Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 25, 2023 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001001385 | |
Entity Registrant Name | Northwest Pipe Co. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2023 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 0-27140 | |
Entity Incorporation, State or Country Code | OR | |
Entity Tax Identification Number | 93-0557988 | |
Entity Address, Address Line One | 201 NE Park Plaza Drive, Suite 100 | |
Entity Address, City or Town | Vancouver | |
Entity Address, State or Province | WA | |
Entity Address, Postal Zip Code | 98684 | |
City Area Code | 360 | |
Local Phone Number | 397‑6250 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | NWPX | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 10,014,196 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Net sales | $ 118,722 | $ 122,984 | $ 334,191 | $ 350,837 |
Cost of sales | 99,428 | 97,866 | 275,839 | 286,853 |
Gross profit | 19,294 | 25,118 | 58,352 | 63,984 |
Selling, general, and administrative expense | 10,237 | 10,654 | 33,119 | 30,149 |
Operating income | 9,057 | 14,464 | 25,233 | 33,835 |
Other income (expense) | (61) | 11 | (224) | 56 |
Interest expense | (1,162) | (964) | (3,722) | (2,393) |
Income before income taxes | 7,834 | 13,511 | 21,287 | 31,498 |
Income tax expense | 2,016 | 3,555 | 5,659 | 8,310 |
Net income | $ 5,818 | $ 9,956 | $ 15,628 | $ 23,188 |
us-gaap_EarningsPerShareAbstract | ||||
Basic (in dollars per share) | $ 0.58 | $ 1 | $ 1.57 | $ 2.34 |
Diluted (in dollars per share) | $ 0.58 | $ 0.99 | $ 1.55 | $ 2.32 |
Shares used in per share calculations: | ||||
Basic (in shares) | 10,014 | 9,927 | 9,985 | 9,909 |
Diluted (in shares) | 10,107 | 10,010 | 10,088 | 9,988 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Net income | $ 5,818 | $ 9,956 | $ 15,628 | $ 23,188 |
Other comprehensive income (loss), net of tax: | ||||
Net current period other comprehensive income (loss) | (27) | 608 | (162) | 482 |
Comprehensive income | 5,791 | 10,564 | 15,466 | 23,670 |
Foreign Exchange Forward [Member] | ||||
Other comprehensive income (loss), net of tax: | ||||
Unrealized gain (loss) on derivatives designated as cash flow hedges | 3 | 158 | (98) | (245) |
Interest Rate Swap [Member] | ||||
Other comprehensive income (loss), net of tax: | ||||
Unrealized gain (loss) on derivatives designated as cash flow hedges | (59) | 428 | (152) | 661 |
Pension Plan [Member] | ||||
Other comprehensive income (loss), net of tax: | ||||
Pension liability adjustment | $ 29 | $ 22 | $ 88 | $ 66 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 4,058 | $ 3,681 |
Trade and other receivables, less allowance for doubtful accounts of $284 and $369 | 66,997 | 71,563 |
Contract assets | 105,420 | 121,778 |
Inventories | 83,093 | 71,029 |
Prepaid expenses and other | 6,638 | 10,689 |
Total current assets | 266,206 | 278,740 |
Property and equipment, less accumulated depreciation and amortization of $124,175 and $117,856 | 139,812 | 133,166 |
Operating lease right-of-use assets | 89,605 | 93,124 |
Goodwill | 55,504 | 55,504 |
Intangible assets, net | 32,117 | 35,264 |
Other assets | 5,844 | 5,542 |
Total assets | 589,088 | 601,340 |
Current liabilities: | ||
Current debt | 10,756 | 10,756 |
Accounts payable | 31,156 | 26,968 |
Accrued liabilities | 23,786 | 30,957 |
Contract liabilities | 17,264 | 17,456 |
Current portion of operating lease liabilities | 4,899 | 4,702 |
Total current liabilities | 87,861 | 90,839 |
Borrowings on line of credit | 58,076 | 83,696 |
Operating lease liabilities | 86,529 | 89,472 |
Deferred income taxes | 11,639 | 11,402 |
Other long-term liabilities | 9,845 | 7,657 |
Total liabilities | 253,950 | 283,066 |
Commitments and contingencies (Note 8) | ||
Stockholders’ equity: | ||
Preferred stock, $.01 par value, 10,000,000 shares authorized, none issued or outstanding | 0 | 0 |
Common stock, $.01 par value, 15,000,000 shares authorized, 10,014,196 and 9,927,360 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively | 100 | 99 |
Additional paid-in-capital | 129,308 | 127,911 |
Retained earnings | 206,681 | 191,053 |
Accumulated other comprehensive loss | (951) | (789) |
Total stockholders’ equity | 335,138 | 318,274 |
Total liabilities and stockholders’ equity | $ 589,088 | $ 601,340 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Allowance for doubtful accounts | $ 284 | $ 369 |
Accumulated depreciation and amortization | $ 124,175 | $ 117,856 |
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) | 10,014,196 | 9,927,360 |
Common stock, shares outstanding (in shares) | 10,014,196 | 9,927,360 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Pension Plan [Member] Common Stock [Member] | Pension Plan [Member] Additional Paid-in Capital [Member] | Pension Plan [Member] Retained Earnings [Member] | Pension Plan [Member] AOCI Attributable to Parent [Member] | Pension Plan [Member] | Foreign Exchange Forward [Member] Common Stock [Member] | Foreign Exchange Forward [Member] Additional Paid-in Capital [Member] | Foreign Exchange Forward [Member] Retained Earnings [Member] | Foreign Exchange Forward [Member] AOCI Attributable to Parent [Member] | Foreign Exchange Forward [Member] | Interest Rate Swap [Member] Common Stock [Member] | Interest Rate Swap [Member] Additional Paid-in Capital [Member] | Interest Rate Swap [Member] Retained Earnings [Member] | Interest Rate Swap [Member] AOCI Attributable to Parent [Member] | Interest Rate Swap [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Balances (in shares) at Dec. 31, 2021 | 9,870,567 | |||||||||||||||||||
Balances at Dec. 31, 2021 | $ 99 | $ 125,062 | $ 159,904 | $ (1,682) | $ 283,383 | |||||||||||||||
Net income | 0 | 0 | 23,188 | 0 | 23,188 | |||||||||||||||
Pension liability adjustment | $ 0 | $ 0 | $ 0 | $ 66 | $ 66 | |||||||||||||||
Unrealized gain (loss) on derivatives designated as cash flow hedges | $ 0 | $ 0 | $ 0 | $ (245) | $ (245) | $ 0 | $ 0 | $ 0 | $ 661 | $ 661 | ||||||||||
Share-based compensation expense | $ 0 | 2,477 | 0 | 0 | 2,477 | |||||||||||||||
Issuance of common stock under stock compensation plans, net of tax withholdings (in shares) | 56,793 | |||||||||||||||||||
Issuance of common stock under stock compensation plans, net of tax withholdings | $ 0 | (853) | 0 | 0 | (853) | |||||||||||||||
Balances (in shares) at Sep. 30, 2022 | 9,927,360 | |||||||||||||||||||
Balances at Sep. 30, 2022 | $ 99 | 126,686 | 183,092 | (1,200) | 308,677 | |||||||||||||||
Balances (in shares) at Jun. 30, 2022 | 9,927,360 | |||||||||||||||||||
Balances at Jun. 30, 2022 | $ 99 | 125,517 | 173,136 | (1,808) | 296,944 | |||||||||||||||
Net income | 0 | 0 | 9,956 | 0 | 9,956 | |||||||||||||||
Pension liability adjustment | 0 | 0 | 0 | 22 | 22 | |||||||||||||||
Unrealized gain (loss) on derivatives designated as cash flow hedges | 0 | 0 | 0 | 158 | 158 | 0 | 0 | 0 | 428 | 428 | ||||||||||
