Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 03, 2015 | |
Entity Registrant Name | Northwest Pipe Co. | |
Entity Central Index Key | 1,001,385 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Common Stock, Shares Outstanding (in shares) | 9,564,752 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 688 | $ 527 |
Trade and other receivables, less allowance for doubtful accounts of $642 and $755 | 33,533 | 58,310 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 49,794 | 45,847 |
Inventories | 51,151 | 72,779 |
Refundable income taxes | 6,769 | 5,031 |
Deferred income taxes | 4,819 | 5,487 |
Prepaid expenses and other | 1,717 | 7,258 |
Total current assets | 148,471 | 195,239 |
Property and equipment, less accumulated depreciation and amortization of $82,752 and $84,224 | $ 133,362 | 132,595 |
Goodwill | 5,282 | |
Other assets | $ 12,833 | 18,766 |
Total assets | 294,666 | 351,882 |
Current liabilities: | ||
Current portion of capital lease obligations | 178 | 2,170 |
Accounts payable | 14,598 | 15,480 |
Accrued liabilities | 9,442 | 9,071 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 933 | 2,835 |
Total current liabilities | 25,151 | 29,556 |
Borrowings on line of credit | 7,053 | 45,587 |
Capital lease obligations, less current portion | 149 | 225 |
Deferred income taxes | 14,235 | 14,015 |
Pension and other long-term liabilities | 16,070 | 16,864 |
Total liabilities | $ 62,658 | $ 106,247 |
Commitments and contingencies (Note 6) | ||
Stockholders’ equity: | ||
Preferred stock, $.01 par value, 10,000,000 shares authorized, none issued or outstanding | ||
Common stock, $.01 par value, 15,000,000 shares authorized, 9,564,752 and 9,520,067 shares issued and outstanding | $ 96 | $ 95 |
Additional paid-in-capital | 117,167 | 116,802 |
Retained earnings | 116,391 | 130,571 |
Accumulated other comprehensive loss | (1,646) | (1,833) |
Total stockholders’ equity | 232,008 | 245,635 |
Total liabilities and stockholders’ equity | $ 294,666 | $ 351,882 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Allowance for Doubtful Accounts | $ 642 | $ 755 |
Accumulated Depreciation and Amortization | $ 82,752 | $ 84,224 |
Preferred Stock, Par Value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued (in shares) | 0 | 0 |
Preferred Stock, Shares Outstanding (in shares) | 0 | 0 |
Common Stock, Par Value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized (in shares) | 15,000,000 | 15,000,000 |
Common Stock, Shares Issued (in shares) | 9,564,752 | 9,520,067 |
Common Stock, Shares Outstanding (in shares) | 9,564,752 | 9,520,067 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net sales | $ 53,846 | $ 101,988 | $ 138,711 | $ 184,635 |
Cost of sales | 56,439 | 90,671 | 137,413 | 169,004 |
Gross profit (loss) | (2,593) | 11,317 | 1,298 | 15,631 |
Selling, general and administrative expense | 5,452 | $ 5,918 | 12,426 | $ 11,358 |
Impairment of goodwill | 5,282 | 5,282 | ||
Operating income (loss) | (13,327) | $ 5,399 | (16,410) | $ 4,273 |
Other income (expense) | 14 | 26 | 58 | (37) |
Interest income | 81 | 82 | 163 | 163 |
Interest expense | (286) | (569) | (703) | (1,339) |
Income (loss) before income taxes | (13,518) | 4,938 | (16,892) | 3,060 |
Income tax expense (benefit) | (1,439) | 1,756 | (2,712) | 1,089 |
Income (loss) from continuing operations | $ (12,079) | 3,182 | $ (14,180) | 1,971 |
Discontinued operations: | ||||
Income (loss) from operations of discontinued business | $ 15 | (2,647) | ||
Loss on sale of business | (12,083) | |||
Income tax expense (benefit) | $ 5 | (3,847) | ||
Income (loss) on discontinued operations | 10 | (10,883) | ||
Net income (loss) | $ (12,079) | $ 3,192 | $ (14,180) | $ (8,912) |
Basic income (loss) per share | ||||
Continuing operations (in dollars per share) | $ (1.26) | $ 0.34 | $ (1.48) | $ 0.21 |
Discontinued operations (in dollars per share) | (1.15) | |||
Total (in dollars per share) | $ (1.26) | $ 0.34 | $ (1.48) | (0.94) |
Diluted income (loss) per share | ||||
Continuing operations (in dollars per share) | $ (1.26) | $ 0.33 | $ (1.48) | 0.21 |
Discontinued operations (in dollars per share) | (1.14) | |||
Total (in dollars per share) | $ (1.26) | $ 0.33 | $ (1.48) | $ (0.93) |
Shares used in per share calculations: | ||||
Basic (in shares) | 9,557 | 9,513 | 9,555 | 9,510 |
Diluted (in shares) | 9,557 | 9,605 | 9,555 | 9,596 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net loss | $ (12,079) | $ 3,192 | $ (14,180) | $ (8,912) |
Other comprehensive income (loss): | ||||
Pension liability adjustment, net of tax | 109 | 64 | 218 | 128 |
Deferred loss on cash flow derivatives, net of tax | (16) | (47) | (31) | (45) |
Other comprehensive income | 93 | 17 | 187 | 83 |
Comprehensive income (loss) | $ (11,986) | $ 3,209 | $ (13,993) | $ (8,829) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (14,180) | $ (8,912) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation | 4,651 | $ 6,075 |
Impairment of goodwill | 5,282 | |
Amortization of intangible assets | 280 | $ 275 |
Provision for doubtful accounts | (113) | (224) |
Amortization of debt issuance costs | 136 | 220 |
Deferred income taxes | $ 888 | 851 |
Loss on sale of business | 12,083 | |
Stock based compensation expense | $ 1,133 | 1,185 |
Adjustments to contingent consideration | 62 | (877) |
Other, net | (53) | 177 |
Changes in operating assets and liabilities: | ||
Trade and other receivables, net | 27,052 | $ 19,658 |
Insurance settlements | 2,625 | |
Costs and estimated earnings in excess of billings on uncompleted contracts, net | (5,849) | $ 3,005 |
Inventories | 21,931 | 13,296 |
Refundable income taxes | (2,084) | (5,260) |
Prepaid expenses and other assets | 667 | 284 |
Accounts payable | (356) | (3,521) |
Accrued and other liabilities | (307) | (5,080) |
Net cash provided by operating activities | 41,765 | 33,235 |
Cash flows from investing activities: | ||
Additions to property and equipment | (6,016) | (9,005) |
Proceeds from sale of business | 4,300 | 31,609 |
Collections on notes receivable | 1,080 | 47 |
Other investing activities | 55 | (25) |
Net cash (used in) provided by investing activities | (581) | 22,626 |
Cash flows from financing activities: | ||
Tax withholdings related to net share settlements of restricted stock and performance stock awards | $ (423) | (1,283) |
Payments on long-term debt | (6,357) | |
Borrowings on line of credit | $ 56,250 | 111,581 |
Repayments on line of credit | (94,785) | (159,576) |
Payments on capital lease obligations | (2,084) | (767) |
Other financing activities | 19 | 28 |
Net cash used in financing activities | (41,023) | (56,374) |
Change in cash and cash equivalents | 161 | (513) |
Cash and cash equivalents, beginning of period | 527 | 588 |
Cash and cash equivalents, end of period | 688 | 75 |
Non-Cash Investing Activity: | ||
Accrued property and equipment purchases | $ 718 | $ 940 |
Note 1 - Basis of Presentation
Note 1 - Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. Basis of Presentation The condensed consolidated financial statements include the accounts of Northwest Pipe Company (the “Company”) and its subsidiaries in which the Company exercises control as of the financial statement date. Intercompany accounts and transactions have been eliminated. The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. The financial information as of December 31, 2014 is derived from the audited consolidated financial statements presented in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (the “2014 Form 10-K”). Certain information or footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). In the opinion of management, the accompanying condensed consolidated financial statements include all adjustments necessary (which are of a normal and recurring nature) for the fair statement of the results of the interim periods presented. The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto together with management’s discussion and analysis of financial condition and results of operations contained in the Company’s 2014 Form 10-K. On March 30, 2014 the Company completed the sale of substantially all of the assets and liabilities associated with its oil country tubular goods (“OCTG”) business. See Note 2, “Disposition of OCTG Business” for further information regarding the sale. The Company’s results of operations for its disposed OCTG business have been presented as discontinued operations for all periods presented within the condensed consolidated statements of operations. Certain amounts from the prior year financial statements have been reclassified in order to conform to the current year presentation. Operating results for the three and six months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the entire fiscal year ending December 31, 2015. |
Note 2 - Disposition of OCTG Bu
