrying amounts of the major classes of assets reported as “Assets held for sale” as of twelve months ended December 31, 2020 (in thousands): December 31, 2020 Cash and cash equivalents $ 443 Accounts receivable, net 4,305 Inventories, net 50 Other current assets 459 Property and equipment, net 7,721 Operating lease right-of-use assets, net 4,863 Intangible assets, net 2,915 $ 20,756 The following represents the carrying amounts of the major classes of liabilities reported as “Liabilities held for sale” as of December 31, 2020 (in thousands): December 31, 2020 Accounts payable $ 1,597 Accrued compensation 645 Deferred revenue 96 Operating lease liabilities 4,863 Other current liabilities 560 Deferred tax liabilities 16 Other liabilities 94 $ 7,871 The following table presents the significant non-cash operating, investing and financing activities from discontinued operations for the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, 2021 2020 Operating activities Depreciation $ 8 $ 1,137 Amortization of intangible assets — 241 Non-cash lease expense 256 192 Loss on extinguishment of debt 130 — Gain on sale of DMS discontinued operations (5,224) — Share-based compensation 2 4 Loss on disposal of assets 1 130 Provision for bad debt — 2 Investing activities Purchase of property and equipment (154) (243) Proceeds from sale of discontinued operations 18,750 — Proceeds from sale of property and equipment 3 15 Financing activities Repayment of obligations under finance leases (60) (80) Non-Cash Investing Activities Fixed asset purchases in accounts payable — 150 Lease assets obtained in exchange for new operating lease liabilities — 564 Following is the reconciliation of purchase price to the gain recognized in income from discontinued operations for the three months ended March 31, 2021 (in thousands): Estimated proceeds of the disposition, net of transaction costs $ 18,750 Assets of the businesses (20,920) Liabilities of the businesses 7,712 Transaction expenses (318) Pre-tax gain on the disposition $ 5,224 |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Healthcare Product and Product-Related Revenues and Services Revenue Healthcare product and product-related services revenue are generated from the sale of gamma cameras, accessories and post-warranty maintenance service contracts within our Diagnostic Imaging reportable segment. Healthcare Imaging services revenue are generated from providing diagnostic imaging services to customers within our Diagnostic Services reportable segment. Services revenue also includes lease income generated from camera rentals of imaging systems to our customers. Construction Construction revenue is generated from selling modular buildings for both single-family residential homes, larger commercial building projects and selling structural wall panels, permanent wood foundation systems and other engineered wood products. Investments Star Real Estate Holdings USA, Inc. (“SRE”) generates revenue from the lease of commercial properties and equipment and Lone Star Value Management, LLC (“LSVM”), a Connecticut based exempt reporting advisor through March 31, 2021, provided services that included investment advisory services, and the servicing of pooled investment vehicles. Revenue Recognition Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services. Taxes collected from customers, which are subsequently remitted to governmental authorities, are excluded from revenue. The majority of our contracts have a single performance obligation, as we provide a series of distinct goods or services that are substantially the same and are transferred with the same pattern to the customer. For contracts with multiple performance obligations, we allocate the total transaction price to each performance obligation using our best estimate of the standalone selling price of each distinct good or service in the contract. We use an observable price to determine the stand-alone selling price for separate performance obligations or a cost plus margin approach when one is not available. For bill and hold sales, we determine when the customer obtains control of the product on a case-by-case basis to determine the amount of revenue to recognize each period. Revenue recognition is evaluated on a contract by contract basis. Performance obligations are satisfied over time as work progresses or at a point-in-time. A performance obligation is satisfied over time if the Company has an enforceable right to payment. Determining if there is an enforceable right to is assessed on a contract by contract basis. For contracts requiring over time revenue recognition, the selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. The Company uses a cost-based input measurement of progress because it best depicts the transfer of assets to the customer, which occurs as costs are incurred during the manufacturing process or as services are rendered. Under the cost-based measure of progress, the extent of progress towards completion is measured based on the costs incurred to date. Our products are generally not sold with a right of return and the Company does not provide significant credits or incentives, which may be a variable consideration when estimating the amount of revenue to be recognized. Disaggregation of Revenue The following tables present our revenues for the three months ended March 31, 2021 and 2020, disaggregated by major source (in thousands): Three Months Ended March 31, 2021 Diagnostic Services Diagnostic Imaging Construction Total Major Goods/Service Lines Mobile Imaging $ 10,181 $ — $ — $ 10,181 Camera — 1,422 — 1,422 Camera Support — 1,646 — 1,646 Healthcare Revenue from Contracts with Customers 10,181 3,068 — 13,249 Lease Income 58 — 38 96 Construction — — 9,009 9,009 Total Revenues $ 10,239 $ 3,068 $ 9,047 $ 22,354 Timing of Revenue Recognition Services and goods transferred over time $ 10,239 $ 1,490 $ 2,731 $ 14,460 Services and goods transferred at a point in time — 1,578 6,316 7,894 Total Revenues $ 10,239 $ 3,068 $ 9,047 $ 22,354 Three Months Ended March 31, 2020 Diagnostic Services Diagnostic Imaging Construction Investments Total Major Goods/Service Lines Mobile Imaging $ 10,602 $ — $ — $ — $ 10,602 Camera — 1,339 — — 1,339 Camera Support — 1,522 — — 1,522 Healthcare Revenue from Contracts with Customers 10,602 2,861 — — 13,463 Lease Income 212 — 84 — 296 Construction — — 5,400 — 5,400 Investments — — — 31 31 Total Revenues $ 10,814 $ 2,861 $ 5,484 $ 31 $ 19,190 Timing of Revenue Recognition Services and goods transferred over time $ 10,814 $ 1,487 $ 84 $ — $ 12,385 Services and goods transferred at a point in time — 1,374 5,400 31 6,805 Total Revenues $ 10,814 $ 2,861 $ 5,484 $ 31 $ 19,190 Nature of Goods and Services Mobile Imaging Within our Diagnostic Services segment, our sales are derived from providing services and materials to our customers, primarily physician practices and hospitals that allow them to perform diagnostic imaging services at their site. We typically bundle our services in providing staffing, our imaging systems, licensing, radiopharmaceuticals, and supplies depending on our customers’ needs. Our contracts with customers are typically entered into annually and are billed on a fixed rate per-day or per-scan basis, depending on terms of the contract. For the majority of these contracts, the Company has the right to invoice the customer in an amount that directly corresponds with the value to the customer as the Company performs the services. The Company uses the practical expedient to recognize revenue corresponding with amounts we have the right to invoice for services performed. Camera Within our Diagnostic Imaging segment, camera revenues are generated from the sale of internally developed solid-state gamma camera imaging systems and accessories. We recognize revenue upon transfer of control to the customer at a point-in-time, which is generally upon delivery and acceptance. We also provide installation services and training on cameras we sell, primarily in the United States. Installation and initial training is generally performed shortly after delivery. The Company recognizes revenues for installation and training over time as the customer receives and consumes benefits provided as the Company performs the installation services. Our sale of imaging systems includes a one-year assurance-type warranty. The estimated costs associated with our standard warranties and field service actions continue to be recognized as expense when cameras are sold. Maintenance service contracts sold beyond the term of our standard warranties are accounted for as a service-type warranty and revenue is deferred and recognized ratably over the period of the warranty obligation. Camera Support Within our Diagnostic Imaging segment, camera support revenue is derived from the sale of separately-priced extended maintenance contracts to camera owners, training, and the sale of parts to customers that do not have an extended warranty. Our separately priced service contracts range from 12 to 48 months. Service contracts are usually billed at the beginning of the contract period or at periodic intervals (e.g., monthly, quarterly, or annually) and revenue is recognized ratably over the term of the agreement. Services and training revenues are recognized in the period the services and training are performed. Revenue for sales of parts are recognized when the parts are delivered to the customer and control is transferred. Lease Income Within our Diagnostic Service segment, we also generate income from rentals of state-of-the-art equipment including cameras and ultrasound machines to customers. Rental contracts are structured as either a weekly or monthly payment arrangement and are accounted for as operating leases. Revenues are recognized on a straight-line basis over the term of the rental. Construction Within the Construction segment, we service residential and commercial construction projects by manufacturing modular housing units and other products and supply general contractors with building materials. KBS manufactures modular buildings for both single-family residential homes and larger, commercial building projects. EdgeBuilder manufactures structural wall panels, permanent wood foundation systems and other engineered wood products, and Glenbrook is a retail supplier of lumber and other building supplies. Revenues are evaluated on a contract by contract basis. In general, construction revenues are recognized upon transfer of control to the customer at a point-in-time, which is generally upon delivery and acceptance. However, construction revenues are recognized over time for arrangements with customers for which: (i) performance does not create an asset with an alternative use, and (ii) we have an enforceable right to payment for performance completed to date. Deferred Revenues We record deferred revenues when cash payments are received in advance of our performance. We have determined our contracts do not include a significant financing component. The majority of our deferred revenue relates to payments received on camera support post-warranty service contracts, which are billed at the beginning of the contract period or at periodic intervals (e.g., monthly, quarterly, or annually). Changes in the deferred revenues for continuing operations for three months ended March 31, 2021, is as follows (in thousands): Balance at December 31, 2020 $ 2,352 Revenue recognized that was included in balance at beginning of the year (1,019) Deferred revenue, net, related to contracts entered into during the year 1,327 Balance at March 31, 2021 $ 2,660 Included in the balances above as of March 31, 2021 and December 31, 2020 is non-current deferred revenue included in other liabilities of $308 thousand and $168 thousand, respectively. The Company has elected to use the practical expedient under ASC 606 to exclude disclosures of unsatisfied remaining performance obligations for (i) contracts having an original expected length of one year or less or (ii) contracts for which the practical expedient has been applied to recognize revenue at the amount for which it has a right to invoice. Contract Costs We recognize an asset for the incremental costs of obtaining a contract with a customer if we expect the benefit of those costs to be longer than one year. The Company applies a practical expedient to expense costs as incurred for costs to obtain a contract when the amortization period would have been one year or less. These costs mainly include the Company’s internal sales commissions; under the terms of these programs these are generally earned and the costs are recognized at the time the revenue is recognized. |
Basic and Diluted Net Income (L
Basic and Diluted Net Income (Loss) Per Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share, Basic and Diluted [Abstract] | |
Basic and Diluted Net Income (Loss) Per Share | Basic and Diluted Net Income (Loss) Per Share We present net loss per share attributable to common stockholders in conformity with the two-class method required for participating securities, as the warrants are considered participating securities. We have not allocated net loss attributable to common stockholders to warrants because the holders of our warrants are not contractually obligated to share in our losses. Basic net loss per share attributable to common stockholders is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per share attributable to common stockholders is calculated to give effect to all potential shares of common stock, including common stock issuable upon exercise of warrants, stock options, and restricted stock units (“RSUs”). In periods for which there is a net loss, diluted loss per common share is equal to basic loss per common share, since the effect of including any common stock equivalents would be antidilutive. The following table sets forth the reconciliation of shares used to compute basic and diluted net loss income per share for the periods indicated (in thousands): Three Months Ended 2021 2020 Numerator: Loss from continuing operations, net of tax $ (588) $ (2,368) Income (loss) from discontinued operations, net of tax 6,020 (585) Net income (loss) 5,432 (2,953) Deemed dividend on Series A redeemable preferred stock (479) (484) Net income (loss) attributable to common shareholders $ 4,953 $ (3,437) Denominator: Weighted average shares outstanding - basic and diluted 4,916 2,055 Net loss per common share - basic and diluted Net loss per share, continuing operations $ (0.12) $ (1.15) Net income (loss) per share, discontinued operations $ 1.22 $ (0.28) Net income (loss) per share $ 1.10 $ (1.44) Deemed dividend on Series A perpetual preferred stock per share $ (0.10) $ (0.24) Net income (loss) per share, attributable to common shareholders - basic and diluted $ 1.01 $ (1.67) Antidilutive common stock equivalents are excluded from the computation of diluted loss per share. Stock options and restricted stock units are antidilutive when the assumed proceeds per share are greater than the average market price of the common shares. In addition, in periods where net losses are incurred, stock options and restricted stock units with assumed proceeds per share less than the average market price of the common shares become antidilutive as well. The computation of diluted earnings per share excludes stock options and stock units that are anti-dilutive. The following common stock equivalents were anti-dilutive (in thousands): Three Months Ended 2021 2020 Stock options 25 54 Restricted stock units 68 13 Stock warrants 866 — Total 959 67 |
Supplementary Balance Sheet Inf
Supplementary Balance Sheet Information | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Supplementary Balance Sheet Information | Supplementary Balance Sheet Information The components of inventories are as follows (in thousands): March 31, 2021 December 31, 2020 Raw materials $ 6,170 $ 5,489 Work-in-process 2,879 2,821 Finished goods 1,108 1,876 Total inventories 10,157 10,186 Less reserve for excess and obsolete inventories (319) (399) Total inventories, net $ 9,838 $ 9,787 Property and equipment consist of the following (in thousands): March 31, 2021 December 31, 2020 Land $ 805 $ 805 Buildings and leasehold improvements 4,771 4,771 Machinery and equipment 28,635 29,375 Total property and equipment 34,211 34,951 Less accumulated depreciation (24,828) (25,189) Total property and equipment, net $ 9,383 $ 9,762 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Leases | Leases Lessee We have operating and finance leases for corporate offices, vehicles, and certain equipment. Our leases have remaining lease terms of 1 year to 10 years, some of which include options to extend the leases and some of which include options to terminate the leases within 1 year. Operating leases are included separately in the unaudited condensed consolidated balance sheets and finance lease assets are included in property and equipment with the related liabilities included in other current liabilities and other liabilities in the unaudited consolidated balance sheets. The components of lease expense are as follows (in thousands): Three Months Ended March 31, 2021 2020 Operating lease cost $ 334 $ 328 Finance lease cost: Amortization of finance lease assets $ 106 $ 124 Interest on finance lease liabilities 21 24 Total finance lease cost $ 127 $ 148 Supplemental cash flow information related to leases from continuing operations was as follows (in thousands): Three Months Ended March 31, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 317 $ 282 Operating cash flows from finance leases $ 21 $ 24 Financing cash flows from finance leases $ 149 $ 148 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 1,537 $ 596 Supplemental balance sheet information related to leases was as follows (in thousands): March 31, December 31, Operating lease right-of-use assets, net $ 2,848 $ 1,769 Operating lease liabilities $ 1,075 $ 1,011 Operating lease liabilities, net of current 1,824 828 Total operating lease liabilities $ 2,899 $ 1,839 Finance lease assets $ 2,567 $ 2,765 Finance lease accumulated amortization (1,130) (791) Finance lease assets, net $ 1,437 $ 1,974 Finance lease liabilities $ 580 $ 594 Finance lease liabilities, net of current 722 937 Total finance lease liabilities $ 1,302 $ 1,531 Weighted average remaining lease term (in years) Operating leases 3.1 2.3 Finance leases 2.7 2.8 Weighted average discount rate Operating leases 4.54 % 5.53 % Finance leases 6.44 % 6.44 % We are committed to making future cash payments on non-cancelable operating leases and finance leases (including interest). The future minimum lease payments due under both non-cancelable operating leases and finance leases having initial or remaining lease terms in excess of one year as of March 31, 2021 were as follows (in thousands): Operating Finance 2021 (excludes the three-months ended March 31, 2021) $ 931 $ 507 2022 831 515 2023 330 273 2024 606 118 2025 and thereafter 373 2 Total future minimum lease payments 3,071 1,415 Less amounts representing interest 172 113 Present value of lease obligations $ 2,899 $ 1,302 Lessor |