Share-based compensation expense | $ 0 | 1,169 | 0 | 0 | 1,169 | |||||||||||||||
Balances (in shares) at Sep. 30, 2022 | 9,927,360 | |||||||||||||||||||
Balances at Sep. 30, 2022 | $ 99 | 126,686 | 183,092 | (1,200) | 308,677 | |||||||||||||||
Balances (in shares) at Dec. 31, 2022 | 9,927,360 | |||||||||||||||||||
Balances at Dec. 31, 2022 | $ 99 | 127,911 | 191,053 | (789) | 318,274 | |||||||||||||||
Net income | 0 | 0 | 15,628 | 0 | 15,628 | |||||||||||||||
Pension liability adjustment | 0 | 0 | 0 | 88 | 88 | |||||||||||||||
Unrealized gain (loss) on derivatives designated as cash flow hedges | 0 | 0 | 0 | (98) | (98) | 0 | 0 | 0 | (152) | (152) | ||||||||||
Share-based compensation expense | $ 0 | 3,050 | 0 | 0 | 3,050 | |||||||||||||||
Issuance of common stock under stock compensation plans, net of tax withholdings (in shares) | 86,836 | |||||||||||||||||||
Issuance of common stock under stock compensation plans, net of tax withholdings | $ 1 | (1,653) | 0 | 0 | (1,652) | |||||||||||||||
Balances (in shares) at Sep. 30, 2023 | 10,014,196 | |||||||||||||||||||
Balances at Sep. 30, 2023 | $ 100 | 129,308 | 206,681 | (951) | 335,138 | |||||||||||||||
Balances (in shares) at Jun. 30, 2023 | 10,014,196 | |||||||||||||||||||
Balances at Jun. 30, 2023 | $ 100 | 128,562 | 200,863 | (924) | 328,601 | |||||||||||||||
Net income | 0 | 0 | 5,818 | 0 | 5,818 | |||||||||||||||
Pension liability adjustment | $ 0 | $ 0 | $ 0 | $ 29 | $ 29 | |||||||||||||||
Unrealized gain (loss) on derivatives designated as cash flow hedges | $ 0 | $ 0 | $ 0 | $ 3 | $ 3 | $ 0 | $ 0 | $ 0 | $ (59) | $ (59) | ||||||||||
Share-based compensation expense | $ 0 | 746 | 0 | 0 | 746 | |||||||||||||||
Balances (in shares) at Sep. 30, 2023 | 10,014,196 | |||||||||||||||||||
Balances at Sep. 30, 2023 | $ 100 | $ 129,308 | $ 206,681 | $ (951) | $ 335,138 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pension Plan [Member] | ||||
Pension liability adjustment, tax expense/benefit | $ 0 | $ 0 | $ 0 | $ 0 |
Foreign Exchange Forward [Member] | ||||
Unrealized gain (loss) on cash flow hedges, tax expense/benefit | 1 | 142 | (34) | (83) |
Interest Rate Swap [Member] | ||||
Unrealized gain (loss) on cash flow hedges, tax expense/benefit | $ (19) | $ 141 | $ (53) | $ 218 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities: | ||
Net income | $ 15,628 | $ 23,188 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and finance lease amortization | 8,644 | 9,321 |
Amortization of intangible assets | 3,147 | 3,369 |
Deferred income taxes | 226 | (3) |
Share-based compensation expense | 3,050 | 2,477 |
Other, net | 1,298 | (305) |
Trade and other receivables | 4,401 | (21,588) |
Contract assets, net | 16,165 | 3,531 |
Inventories | (12,064) | (11,927) |
Prepaid expenses and other assets | 7,417 | 8,789 |
Accounts payable | 4,974 | 8,350 |
Accrued and other liabilities | (8,477) | 315 |
Net cash provided by operating activities | 44,409 | 25,517 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (13,244) | (11,792) |
Payment of working capital adjustment in acquisition of business | (2,731) | 0 |
Other investing activities | 63 | (288) |
Net cash used in investing activities | (15,912) | (12,080) |
Cash flows from financing activities: | ||
Borrowings on line of credit | 113,047 | 121,103 |
Repayments on line of credit | (138,667) | (136,047) |
Borrowings on other debt | 0 | 3,525 |
Payments on finance lease obligations | (548) | (409) |
Tax withholdings related to net share settlements of equity awards | (1,652) | (853) |
Other financing activities | (300) | (47) |
Net cash used in financing activities | (28,120) | (12,728) |
Change in cash and cash equivalents | 377 | 709 |
Cash and cash equivalents, beginning of period | 3,681 | 2,997 |
Cash and cash equivalents, end of period | 4,058 | 3,706 |
Noncash investing and financing activities: | ||
Accrued property and equipment purchases | 528 | 614 |
Accrued consideration in acquisition of business | 0 | 1,820 |
Right-of-use assets obtained in exchange for operating lease liabilities | 952 | 26 |
Right-of-use assets obtained in exchange for finance lease liabilities | $ 3,243 | $ 894 |
Note 1 - Organization and Basis
Note 1 - Organization and Basis of Presentation | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. Organization and Basis of Presentation Northwest Pipe Company (collectively with its subsidiaries, the “Company”) is a leading manufacturer of water-related infrastructure products, and operates in two segments, Engineered Steel Pressure Pipe (“SPP”) and Precast Infrastructure and Engineered Systems (“Precast”). This segment presentation is consistent with how the Company’s chief operating decision maker, its Chief Executive Officer, evaluates performance of the Company and makes decisions regarding the allocation of resources. See Note 13, In addition to being the largest manufacturer of engineered steel water pipeline systems in North America, the Company manufactures stormwater and wastewater technology products; high-quality precast and reinforced concrete products; pump lift stations; steel casing pipe, bar-wrapped concrete cylinder pipe, and one The Condensed Consolidated Financial Statements are expressed in United States Dollars and include the accounts of the Company and its subsidiaries over which the Company exercises control as of the financial statement date. Intercompany accounts and transactions have been eliminated. The accompanying unaudited interim Condensed Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. The financial information as of December 31, 2022 10‑K December 31, 2022 “2022 10‑K” 2022 10‑K. Operating results for the three nine September 30, 2023 not may December 31, 2023. |
Note 2 - Inventories
Note 2 - Inventories | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | 2. Inventories Inventories consist of the following (in thousands): September 30, 2023 December 31, 2022 Raw materials $ 59,408 $ 47,978 Work-in-process 9,180 5,114 Finished goods 12,205 15,773 Supplies 2,300 2,164 Total inventories $ 83,093 $ 71,029 |
Note 3 - Current Debt
Note 3 - Current Debt | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Long-Term Debt [Text Block] | 3. Current Debt The Interim Funding Agreement dated August 2, 2022 January 23, 2023, March 15, 2023, July 21, 2023, November 2, 2023 January 31, 2023 February 1, 2023 November 1, 2023. November 2, 2023, November 2, 2023, no 1.00 four September 30, 2023 December 31, 2022, not |
Note 4 - Credit Agreement
