Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended |
Jun. 30, 2013 | |
Document And Entity Information [Abstract] | ' |
Entity Registrant Name | 'INTEGRATED ELECTRICAL SERVICES INC |
Entity Central Index Key | '0001048268 |
Document Type | '10-Q |
Document Period End Date | 30-Jun-13 |
Amendment Flag | 'false |
Document Fiscal Year Focus | '2013 |
Document Fiscal Period Focus | 'Q3 |
Current Fiscal Year End Date | '--09-30 |
Entity Filer Category | 'Non-accelerated Filer |
Entity Common Stock, Shares Outstanding | 15,105,846 |
Entity Well-known Seasoned Issuer | 'No |
Entity Current Reporting Status | 'Yes |
Entity Voluntary Filers | 'No |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Jun. 30, 2013 | Sep. 30, 2012 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS: | ' | ' |
Cash and cash equivalents | $15,134 | $18,729 |
Restricted Cash | 7,052 | 7,155 |
Accounts receivable: | ' | ' |
Trade, net of allowance of $2,146 and $2,645, respectively | 67,547 | 76,259 |
Retainage | 18,525 | 17,004 |
Inventories | 12,280 | 15,141 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 6,517 | 8,180 |
Assets Held-for-sale, Current | 900 | 1,110 |
Prepaid expenses and other current assets | 3,474 | 3,807 |
Total current assets | 131,429 | 147,385 |
LONG-TERM RECEIVABLE, net of allowance of $53 and $$4,051, respectively | 203 | 259 |
PROPERTY AND EQUIPMENT, net | 5,433 | 6,480 |
GOODWILL | 8,631 | 4,446 |
INTANGIBLE ASSETS, net of amortization | 561 | 0 |
OTHER NON-CURRENT ASSETS, net | 5,216 | 6,143 |
Total assets | 151,473 | 164,713 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ' | ' |
Current maturities of long-term debt | 3,198 | 456 |
Current maturities of long-term debt, related party | 0 | 10,000 |
Debt, Current | 3,198 | 10,456 |
Accounts payable and accrued expenses | 65,530 | 68,673 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 22,133 | 25,255 |
Total current liabilities | 90,861 | 104,384 |
LONG-TERM DEBT, net of current maturities | 1,667 | 24 |
LONG-TERM DEFERRED TAX LIABILITY | 285 | 285 |
OTHER NON-CURRENT LIABILITIES | 6,617 | 6,863 |
Total liabilities | 99,430 | 111,556 |
STOCKHOLDERS' EQUITY: | ' | ' |
Preferred stock, $0.01 par value, 10,000,000 shares authorized, none issued and outstanding | 0 | 0 |
Common stock, $0.01 par value, 100,000,000 shares authorized; 15,407,802 and 15,407,802 shares issued and 15,013,840 and 14,938,071 outstanding, respectively | 154 | 154 |
Treasury stock, at cost, 451,329 and 633,898 shares, respectively | -2,839 | -4,546 |
Additional paid-in capital | 162,763 | 163,871 |
Accumulated other comprehensive income | 19 | 0 |
Retained deficit | -108,054 | -106,322 |
Total stockholders' equity | 52,043 | 53,157 |
Total liabilities and stockholders' equity | $151,473 | $164,713 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Jun. 30, 2013 | Sep. 30, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Consolidated Balance Sheets [Abstract] | ' | ' |
Trade, allowance | $1,174 | $1,788 |
LONG TERM RECEIVABLES, allowance | 0 | 0 |
Preferred stock, par value | $0.01 | ' |
Preferred stock, shares authorized | 100,000,000 | ' |
Preferred stock, shares issued | 0 | ' |
Preferred stock, shares outstanding | 0 | ' |
Common stock, par value | $0.01 | ' |
Common stock, shares authorized | 100,000,000 | ' |
Common stock, shares issued | 15,407,802 | 15,407,802 |
Common stock, shares outstanding | 15,105,846 | 14,977,400 |
Treasury stock, shares | 301,956 | 430,402 |
FiniteLivedIntangibleAssetsAccumulatedAmortization | $329 | $0 |
Consolidated_Statements_Of_Com
Consolidated Statements Of Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 |
Consolidated Statements Of Operations YTD [Abstract] | ' | ' | ' | ' |
Revenues | $121,552 | $116,128 | $370,810 | $332,734 |
Cost of services | 105,899 | 101,872 | 321,182 | 291,496 |
Gross profit | 15,653 | 14,256 | 49,628 | 41,238 |
Selling, general and administrative expenses | 16,576 | 14,956 | 48,104 | 42,048 |
(Gain) loss on sale of assets | -16 | -9 | -56 | -165 |
Restructuring charges for continuing operations | 0 | 0 | 0 | 0 |
Income (loss) from operations | -907 | -691 | 1,580 | -645 |
Interest and other (income) expense: | ' | ' | ' | ' |
Interest expense | 372 | 524 | 1,425 | 1,612 |
Interest income | 0 | -8 | -123 | -23 |
Other (income) expense, net | -649 | -2 | 1,048 | -66 |
Interest and other expense, net | -277 | 514 | 2,350 | 1,523 |
Income (loss) from operations before income taxes | -630 | -1,205 | -770 | -2,168 |
Provision (benefit) for income taxes | 95 | 8 | 264 | 40 |
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest | -725 | -1,213 | -1,034 | -2,208 |
Discontinued operations (Note 3 "Strategic Actions") | ' | ' | ' | ' |
Income (loss) from discontinued operations | -421 | -1,996 | -711 | -7,936 |
Provision (benefit) for income taxes | -8 | -33 | -14 | 185 |
Net income (loss) from discontinued operations | -413 | -1,963 | -697 | -8,121 |
Net loss | -1,138 | -3,176 | -1,731 | -10,329 |
Unrealized gain on interest hedge, before tax | -8 | 0 | -19 | 0 |
Tax expense related to unrealized gain on interest hedge | 0 | 0 | 0 | 0 |
Comprehensive Income (loss) | $1,130 | $3,176 | $1,712 | $10,329 |
Basic earnings (loss) per share: | ' | ' | ' | ' |
Continuing operations | ($0.05) | ($0.08) | ($0.07) | ($0.15) |
Discontinued operations | ($0.03) | ($0.14) | ($0.05) | ($0.56) |
Earnings Per Share, Basic | ($0.08) | ($0.22) | ($0.12) | ($0.71) |
Diluted earnings (loss) per share: | ' | ' | ' | ' |
Continuing operations | ($0.05) | ($0.08) | ($0.07) | ($0.15) |
Discontinued operations | ($0.03) | ($0.14) | ($0.05) | ($0.56) |
Earnings Per Share, Diluted | ($0.08) | ($0.22) | ($0.12) | ($0.71) |
Shares used in the computation of loss per share (Note 5): | ' | ' | ' | ' |
Basic | 14,937,434 | 14,642,293 | 14,882,687 | 14,616,513 |
Diluted | 14,937,434 | 14,642,293 | 14,882,687 | 14,616,513 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2012 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' |
Net Income (Loss) | ($1,731) | ($10,329) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ' | ' |
Bad debt expense | 26 | -519 |
Deferred financing cost amortization | 257 | 108 |
Depreciation and amortization | 1,956 | 1,592 |
Accrued Liability Related To Legal Settlements | 1,425 | 0 |
Gain on sale of assets | 80 | -315 |
Non-cash compensation expense | 945 | 534 |
Impairment of investment | 200 | 0 |
Unrealized gain on interest hedge, before tax | -19 | 0 |
Changes in operating assets and liabilities | ' | ' |
Accounts receivable | 5,676 | 6,505 |
Inventories | 2,861 | -8,145 |
Costs and estimated earnings in excess of billings | 1,664 | 3,463 |
Prepaid expenses and other current assets | -1,585 | -1,406 |
Other non-current assets | -462 | 1,197 |
Accounts payable and accrued expenses | -4,264 | -5,562 |
Billings in excess of costs and estimated earnings | -3,122 | 7,096 |
Other non-current liabilities | -285 | -164 |
Net cash provided by (used in) operating activities | 3,660 | -5,945 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' |
Purchases of property and equipment | -327 | -1,169 |
Cash Paid For Asset Purchase Agreement | -828 | 0 |
Net cash provided by (used in) investing activities | -1,155 | -1,169 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' |
Borrowings of debt | 5,000 | 0 |
Repayments of debt | -10,858 | -194 |
Changes In Restricted Cash | 104 | -9,512 |
Purchase Of Treasury Stock | 346 | 94 |
Net cash used in financing activities | -6,100 | -9,800 |
CASH AND CASH EQUIVALENTS, beginning of period | 18,729 | 35,577 |
CASH AND CASH EQUIVALENTS, end of period | 15,134 | 18,663 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ' | ' |
Cash paid for interest | 836 | 1,248 |
Cash paid for income taxes | $424 | $383 |
Business
Business | 9 Months Ended |
Jun. 30, 2013 | |
Business [Abstract] | ' |
Description of the Business | ' |
1. BUSINESS | |
Description of the Business | |
Integrated Electrical Services, Inc., a Delaware corporation, is a leading provider of infrastructure services to the residential, commercial and industrial industries as well as for data centers and other mission critical environments. We operate primarily in the electrical infrastructure markets, with a corporate focus on expanding into other markets through strategic acquisitions or investments. Originally established as IES in 1997, we provide services from our 54 domestic locations as of June 30, 2013. Our operations are organized into three principal business segments, based upon the nature of our current products and services: | |
Communications– Nationwide provider of products and services for mission critical infrastructure, such as data centers, of large corporations. | |
Residential– Regional provider of electrical installation services for single-family housing and multi-family apartment complexes. | |
Commercial & Industrial– Provider of electrical design, construction, and maintenance services to the commercial and industrial markets in various regional markets and nationwide in certain areas of expertise, such as the power infrastructure market. | |
The words “IES”, the “Company”, “we”, “our”, and “us” refer to Integrated Electrical Services, Inc. and, except as otherwise specified herein, to our wholly-owned subsidiaries. | |
Our Communications segment is a leading provider of network infrastructure products and services for data centers and other mission critical environments. Services offered include the design, installation and maintenance of network infrastructure for the financial, medical, hospitality, government, high-tech manufacturing, educational and information technology industries. We also provide the design and installation of audio/visual, telephone, fire, wireless and intrusion alarm systems as well as design/build, service and maintenance of data network systems. We perform services across the United States from our ten offices as of June 30, 2013, which includes our Communications headquarters located in Tempe, Arizona, allowing for dedicated onsite maintenance teams at our customer’s sites. | |
Our Residential segment provides electrical installation services for single-family housing and multi-family apartment complexes and CATV cabling installations for residential and light commercial applications. In addition to our core electrical construction work, the Residential segment has expanded its offerings by providing services for the installation of residential solar power, smart meters, electric car charging stations and stand-by generators, both for new construction and existing residences. The Residential segment is made up of 26 total locations as of June 30, 2013, which includes our Residential headquarters in Houston. These segment locations geographically cover Texas, California, the Sun-Belt, and the Western and Mid-Atlantic regions of the United States, including Hawaii. | |
Our Commercial & Industrial segment is one of the largest providers of electrical contracting services in the United States. The segment offers a broad range of electrical design, construction, renovation, engineering and maintenance services to the commercial and industrial markets. The Commercial & Industrial segment consists of 18 total locations as of June 30, 2013, which includes our Commercial & Industrial headquarters in Houston, Texas. These locations geographically cover Texas, Nebraska, Colorado, Oregon and the Mid-Atlantic region. Services include the design of electrical systems within a building or complex, procurement and installation of wiring and connection to power sources, end-use equipment and fixtures, as well as contract maintenance. We focus on projects that require special expertise, such as design-and-build projects that utilize the capabilities of our in-house experts, or projects which require specific market expertise, such as transmission and distribution and power generation facilities. We also focus on service, maintenance and certain renovation and upgrade work, which tends to be either recurring or have lower sensitivity to economic cycles, or both. We provide services for a variety of projects, including: high-rise residential and office buildings, power plants, manufacturing facilities, data centers, chemical plants, refineries, wind farms, solar facilities, municipal infrastructure and health care facilities, and residential developments. Our utility services consist of overhead and underground installation and maintenance of electrical and other utilities transmission and distribution networks, installation and splicing of high-voltage transmission and distribution lines, substation construction and substation and right-of-way maintenance. Our maintenance services generally provide recurring revenues that are typically less affected by levels of construction activity. Service and maintenance revenues are derived from service calls and routine maintenance contracts, which tend to be recurring and less sensitive to short term economic fluctuations. | |
Sale of Non-Strategic Manufacturing Facility | |
On November 30, 2010, a subsidiary of the Company sold substantially all the assets and certain liabilities of a non-strategic manufacturing facility engaged in manufacturing and selling fabricated metal buildings housing electrical equipment, such as switchgears, motor starters and control systems, to Siemens Energy, Inc. As part of this transaction, Siemens Energy, Inc. also acquired the real property upon which the fabrication facilities are located from a subsidiary of the Company. The transaction was completed on December 10, 2010 for a purchase price of $10,086 at which time we recognized a gain of $6,763. | |
Sale of Non-Core Electrical Distribution Facility | |
On February 28, 2011, Key Electrical Supply, Inc. a wholly owned subsidiary of the Company, sold substantially all the assets and certain liabilities of a non-core electrical distribution facility engaged in distributing wiring, lighting, electrical distribution, power control and generators for residential and commercial applications to Elliot Electric Supply, Inc. for a purchase price of $6,676. The loss on this transaction was immaterial. | |
Related Party Transactions | |
On December 12, 2007, we entered into a $25,000 senior subordinated loan agreement with Tontine Capital Partners, L.P. and its affiliates (collectively, “Tontine”), our controlling shareholder (the “Tontine Term Loan”). The Tontine Term Loan bore interest at 11.0% per annum and was due on May 15, 2013. Interest was payable quarterly in cash or in-kind at our option. Any interest paid in-kind also bore interest at 11.0% in addition to the loan principal. In 2010, we prepaid $15,000, and on February 13, 2013, we repaid the remaining $10,000 of principal on the Tontine Term Loan with existing cash on hand and proceeds from our $5,000 term loan with Wells Fargo Bank, National Association (“Wells Fargo”). | |
The Tontine Term Loan was subordinated to the 2012 Credit Facility. The Tontine Term Loan was an unsecured obligation of the Company and its subsidiary borrowers and contained no financial covenants or restrictions on dividends or distributions to stockholders. The Tontine Term Loan was amended on August 9, 2012 in connection with the Company entering into the 2012 Credit Facility. The amendment did not materially impact the Company’s obligations under the Tontine Term Loan. For a description of the 2012 Credit Facility, please see Note 4 “Debt – The 2012 Revolving Credit Facility” in the Notes to these Consolidated Financial Statements. | |
While Tontine is subject to restrictions under federal securities laws on sales of its shares as an affiliate, Tontine is party to a Registration Rights Agreement with the Company under which it has the ability, subject to certain restrictions, to demand registration of its shares in order to permit unrestricted sales of those shares. On February 20, 2013, pursuant to the Registration Rights Agreement, Tontine delivered a request to the Company for registration of all of its shares of IES common stock, and on February 21, 2013, the Company filed a shelf registration statement (as amended, the “Shelf Registration Statement”) to register Tontine’s shares. The Shelf Registration Statement was declared effective by the U.S. Securities and Exchange Commission (“SEC”) on June 18, 2013. As long as the Shelf Registration remains effective, Tontine has the ability to resell any or all of its shares from time to time in one or more offerings, as described in the Shelf Registration Statement and in any prospectus supplement filed in connection with an offering pursuant to the Shelf Registration Statement. | |