Leases | Leases Lessee We have operating and finance leases for corporate offices, vehicles, and certain equipment. Our leases have remaining lease terms of 1 year to 10 years, some of which include options to extend the leases and some of which include options to terminate the leases within 1 year. Operating leases are included separately in the unaudited condensed consolidated balance sheets and finance lease assets are included in property and equipment with the related liabilities included in other current liabilities and other liabilities in the unaudited consolidated balance sheets. The components of lease expense are as follows (in thousands): Three Months Ended March 31, 2021 2020 Operating lease cost $ 334 $ 328 Finance lease cost: Amortization of finance lease assets $ 106 $ 124 Interest on finance lease liabilities 21 24 Total finance lease cost $ 127 $ 148 Supplemental cash flow information related to leases from continuing operations was as follows (in thousands): Three Months Ended March 31, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 317 $ 282 Operating cash flows from finance leases $ 21 $ 24 Financing cash flows from finance leases $ 149 $ 148 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 1,537 $ 596 Supplemental balance sheet information related to leases was as follows (in thousands): March 31, December 31, Operating lease right-of-use assets, net $ 2,848 $ 1,769 Operating lease liabilities $ 1,075 $ 1,011 Operating lease liabilities, net of current 1,824 828 Total operating lease liabilities $ 2,899 $ 1,839 Finance lease assets $ 2,567 $ 2,765 Finance lease accumulated amortization (1,130) (791) Finance lease assets, net $ 1,437 $ 1,974 Finance lease liabilities $ 580 $ 594 Finance lease liabilities, net of current 722 937 Total finance lease liabilities $ 1,302 $ 1,531 Weighted average remaining lease term (in years) Operating leases 3.1 2.3 Finance leases 2.7 2.8 Weighted average discount rate Operating leases 4.54 % 5.53 % Finance leases 6.44 % 6.44 % We are committed to making future cash payments on non-cancelable operating leases and finance leases (including interest). The future minimum lease payments due under both non-cancelable operating leases and finance leases having initial or remaining lease terms in excess of one year as of March 31, 2021 were as follows (in thousands): Operating Finance 2021 (excludes the three-months ended March 31, 2021) $ 931 $ 507 2022 831 515 2023 330 273 2024 606 118 2025 and thereafter 373 2 Total future minimum lease payments 3,071 1,415 Less amounts representing interest 172 113 Present value of lease obligations $ 2,899 $ 1,302 Lessor |
Financial Instruments
Financial Instruments | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments | Financial Instruments Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table presents information about our financial assets that are measured at fair value on a recurring basis, and indicates the fair value hierarchy of the valuation techniques we utilize to determine such fair value at March 31, 2021 and December 31, 2020 (in thousands). Fair Value as of March 31, 2021 Level 1 Level 2 Level 3 Total Assets: Equity securities $ 65 $ 49 $ — $ 114 Total $ 65 $ 49 $ — $ 114 Fair Value as of December 31, 2020 Level 1 Level 2 Level 3 Total Assets: Equity securities $ 35 $ 55 $ — $ 90 Total $ 35 $ 55 $ — $ 90 The investment in equity securities consists of common stock of publicly traded companies. The fair value of these securities is based on the closing prices observed on March 31, 2021 and December 31, 2020, respectively. During the three months ended March 31, 2021 and 2020, the Company recorded net unrealized loss and gain of $23 thousand and $26 thousand, respectively, in the other income (expenses) of condensed unaudited consolidated statement of operations. The Company occasionally enters into lumber derivative contracts in order to protect its gross profit margins from fluctuations caused by volatility in lumber prices. At March 31, 2021 and December 31, 2020, the Company had no lumber derivative contracts. We did not reclassify any investments between levels in the fair value hierarchy during the three months ended March 31, 2021.The fair values of the Company’s revolving credit facility approximate carrying value due to the variable rate nature of these borrowings. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt A summary of debt as of March 31, 2021 and December 31, 2020 are as follows (dollars in thousands): March 31, 2021 December 31, 2020 Amount Weighted-Average Interest Rate Amount Weighted-Average Interest Rate Revolving Credit Facility - Gerber KBS $ 2,672 6.00% $ 1,099 6.00% Revolving Credit Facility - Gerber EBGL 1,969 6.00% 2,016 6.00% Revolving Credit Facility - SNB 5,000 2.61% 12,710 2.64% Total Short-term Revolving Credit Facility $ 9,641 4.24% $ 15,825 3.30% Gerber - Star Term Loan $ 271 6.25% $ 262 6.75% Premier - Term Loan 335 5.75% 419 5.75% Total Short Term Debt $ 606 5.97% $ 681 6.13% Short-term Paycheck Protection Program Notes $ 2,301 1.00% $ 1,856 1.00% Short-term debt and current portion of long-term debt $ 12,548 3.73% $ 18,362 3.17% Gerber - Star Term Loan $ 985 6.25% $ 1,058 6.75% Premier - Term Loan 324 5.75% 321 5.75% Total Long Term Debt $ 1,309 6.13% $ 1,379 6.52% Long-term Paycheck Protection Program Notes $ 658 1.00% $ 2,321 1.00% Long-term debt, net of current portion $ 1,967 4.41% $ 3,700 3.06% LSV Co-Invest I Promissory Note (“January Note”) $ 709 12.00% $ 709 12.00% LSV Co-Invest I Promissory Note (“June Note”) 1,220 12.00% 1,220 12.00% LSVM Note 378 12.00% 378 12.00% Total Notes Payable To Related Parties (1) $ 2,307 12.00% $ 2,307 12.00% Total Debt $ 16,822 4.94% $ 24,369 3.99% (1) See Note 12. Related Party Transactions , for information regarding certain ATRM promissory notes that are outstanding. Term Loan Facilities As of March 31, 2021, the short-term debt and current portion of long-term debt included $0.3 million of the Gerber Star term loan, net of issuance costs, and $0.3 million of the Premier term loan. Long-term debt, net of current portion, included $1.0 million of the Gerber Star term loan, net of issuance costs, and $0.3 million of the Premier term loan. The following table presents the Star and Premier term loans balance net of unamortized debt issuance costs as of March 31, 2021 (in thousands): March 31, 2021 Amount Gerber - Star Term Loan $ 1,533 Premier - Term Loan 659 Total Principal 2,192 Unamortized debt issuance costs (277) Total $ 1,915 Sterling Credit Facility On March 29, 2019, the Company entered into a Loan and Security Agreement (the “SNB Loan Agreement”) by and among certain subsidiaries of the Company, as borrowers (collectively, the “SNB Borrowers”); the Company, as guarantor; and Sterling National Bank, a national banking association, as lender (“Sterling” or “SNB”). The SNB Loan Agreement is a five-year credit facility maturing in March 2024, with a maximum credit amount of $20.0 million for revolving loans (the “SNB Credit Facility”). Under the SNB Credit Facility, the SNB Borrowers can request the issuance of letters of credit in an aggregate amount not to exceed $0.5 million at any one time outstanding. The borrowings under the SNB Loan Agreement were classified as short-term obligations under GAAP as the agreement contained a subjective acceleration clause and required a lockbox arrangement whereby all receipts within the lockbox are swept daily to reduce borrowings outstanding. As of March 31, 2021, the Company had $0.2 million of letters of credit outstanding and had additional borrowing capacity of $4.5 million. At the Borrowers’ option, the SNB Credit Facility will bear interest at either (i) a Floating LIBOR Rate, as defined in the Loan Agreement, plus a margin of 2.50% per annum; or (ii) a Fixed LIBOR Rate, as defined in the Loan Agreement, plus a margin of 2.25% per annum. As our largest single debt outstanding, our floating rate on this facility at March 31, 2021 was 2.61%. The SNB Loan Agreement includes certain representations, warranties of SNB Borrowers, as well as events of default and certain affirmative and negative covenants by the SNB Borrowers that are customary for loan agreements of this type. These covenants include restrictions on borrowings, investments and dispositions by SNB Borrowers, as well as limitations on the SNB Borrowers’ ability to make certain distributions. Upon the occurrence and during the continuation of an event of default under the SNB Loan Agreement, SNB may, among other things, declare the loans and all other obligations under the SNB Loan Agreement immediately due and payable and increase the interest rate at which loans and obligations under the SNB Loan Agreement bear interest. The SNB Credit Facility is secured by a first-priority security interest in substantially all of the assets of the Company and the SNB Borrowers and a pledge of all shares of the SNB Borrowers. On March 29, 2019, in connection with the Company’s entry into the SNB Loan Agreement, Jeffery E. Eberwein, the Executive Chairman of the Company’s board of directors, entered into Limited Guaranty Agreement (the “SNB Eberwein Guaranty”) with SNB pursuant to which he guaranteed the prompt performance of all the Borrowers’ obligations under the SNB Loan Agreement. The SNB Eberwein Guaranty is limited in the aggregate to the amount of (a) $1.5 million, plus (b) reasonable costs and expenses of SNB incurred in connection with the SNB Eberwein Guaranty. Mr. Eberwein’s obligations under the SNB Eberwein Guaranty terminate upon the Company and Borrowers achieving certain milestones set forth therein. On February 1, 2021, in connection with the closing of the Company’s sale of MD Office Solutions, the Company entered into a First Amendment to the SNB Loan Agreement pursuant to which, among other things, Sterling consented to the sale of MD Office Solutions and the Company’s name change from Digirad Corporation to Star Equity Holdings, Inc. On March 31, 2021, in connection with completing the sale of DMS Health, the Company, certain subsidiaries of the Company, and Sterling entered into a Second Amendment to the SNB Loan Agreement pursuant to which, among other things, Sterling consented to the sale of DMS Health and its subsidiaries, removed DMS Health and its subsidiaries as borrowers under the SNB Loan Agreement, and required the principle to be paid down to $7.0 million. At March 31, 2021, the Company was in compliance with the covenants under the SNB Loan Agreement. Construction Loan Agreements As of March 31, 2021, the Construction division had outstanding revolving lines of credit and term loans of approximately $5.4 million. This debt includes: (i) $2.7 million principal outstanding on KBS’s $4.0 million revolving credit facility under a Loan and Security Agreement, dated February 23, 2016, (as amended, the “KBS Loan Agreement”), with Gerber and (ii) $2.0 million principal outstanding on EBGL’s $3.0 million revolving credit facility under a Revolving Credit Loan Agreement, and $0.7 million with Premier term loan, dated June 30, 2017 (as amended, the “Premier Loan Agreement”). The Construction division was at the maximum borrowing capacity under both revolving lines of credit, based on the inventory and accounts receivable on March 31, 2021 which fluctuates weekly. KBS Loan Agreement On February 23, 2016, ATRM, KBS and Main Modular Haulers, Inc. (a former subsidiary of ATRM) entered into a Loan and Security Agreement, (as amended, the “KBS Loan Agreement”), with Gerber. The KBS Loan Agreement provides KBS with a revolving line of credit with borrowing availability of up to $4.0 million. Availability under the line of credit is based on a formula tied to KBS’s eligible accounts receivable, inventory and other collateral. The KBS Loan Agreement, which was scheduled to expire on February 22, 2018, has been automatically extended for successive one one During the three months ended, March 31, 2021, the parties to the KBS Loan Agreement have amended the KBS Loan Agreement to provide for increased availability under the KBS Loan Agreement to KBS under certain circumstances, including for new equipment additions, and certain other changes, as well as a waiver of certain covenants. As of December 31, 2020 and 2019, KBS was not in compliance with the financial covenants requiring no net annual post-tax loss for KBS or the minimum leverage ratio covenant as of 2020. The occurrence of any event of default under the KBS Loan Agreement may result in KBS’s obligations under the KBS Loan Agreement becoming immediately due and payable. In April 2019, June 2019, February 2020 and February 2021, we obtained a waiver from Gerber for these events. On September 10, 2019, the parties to the KBS Loan Agreement entered into the twelfth amendment to the KBS Loan Agreement (the “Twelfth KBS Amendment”), pursuant to which the Company agreed to guarantee amounts borrowed by certain ATRM’s subsidiaries from Gerber. On January 31, 2020, the Company, ATRM, KBS and Gerber entered into a thirteenth amendment to the KBS Loan Agreement (the “Thirteenth KBS Amendment”) to amend the terms of the KBS Loan Agreement, in order to, among other things (a) amend the definitions of “Ancillary Credit Parties,” “Guarantor,” “Obligations,” and “Subordinated Lender” to address the obligations of the Star Borrowers, the EBGL Borrowers, the Star Credit Parties, and the EBGL Credit Parties under the Star Loan Agreement, EBGL Loan Agreement and the Subordination Agreements (each as defined below) to which they are a party and (b) add a new cross default provision. On March 5, 2020, in connection with the First EBGL Amendment, Gerber, KBS, ATRM and the Company entered into a fourteenth amendment to the KBS Loan Agreement in order to, among other things consent to the First EBGL Amendment and remove cash and cash collateral from the borrowing base. On April 1, 2020, Gerber and KBS entered into a fifteenth amendment to the KBS Loan Agreement pursuant to which the “Minimum Average Monthly Loan Amount” was decreased to twenty-five percent (25%) of the Maximum Revolving Amount. On January 5, 2021, Gerber and KBS entered into a sixteenth amendment to the KBS Loan Agreement in order to, among other things, amend certain definitions under the KBS Loan Agreement and to increase the inventory assets against which funds can be borrowed. On February 26, 2021 Gerber and KBS entered into a seventeenth amendment to the KBS Loan Agreement in order to provide the waiver to the 2020 covenant breach and amended the financial covenants. The financial covenants under the KBS Loan Agreement, as amended, provide that (i) KBS shall make no distribution, transfer, payment, advance, or contribution of cash or property which would constitute a restricted payment; (ii) KBS shall report annual post-tax net income at least equal to (a) $385 thousand for the trailing 6-month period ending June 30, 2021 and (b) $500 thousand for the trailing fiscal year end December 31, 2021; and (iii) a minimum EBITDA at June 30, 2021 of more than $880 thousand or at December 31, 2021 of more than $1.5 million. EBGL Premier Note On June 30, 2017, EdgeBuilder and Glenbrook (together, EBGL) entered into a Revolving Credit Loan Agreement (as amended, the “Premier Loan Agreement”) with Premier providing EBGL with a working capital line of credit of up to $3.0 million. The Premier Loan Agreement replaced the prior revolving credit facility. Availability under the Premier Loan Agreement is based on a formula tied to EBGL’s eligible accounts receivable, inventory and equipment, and borrowings bear interest at the prime rate plus 1.50%, with interest payable monthly and the outstanding principal balance payable upon expiration of the term of the Premier Loan Agreement. The Premier Loan Agreement also provides for certain fees payable to Premier during its term. The initial term of the Premier Loan Agreement was scheduled to expire on June 30, 2018, but was extended multiple times by Premier until January 31, 2023. EBGL’s obligations under the Premier Loan Agreement are secured by all of their inventory, equipment, accounts and other intangibles, fixtures and all proceeds of the foregoing. On January 31, 2020, Glenbrook and EdgeBuilder entered into an Extension and Modification Agreement (the “Modification Agreement”) with Premier that modified the terms of the Revolving Credit Promissory Note made by Glenbrook and EdgeBuilder. The Modification Agreement reduced the outstanding borrowings to $1.0 million, extended the final maturity date to January 31, 2023, and set the interest rate to at 5.75% per annum. Mr. Eberwein executed a guaranty in favor of Premier, which has been extended through January 1, 2023, under which ATRM and Mr. Eberwein have absolutely and unconditionally guaranteed all of EBGL’s obligations under the Premier Loan Agreement. As of March 31, 2021, approximately $0.7 million was outstanding under the Premier Loan Agreement. Gerber Star and EBGL Loans On January 31, 2020, SRE, 947 Waterford Road, LLC (“947 Waterford”), 300 Park Street, LLC (“300 Park”), and 56 Mechanic Falls Road, LLC (“56 Mechanic” and together with SRE, 947 Waterford, and 300 Park, (the “Star Borrowers”), each an Investments Subsidiary, and the Company, ATRM, KBS, EdgeBuilder, and Glenbrook (collectively, the “Star Credit Parties”), entered into a Loan and Security Agreement (as amended, the “Star Loan Agreement”) with Gerber providing the Star Borrowers with a credit facility with borrowing