Note 4 - Credit Agreement | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 4. Credit Agreement The Credit Agreement dated June 30, 2021 October 22, 2021, April 29, 2022, June 29, 2023 June 29, 2028. may The Amended Credit Agreement contains customary representations and warranties, as well as customary affirmative and negative covenants, events of default, and indemnification provisions in favor of the Lenders. The negative covenants include restrictions regarding the incurrence of liens and indebtedness, annual capital expenditures, certain investments, acquisitions, and dispositions, and other matters, all subject to certain exceptions. The Amended Credit Agreement requires the Company to regularly provide financial information to Wells Fargo and to maintain a consolidated senior leverage ratio no 1.00 four not September 30, 2023. The Company’s obligations under the Amended Credit Agreement are secured by a senior security interest in substantially all of the Company’s and its subsidiaries’ assets. Line of Credit (Revolving and Swingline Loans) As of September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022, |
Note 5 - Fair Value Measurement
Note 5 - Fair Value Measurements | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 5. Fair Value Measurements Fair value 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 1 2 3 no The following table summarizes information regarding the Company’s financial assets and liabilities that are measured at fair value on a recurring basis (in thousands): Total Level 1 Level 2 Level 3 As of September 30, 2023 Financial assets: Deferred compensation plan $ 3,605 $ 3,082 $ 523 $ - Foreign currency forward contracts 18 - 18 - Interest rate swaps 657 - 657 - Total financial assets $ 4,280 $ 3,082 $ 1,198 $ - Financial liabilities: Foreign currency forward contracts $ (1 ) $ - $ (1 ) $ - As of December 31, 2022 Financial assets: Deferred compensation plan $ 3,587 $ 3,090 $ 497 $ - Foreign currency forward contracts 728 - 728 - Interest rate swaps 862 - 862 - Total financial assets $ 5,177 $ 3,090 $ 2,087 $ - Financial liabilities: Foreign currency forward contracts $ (80 ) $ - $ (80 ) $ - 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 2 The foreign currency forward contracts and interest rate swaps are derivatives valued using various pricing models or discounted cash flow analyses that incorporate observable market parameters, such as interest rate yield curves and currency rates, and are classified as Level 2 The net carrying amounts of cash and cash equivalents, trade and other receivables, accounts payable, accrued liabilities, current debt, and borrowings on the line of credit approximate fair value due to the short-term nature of these instruments. |
Note 6 - Derivative Instruments
Note 6 - Derivative Instruments and Hedging Activities | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | 6. Derivative Instruments and Hedging Activities In the normal course of business, the Company is exposed to interest rate and foreign currency exchange rate fluctuations. Consistent with the Company’s strategy for financial risk management, the Company has established a program that utilizes foreign currency forward contracts and interest rate swaps to offset the risks associated with the effects of these exposures. For each derivative 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 derivatives 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 Unrealized gain (loss) on cash flow hedges on the Condensed Consolidated Statements of Comprehensive Income. If it is determined that a derivative is not As of September 30, 2023, CAD$9.3 EUR€1.1 CAD$7.5 EUR€1.1 not December 31, 2022, CAD$23.2 EUR€1.1 CAD$0.4 not September 30, 2023, April 2025 The Company has entered into interest rate swaps which effectively convert a portion of its variable-rate debt to fixed-rate debt, and are designated as cash flow hedges. The Company receives floating interest payments monthly based on SOFR and pays a fixed rate of 1.941% to the counterparty on the total notional amount of $11.7 million and $26.7 million as of September 30, 2023 December 31, 2022, zero April 2024 On August 9, 2022, April 3, 2023. 30 September 30, 2023, zero April 2028 The following table summarizes the gains (losses) recognized on derivatives in the Condensed Consolidated Financial Statements (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Foreign currency forward contracts: Net sales $ 77 $ 599 $ (601 ) $ 841 Property and equipment (22 ) 32 (109 ) (95 ) Interest rate swaps: Interest expense 201 4 553 (78 ) Total $ 256 $ 635 $ (157 ) $ 668 As of September 30, 2023, twelve 11, |
Note 7 - Share-based Compensati
Note 7 - Share-based Compensation | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | 7. Share-based Compensation The Company has one active stock incentive plan for employees and directors, the 2022 one 2007 The Company recognizes the compensation cost of employee and director services received in exchange for awards of equity instruments based on the grant date estimated fair value of the awards. The Company estimates the fair value of RSUs and PSAs using the value of the Company’s stock on the date of grant. Share-based compensation cost is recognized over the period during which the employee or director is required to provide service in exchange for the award and, as forfeitures occur, the associated compensation cost recognized to date is reversed. For awards with performance-based payout conditions, the Company recognizes compensation cost based on the probability of achieving the performance conditions, with changes in expectations recognized as an adjustment to earnings in the period of change. Any recognized compensation cost is reversed if the conditions are ultimately not The following table summarizes share-based compensation expense recorded (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cost of sales $ 275 $ 474 $ 816 $ 822 Selling, general, and administrative expense 471 695 2,234 1,655 Total $ 746 $ 1,169 $ 3,050 $ 2,477 Restricted Stock Units and Performance Share Awards The Company’s stock incentive plan provides for equity instruments, such as RSUs and PSAs, which grant the right to receive a specified number of shares at specified times. RSUs and PSAs are service-based awards that vest according to the terms of the grant. PSAs have performance-based payout conditions. The following table summarizes the Company’s RSU and PSA activity: Number of RSUs a nd PSAs (1) Weighted- Average Grant D ate Fair Value Unvested RSUs and PSAs as of December 31, 2022 200,924 $ 30.80 RSUs and PSAs granted 134,498 28.41 Unvested RSUs and PSAs canceled (13,589 ) 30.82 RSUs and PSAs vested (2) (95,442 ) 30.12 Unvested RSUs and PSAs as of September 30, 2023 226,391 29.66 ( 1 The number of PSAs disclosed in this table are at the target level of 100%. ( 2 For the PSAs vested on March 31, 2023, 100%, 2020 2022 2021 2022 2022 The unvested balance of RSUs and PSAs as of September 30, 2023 100%. Based on the estimated level of achievement of the performance targets associated with the PSAs as of September 30, 2023, |
Note 8 - Commitments and Contin