Note 2 - Disposition of OCTG Business | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Mergers, Acquisitions and Dispositions Disclosures [Text Block] | 2. Disposition of OCTG Business On March 30, 2014 the Company completed the sale of substantially all of the assets and liabilities associated with its OCTG business, which was conducted by the Company at its manufacturing facilities in Bossier City, Louisiana and Houston, Texas, excluding the real property located in Houston, Texas. These facilities were previously included within the Company’s Tubular Products Group. Total consideration of $42.7 million was paid by the buyer, resulting in a loss on sale of $13.5 million ($12.1 million of which was recorded in the first quarter of 2014 and $1.4 million of which was recorded in the third quarter of 2014). The calculation of the loss on sale included a write down of $4.4 million of goodwill. Of the proceeds received, $4.3 million was placed in escrow to secure the Company’s indemnification obligations under the purchase agreement, $5.0 million was used to repay capital leases related to and secured by certain assets at the Bossier City, Louisiana manufacturing facility, $1.8 million was used to pay for transaction costs and $1.8 million was used to pay a net working capital adjustment made in September 2014, resulting in net proceeds of $29.8 million. In April 2015, the $4.3 million escrow was released to the Company. 6 The table below presents the operating results for the Company’s discontinued operations (in thousands). The operating results for the three and six months ended June 30, 2014 do not necessarily reflect what they would have been had the OCTG business not been classified as a discontinued operation. Three Months Ended Six Months Ended June 30, 2014 June 30, 2014 Net sales $ - $ 22,225 Cost of sales (15 ) 24,377 Gross profit (loss) 15 (2,152 ) Selling, general and administrative expense - 396 Operating income (loss) 15 (2,548 ) Interest expense - (99 ) Loss on sale of business - (12,083 ) Income (loss) before income taxes 15 (14,730 ) Income tax expense (benefit) 5 (3,847 ) Income (loss) on discontinued operations $ 10 $ (10,883 ) |
Note 3 - Inventories
Note 3 - Inventories | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | 3. Inventories Inventories are stated at the lower of cost or market and consist of the following (in thousands): June 30, 2015 December 31, 2014 Short-term inventories: Raw materials $ 36,941 $ 48,005 Work-in-process 1,618 1,741 Finished goods 10,244 20,663 Supplies 2,348 2,370 Total short-term inventories 51,151 72,779 Long-term inventories: Finished goods 912 1,214 Total inventories $ 52,063 $ 73,993 Long-term inventories are recorded in other assets. |
Note 4 - Fair Value Measurement
Note 4 - Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 4. Fair Value Measurements The Company records its financial assets and liabilities at fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability, in the principal or most advantageous market for the asset or liability, in an orderly transaction between market participants at the measurement date. The authoritative guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. These levels are: Level 1 (inputs are quoted prices in active markets for identical assets or liabilities); Level 2 (inputs are other than quoted prices that are observable, either directly or indirectly through corroboration with observable market data); and Level 3 (inputs are unobservable, with little or no market data that exists, such as internal financial forecasts). The Company is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. 7 The following table summarizes information regarding the Company’s financial assets and financial liabilities that are measured at fair value (in thousands): Balance at June 30, 2015 Level 1 Level 2 Level 3 Description Financial assets Deferred compensation plan $ 6,832 $ 5,558 $ 1,274 $ - Derivatives 94 - 94 - Total assets $ 6,926 $ 5,558 $ 1,368 $ - Financial liabilities Contingent consideration $ (2,741 ) $ - $ - $ (2,741 ) Derivatives (47 ) - (47 ) - Total liabilities $ (2,788 ) $ - $ (47 ) $ (2,741 ) Balance at December 31, 2014 Level 1 Level 2 Level 3 Description Financial assets Deferred compensation plan $ 6,237 $ 4,953 $ 1,284 $ - Derivatives 32 - 32 - Total assets $ 6,269 $ 4,953 $ 1,316 $ - Financial liabilities Contingent consideration $ (2,679 ) $ - $ - $ (2,679 ) Derivatives (5 ) - (5 ) - Total liabilities $ (2,684 ) $ - $ (5 ) $ (2,679 ) The deferred compensation plan assets consist of cash and several publicly traded stock and bond mutual funds, valued using quoted market prices in active markets classified as Level 1 within the fair value hierarchy, as well as securities that are not actively traded on major exchanges, valued using the Net Asset Value (“NAV”) of the underlying investments classified as Level 2 within the fair value hierarchy. The Company’s derivatives consist of foreign currency forward contracts, which are accounted for as cash flow hedges, and are valued using various pricing models or discounted cash flow analyses that incorporate observable market parameters, such as interest rate yield curves and currency rates, classified as Level 2 within the valuation hierarchy. Derivative valuations incorporate credit risk adjustments that are necessary to reflect the probability of default by the counterparty or the Company. The contingent consideration liability is associated with the acquisition of Permalok Corporation in December 2013 and represents the probability weighted average contingent payment as a percentage of high, mid, and low revenue projections. The inputs used to measure contingent consideration are classified as Level 3 within the valuation hierarchy. The valuation is not supported by market criteria and reflects the Company’s internal revenue forecasts. Changes in the fair value of the contingent consideration obligation will be reflected in cost of sales during the period the change occurs. If required as part of its annual goodwill impairment assessment, the Company calculates the business enterprise value of applicable reporting units. This calculation uses a weighted average of income and market approaches, and is classified as Level 3 in the valuation hierarchy. The income approach is primarily driven by inputs from the Company’s internal financial forecasts. The market approach incorporates inputs from market participant data, as well as inputs derived from Company assumptions. For the three months ended June 30, 2015, this analysis resulted in the impairment of Water Transmission goodwill of $5.3 million. The net carrying amounts of cash and cash equivalents, trade and other receivables, accounts payable, accrued liabilities and borrowings on line of credit approximate fair value due to the short-term nature of these instruments. |
Note 5 - Derivative Instruments
Note 5 - Derivative Instruments and Hedging Activities | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | 5. Derivative Instruments and Hedging Activities The Company conducts business in various foreign countries and, from time to time, settles transactions in foreign currencies. The Company has established a program that utilizes foreign currency forward contracts to offset the risk associated with the effects of certain foreign currency exposures, typically arising from sales contracts denominated in Canadian currency. Instruments that do not qualify for cash flow hedge accounting treatment are remeasured at fair value on each balance sheet date and resulting gains and losses are recognized in income. As of June 30, 2015 and December 31, 2014, all derivative contracts held by the Company were designated as hedges. As of June 30, 2015 and December 31, 2014, the total notional amount of the derivative contracts designated as hedges was $4.8 million (CAD$5.9 million) and $1.3 million (CAD$1.5 million), respectively. Derivative assets are included within prepaid expenses and other current assets and derivative liabilities are included within accrued liabilities in the condensed consolidated balance sheets. All of the Company’s foreign currency forward contracts are subject to an enforceable master netting arrangement. The Company presents the assets and liabilities associated with its foreign currency forward contracts at their gross fair values within the condensed consolidated balance sheets. 