availability of up to $2.5 million ($2.0 million and $0.5 million to KBS and EBGL, respectively) (the “Star Loan”). The advance of $2.0 million to KBS is to be repaid in monthly installments of sixty (60) consecutive equal payments. The advance of $0.5 million to EBGL, which has been temporarily increased by $0.3 million due to be repaid on April 30, 2020, is to be repaid in monthly installments of twelve (12) consecutive equal payments. On February 20, 2020, the Star Borrowers entered into a first amendment to the Star Loan Agreement (the “First Star Amendment”) in order to (i) temporarily advance $0.3 million to EBGL, which amount is to be repaid to Gerber on or before April 30, 2020; (ii) clarify that Gerber can make multiple advances under the Star Loan Agreement, and (iii) to correct the maturity date of the Star Loan. On April 30, 2020, the Star Borrowers entered into a second amendment to the Star Loan Agreement (the “Second Star Amendment”) to change terms of repayment for the advance of $0.3 million to EBGL to provide for repayment in three consecutive equal monthly installments, commencing on May 30, 2020, with a final installment on or before July 31, 2020. As of March 31, 2021, EBGL repaid approximately $0.5 million and $1.3 million was outstanding, net with deferred financing costs, under the Star Loan Agreement. On January 31, 2020, EdgeBuilder and Glenbrook (the “EBGL Borrowers”), each a Construction Subsidiary, and the Company, Star, 947 Waterford, 300 Park, 56 Mechanic, ATRM, and KBS (collectively, the “EBGL Credit Parties”), entered into a Loan and Security Agreement (the “EBGL Loan Agreement”) with Gerber providing the EBGL Borrowers with a credit facility with borrowing availability of up to $3.0 million (the “EBGL Loan”). On March 5, 2020, the EBGL Borrowers entered into a first amendment to the EBGL Loan Agreement (the “First EBGL Amendment”) with Gerber that amended the EBGL Loan Agreement and the KBS Loan Agreement to include a pledge $0.3 million of cash collateral by LSVI under the EBGL Loan Agreement which, prior to the First EBGL Amendment, was pledged by LSVI in connection with the KBS Loan Agreement. On July 1, 2020, the EBGL Borrowers entered into a second amendment to the EBGL Loan Agreement to terminate the pledge of $0.3 million in cash collateral. On February 26, 2021, the EBGL Borrowers entered into a third amendment to the EBGL Loan Agreement (the “Third EBGL Amendment”) pursuant to which the Company and Gerber agreed to, among other things, eliminate the minimum leverage ratio covenant, lower the minimum EBITDA, and require the borrowers to not incur a net operating loss on bi-annual basis. The Third EBGL Amendment also discharged the EBGL Eberwein Guaranty described below. As of March 31, 2021, approximately $2.0 million was outstanding under the EBGL Loan Agreement. Availability under the Star Loan Agreement is based on a formula tied to the value of real estate owned by the Star Borrowers, and borrowings bear interest at the prime rate plus 3.5% per annum. Availability under the EBGL Loan Agreement is based on a formula tied to the EBGL Borrowers’ eligible accounts receivable and inventory, and borrowings bear interest at the prime rate plus 2.75% per annum. The Loan Agreements also provide for certain fees payable to Gerber during their respective terms. The Star Loan matures on the earlier of (a) January 1, 2025 or (b) the termination, the maturity or repayment of the EBGL Loan. The EBGL Loan matures on the earlier of (a) January 1, 2022, unless extended, or (b) the termination, the maturity or repayment of the Star Loan. The maturity of the EBGL Loan is automatically extended for successive periods of one (1) year each unless terminated by Gerber or the EBGL Borrowers. The borrowings under the EBGL Loan Agreement were classified as short-term obligations under GAAP as the agreement contained a subjective acceleration clause and required a lockbox arrangement whereby all receipts are swept daily to reduce borrowings outstanding. The obligations of the EBGL Borrowers under the EBGL Loan Agreement are guaranteed by the EBGL Credit Parties and are secured by substantially all the assets of the EBGL Borrowers and the EBGL Credit Parties. The obligations of the Star Borrowers under the Star Loan Agreement are guaranteed by the Star Credit Parties and are secured by substantially all the assets of the Star Borrowers and the Star Credit Parties. Contemporaneously with the execution and delivery of the Star Loan Agreement, Jeffrey E. Eberwein, the Executive Chairman of the Company’s board of directors, executed and delivered a Guaranty (the “Gerber Eberwein Guaranty”) to Gerber pursuant to which he guaranteed the performance of all the Star Borrowers’ obligations to Gerber under the Star Loan Agreement, including the full payment of all indebtedness owing by the Star Borrowers to Gerber under or in connection with the Star Loan Agreement and related financing documents. Mr. Eberwein’s obligations under the Gerber Eberwein Guaranty are limited in the aggregate to the amount of (a) $2.5 million, plus (b) costs of Gerber incidental to the enforcement of the Gerber Eberwein Guaranty or any guaranteed obligations. On March 5, 2020, contemporaneously with the execution and delivery of the First EBGL Amendment, Mr. Eberwein, the Executive Chairman of the Company’s board of directors, executed and delivered a Guaranty (the “EBGL Eberwein Guaranty”) to Gerber pursuant to which he guaranteed the performance of all the EBGL Borrowers’ obligations to Gerber under the EBGL Loan Agreement, including the full payment of all indebtedness owing by the EBGL Borrowers to Gerber under or in connection with the EBGL Loan Agreement and related financing documents. Mr. Eberwein’s obligations under the EBGL Eberwein Guaranty are limited in the aggregate to the amount of (a) $0.5 million, plus (b) costs of Gerber incidental to the enforcement of the EBGL Eberwein Guaranty or any guaranteed obligations. On February 26, 2021, the Star Borrowers entered into a third amendment to the Star Loan Agreement (the “Third Star Amendment”) with Gerber that, among other things, amended the contract rate to prime rate plus 3% and discharged the $2.5 million Gerber Eberwein Guaranty. The Star Loan Agreement and EBGL Loan Agreement contains representations, warranties, affirmative and negative covenants, events of default and other provisions customary for financings of this type. The financial covenants under the EBGL Loan Agreement applicable to the EBGL Borrowers include maintenance of a minimum tangible net worth, a minimum debt service coverage ratio and minimum net income. The Financial covenants under the Star Loan Agreement applicable to the Star Borrowers include a minimum debt service coverage ratio. The occurrence of any event of default under the Loan Agreements may result in the obligations of the Borrowers becoming immediately due and payable. As of December 31, 2020, EBGL was not in compliance with the financial covenants under the Star Loan Agreement and EBGL Loan Agreement as of 2020. The occurrence of any event of default under the EBGL Loan Agreement may result in EBGL’s obligations under the EBGL Loan Agreement becoming immediately due and payable. In February 2021, we obtained a waiver from Gerber for these events and, as part of the Third EBGL Amendment (described above), the Company and Gerber agreed to, among other things, eliminate the minimum leverage ratio covenant, lower the minimum EBITDA, and require the borrowers to not incur a net operating loss on bi-annual basis, as well as discharge the EBGL Eberwein Guaranty. As a condition to the extension of credit to the Star Borrowers and EBGL Borrowers under the Star Loan Agreement and EBGL Loan Agreement, the holders of certain existing unsecured promissory notes made by ATRM and certain of its subsidiaries entered into subordination agreements (the “Subordination Agreements”) with Gerber pursuant to which such noteholders (including the Company and certain of its subsidiaries) agreed to subordinate the obligations of ATRM and its subsidiaries to such noteholders to the obligations of the Star Borrowers and EBGL Borrowers to Gerber under the loan agreements. Paycheck Protection Program From April 2020 through May 2020, the Company and its subsidiaries received $6.7 million, of loans under the Paycheck Protection Program (“PPP”). Total PPP loans received the Construction division and Healthcare division were $5.5 million and $1.2 million, respectively. The PPP was established under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) and is administered by the U.S. Small Business Administration (“SBA”). PPP loans for the Construction and Healthcare division were made through Bremer Bank and Sterling as lenders, respectively. The PPP loans have two-year terms and bear interest at a rate of 1.00% per annum. Monthly principal and interest payments under the PPP loans are deferred for ten months, after the end of covered periods. The PPP loans may be prepaid at any time prior to maturity with no prepayment penalties. The promissory notes issued in connection with the PPP loans (the “PPP Notes”) contain customary events of default relating to, among other things, payment defaults, making materially false and misleading representations to the SBA or lender, or breaching the terms of the applicable PPP loan documents. Upon an event of default under a PPP Note, the lender thereunder may, among other things, require immediate payment of all amounts owing under the applicable PPP Note, collect all amounts owing from the applicable borrower, or file suit and obtain judgment. Under the terms of the CARES Act, recipients of loans under the PPP can apply for and be granted forgiveness for all or a portion of the loan granted under the PPP. Such forgiveness will be determined, subject to limitations, based on the use of loan proceeds for payment of payroll costs and certain other eligible costs. However, no assurance is provided that forgiveness for any portion of the PPP loans will be obtained. and even if forgiveness is granted the PPP loans may remain subject to review and audit due to all affiliated PPP Notes equaling more than $2 million. In order to apply for the PPP loans, we certified that the economic uncertainty at the time of application, made the PPP loans request necessary to support ongoing operations of the Company. This certification was made taking into account our then current business activity and our ability to access other sources of liquidity sufficient to support ongoing operations in a manner that would not be significantly detrimental to the business. The Company is continuing to evaluate the criteria and new guidance put out by the SBA regarding loan forgiveness criteria and procedures to seek loan forgiveness. During October 2020 and January 2021, the Company applied for forgiveness on all PPP loans. Our PPP loan forgiveness is sought under the belief all entities requesting loan forgiveness have met the stated criteria and guidelines provided by the SBA and terms of the CARES Act; however, no assurance can be provided that forgiveness for any portion of the PPP loans will be obtained. During Q4 2020, $2.5 million of the Healthcare division PPP Notes were forgiven. As of March 31, 2021, the Company has $3.0 million in PPP loans outstanding for the Healthcare division. During Q1, 2021, all amounts under the Construction division PPP Notes were forgiven. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and ContingenciesIn the normal course of business, we have been, and will likely continue to be, subject to other litigation or administrative proceedings incidental to our business, such as claims related to customer disputes, employment practices, wage and hour disputes, product liability, professional liability, commercial disputes, licensure restrictions or denials, and warranty or patent infringement. Responding to litigation or administrative proceedings, regardless of whether they have merit, can be expensive and disruptive to normal business operations. We are not able to predict the timing or outcome of these matters and do not expect that the resolution of these matters will have a material adverse effect on our financial position or results of operations. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We provide for income taxes under the asset and liability method. This approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of differences between the tax basis of assets or liabilities and their carrying amounts in the financial statements. We provide a valuation allowance for deferred tax assets if it is more likely than not that these items will expire before we are able to realize their benefit. We calculate the valuation allowance in accordance with the authoritative guidance relating to income taxes, which requires an assessment of both positive and negative evidence regarding the realizability of these deferred tax assets, when measuring the need for a valuation allowance. Significant judgment is required in determining any valuation allowance against deferred tax assets. We continue to record a full valuation allowance against our deferred tax assets and intend to maintain a valuation allowance until sufficient positive evidence exists to support its reversal. Intraperiod tax allocation rules require us to allocate our provision for income taxes between continuing operations and other categories of comprehensive income, such as discontinued operations. For the three months ended March 31, 2021, the Company recorded an income tax expense of $2 thousand within continuing operations and an income tax expense of $72 thousand within discontinued operations. For the three months ended March 31, 2020, the Company recorded an income tax expense of $27 thousand within continuing operations and an income tax expense of $7 thousand within discontinued operations. As of March 31, 2021, we had unrecognized tax benefits of approximately $2.6 million related to uncertain tax positions. Included in the unrecognized tax benefits were $2.1 million of tax benefits that, if recognized, would reduce our annual effective tax rate, subject to the valuation allowance. We file income tax returns in the U.S. and in various state jurisdictions with varying statutes of limitations. We are no longer subject to income tax examination by tax authorities for years prior to 2016; however, our net operating loss carryforwards and research credit carryforwards arising prior to that year are subject to adjustment. Our policy is to recognize interest expense and penalties related to income tax matters as a component of income tax expense. On March 27, 2020, the President signed into law the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act"). There were several income tax provisions included in the CARES Act, as well as other non-tax matters incorporated into law as a result of the enactment of the CARES Act. Under the CARES Act, net operating losses generated in tax years 2018, 2019, and 2020 can be carried back five years, allowing corporate taxpayers to amend earlier tax returns and potentially obtain a tax refund. In addition, losses generated and utilized prior to January 1, 2021 are not subject to the 80 percent limitation that was previously applied to losses generated after December 31, 2017 under the Tax Cuts and Jobs Act of 2017. The Company doesn’t currently estimate that any tax will be recoverable from these tax provisions and therefore does not anticipate there to be a material impact from these provisions on the Company’s income tax balances in its current year financial statements. The Tax Cuts and Jobs Act of 2017 limited interest deductions to 30% of adjusted taxable income ("ATI"). The CARES Act increases the limitation to 50 percent of adjusted taxable income for tax years 2019 or 2020, thereby raising the limitation ceiling and potentially allowing for increased interest deductions. In addition, companies have the option of using 2019 ATI to compute the limitation for 2020. The Company tentatively plans to take advantage of certain of these provisions to eliminate any potential section 163(j) interest carryovers from its inventory of deferred tax assets for the year ending December 31, 2020. The CARES Act adopts a technical correction to the Tax Cuts and Jobs Act's apparent oversight in excluding the eligibility of qualified improvement property (e.g., real estate/leasehold improvements) from eligibility for bonus depreciation for tax years after 2017. Companies are allowed to amend 2018 income tax or file accounting method changes in 2019 to claim the additional deductions. The Company is still evaluating the impact of this provision; however, the Company does not anticipate that this provision will have any impact on the Company’s tax expense or payable balances. If pursued, this provision may have an impact on the Company’s allocation of its deferred tax assets related to property, plant, and equipment and net operating losses, which are substantially offset by the Company’s full valuation allowance. |
Segments