On March 13, 2013, the Company and MISCOR Group, Ltd., an Indiana corporation, (“MISCOR”) announced that they had entered into an Agreement and Plan of Merger, dated March 13, 2013, as amended by the First Amendment to Agreement and Plan of Merger, dated as of July 10, 2013 (as amended, the “Merger Agreement”), pursuant to which IES will acquire 100% of the common stock of MISCOR in a stock and cash transaction. The transaction is currently expected to close in September 2013. As of July 24, 2013, Tontine beneficially owned 49.9% of the issued and outstanding shares of MISCOR common stock. Given Tontine’s significant holdings in both the Company and MISCOR, only the disinterested members of the IES Board of Directors voted on, and unanimously approved, the Merger Agreement. In addition, MISCOR established a special committee of independent directors that voted on and approved the Merger Agreement and recommended approval of the Merger Agreement by the full MISCOR board of directors. After receiving approval from the special committee, the disinterested members of the MISCOR board of directors unanimously approved the Merger Agreement. For additional information on the proposed Merger with MISCOR, please refer to Note 15, “Subsequent Events” in the Notes to these Consolidated Financial Statements. | |
On March 29, 2012, we entered into a sublease agreement with Tontine Associates, LLC, an affiliate of our controlling shareholder, for corporate office space in Greenwich, Connecticut. The lease extends from April 1, 2012 through March 31, 2014, with monthly payments due in the amount of $6. The lease has terms at market rates and payments by the Company are at a rate consistent with that paid by Tontine Associates, LLC to its landlord. | |
Summary of Significant Accounting Policies | |
These unaudited consolidated financial statements reflect, in the opinion of management, all adjustments necessary to present fairly the financial position as of, and the results of operations for, the periods presented. All adjustments are considered to be normal and recurring unless otherwise described herein. Interim period results are not necessarily indicative of results of operations or cash flows for the full year. During interim periods, we follow the same accounting policies disclosed in our Annual Report on Form 10-K for the fiscal year ended September 30, 2012. Please refer to the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the fiscal year ended September 30, 2012, when reviewing our interim financial results set forth herein. | |
Adoption of New Accounting Pronouncement | |
In June 2011, the FASB issued amended authoritative guidance associated with comprehensive income, which requires companies to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. This update eliminates the option to present the components of other comprehensive income as part of the statement of changes in equity. This amendment to the authoritative guidance associated with comprehensive income was effective for the Company on October 1, 2012 and has been applied retrospectively. We have adopted a single continuous statement of comprehensive income. | |
In December 2011, the FASB deferred the effective date of the specific requirement to present items that are reclassified out of accumulated other comprehensive income to net income alongside their respective components of net income and other comprehensive income. We will adopt this requirement effective October 1, 2013, though it will have no impact to our financial statements. | |
Fair Value of Financial Instruments | |
Our financial instruments consist of cash and cash equivalents, accounts receivable, notes receivable, investments, accounts payable, a line of credit, notes payable issued to finance our insurance policies, a contingent consideration agreement, and an interest rate swap agreement and a term loan with Wells Fargo. We believe that the carrying value of financial instruments, with the exception of the Tontine Term Loan and our cost method investment in EnerTech Capital Partners II L.P. (“EnerTech”), in the accompanying Consolidated Balance Sheets approximates their fair value due to their short-term nature. | |
We evaluate the fair value of the Tontine Term Loan and our investment in EnerTech on a non-recurring basis. While the carrying value of the Tontine Term Loan was zero at June 30, 2013, we estimated the fair value in prior periods using level 3 inputs, including an estimated interest rate reflecting current market conditions. We estimate the fair value of our investment in EnerTech to be $1,047 at June 30, 2013, using level 3 inputs, including quarterly valuation estimations provided by management of the fund. | |
For a detailed discussion of financial assets and liabilities measured at fair value on a recurring basis, please refer to Note 10, “Fair Value Measurements” in the Notes to these Consolidated Financial Statements. | |
Goodwill | |
Goodwill attributable to each reporting unit is tested for impairment by comparing the fair value of each reporting unit with its carrying value. Fair value is determined using discounted cash flows. These impairment tests are required to be performed at least annually. Significant estimates used in the methodologies include estimates of future cash flows, future short-term and long-term growth rates, and weighted average cost of capital for each of the reportable units. On an ongoing basis (absent any impairment indicators), we perform an impairment test annually using a measurement date of September 30. | |
Asset Impairment | |
During the fiscal year ended September 30, 2012, the Company recorded a pretax non-cash asset impairment charge of $688 related to real estate held by our Commercial & Industrial segment. The real estate was held within a location selected for closure during 2011. This impairment was to adjust the carrying value of real estate held for sale to the estimated current market value less expected selling expenses, the value at which we expected to sell this real estate within one year. In July 2013, we entered into an agreement to sell this real estate for $200 less than our carrying value. We recorded an additional asset impairment charge of $200 as of June 30, 2013. The real estate is classified as assets held for sale within our Consolidated Balance Sheets. | |
Use of Estimates and Assumptions | |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires the use of estimates and assumptions by management in determining the reported amounts of assets and liabilities, disclosures of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates are primarily used in our revenue recognition of construction in progress, fair value assumptions in analyzing goodwill, investments, long-lived asset impairments and adjustments, allowance for doubtful accounts receivable, stock-based compensation, reserves for legal matters, realizability of deferred tax assets, and self-insured claims liabilities and related reserves. | |
Tax Provision | |
A reliable estimate of the annual effective tax rate cannot be determined. Therefore, the Company is using year to date income tax expense to determine the income tax provision for the three months ended and nine months ended June 30, 2013. | |
Cash and Cash Equivalents | |
We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. We use restricted cash to collateralize our letters of credit. | |
Seasonality and Quarterly Fluctuations | |
Results of operations from our Residential construction segment are seasonal, depending on weather trends, with typically higher revenues generated during spring and summer and lower revenues during fall and winter. The Communications and Commercial & Industrial segments of our business are less subject to seasonal trends, as work in these segments generally is performed inside structures protected from the weather. Our service and maintenance business is generally not affected by seasonality. In addition, the construction industry has historically been highly cyclical. Our volume of business may be adversely affected by declines in construction projects resulting from adverse regional or national economic conditions. Quarterly results may also be materially affected by the timing of new construction projects. Accordingly, operating results for any fiscal period are not necessarily indicative of results that may be achieved for any subsequent fiscal period. | |
Controlling_Shareholder
Controlling Shareholder | 9 Months Ended |
Jun. 30, 2013 | |
Controlling Shareholder [Abstract] | ' |
Controlling Shareholder | ' |
2. CONTROLLING SHAREHOLDER | |
At June 30, 2013, Tontine Capital Partners, L.P. and its affiliates (collectively, “Tontine”), was the controlling shareholder of the Company’s common stock. Accordingly, Tontine has the ability to exercise significant control over our affairs, including the election of directors and any action requiring the approval of shareholders. | |
While Tontine is subject to restrictions under federal securities laws on sales of its shares as an affiliate, Tontine is party to a Registration Rights Agreement with the Company under which it has the ability, subject to certain restrictions, to demand registration of its shares in order to permit unrestricted sales of those shares. On February 20, 2013, pursuant to the Registration Rights Agreement, Tontine delivered a request to the Company for registration of all of its shares of IES common stock, and on February 21, 2013, the Company filed the Shelf Registration Statement to register Tontine’s shares. The Shelf Registration Statement was declared effective by the SEC on June 18, 2013. As long as the Shelf Registration remains effective, Tontine has the ability to resell any or all of its shares from time to time in one or more offerings, as described in the Shelf Registration Statement and in any prospectus supplement filed in connection with an offering pursuant to the Shelf Registration Statement. | |
Should Tontine sell or exchange all or a portion of its position in IES, a change in ownership could occur. A change in ownership, as defined by Internal Revenue Code Section 382, could reduce the availability of net operating losses (“NOLs”) for federal and state income tax purposes. On January 28, 2013, the Company implemented a tax benefit protection plan (the “NOL Rights Plan”) that is designed to deter an acquisition of the Company's stock in excess of a threshold amount that could trigger a change of control within the meaning of Internal Revenue Code Section 382. The NOL Rights Plan was filed as an exhibit to our Current Report on Form 8-K, filed with the SEC on January 28, 2013 and any description thereof is qualified in its entirety by the terms of the NOL Rights Plan. There can be no assurance that the NOL Rights Plan will be effective in deterring a change of control or protecting the NOLs. Furthermore, a change in control would trigger the change of control provisions in a number of our material agreements, including our 2012 Credit Facility, bonding agreements with our sureties and certain employment contracts with certain officers and employees of the Company. | |
Strategic_Actions
Strategic Actions | 9 Months Ended | |||||||||||||
Jun. 30, 2013 | ||||||||||||||
Strategic Actions [Abstract] | ' | |||||||||||||
Strategic Actions | ' | |||||||||||||
3. STRATEGIC ACTIONS | ||||||||||||||
The 2011 Restructuring Plan | ||||||||||||||
In the second quarter of our 2011 fiscal year, we began a restructuring program (the “2011 Restructuring Plan”) that was designed to consolidate operations within our Commercial & Industrial business. Pursuant to the 2011 Restructuring Plan, we began the closure of certain underperforming facilities within our Commercial & Industrial operations. The 2011 Restructuring Plan was a key element of our commitment to return the Company to profitability. | ||||||||||||||
The facilities directly affected by the 2011 Restructuring Plan were in several locations throughout the country, including Arizona, Florida, Iowa, Massachusetts, Louisiana, Nevada and Texas. These facilities were selected due to business prospects at that time and the extended time frame needed to return the facilities to a profitable position. Closure costs associated with the 2011 Restructuring Plan included equipment and facility lease termination expenses, incremental management consulting expenses and severance costs for employees. The Company is in the final stages of winding down these facilities. As part of our restructuring charges reported within discontinued operations for our Commercial & Industrial segment we recognized $(4) and $(58) in severance reversals, $63 and $951 in consulting services, and zero and $124 in costs related to lease terminations for the nine months ended June 30, 2013 and 2012, respectively. | ||||||||||||||
The 2011 Restructuring Plan pertained only to our Commercial & Industrial segment. The following table summarizes the activities related to our restructuring activities by component: | ||||||||||||||
Severance | Consulting | Lease Termination | ||||||||||||
Charges | Charges | & Other Charges | Total | |||||||||||
Restructuring liability at September 30, 2012 | $ | 201 | $ | 10 | $ | 329 | $ | 539 | ||||||
Restructuring charges (reversals) incurred | -4 | 63 | - | 59 | ||||||||||
Cash payments made | -22 | -73 | -147 | -242 | ||||||||||
Restructuring liability at June 30, 2013 | $ | 175 | $ | - | $ | 182 | $ | 356 |
Debt
Debt | 9 Months Ended | ||||||||||||
Jun. 30, 2013 | |||||||||||||
Debt [Abstract] | ' | ||||||||||||
Debt | ' | ||||||||||||
4. DEBT | |||||||||||||
Debt consists of the following: | |||||||||||||
June 30, | September 30, | ||||||||||||
2013 | 2012 | ||||||||||||
Tontine Term Loan, due May 15, 2013, bearing interest at 11.00% | $ | - | $ | 10,000 | |||||||||
Wells Fargo Term Loan, paid in installments thru Feb 12, 2015, bearing interest at 6% + 3 Month LIBOR | 4,167 | - | |||||||||||
Insurance Financing Agreements, bearing interest between 1.99% and 2.75% | 601 | 196 | |||||||||||
Capital leases and other | 97 | 284 | |||||||||||
Total debt | 4,865 | 10,480 | |||||||||||
Less — Short-term debt and current maturities of long-term debt | -3,198 | -10,456 | |||||||||||
Total long-term debt | $ | 1,667 | $ | 24 | |||||||||
Future payments on debt at June 30, 2013 are as follows: | |||||||||||||
Capital Leases and Other | Insurance Financing | ||||||||||||
Term Debt | Total | ||||||||||||
2013 | 79 | 601 | 625 | 1,305 | |||||||||
2014 | 26 | - | 2,500 | 2,526 | |||||||||
2015 | - | - | 1,042 | 1,042 | |||||||||
2016 | - | - | - | - | |||||||||
Thereafter | - | - | - | - | |||||||||
Less: Imputed Interest | -8 | - | - | -8 | |||||||||
Total | $ | 97 | $ | 601 | $ | 4,167 | $ | 4,865 | |||||
For the three months ended June 30, 2013 and 2012, we incurred interest expense of $372 and $524, respectively. For the nine months ended June 30, 2013 and 2012, we incurred interest expense of $1,425 and $1,612, respectively. | |||||||||||||
The 2012 Credit Facility | |||||||||||||
On August 9, 2012, we entered into a Credit and Security Agreement (the “Credit Agreement”), for a $30,000 revolving credit facility (the “2012 Credit Facility”) with Wells Fargo. The 2012 Credit Facility originally matured on August 9, 2015, unless earlier terminated. On February 12, 2013, we entered into an amendment of our 2012 Credit Facility with Wells Fargo (the “Amendment”). The Amendment extended the term of the 2012 Credit Facility to August 9, 2016 and added IES Renewable Energy, LLC as a borrower on the 2012 Credit Facility. In addition, pursuant to the Amendment, Wells Fargo provided the Company with a $5,000 term loan (the “Wells Fargo Term Loan”). The Credit Agreement was filed as an exhibit to our Annual Report on Form 10-K for the year ended September 30, 2012. | |||||||||||||
The 2012 Credit Facility contains customary affirmative, negative and financial covenants. The 2012 Credit Facility requires that we maintain a fixed charge coverage ratio of not less than 1.0:1.0 at any time that our aggregate amount of unrestricted cash and cash equivalents on hand plus Excess Availability (as defined in the Credit Agreement) is less than $20,000 or Excess Availability is less than $7,500. | |||||||||||||
Borrowings under the 2012 Credit Facility may not exceed a “borrowing base” that is determined monthly by our lenders based on available collateral, primarily certain accounts receivables and inventories. Under the terms of the 2012 Credit Facility, amounts outstanding other than amounts outstanding on the Wells Fargo Term Loan bear interest at a per annum rate equal to a Daily Three Month LIBOR (as defined in the Credit Agreement), plus an interest rate margin, which is determined quarterly, based on the following thresholds: | |||||||||||||
Level | Thresholds | Interest Rate Margin | |||||||||||
I | Liquidity ≤ $20,000 at any time during the period; or Excess Availability ≤ $7,500 at any time during the period; or Fixed charge coverage ratio < 1.0:1.0 | 4.00 percentage points | |||||||||||
II | Liquidity > $20,000 at all times during the period; and Liquidity ≤ $30,000 at any time during the period; and Excess Availability $7,500; and Fixed charge coverage ratio ≥ 1.0:1.0 | 3.50 percentage points | |||||||||||