8 For each derivative contract entered into in which the Company seeks to obtain cash flow hedge accounting treatment, the Company formally documents all relationships between hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking the hedge transaction, the nature of the risk being hedged, how the hedging instrument’s effectiveness in offsetting the hedged risk will be assessed prospectively and retrospectively, and a description of the method of measuring ineffectiveness. This process includes linking all derivatives to specific firm commitments or forecasted transactions and designating the derivatives as cash flow hedges. The Company also formally assesses, both at the hedge’s inception and on an ongoing basis, whether the derivative contracts that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. The effective portion of these hedged items is reflected in other comprehensive income in stockholders’ equity. If it is determined that a derivative contract is not highly effective, or that it has ceased to be a highly effective hedge, the Company will be required to discontinue hedge accounting with respect to that derivative contract prospectively. All of the Company’s Canadian forward contracts have maturities not longer than 12 months as of June 30, 2015. For the three and six months ended June 30, 2015, the losses from derivative contracts not designated as hedging instruments recognized in net sales were $26,000 and $44,000, respectively. For the three and six months ended June 30, 2014, the losses from derivative contracts not designated as hedging instruments recognized in net sales were $0.2 million and $0.1 million, respectively. At June 30, 2015 and June 30, 2014, there was $5,000 and $48,000, respectively, of unrealized pretax loss on outstanding derivatives in accumulated other comprehensive loss. Substantially all of the amount in accumulated other comprehensive loss at June 30, 2015 is expected to be reclassified to net sales within the next 12 months as a result of underlying hedged transactions also being recorded in net sales. See Note 11, “Accumulated Other Comprehensive Loss” for additional quantitative information regarding derivative gains and losses. |
Note 6 - Commitments and Contin
Note 6 - Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 6. Commitments and Contingencies Portland Harbor Superfund On December 1, 2000, a section of the lower Willamette River known as the Portland Harbor Site was included on the National Priorities List at the request of the United States Environmental Protection Agency (the “EPA”). While the Company’s Portland, Oregon manufacturing facility does not border the Willamette River, an outfall from the facility’s stormwater system drains into a neighboring property’s privately owned stormwater system and slip. Since the listing of the site, the Company was notified by the EPA and the Oregon Department of Environmental Quality (“ODEQ”) of potential liability under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”). In 2008, the Company was asked to file information disclosure reports with the EPA (CERCLA 104 (e) information request). By agreement with the EPA, ODEQ is responsible for overseeing remedial investigation and source control activities for all upland sites to investigate sources and prevent future contamination to the river. A remedial investigation and feasibility study (“RI/FS”) of the Portland Harbor Site has been directed by a group of 14 potentially responsible parties known as the Lower Willamette Group (the “LWG”) under agreement with the EPA. The Company made a payment of $0.2 million to the LWG in June 2007 as part of an interim settlement, and is under no obligation to make any further payment. The final draft remedial investigation (“RI”) was submitted to the EPA by the LWG in fall of 2011 and the draft feasibility study (“FS”) was submitted by the LWG to the EPA in March 2012. The draft FS identifies ten possible remedial alternatives which range in estimated cost from approximately $169 million to $1.76 billion and estimates a range of two to 28 years to implement the remedial work, depending on the selected alternative. The report does not determine who is responsible for the costs of cleanup or how the cleanup costs will be allocated among the potentially responsible parties. As of the date of this filing, the final RI and the revised FS are pending approval of the EPA. In 2001, groundwater containing elevated volatile organic compounds (“VOCs”) was identified in one localized area of leased property adjacent to the Portland facility furthest from the river. Assessment work in 2002 and 2003 to further characterize the groundwater was consistent with the initial conclusion that the source of the VOCs is located off of Company-owned property. In February 2005, the Company entered into a Voluntary Agreement for Remedial Investigation and Source Control Measures (the “Agreement”) with ODEQ. The Company is one of many Upland Source Control Sites working with ODEQ on Source Control and is considered a “medium” priority site by ODEQ indicating more investigation was recommended. The Company performed RI work required under the Agreement and submitted a draft RI/Source Control Evaluation Report (“SCE”) in December 2005, a revised draft RI/SCE Report in January 2014, and a further revised RI/SCE Report in March 2015. The conclusions of the report include: (1) the VOCs found in the groundwater do not present an unacceptable risk to human or ecological receptors in the Willamette River; (2) there is no evidence at this time showing a connection between detected VOCs in groundwater and Willamette River sediments; (3) the interim remedial measure to conduct a limited excavation of soil and full paving of the site was completed; (4) a state-of-the art stormwater treatment system was installed; and (5) an area of stained soil was characterized and remediated. In May 2015, the Company received the EPA’s comments from ODEQ requesting additional information and modifications to the revised RI/SCE Report. The Company is working with consultants to address the comments and questions from the EPA. 9 During the limited soil excavation, additional stained soil was discovered. At the request of ODEQ, the Company developed an additional Work Plan to characterize the nature and extent of soil and/or groundwater impacts from the staining. The Company began implementing this Work Plan in the second quarter of 2012 and submitted sampling results to ODEQ in the third quarter of 2012. Comments from ODEQ were received in November 2012. In February 2013, ODEQ clarified its comments from November 2012, and the Company completed its second round of groundwater sampling for the stained soil investigation area in May and November 2013. The results were reported to ODEQ in the January 2014 and March 2015 RI/SCE Reports. The Company spent $0.1 million for further Source Control work in 2014, and anticipates having to spend less than $0.1 million in 2015. Concurrent with the activities of the EPA and ODEQ, the Portland Harbor Natural Resources Trustee Council (“Trustees”) sent some or all of the same parties, including the Company, a notice of intent to perform a Natural Resource Damage Assessment (“NRDA”) for the Portland Harbor Site to determine the nature and extent of natural resource damages under CERCLA section 107. The Trustees for the Portland Harbor Site consist of representatives from several Northwest Indian Tribes, three federal agencies and one state agency. The Trustees act independently of the EPA and ODEQ. The Trustees have encouraged potentially responsible parties to voluntarily participate in the funding of their injury assessments and several of those parties have agreed to do so. In June 2014, the Company agreed to participate in the injury assessment process, which included funding $0.4 million of the assessment; of this amount, $0.2 million was paid in July 2014 and the remainder was paid in January 2015. The Company has not assumed any additional payment obligations or liabilities with the participation with the NRDA. The Company’s potential liability is a portion of the costs of the remedy the EPA will select for the entire Portland Harbor Superfund Site. The cost of that remedy is expected to be allocated among more than 100 potentially responsible parties. Because of the large number of responsible parties and the variability in the range of remediation alternatives, the Company is unable to estimate an amount or an amount within a range of costs for its obligation with respect to the Portland Harbor Site matters, and no further adjustment to the consolidated financial statements has been recorded as of the date of this filing. The Company has insurance policies for defense costs, as well as indemnification policies it believes will provide reimbursement for any share of the remediation assessed. However, the Company can provide no assurance that those policies will cover all of the costs which the Company may incur. In December 2014, a federal district court approved settlements between the Company and two of its insurance carriers. The Company released its interests in the related insurance policies, and received $2.6 million in January 2015 for reimbursement of past indemnification and defense costs incurred by the Company associated with the Portland Harbor Site, substantially all of which reduced cost of sales in 2014. Notwithstanding these settlements, the Company continues to have insurance coverage for indemnification and defense costs related to the Portland Harbor Site as described above. Houston Environmental Cleanup In connection with the Company’s sale of its OCTG business, a Limited Phase II Environmental Site Assessment was conducted at the Houston, Texas