Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 04, 2018 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | P&F INDUSTRIES INC | |
Entity Central Index Key | 75,340 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Trading Symbol | PFIN | |
Entity Common Stock, Shares Outstanding | 3,579,294 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
CURRENT ASSETS | ||
Cash | $ 1,704,000 | $ 1,241,000 |
Accounts receivable net | 10,667,000 | 10,047,000 |
Inventories | 18,739,000 | 19,657,000 |
Prepaid expenses and other current assets | 1,427,000 | 1,224,000 |
TOTAL CURRENT ASSETS | 32,537,000 | 32,169,000 |
PROPERTY AND EQUIPMENT | ||
Land | 1,281,000 | 1,281,000 |
Buildings and improvements | 6,138,000 | 6,138,000 |
Machinery and equipment | 21,094,000 | 20,579,000 |
Property, Plant and Equipment, Gross | 28,513,000 | 27,998,000 |
Less accumulated depreciation and amortization | 19,380,000 | 19,091,000 |
NET PROPERTY AND EQUIPMENT | 9,133,000 | 8,907,000 |
GOODWILL | 4,454,000 | 4,447,000 |
OTHER INTANGIBLE ASSETS net | 8,376,000 | 8,533,000 |
DEFERRED INCOME TAXES net | 847,000 | 872,000 |
OTHER ASSETS net | 89,000 | 110,000 |
TOTAL ASSETS | 55,436,000 | 55,038,000 |
CURRENT LIABILITIES | ||
Short-term borrowings | 3,241,000 | 1,928,000 |
Accounts payable | 2,735,000 | 2,443,000 |
Accrued compensation and benefits | 961,000 | 1,944,000 |
Accrued other liabilities | 1,256,000 | 1,576,000 |
Current maturities of long-term debt | 95,000 | 0 |
TOTAL CURRENT LIABILITIES | 8,288,000 | 7,891,000 |
Long-term debt, less current maturities | 0 | 94,000 |
Other liabilities | 1,064,000 | 1,040,000 |
TOTAL LIABILITIES | 9,352,000 | 9,025,000 |
SHAREHOLDERS’ EQUITY | ||
Preferred stock - $10 par; authorized - 2,000,000 shares; no shares issued | 0 | 0 |
Additional paid-in capital | 13,210,000 | 13,064,000 |
Retained earnings | 34,340,000 | 34,455,000 |
Treasury stock, at cost - 641,000 shares at March 31, 2018 and 631,000 shares at December 31, 2017 | (5,261,000) | (5,179,000) |
Accumulated other comprehensive loss | (434,000) | (530,000) |
TOTAL SHAREHOLDERS’ EQUITY | 46,084,000 | 46,013,000 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 55,436,000 | 55,038,000 |
Common Class A [Member] | ||
SHAREHOLDERS’ EQUITY | ||
Common stock | 4,229,000 | 4,203,000 |
TOTAL SHAREHOLDERS’ EQUITY | 4,229,000 | 4,203,000 |
Common Class B [Member] | ||
SHAREHOLDERS’ EQUITY | ||
Common stock | $ 0 | $ 0 |
CONSOLIDATED BALANCE SHEETS _Pa
CONSOLIDATED BALANCE SHEETS [Parenthetical] - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Preferred stock, par value (in dollars per share) | $ 10 | $ 10 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | 0 | 0 |
Treasury stock, shares | 641,000 | 631,000 |
Common Class A [Member] | ||
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, shares authorized | 7,000,000 | 7,000,000 |
Common stock, shares issued | 4,229,000 | 4,203,000 |
Common Class B [Member] | ||
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, shares authorized | 2,000,000 | 2,000,000 |
Common stock, shares issued | 0 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Net revenue | $ 15,742,000 | $ 13,216,000 |
Cost of sales | 10,308,000 | 8,243,000 |
Gross profit | 5,434,000 | 4,973,000 |
Selling, general and administrative expenses | 5,280,000 | 5,047,000 |
Operating income (loss) | 154,000 | (74,000) |
Other expenses | 29,000 | 0 |
Interest expense | 37,000 | 10,000 |
Income (loss) before income taxes | 88,000 | (84,000) |
Income tax expense (benefit) | 23,000 | (24,000) |
Income (loss) | 65,000 | (60,000) |
Net income (loss) | $ 65,000 | $ (60,000) |
Basic and diluted earnings (loss) per share | $ 0.02 | $ (0.02) |
Weighted average common shares outstanding: | ||
Basic | 3,583,000 | 3,598,000 |
Diluted | 3,745,000 | 3,598,000 |
Net income (loss) | $ 65,000 | $ (60,000) |
Other comprehensive income - foreign currency translation adjustment | 96,000 | 26,000 |
Total comprehensive income (loss) | $ 161,000 | $ (34,000) |
CONSOLIDATED STATEMENT OF SHARE
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY - 3 months ended Mar. 31, 2018 - USD ($) | Total | Common Class A [Member] | Additional paid-in capital [Member] | Retained earnings [Member] | Treasury stock [Member] | Accumulated other comprehensive loss [Member] |
Balance at Dec. 31, 2017 | $ 46,013,000 | $ 4,203,000 | $ 13,064,000 | $ 34,455,000 | $ (5,179,000) | $ (530,000) |
Balance (in shares) at Dec. 31, 2017 | 4,203,000 | (631,000) | ||||
Net income | 65,000 | $ 0 | 0 | 65,000 | $ 0 | 0 |
Exercise of stock options | 105,000 | $ 26,000 | 79,000 | 0 | $ 0 | 0 |
Exercise of stock options (in shares) | 26,000 | 0 | ||||
Restricted common stock compensation | 7,000 | $ 0 | 7,000 | 0 | $ 0 | 0 |
Restricted common stock compensation (in shares) | 0 | 0 | ||||
Purchase of Class A common stock | (82,000) | $ 0 | 0 | 0 | $ (82,000) | 0 |
Purchase of Class A common stock (in shares) | 0 | (10,000) | ||||
Stock-based compensation | 60,000 | $ 0 | 60,000 | 0 | $ 0 | 0 |
Dividends | (180,000) | 0 | 0 | (180,000) | 0 | 0 |
Foreign currency translation adjustment | 96,000 | 0 | 0 | 0 | 0 | 96,000 |
Balance at Mar. 31, 2018 | $ 46,084,000 | $ 4,229,000 | $ 13,210,000 | $ 34,340,000 | $ (5,261,000) | $ (434,000) |
Balance (in shares) at Mar. 31, 2018 | 4,229,000 | (641,000) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash Flows from Operating Activities: | ||
Net income (loss) | $ 65,000 | $ (60,000) |
Non-cash charges: | ||
Depreciation and amortization | 335,000 | 319,000 |
Amortization of other intangible assets | 179,000 | 206,000 |
Amortization of debt issue costs | 23,000 | 9,000 |
(Recovery of) provision for losses on accounts receivable - net | (1,000) | 1,000 |
Stock-based compensation | 60,000 | 0 |
Loss on sale of fixed assets | 1,000 | 0 |
Restricted stock-based compensation | 7,000 | 12,000 |
Deferred income taxes | 21,000 | (71,000) |
Fair value increase in contingent consideration | 29,000 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (603,000) | (716,000) |
Inventories | 961,000 | (331,000) |
Prepaid expenses and other current assets | (200,000) | (166,000) |
Other assets | 0 | 18,000 |
Accounts payable | 287,000 | 59,000 |
Accrued compensation and benefits | (985,000) | (1,080,000) |
Accrued other liabilities | (328,000) | (69,000) |
Other liabilities | (5,000) | (5,000) |
Total adjustments | (219,000) | (1,814,000) |
Net cash used in operating activities | (154,000) | (1,874,000) |
Cash Flows from Investing Activities: | ||
Capital expenditures | (570,000) | (231,000) |
Proceeds from disposal of assets | 10,000 | 0 |
Net cash used in investing activities | (560,000) | (231,000) |
Cash Flows from Financing Activities: | ||
Dividend payments | (180,000) | (180,000) |
Proceeds from exercise of stock options | 105,000 | 0 |
Purchase of Class A common stock | (82,000) | 0 |
Net proceeds from short-term borrowings | 1,313,000 | 0 |
Repayments of notes payable | 0 | (5,000) |
Net cash provided by (used in) financing activities | 1,156,000 | (185,000) |
Effect of exchange rate changes on cash | 21,000 | 4,000 |
Net increase (decrease) in cash | 463,000 | (2,286,000) |
Cash at beginning of period | 1,241,000 | 3,699,000 |
Cash at end of period | 1,704,000 | 1,413,000 |
Supplemental disclosures of cash flow information: | ||
Cash paid for: Interest | 16,000 | 1,000 |
Cash paid for: Income taxes | $ 2,000 | $ 0 |