III | Liquidity > $30,000 at all times during the period | 3.00 percentage points | |||||||||||
While borrowings under the Wells Fargo Term Loan bear interest at a per annum rate equal to Daily Three Month LIBOR plus 6.00%, the Company and Wells Fargo entered into an interest rate swap agreement on March 1, 2013, whereby the Company has caused the interest rate for borrowings under the Wells Fargo Term Loan to be fixed at 7.00% per annum. Interest is payable in monthly installments over a 24-month period. The Company may prepay the Wells Fargo Term Loan in part or in whole prior to its stated maturity upon the payment of the outstanding principal amount, accrued but unpaid interest and prepayment fees. | |||||||||||||
In addition, under the 2012 Credit Facility, we are charged monthly in arrears for (1) an unused commitment fee of 0.50% per annum, (2) a collateral monitoring fee ranging from $1 to $2, based on the then-applicable interest rate margin, (3) a letter of credit fee based on the then-applicable interest rate margin and (4) certain other fees and charges as specified in the Credit Agreement. | |||||||||||||
The 2012 Credit Facility is guaranteed by our subsidiaries and secured by first priority liens on substantially all of our subsidiaries’ existing and future acquired assets, exclusive of collateral provided to our surety providers. The 2012 Credit Facility also restricts us from paying cash dividends and places limitations on our ability to repurchase our common stock. On February 13, 2013, we repaid the remaining $10,000 of principal on the Tontine Term Loan plus accrued interest with existing cash on hand and proceeds from the Wells Fargo Term Loan. | |||||||||||||
At June 30, 2013, we had $14,868 available to us under the 2012 Credit Facility, $7,052 in outstanding letters of credit with Wells Fargo and no outstanding borrowings outside the Wells Fargo Term Loan. The terms surrounding the 2012 Credit Facility agreement with Wells Fargo require that we cash collateralize 100% of our letter of credit balance. As such, we have $7,052 classified as restricted cash within the Balance Sheet as of June 30, 2013. | |||||||||||||
At June 30, 2013, we were subject to the financial covenant under the 2012 Credit Facility requiring that we maintain a fixed charge coverage ratio of not less than 1.0:1.0 at any time that our aggregate amount of unrestricted cash and cash equivalents on hand plus Excess Availability is less than $20,000 or Excess Availability is less than $7,500. As of June 30, 2013, our aggregate amount of unrestricted cash and cash equivalents on hand plus Excess Availability was in excess of $20,000 and Excess Availability was in excess of $7,500; had we not met these thresholds at June 30, 2013, we would not have met the required 1.0:1.0 fixed charge coverage ratio test. | |||||||||||||
While we expect to meet our financial covenants, in the event that we are not able to meet the covenants of our 2012 Credit Facility in the future and are unsuccessful in obtaining a waiver from our lenders, the Company expects to have adequate cash on hand to provide sufficient cash for ongoing operations. | |||||||||||||
The 2006 Revolving Credit Facility | |||||||||||||
On May 12, 2006, we entered into a Loan and Security Agreement (the “Loan and Security Agreement”), for a revolving credit facility (the “2006 Credit Facility”) with Bank of America, N.A. and certain other lenders. | |||||||||||||
Under the terms of the amended 2006 Credit Facility, the size of the facility was reduced to $40,000 and the maturity date was November 12, 2012. On August 9, 2012, the 2006 Credit Facility was replaced by the 2012 Credit Facility. Under the terms of the amended 2006 Credit Facility, we were required to cash collateralize all of our letters of credit issued by the banks. The cash collateral was added to the borrowing base calculation at 100% throughout the term of the agreement. The 2006 Credit Facility required that we maintain a fixed charge coverage ratio of not less than 1.0:1.0 at any time that our aggregate amount of unrestricted cash on hand plus availability was less than $25,000 and, thereafter, until such time as our aggregate amount of unrestricted cash on hand plus availability had been at least $25,000 for a period of 60 consecutive days. The amended Agreement also called for cost of borrowings of 4.0% over LIBOR per annum. Cost for letters of credit was the same as borrowings and also included a 25 basis point “fronting fee.” All other terms and conditions remained unchanged. In connection with the amendment, we incurred an amendment fee of $60 which, together with unamortized balance of the prior amendment was amortized using the straight line method through August 30, 2012. | |||||||||||||
The 2006 Credit Facility was guaranteed by our subsidiaries and secured by first priority liens on substantially all of our subsidiaries’ existing and future acquired assets, exclusive of collateral provided to our surety providers. The 2006 Credit Facility contained customary affirmative, negative and financial covenants. The 2006 Credit Facility also restricted us from paying cash dividends and placed limitations on our ability to repurchase our common stock. | |||||||||||||
Borrowings under the 2006 Credit Facility could not exceed a “borrowing base” that was determined monthly by our lenders based on available collateral, primarily certain accounts receivables and inventories. Under the terms of the 2006 Credit Facility in effect as of August 30, 2012, interest for loans and letter of credit fees was based on our Total Liquidity, which is calculated for any given period as the sum of average daily availability for such period plus average daily unrestricted cash on hand for such period as follows: | |||||||||||||
Annual Interest Rate for | |||||||||||||
Total Liquidity | Annual Interest Rate for Loans | Letters of Credit | |||||||||||
Greater than or equal to $60,000 | LIBOR plus 3.00% or Base Rate plus 1.00% | 3.00% plus 0.25% fronting fee | |||||||||||
Greater than $40,000 and less than $60,000 | LIBOR plus 3.25% or Base Rate plus 1.25% | 3.25% plus 0.25% fronting fee | |||||||||||
Less than or equal to $40,000 | LIBOR plus 3.50% or Base Rate plus 1.50% | 3.50% plus 0.25% fronting fee | |||||||||||
For the nine months ended June 30, 2012, we paid no interest for loans under the 2006 Credit Facility and had a weighted average interest rate, including fronting fees, of 3.75% for letters of credit. In addition, we were charged monthly in arrears (1) an unused commitment fee of 0.50%, and (2) certain other fees and charges as specified in the Loan and Security Agreement, as amended. | |||||||||||||
As of August 9, 2012, we were subject to the financial covenant under the 2006 Credit Facility requiring that we maintain a fixed charge coverage ratio of not less than 1.0:1.0 at any time that our aggregate amount of unrestricted cash on hand plus availability was less than $25,000 and, thereafter, until such time as our aggregate amount of unrestricted cash on hand plus availability has been at least $25,000 for a period of 60 consecutive days. As of August 9, 2012, our Total Liquidity was in excess of $25,000. | |||||||||||||
The Tontine Term Loan | |||||||||||||
On December 12, 2007, we entered into the Tontine Term Loan, a $25,000 senior subordinated loan agreement, with Tontine, which the Company terminated and prepaid in full subsequent to the first quarter of fiscal 2013, as further described below. | |||||||||||||
The Tontine Term Loan bore interest at 11.0% per annum and was due on May 15, 2013. Interest was payable quarterly in cash or in-kind at our option. Any interest paid in-kind would bear interest at 11.0% in addition to the loan principal. The Tontine Term Loan was subordinated to the 2012 Credit Facility. The Tontine Term Loan was an unsecured obligation of the Company and its subsidiary borrowers and contained no financial covenants or restrictions on dividends or distributions to stockholders. The Tontine Term Loan was amended on August 9, 2012 in connection with the Company entering into the 2012 Credit Facility. The amendment did not materially impact the Company’s obligations under the Tontine Term Loan. | |||||||||||||
On April 30, 2010, we prepaid $15,000 of principal on the Tontine Term Loan. On May 1, 2010, Tontine assigned the Tontine Term Loan to Tontine Capital Overseas Master Fund II, L.P, also a related party. Pursuant to its terms, we were permitted to repay the Tontine Term Loan at any time prior to the maturity date at par, plus accrued interest without penalty within the restrictions of the 2012 Credit Facility. On February 13, 2013, we repaid the remaining $10,000 of principal on the Tontine Term Loan, plus accrued interest, with existing cash on hand and proceeds from the Wells Fargo Term Loan. | |||||||||||||
Capital Lease | |||||||||||||
The Company leases certain equipment under agreements, which are classified as capital leases and included in property, plant and equipment. Amortization of this equipment for the three and nine months ended June 30, 2013 and 2012 was $46 and $137, respectively. |
Per_Share_Information
Per Share Information | 9 Months Ended | ||||||
Jun. 30, 2013 | |||||||
Per Share Information [Abstract] | ' | ||||||
Per Share Information | ' | ||||||
5. PER SHARE INFORMATION | |||||||
Basic earnings per share is calculated as income (loss) available to common stockholders, divided by the weighted average number of common shares outstanding during the period. If the effect is dilutive, participating securities are included in the computation of basic earnings per share. Our participating securities do not have a contractual obligation to share in the losses in any given period. As a result, these participating securities will not be allocated any losses in the periods of net losses, but will be allocated income in the periods of net income using the two-class method. | |||||||
The following table reconciles the components of the basic and diluted income (loss) per share for the three and nine months ended June 30, 2013 and 2012: | |||||||
Three Months Ended June 30, | |||||||
2013 | 2012 | ||||||
Numerator: | |||||||
Net loss from continuing operations attributable to common shareholders | $ | -725 | $ | -1,213 | |||
Net loss from continuing operations attributable to restricted shareholders | $ | - | $ | - | |||
Net loss from continuing operations | $ | -725 | $ | -1,213 | |||
Net loss from discontinued operations attributable to common shareholders | $ | -413 | $ | -1,963 | |||
Net loss from discontinued operations attributable to restricted shareholders | $ | - | $ | - | |||
Net loss from discontinued operations | $ | -413 | $ | -1,963 | |||
Net loss attributable to common shareholders | $ | -1,138 | $ | -3,176 | |||
Net loss attributable to restricted shareholders | $ | - | $ | - | |||
Net loss | $ | -1,138 | $ | -3,176 | |||
Denominator: | |||||||
Weighted average common shares outstanding — basic | 14,937,434 | 14,642,293 | |||||
Effect of dilutive stock options and non-vested restricted stock | - | - | |||||
Weighted average common and common equivalent shares outstanding — diluted | 14,937,434 | 14,642,293 | |||||
Basic loss per share: | |||||||
Basic loss per share from continuing operations | $ | -0.05 | $ | -0.08 | |||
Basic loss per share from discontinued operations | $ | -0.03 | $ | -0.14 | |||
Basic loss per share | $ | -0.08 | $ | -0.22 | |||
Diluted loss per share: | |||||||
Diluted loss per share from continuing operations | $ | -0.05 | $ | -0.08 | |||
Diluted loss per share from discontinued operations | $ | -0.03 | $ | -0.14 | |||
Diluted loss per share | $ | -0.08 | $ | -0.22 | |||
Nine Months Ended June 30, | |||||||
2013 | 2012 | ||||||
Numerator: | |||||||
Net loss from continuing operations attributable to common shareholders | $ | -1,034 | $ | -2,208 | |||
Net loss from continuing operations attributable to restricted shareholders | $ | - | $ | - | |||
Net loss from continuing operations | $ | -1,034 | $ | -2,208 | |||
Net loss from discontinued operations attributable to common shareholders | $ | -697 | $ | -8,121 | |||
Net loss from discontinued operations attributable to restricted shareholders | $ | - | $ | - | |||
Net loss from discontinued operations | $ | -697 | $ | -8,121 | |||
Net loss attributable to common shareholders | $ | -1,731 | $ | -10,329 | |||
Net loss attributable to restricted shareholders | $ | - | $ | - | |||
Net loss | $ | -1,731 | $ | -10,329 | |||
Denominator: | |||||||
Weighted average common shares outstanding — basic | 14,882,687 | 14,616,513 | |||||
Effect of dilutive stock options and non-vested restricted stock | - | - | |||||
Weighted average common and common equivalent shares outstanding — diluted | 14,882,687 | 14,616,513 | |||||
Basic loss per share: | |||||||
Basic loss per share from continuing operations | $ | -0.07 | $ | -0.15 | |||
Basic loss per share from discontinued operations | $ | -0.05 | $ | -0.56 | |||
Basic loss per share | $ | -0.12 | $ | -0.71 | |||
Diluted loss per share: | |||||||
Diluted loss per share from continuing operations | $ | -0.07 | $ | -0.15 | |||
Diluted loss per share from discontinued operations | $ | -0.05 | $ | -0.56 | |||
Diluted loss per share | $ | -0.12 | $ | -0.71 |
Operating_Segments
Operating Segments | 9 Months Ended | ||||||||||||||||
Jun. 30, 2013 | |||||||||||||||||
Operating Segments [Abstract] | ' | ||||||||||||||||
OPERATING SEGMENTS | ' | ||||||||||||||||
6. OPERATING SEGMENTS | |||||||||||||||||
We manage and measure performance of our business in three distinct operating segments: Communications, Residential and Commercial & Industrial. These segments are reflective of how the Company’s Chief Operating Decision Maker (“CODM”) reviews operating results for the purposes of allocating resources and assessing performance. The Company’s CODM is its Chief Executive Officer. The Communications segment is a nationwide provider of products and services for mission critical infrastructure, such as data centers, of large corporations. The Residential segment is a regional provider of electrical installation services for single-family housing and multi-family apartment complexes. The Commercial & Industrial segment provides electrical design, construction, and maintenance services to the commercial and industrial markets in various regional markets and nationwide in certain areas of expertise, such as the power infrastructure market. | |||||||||||||||||
The accounting policies of the segments are the same as those described in the summary of significant accounting policies. We evaluate performance based on income from operations of the respective business units prior to the allocation of Corporate office expenses. Transactions between segments are eliminated in consolidation. Our Corporate office provides general and administrative as well as support services to our three operating segments. Management allocates costs between segments for selling, general and administrative expenses and depreciation expense. | |||||||||||||||||
Segment information for the three and nine months ended June 30, 2013 and 2012 is as follows: | |||||||||||||||||
Three Months Ended June 30, 2013 | |||||||||||||||||
Commercial & | |||||||||||||||||
Communications | Residential | Industrial | Corporate | Total | |||||||||||||
Revenues | $ | 24,161 | $ | 44,511 | $ | 52,880 | $ | - | $ | 121,552 | |||||||
Cost of services | 19,737 | 37,400 | 48,762 | - | 105,899 | ||||||||||||
Gross profit | 4,424 | 7,111 | 4,118 | - | 15,653 | ||||||||||||
Selling, general and administrative | 3,373 | 6,812 | 3,600 | 2,791 | 16,576 | ||||||||||||
Loss (gain) on sale of assets | - | - | -16 | - | -16 | ||||||||||||
Income (loss) from operations | $ | 1,051 | $ | 299 | $ | 534 | $ | -2,791 | $ | -907 | |||||||
Other data: | |||||||||||||||||
Depreciation and amortization expense | $ | 94 | $ | 340 | $ | 66 | $ | 295 | $ | 795 | |||||||
Capital expenditures | 117 | 135 | 96 | - | 348 | ||||||||||||
Total assets | $ | 22,058 | $ | 40,450 | $ | 54,237 | $ | 34,728 | $ | 151,473 | |||||||
Three Months Ended June 30, 2012 | |||||||||||||||||
Commercial & | |||||||||||||||||
Communications | Residential | Industrial | Corporate | Total | |||||||||||||
Revenues | $ | 31,068 | $ | 35,232 | $ | 49,828 | $ | - | $ | 116,128 | |||||||
Cost of services | 26,839 | 29,655 | 45,378 | - | 101,872 | ||||||||||||
Gross profit | 4,229 | 5,577 | 4,450 | - | 14,256 | ||||||||||||
Selling, general and administrative | 4,219 | 5,163 | 3,788 | 1,786 | 14,956 | ||||||||||||
Loss (gain) on sale of assets | - | 1 | -10 | - | -9 | ||||||||||||
Income (loss) from operations | $ | 10 | $ | 413 | $ | 672 | $ | -1,786 | $ | -691 | |||||||
Other data: | |||||||||||||||||
Depreciation and amortization expense | $ | 66 | $ | 99 | $ | 50 | $ | 303 | $ | 518 | |||||||
Capital expenditures | $ | - | $ | 286 | $ | 49 | $ | 15 | $ | 350 | |||||||
Total assets | $ | 34,240 | $ | 29,201 | $ | 63,465 | $ | 45,199 | $ | 172,105 | |||||||