plant and completed in March 2014, which revealed the presence of VOCs in the groundwater and certain metals in the soil. In June 2014, the Company was accepted into the Texas Commission on Environmental Quality (“TCEQ”) Voluntary Cleanup Program (“VCP”) to address these issues and obtain a Certificate of Completion from TCEQ. The cost of any potential cleanup will not be covered by insurance. However, any costs incurred will be reimbursed by the purchaser of the OCTG business discussed in Note 2, “Disposition of OCTG Business” if the purchaser of the OCTG business exercises its option to purchase the property under certain circumstances after the Certificate of Completion is obtained. While the final remediation approach has not yet been determined, the Company has completed an initial assessment and currently estimates the future costs associated with the VCP to be between $0.3 million and $2.4 million. At June 30, 2015, the Company has a $0.4 million accrual for remediation costs based on the low-end estimate of future costs using a probability-weighted analysis of remediation approaches. The proposed remediation approach includes a municipal ordinance to prevent consumption of shallow groundwater from beneath the property, thereby eliminating the need for more costly remediation measures. Site assessment and monitoring activities are currently underway to satisfy the requirements of the City of Houston and TCEQ for implementation of the municipal ordinance. 10 All Sites The Company operates its facilities under numerous governmental permits and licenses relating to air emissions, storm water run-off, and other environmental matters. The Company’s operations are also governed by many other laws and regulations, including those relating to workplace safety and worker health, principally the Occupational Safety and Health Act and regulations there under which, among other requirements, establish noise and dust standards. The Company believes it is in material compliance with its permits and licenses and these laws and regulations, and the Company does not believe that future compliance with such laws and regulations will have a material adverse effect on its financial position, results of operations or cash flows. From time to time, the Company is involved in litigation relating to claims arising out of its operations in the normal course of its business. The Company maintains insurance coverage against potential claims in amounts that are believed to be adequate. To the extent that insurance does not cover legal, defense, and indemnification costs associated with a loss contingency, such costs will be expensed as incurred. The Company believes that it is not presently a party to any other litigation, the outcome of which would have a material adverse effect on its business, financial condition, results of operations or cash flows. Guarantees The Company has entered into certain stand-by letters of credit that total $2.1 million at June 30, 2015. The stand-by letters of credit relate to workers’ compensation insurance. |
Note 7 - Segment Information
Note 7 - Segment Information | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 7. Segment Information The Company’s business is the manufacturing of welded steel pipe. Within this business, the Company’s operations are organized into two reportable segments: the Water Transmission Group and the Tubular Products Group. These reportable segments are based on the nature of the products and the manufacturing process. The two segments represent distinct business activities, which management evaluates based on segment gross profit and operating income. Transfers between segments in the periods presented were not material. The Water Transmission Group manufactures large-diameter, high-pressure steel pipeline systems for use in water infrastructure applications, which are primarily related to drinking water systems. These products are also used for hydroelectric power systems, wastewater systems and other applications. In addition, the Water Transmission Group makes products for industrial plant piping systems and certain structural applications. The Tubular Products Group manufactures and markets smaller diameter, electric resistance welded steel pipe used in a wide range of applications, including energy, construction, agriculture and industrial systems. The Tubular Products Group also manufactured and marketed OCTG products through March 30, 2014. The operating results of the OCTG business have been classified as discontinued operations and are not included in the operating results presented below. Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands) Net sales: Water transmission $ 38,445 $ 62,205 $ 94,687 $ 105,204 Tubular products 15,401 39,783 44,024 79,431 Total $ 53,846 $ 101,988 $ 138,711 $ 184,635 Gross profit (loss): Water transmission $ 1,255 $ 11,491 $ 8,774 $ 13,159 Tubular products (3,848 ) (174 ) (7,476 ) 2,472 Total $ (2,593 ) $ 11,317 $ 1,298 $ 15,631 Operating income (loss): Water transmission (1) $ (5,815 ) $ 9,543 $ (182 ) $ 9,244 Tubular products (4,254 ) (589 ) (8,871 ) 1,705 Corporate (3,258 ) (3,555 ) (7,357 ) (6,676 ) Total $ (13,327 ) $ 5,399 $ (16,410 ) $ 4,273 (1) Operating loss for the Water Transmission Group for the three and six months ended June 30, 2015 includes the write-off of Water Transmission goodwill of $5.282 million at June 30, 2015. |
Note 8 - Share-based Compensati
Note 8 - Share-based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 8. Share-based Compensation The Company has one active stock incentive plan for employees and directors: the 2007 Stock Incentive Plan, which provides for awards of stock options to purchase shares of common stock, stock appreciation rights, restricted and unrestricted shares of common stock, restricted stock units (RSUs) and performance share awards (PSAs). In addition, the Company has one inactive stock option plan, the 1995 Stock Option Plan for Nonemployee Directors, under which previously granted options remain outstanding. The Company recognizes compensation cost as service is rendered based on the fair value of the awards. The following table summarizes share-based compensation expense recorded (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Cost of sales $ 99 $ 81 $ 180 $ 92 Selling, general and administrative expenses 384 749 953 1,093 Total $ 483 $ 830 $ 1,133 $ 1,185 As of June 30, 2015, unrecognized compensation expense related to the unvested portion of the Company’s RSUs and PSAs was $2.5 million, which is expected to be recognized over a weighted average period of 1.3 years. Stock Option Awards A summary of the status of the Company’s stock options as of June 30, 2015 and changes during the six months then ended is presented below: Weighted Weighted Average Average Remaining Aggregate Options Exercise Price Contractual Intrinsic Value Outstanding per Share Life (In thousands) Balance, January 1, 2015 38,000 $ 26.05 Options granted - - Options exercised (2,000 ) 22.07 Options cancelled (4,000 ) 28.42 Balance, June 30, 2015 32,000 26.00 3.79 $ - Exercisable, June 30, 2015 32,000 26.00 3.79 $ - Restricted Stock Units and Performance Stock Awards A summary of the status of the Company’s RSUs and PSAs as of June 30, 2015 and changes during the six months then ended is presented below: Number of RSUs and PSAs Weighted Average Grant Date Fair Value Balance, January 1, 2015 231,215 $ 36.34 RSUs and PSAs granted - - RSUs and PSAs vested (49,403 ) 30.01 RSUs and PSAs canceled (36,155 ) 34.84 Balance, June 30, 2015 145,657 38.85 12 RSUs and PSAs are measured at the estimated fair value on the date of grant. RSUs are service-based awards and vest according to vesting schedules, which range from immediate to ratably over a three-year period. PSAs are service-based awards that vest over a three-year period and have a market-based payout condition. Vesting of the market-based PSAs is dependent upon the performance of the market price of the Company’s stock relative to a peer group of companies. The unvested balance of RSUs and PSAs at June 30, 2015 includes approximately 125,000 PSAs at a target level of performance; the actual number of common shares that will ultimately be issued will be determined by multiplying this number of PSAs by a payout percentage ranging from 0% to 200%. Stock Awards For the six months ended June 30, 2015 and 2014, stock awards of 10,464 and 7,640 shares, respectively, were granted to non-employee directors, which vested immediately upon issuance. The Company recorded compensation expense based on the fair market value per share of the awards on the grant date of $21.02 and $36.00 in 2015 and 2014, respectively. |
Note 9 - Income Taxes