Note 8 - Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 8. Commitments and Contingencies Portland Harbor Superfund Site In December 2000, not December 2000, February 2016, June 2016, January 2017, not no The ODEQ is separately providing oversight of voluntary investigations and source control activities by the Company involving the Company’s site, which are focused on controlling any current “uplands” releases of contaminants into the Willamette River. No not Concurrent with the activities of the EPA and the 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 Superfund Site to determine the nature and extent of natural resource damages under CERCLA Section 107. three one June 2014, not In January 2017, 2009, January 2025, not The Company has insurance policies for defense costs, as well as indemnification policies it believes will provide reimbursement for the remediation assessed. However, the Company can provide no may All Sites The Company operates its facilities under numerous governmental permits and licenses relating to air emissions, stormwater runoff, 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 thereunder 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 Other Contingencies and Legal Proceedings From time to time, the Company is party to a variety of legal actions, including claims, suits, complaints, and investigations arising out of the ordinary 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 not Commitments As of September 30, 2023, not Guarantees The Company has entered into certain letters of credit that total $1.1 million as of September 30, 2023. |
Note 9 - Revenue
Note 9 - Revenue | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | 9. Revenue The Company manufactures water infrastructure steel pipe products, which are generally made to custom specifications for installation contractors serving projects funded by public water agencies, as well as precast and reinforced concrete products. Generally, each of the Company’s contracts with its customers contains a single performance obligation, as the promise to transfer products is not not not SPP revenue for water infrastructure steel pipe products is recognized over time as the manufacturing process progresses because of the Company’s right to payment for work performed to date plus a reasonable profit on cancellations for unique products that have no may Revisions in contract estimates resulted in an increase (decrease) in SPP net sales of $(0.8) million for the three nine September 30, 2023 three nine September 30, 2022, Precast revenue for water infrastructure concrete pipe and precast concrete products is recognized at the time control is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for the products. All variable consideration that may not Disaggregation of Revenue The following table disaggregates revenue by recognition over time or at a point in time, as the Company believes it best depicts how the nature, amount, timing, and uncertainty of its revenue and cash flows are affected by economic factors (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Over time (Engineered Steel Pressure Pipe) $ 80,493 $ 83,663 $ 221,294 $ 235,446 Point in time (Precast Infrastructure and Engineered Systems) 38,229 39,321 112,897 115,391 Net sales $ 118,722 $ 122,984 $ 334,191 $ 350,837 Contract Assets and Liabilities Contract assets primarily represent revenue earned over time but not 30 Contract liabilities represent advance billings on contracts, typically for steel. The Company recognized revenue that was included in the contract liabilities balance at the beginning of each period of $13.5 million and $15.0 million during the three nine September 30, 2023, three nine September 30, 2022, Backlog Backlog represents the balance of remaining performance obligations under signed contracts for SPP water infrastructure steel pipe products for which revenue is recognized over time. As of September 30, 2023, 2023, 2024, |
Note 10 - Income Taxes
Note 10 - Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 10. 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. With few exceptions, the Company is no 2019. The Company recorded income tax expense at an estimated effective income tax rate of 25.7% and 26.6% for the three nine September 30, 2023, three nine September 30, 2022, three nine September 30, 2023 2022 |
Note 11 - Accumulated Other Com
Note 11 - Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2023 | |
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 (in thousands). All amounts are net of income tax: Pension Liability A djustment Unrealized Gain ( Loss) on Foreign C urrency F orward C ontracts D esignated as C ash Flow H edges Unrealized Gain o n Interest Rate S waps D esignated as C ash Flow H edges Total Balances, December 31, 2022 $ (1,532 ) $ 94 $ 649 $ (789 ) Other comprehensive income (loss) before reclassifications 78 (115 ) 266 229 Amounts reclassified from Accumulated other comprehensive loss 10 17 (418 ) (391 ) Net current period other comprehensive income (loss) 88 (98 ) (152 ) (162 ) Balances, September 30, 2023 $ (1,444 ) $ (4 ) $ 497 $ (951 ) Pension Liability A djustment Unrealized Loss o n Foreign C urrency F orward C ontracts D esignated as C ash Flow H edges Unrealized Gain o n Interest Rate S waps D esignated as C ash Flow H edges Total Balances, December 31, 2021 $ (1,487 ) $ (195 ) $ - $ (1,682 ) Other comprehensive income (loss) before reclassifications 61 (383 ) 602 280 Amounts reclassified from Accumulated other comprehensive loss 5 138 59 202 Net current period other comprehensive income (loss) 66 (245 ) 661 482 Balances, September 30, 2022 $ (1,421 ) $ (440 ) $ 661 $ (1,200 ) The following table provides additional detail about Accumulated other comprehensive loss components that were reclassified to the Condensed Consolidated Statements of Operations (in thousands): Amount reclassified from Accumulated Other Comprehensive Loss Affected line item in the Condensed Three Months Ended September 30, Nine Months Ended September 30, Consolidated Statements of 2023 2022 2023 2022 Operations Pension liability adjustment: Net periodic pension cost: Service cost $ (4 ) $ (2 ) $ (10 ) $ (5 ) Cost of sales (4 ) (2 ) (10 ) (5 ) Net of tax Unrealized gain (loss) on foreign currency forward contracts: Gain (loss) on cash flow hedges 10 35 87 (56 ) Net sales Loss on cash flow hedges (22 ) - (109 ) (127 ) Property and equipment Associated income tax benefit 3 22 5 45 Income tax expense (9 ) 57 (17 ) (138 ) Net of tax Unrealized gain (loss) on interest rate swaps: Gain (loss) on cash flow hedges 201 4 553 (78 ) Interest expense Associated income tax (expense) benefit (49 ) (1 ) (135 ) 19 Income tax expense 152 3 418 (59 ) Net of tax Total reclassifications for the period $ 139 $ 58 $ 391 $ (202 ) |
Note 12 - Net Income Per Share