Nine Months Ended June 30, 2013 | |||||||||||||||||
Commercial & | |||||||||||||||||
Communications | Residential | Industrial | Corporate | Total | |||||||||||||
Revenues | $ | 96,085 | $ | 119,860 | $ | 154,865 | $ | - | $ | 370,810 | |||||||
Cost of services | 78,599 | 99,863 | 142,720 | - | 321,182 | ||||||||||||
Gross profit | 17,486 | 19,997 | 12,145 | - | 49,628 | ||||||||||||
Selling, general and administrative | 10,232 | 18,452 | 10,945 | 8,475 | 48,104 | ||||||||||||
Loss (gain) on sale of assets | - | -21 | -35 | - | -56 | ||||||||||||
Income (loss) from operations | $ | 7,254 | $ | 1,566 | $ | 1,235 | $ | -8,475 | $ | 1,580 | |||||||
Other data: | |||||||||||||||||
Depreciation and amortization expense | $ | 273 | $ | 607 | $ | 182 | $ | 894 | $ | 1,956 | |||||||
Capital expenditures | 223 | 185 | 247 | - | 655 | ||||||||||||
Total assets | $ | 22,058 | $ | 40,450 | $ | 54,237 | $ | 34,728 | $ | 151,473 | |||||||
Nine Months Ended June 30, 2012 | |||||||||||||||||
Commercial & | |||||||||||||||||
Communications | Residential | Industrial | Corporate | Total | |||||||||||||
Revenues | $ | 84,660 | $ | 94,132 | $ | 153,942 | $ | - | $ | 332,734 | |||||||
Cost of services | 72,809 | 79,376 | 139,311 | - | 291,496 | ||||||||||||
Gross profit | 11,851 | 14,756 | 14,631 | - | 41,238 | ||||||||||||
Selling, general and administrative | 10,094 | 14,109 | 12,396 | 5,449 | 42,048 | ||||||||||||
Loss (gain) on sale of assets | -61 | 8 | -112 | - | -165 | ||||||||||||
Income (loss) from operations | $ | 1,818 | $ | 639 | $ | 2,347 | $ | -5,449 | $ | -645 | |||||||
Other data: | |||||||||||||||||
Depreciation and amortization expense | $ | 183 | $ | 271 | $ | 190 | $ | 893 | $ | 1,537 | |||||||
Capital expenditures | $ | 260 | $ | 554 | $ | 54 | $ | 876 | $ | 1,744 | |||||||
Total assets | $ | 34,240 | $ | 29,201 | $ | 63,465 | $ | 45,199 | $ | 172,105 | |||||||
Stockholders_Equity
Stockholders' Equity | 9 Months Ended | ||||||||||||
Jun. 30, 2013 | |||||||||||||
Stockholders' Equity [Abstract] | ' | ||||||||||||
Stockholders' Equity | ' | ||||||||||||
7. STOCKHOLDERS’ EQUITY | |||||||||||||
The 2006 Equity Incentive Plan became effective on May 12, 2006 (as amended, the “2006 Equity Incentive Plan”). The 2006 Equity Incentive Plan provides for grants of stock options as well as grants of stock, including restricted stock. We have approximately 1.0 million shares of common stock authorized for issuance under the 2006 Equity Incentive Plan. | |||||||||||||
Treasury Stock | |||||||||||||
During the nine months ended June 30, 2013, we repurchased 74,760 common shares from our employees to satisfy minimum tax withholding requirements upon the vesting of restricted stock issued under the 2006 Equity Incentive Plan. We issued 203,206 shares out of treasury stock under our share-based compensation programs. Of these shares issued, 48,706 shares were to satisfy phantom stock unit vestings for two members of the Board of Directors whose units vested upon their respective departures from the Board of Directors. | |||||||||||||
During the nine months ended June 30, 2012, we repurchased 34,578 common shares from our employees to satisfy minimum tax withholding requirements upon the vesting of restricted stock issued under the 2006 Equity Incentive Plan, and 27,242 unvested shares were forfeited by former employees and returned to treasury stock. We issued 100,000 shares out of treasury stock under our share-based compensation programs. | |||||||||||||
Restricted Stock | |||||||||||||
Restricted Stock Awards: | |||||||||||||
Fiscal Year | Shares Granted | Weighted Average Fair Value at Date of Grant | Vested | Forfeitures | Shares Outstanding | Expense recognized through June 30, 2013 | |||||||
2008 | 101,650 | $19.17 | 85,750 | 15,900 | - | $1,779 | |||||||
2009 | 185,100 | $8.71 | 146,400 | 38,700 | - | $1,344 | |||||||
2010 | 225,486 | $3.64 | 148,047 | 77,439 | - | $495 | |||||||
2011 | 320,000 | $3.39 | 161,049 | 77,205 | 81,746 | $661 | |||||||
2012 | 107,500 | $2.07 | 33,334 | - | 74,166 | $123 | |||||||
2013 | 12,500 | $5.00 | - | - | 12,500 | $14 | |||||||
During the nine months ended June 30, 2013 and 2012, we recognized $275 and $405, respectively, in compensation expense related to these restricted stock awards. At June 30, 2013, the unamortized compensation cost related to outstanding unvested restricted stock was $298. We expect to recognize $92 of this unamortized compensation expense during the remaining three months of our 2013 fiscal year and $206 thereafter. A summary of restricted stock awards for the years ended September 30, 2013, 2012 and 2011 is provided in the table below: | |||||||||||||
Years Ended September 30, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Unvested at beginning of year | 257,826 | 376,200 | 352,086 | ||||||||||
Granted | 12,500 | 107,500 | 320,000 | ||||||||||
Vested | -101,914 | -192,973 | -165,628 | ||||||||||
Forfeited | - | -32,901 | -130,258 | ||||||||||
Unvested at end of year | 168,412 | 257,826 | 376,200 | ||||||||||
All the restricted shares granted under the 2006 Equity Incentive Plan (vested or unvested) participate in dividends issued to common shareholders, if any. | |||||||||||||
Phantom Stock Units | |||||||||||||
Phantom stock units (“PSUs”) are primarily granted to the members of the Board of Directors as part of their overall compensation. These PSUs are paid via unrestricted stock grants to each director upon their departure from the Board of Directors. We record compensation expense for the full value of the grant on the date of grant. For the nine months ended June 30, 2013 and 2012, we recognized $266 and $34, respectively in compensation expense related to these grants. Two directors departed the Board of Directors during the nine months ended June 30, 2013, resulting in an immediate vesting of 48,706 PSUs. | |||||||||||||
From time to time, PSUs are granted to employees. These PSUs are paid via unrestricted stock grants to each employee upon the satisfaction of the grant terms. We record compensation expense for the PSUs granted to employees over the grant vesting period. For the nine months ended June 30, 2013 and 2012, we recognized $363 and zero, respectively, in compensation expense related to these grants. | |||||||||||||
Stock Options | |||||||||||||
We utilize a binomial option pricing model to measure the fair value of stock options granted. Our determination of fair value of share-based payment awards on the date of grant using an option-pricing model is affected by our stock price as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to, our expected stock price volatility over the term of the awards, the risk-free rate of return, and actual and projected employee stock option exercise behaviors. The expected life of stock options is not considered under the binomial option pricing model that we utilize. The assumptions used in the fair value method calculation for the years ended September 30, 2013, 2012 and 2011 are disclosed in the following table: | |||||||||||||
Years Ended September 30, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Weighted average value per option granted during the period | $ | 3.43 | $ | N/A | $ | 2.05 | |||||||
Dividends (1) | $ | - | $ | N/A | $ | - | |||||||
Stock price volatility (2) | 66.60% | N/A | 69.90% | ||||||||||
Risk-free rate of return | 0.90% | N/A | 1.90% | ||||||||||
Option term | 10.0 years | N/A | 10.0 years | ||||||||||
Expected life | 6.0 years | N/A | 6.0 years | ||||||||||
Forfeiture rate (3) | 10.00% | N/A | 0.00% | ||||||||||
(1) We do not currently pay dividends on our common stock. | |||||||||||||
(2) Based upon the Company's historical volatility. | |||||||||||||
(3) The forfeiture rate for the 2011 options was assumed on the date of grant to be zero based on the limited number of employees who have been awarded stock options. The forfeiture rate for the 2013 options was for a larger number of employees, and based on historical data. | |||||||||||||
Stock-based compensation expense recognized during the period is based on the value of the portion of the share-based payment awards that is ultimately expected to vest during the period. Stock-based compensation expense recognized in the Consolidated Statements of Comprehensive Income is based on awards ultimately expected to vest. We estimate our forfeitures at the time of grant and revise, if necessary, in subsequent periods if actual forfeitures differ from those estimates. | |||||||||||||
The following table summarizes activity under our stock option plans. | |||||||||||||
Weighted Average | |||||||||||||
Shares | Exercise Price | ||||||||||||
Outstanding, September 30, 2010 | 158,500 | $ | 18.66 | ||||||||||
Options granted | 20,000 | 3.24 | |||||||||||
Exercised | - | - | |||||||||||
Forfeited and Cancelled | -158,500 | 18.66 | |||||||||||
Outstanding, September 30, 2011 | 20,000 | $ | 3.24 | ||||||||||
Options granted | - | - | |||||||||||
Exercised | - | - | |||||||||||
Forfeited and Cancelled | - | - | |||||||||||
Outstanding, September 30, 2012 | 20,000 | $ | 3.24 | ||||||||||
Options granted | 150,000 | 5.76 | |||||||||||
Exercised | - | - | |||||||||||
Forfeited and Cancelled | - | - | |||||||||||
Outstanding, June 30, 2013 | 170,000 | $ | 5.46 | ||||||||||
The following table summarizes options outstanding and exercisable at June 30, 2013: | |||||||||||||
Range of Exercise Prices | Outstanding as of June 30, 2013 | Remaining Contractual Life in Years | Weighted-Average Exercise Price | Exercisable as of June 30, 2013 | Weighted-Average Exercise Price | ||||||||
$3.24 | 20,000 | 8.05 | $ | 3.24 | 6,667 | $ | 3.24 | ||||||
$5.76 | 150,000 | 9.83 | $ | 5.76 | - | $ | - | ||||||
170,000 | $ | 5.46 | 6,667 | $ | 3.24 | ||||||||
Our 2011 options vest over a three-year period at a rate of one-third per year upon the annual anniversary date of the grant. Our 2013 options cliff vest at the end of a two year period ending at the anniversary date of the grant. All options expire ten years from the grant date if they are not exercised. Upon exercise of stock options, it is our policy to first issue shares from treasury stock, then to issue new shares. Unexercised stock options expire July 2021 and May 2023. | |||||||||||||
During the nine months ended June 30, 2013 and 2012, we recognized $49 in compensation expense related to these awards. At June 30, 2013, the unamortized compensation cost related to outstanding unvested stock options was $439. We expect to recognize $61 of this unamortized compensation expense during the remaining three months of our 2013 fiscal year, and $378 thereafter. | |||||||||||||
The intrinsic value of stock options outstanding and exercisable was $39 and zero at June 30, 2013 and 2012, respectively. The intrinsic value is calculated as the difference between the fair value as of the end of the period and the exercise price of the stock options. |
Securities_and_Equity_Investme
Securities and Equity Investments | 9 Months Ended | ||||||
Jun. 30, 2013 | |||||||
Securities and Equity Investments [Abstract] | ' | ||||||
Related Party Transaction | ' | ||||||
8. SECURITIES AND EQUITY INVESTMENTS | |||||||
Investment in EnerTech | |||||||
In April 2000, we committed to invest up to $5,000 in EnerTech. As of September 30, 2009, we fulfilled our $5,000 investment under this commitment. As our investment is 2.21% of the overall ownership in EnerTech at June 30, 2013 and September 30, 2012, we account for this investment using the cost method of accounting. EnerTech’s investment portfolio from time to time results in unrealized losses reflecting a possible, other-than-temporary, impairment of our investment. | |||||||
The following table presents the reconciliation of the carrying value and unrealized gains to the fair value of the investment in EnerTech as of June 30, 2013 and September 30, 2012: | |||||||
June 30, | September 30, | ||||||
2013 | 2012 | ||||||
Carrying value | $ | 919 | $ | 919 | |||
Unrealized gains | 128 | 69 | |||||
Fair value | $ | 1,047 | $ | 988 | |||
At each reporting date, the Company performs evaluations of impairment for this investment to determine if any unrealized losses are other-than-temporary. This evaluation considers a number of factors including, but not limited to, the length of time and extent to which the fair value has been less than cost, the financial condition and near term prospects of the issuer and management’s ability and intent to hold the securities until fair value recovers. The assessment of the ability and intent to hold these securities to recovery focuses on liquidity needs, asset and liability management objectives and securities portfolio objectives. Based on the results of this evaluation, we believe the unrealized gain at June 30, 2013 indicated our investment was not impaired. As of June 30, 2013 and September 30, 2012, the carrying value of this investment was $919. See Note 1, “Business” in the Notes to these Consolidated Financial Statements for related disclosures relative to fair value measurements. | |||||||
In June 2012, we received a distribution from Enertech of $84, which was applied as a reduction in the carrying value of the investment. | |||||||
On December 31, 2012, EnerTech’s general partner, with the consent of the fund’s investors, extended the fund through December 31, 2013. The fund will terminate on this date unless extended by the fund’s valuation committee. The fund may be extended for another one-year period through December 31, 2014 with the consent of the fund’s valuation committee. |
Employee_Benefit_Plans
Employee Benefit Plans | 9 Months Ended |
Jun. 30, 2013 | |
Employee Benefit Plans [Abstract] | ' |
401(k) Plan | ' |
9. EMPLOYEE BENEFIT PLANS | |
401(k) Plan | |
In November 1998, we established the Integrated Electrical Services, Inc. 401(k) Retirement Savings Plan (the “401(k) Plan”). All full-time IES employees are eligible to participate on the first day of the month subsequent to completing sixty days of service and attaining age twenty-one. On February 1, 2013, we reinstated the employer match portion of the 401(k) plan. Participants become vested in our matching contributions following three years of service. | |
Executive Savings Plan | |
Under the Executive Deferred Compensation Plan adopted on July 1, 2004 (the “Executive Savings Plan”), certain employees are permitted to defer a portion (up to 75%) of their base salary and/or bonus for a Plan Year. The Compensation Committee of the Board of Directors may, in its sole discretion, credit one or more participants with an employer deferral (contribution) in such amount as the Committee may choose (“Employer Contribution”). The Employer Contribution, if any, may be a fixed dollar amount, a fixed percentage of the participant’s compensation, base salary, or bonus, or a “matching” amount with respect to all or part of the participant’s elective deferrals for such plan year, and/or any combination of the foregoing as the Committee may choose. | |
Post Retirement Benefit Plans | |
Certain individuals at one of the Company’s locations are entitled to receive fixed annual payments that reach a maximum amount, as specified in the related agreements, for a ten year period following retirement or, in some cases, the attainment of 62 years of age. We recognize the unfunded status of the plan as a non-current liability in our Consolidated Balance Sheet. Benefits vest 50% after ten years of service, which increases by 10% per annum until benefits are fully vested after 15 years of service. We had an unfunded benefit liability of $830 and $802 recorded as of June 30, 2013 and 2012, respectively. | |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | ||||||||||||
Jun. 30, 2013 | |||||||||||||
Fair Value Measurements [Abstract] | ' | ||||||||||||
Fair Value Measurements | ' | ||||||||||||
10. FAIR VALUE MEASUREMENTS | |||||||||||||
Fair Value Measurement Accounting | |||||||||||||
Fair value is considered the price to sell an asset, or transfer a liability, between market participants on the measurement date. Fair value measurements assume that the asset or liability is (1) exchanged in an orderly manner, (2) the exchange is in the principal market for that asset or liability, and (3) the market participants are independent, knowledgeable, able and willing to transact an exchange. Fair value accounting and reporting establishes a framework for measuring fair value by creating a hierarchy for observable independent market inputs and unobservable market assumptions and expands disclosures about fair value measurements. Considerable judgment is required to interpret the market data used to develop fair value estimates. As such, the estimates presented herein are not necessarily indicative of the amounts that could be realized in a current exchange. The use of different market assumptions and/or estimation methods could have a material effect on the estimated fair value. | |||||||||||||