BUSINESS AND SUMMARY OF ACCOUNT
BUSINESS AND SUMMARY OF ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information, and with the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, these interim financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of the management of the Company, as defined below, these unaudited consolidated financial statements include all adjustments necessary to present fairly the information set forth therein. Results for interim periods are not necessarily indicative of results to be expected for a full year. The consolidated balance sheet information as of December 31, 2017 was derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 (“2017 Form 10-K”). The interim financial statements contained herein should be read in conjunction with the 2017 Form 10-K. The consolidated financial statements have been reported in U.S. dollars by translating asset and liability amounts of a foreign wholly-owned subsidiary at the closing exchange rate, equity amounts at historical rates and the results of operations and cash flow at the average of the prevailing exchange rates during the periods reported. As a result, the Company is exposed to foreign currency translation gains or losses. These gains or losses are presented in the Company’s consolidated financial statements as “Other comprehensive income - foreign currency translation adjustment”. The unaudited consolidated financial statements contained herein include the accounts of P&F Industries, Inc. and its subsidiaries, (“P&F” or the “Company”). All significant intercompany balances and transactions have been eliminated. P&F is a Delaware corporation incorporated on April 19, 1963. The Company conducts its business through a wholly-owned subsidiary, Continental Tool Group, Inc. (“Continental”), which in turn operates through its wholly-owned subsidiaries, Florida Pneumatic Manufacturing Corporation (“Florida Pneumatic”) and Hy-Tech Machine, Inc. (“Hy-Tech”). Exhaust Technologies Inc. (“ETI”) and Universal Air Tool Company Limited (“UAT”) are wholly-owned subsidiaries of Florida Pneumatic. Effective April 5, 2017, the Company purchased substantially all of the operating assets, less certain payables of Jiffy Air Tool, Inc., (“Jiffy”) through a wholly-owned subsidiary. See Note 2 to our consolidated financial statements for further discussion. Lastly, the business of Air Tool Service Company (“ATSCO”) operates through a wholly-owned subsidiary of Hy-Tech. Florida Pneumatic manufactures, Hy-Tech designs, manufactures and distributes industrial pneumatic tools, industrial gears, hydrostatic test plugs and a wide variety of parts under the brands ATP, ATSCO, OZAT, Numatx, Thaxton and Quality Gear. Industries served include power generation, petrochemical, construction, railroad, mining, ship building and fabricated metals. Hy-Tech also manufactures components, assemblies, finished product and systems for various Original Equipment Manufacturers under their own brand names. Management Estimates The preparation of financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses in those financial statements. Certain significant accounting policies that contain subjective management estimates and assumptions include those related to revenue recognition, inventory, goodwill, intangible assets and other long-lived assets, contingent consideration, income taxes and deferred taxes. Descriptions of these policies are discussed in the Company’s 2017 Form 10-K. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from those estimates and assumptions. Significant changes, if any, in those estimates resulting from continuing changes in the economic environment will be reflected in the consolidated financial statements in future periods. Our significant accounting policies are described in "Note 1: Summary of Significant Accounting Policies" of our Annual Report on Form 10-K for the year ended December 31, 2017. Our significant accounting policy relating to revenue recognition reflects the impact of the adoption of ASC 606, defined below, in the first quarter of 2018. The Company records revenue based on a five-step model in accordance with Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers The Company's performance obligations underlying its core revenue sources remain substantially unchanged. Its revenue is generated through the sale of finished products, and is generally recognized at the point in time when merchandise is transferred to the customer with a fixed payment due generally within 30 to 90 days, and in an amount that considers the impacts of estimated allowances. Further, the Company has made a policy election to account for shipping and handling activities that occur after the customer has obtained control of the products as fulfillment costs rather than as an additional promised service. This election is consistent with the Company’s prior policy, and therefore the adoption of ASC 606 relating to shipping and handling activities will not have any impact on its financial results. Additionally, as the result of the adoption of ASC 606, the Company will account for certain expenses that in prior periods were accounted for as a selling expense, which will now be treated as an adjustment to gross revenue. Accordingly, during the three-month period ended March 31, 2018 the Company reduced its net revenue, gross margin and selling expense by approximately 214,000 74,000 There are no remaining performance obligations as of March 31, 2018. The Company analyzes its revenue as follows: Revenue generated at Florida Pneumatic. Three months ended March 31, 2018 2017 Revenue Percent of Revenue Percent of Retail $ 4,090,000 33.4 % $ 5,353,000 50.9 % Automotive 3,938,000 32.1 3,613,000 34.4 Aerospace 2,670,000 21.8 89,000 0.9 Industrial/catalog 1,364,000 11.1 1,245,000 11.8 Other 202,000 1.6 209,000 2.0 Total $ 12,264,000 100.0 % $ 10,509,000 100.0 % Revenue generated at Hy-Tech. Three months ended March 31, 2018 2017 Revenue Percent of Revenue Percent of ATP brands $ 3,076,000 88.4 % $ 2,406,000 88.9 % Other brands 402,000 11.6 301,000 11.1 Total $ 3,478,000 100.0 % $ 2,707,000 100.0 % Recently Adopted In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-04, Intangibles Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers The Company adopted ASC 606 on the first day of fiscal 2018. Its underlying principle is to use a five-step analysis of transactions to recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. The Company has elected to use the modified retrospective approach. As the Company does not have any contracts that were not completed as of January 1, 2018, there is no adjustment required to its retained earnings. The adoption of ASC 606 will not have an effect on the Company’s cash flows. Other than discussed earlier in this Note 1, the Adoption of ASC 606 did not have a material effect on the Company’s consolidated financial statements. The Company does not believe that any other recently issued accounting standard would have a material effect on its consolidated financial statements. Not Yet Adopted In February 2016, the FASB issued ASU 2016-02, Leases In February 2018, the FASB issued No. ASU 2018-02, Income Statement Reporting Comprehensive Income Other Accounting Pronouncement The Tax Cuts and Jobs Act (the “Act”) was enacted on December 22, 2017. The Act reduces the U.S. federal corporate income tax rate from 35% to 