Note 12 - Net Income Per Share | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 12. Net Income per Share Basic net income per share is computed by dividing the net income by the weighted-average number of shares of common stock outstanding during the period. Diluted net income per share is computed by giving effect to all dilutive potential shares of common stock, including RSUs and PSAs, assumed to be outstanding during the period using the treasury stock method. Performance-based PSAs are considered dilutive when the related performance conditions have been met assuming the end of the reporting period represents the end of the performance period. In periods with a net loss, all potential shares of common stock are excluded from the computation of diluted net loss per share as the impact would be antidilutive. Net income per basic and diluted weighted-average common share outstanding was calculated as follows (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Net income $ 5,818 $ 9,956 $ 15,628 $ 23,188 Basic weighted-average common shares outstanding 10,014 9,927 9,985 9,909 Effect of potentially dilutive common shares (1) 93 83 103 79 Diluted weighted-average common shares outstanding 10,107 10,010 10,088 9,988 Net income per common share: Basic $ 0.58 $ 1.00 $ 1.57 $ 2.34 Diluted $ 0.58 $ 0.99 $ 1.55 $ 2.32 ( 1 There were no antidilutive shares for the three nine September 30, 2023 2022. |
Note 13 - Segment Information
Note 13 - Segment Information | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 13. Segment Information The operating segments reported below are based on the nature of the products sold and the manufacturing process used by the Company and are the segments of the Company for which separate financial information is available and for which operating results are regularly evaluated by the Company’s chief operating decision maker, its Chief Executive Officer, to make decisions about resources to be allocated to the segment and assess its performance. Management evaluates segment performance based on gross profit. The Company does not The Company’s Engineered Steel Pressure Pipe segment (SPP) 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, seismic resiliency, and other applications. In addition, SPP makes products for industrial plant piping systems and certain structural applications. SPP has manufacturing facilities located in Portland, Oregon; Adelanto and Tracy, California; Parkersburg, West Virginia; Saginaw, Texas; St. Louis, Missouri; and San Luis Río Colorado, Mexico. The Company’s Precast Infrastructure and Engineered Systems segment (Precast) manufactures stormwater and wastewater technology products, high-quality precast and reinforced concrete products, including manholes, box culverts, vaults, and catch basins, pump lift stations, oil water separators, biofiltration, and other environmental and engineered solutions. Precast has manufacturing facilities located in Dallas, Houston, and San Antonio, Texas; and Orem, Salt Lake City, and St. George, Utah. The following table disaggregates revenue and gross profit based on the Company’s reportable segments (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Net sales: Engineered Steel Pressure Pipe $ 80,493 $ 83,663 $ 221,294 $ 235,446 Precast Infrastructure and Engineered Systems 38,229 39,321 112,897 115,391 Total $ 118,722 $ 122,984 $ 334,191 $ 350,837 Gross profit: Engineered Steel Pressure Pipe $ 10,911 $ 14,196 $ 31,264 $ 32,490 Precast Infrastructure and Engineered Systems 8,383 10,922 27,088 31,494 Total $ 19,294 $ 25,118 $ 58,352 $ 63,984 |
Note 14 - Recent Accounting and
Note 14 - Recent Accounting and Reporting Developments | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Accounting Standards Update and Change in Accounting Principle [Text Block] | 14. Recent Accounting and Reporting Developments There have been no 2022 10‑K, Accounting Changes In October 2021, No. 2021‑08, 805 2021‑08” 606, 2021‑08 January 1, 2023 not Recent Accounting Standards In March 2023, No. 2023‑01 842 2023‑01” 1 2 no 2023‑01 January 1, 2024, 2024, not In October 2023, No. 2023‑06, 2023‑06” 2023‑06 not |
Note 15 - Subsequent Event
Note 15 - Subsequent Event | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | 15. Subsequent Event Share Repurchase Program On November 2, 2023, not may may 10b5‑1 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 9 Months Ended |
Sep. 30, 2023 | Sep. 30, 2023 | |
Insider Trading Arr Line Items | ||
Material Terms of Trading Arrangement [Text Block] | 5. On October 30, 2023, November 13, 2023. Neither 10b5‑1 10b5‑1 September 30, 2023, 408 | |
Rule 10b5-1 Arrangement Adopted [Flag] | false | |
Non-Rule 10b5-1 Arrangement Adopted [Flag] | false | |
Rule 10b5-1 Arrangement Terminated [Flag] | false | |
Non-Rule 10b5-1 Arrangement Terminated [Flag] | false |
Note 2 - Inventories (Tables)
Note 2 - Inventories (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule Of Inventory Current And Non Current [Table Text Block] | September 30, 2023 December 31, 2022 Raw materials $ 59,408 $ 47,978 Work-in-process 9,180 5,114 Finished goods 12,205 15,773 Supplies 2,300 2,164 Total inventories $ 83,093 $ 71,029 |
Note 5 - Fair Value Measureme_2
Note 5 - Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Total Level 1 Level 2 Level 3 As of September 30, 2023 Financial assets: Deferred compensation plan $ 3,605 $ 3,082 $ 523 $ - Foreign currency forward contracts 18 - 18 - Interest rate swaps 657 - 657 - Total financial assets $ 4,280 $ 3,082 $ 1,198 $ - Financial liabilities: Foreign currency forward contracts $ (1 ) $ - $ (1 ) $ - As of December 31, 2022 Financial assets: Deferred compensation plan $ 3,587 $ 3,090 $ 497 $ - Foreign currency forward contracts 728 - 728 - Interest rate swaps 862 - 862 - Total financial assets $ 5,177 $ 3,090 $ 2,087 $ - Financial liabilities: Foreign currency forward contracts $ (80 ) $ - $ (80 ) $ - |
Note 6 - Derivative Instrumen_2
Note 6 - Derivative Instruments and Hedging Activities (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Derivative Instruments, Gain (Loss) [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Foreign currency forward contracts: Net sales $ 77 $ 599 $ (601 ) $ 841 Property and equipment (22 ) 32 (109 ) (95 ) Interest rate swaps: Interest expense 201 4 553 (78 ) Total $ 256 $ 635 $ (157 ) $ 668 |
Note 7 - Share-based Compensa_2
Note 7 - Share-based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cost of sales $ 275 $ 474 $ 816 $ 822 Selling, general, and administrative expense 471 695 2,234 1,655 Total $ 746 $ 1,169 $ 3,050 $ 2,477 |
Schedule of Unvested Restricted Stock Units and Performance Share Awards Activity [Table Text Block] | Number of RSUs a nd PSAs (1) Weighted- Average Grant D ate Fair Value Unvested RSUs and PSAs as of December 31, 2022 200,924 $ 30.80 RSUs and PSAs granted 134,498 28.41 Unvested RSUs and PSAs canceled (13,589 ) 30.82 RSUs and PSAs vested (2) (95,442 ) 30.12 Unvested RSUs and PSAs as of September 30, 2023 226,391 29.66 |
Note 9 - Revenue (Tables)