Segments | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Segments | Segments Our business is organized into four reportable segments: 1. Diagnostic Services 2. Diagnostic Imaging 3. Construction 4. Investments Effective January 1, 2020, the Company revised the allocation methodology used to allocate corporate costs to each of the operating segments. “Loss (income) by operating segment” for the historical period has been recast to conform to our current allocation methodology. Segment information is as follows (in thousands): Three Months Ended March 31, 2021 2020 Revenue by segment: Diagnostic Services $ 10,239 $ 10,814 Diagnostic Imaging 3,068 2,861 Construction 9,047 5,484 Investments — 31 Consolidated revenue $ 22,354 $ 19,190 Gross profit by segment: Diagnostic Services $ 1,608 $ 2,005 Diagnostic Imaging 990 869 Construction 544 403 Investments (65) (34) Consolidated gross profit $ 3,077 $ 3,243 Income (loss) from operations by segment: Diagnostic Services $ 859 $ 59 Diagnostic Imaging (22) (267) Construction (1,547) (1,300) Investments 76 (54) Unallocated corporate and other expenses (935) (634) Segment loss from operations $ (1,569) $ (2,196) Depreciation and amortization by segment: Diagnostic Services $ 290 $ 329 Diagnostic Imaging 67 63 Construction 479 572 Investments 65 65 Total depreciation and amortization $ 901 $ 1,029 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Eberwein Guarantees SNB On March 29, 2019, in connection with the Company’s entry into the SNB Loan Agreement, Mr. Eberwein, the Executive Chairman of the Company’s board of directors, entered into the Limited Guaranty Agreement (the SNB Eberwein Guaranty) with SNB pursuant to which he guaranteed to SNB the prompt performance of all the Borrowers’ obligations to SNB under the SNB Loan Agreement, including the full payment of all indebtedness owing by Borrowers to SNB under or in connection with the SNB Loan Agreement and related SNB Credit Facility documents. Mr. Eberwein’s obligations under the SNB Eberwein Guaranty are limited in the aggregate to the amount of (a) $1.5 million, plus (b) reasonable costs and expenses of SNB incurred in connection with the SNB Eberwein Guaranty. Mr. Eberwein’s obligations under the SNB Eberwein Guaranty terminate upon the Company and SNB Borrowers achieving certain milestones set forth therein. Gerber On March 5, 2020, contemporaneously with the execution and delivery of the First EBGL Amendment, Mr. Eberwein, the Executive Chairman of the Company’s board of directors, executed and delivered a Guaranty (the EBGL Eberwein Guaranty) to Gerber pursuant to which he guaranteed the performance of all the EBGL Borrowers’ obligations to Gerber under the EBGL Loan Agreement, including the full payment of all indebtedness owing by the EBGL Borrowers to Gerber under or in connection with the EBGL Loan Agreement and related financing documents. Mr. Eberwein’s obligations under the EBGL Eberwein Guaranty were limited in the aggregate to the amount of (a) $0.5 million, plus (b) costs of Gerber incidental to the enforcement of the EBGL Eberwein Guaranty or any guaranteed obligations. On February 26, 2021, the Third EBGL Amendment discharged the EBGL Eberwein Guaranty and removed Mr. Eberwein as an ancillary guarantor from the EBGL Loan Agreement. On February 26, 2021, the Third Star Amendment discharged the $2.5 million Gerber Eberwein Guaranty. Premier As a condition to the Premier Loan Agreement, Mr. Eberwein entered into a guaranty in favor of Premier, absolutely and unconditionally guaranteeing all of the borrowers’ obligations thereunder. Premier Participation Pursuant to a certain Participation Agreement by and between Mr. Eberwein and Premier, which was signed on March 31, 2020 and was effective as of March 26, 2020, Mr. Eberwein purchased a ratable participation in, and assumed a ratable part of, the aggregate maximum principal amount of the outstanding balance of the loan under the Premier Loan Agreement in the amount of $0.3 million. ATRM Jeffrey E. Eberwein, the Executive Chairman of our board of directors is also the Chief Executive Officer of Lone Star Value Management, LLC (“LSVM”), which is the investment manager of Lone Star Value Investors, LP (“LSVI”) and Lone Star Value Co-Invest I, LP (“LSV Co-Invest I”). Mr. Eberwein is also the sole manager of Lone Star Value Investors GP, LLC (“LSV GP”), the general partner of LSVI and LSV Co-Invest I, and is the sole owner of LSV Co-Invest I. LSVM was a wholly owned subsidiary of ATRM on the ATRM Acquisition Date (see Acquisition of LSVM below). Prior to the closing of the ATRM Merger, Mr. Eberwein was also Chairman of the board of directors of ATRM. On October 25, 2019, ATRM distributed its interest in LSVM to Star Equity, resulting in LSVM becoming a wholly owned direct subsidiary of Star Equity. Prior to the closing of the ATRM Merger, Mr. Eberwein and his affiliates owned approximately 4.3% of the outstanding Company common stock and 17.4% of the outstanding ATRM common stock. In addition, LSVI owned 222,577 shares of ATRM’s 10.0% Series B Cumulative Preferred Stock (the “ATRM Preferred Stock”) and another 374,562 shares of ATRM Preferred Stock were owned directly by LSV Co-Invest I. Through these relationships and other relationships with affiliated entities, Mr. Eberwein may be deemed the beneficial owner of the securities owned by LSVI and LSV Co-Invest I. Mr. Eberwein disclaimed beneficial ownership of ATRM Preferred Stock, except to the extent of his pecuniary interest therein. At the effective time of the ATRM Merger, (i) each share of ATRM common stock converted into the right to receive three one-hundredths (0.03) of a share of Company Preferred Stock and (ii) each share of ATRM Preferred Stock converted into the right to receive two and one-half (2.5) shares of Company Preferred Stock. As of March 31, 2021, Mr. Eberwein owned approximately 3.1% of the outstanding Star Equity common stock. In addition, as of March 31, 2021, Mr. Eberwein owned 1,310,036 shares of Company Preferred Stock. Mr. Eberwein as the CEO of LSVM, which is the investment advisor of LSVI, and as the sole manager of LSV GP, which is the general partner of LSVI Mr. Eberwein may be deemed the beneficial owner of the securities held by LSVI. Mr. Eberwein disclaims beneficial ownership of Company Preferred Stock, except to the extent of his pecuniary interest therein. On July 10, 2020, Star Equity authorized LSVI to initiate a pro-rata distribution to its partners of an aggregate of 300,000 shares of Company Preferred Stock at $10 per share, which was finalized by the Company's transfer agent on July 22, 2020 (the "Distribution"), which includes 114,624 shares of Company Preferred Stock consisting of (i) 113,780 shares of Company Preferred Stock received by the Jeffrey E. Eberwein Revocable Trust (the “Eberwein Trust”) as a result of the Distribution and (ii) 844 shares of Company Preferred Stock acquired by the Eberwein Trust as a result of shares of Company Preferred Stock distributable to LSV GP in the Distribution being transferred directly to the Eberwein Trust contemporaneously with the Distribution. At the time of the Distribution, the Eberwein Trust was a limited partner of LSVI and LSV GP was the general partner of LSVI. Mr. Eberwein, as the trustee of the Eberwein Trust, may be deemed to beneficially own the securities held in the Eberwein Trust. Mr. Eberwein expressly disclaims beneficial ownership of such securities held in the Eberwein Trust except to the extent of his pecuniary interest therein. Mr. Eberwein, by virtue of his position as the manager and sole beneficial owner of LSV GP, the general partner of LSVI, may be deemed to beneficially own the securities owned by LSVI and LSV GP. Mr. Eberwein expressly disclaims beneficial ownership of such securities owned by LSVI and the securities owned by LSV GP, except to the extent of his pecuniary interest therein. Private Placement Immediately prior to the closing of the ATRM Merger, the Company issued 300,000 shares of Company Preferred Stock in a private placement (the “Private Placement”) to LSVI for a price of $10.00 per share for total proceeds to the Company of $3.0 million. At the closing of the Private Placement, the Company and LSVI entered into a Registration Rights Agreement. On September 17, 2020, in connection with satisfying the Company’s obligations under the Registration Rights Agreement, the Company filed a registration statement 1,492,321 shares of Company Preferred Stock. Put Option Agreement In addition, prior to the effective time of the ATRM Merger, the Company entered into a put option purchase agreement with Mr. Eberwein, pursuant to which the Company has the right to require Mr. Eberwein to acquire up to 100,000 shares of Company Preferred Stock at a price of $10.00 per share for aggregate proceeds of up to $1.0 million at any time, in the Company’s discretion, during the 12 months following the effective time of the ATRM Merger. In March 2020, Mr. Eberwein extended the put option agreement through June 30, 2021. ATRM Notes Payable ATRM, had the following related party promissory notes (the “ATRM Notes”) outstanding as of March 31, 2021, which were repaid in full during April 2021 using proceeds from the DMS Sale Transaction: (i) Unsecured promissory note (principal amount of $0.7 million payable to LSV Co-Invest I), with interest payable semi-annually at a rate of 10.0% per annum (LSV Co-Invest I may elect to receive interest in-kind at a rate of 12.0% per annum), with any unpaid principal and interest previously due on January 12, 2020 (the “January Note”). On November 13, 2019, LSV Co-Invest I extended the maturity date of the January Note from January 12, 2020, to the earlier of (i) October 1, 2020 and (ii) the date when the January Note is no longer subject to a certain Subordinate Agreement dated January 12, 2018, as amended, in favor of Gerber. As described below, in November 2020 and March 2021, Mr. Eberwein signed the second and third extension letter to extend the maturity date of the January Note. (ii) Unsecured promissory note (principal amount of $1.2 million payable to LSV Co-Invest I), with interest payable semi-annually at a rate of 10.0% per annum (LSV Co-Invest I may elect to receive interest in-kind at a rate of 12.0% per annum), with any unpaid principal and interest previously due on June 1, 2020 (the “June Note”). On November 13, 2019 LSV Co-Invest I also extended the maturity date of the June Note from June 1, 2020, to the earlier of (i) October 1, 2020 and (ii) the date when the January Note is no longer subject to a certain Subordinate Agreement dated June 1, 2018, as amended, in favor of Gerber. As described below, in November 2020 and March 2021, Mr. Eberwein signed the second and third extension letter to extend the maturity date of the June Note. (iii) Unsecured promissory note (principal amount of $0.4 million payable to LSVM), with interest payable annually at a rate of 10.0% per annum (LSVM may elect to receive any interest payment entirely in-kind at a rate of 12.0% per annum), with any unpaid principal and interest previously due on November 30, 2020 (the “LSVM Note”). As described below, in November 2020, Mr. Eberwein signed the second and third extension letter to extend the maturity date of the LSVM Note. LSVM and LSV Co-Invest I on July 17, 2019, waived any right to accelerate payment with respect to the ATRM Merger under the ATRM Notes. In March 2020, Mr. Eberwein, sole manager of LSV Co-Invest I and LSVM, provided the Company a Letter of Support of the ATRM Notes indicating that he will take no adverse action against ATRM for failure to pay the principal due on the ATRM Notes by the maturity date and intends to work with the Company and ATRM to assure the financial success of the Company. In November 2020, Mr. Eberwein signed the second extension letter to extend the maturity date of the ATRM Notes to the earlier of (i) the date that is 5 business days after the Closing Date defined within the DMS stock Purchase Agreement dated October 30, 2020 between the Company and Knob Creek Acquisition Corp. or (ii) the date when the Note is no longer subject to a certain subordinate letter agreement dated January 12, 2018, as amended in favor of Gerber. In March 2021, Mr. Eberwein signed the third extension letter to extend the maturity dates of the ATRM Notes to aforementioned two conditions or to June 30, 2022. The ATRM Notes were paid off in full in April 2021, upon the completion of DMS Sale Transaction. Subordination Agreement LSVM and LSV Co-Invest I are party to subordination agreements with ATRM and Gerber pursuant to which LSVM and LSV Co-Invest I agreed to subordinate the obligations of ATRM under their unsecured promissory notes to the obligations of the borrowers to Gerber. Acquisitions and Leases of Maine Facilities Through its SRE subsidiary, and prior to the completion of the ATRM Merger, the Company purchased two plants in Maine that manufacture modular buildings from KBS, a wholly-owned subsidiary of ATRM. SRE then leased these properties back to KBS, as further described below. Waterford On April 3, 2019, 947 Waterford, a wholly-owned subsidiary of SRE, entered into a Purchase and Sale Agreement (the “Waterford Purchase Agreement”) with KBS pursuant to which 947 Waterford closed on the purchase of certain real property and related improvements (including buildings) located in Waterford, Maine (the “Waterford Facility”) from KBS, and acquired the Waterford Facility. The purchase price of the Waterford Facility was $1.0 million, subject to adjustment for taxes and other charges and assessments. Paris On April 3, 2019, 300 Park, a wholly-owned subsidiary of SRE, entered into a Purchase and Sale Agreement (the “Park Purchase Agreement”) with KBS, pursuant to which 300 Park closed on the purchase of certain real property and related improvements and personal property (including buildings, machinery and equipment) located in Paris, Maine (the “Park Facility”) from KBS, and acquired the Park Facility. The purchase price of the Park Facility was $2.9 million, subject to adjustment for taxes and other charges and assessments. Lease of Maine Facilities On April 3, 2019, KBS entered into a separate lease agreement with each of 947 Waterford (the “Waterford Lease”) and 300 Park (the “Park Lease”). The Waterford Lease has an initial term of 120 months, which is subject to extension. The base rental payments associated with the initial term under the Waterford Lease were estimated to be between $1.2 million and $1.3 million in the aggregate. The Park Lease had an initial term of 120 months, which is subject to extension. The base rental payments associated with the initial term under the Park Lease are estimated to be between $3.3 million and $3.6 million in the aggregate. ATRM had unconditionally guaranteed the performance of all obligations under the Waterford Lease and Park Lease to be performed by KBS under each lease, including, without limitation, the payment of all required rent. |
Perpetual Preferred Stock
Perpetual Preferred Stock | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Perpetual Preferred Stock | Perpetual Preferred Stock Holders of shares of Series A Preferred Stock (the Company Preferred Stock) are entitled to receive, when, as and if, authorized by the Company’s board of directors (or a duly authorized committee of the Company’s board of directors) and declared by the Company out of funds legally available for the payment of dividends, preferential cumulative cash dividends at the rate of 10.0% per annum of the liquidation preference of $10.00 per share. Dividends are payable quarterly, in arrears, on the last calendar day of March, June, September and December to holders of record at the close of business on the first day of each payment month. The Company Preferred Stock is not convertible and does not have any voting rights, except when dividends are in arrears for six or more consecutive quarters, then the holders of those shares together with holders of all other series of preferred stock equal in rank will be entitled to vote separately as a class for the election of two additional directors to board of directors, until all dividends accumulated on such shares of Company Preferred Stock for the past dividend periods and the dividend for the then current dividend period shall have been fully paid or declared and a sum sufficient for the payment thereof set apart for payment. Under change of control or other conditions, the Company Preferred Stock may be subject to redemption. The Company may redeem the Company Preferred Stock upon the occurrence of a change of control, subject to certain conditions. The Company may also voluntarily redeem some or all of the Company Preferred Stock on or after September 10, 2024. As of March 31, 2021, the Company’s board has not declared a dividend on the Company Preferred Stock and the aggregate and per-share amounts of cumulative preferred dividends in arrears are $3.0 million and $0.60 per share, respectively. A roll forward of the balance of Company Preferred Stock for the quarter ended March 31, 2021 is as follows (in thousands): Balance at December 31, 2020 $ 21,500 Deemed dividend on redeemable convertible preferred stock 479 Balance at March 31, 2021 $ 21,979 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsNone. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited consolidated financial statements included in this Form 10-Q have been prepared in accordance with the U.S. Securities and Exchange Commission (the “SEC”) instructions for Quarterly Reports on Form 10-Q. Accordingly, the consolidated financial statements are unaudited and do not contain all the information required by U.S. generally accepted accounting principles (“GAAP”) to be included in a full set of financial statements. The unaudited condensed consolidated balance sheet at December 31, 2020 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by GAAP for a complete set of financial statements. The audited consolidated financial statements for our fiscal year ended December 31, 2020, filed with the SEC on Form 10-K on March 29, 2021, include a summary of our significant accounting policies and should be read in conjunction with this Form 10-Q. In the opinion of management, all material adjustments necessary to present fairly the results of operations, cash flows, and balance sheets for such periods have been included in this Form 10-Q. All such adjustments are of a normal recurring nature. The results of operations for interim periods are not necessarily indicative of the results of operations for the entire year. |
Use of Estimates | Use of Estimates Preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses. By their nature, estimates are subject to an inherent degree of uncertainty. Actual results could differ from management’s estimates. |