21%, required companies to pay a one-time transition tax on earnings of certain foreign subsidiaries previously deferred from tax, generally eliminates U.S federal income taxes on dividends from foreign subsidiaries and creates a new provision designed to tax global intangible low-taxed income (“GILTI”). Also on December 22, 2017, the U.S. Securities and Exchange Commission issued Staff Accounting Bulletin No. 118 (“SAB 118”), which provides for a measurement period of up to one year from the enactment for companies to complete their accounting for the Act. The Company is applying the guidance in SAB 118 when accounting for the enactment-date effects of the Act. At March 31, 2018, the Company has not completed its accounting for the tax effects of the Act, but has made reasonable estimates of the effects on the re-measurement of its deferred tax assets and liabilities as well as its transition tax liability. During the three month period ended March 31, 2018, the Company made no adjustments to the provisional amounts recorded at December 31, 2017. Additionally, the Company has not yet collected and analyzed all necessary tax and earnings data of its foreign operations and therefore, the Company has also not yet completed its accounting for the income tax effects of the transition tax. The Company will continue to make and refine its calculations as additional analysis is completed. Other than the aforementioned, the Company does not believe that any other recently issued, but not yet effective accounting standard, if adopted, will have a material effect on its consolidated financial statements . |
ACQUISITION
ACQUISITION | 3 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | NOTE 2 ACQUISITION On April 5, 2017 (the “Jiffy Closing Date”), Bonanza Holdings Corp. (now known as Jiffy Air Tool, Inc.), a Delaware corporation and newly formed wholly-owned subsidiary (“Jiffy”) of Florida Pneumatic, Jiffy Air Tool, Inc. a Nevada corporation (“Jiffy Seller”), The Jack E. Pettit1996 Trust, the sole shareholder of Jiffy Seller and Jack E. Pettit, entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”), pursuant to which, among other things, Jiffy acquired (the “Jiffy Acquisition”) substantially all of the operating assets of Jiffy Seller for $ 5,950,000 5,950,000 155,000 Additionally, Jiffy Seller may be entitled to up to $ 1,000,000 880,000 In connection with the Asset Purchase Agreement, a separate Purchase and Sale Agreement and Joint Escrow Instructions (the “Purchase and Sale Agreement” and together with the Asset Purchase Agreement, the “Agreements”) was entered into between Jiffy Seller and Bonanza Properties Corp. (“Bonanza Properties”), a Delaware corporation and newly formed wholly-owned subsidiary of Florida Pneumatic, pursuant to which Bonanza Properties purchased certain real property of Jiffy Seller. Pursuant to the Purchase and Sale Agreement, the purchase price for the real property was $ 1,050,000 5,950,000 1,050,000 Total Cash paid at closing $ 7,000,000 Less working capital adjustment (155,000) Fair value of contingent consideration 692,000 Total estimated purchase price $ 7,537,000 Accounts receivable $ 789,000 Inventories 1,571,000 Other current assets 45,000 Land 131,000 Building 919,000 Machinery and equipment 1,196,000 Identifiable intangible assets: Customer relationships 1,670,000 Trademarks and trade names 790,000 Non-compete agreements 17,000 Liabilities assumed (125,000) Goodwill 534,000 Total estimated purchase price $ 7,537,000 The excess of the total purchase price over the fair value of the net assets acquired, including the value of the identifiable intangible assets, has been allocated to goodwill. Goodwill will be amortized over 15 Customer relationships 15 years Trademarks and trade names Indefinite Non-compete agreements 4 years The following unaudited pro-forma combined financial information gives effect to the Jiffy Acquisition as if the Jiffy Acquisition was consummated January 1, 2017. This unaudited pro-forma financial information is presented for information purposes only, and is not intended to present actual results that would have been attained had the Jiffy Acquisition been completed as of January 1, 2017 (the beginning of the earliest period presented) or to project potential operating results as of any future date or for any future periods. Three months ended March 31, 2017 Revenue $ 14,694,000 Net Income $ 46,000 Earnings per share Basic $ 0.01 Earnings per share Diluted $ 0.01 |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | NOTE 3 EARNINGS (LOSS) PER SHARE Basic earnings (loss) per common share is based only on the average number of shares of Common Stock outstanding for the periods. Diluted earnings (loss) per common share reflects the effect of shares of Common Stock issuable upon the exercise of options, unless the effect on earnings is antidilutive. Diluted earnings (loss) per common share is computed using the treasury stock method. Under this method, the aggregate number of shares of Common Stock outstanding reflects the assumed use of proceeds from the hypothetical exercise of any outstanding options to purchase shares of Common Stock. The average market value for the period is used as the assumed purchase price. Three months ended March 31, 2018 2017 Numerator for basic and diluted earnings (loss) per common share: Net income (loss) $ 65,000 $ (60,000) Denominator: For basic earnings (loss) per share - weighted average common shares outstanding 3,583,000 3,598,000 Dilutive securities (1) 162,000 For diluted earnings (loss) per share - weighted average common shares outstanding 3,745,000 3,598,000 (1) Dilutive securities consist of “in the money” stock options. At March 31, 2018 and 2017, there were outstanding stock options whose exercise prices were higher than the average market values of the underlying Common Stock for the period. Options for the three months ended March 31, 2017 are anti-dilutive and are excluded from the computation of diluted earnings (loss) per share. Three months ended March 31, 2018 2017 Weighted average antidilutive stock options outstanding 49,000 71,000 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | NOTE 4 STOCK-BASED COMPENSATION There were no options granted or issued during the three-month period ended March 31, 2018. Option Shares Weighted Weighted Average Aggregate Outstanding, January 1, 2018 418,233 $ 5.17 3.8 $ 1,343,442 Granted Exercised (26,130) 3.98 Forfeited Expired Outstanding, March 31, 2018 392,103 $ 5.25 3.8 $ 989,441 Vested, March 31, 2018 303,103 $ 4.71 2.1 $ 929,811 Option Shares Weighted Non-vested options, January 1, 2018 89,000 $ 4.41 Granted Vested Forfeited Non-vested options, March 31, 2018 89,000 $ 4.41 The number of shares of Common Stock available for issuance under the P&F Industries, Inc. 2012 Stock Incentive Plan (the “2012 Plan”) as of March 31, 2018 was 88,812 192,233 199,870 Restricted Stock The Company, in May 2017, granted 1,000 5,000 6.17 30,000 Treasury Stock On August 9, 2017, the Company’s Board of Directors authorized the Company to repurchase up to 100,000 57,000 439,000 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | NOTE 5 FAIR VALUE MEASUREMENTS Accounting guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Under this guidance, the Company is required to classify certain assets and liabilities based on the following hierarchy: Level 1: Quoted prices