Note 9 - Revenue (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Disaggregation of Revenue [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Over time (Engineered Steel Pressure Pipe) $ 80,493 $ 83,663 $ 221,294 $ 235,446 Point in time (Precast Infrastructure and Engineered Systems) 38,229 39,321 112,897 115,391 Net sales $ 118,722 $ 122,984 $ 334,191 $ 350,837 |
Note 11 - Accumulated Other C_2
Note 11 - Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Changes in Accumulated Other Comprehensive Income Loss [Table Text Block] | Pension Liability A djustment Unrealized Gain ( Loss) on Foreign C urrency F orward C ontracts D esignated as C ash Flow H edges Unrealized Gain o n Interest Rate S waps D esignated as C ash Flow H edges Total Balances, December 31, 2022 $ (1,532 ) $ 94 $ 649 $ (789 ) Other comprehensive income (loss) before reclassifications 78 (115 ) 266 229 Amounts reclassified from Accumulated other comprehensive loss 10 17 (418 ) (391 ) Net current period other comprehensive income (loss) 88 (98 ) (152 ) (162 ) Balances, September 30, 2023 $ (1,444 ) $ (4 ) $ 497 $ (951 ) Pension Liability A djustment Unrealized Loss o n Foreign C urrency F orward C ontracts D esignated as C ash Flow H edges Unrealized Gain o n Interest Rate S waps D esignated as C ash Flow H edges Total Balances, December 31, 2021 $ (1,487 ) $ (195 ) $ - $ (1,682 ) Other comprehensive income (loss) before reclassifications 61 (383 ) 602 280 Amounts reclassified from Accumulated other comprehensive loss 5 138 59 202 Net current period other comprehensive income (loss) 66 (245 ) 661 482 Balances, September 30, 2022 $ (1,421 ) $ (440 ) $ 661 $ (1,200 ) |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | Amount reclassified from Accumulated Other Comprehensive Loss Affected line item in the Condensed Three Months Ended September 30, Nine Months Ended September 30, Consolidated Statements of 2023 2022 2023 2022 Operations Pension liability adjustment: Net periodic pension cost: Service cost $ (4 ) $ (2 ) $ (10 ) $ (5 ) Cost of sales (4 ) (2 ) (10 ) (5 ) Net of tax Unrealized gain (loss) on foreign currency forward contracts: Gain (loss) on cash flow hedges 10 35 87 (56 ) Net sales Loss on cash flow hedges (22 ) - (109 ) (127 ) Property and equipment Associated income tax benefit 3 22 5 45 Income tax expense (9 ) 57 (17 ) (138 ) Net of tax Unrealized gain (loss) on interest rate swaps: Gain (loss) on cash flow hedges 201 4 553 (78 ) Interest expense Associated income tax (expense) benefit (49 ) (1 ) (135 ) 19 Income tax expense 152 3 418 (59 ) Net of tax Total reclassifications for the period $ 139 $ 58 $ 391 $ (202 ) |
Note 12 - Net Income Per Share
Note 12 - Net Income Per Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Net income $ 5,818 $ 9,956 $ 15,628 $ 23,188 Basic weighted-average common shares outstanding 10,014 9,927 9,985 9,909 Effect of potentially dilutive common shares (1) 93 83 103 79 Diluted weighted-average common shares outstanding 10,107 10,010 10,088 9,988 Net income per common share: Basic $ 0.58 $ 1.00 $ 1.57 $ 2.34 Diluted $ 0.58 $ 0.99 $ 1.55 $ 2.32 |
Note 13 - Segment Information (
Note 13 - Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Net sales: Engineered Steel Pressure Pipe $ 80,493 $ 83,663 $ 221,294 $ 235,446 Precast Infrastructure and Engineered Systems 38,229 39,321 112,897 115,391 Total $ 118,722 $ 122,984 $ 334,191 $ 350,837 Gross profit: Engineered Steel Pressure Pipe $ 10,911 $ 14,196 $ 31,264 $ 32,490 Precast Infrastructure and Engineered Systems 8,383 10,922 27,088 31,494 Total $ 19,294 $ 25,118 $ 58,352 $ 63,984 |
Note 1 - Organization and Bas_2
Note 1 - Organization and Basis of Presentation (Details Textual) | 9 Months Ended |
Sep. 30, 2023 | |
Number of Operating Segments | 2 |
Number of Manufacturing Facilities | 13 |
Note 2 - Inventories - Componen
Note 2 - Inventories - Components of Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Raw materials | $ 59,408 | $ 47,978 |
Work-in-process | 9,180 | 5,114 |
Finished goods | 12,205 | 15,773 |
Supplies | 2,300 | 2,164 |
Total inventories | $ 83,093 | $ 71,029 |
Note 3 - Current Debt (Details
Note 3 - Current Debt (Details Textual) - Interim Funding AgreementIFA [Member] $ in Millions | Nov. 02, 2023 USD ($) | Aug. 31, 2022 USD ($) | Sep. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) |
Debt Instrument, Face Amount | $ 10.8 | |||
Short-Term Debt | $ 10.8 | $ 10.8 | ||
Subsequent Event [Member] | ||||
Maximum Senior Leverage Ratio | 3 | |||
Debt Instrument, Covenant, Minimum EBITDA | $ 35 | |||
Secured Overnight Financing Rate (SOFR) [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||
Secured Overnight Financing Rate (SOFR) [Member] | Subsequent Event [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2% |
Note 4 - Credit Agreement (Deta
Note 4 - Credit Agreement (Details Textual) $ in Millions | 9 Months Ended | ||
Oct. 22, 2021 USD ($) | Sep. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Letters of Credit Outstanding, Amount | $ 1.1 | ||
Wells Fargo Bank, N.A. [Member] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 125 | ||
Line of Credit Facility, Increase (Decrease), Net | 50 | ||
Maximum Senior Leverage Ratio Requirement | 3 | ||
Debt Instrument, Covenant, Minimum Consolidated Earnings Before Interest, Taxes, Depreciation, and Amortization | $ 35 | ||
Wells Fargo Bank, N.A. [Member] | Revolving Credit Facility [Member] | |||
Long-Term Line of Credit | 58.1 | $ 83.7 | |
Letters of Credit Outstanding, Amount | 1.1 | $ 1.1 | |
Line of Credit Facility, Remaining Borrowing Capacity | $ 66 | ||
Debt, Weighted Average Interest Rate | 7.40% | 6.07% | |
Wells Fargo Bank, N.A. [Member] | Revolving Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) [Member] | Minimum [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | ||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.30% | ||
Wells Fargo Bank, N.A. [Member] | Revolving Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) [Member] | Maximum [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 2.35% | ||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.40% |
Note 5 - Fair Value Measureme_3
Note 5 - Fair Value Measurements - Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Total financial assets | $ 4,280 | $ 5,177 |
Fair Value, Inputs, Level 1 [Member] | ||
Total financial assets | 3,082 | 3,090 |
Fair Value, Inputs, Level 2 [Member] | ||
Total financial assets | 1,198 | 2,087 |
Fair Value, Inputs, Level 3 [Member] | ||
Total financial assets | 0 | 0 |
Deferred Compensation Plan [Member] | ||
Deferred compensation plan | 3,605 | 3,587 |
Deferred Compensation Plan [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Deferred compensation plan | 3,082 | 3,090 |
Deferred Compensation Plan [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Deferred compensation plan | 523 | 497 |