Revenue | Revenue Recognition We recognize revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606 and Topic 842 for the three months ended March 31, 2021 and 2020, which are explained below. Pursuant to ASC 606, Revenue from Contracts with Customers , we recognize revenue when a customer obtains control of promised goods or services. We record the amount of revenue that reflects the consideration that it expects to receive in exchange for those goods or services. We apply the following five-step model in order to determine this amount: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. Revenue recognition is evaluated on a contract by contract basis. Performance obligations are satisfied over time as work progresses or at a point in time. A performance obligation is satisfied over time if we have an enforceable right to payment. Determining if there is an enforceable right to payment is assessed on a contract by contract basis. For contracts requiring over time revenue recognition, the selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. We use a cost-based input measurement of progress because it best depicts the transfer of assets to the customer, which occurs as costs are incurred during the manufacturing process or as services are rendered. Under the cost-based measure of progress, the extent of progress towards completion is measured based on the costs incurred to date. Healthcare Services Revenue Recognition. We generate service revenue primarily from providing diagnostic services and cardiac monitoring services to our customers. Service revenue within our Diagnostic Services reportable segments is derived from providing our customers with contract diagnostic services, which includes use of our imaging systems, qualified personnel, radiopharmaceuticals, licensing, logistics and related items required to perform testing in their own offices. We bill customers either on a per-scan or fixed-payment methodology, depending upon the contract that is negotiated with the customer. Within our Diagnostic Service segment, we also rent cameras to healthcare customers for use in their operations. Rental revenues are structured as either a weekly or monthly payment arrangement, and are recognized in the month services are provided. Revenue related to provision of our services is recognized at the time services are performed. Healthcare Product and Product-Related Revenue Recognition. We generate revenue from product and product-related sales, primarily from the sale of gamma cameras and accessories. Diagnostic Imaging product revenues are generated from the sale of internally developed solid-state gamma camera imaging systems and camera maintenance service contracts. Revenue from sales of imaging systems is generally recognized at point in time upon delivery of systems and acceptance by customers. We also provide installation services and training on cameras sold, primarily in the United States. Installation and initial training is generally performed shortly after delivery and the revenue related to the provision of these services is recognized at the time services are performed. Neither installation nor training is essential to the functionality of the product. Finally, we offer camera maintenance service contracts that are sold beyond the term of the initial warranty, generally one year from the date of purchase. Revenue from these service contracts is deferred and recognized ratably over the period of the obligation. Construction Revenue Recognition. Within the Construction segment, we service residential and commercial construction projects by manufacturing modular housing units and other products and supplies general contractors with building materials. KBS manufactures modular buildings for both single-family residential homes and larger, commercial building projects. Our EdgeBuilder, Inc. (“EdgeBuilder”) subsidiary manufactures structural wall panels, permanent wood foundation systems and other engineered wood products, and our Glenbrook Building Supply, Inc. (“Glenbrook”) subsidiary is a retail supplier of lumber and other building supplies. Revenue is generally recognized at point in time upon delivery of product. Retail sales at Glenbrook are recognized at the point of sale. For bill and hold sales, we determine when the customer obtains control of the product on a case-by-case basis to determine the amount of revenue to recognize each period. Healthcare Product and Product-Related Revenues and Services Revenue Healthcare product and product-related services revenue are generated from the sale of gamma cameras, accessories and post-warranty maintenance service contracts within our Diagnostic Imaging reportable segment. Healthcare Imaging services revenue are generated from providing diagnostic imaging services to customers within our Diagnostic Services reportable segment. Services revenue also includes lease income generated from camera rentals of imaging systems to our customers. Construction Construction revenue is generated from selling modular buildings for both single-family residential homes, larger commercial building projects and selling structural wall panels, permanent wood foundation systems and other engineered wood products. Investments Star Real Estate Holdings USA, Inc. (“SRE”) generates revenue from the lease of commercial properties and equipment and Lone Star Value Management, LLC (“LSVM”), a Connecticut based exempt reporting advisor through March 31, 2021, provided services that included investment advisory services, and the servicing of pooled investment vehicles. Revenue Recognition Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services. Taxes collected from customers, which are subsequently remitted to governmental authorities, are excluded from revenue. The majority of our contracts have a single performance obligation, as we provide a series of distinct goods or services that are substantially the same and are transferred with the same pattern to the customer. For contracts with multiple performance obligations, we allocate the total transaction price to each performance obligation using our best estimate of the standalone selling price of each distinct good or service in the contract. We use an observable price to determine the stand-alone selling price for separate performance obligations or a cost plus margin approach when one is not available. For bill and hold sales, we determine when the customer obtains control of the product on a case-by-case basis to determine the amount of revenue to recognize each period. Revenue recognition is evaluated on a contract by contract basis. Performance obligations are satisfied over time as work progresses or at a point-in-time. A performance obligation is satisfied over time if the Company has an enforceable right to payment. Determining if there is an enforceable right to is assessed on a contract by contract basis. For contracts requiring over time revenue recognition, the selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. The Company uses a cost-based input measurement of progress because it best depicts the transfer of assets to the customer, which occurs as costs are incurred during the manufacturing process or as services are rendered. Under the cost-based measure of progress, the extent of progress towards completion is measured based on the costs incurred to date. Our products are generally not sold with a right of return and the Company does not provide significant credits or incentives, which may be a variable consideration when estimating the amount of revenue to be recognized. Nature of Goods and Services Mobile Imaging Within our Diagnostic Services segment, our sales are derived from providing services and materials to our customers, primarily physician practices and hospitals that allow them to perform diagnostic imaging services at their site. We typically bundle our services in providing staffing, our imaging systems, licensing, radiopharmaceuticals, and supplies depending on our customers’ needs. Our contracts with customers are typically entered into annually and are billed on a fixed rate per-day or per-scan basis, depending on terms of the contract. For the majority of these contracts, the Company has the right to invoice the customer in an amount that directly corresponds with the value to the customer as the Company performs the services. The Company uses the practical expedient to recognize revenue corresponding with amounts we have the right to invoice for services performed. Camera Within our Diagnostic Imaging segment, camera revenues are generated from the sale of internally developed solid-state gamma camera imaging systems and accessories. We recognize revenue upon transfer of control to the customer at a point-in-time, which is generally upon delivery and acceptance. We also provide installation services and training on cameras we sell, primarily in the United States. Installation and initial training is generally performed shortly after delivery. The Company recognizes revenues for installation and training over time as the customer receives and consumes benefits provided as the Company performs the installation services. Our sale of imaging systems includes a one-year assurance-type warranty. The estimated costs associated with our standard warranties and field service actions continue to be recognized as expense when cameras are sold. Maintenance service contracts sold beyond the term of our standard warranties are accounted for as a service-type warranty and revenue is deferred and recognized ratably over the period of the warranty obligation. Camera Support Within our Diagnostic Imaging segment, camera support revenue is derived from the sale of separately-priced extended maintenance contracts to camera owners, training, and the sale of parts to customers that do not have an extended warranty. Our separately priced service contracts range from 12 to 48 months. Service contracts are usually billed at the beginning of the contract period or at periodic intervals (e.g., monthly, quarterly, or annually) and revenue is recognized ratably over the term of the agreement. Services and training revenues are recognized in the period the services and training are performed. Revenue for sales of parts are recognized when the parts are delivered to the customer and control is transferred. Lease Income Within our Diagnostic Service segment, we also generate income from rentals of state-of-the-art equipment including cameras and ultrasound machines to customers. Rental contracts are structured as either a weekly or monthly payment arrangement and are accounted for as operating leases. Revenues are recognized on a straight-line basis over the term of the rental. Construction Within the Construction segment, we service residential and commercial construction projects by manufacturing modular housing units and other products and supply general contractors with building materials. KBS manufactures modular buildings for both single-family residential homes and larger, commercial building projects. EdgeBuilder manufactures structural wall panels, permanent wood foundation systems and other engineered wood products, and Glenbrook is a retail supplier of lumber and other building supplies. Revenues are evaluated on a contract by contract basis. In general, construction revenues are recognized upon transfer of control to the customer at a point-in-time, which is generally upon delivery and acceptance. However, construction revenues are recognized over time for arrangements with customers for which: (i) performance does not create an asset with an alternative use, and (ii) we have an enforceable right to payment for performance completed to date. Deferred Revenues We record deferred revenues when cash payments are received in advance of our performance. We have determined our contracts do not include a significant financing component. The majority of our deferred revenue relates to payments received on camera support post-warranty service contracts, which are billed at the beginning of the contract period or at periodic intervals (e.g., monthly, quarterly, or annually). Contract Costs We recognize an asset for the incremental costs of obtaining a contract with a customer if we expect the benefit of those costs to be longer than one year. The Company applies a practical expedient to expense costs as incurred for costs to obtain a contract when the amortization period would have been one year or less. These costs mainly include the Company’s internal sales commissions; under the terms of these programs these are generally earned and the costs are recognized at the time the revenue is recognized. |
Lessee Accounting | Lessee Accounting We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, operating lease liabilities, and operating lease liabilities, net of current portion in our condensed consolidated balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our condensed consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. We use the implicit discount rate when readily determinable; however, as most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Our lease valuation may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. We elected not to separate lease and non-lease components of its operating leases in which it is the lessee and lessor. Additionally, we elected not to recognize right-of-use assets and leases liabilities that arise from short-term leases of twelve months or less. |
Lessor Accounting | Lessor Accounting Majority of the lease income of the Healthcare division comes from camera rentals and the lease income of the Construction division comes from the rental of the Waterford facility to a commercial tenant. We determine lease classification at the commencement date. Leases not classified as sales-type or direct financing leases are classified as operating leases. The primary accounting criteria we use for lease classification are (a) review to determine if the lease transfers ownership of the underlying asset to the lessee by the end of the lease term, (b) review to determine if the lease grants the lessee a purchase option that the lessee is reasonably certain to exercise, (c) determine, using a seventy-five percent or more threshold, if the lease term is for a major part of the remaining economic life of the underlying asset (however, we do not use this classification criterion when the lease commencement date falls within the last 25 percent of the total economic life of the underlying asset) and (d) determine, using a ninety percent or more threshold, if the present value of the sum of the lease payments and any residual value guarantees equal or exceeds substantially all of the fair value of the underlying asset. We do not lease equipment of such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term. Each of the Company’s leases is classified as an operating lease. We elected the operating lease practical expedient for its leases to not separate non-lease components of regular maintenance services from associated lease components. This practical expedient is available when both of the following are met: (i) the timing and pattern of transfer of the non-lease components and associated lease component are the same and (ii) the lease component, if accounted for separately, would be classified as an operating lease. Property taxes paid by the lessor that are reimbursed by the lessee are considered to be lessor costs of owning the asset, and are recorded gross with revenue included in other non-interest income and expense recorded in operating expenses. We selected a lessor accounting policy election to exclude from revenue and expenses sales taxes and other similar taxes assessed by a governmental authority on lease revenue-producing transactions and collected by the lessor from a lessee. Operating lease equipment is carried at cost less accumulated depreciation. Operating lease equipment is depreciated to its estimated residual value using the straight-line method over the lease term or estimated useful life of the asset. Rental revenue on operating leases is recognized on a straight-line basis over the lease term unless collectability is not probable. In these cases, rental revenue is recognized as payments are received. |