for identical assets or liabilities in active markets that can be assessed at the measurement date. Level 2: Inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3: Inputs reflect management's best estimate of what market participants would use in pricing the asset or liability at the measurement date. The inputs are unobservable in the market and significant to the instruments valuation. The guidance requires the use of observable market data if such data is available without undue cost and effort. As of March 31, 2018 and December 31, 2017, the carrying amounts reflected in the accompanying consolidated balance sheets for current assets and current liabilities approximated fair value due to the short-term nature of these accounts. Assets and liabilities measured at fair value on a non-recurring basis include goodwill and intangible assets. Such assets are reviewed quarterly for impairment indicators. If a triggering event has occurred, the assets are re-measured when the estimated fair value of the corresponding asset group is less than the carrying value. The fair value measurements, in such instances, are based on significant unobservable inputs (level 3). |
ACCOUNTS RECEIVABLE AND ALLOWAN
ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS | 3 Months Ended |
Mar. 31, 2018 | |
Receivables [Abstract] | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | NOTE 6 ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS March 31, 2018 December 31, 2017 Accounts receivable $ 10,892,000 $ 10,199,000 Allowance for doubtful accounts, sales discounts and chargebacks (225,000) (152,000) $ 10,667,000 $ 10,047,000 |
INVENTORIES
INVENTORIES | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory Disclosure [Text Block] | NOTE 7 INVENTORIES March 31, 2018 December 31, 2017 Raw material $ 1,912,000 $ 1,871,000 Work in process 1,873,000 1,556,000 Finished goods 14,954,000 16,230,000 $ 18,739,000 $ 19,657,000 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets Disclosure [Text Block] | NOTE 8 GOODWILL AND OTHER INTANGIBLE ASSETS Balance, January 1, 2018 $ 4,447,000 Currency translation adjustment 7,000 Balance, March 31, 2018 $ 4,454,000 Other intangible assets were as follows: March 31, 2018 December 31, 2017 Cost Accumulated Net book Cost Accumulated Net book Other intangible assets: Customer relationships (1) $ 6,847,000 $ 1,715,000 $ 5,132,000 $ 6,836,000 $ 1,570,000 $ 5,266,000 Trademarks and trade names (1) 2,344,000 2,344,000 2,329,000 2,329,000 Trademarks and trade names (2) 200,000 22,000 178,000 200,000 19,000 181,000 Engineering drawings 330,000 182,000 148,000 330,000 175,000 155,000 Non-compete agreements (1) 243,000 223,000 20,000 239,000 210,000 29,000 Patents 1,405,000 851,000 554,000 1,405,000 832,000 573,000 Totals $ 11,369,000 $ 2,993,000 $ 8,376,000 $ 11,339,000 $ 2,806,000 $ 8,533,000 (1) A portion of these intangibles are maintained in a foreign currency, and are therefore subject to foreign exchange rate fluctuations. (2) These were previously considered an indefinite-lived intangible asset of Hy-Tech. However, as the result of a prior impairment, the Company began amortizing these intangible assets over a 15 year useful life. Three months ended March 31, 2018 2017 $ 179,000 $ 206,000 March 31, 2018 December 31, 2017 Customer relationships 9.9 10.1 Trademarks and trade names (2) 13.3 13.5 Engineering drawings 8.0 8.1 Non-compete agreements 2.0 1.8 Patents 8.6 8.8 2019 $ 696,000 2020 677,000 2021 641,000 2022 637,000 2023 637,000 Thereafter 2,744,000 $ 6,032,000 |
DEBT
DEBT | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | NOTE 9 DEBT In October 2010, the Company entered into a Loan and Security Agreement (“Credit Agreement”) with an affiliate of Capital One, National Association (“Capital One” or the “Bank”). The Credit Agreement, as amended from time to time, among other things, provides the ability to borrow funds under a Revolver arrangement, which is currently set at a maximum of $ 16,000,000 1,600,000 100,000 At the Company’s option, Revolver borrowings bear interest at either LIBOR (“London InterBank Offered Rate”) or the Base Rate, as the term is defined in the Credit Agreement, plus an Applicable Margin, as defined in the Credit Agreement. We are subject to limitations on the number of LIBOR borrowings. Contemporaneously with the acquisition of the Jiffy business discussed in Note 2 to the consolidated financial statements, the Company entered into a Second Amended and Restated Loan and Security Agreement, effective as of the April 5, 2017, the closing date of the Jiffy Acquisition (the “2017 Agreement”), with Capital One. The 2017 Agreement, among other things, amended the Credit Agreement by: (1) increasing the maximum amount it can borrow under the Revolver Commitment (as defined) from $ 10,000,000 16,000,000 84,000 The Company provides Capital One monthly financial statements, borrowing base certificates and certificates of compliance with various financial covenants. Should an event of default occur, the interest rate would increase by two percent per annum during the period of default, in addition to other remedies provided to Capital One. SHORTTERM BORROWINGS Short-term borrowings can be at either LIBOR or at the Base Rate, or a combination of the two, plus the Applicable Margins. At March 31, 2018 and December 31, 2017, the Company’s short-term borrowings were $ 3,241,000 1,928,000 1.50 0.50 TERM LOAN BORROWINGS The Term Loan borrowings can be at either LIBOR or at the Base Rate, or a combination of the two, plus the Applicable Margins. LIBOR borrowings at March 31, 2018, and December 31, 2017 were 1.50 0.50 At both March 31, 2018 and December 31, 2017 this Term Loan was at the Base Rate. At March 31, 2018, this $ 100,000 In accordance with ASU 2015-03, the Company reduced its long-term debt by $ 5,000 6,000 |
DIVIDEND PAYMENTS
DIVIDEND PAYMENTS | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Dividends Payable and Options Adjustments [Text Block] | NOTE 10 DIVIDEND PAYMENTS On February 14, 2018, the Company’s Board of Directors, in accordance with their dividend policy, declared a quarterly cash dividend of $ 0.05 180,000 |
BUSINESS AND SUMMARY OF ACCOU17
BUSINESS AND SUMMARY OF ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information, and with the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, these interim financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of the management of the Company, as defined below, these unaudited consolidated financial statements include all adjustments necessary to present fairly the information set forth therein. Results for interim periods are not necessarily indicative of results to be expected for a full year. The consolidated balance sheet information as of December 31, 2017 was derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 (“2017 Form 10-K”). The interim financial statements contained herein should be read in conjunction with the 2017 Form 10-K. The consolidated financial statements have been reported in U.S. dollars by translating asset and liability amounts of a foreign wholly-owned subsidiary at the closing exchange rate, equity amounts at historical rates and the results of operations and cash flow at the average of the prevailing exchange rates during the periods reported. As a result, the Company is exposed to foreign currency translation gains or losses. These gains or losses are presented in the Company’s consolidated financial statements as “Other comprehensive income - foreign currency translation adjustment”. |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The unaudited consolidated financial statements contained herein include the accounts of P&F Industries, Inc. and its subsidiaries, (“P&F” or the “Company”). All significant intercompany balances and transactions have been eliminated. |