We estimate the fair value of our interest rate swap agreement with Wells Fargo to be $19 at June 30, 2013, using Level 2 inputs, including an estimated market valuation from Wells Fargo Bank. | |||||||||||||
We estimate the fair value of the contingent consideration to be $327 at June 30, 2013, using Level 3 inputs, including a discounted revenue projection. The fair value of this contingent liability will vary depending on actual revenues earned. | |||||||||||||
Financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2013, are summarized in the following table by the type of inputs applicable to the fair value measurements: | |||||||||||||
Total Fair Value | Quoted Prices (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable (Level 3) | ||||||||||
Executive savings plan assets | $ | 552 | $ | 552 | $ | - | $ | - | |||||
Executive savings plan liabilities | -438 | -438 | - | - | |||||||||
Interest rate swap agreement | 19 | - | 19 | - | |||||||||
Contingent consideration agreement | -327 | - | - | -327 | |||||||||
Total | $ | -194 | $ | 114 | $ | 19 | $ | -327 | |||||
The table below presents a reconciliation of the fair value of our contingent consideration obligation, which uses significant unobservable inputs (level 3) (in thousands). | |||||||||||||
Contingent Consideration Agreement | Total | ||||||||||||
Fair Value at September 2012 | $ | - | $ | - | |||||||||
Issuances | 665 | 665 | |||||||||||
Settlements | - | - | |||||||||||
Adjustments to Fair Value | -338 | -338 | |||||||||||
Fair Value at June 30, 2013 | $ | 327 | $ | 327 | |||||||||
Below is a description of the inputs used to value the assets summarized in the preceding table: | |||||||||||||
Level 1 — Inputs represent unadjusted quoted prices for identical assets exchanged in active markets. | |||||||||||||
Level 2 — Inputs include directly or indirectly observable inputs other than Level 1 inputs such as quoted prices for similar assets exchanged in active or inactive markets; quoted prices for identical assets exchanged in inactive markets; and other inputs that are considered in fair value determinations of the assets. | |||||||||||||
Level 3 — Inputs include unobservable inputs used in the measurement of assets. Management is required to use its own assumptions regarding unobservable inputs because there is little, if any, market activity in the assets or related observable inputs that can be corroborated at the measurement date. | |||||||||||||
Commitments_And_Contingencies
Commitments And Contingencies | 9 Months Ended |
Jun. 30, 2013 | |
Commitments And Contingencies [Abstract] | ' |
Legal Matters | ' |
11. COMMITMENTS AND CONTINGENCIES | |
Legal Matters | |
From time to time we are a party to various claims, lawsuits and other legal proceedings that arise in the ordinary course of business. We maintain various insurance coverages to minimize financial risk associated with these proceedings. None of these proceedings, separately or in the aggregate, are expected to have a material adverse effect on our financial position, results of operations or cash flows. With respect to all such proceedings, we record reserves when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. We expense routine legal costs related to these proceedings as they are incurred. | |
The following is a discussion of our significant legal matters: | |
Ward Transformer Site | |
One of our subsidiaries has been identified as one of more than 200 potentially responsible parties (“PRPs”) with respect to the clean-up of an electric transformer resale and reconditioning facility, known as the Ward Transformer Site, located in Raleigh, North Carolina. The facility built, repaired, reconditioned and sold electric transformers from approximately 1964 to 2005. We did not own or operate the facility but a subsidiary that we acquired in January 1999 is believed to have sent transformers to the facility during the 1990s. During the course of its operation, the facility was contaminated by Polychlorinated Biphenyls (“PCBs”), which also have been found to have migrated off the site. Based on our investigation to date, there is evidence to support our defense that our subsidiary contributed no PCB contamination to the site. | |
Four PRPs have commenced clean-up of on-site contaminated soils under an Emergency Removal Action pursuant to a settlement agreement and Administrative Order on Consent entered into between the four PRPs and the U.S. Environmental Protection Agency (“EPA”) in September 2005. We are not a party to that settlement agreement or Order on Consent. In April 2009, two of these PRPs, Carolina Power and Light Company and Consolidation Coal Company, filed suit against us and most of the other PRPs in the U.S. District Court for the Eastern District of North Carolina (Western Division) to contribute to the cost of the clean-up. | |
In addition to the on-site clean-up, the EPA has selected approximately 50 PRPs to which it sent a Special Notice Letter in late 2008 to organize the clean-up of soils off site and address contamination of groundwater and other miscellaneous off-site issues. We were not a recipient of that letter. On January 8, 2013, the EPA held a meeting to discuss potential settlement of its costs associated with the site. The meeting included a number of the defendants, as well as other PRPs not currently in the litigation. The Company was invited to attend this meeting and counsel for the Company attended. The EPA has notified all parties that they must indicate by March 15, 2013 whether they will participate in settlement discussions. This settlement is separate from the 2009 litigation filed by PRPs against the Company and others. The Company notified the EPA that it intends to participate in the settlement discussions. The Company also intends to present to the EPA the evidence developed in litigation to support the argument that the Company did not contribute PCB contamination to the site. The Company tendered a demand for indemnification to the former owner of the acquired corporation that may have transacted business with the facility. As of June 30, 2013, we have not recorded a reserve for this matter, as we believe the likelihood of our responsibility for damages is not probable and a potential range of exposure is not estimable. | |
Hamilton Wage and Hour | |
On August 29, 2012, the Company was served with a wage and hour suit seeking class action certification. On December 4, 2012, the Company was served with a second suit, which included the same allegations but different named plaintiffs. On June 24, 2013, the Company was served with a third lawsuit, again alleging the same claims but with different plaintiffs. Each of these cases is among several others filed by Plaintiffs’ attorney against contractors working in the Port Arthur, Texas Motiva plant on various projects over the last few years. The claims are based on alleged failure to compensate for time spent bussing to and from the plant, donning safety wear and other activities. It does not appear the Company will face significant exposure for any unpaid wages. In a separate earlier case based on the same allegations, a federal district court ruled that the time spent traveling on the busses is not compensable. In early January 2013, the U.S. Court of Appeals for the Fifth Circuit upheld the district court’s ruling finding no liability for wages for time spent bussing into the facility. Our investigation indicates that all other activities alleged either were inapplicable to the Company’s employees or took place during times for which the Company’s employees were compensated. We have filed responsive pleadings and, following initial discovery, will seek dismissal of the case through summary judgment. As of June 30, 2013, we have not recorded a reserve for this matter, as we believe the likelihood of our responsibility for damages is not probable and a potential range of exposure is not estimable. | |
Risk-Management | |
We retain the risk for workers’ compensation, employer’s liability, automobile liability, general liability and employee group health claims, resulting from uninsured deductibles per accident or occurrence which are subject to annual aggregate limits. Our general liability program provides coverage for bodily injury and property damage. Losses up to the deductible amounts are accrued based upon our known claims incurred and an estimate of claims incurred but not reported. As a result, many of our claims are effectively self-insured. Many claims against our insurance are in the form of litigation. At June 30, 2013, we had $3,858 accrued for insurance liabilities. We are also subject to construction defect liabilities, primarily within our Residential segment. As of June 30, 2013, we had $543 reserved for these claims. | |
Some of the underwriters of our casualty insurance program require us to post letters of credit as collateral. This is common in the insurance industry. To date, we have not had a situation where an underwriter has had reasonable cause to effect payment under a letter of credit. At June 30, 2013, $6,852 of our outstanding letters of credit were utilized to collateralize our insurance program. | |
Surety | |
Many customers, particularly in connection with new construction, require us to post performance and payment bonds issued by a surety. Those bonds provide a guarantee to the customer that we will perform under the terms of our contract and that we will pay our subcontractors and vendors. If we fail to perform under the terms of our contract or to pay subcontractors and vendors, the customer may demand that the surety make payments or provide services under the bond. We must reimburse the sureties for any expenses or outlays they incur on our behalf. To date, we have not been required to make any reimbursements to our sureties for bond-related costs. | |
As is common in the surety industry, sureties issue bonds on a project-by-project basis and can decline to issue bonds at any time. We believe that our relationships with our sureties will allow us to provide surety bonds as they are required. However, current market conditions, as well as changes in our sureties' assessment of our operating and financial risk, could cause our sureties to decline to issue bonds for our work. If our sureties decline to issue bonds for our work, our alternatives would include posting other forms of collateral for project performance, such as letters of credit or cash, seeking bonding capacity from other sureties, or engaging in more projects that do not require surety bonds. In addition, if we are awarded a project for which a surety bond is required but we are unable to obtain a surety bond, the result can be a claim for damages by the customer for the costs of replacing us with another contractor. | |
As of June 30, 2013, the estimated cost to complete our bonded projects was approximately $49,522. We evaluate our bonding requirements on a regular basis, including the terms offered by our sureties. We believe the bonding capacity presently provided by our current sureties is adequate for our current operations and will be adequate for our operations for the foreseeable future. As of June 30, 2013, we had cash totaling $999 to collateralize our obligations to certain of our previous sureties (as is included in Other Non-Current Assets in our Consolidated Balance Sheet). Posting letters of credit in favor of our sureties reduces the borrowing availability under our 2012 Credit Facility. | |
On May 7, 2013, the Company and certain of its current and future subsidiaries and affiliates entered into a new agreement of indemnity (the “Surety Agreement”) with certain entities affiliated with Suremerica Surety Underwriting Services, LLC (“Suremerica”). Pursuant to the Surety Agreement, we have agreed to assign to Suremerica, among other things, as collateral to secure our obligations under the Surety Agreement, our rights, title and interest in, and all accounts receivable and related proceeds arising pursuant to, any contract bonded by Suremerica on our behalf. Further, under the Surety Agreement, we have also agreed that, upon written demand, we will deposit with Suremerica, as additional collateral, an amount determined by Suremerica to be sufficient to discharge any claim made against Suremerica on a bond issued on our behalf. | |
Other Commitments and Contingencies | |
Some of our customers and vendors require us to post letters of credit as a means of guaranteeing performance under our contracts and ensuring payment by us to subcontractors and vendors. If our customer has reasonable cause to effect payment under a letter of credit, we would be required to reimburse our creditor for the letter of credit. At June 30, 2013, $200 of our outstanding letters of credit were to collateralize our vendors. | |
On January 9, 2012, we entered into a settlement agreement with regard to $2,000 of collateral held by a surety who previously issued construction payment and performance bonds for us. The agreement called for a total settlement of $2,200 to be paid in monthly installments through February 2013. We received installments totaling $175 through April 2012; however, the surety then failed to make any payments from April 2012 to August 2012. We filed a motion to enter judgment on the note, and then on August 7, 2012, reached a new payment agreement with the surety. The amended agreement provided for additional collateral and called for the total settlement amount of $2,025 ($2,200 less the $175 already received) to be paid in monthly installments beginning September 30, 2012 through July 2014 with an interest rate of 12%. The surety subsequently negotiated a postponement of the initial installment and began payments with $50 tendered on October 31, 2012 and a second payment of $50 tendered in early December 2012. The surety then requested another postponement and amendment to the payment agreement to modify payment dates based on the production rates of the surety’s investment in a coal mining operation. On January 2, 2013, the Company tendered a notice of default to the surety and its coal mining operations, which make up the additional collateral negotiated in the first amendment to the settlement agreement. Given the surety’s failure to make the payments due on December 31, 2012, and January 31, 2013, and its continued attempts to restructure the underlying settlement agreement, the Company concluded the collection of the receivable was not probable as of December 31, 2012, and recorded a reserve in the amount $1,725, bringing the receivable’s net carrying value to zero. The charge was recorded as other expense within our Consolidated Statements of Comprehensive Income and the reserve was recorded within our current assets within the Consolidated Balance Sheet. | |
On March 8, 2013, the Company issued a notice of acceleration of the promissory notes signed by the two mining companies which formed the collateral supporting the amended payment agreement, and then filed suit a week later to enforce the acceleration. On April 17, 2013, the Company filed the necessary documents to domesticate the agreed judgment against the surety in Virginia. Following these two actions, the surety proposed a new payment agreement. After negotiations, the Company entered an amended agreement with all defendants in exchange for payment of $300, which was received on June 24, 2013. The amended agreement provides for additional monthly installments, with final payment due June 30, 2014. The first two such installments, totaling in aggregate $100, were received in full following June 30, 2013. If the defendants default on any further installments under the agreement, the Company will move forward with the collection activities that led to the June amendment and payment. The extent of recovery of the remaining balance, if any, cannot be determined. However, the possibility of a partial or full recovery exists as IES aggressively pursues the collection of the collateral. We have classified the $300 received in June 2013 as other income within our Consolidated Statements of Comprehensive Income. Additionally, any subsequent recovery will be included in other income. | |
Between October 2004 and September 2005, we sold all or substantially all of the assets of certain of our wholly-owned subsidiaries. As these sales were assets sales, rather than stock sales, we may be required to fulfill obligations that were assigned or sold to others, if the purchaser is unwilling or unable to perform the transferred liabilities. If this were to occur, we would seek reimbursement from the purchasers. These potential liabilities will continue to diminish over time. To date, we have not been required to perform on any projects sold under this divestiture program. | |
From time to time, we may enter into firm purchase commitments for materials such as copper or aluminum wire which we expect to use in the ordinary course of business. These commitments are typically for terms less than one year and require us to buy minimum quantities of materials at specific intervals at a fixed price over the term. As of June 30, 2013, we had no such open purchase commitments. | |