Recently Adopted Accounting Pronouncements and New Accounting Standards To Be Adopted | Recently Adopted Accounting Pronouncements In December of 2019, the Financial Accounting Standards Board issued ASU No 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”). ASU 2019-12 removes certain exceptions to the general principles in Topic 740 in Generally Accepted Accounting Principles. ASU 2019-12 is effective for public entities for fiscal years beginning after December 15, 2020, with early adoption permitted. The Company adopted the guidance during the three months ended 2021. ASU 2019-12 does not have a material effect on the Company’s current financial position, results of operations or financial statement disclosures. New Accounting Standards To Be Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments, which amends the impairment model by requiring entities to use a forward-looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables and available-for-sale debt securities. This update is effective for annual periods beginning after December 15, 2022, and interim periods within those periods, and early adoption is permitted. We expect to adopt the standard on its effective date in the first quarter of 2023. We believe the adoption will modify the way we analyze financial instruments, but currently do not expect the adoption to have a material financial impact on our consolidated financial statements. In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") 2020-04, Reference Rate Reform (Topic 848), to temporarily ease the potential burden in accounting for reference rate reform. The standard provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform. The guidance generally can be applied through December 31, 2022. We will monitor our contracts and transactions for potential application of this ASU. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations Information | The following table presents financial results of DMS Health for the three months ended March 31, 2021 and 2020 business (in thousands): Three Months Ended March 31, 2021 2020 Total revenues $ 9,490 $ 9,667 Total cost of revenues 6,973 8,469 Gross profit 2,517 1,198 Operating expenses: Selling, general and administrative 1,469 1,366 Amortization of intangible assets — 241 Total operating expenses 1,469 1,607 Income (loss) from discontinued operations 1,048 (409) Interest expense (180) (169) Gain on sale of discontinued operations 5,224 — Income (loss) from discontinuing operations before income taxes 6,092 (578) Income tax expense (72) (7) Income (loss) from discontinuing operations $ 6,020 $ (585) The following represents the carrying amounts of the major classes of assets reported as “Assets held for sale” as of twelve months ended December 31, 2020 (in thousands): December 31, 2020 Cash and cash equivalents $ 443 Accounts receivable, net 4,305 Inventories, net 50 Other current assets 459 Property and equipment, net 7,721 Operating lease right-of-use assets, net 4,863 Intangible assets, net 2,915 $ 20,756 The following represents the carrying amounts of the major classes of liabilities reported as “Liabilities held for sale” as of December 31, 2020 (in thousands): December 31, 2020 Accounts payable $ 1,597 Accrued compensation 645 Deferred revenue 96 Operating lease liabilities 4,863 Other current liabilities 560 Deferred tax liabilities 16 Other liabilities 94 $ 7,871 The following table presents the significant non-cash operating, investing and financing activities from discontinued operations for the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, 2021 2020 Operating activities Depreciation $ 8 $ 1,137 Amortization of intangible assets — 241 Non-cash lease expense 256 192 Loss on extinguishment of debt 130 — Gain on sale of DMS discontinued operations (5,224) — Share-based compensation 2 4 Loss on disposal of assets 1 130 Provision for bad debt — 2 Investing activities Purchase of property and equipment (154) (243) Proceeds from sale of discontinued operations 18,750 — Proceeds from sale of property and equipment 3 15 Financing activities Repayment of obligations under finance leases (60) (80) Non-Cash Investing Activities Fixed asset purchases in accounts payable — 150 Lease assets obtained in exchange for new operating lease liabilities — 564 Following is the reconciliation of purchase price to the gain recognized in income from discontinued operations for the three months ended March 31, 2021 (in thousands): Estimated proceeds of the disposition, net of transaction costs $ 18,750 Assets of the businesses (20,920) Liabilities of the businesses 7,712 Transaction expenses (318) Pre-tax gain on the disposition $ 5,224 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following tables present our revenues for the three months ended March 31, 2021 and 2020, disaggregated by major source (in thousands): Three Months Ended March 31, 2021 Diagnostic Services Diagnostic Imaging Construction Total Major Goods/Service Lines Mobile Imaging $ 10,181 $ — $ — $ 10,181 Camera — 1,422 — 1,422 Camera Support — 1,646 — 1,646 Healthcare Revenue from Contracts with Customers 10,181 3,068 — 13,249 Lease Income 58 — 38 96 Construction — — 9,009 9,009 Total Revenues $ 10,239 $ 3,068 $ 9,047 $ 22,354 Timing of Revenue Recognition Services and goods transferred over time $ 10,239 $ 1,490 $ 2,731 $ 14,460 Services and goods transferred at a point in time — 1,578 6,316 7,894 Total Revenues $ 10,239 $ 3,068 $ 9,047 $ 22,354 Three Months Ended March 31, 2020 Diagnostic Services Diagnostic Imaging Construction Investments Total Major Goods/Service Lines Mobile Imaging $ 10,602 $ — $ — $ — $ 10,602 Camera — 1,339 — — 1,339 Camera Support — 1,522 — — 1,522 Healthcare Revenue from Contracts with Customers 10,602 2,861 — — 13,463 Lease Income 212 — 84 — 296 Construction — — 5,400 — 5,400 Investments — — — 31 31 Total Revenues $ 10,814 $ 2,861 $ 5,484 $ 31 $ 19,190 Timing of Revenue Recognition Services and goods transferred over time $ 10,814 $ 1,487 $ 84 $ — $ 12,385 Services and goods transferred at a point in time — 1,374 5,400 31 6,805 Total Revenues $ 10,814 $ 2,861 $ 5,484 $ 31 $ 19,190 |
Changes in Deferred Revenue | Changes in the deferred revenues for continuing operations for three months ended March 31, 2021, is as follows (in thousands): Balance at December 31, 2020 $ 2,352 Revenue recognized that was included in balance at beginning of the year (1,019) Deferred revenue, net, related to contracts entered into during the year 1,327 Balance at March 31, 2021 $ 2,660 |
Basic and Diluted Net Income _2
Basic and Diluted Net Income (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share, Basic and Diluted [Abstract] | |
Reconciliation of Shares Used to Compute Basic and Diluted Net Income (Loss) Per Share | The following table sets forth the reconciliation of shares used to compute basic and diluted net loss income per share for the periods indicated (in thousands): Three Months Ended 2021 2020 Numerator: Loss from continuing operations, net of tax $ (588) $ (2,368) Income (loss) from discontinued operations, net of tax 6,020 (585) Net income (loss) 5,432 (2,953) Deemed dividend on Series A redeemable preferred stock (479) (484) Net income (loss) attributable to common shareholders $ 4,953 $ (3,437) Denominator: Weighted average shares outstanding - basic and diluted 4,916 2,055 Net loss per common share - basic and diluted Net loss per share, continuing operations $ (0.12) $ (1.15) Net income (loss) per share, discontinued operations $ 1.22 $ (0.28) Net income (loss) per share $ 1.10 $ (1.44) Deemed dividend on Series A perpetual preferred stock per share $ (0.10) $ (0.24) Net income (loss) per share, attributable to common shareholders - basic and diluted $ 1.01 $ (1.67) |
Schedule of Antidilutive Securities Excluded from Computation of Net Income (Loss) Per Share | The computation of diluted earnings per share excludes stock options and stock units that are anti-dilutive. The following common stock equivalents were anti-dilutive (in thousands): Three Months Ended 2021 2020 Stock options 25 54 Restricted stock units 68 13 Stock warrants 866 — Total 959 67 |
Supplementary Balance Sheet I_2
Supplementary Balance Sheet Information (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | The components of inventories are as follows (in thousands): March 31, 2021 December 31, 2020 Raw materials $ 6,170 $ 5,489 Work-in-process 2,879 2,821 Finished goods 1,108 1,876 Total inventories 10,157 10,186 Less reserve for excess and obsolete inventories (319) (399) Total inventories, net $ 9,838 $ 9,787 |
Schedule of Property and Equipment | Property and equipment consist of the following (in thousands): March 31, 2021 December 31, 2020 Land $ 805 $ 805 Buildings and leasehold improvements 4,771 4,771 Machinery and equipment 28,635 29,375 Total property and equipment 34,211 34,951 Less accumulated depreciation (24,828) (25,189) Total property and equipment, net $ 9,383 $ 9,762 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Schedule of Lease Cost and Other Information | The components of lease expense are as follows (in thousands): Three Months Ended March 31, 2021 2020 Operating lease cost $ 334 $ 328 Finance lease cost: Amortization of finance lease assets $ 106 $ 124 Interest on finance lease liabilities 21 24 Total finance lease cost $ 127 $ 148 Supplemental cash flow information related to leases from continuing operations was as follows (in thousands): Three Months Ended March 31, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 317 $ 282 Operating cash flows from finance leases $ 21 $ 24 Financing cash flows from finance leases $ 149 $ 148 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 1,537 $ 596 |
Schedule of Balance Sheet Information | Supplemental balance sheet information related to leases was as follows (in thousands): March 31, December 31, Operating lease right-of-use assets, net $ 2,848 $ 1,769 Operating lease liabilities $ 1,075 $ 1,011 Operating lease liabilities, net of current 1,824 828 Total operating lease liabilities $ 2,899 $ 1,839 Finance lease assets $ 2,567 $ 2,765 Finance lease accumulated amortization (1,130) (791) Finance lease assets, net $ 1,437 $ 1,974 Finance lease liabilities $ 580 $ 594 Finance lease liabilities, net of current 722 937 Total finance lease liabilities $ 1,302 $ 1,531 Weighted average remaining lease term (in years) Operating leases 3.1 2.3 Finance leases 2.7 2.8 Weighted average discount rate Operating leases 4.54 % 5.53 % Finance leases 6.44 % 6.44 % |
Schedule of Future Minimum Finance Lease Payments | The future minimum lease payments due under both non-cancelable operating leases and finance leases having initial or remaining lease terms in excess of one year as of March 31, 2021 were as follows (in thousands): Operating Finance 2021 (excludes the three-months ended March 31, 2021) $ 931 $ 507 2022 831 515 2023 330 273 2024 606 118 2025 and thereafter 373 2 Total future minimum lease payments 3,071 1,415 Less amounts representing interest 172 113 Present value of lease obligations $ 2,899 $ 1,302 |
Schedule of Future Minimum Operating Lease Payments, Lessee | The future minimum lease payments due under both non-cancelable operating leases and finance leases having initial or remaining lease terms in excess of one year as of March 31, 2021 were as follows (in thousands): Operating Finance 2021 (excludes the three-months ended March 31, 2021) $ 931 $ 507 2022 831 515 2023 330 273 2024 606 118 2025 and thereafter 373 2 Total future minimum lease payments 3,071 1,415 Less amounts representing interest 172 113 Present value of lease obligations $ 2,899 $ 1,302 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Financial Assets Measured at Fair Value on a Recurring Basis | The following table presents information about our financial assets that are measured at fair value on a recurring basis, and indicates the fair value hierarchy of the valuation techniques we utilize to determine such fair value at March 31, 2021 and December 31, 2020 (in thousands). Fair Value as of March 31, 2021 Level 1 Level 2 Level 3 Total Assets: Equity securities $ 65 $ 49 $ — $ 114 Total $ 65 $ 49 $ — $ 114 Fair Value as of December 31, 2020 Level 1 Level 2 Level 3 Total Assets: Equity securities $ 35 $ 55 $ — $ 90 Total $ 35 $ 55 $ — $ 90 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Short-term Debt | A summary of debt as of March 31, 2021 and December 31, 2020 are as follows (dollars in thousands): March 31, 2021 December 31, 2020 Amount Weighted-Average Interest Rate Amount Weighted-Average Interest Rate Revolving Credit Facility - Gerber KBS $ 2,672 6.00% $ 1,099 6.00% Revolving Credit Facility - Gerber EBGL 1,969 6.00% 2,016 6.00% Revolving Credit Facility - SNB 5,000 2.61% 12,710 2.64% Total Short-term Revolving Credit Facility $ 9,641 4.24% $ 15,825 3.30% Gerber - Star Term Loan $ 271 6.25% $ 262 6.75% Premier - Term Loan 335 5.75% 419 5.75% Total Short Term Debt $ 606 5.97% $ 681 6.13% Short-term Paycheck Protection Program Notes $ 2,301 1.00% $ 1,856 1.00% Short-term debt and current portion of long-term debt $ 12,548 3.73% $ 18,362 3.17% Gerber - Star Term Loan $ 985 6.25% $ 1,058 6.75% Premier - Term Loan 324 5.75% 321 5.75% Total Long Term Debt $ 1,309 6.13% $ 1,379 6.52% Long-term Paycheck Protection Program Notes $ 658 1.00% $ 2,321 1.00% Long-term debt, net of current portion $ 1,967 4.41% $ 3,700 3.06% LSV Co-Invest I Promissory Note (“January Note”) $ 709 12.00% $ 709 12.00% LSV Co-Invest I Promissory Note (“June Note”) 1,220 12.00% 1,220 12.00% LSVM Note 378 12.00% 378 12.00% Total Notes Payable To Related Parties (1) $ 2,307 12.00% $ 2,307 12.00% Total Debt $ 16,822 4.94% $ 24,369 3.99% (1) See Note 12. Related Party Transactions , for information regarding certain ATRM promissory notes that are outstanding. |
Summary of Long-Term Debt | A summary of debt as of March 31, 2021 and December 31, 2020 are as follows (dollars in thousands): March 31, 2021 December 31, 2020 Amount Weighted-Average Interest Rate Amount Weighted-Average Interest Rate Revolving Credit Facility - Gerber KBS $ 2,672 6.00% $ 1,099 6.00% Revolving Credit Facility - Gerber EBGL 1,969 6.00% 2,016 6.00% Revolving Credit Facility - SNB 5,000 2.61% 12,710 2.64% Total Short-term Revolving Credit Facility $ 9,641 4.24% $ 15,825 3.30% Gerber - Star Term Loan $ 271 6.25% $ 262 6.75% Premier - Term Loan 335 5.75% 419 5.75% Total Short Term Debt $ 606 5.97% $ 681 6.13% Short-term Paycheck Protection Program Notes $ 2,301 1.00% $ 1,856 1.00% Short-term debt and current portion of long-term debt $ 12,548 3.73% $ 18,362 3.17% Gerber - Star Term Loan $ 985 6.25% $ 1,058 6.75% Premier - Term Loan 324 5.75% 321 5.75% Total Long Term Debt $ 1,309 6.13% $ 1,379 6.52% Long-term Paycheck Protection Program Notes $ 658 1.00% $ 2,321 1.00% Long-term debt, net of current portion $ 1,967 4.41% $ 3,700 3.06% LSV Co-Invest I Promissory Note (“January Note”) $ 709 12.00% $ 709 12.00% LSV Co-Invest I Promissory Note (“June Note”) 1,220 12.00% 1,220 12.00% LSVM Note 378 12.00% 378 12.00% Total Notes Payable To Related Parties (1) $ 2,307 12.00% $ 2,307 12.00% Total Debt $ 16,822 4.94% $ 24,369 3.99% (1) See Note 12. Related Party Transactions , for information regarding certain ATRM promissory notes that are outstanding. The following table presents the Star and Premier term loans balance net of unamortized debt issuance costs as of March 31, 2021 (in thousands): March 31, 2021 Amount Gerber - Star Term Loan $ 1,533 Premier - Term Loan 659 Total Principal 2,192 Unamortized debt issuance costs (277) Total $ 1,915 |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Segment information is as follows (in thousands): Three Months Ended March 31, 2021 2020 Revenue by segment: Diagnostic Services $ 10,239 $ 10,814 Diagnostic Imaging 3,068 2,861 Construction 9,047 5,484 Investments — 31 Consolidated revenue $ 22,354 $ 19,190 Gross profit by segment: Diagnostic Services $ 1,608 $ 2,005 Diagnostic Imaging 990 869 Construction 544 403 Investments (65) (34) Consolidated gross profit $ 3,077 $ 3,243 Income (loss) from operations by segment: Diagnostic Services $ 859 $ 59 Diagnostic Imaging (22) (267) Construction (1,547) (1,300) Investments 76 (54) Unallocated corporate and other expenses (935) (634) Segment loss from operations $ (1,569) $ (2,196) Depreciation and amortization by segment: Diagnostic Services $ 290 $ 329 Diagnostic Imaging 67 63 Construction 479 572 Investments 65 65 Total depreciation and amortization $ 901 $ 1,029 |
Perpetual Preferred Stock (Tabl
Perpetual Preferred Stock (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Schedule of Stockholders Equity | A roll forward of the balance of Company Preferred Stock for the quarter ended March 31, 2021 is as follows (in thousands): Balance at December 31, 2020 $ 21,500 Deemed dividend on redeemable convertible preferred stock 479 Balance at March 31, 2021 $ 21,979 |
Basis of Presentation - Narrati
Basis of Presentation - Narrative (Details) $ / shares in Units, $ in Thousands | Mar. 31, 2021USD ($)$ / sharesshares | Jun. 10, 2020USD ($)$ / sharesshares | May 28, 2020USD ($)$ / sharesshares | Sep. 09, 2019USD ($) | Mar. 31, 2021USD ($)segment$ / sharesshares | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Number of operating segments | segment | 3 | |||||||
Proceeds from sale of discontinued operations | $ 18,750 | $ 0 | ||||||
Series A Cumulative Perpetual Preferred Stock, dividend rate | 0.10 | |||||||
Preferred stock, liquidation preference per share (USD per share) | $ / shares | $ 10 | $ 10 | ||||||
Gross proceeds from private placement | $ 3,000 | |||||||
Exercise price of warrants (usd per share) | $ / shares | $ 2.25 | $ 2.25 | ||||||
Proceeds from exercise of warrants | $ 493 | 0 | ||||||
Warrants exercised (in shares) | shares | 900,000 | 900,000 | ||||||
Warrants outstanding (in shares) | shares | 1,500,000 | 1,500,000 | ||||||
(Loss) income from operations by segment | $ (1,569) | (2,196) | ||||||
Accumulated deficit | $ (119,554) | (119,554) | $ (124,986) | |||||
Net cash provided by (used in) operating activities | (2,232) | 623 | ||||||
Payable to related parties | 2,307 | 2,307 | 2,307 | |||||
Cash and restricted cash | 13,343 | $ 13,343 | $ 1,410 | 3,393 | $ 1,987 | |||
Extended warranty period | 1 year | |||||||
Short-term debt and current portion of long-term debt | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Short-term debt and current portion of long-term debt | 12,548 | $ 12,548 | 18,362 | |||||
Revolving Credit Facility | Line of Credit | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Short-term debt | 4,600 | 4,600 | ||||||
Revolving Credit Facility | Revolving Credit Facility - SNB | SNB | Line of Credit | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Borrowing availability | 4,500 | 4,500 | ||||||
Revolving Credit Facility | Revolving Credit Facility - SNB | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Short-term debt | 12,500 | 12,500 | ||||||
DMS Health | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Proceeds from sale of discontinued operations | $ 18,750 | |||||||
Equity Offering | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Number of shares issued in transaction (in shares) | shares | 2,450,000 | 2,225,000 | ||||||
Number of securities called by warrants (in shares) | shares | 1,112,500 | |||||||
Price of stock sold (in dollars per share) | $ / shares | $ 2.25 | |||||||
Gross proceeds from private placement | $ 5,500 | $ 5,000 | 6,000 | |||||
Option to buy term for stocks and warrants | 45 days | |||||||
Proceeds from exercise of warrants | $ 500 | |||||||
Net proceeds from sale of common stock and warrants | 5,200 | |||||||
Payments issuance costs | 800 | |||||||
Equity Offering | Common stock | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Price of stock sold (in dollars per share) | $ / shares | $ 2.24 | |||||||
Equity Offering | Stock warrants | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Number of warrants issued in transaction (in shares) | shares | 2,225,000 | |||||||
Price of stock sold (in dollars per share) | $ / shares | $ 0.01 | |||||||
Over-Allotment Option | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Number of securities called by warrants (in shares) | shares | 225,000 | 225,000 | ||||||
Price of stock sold (in dollars per share) | $ / shares | $ 2.24 | |||||||
Exercise price of warrants (usd per share) | $ / shares | $ 0.01 | |||||||
Over-Allotment Option | Stock warrants | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Number of warrants issued in transaction (in shares) | shares | 225,000 | |||||||
Number of securities called by warrants (in shares) | shares | 112,500 | |||||||
Healthcare | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Increase (decrease) in revenue | (400) | |||||||
Construction | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Increase (decrease) in revenue | $ 3,600 |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) $ in Thousands | Mar. 31, 2021USD ($) |