Reclassification, Policy [Policy Text Block] | The Company P&F is a Delaware corporation incorporated on April 19, 1963. The Company conducts its business through a wholly-owned subsidiary, Continental Tool Group, Inc. (“Continental”), which in turn operates through its wholly-owned subsidiaries, Florida Pneumatic Manufacturing Corporation (“Florida Pneumatic”) and Hy-Tech Machine, Inc. (“Hy-Tech”). Exhaust Technologies Inc. (“ETI”) and Universal Air Tool Company Limited (“UAT”) are wholly-owned subsidiaries of Florida Pneumatic. Effective April 5, 2017, the Company purchased substantially all of the operating assets, less certain payables of Jiffy Air Tool, Inc., (“Jiffy”) through a wholly-owned subsidiary. See Note 2 to our consolidated financial statements for further discussion. Lastly, the business of Air Tool Service Company (“ATSCO”) operates through a wholly-owned subsidiary of Hy-Tech. Florida Pneumatic manufactures, Hy-Tech designs, manufactures and distributes industrial pneumatic tools, industrial gears, hydrostatic test plugs and a wide variety of parts under the brands ATP, ATSCO, OZAT, Numatx, Thaxton and Quality Gear. Industries served include power generation, petrochemical, construction, railroad, mining, ship building and fabricated metals. Hy-Tech also manufactures components, assemblies, finished product and systems for various Original Equipment Manufacturers under their own brand names. Management Estimates The preparation of financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses in those financial statements. Certain significant accounting policies that contain subjective management estimates and assumptions include those related to revenue recognition, inventory, goodwill, intangible assets and other long-lived assets, contingent consideration, income taxes and deferred taxes. Descriptions of these policies are discussed in the Company’s 2017 Form 10-K. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from those estimates and assumptions. Significant changes, if any, in those estimates resulting from continuing changes in the economic environment will be reflected in the consolidated financial statements in future periods. |
Revenue Recognition, Policy [Policy Text Block] | Significant Accounting Policies Revenue Recognition Our significant accounting policies are described in "Note 1: Summary of Significant Accounting Policies" of our Annual Report on Form 10-K for the year ended December 31, 2017. Our significant accounting policy relating to revenue recognition reflects the impact of the adoption of ASC 606, defined below, in the first quarter of 2018. The Company records revenue based on a five-step model in accordance with Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers The Company's performance obligations underlying its core revenue sources remain substantially unchanged. Its revenue is generated through the sale of finished products, and is generally recognized at the point in time when merchandise is transferred to the customer with a fixed payment due generally within 30 to 90 days, and in an amount that considers the impacts of estimated allowances. Further, the Company has made a policy election to account for shipping and handling activities that occur after the customer has obtained control of the products as fulfillment costs rather than as an additional promised service. This election is consistent with the Company’s prior policy, and therefore the adoption of ASC 606 relating to shipping and handling activities will not have any impact on its financial results. Additionally, as the result of the adoption of ASC 606, the Company will account for certain expenses that in prior periods were accounted for as a selling expense, which will now be treated as an adjustment to gross revenue. Accordingly, during the three-month period ended March 31, 2018 the Company reduced its net revenue, gross margin and selling expense by approximately 214,000 74,000 There are no remaining performance obligations as of March 31, 2018. Revenue generated at Florida Pneumatic. Three months ended March 31, 2018 2017 Revenue Percent of Revenue Percent of Retail $ 4,090,000 33.4 % $ 5,353,000 50.9 % Automotive 3,938,000 32.1 3,613,000 34.4 Aerospace 2,670,000 21.8 89,000 0.9 Industrial/catalog 1,364,000 11.1 1,245,000 11.8 Other 202,000 1.6 209,000 2.0 Total $ 12,264,000 100.0 % $ 10,509,000 100.0 % Revenue generated at Hy-Tech. Three months ended March 31, 2018 2017 Revenue Percent of Revenue Percent of ATP brands $ 3,076,000 88.4 % $ 2,406,000 88.9 % Other brands 402,000 11.6 301,000 11.1 Total $ 3,478,000 100.0 % $ 2,707,000 100.0 % |
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Pronouncements Recently Adopted In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-04, Intangibles Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers The Company adopted ASC 606 on the first day of fiscal 2018. Its underlying principle is to use a five-step analysis of transactions to recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. The Company has elected to use the modified retrospective approach. As the Company does not have any contracts that were not completed as of January 1, 2018, there is no adjustment required to its retained earnings. The adoption of ASC 606 will not have an effect on the Company’s cash flows. Other than discussed earlier in this Note 1, the Adoption of ASC 606 did not have a material effect on the Company’s consolidated financial statements. The Company does not believe that any other recently issued accounting standard would have a material effect on its consolidated financial statements. Not Yet Adopted In February 2016, the FASB issued ASU 2016-02, Leases In February 2018, the FASB issued No. ASU 2018-02, Income Statement Reporting Comprehensive Income Other Accounting Pronouncement The Tax Cuts and Jobs Act (the “Act”) was enacted on December 22, 2017. The Act reduces the U.S. federal corporate income tax rate from 35% to 21%, required companies to pay a one-time transition tax on earnings of certain foreign subsidiaries previously deferred from tax, generally eliminates U.S federal income taxes on dividends from foreign subsidiaries and creates a new provision designed to tax global intangible low-taxed income (“GILTI”). Also on December 22, 2017, the U.S. Securities and Exchange Commission issued Staff Accounting Bulletin No. 118 (“SAB 118”), which provides for a measurement period of up to one year from the enactment for companies to complete their accounting for the Act. The Company is applying the guidance in SAB 118 when accounting for the enactment-date effects of the Act. At March 31, 2018, the Company has not completed its accounting for the tax effects of the Act, but has made reasonable estimates of the effects on the re-measurement of its deferred tax assets and liabilities as well as its transition tax liability. During the three month period ended March 31, 2018, the Company made no adjustments to the provisional amounts recorded at December 31, 2017. Additionally, the Company has not yet collected and analyzed all necessary tax and earnings data of its foreign operations and therefore, the Company has also not yet completed its accounting for the income tax effects of the transition tax. The Company will continue to make and refine its calculations as additional analysis is completed. Other than the aforementioned, the Company does not believe that any other recently issued, but not yet effective accounting standard, if adopted, will have a material effect on its consolidated financial statements . |