Note 9 - Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 9. Income Taxes The Company files income tax returns in the United States Federal jurisdiction, in a limited number of foreign jurisdictions, and in many state jurisdictions. Internal Revenue Service examinations have been completed for years prior to 2011. With few exceptions, the Company is no longer subject to U.S. Federal, state or foreign income tax examinations for years before 2010. The Company had $2.3 million of unrecognized tax benefits at June 30, 2015 and December 31, 2014. The Company believes it is reasonably possible that the total amounts of unrecognized tax benefits will decrease in the following twelve months due to the expiration of certain statues of limitations; however, actual results could differ from those currently expected. Effectively all the unrecognized tax benefits would affect the Company’s effective tax rate if recognized at some point in the future. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. In the three months ended June 30, 2015 after considering the guidance for accounting for income taxes, and weighing the positive and negative evidence including the Company’s recent history of cumulative losses, the Company recorded a $1.3 million valuation allowance on a portion of its deferred tax assets, primarily related to state net operating loss carry forwards and state credits. The Company provided for income taxes from continuing operations at an estimated effective tax rate of 10.6% and 16.1% for the three and six months ended June 30, 2015, and an estimated effective tax rate of 35.6% for the three and six months ended June 30, 2014. The Company’s effective tax benefit rate in the three and six months ended June 30, 2015 was significantly lower than statutory rates due to the non-deductibility of expense related to the impairment of goodwill, as well as the valuation allowance recorded during the three months ended June 30, 2015. |
Note 10 - Income (loss) per Sha
Note 10 - Income (loss) per Share | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 10. Income (loss) per Share Income (loss) per basic and diluted weighted average common share outstanding for continuing and discontinued operations were calculated as follows for the three and six months ended June 30, 2015 and 2014 (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Income (loss) from continuing operations $ (12,079 ) $ 3,182 $ (14,180 ) $ 1,971 Income (loss) from discontinued operations - 10 - (10,883 ) Net income (loss) $ (12,079 ) $ 3,192 $ (14,180 ) $ (8,912 ) Basic weighted-average common shares outstanding 9,557 9,513 9,555 9,510 Effect of potentially dilutive common shares (1) - 92 - 86 Diluted weighted-average common shares outstanding 9,557 9,605 9,555 9,596 Income (loss) per basic common share Continuing operations $ (1.26 ) $ 0.34 $ (1.48 ) $ 0.21 Discontinued operations - - - (1.15 ) Total $ (1.26 ) $ 0.34 $ (1.48 ) $ (0.94 ) Income (loss) per diluted common share Continuing operations $ (1.26 ) $ 0.33 $ (1.48 ) $ 0.21 Discontinued operations - - - (1.14 ) Total $ (1.26 ) $ 0.33 $ (1.48 ) $ (0.93 ) (1) Represents the effect of the assumed exercise of stock options and the vesting of restricted stock units and performance stock awards, based on the treasury stock method. Due to the Company’s loss from continuing operations in the three and six month periods ended June 30, 2015, the assumed exercise of stock options and the vesting of restricted stock units and performance stock awards using the treasury stock method would have had an antidilutive effect and were therefore excluded from the computation of diluted loss per share. The weighted average number of such antidilutive shares not included in the computation of diluted loss per share was 188,000 and 196,000 for the three and six month periods ended June 30, 2015. In both the three and six month periods ended June 30, 2014, there were 66,000 shares from the assumed exercise of stock options and the vesting of restricted stock units and performance stock awards using the treasury stock method that were excluded from the calculation of diluted earnings per share because to include these shares would have had an antidilutive effect. |
Note 11 - Accumulated Other Com
Note 11 - Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Comprehensive Income (Loss) Note [Text Block] | 11. Accumulated Other Comprehensive Loss The following tables summarize changes in the components of accumulated other comprehensive loss during the six months ended June 30, 2015 and June 30, 2014 (in thousands). All amounts are net of tax: Defined Benefit Pension Items Gains (Losses) on Cash Flow Hedges Total Balance, December 31, 2013 $ (1,275 ) $ 14 $ (1,261 ) Other comprehensive income (loss) before reclassifications 73 (32 ) 41 Amounts reclassified from accumulated other comprehensive income (loss) 55 (13 ) 42 Net current period other comprehensive income (loss) 128 (45 ) 83 Balance, June 30, 2014 $ (1,147 ) $ (31 ) $ (1,178 ) 14 Defined Benefit Pension Items Gains (Losses) on Cash Flow Hedges Total Balance, December 31, 2014 $ (1,862 ) $ 29 $ (1,833 ) Other comprehensive income (loss) before reclassifications 111 48 159 Amounts reclassified from accumulated other comprehensive income (loss) 107 (79 ) 28 Net current period other comprehensive income (loss) 218 (31 ) 187 Balance, June 30, 2015 $ (1,644 ) $ (2 ) $ (1,646 ) The following table provides additional detail about accumulated other comprehensive income (loss) components that were reclassified to the condensed consolidated statement of operations during the six months ended June 30, 2015 and 2014 (in thousands): Six Months Ended June 30, 2015 2014 Affected line item in the Details about Accumulated Other Amount reclassified from Accumulated Condensed Consolidated Comprehensive Income (Loss) Components Other Comprehensive Income (Loss) Statement of Operations Pension liability adjustment Net periodic pension cost $ (170 ) $ (86 ) Cost of sales Associated tax benefit 63 31 Income tax expense (benefit) $ (107 ) $ (55 ) Net of tax Deferred gain on cash flow derivatives Gain on cash flow derivatives $ 127 $ 20 Net sales Hedge ineffectiveness (1 ) - Net sales Associated tax expense (47 ) (7 ) Income tax expense (benefit) $ 79 $ 13 Net of tax Total reclassifications for the period $ (28 ) $ (42 ) |
Note 12 - Recent Accounting and
Note 12 - Recent Accounting and Reporting Developments | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | 1 2 . Recent Accounting and Reporting Developments In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers,” which will replace most existing revenue recognition guidance in accordance with U.S. GAAP. The core principle of the ASU is that an entity should recognize revenue for the transfer of goods or services equal to the amount that it expects to be entitled to receive for those goods or services. The ASU requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments. The ASU will be effective for the Company beginning January 1, 2018, including interim periods in 2018, and allows for both retrospective and prospective methods of adoption. The effective dates listed above reflect the FASB’s final decision made in July 2015 to delay implementation of the ASU by one year. The Company is still evaluating the effect this standard will have on the Company’s financial position, results of operations or cash flows from adoption of this guidance. In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements – Going Concern.” This Update requires management to evaluate for each annual and interim reporting period whether it is probable that the reporting entity will not be able to meet its obligations as they become due within one year after the date that the financial statements are issued. If the entity is in such a position, the standard provides for certain disclosures depending on whether or not the entity will be able to successfully mitigate its going concern status. This guidance is effective for annual periods ending after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016. Early application is permitted. The Company does not expect a material impact to the Company’s financial position, results of operations or cash flows from the adoption of this guidance. In February 2015, the FASB issued ASU No. 2015-02, “Amendments to the Consolidation Analysis.” The changes in this Update revise consolidation analysis and affect reporting entities that are required to evaluate whether they should consolidate certain legal entities. The changes become effective for the Company on January 1, 2016. The Company has determined that these changes will not have a material impact on the Company's condensed consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, “Simplifying the Presentation of Debt Issuance Costs.” This update simplifies the presentation of debt issuance costs by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in the update. The ASU will be effective for the Company beginning January 1, 2016 including interim periods in 2016. When implemented by the Company, the balance of debt issuance costs related to term debt will be netted against the Company’s term debt included in long-term liabilities. Debt issuance costs related to the Company’s revolving