Deferred Compensation Plan [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Deferred compensation plan | 0 | 0 |
Foreign Exchange Forward [Member] | ||
Derivative assets | 18 | 728 |
Foreign currency forward contracts | (1) | (80) |
Foreign Exchange Forward [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Derivative assets | 0 | 0 |
Foreign currency forward contracts | 0 | 0 |
Foreign Exchange Forward [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Derivative assets | 18 | 728 |
Foreign currency forward contracts | (1) | (80) |
Foreign Exchange Forward [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Derivative assets | 0 | 0 |
Foreign currency forward contracts | 0 | 0 |
Interest Rate Swap [Member] | ||
Derivative assets | 657 | 862 |
Interest Rate Swap [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Derivative assets | 0 | 0 |
Interest Rate Swap [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Derivative assets | 657 | 862 |
Interest Rate Swap [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Derivative assets | $ 0 | $ 0 |
Note 6 - Derivative Instrumen_3
Note 6 - Derivative Instruments and Hedging Activities (Details Textual) $ in Thousands, € in Millions, $ in Millions | 9 Months Ended | ||||||
Sep. 30, 2023 USD ($) | Sep. 30, 2023 CAD ($) | Sep. 30, 2023 EUR (€) | Apr. 03, 2023 | Dec. 31, 2022 USD ($) | Dec. 31, 2022 CAD ($) | Dec. 31, 2022 EUR (€) | |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification and Tax | $ 700 | ||||||
Reclassified to Net Sales [Member] | |||||||
Cash Flow Hedge Gain (Loss) to be Reclassified within 12 Months | 0 | ||||||
Reclassified to Interest Expense [Member] | |||||||
Cash Flow Hedge Gain (Loss) to be Reclassified within 12 Months | 400 | ||||||
The 1.941% Interest Rate Swap [Member] | Cash Flow Hedging [Member] | |||||||
Derivative, Notional Amount | $ 11,700 | $ 26,700 | |||||
Derivative, Fixed Interest Rate | 1.941% | 1.941% | 1.941% | ||||
The 2.96% Interest Rate Swap [Member] | Cash Flow Hedging [Member] | |||||||
Derivative, Notional Amount | $ 13,800 | ||||||
Derivative, Fixed Interest Rate | 2.96% | ||||||
Designated as Hedging Instrument [Member] | Foreign Exchange Forward [Member] | |||||||
Derivative, Notional Amount | 6,900 | $ 9.3 | 17,100 | $ 23.2 | |||
Designated as Hedging Instrument [Member] | Foreign Exchange Forward 1 [Member] | |||||||
Derivative, Notional Amount | 1,100 | € 1.1 | 1,100 | € 1.1 | |||
Not Designated as Hedging Instrument [Member] | Foreign Exchange Forward [Member] | |||||||
Derivative, Notional Amount | 5,500 | $ 7.5 | $ 300 | $ 0.4 | |||
Not Designated as Hedging Instrument [Member] | Foreign Exchange Forward 1 [Member] | |||||||
Derivative, Notional Amount | $ 1,100 | € 1.1 |
Note 6 - Derivative Instrumen_4
Note 6 - Derivative Instruments and Hedging Activities - Summary of Gains (Losses) (Details) - Not Designated as Hedging Instrument [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Gains (losses) recognized on derivatives | $ 256 | $ 635 | $ (157) | $ 668 |
Foreign Exchange Forward [Member] | Sales [Member] | ||||
Gains (losses) recognized on derivatives | 77 | 599 | (601) | 841 |
Foreign Exchange Forward [Member] | Property and Equipment [Member] | ||||
Gains (losses) recognized on derivatives | (22) | 32 | (109) | (95) |
Interest Rate Swap [Member] | Interest Expense [Member] | ||||
Gains (losses) recognized on derivatives | $ 201 | $ 4 | $ 553 | $ (78) |
Note 7 - Share-based Compensa_3
Note 7 - Share-based Compensation (Details Textual) $ in Millions | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 USD ($) shares | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Number Of Active Stock Incentive Plans | 1 | |||
Number Of Inactive Stock Incentive Plans | 1 | |||
Performance Shares [Member] | ||||
Performance Share Award Target Level, Percentage | 100% | |||
Performance Awards Issued Multiplier | 132% | 126% | 159% | |
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Nonvested Number At Target Level Of Performance (in shares) | shares | 170,000 | |||
Performance Shares [Member] | Minimum [Member] | ||||
Performance Awards Issued Multiplier | 0% | |||
Performance Shares [Member] | Maximum [Member] | ||||
Performance Awards Issued Multiplier | 200% | |||
Restricted Stock Units and Performance Stock Awards [Member] | ||||
Share-Based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount | $ | $ 4.4 | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 1 year 8 months 12 days |
Note 7 - Share-based Compensa_4
Note 7 - Share-based Compensation - Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share-based compensation expense | $ 746 | $ 1,169 | $ 3,050 | $ 2,477 |
Cost of Sales [Member] | ||||
Share-based compensation expense | 275 | 474 | 816 | 822 |
Selling, General and Administrative Expenses [Member] | ||||
Share-based compensation expense | $ 471 | $ 695 | $ 2,234 | $ 1,655 |
Note 7 - Share-based Compensa_5
Note 7 - Share-based Compensation - RSU and PSA Activity (Details) - Restricted Stock Units and Performance Stock Awards [Member] | 9 Months Ended | |
Sep. 30, 2023 $ / shares shares | ||
Unvested RSUs and PSAs (in shares) | shares | 200,924 | [1] |
Unvested RSUs and PSAs, weighted average grant date fair value (in dollars per share) | $ / shares | $ 30.8 | |
RSUs and PSAs granted (in shares) | shares | 134,498 | [1] |
RSUs and PSAs granted (in dollars per share) | $ / shares | $ 28.41 | |
Unvested RSUs and PSAs canceled (in shares) | shares | (13,589) | [1] |
Unvested RSUs and PSAs canceled, weighted average grant date fair value (in dollars per share) | $ / shares | $ 30.82 | |
RSUs and PSAs vested (in shares) | shares | (95,442) | [1],[2] |
RSUs and PSAs vested, weighted average grant date fair value (in dollars per share) | $ / shares | $ 30.12 | [2] |
Unvested RSUs and PSAs (in shares) | shares | 226,391 | [1] |
Unvested RSUs and PSAs, weighted average grant date fair value (in dollars per share) | $ / shares | $ 29.66 | |
[1]The number of PSAs disclosed in this table are at the target level of 100%.[2]For the PSAs vested on March 31, 2023, the actual number of common shares that were issued was determined by multiplying the PSAs at the target level of 100%, as disclosed in this table, by a payout percentage based on the performance-based conditions achieved. The payout percentage was 159% for the 2020-2022 performance period, 126% for the 2021-2022 performance period, and 132% for the 2022 performance period. |
Note 8 - Commitments and Cont_2
Note 8 - Commitments and Contingencies (Details Textual) $ in Millions | 1 Months Ended | ||
Jan. 31, 2017 USD ($) | Sep. 30, 2023 USD ($) | Jun. 30, 2014 USD ($) | |
Other Commitment, Amount Paid for Equipment Purchased Yet Not Received | $ 1.1 | ||
Letters of Credit Outstanding, Amount | $ 1.1 | ||
Portland Harbor Natural Resources Trustee Council [Member] | |||
Loss Contingency, Accrual, Current | $ 0.4 | ||