BUSINESS AND SUMMARY OF ACCOU18
BUSINESS AND SUMMARY OF ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Revenue by Major Customers by Reporting Segments [Table Text Block] | Revenue generated at Florida Pneumatic. Three months ended March 31, 2018 2017 Revenue Percent of Revenue Percent of Retail $ 4,090,000 33.4 % $ 5,353,000 50.9 % Automotive 3,938,000 32.1 3,613,000 34.4 Aerospace 2,670,000 21.8 89,000 0.9 Industrial/catalog 1,364,000 11.1 1,245,000 11.8 Other 202,000 1.6 209,000 2.0 Total $ 12,264,000 100.0 % $ 10,509,000 100.0 % Revenue generated at Hy-Tech. Three months ended March 31, 2018 2017 Revenue Percent of Revenue Percent of ATP brands $ 3,076,000 88.4 % $ 2,406,000 88.9 % Other brands 402,000 11.6 301,000 11.1 Total $ 3,478,000 100.0 % $ 2,707,000 100.0 % |
ACQUISITION (Tables)
ACQUISITION (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Line Items] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The initial total consideration ($ 5,950,000 1,050,000 Total Cash paid at closing $ 7,000,000 Less working capital adjustment (155,000) Fair value of contingent consideration 692,000 Total estimated purchase price $ 7,537,000 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The following table presents purchase price allocation: Accounts receivable $ 789,000 Inventories 1,571,000 Other current assets 45,000 Land 131,000 Building 919,000 Machinery and equipment 1,196,000 Identifiable intangible assets: Customer relationships 1,670,000 Trademarks and trade names 790,000 Non-compete agreements 17,000 Liabilities assumed (125,000) Goodwill 534,000 Total estimated purchase price $ 7,537,000 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] | Customer relationships 15 years Trademarks and trade names Indefinite Non-compete agreements 4 years |
Business Acquisition, Pro Forma Information [Table Text Block] | Three months ended March 31, 2017 Revenue $ 14,694,000 Net Income $ 46,000 Earnings per share Basic $ 0.01 Earnings per share Diluted $ 0.01 |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The following table sets forth the elements of basic and diluted earnings (loss) per common share: Three months ended March 31, 2018 2017 Numerator for basic and diluted earnings (loss) per common share: Net income (loss) $ 65,000 $ (60,000) Denominator: For basic earnings (loss) per share - weighted average common shares outstanding 3,583,000 3,598,000 Dilutive securities (1) 162,000 For diluted earnings (loss) per share - weighted average common shares outstanding 3,745,000 3,598,000 (1) Dilutive securities consist of “in the money” stock options. |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | The weighted average of anti-dilutive stock options outstanding was as follows: Three months ended March 31, 2018 2017 Weighted average antidilutive stock options outstanding 49,000 71,000 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | The following is a summary of the changes in outstanding options during the three-month period ended March 31, 2018: Option Shares Weighted Weighted Average Aggregate Outstanding, January 1, 2018 418,233 $ 5.17 3.8 $ 1,343,442 Granted Exercised (26,130) 3.98 Forfeited Expired Outstanding, March 31, 2018 392,103 $ 5.25 3.8 $ 989,441 Vested, March 31, 2018 303,103 $ 4.71 2.1 $ 929,811 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable [Table Text Block] | Option Shares Weighted Non-vested options, January 1, 2018 89,000 $ 4.41 Granted Vested Forfeited Non-vested options, March 31, 2018 89,000 $ 4.41 |
ACCOUNTS RECEIVABLE AND ALLOW22
ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Receivables [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | Accounts receivable - net consists of: March 31, 2018 December 31, 2017 Accounts receivable $ 10,892,000 $ 10,199,000 Allowance for doubtful accounts, sales discounts and chargebacks (225,000) (152,000) $ 10,667,000 $ 10,047,000 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | Inventories consist of: March 31, 2018 December 31, 2017 Raw material $ 1,912,000 $ 1,871,000 Work in process 1,873,000 1,556,000 Finished goods 14,954,000 16,230,000 $ 18,739,000 $ 19,657,000 |
GOODWILL AND OTHER INTANGIBLE24
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | Changes in the carrying amount of goodwill are as follows: Balance, January 1, 2018 $ 4,447,000 Currency translation adjustment 7,000 Balance, March 31, 2018 $ 4,454,000 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Other intangible assets were as follows: March 31, 2018 December 31, 2017 Cost Accumulated Net book Cost Accumulated Net book Other intangible assets: Customer relationships (1) $ 6,847,000 $ 1,715,000 $ 5,132,000 $ 6,836,000 $ 1,570,000 $ 5,266,000 Trademarks and trade names (1) 2,344,000 2,344,000 2,329,000 2,329,000 Trademarks and trade names (2) 200,000 22,000 178,000 200,000 19,000 181,000 Engineering drawings 330,000 182,000 148,000 330,000 175,000 155,000 Non-compete agreements (1) 243,000 223,000 20,000 239,000 210,000 29,000 Patents 1,405,000 851,000 554,000 1,405,000 832,000 573,000 Totals $ 11,369,000 $ 2,993,000 $ 8,376,000 $ 11,339,000 $ 2,806,000 $ 8,533,000 (1) A portion of these intangibles are maintained in a foreign currency, and are therefore subject to foreign exchange rate fluctuations. (2) These were previously considered an indefinite-lived intangible asset of Hy-Tech. However, as the result of a prior impairment, the Company began amortizing these intangible assets over a 15 The weighted average amortization period for intangible assets was as follows: March 31, 2018 December 31, 2017 Customer relationships 9.9 10.1 Trademarks and trade names (2) 13.3 13.5 Engineering drawings 8.0 8.1 Non-compete agreements 2.0 1.8 Patents 8.6 8.8 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Amortization expense of intangible assets subject to amortization was as follows: Three months ended March 31, 2018 2017 $ 179,000 $ 206,000 2019 $ 696,000 2020 677,000 2021 641,000 2022 637,000 2023 637,000 Thereafter 2,744,000 $ 6,032,000 |
BUSINESS AND SUMMARY OF ACCOU25
BUSINESS AND SUMMARY OF ACCOUNTING POLICIES (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Florida Pneumatic [Member] | ||
Schedule Of Summary Of Accounting Policies [Line Items] | ||
Revenues | $ 12,264,000 | $ 10,509,000 |
Percentage Of Revenue | 100.00% | 100.00% |
Florida Pneumatic [Member] | Retail [Member} | ||
Schedule Of Summary Of Accounting Policies [Line Items] | ||
Revenues | $ 4,090,000 | $ 5,353,000 |
Percentage Of Revenue | 33.40% | 50.90% |
Florida Pneumatic [Member] | Automotive [Member] | ||
Schedule Of Summary Of Accounting Policies [Line Items] | ||
Revenues | $ 3,938,000 | $ 3,613,000 |
Percentage Of Revenue | 32.10% | 34.40% |
Florida Pneumatic [Member] | Aerospace [Member] | ||