DMS Health | Discontinued Operations, Disposed of by Sale | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Total consideration | $ 18,750 |
Discontinued Operations - Finan
Discontinued Operations - Financial Results (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Gain on sale of discontinued operations | $ 847 | $ 0 |
Income (loss) from discontinuing operations before income taxes | 5,224 | |
Income (loss) from discontinuing operations | 6,020 | (585) |
DMS Health | Discontinued Operations, Disposed of by Sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Total revenues | 9,490 | 9,667 |
Total cost of revenues | 6,973 | 8,469 |
Gross profit | 2,517 | 1,198 |
Selling, general and administrative | 1,469 | 1,366 |
Amortization of intangible assets | 0 | 241 |
Total operating expenses | 1,469 | 1,607 |
Income (loss) from discontinued operations | 1,048 | (409) |
Interest expense | (180) | (169) |
Gain on sale of discontinued operations | 5,224 | 0 |
Income (loss) from discontinuing operations before income taxes | 6,092 | (578) |
Income tax expense | (72) | (7) |
Income (loss) from discontinuing operations | $ 6,020 | $ (585) |
Discontinued Operations - Major
Discontinued Operations - Major Classes of Assets and Liabilities Included in Company's Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Assets held for sale | $ 0 | $ 20,756 |
Liabilities held for sale | $ 0 | 7,871 |
DMS Health | Discontinued Operations, Held-for-sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Cash and cash equivalents | 443 | |
Accounts receivable, net | 4,305 | |
Inventories, net | 50 | |
Other current assets | 459 | |
Property and equipment, net | 7,721 | |
Operating lease right-of-use assets, net | 4,863 | |
Intangible assets, net | 2,915 | |
Assets held for sale | 20,756 | |
Accounts payable | 1,597 | |
Accrued compensation | 645 | |
Deferred revenue | 96 | |
Operating lease liabilities | 4,863 | |
Other current liabilities | 560 | |
Deferred tax liabilities | 16 | |
Other liabilities | 94 | |
Liabilities held for sale | $ 7,871 |
Discontinued Operations - Suppl
Discontinued Operations - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating activities | ||
Gain on disposal of discontinued operations | $ (5,224) | $ 0 |
Loss on disposal of assets | (847) | 0 |
Non-Cash Investing Activities | ||
Lease assets obtained in exchange for new operating lease liabilities | 1,537 | 596 |
DMS Health | Discontinued Operations, Held-for-sale | ||
Operating activities | ||
Depreciation | 8 | 1,137 |
Amortization of intangible assets | 0 | 241 |
Non-cash lease expense | 256 | 192 |
Loss on extinguishment of debt | 130 | 0 |
Gain on disposal of discontinued operations | (5,224) | 0 |
Share-based compensation | 2 | 4 |
Loss on disposal of assets | 1 | 130 |
Provision for bad debt | 0 | 2 |
Investing activities | ||
Purchase of property and equipment | (154) | (243) |
Proceeds from sale of discontinued operations | 18,750 | 0 |
Proceeds from sale of property and equipment | 3 | 15 |
Financing activities | ||
Repayment of obligations under finance leases | (60) | (80) |
Non-Cash Investing Activities | ||
Fixed asset purchases in accounts payable | 0 | 150 |
Lease assets obtained in exchange for new operating lease liabilities | $ 0 | $ 564 |
Discontinued Operations - Recon
Discontinued Operations - Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Assets of the businesses | $ (20,920) | |
Liabilities of the businesses | 7,712 | |
Transaction expenses | (318) | |
Pre-tax gain on the disposition | 5,224 | |
Discontinued Operations, Disposed of by Sale | DMS Health | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Estimated proceeds of the disposition, net of transaction costs | 18,750 | |
Pre-tax gain on the disposition | $ 6,092 | $ (578) |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Lease Income | $ 96 | $ 296 |
Total revenues | 22,354 | 19,190 |
Services and goods transferred over time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 14,460 | 12,385 |
Services and goods transferred at a point in time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 7,894 | 6,805 |
Mobile Imaging | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 10,181 | 10,602 |
Camera | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 1,422 | 1,339 |
Camera Support | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 1,646 | 1,522 |
Healthcare | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 13,249 | 13,463 |
Total revenues | 13,307 | 13,675 |
Construction | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 9,009 | 5,400 |
Total revenues | 9,047 | 5,484 |
Investments | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 31 | |
Total revenues | 0 | 31 |
Diagnostic Services | ||
Disaggregation of Revenue [Line Items] | ||
Lease Income | 58 | 212 |
Total revenues | 10,239 | 10,814 |
Diagnostic Services | Services and goods transferred over time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 10,239 | 10,814 |
Diagnostic Services | Services and goods transferred at a point in time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | 0 |
Diagnostic Services | Mobile Imaging | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 10,181 | 10,602 |
Diagnostic Services | Camera | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | 0 |
Diagnostic Services | Camera Support | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | 0 |
Diagnostic Services | Healthcare | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 10,181 | 10,602 |
Diagnostic Services | Construction | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | 0 |
Diagnostic Services | Investments | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | |
Diagnostic Imaging | ||
Disaggregation of Revenue [Line Items] | ||
Lease Income | 0 | 0 |
Total revenues | 3,068 | 2,861 |
Diagnostic Imaging | Services and goods transferred over time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 1,490 | 1,487 |
Diagnostic Imaging | Services and goods transferred at a point in time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 1,578 | 1,374 |
Diagnostic Imaging | Mobile Imaging | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | 0 |
Diagnostic Imaging | Camera | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 1,422 | 1,339 |
Diagnostic Imaging | Camera Support | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 1,646 | 1,522 |
Diagnostic Imaging | Healthcare | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 3,068 | 2,861 |
Diagnostic Imaging | Construction | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | 0 |
Diagnostic Imaging | Investments | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | |
Construction | ||
Disaggregation of Revenue [Line Items] | ||
Lease Income | 38 | 84 |
Total revenues | 9,047 | 5,484 |
Construction | Services and goods transferred over time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 2,731 | 84 |
Construction | Services and goods transferred at a point in time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 6,316 | 5,400 |
Construction | Mobile Imaging | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | 0 |
Construction | Camera | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | 0 |
Construction | Camera Support | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | 0 |
Construction | Healthcare | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | 0 |
Construction | Construction | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 9,009 | 5,400 |
Construction | Investments | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | |
Investments | ||
Disaggregation of Revenue [Line Items] | ||
Lease Income | 0 | |
Total revenues | $ 0 | 31 |
Investments | Services and goods transferred over time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | |
Investments | Services and goods transferred at a point in time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 31 | |
Investments | Mobile Imaging | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | |
Investments | Camera | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | |
Investments | Camera Support | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | |
Investments | Healthcare | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | |
Investments | Construction | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | |
Investments | Investments | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | $ 31 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Non-current deferred revenue | $ 308 | $ 168 |
Camera | ||
Disaggregation of Revenue [Line Items] | ||
Warranty term | 1 year | |
Diagnostic Imaging | Camera Support | Minimum | ||
Disaggregation of Revenue [Line Items] | ||
Service contract term | 12 months | |
Diagnostic Imaging | Camera Support | Maximum | ||
Disaggregation of Revenue [Line Items] | ||
Service contract term | 48 months |
Revenue - Schedule of Changes i
Revenue - Schedule of Changes in Deferred Revenue (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Change In Contract With Customer, Liability [Roll Forward] | |
Balance at December 31, 2020 | $ 2,352 |
Revenue recognized that was included in balance at beginning of the year | (1,019) |
Deferred revenue, net, related to contracts entered into during the year | 1,327 |
Balance at March 31, 2021 | $ 2,660 |
Basic and Diluted Net Income _3
Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Numerator: | ||
Loss from continuing operations, net of tax | $ (588) | $ (2,368) |
Income (loss) from discontinued operations, net of tax | 6,020 | (585) |
Net income (loss) | 5,432 | (2,953) |
Deemed dividend on Series A redeemable preferred stock | (479) | (484) |
Net income (loss) attributable to common shareholders | $ 4,953 | $ (3,437) |
Denominator: | ||
Weighted average shares outstanding - basic (in shares) | 4,916 | 2,055 |
Net loss per common share - basic and diluted | ||
Net loss per share, continuing operations, basic (usd per share) | $ (0.12) | $ (1.15) |
Net loss per share, continuing operations, diluted (usd per share) | (0.12) | (1.15) |
Net income (loss) per share, discontinued operations, basic (usd per share) | 1.22 | (0.28) |
Net income (loss) per share, discontinued operations, diluted (usd per share) | 1.22 | (0.28) |
Net income (loss) per share - basic (usd per share) | 1.10 | (1.44) |
Net income (loss) per share - diluted (usd per share) | 1.10 | (1.44) |
Deemed dividend on Series A redeemable preferred stock per share (in usd per share) | (0.10) | (0.24) |
Net income (loss) per share, attributable to common shareholders — basic and diluted (usd per share) | $ 1.01 | $ (1.67) |
Basic and Diluted Net Income _4
Basic and Diluted Net Income (Loss) Per Share - Anti-dilutive Shares (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 959 | 67 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 25 | 54 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 68 | 13 |
Stock warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 866 | 0 |
Basic and Diluted Net Income _5
Basic and Diluted Net Income (Loss) Per Share (Narrative) (Details) shares in Millions | Mar. 31, 2021$ / sharesshares |
Earnings Per Share [Abstract] | |
Warrants exercised (in shares) | 0.9 |
Warrants outstanding (in shares) | 1.5 |
Exercise price of warrants (usd per share) | $ / shares | $ 2.25 |
Supplementary Balance Sheet I_3
Supplementary Balance Sheet Information - Schedule of Inventory (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 6,170 | $ 5,489 |
Work-in-process | 2,879 | 2,821 |
Finished goods | 1,108 | 1,876 |
Total inventories | 10,157 | 10,186 |
Less reserve for excess and obsolete inventories | (319) | (399) |
Total inventories, net | $ 9,838 | $ 9,787 |
Supplementary Balance Sheet I_4
Supplementary Balance Sheet Information - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, and equipment, gross | $ 34,211 | $ 34,951 |
Less accumulated depreciation | (24,828) | (25,189) |
Total property and equipment, net | 9,383 | 9,762 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, and equipment, gross | 805 | 805 |
Buildings and leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, and equipment, gross | 4,771 | 4,771 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, and equipment, gross | $ 28,635 | $ 29,375 |
Leases - Narrative (Details)
Leases - Narrative (Details) | 3 Months Ended |
Mar. 31, 2021 | |
Lessee, Lease, Description [Line Items] | |
Option to terminate period | 1 year |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 10 years |
Leases - Schedule of Lease Expe
Leases - Schedule of Lease Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Operating lease cost | $ 334 | $ 328 |
Finance lease cost: | ||
Amortization of finance lease assets | 106 | 124 |
Interest on finance lease liabilities | 21 | 24 |
Total finance lease cost | $ 127 | $ 148 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities | ||
Operating cash flows from operating leases | $ 317 | $ 282 |
Operating cash flows from finance leases | 21 | 24 |
Financing cash flows from finance leases | 149 | 148 |
Right-of-use assets obtained in exchange for lease obligations | ||
Right-of-use assets obtained in exchange for lease obligations, operating lease | $ 1,537 | $ 596 |
Leases - Schedule of Suppleme_2
Leases - Schedule of Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Operating lease right-of-use assets, net | $ 2,848 | $ 1,769 |
Operating lease liabilities | 1,075 | 1,011 |
Operating lease liabilities, net of current portion | 1,824 | 828 |
Total operating lease liabilities | 2,899 | 1,839 |
Finance lease assets | 2,567 | 2,765 |
Finance lease accumulated amortization | (1,130) | (791) |
Finance lease assets, net | 1,437 | 1,974 |
Finance lease liabilities | 580 | 594 |
Finance lease liabilities, net of current | 722 | 937 |
Total finance lease liabilities | $ 1,302 | $ 1,531 |
Operating lease, weighted-Average Remaining Lease Term (in years) | 3 years 1 month 6 days | 2 years 3 months 18 days |
Financing leases, weighted-Average Remaining Lease Term (in years) | 2 years 8 months 12 days | 2 years 9 months 18 days |
Operating leases, weighted-Average Discount Rate | 4.54% | 5.53% |
Financing leases, weighted-Average Discount Rate | 6.44% | 6.44% |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:PropertyPlantAndEquipmentAndFinanceLeaseRightOfUseAssetAfterAccumulatedDepreciationAndAmortization | us-gaap:PropertyPlantAndEquipmentAndFinanceLeaseRightOfUseAssetAfterAccumulatedDepreciationAndAmortization |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other current liabilities | Other current liabilities |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other liabilities | Other liabilities |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments, Lessee (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
2021 (excludes the three-months ended March 31, 2021) | $ 931 | |
2022 | 831 | |
2023 | 330 | |
2024 | 606 | |
2025 and thereafter | 373 | |
Total future minimum lease payments | 3,071 | |
Less amounts representing interest | 172 | |
Present value of lease obligations | 2,899 | $ 1,839 |
Finance Lease, Liability, Payment, Due [Abstract] | ||
2021 (excludes the three-months ended March 31, 2021) | 507 | |
2022 | 515 | |
2023 | 273 | |
2024 | 118 | |
2025 and thereafter | 2 | |
Total future minimum lease payments | 1,415 | |
Less amounts representing interest | 113 | |
Present value of lease obligations | $ 1,302 | $ 1,531 |
Financial Instruments - Financi
Financial Instruments - Financial Assets Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities | $ 114 | $ 90 |
Total | 114 | 90 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities | 65 | 35 |
Total | 65 | 35 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities | 49 | 55 |
Total | 49 | 55 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities | 0 | 0 |
Total | $ 0 | $ 0 |
Financial Instruments - Narrati
Financial Instruments - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | ||
Equity securities, unrealized gain | $ 23 | $ 26 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Total Short Term Revolving Credit Facility | $ 12,548 | $ 18,362 |
Total Long Term Revolving Credit Facility | 1,967 | 3,700 |
Total Notes Payable To Related Parties | 2,307 | 2,307 |
Total Debt | $ 16,822 | $ 24,369 |
Weighted-Average Interest Rate | 4.94% | 3.99% |
Short-term debt and current portion of long-term debt | ||
Debt Instrument [Line Items] | ||
Short-term debt and current portion of long-term debt | $ 12,548 | $ 18,362 |
Weighted-Average Interest Rate | 3.73% | 3.17% |
Short Term Paycheck Protection Program Notes | ||
Debt Instrument [Line Items] | ||
Total Short Term Revolving Credit Facility | $ 2,301 | $ 1,856 |
Weighted-Average Interest Rate | 1.00% | 1.00% |
Short-term Debt | ||
Debt Instrument [Line Items] | ||
Total Short Term Revolving Credit Facility | $ 606 | $ 681 |
Weighted-Average Interest Rate | 5.97% | 6.13% |
Debt Noncurrent | ||
Debt Instrument [Line Items] | ||
Total Long Term Revolving Credit Facility | $ 1,967 | $ 3,700 |
Weighted-Average Interest Rate | 4.41% | 3.06% |
Long-term Debt | ||
Debt Instrument [Line Items] | ||
Total Long Term Revolving Credit Facility | $ 1,309 | $ 1,379 |
Weighted-Average Interest Rate | 6.13% | 6.52% |
Gerber - Star Term Loan | ||
Debt Instrument [Line Items] | ||
Total Short Term Revolving Credit Facility | $ 271 | $ 262 |
Total Long Term Revolving Credit Facility | $ 985 | $ 1,058 |
Weighted-Average Interest Rate | 6.25% | 6.75% |
Premier - Term Loan | ||
Debt Instrument [Line Items] | ||
Total Short Term Revolving Credit Facility | $ 335 | $ 419 |
Total Long Term Revolving Credit Facility | $ 324 | $ 321 |
Weighted-Average Interest Rate | 5.75% | 5.75% |
Long Term Paycheck Protection Program Notes | ||
Debt Instrument [Line Items] | ||
Total Long Term Revolving Credit Facility | $ 658 | $ 2,321 |
Weighted-Average Interest Rate | 1.00% | 1.00% |
Total Notes Payable To Related Parties | ||
Debt Instrument [Line Items] | ||
Total Notes Payable To Related Parties | $ 2,307 | $ 2,307 |
Weighted-Average Interest Rate | 12.00% | 12.00% |
LSV Co-Invest I Promissory Note (“January Note”) | ||
Debt Instrument [Line Items] | ||
Total Notes Payable To Related Parties | $ 709 | $ 709 |
Weighted-Average Interest Rate | 12.00% | 12.00% |
LSV Co-Invest I Promissory Note (“June Note”) | ||