line of credit will continue to be classified as a deferred charge and amortized over the term of the revolving line of credit arrangement. The Company currently does not have any term debt. Implementation will be on a retrospective basis, wherein the balance sheet of each individual period presented will be adjusted to reflect the period-specific effects of applying the new guidance. The Company does not expect a material impact to the Company’s financial position, results of operations or cash flows from adoption of this guidance. In April 2015, the FASB issued ASU 2015-04, “Practical Expedient for the Measurement Date of an Employer’s Defined Benefit Obligation and Plan Assets.” For an entity with a fiscal year-end that does not coincide with a month-end, the amendments in this Update provide a practical expedient that permits the entity to measure defined benefit plan assets and obligations using the month-end that is closest to the entity’s fiscal year-end and apply that practical expedient consistently from year to year. It also provides a similar practical expedient for significant events that happens in an interim period that would otherwise require a re-measurement. The amendments in this update permits using the month-end that is closest to the date of the significant event. The ASU will be effective for the Company beginning January 1, 2016. The Company does not expect a material impact to the Company’s financial position, results of operations or cash flows from adoption of this guidance. In May 2015, the FASB issued ASU 2015-07, “Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent).” The amendments in this Update remove the requirement to categorize within the fair value hierarchy all investments for which fair value is measured using the net asset value per share practical expedient. The ASU will be effective for the Company beginning January 1, 2016. The Company does not expect a material impact to the Company’s financial position, results of operations or cash flows from adoption of this guidance. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory.” As a result of this Update, companies will be required to measure inventory at the lower of cost and net realizable value. This is a change from the prior requirement to value inventory at the lower of cost of market. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Inventory valued using the LIFO or retail inventory method is exempt from this Update. The ASU will be effective for the Company beginning January 1, 2017. The Company is in the process of evaluating the Update to determine its expected future effect on the Company’s financial position, results of operations or cash flows from adoption of this guidance. |
Note 13 - Restructuring
Note 13 - Restructuring | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Restructuring and Related Activities Disclosure [Text Block] | 1 3 . Restructuring In April 2015, the Company initiated a production curtailment at its Atchison, Kansas facility within the Tubular Products Group. Severance related restructuring costs associated with the production curtailment were approximately $0.5 million. The entire amount was incurred and paid during the three months ended June 30, 2015, and is included in Cost of sales for that period. |
Note 14 - Goodwill
Note 14 - Goodwill | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Goodwill Disclosure [Text Block] | 14. Goodwill At December 31, 2014, the Company’s Goodwill of $5.3 million related entirely to its Water Transmission Group reporting unit. GAAP requires that goodwill of a reporting unit shall be tested for impairment between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Due to current Water Transmission market conditions, the Company determined that its Water Transmission Group goodwill may be impaired at June 30, 2015, and completed the first step of the two-step quantitative goodwill impairment test. In the first step, business enterprise value of the reporting unit was calculated by using a combination of income and market approaches, and compared to the carrying value. As the carrying value of the Water Transmission Group reporting unit exceeded the calculated enterprise value, the Company determined it was appropriate to proceed to the second step of the quantitative impairment test. As a result of the analysis performed to date, the Company’s best estimate of the ultimate result of the second step of the goodwill quantitative impairment test is that all of the Water Transmission Group goodwill will be impaired. Therefore, the Water Transmission Group goodwill was completely written off as of June 30, 2015. Any adjustment to that estimate upon completion of the measurement of the impairment loss will be recognized in the three month period ending September 30, 2015. |
Note 15 - Related Party Transac
Note 15 - Related Party Transaction | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | 15. Related Party Transaction During the three months ended June 30, 2015, the Company engaged Raymond James & Associates, an affiliate of Eagle Asset Management, to provide investment banking services related to a possible disposition of the Company’s Tubular Products business. Eagle Asset Management is a substantial stockholder of the Company, as it owns more than 10 percent of the Company’s common stock. Approximately $12,000 of reimbursable expenses were incurred by Raymond James during the three month period ended June 30, 2015. Professional fees payable to Raymond James will be contingent upon completion of a future transaction, which may or may not occur. No payments were made to Raymond James during the three or six month periods ended June 30, 2015. |
Note 2 - Disposition of OCTG 22
Note 2 - Disposition of OCTG Business (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Notes Tables | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | Three Months Ended Six Months Ended June 30, 2014 June 30, 2014 Net sales $ - $ 22,225 Cost of sales (15 ) 24,377 Gross profit (loss) 15 (2,152 ) Selling, general and administrative expense - 396 Operating income (loss) 15 (2,548 ) Interest expense - (99 ) Loss on sale of business - (12,083 ) Income (loss) before income taxes 15 (14,730 ) Income tax expense (benefit) 5 (3,847 ) Income (loss) on discontinued operations $ 10 $ (10,883 ) |
Note 3 - Inventories (Tables)
Note 3 - Inventories (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Notes Tables | |
Schedule Of Inventory Current And Non Current [Table Text Block] | June 30, 2015 December 31, 2014 Short-term inventories: Raw materials $ 36,941 $ 48,005 Work-in-process 1,618 1,741 Finished goods 10,244 20,663 Supplies 2,348 2,370 Total short-term inventories 51,151 72,779 Long-term inventories: Finished goods 912 1,214 Total inventories $ 52,063 $ 73,993 |
Note 4 - Fair Value Measureme24
Note 4 - Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Balance at June 30, 2015 Level 1 Level 2 Level 3 Description Financial assets Deferred compensation plan $ 6,832 $ 5,558 $ 1,274 $ - Derivatives 94 - 94 - Total assets $ 6,926 $ 5,558 $ 1,368 $ - Financial liabilities Contingent consideration $ (2,741 ) $ - $ - $ (2,741 ) Derivatives (47 ) - (47 ) - Total liabilities $ (2,788 ) $ - $ (47 ) $ (2,741 ) Balance at December 31, 2014 Level 1 Level 2 Level 3 Description Financial assets Deferred compensation plan $ 6,237 $ 4,953 $ 1,284 $ - Derivatives 32 - 32 - Total assets $ 6,269 $ 4,953 $ 1,316 $ - Financial liabilities Contingent consideration $ (2,679 ) $ - $ - $ (2,679 ) Derivatives (5 ) - (5 ) - Total liabilities $ (2,684 ) $ - $ (5 ) $ (2,679 ) |
Note 7 - Segment Information (T
Note 7 - Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Notes Tables | |
Schedule Of Segment Reporting Information By Segment Statement Of Operations [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands) Net sales: Water transmission $ 38,445 $ 62,205 $ 94,687 $ 105,204 Tubular products 15,401 39,783 44,024 79,431 Total $ 53,846 $ 101,988 $ 138,711 $ 184,635 Gross profit (loss): Water transmission $ 1,255 $ 11,491 $ 8,774 $ 13,159 Tubular products (3,848 ) (174 ) (7,476 ) 2,472 Total $ (2,593 ) $ 11,317 $ 1,298 $ 15,631 Operating income (loss): Water transmission (1) $ (5,815 ) $ 9,543 $ (182 ) $ 9,244 Tubular products (4,254 ) (589 ) (8,871 ) 1,705 Corporate (3,258 ) (3,555 ) (7,357 ) (6,676 ) Total $ (13,327 ) $ 5,399 $ (16,410 ) $ 4,273 |
Note 8 - Share-based Compensa26
Note 8 - Share-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Notes Tables | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Cost of sales $ 99 $ 81 $ 180 $ 92 Selling, general and administrative expenses 384 749 953 1,093 Total $ 483 $ 830 $ 1,133 $ 1,185 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Weighted Weighted Average Average Remaining Aggregate Options Exercise Price Contractual Intrinsic Value Outstanding per Share Life (In thousands) Balance, January 1, 2015 38,000 $ 26.05 Options granted - - Options exercised (2,000 ) 22.07 Options cancelled (4,000 ) 28.42 Balance, June 30, 2015 32,000 26.00 3.79 $ - Exercisable, June 30, 2015 32,000 26.00 3.79 $ - |