Schedule Of Summary Of Accounting Policies [Line Items] | ||
Revenues | $ 2,670,000 | $ 89,000 |
Percentage Of Revenue | 21.80% | 0.90% |
Florida Pneumatic [Member] | Industrial/catalog [Member] | ||
Schedule Of Summary Of Accounting Policies [Line Items] | ||
Revenues | $ 1,364,000 | $ 1,245,000 |
Percentage Of Revenue | 11.10% | 11.80% |
Florida Pneumatic [Member] | Other brands [Member] | ||
Schedule Of Summary Of Accounting Policies [Line Items] | ||
Revenues | $ 202,000 | $ 209,000 |
Percentage Of Revenue | 1.60% | 2.00% |
Hy-Tech [Member] | ||
Schedule Of Summary Of Accounting Policies [Line Items] | ||
Revenues | $ 3,478,000 | $ 2,707,000 |
Percentage Of Revenue | 100.00% | 100.00% |
Hy-Tech [Member] | Other brands [Member] | ||
Schedule Of Summary Of Accounting Policies [Line Items] | ||
Revenues | $ 402,000 | $ 301,000 |
Percentage Of Revenue | 11.60% | 11.10% |
Hy-Tech [Member] | ATP brands [Member] | ||
Schedule Of Summary Of Accounting Policies [Line Items] | ||
Revenues | $ 3,076,000 | $ 2,406,000 |
Percentage Of Revenue | 88.40% | 88.90% |
BUSINESS AND SUMMARY OF ACCOU26
BUSINESS AND SUMMARY OF ACCOUNTING POLICIES (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Schedule Of Summary Of Accounting Policies [Line Items] | |||
Selling Expense | $ 214,000 | ||
Prior Period Reclassification Adjustment | $ 74,000 | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | ||
Scenario, Plan [Member] | |||
Schedule Of Summary Of Accounting Policies [Line Items] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% |
ACQUISITION (Details)
ACQUISITION (Details) - Jiffy Air Tool [Member] | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Business Acquisition [Line Items] | |
Cash paid at closing | $ 7,000,000 |
Less working capital adjustment | (155,000) |
Fair value of contingent consideration | 692,000 |
Total estimated purchase price | $ 7,537,000 |
ACQUISITION (Details 1)
ACQUISITION (Details 1) - Jiffy Air Tool [Member] | Mar. 31, 2018USD ($) |
Business Acquisition [Line Items] | |
Accounts receivable | $ 789,000 |
Inventories | 1,571,000 |
Other current assets | 45,000 |
Land | 131,000 |
Building | 919,000 |
Machinery and equipment | 1,196,000 |
Identifiable intangible assets: | |
Liabilities assumed | (125,000) |
Goodwill | 534,000 |
Total estimated purchase price | 7,537,000 |
Trademarks and Trade Names [Member] | |
Identifiable intangible assets: | |
Trademarks and trade names | 790,000 |
Customer Relationships [Member] | |
Identifiable intangible assets: | |
Customer relationships | 1,670,000 |
Non-compete Agreements [Member] | |
Identifiable intangible assets: | |
Non-compete agreements | $ 17,000 |
ACQUISITION (Details 2)
ACQUISITION (Details 2) | Apr. 05, 2017 | Mar. 31, 2018 | Dec. 31, 2017 |
Jiffy Air Tool Inc [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | ||
Customer Relationships [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 9 years 10 months 24 days | 10 years 1 month 6 days | |
Customer Relationships [Member] | Jiffy Air Tool Inc [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | ||
Non-compete agreements [Member] | Jiffy Air Tool Inc [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years |
ACQUISITION (Details 3)
ACQUISITION (Details 3) | 3 Months Ended |
Mar. 31, 2017USD ($)$ / shares | |
Revenue | $ | $ 14,694,000 |
Net Income | $ | $ 46,000 |
Earnings per share - Basic | $ / shares | $ 0.01 |
Earnings per share - Diluted | $ / shares | $ 0.01 |
ACQUISITION (Details Textual)
ACQUISITION (Details Textual) - USD ($) | Apr. 05, 2017 | Mar. 31, 2018 |
Business Acquisition [Line Items] | ||
Contingent Consideration Classified as Equity, Fair Value Disclosure | $ 880,000 | |
Jiffy Air Tool Inc [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Contingent Consideration, Liability | $ 1,000,000 | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | $ 5,950,000 | |
Payments to Acquire Businesses, Gross | 5,950,000 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 1,050,000 | |
Working Capital Adjustment | 155,000 | |
Jiffy Air Tool Inc [Member] | Real Property [Member] | ||
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Gross | 1,050,000 | |
Jiffy Air Tool Inc [Member] | Current Assets [Member] | ||
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Gross | $ 5,950,000 |
EARNINGS (LOSS) PER SHARE (Deta
EARNINGS (LOSS) PER SHARE (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Numerator for basic and diluted earnings (loss) per common share: | |||
Net income (loss) | $ 65,000 | $ (60,000) | |
Denominator: | |||
For basic earnings (loss) per share - weighted average common shares outstanding | 3,583,000 | 3,598,000 | |
Dilutive securities | [1] | 162,000 | 0 |
For diluted earnings (loss) per share - weighted average common shares outstanding | 3,745,000 | 3,598,000 | |
[1] | Dilutive securities consist of “in the money” stock options. |
EARNINGS (LOSS) PER SHARE (De33
EARNINGS (LOSS) PER SHARE (Details 1) - shares | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Equity Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Weighted average antidilutive stock options outstanding | 49,000 | 71,000 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) - Employee Stock Option [Member] - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares, Outstanding | 418,233 | |
Number of Shares, Granted | 0 | |
Number of Shares, Exercised | (26,130) | |
Number of Shares, Forfeited | 0 | |
Number of Shares, Expired | 0 | |
Number of Shares, Outstanding | 392,103 | 418,233 |
Number of Shares, Vested | 303,103 | |
Weighted Average Exercise Price per share, Outstanding (in dollars per share) | $ 5.17 | |
Weighted Average Exercise Price per share, Granted (in dollars per share) | 0 | |
Weighted Average Exercise Price per share, Exercised (in dollars per share) | 3.98 | |
Weighted Average Exercise Price per share, Forfeited (in dollars per share) | 0 | |
Weighted Average Exercise Price per share, Expired (in dollars per share) | 0 | |
Weighted Average Exercise Price per share, Outstanding (in dollars per share) | 5.25 | $ 5.17 |
Weighted Average Exercise Price per share, Vested (in dollars per share) | $ 4.71 | |
Weighted Average Remaining ContractualLife, Outstanding (Years) | 3 years 9 months 18 days | 3 years 9 months 18 days |
Weighted Average Remaining Contractual Life, Outstanding (Years) | 2 years 1 month 6 days | |
Aggregate Intrinsic Value, Outstanding and Vested (in dollars) | $ 989,441 | $ 1,343,442 |
Aggregate Intrinsic Value, Vested (in dollars) | $ 929,811 |
STOCK-BASED COMPENSATION (Det35
STOCK-BASED COMPENSATION (Details 1) - Employee Stock Option [Member] | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Option Shares, Nonvested shares, beginning of year | shares | 89,000 |
Option Shares, Granted | shares | 0 |
Option Shares, Vested | shares | 0 |
Option Shares, Forfeited | shares | 0 |
Option Shares, Nonvested shares, end of year | shares | 89,000 |
Weighted Average Grant-Date Fair Value, Non-vested shares, beginning of year (in dollars per share) | $ / shares | $ 4.41 |
Weighted Average Grant-Date Fair Value, Granted (in dollars per share) | $ / shares | 0 |
Weighted Average Grant-Date Fair Value, Vested (in dollars per share) | $ / shares | 0 |
Weighted Average Grant-Date Fair Value, Forfeited (in dollars per share) | $ / shares | 0 |
Weighted Average Grant-Date Fair Value, Non-vested shares, end of year (in dollars per share) | $ / shares | $ 4.41 |