Discontinued_Operations
Discontinued Operations | 9 Months Ended | |||||||||
Jun. 30, 2013 | ||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||||
Disposal Groups, Including Discontinued Operations, Disclosure | ' | |||||||||
12. DISCONTINUED OPERATIONS | ||||||||||
In 2011, we initiated the closure of all or portions of our Commercial & Industrial and Communications facilities in Arizona, Florida, Iowa, Louisiana, Maryland, Massachusetts, Nevada and Texas. The closure of these facilities was a key aspect of our commitment to return the Company to profitability and selected based on their business prospects at that time and the extended time frame needed to return the facilities to a profitable position. We substantially concluded the closure of these facilities as of September 30, 2012. Results from operations of these facilities for the three and nine months ended June 30, 2013 and 2012 are presented in our Consolidated Statements of Comprehensive Income as discontinued operations. | ||||||||||
The components of the results of discontinued operations for these facilities are as follows: | ||||||||||
Three Months Ended June 30, | ||||||||||
2013 | 2012 | |||||||||
Revenues | $ | 331 | $ | 3,172 | ||||||
Cost of services | 467 | 4,449 | ||||||||
Gross profit | -136 | -1,277 | ||||||||
Selling, general and administrative | 87 | 569 | ||||||||
(Gain) on sale of assets | - | -3 | ||||||||
Asset Impairment | 200 | - | ||||||||
Restructuring charge | -2 | 153 | ||||||||
Loss from discontinued operations | -421 | -1,996 | ||||||||
(Benefit) provision for income taxes | -8 | -33 | ||||||||
Net loss from discontinued operations | $ | -413 | $ | -1,963 | ||||||
Nine Months Ended June 30, | ||||||||||
2013 | 2012 | |||||||||
Revenues | $ | 1,393 | $ | 14,667 | ||||||
Cost of services | 1,391 | 19,430 | ||||||||
Gross profit | 2 | -4,763 | ||||||||
Selling, general and administrative | 455 | 2,074 | ||||||||
(Gain) loss on sale of assets | -1 | 83 | ||||||||
Asset Impairment | 200 | - | ||||||||
Restructuring charge | 59 | 1,016 | ||||||||
Loss from discontinued operations | -711 | -7,936 | ||||||||
(Benefit) provision for income taxes | -14 | 185 | ||||||||
Net loss from discontinued operations | $ | -697 | $ | -8,121 | ||||||
Included in the Consolidated Balance Sheets at June 30, 2013 and September 30, 2012 are the following major classes of assets and liabilities associated with discontinued operations: | ||||||||||
June 30, | September 30, | |||||||||
2013 | 2012 | |||||||||
Assets of discontinued operations | $ | 2,434 | $ | 6,127 | ||||||
Liabilities of discontinued operations | $ | 864 | $ | 3,005 |
Business_Combinations
Business Combinations | 9 Months Ended | |||||||||||||||
Jun. 30, 2013 | ||||||||||||||||
BusinessCombinationDescriptionAbstract | ' | |||||||||||||||
BusinessCombinationDisclosureTextBlock | ' | |||||||||||||||
13. BUSINESS COMBINATION | ||||||||||||||||
Acquisition of Assets from the Acro Group | ||||||||||||||||
On February 8, 2013, IES Renewable Energy, LLC (“IES Renewable”), an indirect wholly-owned subsidiary of the Company, entered into an Asset Purchase Agreement with a group of entities operating under the name of the Acro Group: Residential Renewable Technologies, Inc., Energy Efficiency Solar, Inc. and Lonestar Renewable Technologies Acquisition Corp. (collectively, the “Acro Group”). Pursuant to the terms of the Asset Purchase Agreement, the Company agreed to acquire certain assets in connection with the Acro Group’s turn-key residential solar integration business (the “Acquired Assets”). The Acquired Assets include, but are not limited to, assets relating to the Acro Group’s solar installation sales and marketing platform and the backlog of contracts entered into by the Acro Group with residential solar customers, which provide for the payment of sales and marketing fees in connection with the sale, installation and third-party financing of residential solar equipment. The transaction closed on February 15, 2013 (the “Closing Date”). | ||||||||||||||||
Following consummation of the transaction, IES Residential, Inc. (“IES Residential”), a wholly-owned subsidiary of the Company, began offering full-service residential solar integration services, including design, procurement, permitting, installation, financing services through third parties and warranty services for residential customers. IES Residential had previously provided solar installation subcontracting services to the Acro Group, and as of February 8, 2013, was owed $3,800 for subcontracting services provided up to that date (such balance, as of the day prior to the Closing Date, the “Accounts Receivable Balance”). | ||||||||||||||||
Total consideration received by the Acro Group for the Acquired Assets consists of (i) IES Residential’s release of the Accounts Receivable Balance, (ii) payment by IES Renewable to the Acro Group of a percentage of future gross revenue generated from the Acquired Assets in an amount not to exceed $2,000 over the 12-month period beginning the first full month following the Closing Date, subject to certain reductions as described in the Asset Purchase Agreement, and (iii) $828 representing amounts paid by IES Residential, to the Acro Group to fund certain of its operating expenses between January 4, 2013 and the Closing Date. | ||||||||||||||||
Purchase Price and Fair Value of Assets Acquired and Liabilities Assumed | ||||||||||||||||
The Company accounted for the Transaction under the acquisition method of accounting, which requires recording assets and liabilities at fair value (Level 3). These level 3 fair value assessments were measured based on a third party valuation, utilizing methodologies including discounted cash flow, replacement cost, and excess earnings, which are subject to finalization. The total estimated purchase price was allocated to the tangible assets and separately identifiable intangible assets acquired and liabilities assumed based on their preliminary estimated fair values on the Closing Date. | ||||||||||||||||
The valuations derived from estimated fair value assessments and assumptions used by management are preliminary. While management believes that its preliminary estimates and assumptions underlying the valuations are reasonable, different estimates and assumptions could result in different values being assigned to individual assets acquired and liabilities assumed. The final valuations are pending appraisal valuations of certain tangible and intangible assets acquired, such as property, plant and equipment and technology assets, which may result in adjustments to the preliminary amounts recorded and goodwill, which could be material. The preliminary valuation on the Closing Date was as follows: | ||||||||||||||||
(In thousands, except exchange ratio and per share amounts) | ||||||||||||||||
IES receivable from the Acro Group as of December 31, 2012 (a) | $ | 2,263 | ||||||||||||||
IES deferred cost recorded in connection with transactions with Acro Group between January 1, 2013 and February 15, 2013 | 1,042 | |||||||||||||||
Cash purchase consideration | 828 | |||||||||||||||
Fair value of contingent consideration (b) | 665 | |||||||||||||||
Total consideration transferred | $ | 4,798 | ||||||||||||||
(a) | As of the Closing Date, IES had a receivable from the Acro Group from past transactions between the two companies. This receivable was forgiven by IES as a portion of the consideration paid to acquire the Acro Group assets and liabilities. | |||||||||||||||
(b) | The contingent consideration is based on a formula of the Acro Group's revenue for the first 12 months after February 15, 2013, with a maximum and minimum amount payable by IES. | |||||||||||||||
Total estimate of consideration expected to be transferred | $ | 4,798 | ||||||||||||||
Allocation to fair value of net assets acquired and liabilities assumed: | ||||||||||||||||
Trade receivables | $ | 318 | ||||||||||||||
Prepaid commissions | 46 | |||||||||||||||
Inventory | 16 | |||||||||||||||
Property and equipment | 40 | |||||||||||||||
Order backlog | 350 | |||||||||||||||
Covenant not-to-complete | 140 | |||||||||||||||
Developed technology | 400 | |||||||||||||||
Goodwill (c) | 4,184 | |||||||||||||||
Vacation payable | -26 | |||||||||||||||
Customer incentive payable | -70 | |||||||||||||||
Deferred revenue | -600 | |||||||||||||||
Fair Value of Net Assets Acquired: | $ | 4,798 | ||||||||||||||
(c) | The goodwill is attributable to the workforce of the acquired business and other intangibles that do not qualify for separate recognition. | |||||||||||||||
The Acro Group Results of Operations | ||||||||||||||||
From February 15, 2013 through June 30, 2013, the Company’s acquisition of the assets of the Acro Group contributed $607 of revenue and a net loss of $628, inclusive of $329 of amortization related to intangible assets acquired and $339 of other income due to a reduction to the fair value of contingent consideration. Intangible assets acquired are being amortized over the average useful life of 2.5 years. These amounts are included in the Company’s accompanying statement of comprehensive income for the period ended June 30, 2013. The results of the acquired assets of the Acro Group are included in the Residential segment. | ||||||||||||||||
Supplemental Pro Forma Financial Information | ||||||||||||||||
The following unaudited pro forma information gives effect to the transaction as if it had occurred on October 1, 2011. The unaudited pro forma financial information reflects certain adjustments related to the acquisition, such as (1) to record incremental depreciation expense in connection with fair value adjustments to property and equipment, (2) incremental amortization expense in connection with recording acquired identifiable intangible assets at fair value, (3) to eliminate the impact of historical transactions between IES and the Acro Group that would have been treated as intercompany transactions had the companies been consolidated, and (4) to record the related tax effects. The unaudited pro forma financial information also includes the effect of certain non-recurring items as of October 1, 2011 such as $187 in acquisition related costs incurred during the nine months ended June 30, 2013. The unaudited pro forma financial statements include these acquisition related costs as if they had been incurred on October 1, 2011. The unaudited pro forma financial information is for illustrative purposes only and should not be relied upon as being indicative of the historical results that would have been obtained if the transaction had actually occurred on that date, nor the results of operations in the future. | ||||||||||||||||
The supplemental pro forma results of operations for the three and nine months ended June 30, 2013 and 2012, as if the assets of the Acro Group had been acquired on October 1, 2011, are as follows: | ||||||||||||||||
Unaudited | ||||||||||||||||
Three Months Ended | Three Months Ended | Nine Months Ended | Nine Months Ended | |||||||||||||
30-Jun-13 | 30-Jun-12 | 30-Jun-13 | 30-Jun-12 | |||||||||||||
Revenues | $ | 122 | $ | 118 | $ | 374 | $ | 339 | ||||||||
Net loss from continuing operations | $ | -515 | $ | -1,978 | $ | -2,915 | $ | -6,439 |
Derivative_Instruments
Derivative Instruments | 9 Months Ended | |||||||
Jun. 30, 2013 | ||||||||
DerivativeInstrumentsAndHedgesLiabilitiesAbstract | ' | |||||||
DerivativeInstrumentsAndHedgingActivitiesDisclosureTextBlock | ' | |||||||
14. DERIVATIVE INSTRUMENTS | ||||||||
On March 1, 2013, we entered into an interest rate swap agreement with Wells Fargo in conjunction with our Wells Fargo Term Loan to hedge interest rate risk. Borrowings under the Wells Fargo Term Loan bear interest at a per annum rate equal to Daily Three Month LIBOR plus 6.00%. Our interest rate swap agreement bears interest of 1.00% less the per annum rate equal to Daily Three Month LIBOR, thus mitigating the interest rate risk associated with the Daily Three Month LIBOR and ensuring a fixed rate of 7.00% per annum for borrowings under the Wells Fargo Term Loan. | ||||||||
Our derivative instrument is held at fair value on our consolidated balance sheet. Related cash flows are recorded as operating activities on the consolidated statement of cash flows. Gains and losses related to this derivative instrument will be recognized within other comprehensive income. As of June 30, 2013, the interest rate swap agreement was 100% effective, as interest for both the Wells Fargo Term Loan and interest rate swap agreement is calculated utilizing the Daily Three Month LIBOR rate. | ||||||||
The following table presents the gross fair value of our interest rate swap derivative, and the line items where it appears on our consolidated balance sheet: | ||||||||
June 30, | September 30, | |||||||
2013 | 2012 | |||||||
Assets | ||||||||
Prepaid expenses and other current assets | $ | 19 | $ | - | ||||
Stockholder's equity | ||||||||
Accumulated other comprehensive income | $ | 19 | $ | - | ||||
Subsequent_Events
Subsequent Events | 9 Months Ended | ||||
Jun. 30, 2013 | |||||
Subsequent Events [Abstract] | ' | ||||
SubsequentEventsTextBlock | ' | ||||
15. SUBSEQUENT EVENTS | |||||
The MISCOR Transaction | |||||
On March 13, 2013, the Company entered into the Merger Agreement with MISCOR pursuant to which IES and MISCOR agreed that, subject to the satisfaction of certain closing conditions (including the approval by each company’s stockholders), MISCOR will merge with and into IES as a direct, wholly-owned subsidiary of IES. The transaction is currently expected to close in September 2013. The Merger Agreement provides for the exchange of MISCOR common stock for the right to receive IES common stock, cash, or IES common stock and cash. However, the maximum cash consideration paid to MISCOR shareholders is limited to 50% of the total merger consideration. | |||||
Upon completion of the Merger, the net debt of MISCOR (“MISCOR debt”), as defined in the Merger Agreement, will be retired. Total merger consideration payable to MISCOR shareholders, as defined within the Merger Agreement, is $24,000, less MISCOR debt. However, the Merger Agreement provides for a maximum and minimum IES stock value (collectively the “Collar”). To the extent the value ascribed to IES common stock falls outside the Collar, the merger consideration, as defined within the Merger Agreement, will not equal $24,000. Additionally, the Merger Agreement ascribes certain values to IES common stock, and the MISCOR debt, which may not be equal to the values at closing. As such, total merger consideration will not equal the merger consideration as defined within the Merger Agreement. The differences between the values of IES common stock and MISCOR debt, as measured by the Merger Agreement, and as of the closing date will impact the final merger consideration as follows: | |||||
MISCOR debt | |||||
If MISCOR debt as measured by the Merger Agreement is higher than MISCOR debt as of the closing date, merger consideration will decrease; or | |||||
If MISCOR debt as measured by the Merger Agreement is lower than MISCOR debt as of the closing date, merger consideration will increase. | |||||
Collar | |||||
If IES stock value, as defined within the Merger Agreement, is higher than the Collar, merger consideration will increase; or | |||||
If IES stock value, as defined within the Merger Agreement, is lower than the Collar, merger consideration will decrease. | |||||
IES common stock | |||||
If IES stock value, as defined within the Merger Agreement, is greater than the stock value upon closing, merger consideration will decrease; or | |||||
If IES stock value, as defined within the Merger Agreement, is less than the stock value upon closing, merger consideration will increase. | |||||
Commitment Letter for Acquisition Term Loan | |||||
IES’ obligation to complete the Merger is not conditioned upon its obtaining financing. The Company expects, however, to obtain financing for some or all of the cash component of the merger consideration, the repayment of outstanding MISCOR debt and the transaction expenses associated with the Merger (the “Merger Payments”). On April 10, 2013, the Company entered into a commitment letter with Wells Fargo, pursuant to which Wells Fargo committed to provide the Company, subject to the satisfaction of certain conditions, a new amortizing term loan in a principal amount of up to $14,000 (as amended on July 10, 2013, the “Acquisition Term Loan”) under the 2012 Credit Facility in order to finance the Merger Payments. For a description of the 2012 Credit Facility, please see Note 4, “Debt – The Revolving Credit Facility” in the Notes to these Consolidated Financial Statements. | |||||