Schedule of Unvested Restricted Stock Units Roll Forward [Table Text Block] | Number of RSUs and PSAs Weighted Average Grant Date Fair Value Balance, January 1, 2015 231,215 $ 36.34 RSUs and PSAs granted - - RSUs and PSAs vested (49,403 ) 30.01 RSUs and PSAs canceled (36,155 ) 34.84 Balance, June 30, 2015 145,657 38.85 |
Note 10 - Income (loss) per S27
Note 10 - Income (loss) per Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Income (loss) from continuing operations $ (12,079 ) $ 3,182 $ (14,180 ) $ 1,971 Income (loss) from discontinued operations - 10 - (10,883 ) Net income (loss) $ (12,079 ) $ 3,192 $ (14,180 ) $ (8,912 ) Basic weighted-average common shares outstanding 9,557 9,513 9,555 9,510 Effect of potentially dilutive common shares (1) - 92 - 86 Diluted weighted-average common shares outstanding 9,557 9,605 9,555 9,596 Income (loss) per basic common share Continuing operations $ (1.26 ) $ 0.34 $ (1.48 ) $ 0.21 Discontinued operations - - - (1.15 ) Total $ (1.26 ) $ 0.34 $ (1.48 ) $ (0.94 ) Income (loss) per diluted common share Continuing operations $ (1.26 ) $ 0.33 $ (1.48 ) $ 0.21 Discontinued operations - - - (1.14 ) Total $ (1.26 ) $ 0.33 $ (1.48 ) $ (0.93 ) |
Note 11 - Accumulated Other C28
Note 11 - Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Notes Tables | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Defined Benefit Pension Items Gains (Losses) on Cash Flow Hedges Total Balance, December 31, 2013 $ (1,275 ) $ 14 $ (1,261 ) Other comprehensive income (loss) before reclassifications 73 (32 ) 41 Amounts reclassified from accumulated other comprehensive income (loss) 55 (13 ) 42 Net current period other comprehensive income (loss) 128 (45 ) 83 Balance, June 30, 2014 $ (1,147 ) $ (31 ) $ (1,178 ) Defined Benefit Pension Items Gains (Losses) on Cash Flow Hedges Total Balance, December 31, 2014 $ (1,862 ) $ 29 $ (1,833 ) Other comprehensive income (loss) before reclassifications 111 48 159 Amounts reclassified from accumulated other comprehensive income (loss) 107 (79 ) 28 Net current period other comprehensive income (loss) 218 (31 ) 187 Balance, June 30, 2015 $ (1,644 ) $ (2 ) $ (1,646 ) |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | Six Months Ended June 30, 2015 2014 Affected line item in the Details about Accumulated Other Amount reclassified from Accumulated Condensed Consolidated Comprehensive Income (Loss) Components Other Comprehensive Income (Loss) Statement of Operations Pension liability adjustment Net periodic pension cost $ (170 ) $ (86 ) Cost of sales Associated tax benefit 63 31 Income tax expense (benefit) $ (107 ) $ (55 ) Net of tax Deferred gain on cash flow derivatives Gain on cash flow derivatives $ 127 $ 20 Net sales Hedge ineffectiveness (1 ) - Net sales Associated tax expense (47 ) (7 ) Income tax expense (benefit) $ 79 $ 13 Net of tax Total reclassifications for the period $ (28 ) $ (42 ) |
Note 2 - Disposition of OCTG 29
Note 2 - Disposition of OCTG Business (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Apr. 30, 2015 | Sep. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Disposal of OCTG Business [Member] | Subsequent Event [Member] | ||||||||||
Escrow Deposit Released | $ 4,300 | |||||||||
Disposal of OCTG Business [Member] | ||||||||||
Proceeds from Sale of Productive Assets | $ 42,700 | |||||||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | $ 1,800 | $ 1,400 | $ (12,100) | $ (13,500) | ||||||
Goodwill, Written off Related to Sale of Business Unit | 4,400 | |||||||||
Business Acquisition Purchase Price Amount Held In Escrow To Secure Indemnification Obligations | 4,300 | 4,300 | ||||||||
Repayments of Debt and Capital Lease Obligations | 5,000 | |||||||||
Business Acquisition, Transaction Costs | $ 1,800 | $ 1,800 | ||||||||
Proceeds from Divestiture of Businesses | $ 29,800 | |||||||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | $ (12,083) | |||||||||
Proceeds from Divestiture of Businesses | $ 4,300 | $ 31,609 |
Note 2 - Summary of Operating R
Note 2 - Summary of Operating Results for Company's Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2014 | Jun. 30, 2014 | |
Net sales | $ 22,225 | |
Cost of sales | $ (15) | 24,377 |
Gross profit (loss) | $ 15 | (2,152) |
Selling, general and administrative expense | 396 | |
Operating income (loss) | $ 15 | (2,548) |
Interest expense | (99) | |
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | (12,083) | |
Income (loss) before income taxes | $ 15 | (14,730) |
Income tax expense (benefit) | 5 | (3,847) |
Income (loss) on discontinued operations | $ 10 | $ (10,883) |
Note 3 - Components of Inventor
Note 3 - Components of Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Short-term inventories: | ||
Raw materials | $ 36,941 | $ 48,005 |
Work-in-process | 1,618 | 1,741 |
Finished goods | 10,244 | 20,663 |
Supplies | 2,348 | 2,370 |
Total short-term inventories | 51,151 | 72,779 |
Long-term inventories: | ||
Finished goods | 912 | 1,214 |
Total inventories | $ 52,063 | $ 73,993 |
Note 4 - Fair Value Measureme32
Note 4 - Fair Value Measurements (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Water Transmission Group [Member] | ||||
Goodwill, Impairment Loss | $ 5,300,000 | $ 5,282 | ||
Goodwill, Impairment Loss | $ 5,282,000 | $ 5,282,000 |
Note 4 - Assets and Liabilities
Note 4 - Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value, Inputs, Level 1 [Member] | ||
Financial assets | ||
Deferred compensation plan | $ 5,558 | $ 4,953 |
Derivatives | ||
Total assets | $ 5,558 | $ 4,953 |
Financial liabilities | ||
Contingent consideration | ||
Derivatives | ||
Total liabilities | ||
Fair Value, Inputs, Level 2 [Member] | ||
Financial assets | ||
Deferred compensation plan | $ 1,274 | $ 1,284 |
Derivatives | 94 | 32 |
Total assets | $ 1,368 | $ 1,316 |
Financial liabilities | ||
Contingent consideration | ||
Derivatives | $ (47) | $ (5) |
Total liabilities | $ (47) | $ (5) |
Fair Value, Inputs, Level 3 [Member] | ||
Financial assets | ||
Deferred compensation plan | ||
Derivatives | ||
Total assets | ||
Financial liabilities | ||
Contingent consideration | $ (2,741) | $ (2,679) |
Derivatives | ||
Total liabilities | $ (2,741) | $ (2,679) |
Deferred compensation plan | 6,832 | 6,237 |
Derivatives | 94 | 32 |
Total assets | 6,926 | 6,269 |
Contingent consideration | (2,741) | (2,679) |
Derivatives | (47) | (5) |
Total liabilities | $ (2,788) | $ (2,684) |
Note 5 - Derivative Instrumen34
Note 5 - Derivative Instruments and Hedging Activities (Details Textual) CAD in Millions | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015CAD | Jun. 30, 2015USD ($) | Dec. 31, 2014CAD | Dec. 31, 2014USD ($) | |
Designated as Hedging Instrument [Member] | ||||||||
Derivative, Notional Amount | CAD 5.9 | $ 4,800,000 | CAD 1.5 | $ 1,300,000 | ||||
Maximum [Member] | ||||||||
Maturity Period For Forward Contracts | 1 year | |||||||
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net | $ (26,000) | $ (200,000) | $ (44,000) | $ (100,000) | ||||
Foreign Currency Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months | $ (48,000) | $ (48,000) | $ (5,000) |
Note 6 - Commitments and Cont35
Note 6 - Commitments and Contingencies (Details Textual) $ in Millions | 1 Months Ended | 6 Months Ended | ||||
Jan. 31, 2015USD ($) | Jul. 31, 2014USD ($) | Jun. 30, 2007USD ($) | Jun. 30, 2015USD ($) | Dec. 31, 2014USD ($) | Jun. 30, 2014USD ($) | |
Minimum [Member] | Voluntary Cleanup Program [Member] | Subsequent Event [Member] | ||||||
Environmental Remediation Expense | $ 0.3 | |||||
Minimum [Member] | ||||||
Estimated Cost of Epa Selected Remedy | $ 169 | |||||
Estimated Time to Complete Selected Epa Remedy | 2 years | |||||
Maximum [Member] | Voluntary Cleanup Program [Member] | Subsequent Event [Member] | ||||||
Environmental Remediation Expense | $ 2.4 | |||||
Maximum [Member] | ||||||
Estimated Cost of Epa Selected Remedy | $ 1,760 | |||||
Estimated Time to Complete Selected Epa Remedy | 28 years | |||||
Portland Harbor Natural Resources Trustee Council [Member] | ||||||
Loss Contingency, Accrual, Current | $ 0.4 | |||||
Loss Contingency Accrual, Payments | $ 0.2 | |||||
Voluntary Cleanup Program [Member] | Estimated [Member] | ||||||
Accrual for Environmental Loss Contingencies | $ 0.4 | |||||
Litigation Settlement, Amount | $ 0.2 | |||||
Amount Spent To Complete Work Specified In Work Plans | $ 0.1 | |||||
Amount Projected For Year To Complete Work Specified In Work Plans | $ 0.1 | |||||
Number Of Potentially Responsible Parties | 100 | |||||
Insurance Recoveries | $ 2.6 | |||||
Letters of Credit Outstanding, Amount | $ 2.1 |
Note 7 - Segment Information (D
Note 7 - Segment Information (Details Textual) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | |
Water Transmission Group [Member] | ||||
Goodwill, Impairment Loss | $ 5,300,000 | $ 5,282 | ||
Number of Reportable Segments | 2 | |||
Goodwill, Impairment Loss | $ 5,282,000 | $ 5,282,000 |