STOCK-BASED COMPENSATION (Det36
STOCK-BASED COMPENSATION (Details Textual) - USD ($) | Aug. 09, 2017 | May 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 88,812 | |||
Restricted stock-based compensation (in dollars) | $ 7,000 | $ 12,000 | ||
Stock Repurchased During Period, Value | $ 82,000 | |||
Common Stock Repurchase Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock Repurchased During Period, Shares | 57,000 | |||
Stock Repurchased During Period, Value | $ 439,000 | |||
Stock Repurchase Program, Number of Shares Authorized to be Repurchased | 100,000 | |||
Stock Repurchase Program, Period in Force | 12 months | |||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 1,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | 5,000 | |||
Restricted stock-based compensation (in dollars) | $ 30,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 6.17 | |||
Incentive Stock Option Plan 2002 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | 199,870 | |||
Incentive Stock Option Plan 2012 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | 192,233 |
ACCOUNTS RECEIVABLE AND ALLOW37
ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 10,892,000 | $ 10,199,000 |
Allowance for doubtful accounts, sales discounts and chargebacks | (225,000) | (152,000) |
Accounts Receivable, Net, Current, Total | $ 10,667,000 | $ 10,047,000 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Inventory [Line Items] | ||
Raw material | $ 1,912,000 | $ 1,871,000 |
Work in process | 1,873,000 | 1,556,000 |
Finished goods | 14,954,000 | 16,230,000 |
Inventory net | $ 18,739,000 | $ 19,657,000 |
GOODWILL AND OTHER INTANGIBLE39
GOODWILL AND OTHER INTANGIBLE ASSETS (Details) | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Balance, beginning | $ 4,447,000 |
Currency translation adjustment | 7,000 |
Balance, ending | $ 4,454,000 |
GOODWILL AND OTHER INTANGIBLE40
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 1) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | ||
Other intangible assets: | |||
Cost | $ 11,369,000 | $ 11,339,000 | |
Accumulated amortization | 2,993,000 | 2,806,000 | |
Net book value | 8,376,000 | 8,533,000 | |
Customer relationships [Member] | |||
Other intangible assets: | |||
Cost | [1] | 6,847,000 | 6,836,000 |
Accumulated amortization | [1] | 1,715,000 | 1,570,000 |
Net book value | [1] | $ 5,132,000 | $ 5,266,000 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 9 years 10 months 24 days | 10 years 1 month 6 days | |
Trademarks and trade names one [Member] | |||
Other intangible assets: | |||
Cost | [1] | $ 2,344,000 | $ 2,329,000 |
Accumulated amortization | [1] | 0 | 0 |
Net book value | [1] | $ 2,344,000 | $ 2,329,000 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | [2] | 13 years 3 months 18 days | 13 years 6 months |
Engineering drawings [Member] | |||
Other intangible assets: | |||
Cost | $ 330,000 | $ 330,000 | |
Accumulated amortization | 182,000 | 175,000 | |
Net book value | $ 148,000 | $ 155,000 | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 8 years | 8 years 1 month 6 days | |
Non-compete agreements [Member] | |||
Other intangible assets: | |||
Cost | [1] | $ 243,000 | $ 239,000 |
Accumulated amortization | [1] | 223,000 | 210,000 |
Net book value | [1] | $ 20,000 | $ 29,000 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 2 years | 1 year 9 months 18 days | |
Patents [Member] | |||
Other intangible assets: | |||
Cost | $ 1,405,000 | $ 1,405,000 | |
Accumulated amortization | 851,000 | 832,000 | |
Net book value | $ 554,000 | $ 573,000 | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 8 years 7 months 6 days | 8 years 9 months 18 days | |
Trademarks And Trade Names Two [Member] | |||
Other intangible assets: | |||
Cost | [3] | $ 200,000 | $ 200,000 |
Accumulated amortization | [3] | 22,000 | 19,000 |
Net book value | [3] | $ 178,000 | $ 181,000 |
[1] | A portion of these intangibles are maintained in a foreign currency, and are therefore subject to foreign exchange rate fluctuations. | ||
[2] | These were previously considered an indefinite-lived intangible asset of Hy-Tech. However, as the result of a prior impairment, the Company began amortizing these intangible assets over a 15 year useful life. | ||
[3] | These were previously considered an indefinite-lived intangible asset of Hy-Tech. However, as the result of a prior impairment, the Company began amortizing these intangible assets over a 15 year useful life. |
GOODWILL AND OTHER INTANGIBLE41
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 2) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of Intangible Assets | $ 179,000 | $ 206,000 |
GOODWILL AND OTHER INTANGIBLE42
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 3) | Mar. 31, 2018USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
2,019 | $ 696,000 |
2,020 | 677,000 |
2,021 | 641,000 |
2,022 | 637,000 |
2,023 | 637,000 |
Thereafter | 2,744,000 |
Total | $ 6,032,000 |
GOODWILL AND OTHER INTANGIBLE43
GOODWILL AND OTHER INTANGIBLE ASSETS (Details Textual) | 3 Months Ended |
Mar. 31, 2018 | |
Trademarks and Trade Names [Member] | |
Goodwill [Line Items] | |
Finite-Lived Intangible Asset, Useful Life | 15 years |
DEBT (Details Textual)
DEBT (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | Apr. 05, 2017 | |
Debt Instrument [Line Items] | |||
Debt Instrument, Payment Terms | The 2016 Amendment amended the Credit Agreement by: (a) reducing the aggregate Commitment (as defined in the 2016 Amendment) to $11,600,000; (b) reducing the Term Loan to $100,000; (c) reducing the Revolver Commitment (as defined in the 2016 Amendment) to $10,000,000 (less the new Term Loan A balance of $100,000. Leaving this balance will simplify potential future increases to the term loan, should the Company require and should Capital One be willing to provide such funding.); (d) reducing the Capex Loan Commitment (as defined in the 2016 amendment) to $1,600,000; (e) modifying certain financial covenants; (f) lowering interest rate margins and fee obligations; (g) extending the expiration of the Credit Agreement to February 11, 2019, and (h) releasing the mortgage on our Tampa, FL real property. | ||
Debt Issuance Costs, Net | $ 5,000 | $ 6,000 | |
Short-term Debt | 3,241,000 | 1,928,000 | |
Long-term Debt, Current Maturities | $ 95,000 | $ 0 | |
Long-term Debt [Member] | LIBOR borrowings [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | 1.50% | |
Long-term Debt [Member] | Base Rate borrowings [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | 0.50% | |
Short-term Debt [Member] | Base Rate Borrowing [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | 0.50% | |
Short-term Debt [Member] | LIBOR Margin [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | 1.50% | |
Term Loan A [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Current Maturities | $ 100,000 | ||
Term Loan A [Member] | Nationwide Industries Inc [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Periodic Payment, Principal | 100,000 | ||
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 16,000,000 | $ 10,000,000 | |
Payments of Debt Issuance Costs | 84,000 | ||
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases | $ 1,600,000 |
DIVIDEND PAYMENTS (Details Text
DIVIDEND PAYMENTS (Details Textual) | Feb. 14, 2018USD ($)$ / shares |
Dividends Payable, Amount Per Share | $ / shares | $ 0.05 |
Dividends Payable, Current | $ | $ 180,000 |