Portland Harbor Superfund Site [Member] | |||
Number Of Potentially Responsible Parties | 150 | ||
Estimated Cost of EPA Selected Remedy | $ 1,000 | ||
Estimated Time to Complete Selected EPA Remedy (Year) | 13 years | ||
Lower Willamette Group [Member] | |||
Number Of Potentially Responsible Parties | 14 |
Note 9 - Revenue 1 (Details Tex
Note 9 - Revenue 1 (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Contract with Customer, Liability, Cumulative Catch-up Adjustment to Revenue, Change in Estimate of Transaction Price | $ (0.8) | $ 0.2 | $ (0.8) | $ (0.2) |
Contract with Customer, Liability, Revenue Recognized | 13.5 | $ 2.8 | 15 | $ 2.6 |
Revenue, Remaining Performance Obligation, Amount | $ 253 | $ 253 |
Note 9 - Revenue 2 (Details Tex
Note 9 - Revenue 2 (Details Textual) | Sep. 30, 2023 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01 | |
Revenue, Remaining Performance Obligation, Percentage | 27% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period (Year) | 3 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Percentage | 44% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period (Year) | 1 year |
Note 9 - Revenue - Disaggregati
Note 9 - Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Net sales | $ 118,722 | $ 122,984 | $ 334,191 | $ 350,837 |
Transferred over Time [Member] | ||||
Net sales | 80,493 | 83,663 | 221,294 | 235,446 |
Transferred at Point in Time [Member] | ||||
Net sales | $ 38,229 | $ 39,321 | $ 112,897 | $ 115,391 |
Note 10 - Income Taxes (Details
Note 10 - Income Taxes (Details Textual) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Open Tax Year | 2019 2020 2021 2022 2023 | |||
Effective Income Tax Rate Reconciliation, Percent | 25.70% | 26.30% | 26.60% | 26.40% |
Note 11 - Accumulated Other C_3
Note 11 - Accumulated Other Comprehensive Loss - Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Balances | $ (789) | |||
Net current period other comprehensive income (loss) | $ (27) | $ 608 | (162) | $ 482 |
Balances | (951) | (951) | ||
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||
Balances | (1,532) | (1,487) | ||
Other comprehensive income (loss) before reclassifications | 78 | 61 | ||
Amounts reclassified from Accumulated other comprehensive loss | 10 | 5 | ||
Net current period other comprehensive income (loss) | 88 | 66 | ||
Balances | (1,444) | (1,421) | (1,444) | (1,421) |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | Foreign Exchange Forward [Member] | ||||
Balances | 94 | (195) | ||
Other comprehensive income (loss) before reclassifications | (115) | (383) | ||
Amounts reclassified from Accumulated other comprehensive loss | 17 | 138 | ||
Net current period other comprehensive income (loss) | (98) | (245) | ||
Balances | (4) | (440) | (4) | (440) |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | Interest Rate Swap [Member] | ||||
Balances | 649 | 0 | ||
Other comprehensive income (loss) before reclassifications | 266 | 602 | ||
Amounts reclassified from Accumulated other comprehensive loss | (418) | 59 | ||
Net current period other comprehensive income (loss) | (152) | 661 | ||
Balances | 497 | 661 | 497 | 661 |
AOCI Attributable to Parent [Member] | ||||
Balances | (789) | (1,682) | ||
Other comprehensive income (loss) before reclassifications | 229 | 280 | ||
Amounts reclassified from Accumulated other comprehensive loss | (391) | 202 | ||
Net current period other comprehensive income (loss) | (162) | 482 | ||
Balances | $ (951) | $ (1,200) | $ (951) | $ (1,200) |
Note 11 - Accumulated Other C_4
Note 11 - Accumulated Other Comprehensive Loss - Reclassification of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Cost of sales | $ 99,428 | $ 97,866 | $ 275,839 | $ 286,853 |
Net sales | 118,722 | 122,984 | 334,191 | 350,837 |
Tax (expense) benefit | (2,016) | (3,555) | (5,659) | (8,310) |
Interest expense | 1,162 | 964 | 3,722 | 2,393 |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||
Total reclassifications for the period | (10) | (5) | ||
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | Foreign Exchange Forward [Member] | ||||
Total reclassifications for the period | (17) | (138) | ||
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | Interest Rate Swap [Member] | ||||
Total reclassifications for the period | 418 | (59) | ||
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||
Total reclassifications for the period | 139 | 58 | 391 | (202) |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||
Cost of sales | (4) | (2) | (10) | (5) |
Total reclassifications for the period | (4) | (2) | (10) | (5) |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | Foreign Exchange Forward [Member] | ||||
Total reclassifications for the period | (9) | 57 | (17) | (138) |
Net sales | 10 | 35 | 87 | (56) |
Property and equipment | (22) | 0 | (109) | (127) |
Tax (expense) benefit | 3 | 22 | 5 | 45 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | Interest Rate Swap [Member] | ||||
Total reclassifications for the period | 152 | 3 | 418 | (59) |
Tax (expense) benefit | (49) | (1) | (135) | 19 |
Interest expense | $ 201 | $ 4 | $ 553 | $ (78) |
Note 12 - Net Income Per Shar_2
Note 12 - Net Income Per Share (Details Textual) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 0 | 0 | 0 | 0 |
Note 12 - Net Income Per Shar_3
Note 12 - Net Income Per Share - Loss Per Basic and Diluted Weighted Average Common Share Outstanding for Continuing and Discontinued Operations (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | ||
Net income | $ 5,818 | $ 9,956 | $ 15,628 | $ 23,188 | |
Basic (in shares) | 10,014 | 9,927 | 9,985 | 9,909 | |
Effect of potentially dilutive common shares (in shares) | [1] | 93 | 83 | 103 | 79 |
Diluted weighted-average common shares outstanding (in shares) | 10,107 | 10,010 | 10,088 | 9,988 | |
Basic (in dollars per share) | $ 0.58 | $ 1 | $ 1.57 | $ 2.34 | |
Diluted (in dollars per share) | $ 0.58 | $ 0.99 | $ 1.55 | $ 2.32 | |
[1]There were no antidilutive shares for the three and nine months ended September 30, 2023 or 2022. |
Note 13 - Segment Information -
Note 13 - Segment Information - Information Related to the Operations of the Company's Operating Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Net sales | $ 118,722 | $ 122,984 | $ 334,191 | $ 350,837 |
Gross profit | 19,294 | 25,118 | 58,352 | 63,984 |
Operating Segments [Member] | Engineered Steel Pressure Pipe [Member] | ||||
Net sales | 80,493 | 83,663 | 221,294 | 235,446 |
Gross profit | 10,911 | 14,196 | 31,264 | 32,490 |
Operating Segments [Member] | Precast Infrastructure and Engineered Systems [Member] | ||||
Net sales | 38,229 | 39,321 | 112,897 | 115,391 |
Gross profit | $ 8,383 | $ 10,922 | $ 27,088 | $ 31,494 |
Note 15 - Subsequent Event (Det
Note 15 - Subsequent Event (Details Textual) $ in Millions | Nov. 02, 2023 USD ($) |
Subsequent Event [Member] | |
Stock Repurchase Program, Authorized Amount | $ 30 |