Upon entering into the commitment letter, IES incurred an amendment fee in the amount of $37.5. The Acquisition Term Loan, which will mature on August 9, 2016, will be fully reserved from availability under the 2012 Credit Facility and will be subject to principal reduction on a 48-month straight-line amortization. The Acquisition Term Loan will bear interest at a per annum rate equal to the average Daily Three Month LIBOR plus 5.00% for the first year; thereafter, the margin will be determined based on the following grid: | |||||
Average Liquidity | LIBOR Spread | ||||
≤ $20,000 | 5.00% | ||||
≥ $20,000 but < $30,000 | 4.50% | ||||
≥ $30,000 | 4.00% | ||||
Proceeds of the Acquisition Term Loan may be used only to (i) fund Merger Payments, (ii) refinance IES’ existing $5,000 term loan under the 2012 Credit Facility, and (iii) as otherwise may be permitted by Wells Fargo. Except as specified in the Acquisition Term Loan, all other terms, conditions and provisions of the Acquisition Term Loan shall be as set forth in the Credit and Security Agreement for the 2012 Credit Facility. | |||||
Strategic_Actions_Tables
Strategic Actions (Tables) | 9 Months Ended | |||||||||||||
Jun. 30, 2013 | ||||||||||||||
Strategic Actions [Abstract] | ' | |||||||||||||
Schedule of Restructuring and Related Costs | ' | |||||||||||||
Severance | Consulting | Lease Termination | ||||||||||||
Charges | Charges | & Other Charges | Total | |||||||||||
Restructuring liability at September 30, 2012 | $ | 201 | $ | 10 | $ | 329 | $ | 539 | ||||||
Restructuring charges (reversals) incurred | -4 | 63 | - | 59 | ||||||||||
Cash payments made | -22 | -73 | -147 | -242 | ||||||||||
Restructuring liability at June 30, 2013 | $ | 175 | $ | - | $ | 182 | $ | 356 |
Debt_Tables
Debt (Tables) | 9 Months Ended | ||||||||||||
Jun. 30, 2013 | |||||||||||||
Debt [Abstract] | ' | ||||||||||||
Schedule of Debt | ' | ||||||||||||
June 30, | September 30, | ||||||||||||
2013 | 2012 | ||||||||||||
Tontine Term Loan, due May 15, 2013, bearing interest at 11.00% | $ | - | $ | 10,000 | |||||||||
Wells Fargo Term Loan, paid in installments thru Feb 12, 2015, bearing interest at 6% + 3 Month LIBOR | 4,167 | - | |||||||||||
Insurance Financing Agreements, bearing interest between 1.99% and 2.75% | 601 | 196 | |||||||||||
Capital leases and other | 97 | 284 | |||||||||||
Total debt | 4,865 | 10,480 | |||||||||||
Less — Short-term debt and current maturities of long-term debt | -3,198 | -10,456 | |||||||||||
Total long-term debt | $ | 1,667 | $ | 24 | |||||||||
Future Payments on Debt | ' | ||||||||||||
Capital Leases and Other | Insurance Financing | ||||||||||||
Term Debt | Total | ||||||||||||
2013 | 79 | 601 | 625 | 1,305 | |||||||||
2014 | 26 | - | 2,500 | 2,526 | |||||||||
2015 | - | - | 1,042 | 1,042 | |||||||||
2016 | - | - | - | - | |||||||||
Thereafter | - | - | - | - | |||||||||
Less: Imputed Interest | -8 | - | - | -8 | |||||||||
Total | $ | 97 | $ | 601 | $ | 4,167 | $ | 4,865 | |||||
2012 Credit Facility Thresholds | ' | ||||||||||||
Level | Thresholds | Interest Rate Margin | |||||||||||
I | Liquidity ≤ $20,000 at any time during the period; or Excess Availability ≤ $7,500 at any time during the period; or Fixed charge coverage ratio < 1.0:1.0 | 4.00 percentage points | |||||||||||
II | Liquidity > $20,000 at all times during the period; and Liquidity ≤ $30,000 at any time during the period; and Excess Availability $7,500; and Fixed charge coverage ratio ≥ 1.0:1.0 | 3.50 percentage points | |||||||||||
III | Liquidity > $30,000 at all times during the period | 3.00 percentage points | |||||||||||
2006 Credit Facility Thresholds | ' | ||||||||||||
Annual Interest Rate for | |||||||||||||
Total Liquidity | Annual Interest Rate for Loans | Letters of Credit | |||||||||||
Greater than or equal to $60,000 | LIBOR plus 3.00% or Base Rate plus 1.00% | 3.00% plus 0.25% fronting fee | |||||||||||
Greater than $40,000 and less than $60,000 | LIBOR plus 3.25% or Base Rate plus 1.25% | 3.25% plus 0.25% fronting fee | |||||||||||
Less than or equal to $40,000 | LIBOR plus 3.50% or Base Rate plus 1.50% | 3.50% plus 0.25% fronting fee |
Per_Share_Information_Tables
Per Share Information (Tables) | 9 Months Ended | ||||||
Jun. 30, 2013 | |||||||
Per Share Information [Abstract] | ' | ||||||
Schedule of Earnings Per Share Reconciliation | ' | ||||||
Three Months Ended June 30, | |||||||
2013 | 2012 | ||||||
Numerator: | |||||||
Net loss from continuing operations attributable to common shareholders | $ | -725 | $ | -1,213 | |||
Net loss from continuing operations attributable to restricted shareholders | $ | - | $ | - | |||
Net loss from continuing operations | $ | -725 | $ | -1,213 | |||
Net loss from discontinued operations attributable to common shareholders | $ | -413 | $ | -1,963 | |||
Net loss from discontinued operations attributable to restricted shareholders | $ | - | $ | - | |||
Net loss from discontinued operations | $ | -413 | $ | -1,963 | |||
Net loss attributable to common shareholders | $ | -1,138 | $ | -3,176 | |||
Net loss attributable to restricted shareholders | $ | - | $ | - | |||
Net loss | $ | -1,138 | $ | -3,176 | |||
Denominator: | |||||||
Weighted average common shares outstanding — basic | 14,937,434 | 14,642,293 | |||||
Effect of dilutive stock options and non-vested restricted stock | - | - | |||||
Weighted average common and common equivalent shares outstanding — diluted | 14,937,434 | 14,642,293 | |||||
Basic loss per share: | |||||||
Basic loss per share from continuing operations | $ | -0.05 | $ | -0.08 | |||
Basic loss per share from discontinued operations | $ | -0.03 | $ | -0.14 | |||
Basic loss per share | $ | -0.08 | $ | -0.22 | |||
Diluted loss per share: | |||||||
Diluted loss per share from continuing operations | $ | -0.05 | $ | -0.08 | |||
Diluted loss per share from discontinued operations | $ | -0.03 | $ | -0.14 | |||
Diluted loss per share | $ | -0.08 | $ | -0.22 | |||
Nine Months Ended June 30, | |||||||
2013 | 2012 | ||||||
Numerator: | |||||||
Net loss from continuing operations attributable to common shareholders | $ | -1,034 | $ | -2,208 | |||
Net loss from continuing operations attributable to restricted shareholders | $ | - | $ | - | |||
Net loss from continuing operations | $ | -1,034 | $ | -2,208 | |||
Net loss from discontinued operations attributable to common shareholders | $ | -697 | $ | -8,121 | |||
Net loss from discontinued operations attributable to restricted shareholders | $ | - | $ | - | |||
Net loss from discontinued operations | $ | -697 | $ | -8,121 | |||
Net loss attributable to common shareholders | $ | -1,731 | $ | -10,329 | |||
Net loss attributable to restricted shareholders | $ | - | $ | - | |||
Net loss | $ | -1,731 | $ | -10,329 | |||
Denominator: | |||||||
Weighted average common shares outstanding — basic | 14,882,687 | 14,616,513 | |||||
Effect of dilutive stock options and non-vested restricted stock | - | - | |||||
Weighted average common and common equivalent shares outstanding — diluted | 14,882,687 | 14,616,513 | |||||
Basic loss per share: | |||||||
Basic loss per share from continuing operations | $ | -0.07 | $ | -0.15 | |||
Basic loss per share from discontinued operations | $ | -0.05 | $ | -0.56 | |||
Basic loss per share | $ | -0.12 | $ | -0.71 | |||
Diluted loss per share: | |||||||
Diluted loss per share from continuing operations | $ | -0.07 | $ | -0.15 | |||
Diluted loss per share from discontinued operations | $ | -0.05 | $ | -0.56 | |||
Diluted loss per share | $ | -0.12 | $ | -0.71 |
Operation_Segments_Tables
Operation Segments (Tables) | 9 Months Ended | ||||||||||||||||
Jun. 30, 2013 | |||||||||||||||||
Operating Segments [Abstract] | ' | ||||||||||||||||
Schedule of Segment Reporting Information, by Segment | ' | ||||||||||||||||
Three Months Ended June 30, 2013 | |||||||||||||||||
Commercial & | |||||||||||||||||
Communications | Residential | Industrial | Corporate | Total | |||||||||||||
Revenues | $ | 24,161 | $ | 44,511 | $ | 52,880 | $ | - | $ | 121,552 | |||||||
Cost of services | 19,737 | 37,400 | 48,762 | - | 105,899 | ||||||||||||
Gross profit | 4,424 | 7,111 | 4,118 | - | 15,653 | ||||||||||||
Selling, general and administrative | 3,373 | 6,812 | 3,600 | 2,791 | 16,576 | ||||||||||||
Loss (gain) on sale of assets | - | - | -16 | - | -16 | ||||||||||||
Income (loss) from operations | $ | 1,051 | $ | 299 | $ | 534 | $ | -2,791 | $ | -907 | |||||||
Other data: | |||||||||||||||||
Depreciation and amortization expense | $ | 94 | $ | 340 | $ | 66 | $ | 295 | $ | 795 | |||||||
Capital expenditures | 117 | 135 | 96 | - | 348 | ||||||||||||
Total assets | $ | 22,058 | $ | 40,450 | $ | 54,237 | $ | 34,728 | $ | 151,473 | |||||||
Three Months Ended June 30, 2012 | |||||||||||||||||
Commercial & | |||||||||||||||||
Communications | Residential | Industrial | Corporate | Total | |||||||||||||
Revenues | $ | 31,068 | $ | 35,232 | $ | 49,828 | $ | - | $ | 116,128 | |||||||
Cost of services | 26,839 | 29,655 | 45,378 | - | 101,872 | ||||||||||||
Gross profit | 4,229 | 5,577 | 4,450 | - | 14,256 | ||||||||||||
Selling, general and administrative | 4,219 | 5,163 | 3,788 | 1,786 | 14,956 | ||||||||||||
Loss (gain) on sale of assets | - | 1 | -10 | - | -9 | ||||||||||||
Income (loss) from operations | $ | 10 | $ | 413 | $ | 672 | $ | -1,786 | $ | -691 | |||||||
Other data: | |||||||||||||||||
Depreciation and amortization expense | $ | 66 | $ | 99 | $ | 50 | $ | 303 | $ | 518 | |||||||
Capital expenditures | $ | - | $ | 286 | $ | 49 | $ | 15 | $ | 350 | |||||||
Total assets | $ | 34,240 | $ | 29,201 | $ | 63,465 | $ | 45,199 | $ | 172,105 | |||||||
Nine Months Ended June 30, 2013 | |||||||||||||||||
Commercial & | |||||||||||||||||
Communications | Residential | Industrial | Corporate | Total | |||||||||||||
Revenues | $ | 96,085 | $ | 119,860 | $ | 154,865 | $ | - | $ | 370,810 | |||||||
Cost of services | 78,599 | 99,863 | 142,720 | - | 321,182 | ||||||||||||
Gross profit | 17,486 | 19,997 | 12,145 | - | 49,628 | ||||||||||||
Selling, general and administrative | 10,232 | 18,452 | 10,945 | 8,475 | 48,104 | ||||||||||||
Loss (gain) on sale of assets | - | -21 | -35 | - | -56 | ||||||||||||
Income (loss) from operations | $ | 7,254 | $ | 1,566 | $ | 1,235 | $ | -8,475 | $ | 1,580 | |||||||
Other data: | |||||||||||||||||
Depreciation and amortization expense | $ | 273 | $ | 607 | $ | 182 | $ | 894 | $ | 1,956 | |||||||
Capital expenditures | 223 | 185 | 247 | - | 655 | ||||||||||||
Total assets | $ | 22,058 | $ | 40,450 | $ | 54,237 | $ | 34,728 | $ | 151,473 | |||||||
Nine Months Ended June 30, 2012 | |||||||||||||||||
Commercial & | |||||||||||||||||
Communications | Residential | Industrial | Corporate | Total | |||||||||||||
Revenues | $ | 84,660 | $ | 94,132 | $ | 153,942 | $ | - | $ | 332,734 | |||||||
Cost of services | 72,809 | 79,376 | 139,311 | - | 291,496 | ||||||||||||
Gross profit | 11,851 | 14,756 | 14,631 | - | 41,238 | ||||||||||||
Selling, general and administrative | 10,094 | 14,109 | 12,396 | 5,449 | 42,048 | ||||||||||||
Loss (gain) on sale of assets | -61 | 8 | -112 | - | -165 | ||||||||||||
Income (loss) from operations | $ | 1,818 | $ | 639 | $ | 2,347 | $ | -5,449 | $ | -645 | |||||||
Other data: | |||||||||||||||||
Depreciation and amortization expense | $ | 183 | $ | 271 | $ | 190 | $ | 893 | $ | 1,537 | |||||||
Capital expenditures | $ | 260 | $ | 554 | $ | 54 | $ | 876 | $ | 1,744 | |||||||
Total assets | $ | 34,240 | $ | 29,201 | $ | 63,465 | $ | 45,199 | $ | 172,105 | |||||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 9 Months Ended | ||||||||||||
Jun. 30, 2013 | |||||||||||||
Stockholders' Equity [Abstract] | ' | ||||||||||||
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | ' | ||||||||||||
Restricted Stock Awards: | |||||||||||||
Fiscal Year | Shares Granted | Weighted Average Fair Value at Date of Grant | Vested | Forfeitures | Shares Outstanding | Expense recognized through June 30, 2013 | |||||||
2008 | 101,650 | $19.17 | 85,750 | 15,900 | - | $1,779 | |||||||
2009 | 185,100 | $8.71 | 146,400 | 38,700 | - | $1,344 | |||||||
2010 | 225,486 | $3.64 | 148,047 | 77,439 | - | $495 | |||||||
2011 | 320,000 | $3.39 | 161,049 | 77,205 | 81,746 | $661 | |||||||
2012 | 107,500 | $2.07 | 33,334 | - | 74,166 | $123 | |||||||
2013 | 12,500 | $5.00 | - | - | 12,500 | $14 | |||||||
Schedule Of Unvested Restricted Stock Units Roll Forward | ' | ||||||||||||
Years Ended September 30, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Unvested at beginning of year | 257,826 | 376,200 | 352,086 | ||||||||||
Granted | 12,500 | 107,500 | 320,000 | ||||||||||
Vested | -101,914 | -192,973 | -165,628 | ||||||||||
Forfeited | - | -32,901 | -130,258 | ||||||||||
Unvested at end of year | 168,412 | 257,826 | 376,200 | ||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | ' | ||||||||||||
Years Ended September 30, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Weighted average value per option granted during the period | $ | 3.43 | $ | N/A | $ | 2.05 | |||||||
Dividends (1) | $ | - | $ | N/A | $ | - | |||||||
Stock price volatility (2) | 66.60% | N/A | 69.90% | ||||||||||
Risk-free rate of return | 0.90% | N/A | 1.90% | ||||||||||
Option term | 10.0 years | N/A | 10.0 years | ||||||||||
Expected life | 6.0 years | N/A | 6.0 years | ||||||||||
Forfeiture rate (3) | 10.00% | N/A | 0.00% | ||||||||||
(1) We do not currently pay dividends on our common stock. | |||||||||||||
(2) Based upon the Company's historical volatility. | |||||||||||||
(3) The forfeiture rate for the 2011 options was assumed on the date of grant to be zero based on the limited number of employees who have been awarded stock options. The forfeiture rate for the 2013 options was for a larger number of employees, and based on historical data. | |||||||||||||
Schedule Of Stock Options Roll Forward Table | ' | ||||||||||||
Weighted Average | |||||||||||||
Shares | Exercise Price | ||||||||||||
Outstanding, September 30, 2010 | 158,500 | $ | 18.66 | ||||||||||
Options granted | 20,000 | 3.24 | |||||||||||
Exercised | - | - | |||||||||||
Forfeited and Cancelled | -158,500 | 18.66 | |||||||||||
Outstanding, September 30, 2011 | 20,000 | $ | 3.24 | ||||||||||
Options granted | - | - | |||||||||||
Exercised | - | - | |||||||||||
Forfeited and Cancelled | - | - | |||||||||||
Outstanding, September 30, 2012 | 20,000 | $ | 3.24 | ||||||||||
Options granted | 150,000 | 5.76 | |||||||||||
Exercised | - | - | |||||||||||
Forfeited and Cancelled | - | - | |||||||||||
Outstanding, June 30, 2013 | 170,000 | $ | 5.46 | ||||||||||
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range | ' | ||||||||||||
Range of Exercise Prices | Outstanding as of June 30, 2013 | Remaining Contractual Life in Years | Weighted-Average Exercise Price | Exercisable as of June 30, 2013 | Weighted-Average Exercise Price | ||||||||
$3.24 | 20,000 | 8.05 | $ | 3.24 | 6,667 | $ | 3.24 | ||||||
$5.76 | 150,000 | 9.83 | $ | 5.76 | - | $ | - | ||||||
170,000 | $ | 5.46 | 6,667 | $ | 3.24 | ||||||||
Securities_and_Equity_Investme1
Securities and Equity Investments (Tables) | 9 Months Ended | ||||||
Jun. 30, 2013 | |||||||
Securities and Equity Investments [Abstract] | ' | ||||||
Available for Sales Securities Continuos Unrealized Loss Position | ' | ||||||
June 30, | September 30, | ||||||
2013 | 2012 | ||||||
Carrying value | $ | 919 | $ | 919 | |||
Unrealized gains | 128 | 69 | |||||
Fair value | $ | 1,047 | $ | 988 |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | ||||||||||||
Jun. 30, 2013 | |||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Abstract] | ' | ||||||||||||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | ' | ||||||||||||
Total Fair Value | Quoted Prices (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable (Level 3) | ||||||||||
Executive savings plan assets | $ | 552 | $ | 552 | $ | - | $ | - | |||||
Executive savings plan liabilities | -438 | -438 | - | - | |||||||||
Interest rate swap agreement | 19 | - | 19 | - | |||||||||
Contingent consideration agreement | -327 | - | - | -327 | |||||||||
Total | $ | -194 | $ | 114 | $ | 19 | $ | -327 | |||||
FairValueInstrumentsClassifiedInShareholdersEquityMeasuredOnRecurringBasisUnobservableInputReconciliationTableTextBlock | ' | ||||||||||||
Contingent Consideration Agreement | Total | ||||||||||||
Fair Value at September 2012 | $ | - | $ | - | |||||||||
Issuances | 665 | 665 | |||||||||||
Settlements | - | - | |||||||||||
Adjustments to Fair Value | -338 | -338 | |||||||||||
Fair Value at June 30, 2013 | $ | 327 | $ | 327 |
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 9 Months Ended | |||||||||
Jun. 30, 2013 | ||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||||
Schedule of Discontinued Operations Income Statement and Balance Sheet | ' | |||||||||
Three Months Ended June 30, | ||||||||||
2013 | 2012 | |||||||||
Revenues | $ | 331 | $ | 3,172 | ||||||
Cost of services | 467 | 4,449 | ||||||||
Gross profit | -136 | -1,277 | ||||||||
Selling, general and administrative | 87 | 569 | ||||||||
(Gain) on sale of assets | - | -3 | ||||||||
Asset Impairment | 200 | - | ||||||||