Debt Instrument [Line Items] | ||
Total Notes Payable To Related Parties | $ 1,220 | $ 1,220 |
Weighted-Average Interest Rate | 12.00% | 12.00% |
LSVM Note | ||
Debt Instrument [Line Items] | ||
Total Notes Payable To Related Parties | $ 378 | $ 378 |
Weighted-Average Interest Rate | 12.00% | 12.00% |
Revolving Credit Facility | Total Short Term Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total Short Term Revolving Credit Facility | $ 9,641 | $ 15,825 |
Weighted-Average Interest Rate | 4.24% | 3.30% |
Revolving Credit Facility | Revolving Credit Facility - Gerber KBS | ||
Debt Instrument [Line Items] | ||
Total Short Term Revolving Credit Facility | $ 2,672 | $ 1,099 |
Weighted-Average Interest Rate | 6.00% | 6.00% |
Revolving Credit Facility | Revolving Credit Facility - Gerber EBGL | ||
Debt Instrument [Line Items] | ||
Total Short Term Revolving Credit Facility | $ 1,969 | $ 2,016 |
Weighted-Average Interest Rate | 6.00% | 6.00% |
Revolving Credit Facility | Revolving Credit Facility - SNB | ||
Debt Instrument [Line Items] | ||
Total Short Term Revolving Credit Facility | $ 5,000 | $ 12,710 |
Weighted-Average Interest Rate | 2.61% | 2.64% |
Debt - Term Loans (Details)
Debt - Term Loans (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Debt Instrument [Line Items] | |
Total Principal | $ 2,192 |
Unamortized debt issuance costs | (277) |
Total | 1,915 |
Gerber - Star Term Loan | |
Debt Instrument [Line Items] | |
Debt, short term and current portion of long-term debt, net of issuance costs | 300 |
Long term debt, net of current portion, net of issuance costs | 1,000 |
Premier - Term Loan | |
Debt Instrument [Line Items] | |
Debt, short term and current portion of long-term debt, net of issuance costs | 300 |
Long term debt, net of current portion, net of issuance costs | 300 |
Total Principal | 659 |
Star Loan Agreement | |
Debt Instrument [Line Items] | |
Total Principal | $ 1,533 |
Debt - Sterling Credit Facility
Debt - Sterling Credit Facility (Details) - USD ($) | Mar. 29, 2019 | Mar. 31, 2021 | Feb. 26, 2021 | Mar. 05, 2020 |
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 3.00% | |||
Revolving Credit Facility | SNB | Line of Credit | Revolving Credit Facility - SNB | ||||
Debt Instrument [Line Items] | ||||
Debt term | 5 years | |||
Maximum borrowing capacity | $ 20,000,000 | $ 7,000,000 | ||
Letters of credit (not to exceed) | $ 500,000 | |||
Borrowing availability | 4,500,000 | |||
Revolving Credit Facility | SNB | Line of Credit | Revolving Credit Facility - SNB | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 2.50% | |||
Additional margin rate | 2.25% | |||
Revolving Credit Facility | SNB | Letter of Credit | ||||
Debt Instrument [Line Items] | ||||
Letters of credit (not to exceed) | $ 200,000 | |||
Board of Directors Chairman | ||||
Debt Instrument [Line Items] | ||||
Obligations under the Limited Guaranty | $ 1,500,000 | $ 500,000 | ||
Board of Directors Chairman | Revolving Credit Facility | Revolving Credit Facility - SNB | ||||
Debt Instrument [Line Items] | ||||
Obligations under the Limited Guaranty | $ 1,500,000 |
Debt - Construction Loan Agreem
Debt - Construction Loan Agreements (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,915,000 | |
Short-term debt and current portion of long-term debt | 12,548,000 | $ 18,362,000 |
Total Principal | 2,192,000 | |
Premier - Term Loan | ||
Debt Instrument [Line Items] | ||
Short-term debt and current portion of long-term debt | 335,000 | 419,000 |
Total Principal | 659,000 | |
Revolving Credit Facility | Revolving Credit Facility - Gerber KBS | ||
Debt Instrument [Line Items] | ||
Short-term debt and current portion of long-term debt | 2,672,000 | 1,099,000 |
Revolving Credit Facility | Revolving Credit Facility - Gerber EBGL | ||
Debt Instrument [Line Items] | ||
Short-term debt and current portion of long-term debt | 1,969,000 | $ 2,016,000 |
Revolving Credit Facility | Line of Credit | ||
Debt Instrument [Line Items] | ||
Long-term debt | 5,400,000 | |
Revolving Credit Facility | Line of Credit | Revolving Credit Facility - Gerber KBS | ||
Debt Instrument [Line Items] | ||
Maximum credit amount | 4,000,000 | |
Revolving Credit Facility | Line of Credit | Revolving Credit Facility - Gerber EBGL | ||
Debt Instrument [Line Items] | ||
Maximum credit amount | $ 3,000,000 |
Debt - KBS Loan Agreement (Deta
Debt - KBS Loan Agreement (Details) - USD ($) | Feb. 23, 2016 | Mar. 31, 2022 | Sep. 30, 2021 | Mar. 31, 2021 | Feb. 26, 2021 | Dec. 31, 2020 | Apr. 01, 2020 |
Debt Instrument [Line Items] | |||||||
Weighted average interest rate | 4.94% | 3.99% | |||||
Short-term debt and current portion of long-term debt | $ 12,548,000 | $ 18,362,000 | |||||
KBS Loan Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Decrease of maximum revolving amount | 25.00% | ||||||
Revolving Credit Facility - Gerber KBS | Forecast | |||||||
Debt Instrument [Line Items] | |||||||
Debt covenant for income | $ 500,000 | $ 385,000 | |||||
Debt covenant, minimum earnings before interest tax and depreciation | $ 1,500,000 | $ 880,000 | |||||
Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate | 3.00% | ||||||
Revolving Credit Facility | Revolving Credit Facility - Gerber KBS | |||||||
Debt Instrument [Line Items] | |||||||
Weighted average interest rate | 6.00% | 6.00% | |||||
Short-term debt and current portion of long-term debt | $ 2,672,000 | $ 1,099,000 | |||||
Revolving Credit Facility | Line of Credit | KBS Loan Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 4,000,000 | ||||||
Automatic extension period | 1 year | ||||||
Commitment fee percentage | 1.50% | ||||||
Monthly collateral monitoring fee percentage | 0.10% | ||||||
Revolving Credit Facility | Line of Credit | KBS Loan Agreement | Prime Rate | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate | 2.75% | ||||||
Revolving Credit Facility | Line of Credit | Revolving Credit Facility - Gerber KBS | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 4,000,000 |
Debt - EBGL Premier Note (Detai
Debt - EBGL Premier Note (Details) - USD ($) | Mar. 31, 2021 | Feb. 26, 2021 | Dec. 31, 2020 | Jan. 31, 2020 | Dec. 31, 2017 |
Debt Instrument [Line Items] | |||||
Short-term debt and current portion of long-term debt | $ 12,548,000 | $ 18,362,000 | |||
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Stated rate | 3.00% | ||||
Revolving Credit Facility | Line of Credit | EBGL Premier Note | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 1,000,000 | $ 3,000,000 | |||
Stated rate | 5.75% | ||||
Short-term debt and current portion of long-term debt | $ 700,000 | ||||
Revolving Credit Facility | Line of Credit | EBGL Premier Note | Prime Rate | |||||
Debt Instrument [Line Items] | |||||
Stated rate | 1.50% |
Debt - Gerber Star and EBGL Loa
Debt - Gerber Star and EBGL Loans (Details) | Jan. 31, 2020USD ($)installment | Mar. 31, 2021USD ($) | Feb. 26, 2021USD ($) | Dec. 31, 2020USD ($) | Apr. 30, 2020USD ($) | Mar. 05, 2020USD ($) |
Debt Instrument [Line Items] | ||||||
Debt outstanding | $ 2,192,000 | |||||
Long-term debt, net of current portion | 1,967,000 | $ 3,700,000 | ||||
Star Loan Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Debt outstanding | 1,533,000 | |||||
Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Stated rate | 3.00% | |||||
Revolving Credit Facility | Board of Directors Chairman | Star Credit Parties | ||||||
Debt Instrument [Line Items] | ||||||
Contractual obligation discharged | $ 2,500,000 | |||||
Revolving Credit Facility | Star Loan Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 2,500,000 | |||||
Debt outstanding | $ 1,300,000 | |||||
Automatic extension period | 1 year | |||||
Repayments of debt | $ 500,000 | |||||
Revolving Credit Facility | Star Loan Agreement | Board of Directors Chairman | ||||||
Debt Instrument [Line Items] | ||||||
Contractual obligation | 2,500,000 | $ 500,000 | ||||
Revolving Credit Facility | Star Loan Agreement | Prime Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread | 3.50% | |||||
Revolving Credit Facility | Star Loan Agreement | KBS Builders | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 2,000,000 | |||||
Number of monthly installments | installment | 60 | |||||
Revolving Credit Facility | Star Loan Agreement | Gerber EBGL | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 500,000 | $ 300,000 | ||||
Line of credit facility increase | 300,000 | |||||
Revolving Credit Facility | Star Loan Agreement | Gerber EBGL | Prime Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread | 2.75% | |||||
Revolving Credit Facility | EBGL Loan Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 3,000,000 | |||||
Revolving Credit Facility | EBGL Loan Agreement | Collateral Pledged | LSVI | ||||||
Debt Instrument [Line Items] | ||||||
Cash | $ 300,000 |
Debt - Paycheck Protection Prog
Debt - Paycheck Protection Program (Details) - PPP Loans - USD ($) $ in Millions | 3 Months Ended | ||
Dec. 31, 2020 | Mar. 31, 2021 | May 31, 2020 | |
Debt Instrument [Line Items] | |||
Notes payable | $ 3 | $ 6.7 | |
Debt forgiveness | $ 2.5 | ||
Construction Division | |||
Debt Instrument [Line Items] | |||
Notes payable | 5.5 | ||
Healthcare Division | |||
Debt Instrument [Line Items] | |||
Notes payable | $ 1.2 |
Income Tax (Details)
Income Tax (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense | $ (2) | $ (27) |
Income tax expense discontinued operations | (72) | $ (7) |
Unrecognized tax benefits | 2,600 | |
Unrecognized tax benefits that would impact effective tax rate | $ 2,100 |
Segments (Details)
Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Consolidated revenue | $ 22,354 | $ 19,190 |
Consolidated gross profit | 3,077 | 3,243 |
(Loss) income from operations by segment | (1,569) | (2,196) |
Segment loss from operations | (1,569) | (2,196) |
Total depreciation and amortization | 901 | 1,029 |
Diagnostic Services | ||
Segment Reporting Information [Line Items] | ||
Consolidated revenue | 10,239 | 10,814 |
Total depreciation and amortization | 290 | 329 |
Diagnostic Imaging | ||
Segment Reporting Information [Line Items] | ||
Consolidated revenue | 3,068 | 2,861 |
Total depreciation and amortization | 67 | 63 |
Construction | ||
Segment Reporting Information [Line Items] | ||
Consolidated revenue | 9,047 | 5,484 |
Total depreciation and amortization | 479 | 572 |
Investments | ||
Segment Reporting Information [Line Items] | ||
Consolidated revenue | 0 | 31 |
Consolidated gross profit | (65) | (34) |
(Loss) income from operations by segment | 76 | (54) |
Total depreciation and amortization | 65 | 65 |
Operating Segments | Diagnostic Services | ||
Segment Reporting Information [Line Items] | ||
Consolidated revenue | 10,239 | 10,814 |
Consolidated gross profit | 1,608 | 2,005 |
(Loss) income from operations by segment | 859 | 59 |
Operating Segments | Diagnostic Imaging | ||
Segment Reporting Information [Line Items] | ||
Consolidated revenue | 3,068 | 2,861 |
Consolidated gross profit | 990 | 869 |
(Loss) income from operations by segment | (22) | (267) |
Operating Segments | Construction | ||
Segment Reporting Information [Line Items] | ||
Consolidated revenue | 9,047 | 5,484 |
Consolidated gross profit | 544 | 403 |
(Loss) income from operations by segment | (1,547) | (1,300) |
Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
(Loss) income from operations by segment | $ (935) | $ (634) |
Related Party Transaction (Deta
Related Party Transaction (Details) - USD ($) | Jul. 10, 2020 | Sep. 09, 2019 | Apr. 03, 2019 | Mar. 27, 2019 | Mar. 31, 2021 | Dec. 31, 2020 | Feb. 26, 2021 | Sep. 17, 2020 | Mar. 05, 2020 | Mar. 29, 2019 |
Related Party Transaction [Line Items] | ||||||||||
Long-term debt | $ 1,915,000 | |||||||||
Common stock, outstanding (in shares) | 5,020,969 | 4,798,367 | ||||||||
Preferred stock, dividend rate percentage | 10.00% | 10.00% | ||||||||
Preferred stock, outstanding (in shares) | 1,915,637 | 1,915,637 | ||||||||
Gross proceeds from private placement | $ 3,000,000 | |||||||||
Board of Directors Chairman | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Guarantor obligations, maximum exposure, undiscounted | $ 500,000 | $ 1,500,000 | ||||||||
Guaranty discharged | $ 2,500,000 | |||||||||
Board of Directors Chairman | Put Option | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Price of stock sold (in dollars per share) | $ 10 | |||||||||
Indexed shares (in shares) | 100,000 | |||||||||
Option indexed, fair value | $ 1,000,000 | |||||||||
Board of Directors Chairman | Perpetual Preferred Stock | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stock issued during period (in shares) | 114,624 | |||||||||
Board of Directors Chairman | Digirad Corporation | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Percentage of outstanding shares | 4.30% | 3.10% | ||||||||
Preferred stock, outstanding (in shares) | 1,310,036 | |||||||||
Board of Directors Chairman | ATRM Holdings, Inc. | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Percentage of outstanding shares | 17.40% | |||||||||
LSVM | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stock issued during period (in shares) | 300,000 | |||||||||
Price of stock sold (in dollars per share) | $ 10 | |||||||||
Series B Preferred Stock | Lone Star Value Investors, LP | ATRM Holdings, Inc. | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Common stock, outstanding (in shares) | 222,577 | |||||||||
Series B Preferred Stock | Lone Star Value Co-Invest I, LP | ATRM Holdings, Inc. | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Common stock, outstanding (in shares) | 374,562 | |||||||||
Series B Preferred Stock | ATRM Holdings, Inc. | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Preferred stock, dividend rate percentage | 10.00% | |||||||||
Affiliated Entity | Board of Directors Chairman | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Long-term debt | $ 300,000 | |||||||||
Eberwein Trust | Board of Directors Chairman | Perpetual Preferred Stock | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stock issued during period (in shares) | 113,780 | |||||||||
LSV GP | Board of Directors Chairman | Perpetual Preferred Stock | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stock issued during period (in shares) | 844 | |||||||||
Series A Preferred Stock | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Equity interests issued (per share) | 0.03 | |||||||||
Shares reserved for future issuance (in shares) | 1,492,321 | |||||||||
ATRM Holdings, Inc. | Series B Preferred Stock | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Equity interests issued (per share) | 2.5 | |||||||||
Private Placement | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stock issued during period (in shares) | 300,000 | |||||||||
Price of stock sold (in dollars per share) | $ 10 | |||||||||
ATRM Unsecured Promissory Note, Due January 12, 2020 | Notes Payable, Other Payables | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Debt instrument, face amount | $ 700,000 | |||||||||
ATRM Unsecured Promissory Note, Due January 12, 2020 | Notes Payable, Other Payables | Minimum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stated rate | 10.00% | |||||||||
ATRM Unsecured Promissory Note, Due January 12, 2020 | Notes Payable, Other Payables | Maximum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stated rate | 12.00% | |||||||||
ATRM Unsecured Promissory Note, Due June 1, 2020 | Notes Payable, Other Payables | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Debt instrument, face amount | $ 1,200,000 | |||||||||
ATRM Unsecured Promissory Note, Due June 1, 2020 | Notes Payable, Other Payables | Minimum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stated rate | 10.00% | |||||||||
ATRM Unsecured Promissory Note, Due June 1, 2020 | Notes Payable, Other Payables | Maximum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stated rate | 12.00% | |||||||||
ATRM Unsecured Promissory Note, Due November 30, 2020 | Notes Payable, Other Payables | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Debt instrument, face amount | $ 400,000 | |||||||||
ATRM Unsecured Promissory Note, Due November 30, 2020 | Notes Payable, Other Payables | Minimum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stated rate | 10.00% | |||||||||
ATRM Unsecured Promissory Note, Due November 30, 2020 | Notes Payable, Other Payables | Maximum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stated rate | 12.00% | |||||||||
300 Park Street, LLC | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Purchase price | $ 2,900,000 | |||||||||
Sale leaseback transaction, lease period | 120 months | |||||||||
300 Park Street, LLC | Minimum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Base rent payments | $ 3,300,000 | |||||||||
300 Park Street, LLC | Maximum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Base rent payments | 3,600,000 | |||||||||
947 Waterford Road, LLC | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Purchase price | $ 1,000,000 | |||||||||
Sale leaseback transaction, lease period | 120 months | |||||||||
947 Waterford Road, LLC | Minimum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Base rent payments | $ 1,200,000 | |||||||||
947 Waterford Road, LLC | Maximum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Base rent payments | $ 1,300,000 | |||||||||
Oxford Lease | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Purchase price | $ 1,200,000 | |||||||||
Sale leaseback transaction, lease period | 120 months | |||||||||
Oxford Lease | Minimum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Base rent payments | $ 1,400,000 | |||||||||
Oxford Lease | Maximum | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Base rent payments | $ 1,500,000 |
Perpetual Preferred Stock - Nar
Perpetual Preferred Stock - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Preferred stock, dividend rate percentage | 10.00% | 10.00% |
Liquidation preference (usd per share) | $ 10 | $ 10 |
Preferred stock dividends in arrears | $ 3 | |
Preferred stock dividends in arrears (usd per share) | $ 0.60 |
Perpetual Preferred Stock - Act
Perpetual Preferred Stock - Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Balance at December 31, 2020 | $ 21,500 | |
Deemed dividend on redeemable convertible preferred stock | 479 | $ 484 |
Balance at March 31, 2021 | $ 21,979 |