Note 7 - Segment Information Re
Note 7 - Segment Information Report of Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Water Transmission Group [Member] | ||||
Net sales: | ||||
Net Sales | $ 38,445 | $ 62,205 | $ 94,687 | $ 105,204 |
Gross profit (loss): | ||||
Gross profit (loss) | 1,255 | 11,491 | 8,774 | 13,159 |
Operating income (loss): | ||||
Operating Income (loss) | (5,815) | 9,543 | (182) | 9,244 |
Tubular Products [Member] | ||||
Net sales: | ||||
Net Sales | 15,401 | 39,783 | 44,024 | 79,431 |
Gross profit (loss): | ||||
Gross profit (loss) | (3,848) | (174) | (7,476) | 2,472 |
Operating income (loss): | ||||
Operating Income (loss) | (4,254) | (589) | (8,871) | 1,705 |
Corporate Segment [Member] | ||||
Operating income (loss): | ||||
Operating Income (loss) | (3,258) | (3,555) | (7,357) | (6,676) |
Net Sales | 53,846 | 101,988 | 138,711 | 184,635 |
Gross profit (loss) | (2,593) | 11,317 | 1,298 | 15,631 |
Operating Income (loss) | $ (13,327) | $ 5,399 | $ (16,410) | $ 4,273 |
Note 8 - Share-based Compensa38
Note 8 - Share-based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Restricted Stock Units and Performance Stock Awards [Member] | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 2.5 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 109 days | |
Restricted Stock Units (RSUs) [Member] | Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |
Performance Shares [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Nonvested Number At Target Level Of Performance | 125,000 | |
Director [Member] | ||
Share-based Goods and Nonemployee Services Transaction, Quantity of Securities Issued | 10,464 | 7,640 |
Share Based Compensation Arrangement by Stock Based Payment Award Grant Date Fair Value | $ 21.02 | $ 36 |
Number Of Active Stock Incentive Plans | 1 | |
Number Of Inactive Stock Option Plans | 1 | |
Minimum Performance Awards Issued Multiplier | 0.00% | |
Maximum Performance Awards Issued Multiplier | 200.00% |
Note 8 - Summary of Share-based
Note 8 - Summary of Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Cost of Sales [Member] | ||||
Allocated Share-based Compensation Expense | $ 99 | $ 81 | $ 180 | $ 92 |
Selling, General and Administrative Expenses [Member] | ||||
Allocated Share-based Compensation Expense | 384 | 749 | 953 | 1,093 |
Allocated Share-based Compensation Expense | $ 483 | $ 830 | $ 1,133 | $ 1,185 |
Note 8 - Summary of Status of C
Note 8 - Summary of Status of Company's Stock Options (Details) - 6 months ended Jun. 30, 2015 - $ / shares | Total |
Balance, January 1, 2015 (in shares) | 38,000 |
Balance, January 1, 2015 (in dollars per share) | $ 26.05 |
Options granted (in shares) | |
Options exercised (in shares) | (2,000) |
Options exercised (in dollars per share) | $ 22.07 |
Options cancelled (in shares) | (4,000) |
Options cancelled (in dollars per share) | $ 28.42 |
Balance, June 30, 2015 (in shares) | 32,000 |
Balance, June 30, 2015 (in dollars per share) | $ 26 |
Balance, June 30, 2015 | 3 years 288 days |
Exercisable, June 30, 2015 (in shares) | 32,000 |
Exercisable, June 30, 2015 (in dollars per share) | $ 26 |
Exercisable, June 30, 2015 | 3 years 288 days |
Note 8 - Summary of Status of41
Note 8 - Summary of Status of Company's RSUs and PSAs (Details) - 6 months ended Jun. 30, 2015 - Restricted Stock Units and Performance Stock Awards [Member] - $ / shares | Total |
Balance, January 1, 2015 (in shares) | 231,215 |
Balance, January 1, 2015 (in dollars per share) | $ 36.34 |
RSUs and PSAs granted (in shares) | |
RSUs and PSAs granted (in dollars per share) | |
RSUs and PSAs vested (in shares) | (49,403) |
RSUs and PSAs vested (in dollars per share) | $ 30.01 |
RSUs and PSAs canceled (in shares) | (36,155) |
RSUs and PSAs canceled (in dollars per share) | $ 34.84 |
Balance, June 30, 2015 (in shares) | 145,657 |
Balance, June 30, 2015 (in dollars per share) | $ 38.85 |
Note 9 - Income Taxes (Details
Note 9 - Income Taxes (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Unrecognized Tax Benefits | $ 2.3 | $ 2.3 | $ 2.3 | ||
Effective Income Tax Rate Reconciliation, Percent | 10.60% | 35.60% | 16.10% | 35.60% | |
Deferred Tax Assets, Valuation Allowance | $ 1.3 | $ 1.3 |
Note 10 - Income (loss) per S43
Note 10 - Income (loss) per Share (Details Textual) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 188,000 | 66,000 | 196,000 | 66,000 |
Note 10 - Loss per Basic and Di
Note 10 - Loss per Basic and Diluted Weighted Average Common Share Outstanding for Continuing and Discontinued Operations (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Income (loss) from continuing operations | $ (12,079) | $ 3,182 | $ (14,180) | $ 1,971 | |
Income (loss) from discontinued operations | 10 | (10,883) | |||
Net income (loss) | $ (12,079) | $ 3,192 | $ (14,180) | $ (8,912) | |
Basic weighted-average common shares outstanding (in shares) | 9,557 | 9,513 | 9,555 | 9,510 | |
Effect of potentially dilutive common shares (1) (in shares) | [1] | 92 | 86 | ||
Diluted weighted-average common shares outstanding (in shares) | 9,557 | 9,605 | 9,555 | 9,596 | |
Basic income (loss) per share | |||||
Continuing operations (in dollars per share) | $ (1.26) | $ 0.34 | $ (1.48) | $ 0.21 | |
Discontinued operations (in dollars per share) | (1.15) | ||||
Total (in dollars per share) | $ (1.26) | $ 0.34 | $ (1.48) | (0.94) | |
Diluted income (loss) per share | |||||
Continuing operations (in dollars per share) | $ (1.26) | $ 0.33 | $ (1.48) | 0.21 | |
Discontinued operations (in dollars per share) | (1.14) | ||||
Total (in dollars per share) | $ (1.26) | $ 0.33 | $ (1.48) | $ (0.93) | |
[1] | Represents the effect of the assumed exercise of stock options and the vesting of restricted stock units and performance stock awards, based on the treasury stock method. |
Note 11 - Components of Accumul
Note 11 - Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Defined Benefit Pension Items [Member] | ||||
Balance, December | $ (1,862) | $ (1,275) | ||
Other comprehensive income (loss) before reclassifications | 111 | 73 | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 107 | 55 | ||
Net current period other comprehensive income (loss) | 218 | 128 | ||
Balance, June | $ (1,644) | $ (1,147) | (1,644) | (1,147) |
Gains (Losses) on Cash Flow Hedges [Member] | ||||
Balance, December | 29 | 14 | ||
Other comprehensive income (loss) before reclassifications | 48 | (32) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | (79) | (13) | ||
Net current period other comprehensive income (loss) | (31) | (45) | ||
Balance, June | (2) | (31) | (2) | (31) |
Balance, December | (1,833) | (1,261) | ||
Other comprehensive income (loss) before reclassifications | 159 | 41 | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 28 | 42 | ||
Net current period other comprehensive income (loss) | 93 | 17 | 187 | 83 |
Balance, June | $ (1,646) | $ (1,178) | $ (1,646) | $ (1,178) |
Note 11 - Reclassifications of
Note 11 - Reclassifications of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Defined Benefit Pension Items [Member] | Net Periodic Pension Costs [Member] | ||
Net periodic pension cost | $ (170) | $ (86) |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Defined Benefit Pension Items [Member] | Associated Tax Expense Benefit [Member] | ||
Associated tax benefit (expense) | 63 | 31 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Defined Benefit Pension Items [Member] | ||
(107) | (55) | |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Gains (Losses) on Cash Flow Hedges [Member] | Associated Tax Expense Benefit [Member] | ||
Associated tax benefit (expense) | 47 | 7 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Gains (Losses) on Cash Flow Hedges [Member] | Gain on Cash Flow Derivative [Member] | ||
Gain on cash flow derivatives | 127 | $ 20 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Gains (Losses) on Cash Flow Hedges [Member] | Hedge Ineffectiveness [Member] | ||
Gain on cash flow derivatives | (1) | |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Gains (Losses) on Cash Flow Hedges [Member] | ||
79 | $ 13 | |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||
(28) | (42) | |
Net periodic pension cost | (137,413) | (169,004) |
Associated tax benefit (expense) | 2,712 | (1,089) |
(14,180) | (8,912) | |
Gain on cash flow derivatives | $ 138,711 | $ 184,635 |
Note 13 - Restructuring (Detail
Note 13 - Restructuring (Details Textual) $ in Millions | 3 Months Ended |
Jun. 30, 2015USD ($) | |
Restructuring Charges | $ 0.5 |
Note 14 - Goodwill (Details Tex
Note 14 - Goodwill (Details Textual) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Water Transmission Group [Member] | ||
Goodwill | $ 5,300 | |
Goodwill | $ 5,282 |
Note 15 - Related Party Trans49
Note 15 - Related Party Transaction (Details Textual) - Jun. 30, 2015 - Eagle Asset Management [Member] - USD ($) | Total | Total |
Related Party Transaction, Amounts of Transaction | $ 0 | $ 0 |
Accrued Professional Fees, Current | $ 12,000 | $ 12,000 |