Restructuring charge | -2 | 153 | ||||||||
Loss from discontinued operations | -421 | -1,996 | ||||||||
(Benefit) provision for income taxes | -8 | -33 | ||||||||
Net loss from discontinued operations | $ | -413 | $ | -1,963 | ||||||
Nine Months Ended June 30, | ||||||||||
2013 | 2012 | |||||||||
Revenues | $ | 1,393 | $ | 14,667 | ||||||
Cost of services | 1,391 | 19,430 | ||||||||
Gross profit | 2 | -4,763 | ||||||||
Selling, general and administrative | 455 | 2,074 | ||||||||
(Gain) loss on sale of assets | -1 | 83 | ||||||||
Asset Impairment | 200 | - | ||||||||
Restructuring charge | 59 | 1,016 | ||||||||
Loss from discontinued operations | -711 | -7,936 | ||||||||
(Benefit) provision for income taxes | -14 | 185 | ||||||||
Net loss from discontinued operations | $ | -697 | $ | -8,121 | ||||||
June 30, | September 30, | |||||||||
2013 | 2012 | |||||||||
Assets of discontinued operations | $ | 2,434 | $ | 6,127 | ||||||
Liabilities of discontinued operations | $ | 864 | $ | 3,005 |
Business_Combinations_Tables
Business Combinations (Tables) | 9 Months Ended | |||||||||||||||
Jun. 30, 2013 | ||||||||||||||||
BusinessCombinationDescriptionAbstract | ' | |||||||||||||||
ScheduleOfPurchasePriceAllocationTableTextBlock | ' | |||||||||||||||
(In thousands, except exchange ratio and per share amounts) | ||||||||||||||||
IES receivable from the Acro Group as of December 31, 2012 (a) | $ | 2,263 | ||||||||||||||
IES deferred cost recorded in connection with transactions with Acro Group between January 1, 2013 and February 15, 2013 | 1,042 | |||||||||||||||
Cash purchase consideration | 828 | |||||||||||||||
Fair value of contingent consideration (b) | 665 | |||||||||||||||
Total consideration transferred | $ | 4,798 | ||||||||||||||
(a) | As of the Closing Date, IES had a receivable from the Acro Group from past transactions between the two companies. This receivable was forgiven by IES as a portion of the consideration paid to acquire the Acro Group assets and liabilities. | |||||||||||||||
(b) | The contingent consideration is based on a formula of the Acro Group's revenue for the first 12 months after February 15, 2013, with a maximum and minimum amount payable by IES. | |||||||||||||||
ScheduleOfRecognizedIdentifiedAssetsAcquiredAndLiabilitiesAssumedTableTextBlock | ' | |||||||||||||||
Total estimate of consideration expected to be transferred | $ | 4,798 | ||||||||||||||
Allocation to fair value of net assets acquired and liabilities assumed: | ||||||||||||||||
Trade receivables | $ | 318 | ||||||||||||||
Prepaid commissions | 46 | |||||||||||||||
Inventory | 16 | |||||||||||||||
Property and equipment | 40 | |||||||||||||||
Order backlog | 350 | |||||||||||||||
Covenant not-to-complete | 140 | |||||||||||||||
Developed technology | 400 | |||||||||||||||
Goodwill (c) | 4,184 | |||||||||||||||
Vacation payable | -26 | |||||||||||||||
Customer incentive payable | -70 | |||||||||||||||
Deferred revenue | -600 | |||||||||||||||
Fair Value of Net Assets Acquired: | $ | 4,798 | ||||||||||||||
(c) | The goodwill is attributable to the workforce of the acquired business and other intangibles that do not qualify for separate recognition. | |||||||||||||||
Pro Forma Information [Table Text Block] | ' | |||||||||||||||
Unaudited | ||||||||||||||||
Three Months Ended | Three Months Ended | Nine Months Ended | Nine Months Ended | |||||||||||||
30-Jun-13 | 30-Jun-12 | 30-Jun-13 | 30-Jun-12 | |||||||||||||
Revenues | $ | 122 | $ | 118 | $ | 374 | $ | 339 | ||||||||
Net loss from continuing operations | $ | -515 | $ | -1,978 | $ | -2,915 | $ | -6,439 |
Derivative_Instruments_Tables
Derivative Instruments (Tables) | 9 Months Ended | |||||||
Jun. 30, 2013 | ||||||||
DerivativeInstrumentsAndHedgesLiabilitiesAbstract | ' | |||||||
ScheduleOfDerivativeAssetsAtFairValueTableTextBlock | ' | |||||||
June 30, | September 30, | |||||||
2013 | 2012 | |||||||
Assets | ||||||||
Prepaid expenses and other current assets | $ | 19 | $ | - | ||||
Stockholder's equity | ||||||||
Accumulated other comprehensive income | $ | 19 | $ | - | ||||
Subsequent_Events_Tables
Subsequent Events (Tables) | 9 Months Ended | ||||
Jun. 30, 2013 | |||||
Subsequent Events [Abstract] | ' | ||||
Acquisiton Term Loan Interest Thresholds [Table Text Block] | ' | ||||
Average Liquidity | LIBOR Spread | ||||
≤ $20,000 | 5.00% | ||||
≥ $20,000 but < $30,000 | 4.50% | ||||
≥ $30,000 | 4.00% |
Business_Details
Business (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||||||
In Thousands, unless otherwise specified | Feb. 13, 2013 | 1-May-10 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 | Sep. 30, 2012 | Dec. 12, 2007 | Jun. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2012 | Dec. 10, 2010 | Feb. 28, 2011 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 |
numberoffacilities | numberoffacilities | Tontine Associates [Member] | Commercial Real Estate [Member] | Commercial Real Estate [Member] | Sale of Non-Strategic Manufacturing Facility | Non- Core Electrical Distribution Facility | Communications [Member] | Communications [Member] | Communications [Member] | Communications [Member] | Residential [Member] | Residential [Member] | Residential [Member] | Residential [Member] | Commercial & Industrial [Member] | Commercial & Industrial [Member] | Commercial & Industrial [Member] | Commercial & Industrial [Member] | |||||||
Tontine Associates [Member] | numberoffacilities | numberoffacilities | numberoffacilities | numberoffacilities | numberoffacilities | numberoffacilities | |||||||||||||||||||
Business Transactions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale price of facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $10,086 | $6,676 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain on sale of facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,763 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease expiration date | ' | ' | ' | ' | 31-Mar-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Monthly Lease Payments | ' | ' | ' | ' | ' | ' | ' | ' | 6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease inception date | ' | ' | ' | ' | 1-Apr-12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | 121,552 | 116,128 | 370,810 | 332,734 | ' | ' | ' | ' | ' | ' | ' | 24,161 | 31,068 | 96,085 | 84,660 | 44,511 | 35,232 | 119,860 | 94,132 | 52,880 | 49,828 | 154,865 | 153,942 |
Fair Value | ' | ' | 1,047 | ' | 1,047 | ' | 988 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment of Real Estate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200 | 688 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Tontine - Beginning Balance | ' | ' | ' | ' | ' | ' | ' | 25,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayments of Subordinated Debt | 10,000 | 15,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Tontine - Ending Balance | $0 | ' | ' | ' | ' | ' | ' | $25,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Locations [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of locations | ' | ' | 54 | ' | 54 | ' | ' | ' | ' | ' | ' | ' | ' | 10 | ' | 10 | ' | 26 | ' | 26 | ' | 18 | ' | 18 | ' |
Strategic_Actions_Details
Strategic Actions (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2012 |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Severance Costs | ($4) | ($58) |
Other Restructuring Costs | 63 | 951 |
Loss on Contract Termination | $0 | $124 |
Strategic_Actions_Restructurin
Strategic Actions - Restructuring Costs (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 |
Restructuring and Related Cost [Line Item] | ' | ' | ' | ' |
Restructuring liability Beginning of Period | ' | ' | $539 | ' |
Restructuring charges (benefits) incurred | 2 | -153 | -59 | -1,016 |
Payments for Restructuring | ' | ' | -242 | ' |
Restructuring liability End of Period | 356 | ' | 356 | ' |
Severance Charges | ' | ' | ' | ' |
Restructuring and Related Cost [Line Item] | ' | ' | ' | ' |
Restructuring liability Beginning of Period | ' | ' | 201 | ' |
Restructuring charges (benefits) incurred | ' | ' | 4 | ' |
Payments for Restructuring | ' | ' | -22 | ' |
Restructuring liability End of Period | 175 | ' | 175 | ' |
Consulting Charges | ' | ' | ' | ' |
Restructuring and Related Cost [Line Item] | ' | ' | ' | ' |
Restructuring liability Beginning of Period | ' | ' | 10 | ' |
Restructuring charges (benefits) incurred | ' | ' | -63 | ' |
Payments for Restructuring | ' | ' | -73 | ' |
Restructuring liability End of Period | 0 | ' | 0 | ' |
Lease Termination & Other Charges | ' | ' | ' | ' |
Restructuring and Related Cost [Line Item] | ' | ' | ' | ' |
Restructuring liability Beginning of Period | ' | ' | 329 | ' |
Restructuring charges (benefits) incurred | ' | ' | 0 | ' |
Payments for Restructuring | ' | ' | -147 | ' |
Restructuring liability End of Period | $182 | ' | $182 | ' |
Debt_Details
Debt (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | |||||||
In Thousands, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 | Feb. 12, 2013 | Sep. 30, 2012 | 1-May-10 | Jun. 30, 2012 | Jun. 30, 2013 | Dec. 15, 2011 | Jun. 30, 2013 | Jun. 30, 2013 | Aug. 09, 2012 | Jun. 30, 2013 | Jun. 30, 2013 |
Revolving Credit Facility 2006 [Member] | Revolving Credit Facility 2006 [Member] | Revolving Credit Facility 2006 [Member] | Revolving Credit Facility 2006 [Member] | Revolving Credit Facility 2012 [Member] | Revolving Credit Facility 2012 [Member] | Revolving Credit Facility 2012 [Member] | Revolving Credit Facility 2012 [Member] | Revolving Credit Facility 2012 [Member] | |||||||
Minimum [Member] | Maximum [Member] | ||||||||||||||
Debt [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest expense | $372 | $524 | $1,425 | $1,612 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization Peroid Of Debt Amendment Fee | ' | ' | ' | ' | ' | ' | 200 | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Initiation Date | ' | ' | ' | ' | ' | ' | ' | ' | 15-Dec-11 | ' | ' | 9-Aug-12 | ' | ' | ' |
Revolving credit facility amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40,000 | ' | ' | 30,000 | ' | ' |
Line Of Credit Facility, Expiration Date | ' | ' | ' | ' | ' | ' | ' | ' | 12-Nov-12 | ' | ' | 9-Aug-15 | ' | ' | ' |
Line of Credit Facility, Description | ' | ' | ' | ' | ' | ' | ' | ' | 'Under the terms of the amended 2006 Credit Facility, the size of the facility was reduced to $40,000 and the maturity date was November 12, 2012. On August 9, 2012, the 2006 Credit Facility was replaced by the 2012 Credit Facility. Under the terms of the amended 2006 Credit Facility, we were required to cash collateralize all of our letters of credit issued by the banks. The cash collateral was added to the borrowing base calculation at 100% throughout the term of the agreement. The 2006 Credit Facility required that we maintain a fixed charge coverage ratio of not less than 1.0:1.0 at any time that our aggregate amount of unrestricted cash on hand plus availability was less than $25,000 and, thereafter, until such time as our aggregate amount of unrestricted cash on hand plus availability had been at least $25,000 for a period of 60 consecutive days. The amended Agreement also called for cost of borrowings of 4.0% over LIBOR per annum. Cost for letters of credit was the same as borrowings and also included a 25 basis point bfronting fee.b All other terms and conditions remained unchanged. In connection with the amendment, we incurred an amendment fee of $60 which, together with unamortized balance of the prior amendment was amortized using the straight line method through August 30, 2012. The 2006 Credit Facility was guaranteed by our subsidiaries and secured by first priority liens on substantially all of our subsidiariesb existing and future acquired assets, exclusive of collateral provided to our surety providers. The 2006 Credit Facility contained customary affirmative, negative and financial covenants. The 2006 Credit Facility also restricted us from paying cash dividends and placed limitations on our ability to repurchase our common stock. Borrowings under the 2006 Credit Facility could not exceed a bborrowing baseb that was determined monthly by our lenders based on available collateral, primarily certain accounts receivables and inventories. Under the terms of the 2006 Credit Facility in effect as of August 30, 2012, interest for loans and letter of credit fees was based on our Total Liquidity, which is calculated for any given period as the sum of average daily availability for such period plus average daily unrestricted cash on hand for such period as follows: | ' | ' | 'The 2012 Credit Facility contains customary affirmative, negative and financial covenants. The 2012 Credit Facility requires that we maintain a fixed charge coverage ratio of not less than 1.0:1.0 at any time that our aggregate amount of unrestricted cash and cash equivalents on hand plus Excess Availability (as defined in the Credit Agreement) is less than $20,000 or Excess Availability is less than $7,500. Borrowings under the 2012 Credit Facility may not exceed a bborrowing baseb that is determined monthly by our lenders based on available collateral, primarily certain accounts receivables and inventories. Under the terms of the 2012 Credit Facility, amounts outstanding other than amounts outstanding on the Wells Fargo Term Loan bear interest at a per annum rate equal to a Daily Three Month LIBOR (as defined in the Credit Agreement), plus an interest rate margin, which is determined quarterly, based on the following thresholds: | ' | ' | ' |
Weighted Average Interest Rate For Letters Of Credit | ' | ' | ' | ' | ' | ' | ' | 3.75% | ' | ' | ' | ' | ' | ' | ' |
Outstanding letters of credit collateralized with restricted cash | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,052 | 7,052 | ' | ' | ' |
Unused commitment fee | ' | ' | ' | ' | ' | ' | ' | 0.50% | ' | ' | 0.50% | ' | ' | ' | ' |
Line of Credit Facility, Collateral Fees, Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | 2 |
Restricted Cash and Cash Equivalents | 7,052 | ' | 7,052 | ' | ' | 7,155 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital Leases, Income Statement, Amortization Expense | 46 | 46 | 137 | 137 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Wells Fargo Term Loan | ' | ' | ' | ' | $5,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt_Debt_Reconciliation_Detai
Debt - Debt Reconciliation (Details) (USD $) | Jun. 30, 2013 | Sep. 30, 2012 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Long-term Debt | $4,865 | $10,480 |
Debt, Current | 3,198 | 10,456 |
Long-term Debt, Excluding Current Maturities | 1,667 | 24 |
Capital Lease Obligations [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt | 97 | 284 |
Insurance Financing [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt | 601 | 196 |
Tontine Loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt | 0 | 10,000 |
Wells Fargo Term Loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt | $4,167 | $0 |
Debt_Future_Payment_Details
Debt - Future Payment (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2013 | Sep. 30, 2012 |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | $1,305 | ' |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 2,526 | ' |
Long-term Debt, Maturities, Repayments of Principal in Year Three | 1,042 | ' |
Interest Expense, Long-term Debt | -8 | ' |
Long-term Debt | 4,865 | 10,480 |
Capital Lease Obligations [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | 79 | ' |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 26 | ' |
Interest Expense, Long-term Debt | -8 | ' |
Long-term Debt | 97 | 284 |
Insurance Financing [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | 601 | ' |
Long-term Debt | 601 | 196 |
Medium-term Notes [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | 625 | ' |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 2,500 | ' |
Long-term Debt, Maturities, Repayments of Principal in Year Three | 1,042 | ' |
Long-term Debt | $4,167 | ' |
Debt_Borrowing_Information_Det
Debt - Borrowing Information (Details) | 9 Months Ended |
Jun. 30, 2013 | |
Greater than or equal to $60,000 | ' |
Debt Instrument [Line Items] | ' |
Debt Instrument, Unused Borrowing Capacity, Description | 'Greater than or equal to $60,000 |
Debt Instrument, Description of Variable Rate Basis | 'LIBOR plus 3.00% or Base Rate plus 1.00% |
Line of Credit Facility, Interest Rate Description | '3.00% plus 0.25% fronting fee |
Greater than $40,000 and less than $60,000 | ' |
Debt Instrument [Line Items] | ' |
Debt Instrument, Unused Borrowing Capacity, Description | 'Greater than $40,000 and less than $60,000 |
Debt Instrument, Description of Variable Rate Basis | 'LIBOR plus 3.25% or Base Rate plus 1.25% |
Line of Credit Facility, Interest Rate Description | '3.25% plus 0.25% fronting fee |
Less than or equal to $40,000 | ' |
Debt Instrument [Line Items] | ' |
Debt Instrument, Unused Borrowing Capacity, Description | 'Less than or equal to $40,000 |
Debt Instrument, Description of Variable Rate Basis | 'LIBOR plus 3.50% or Base Rate plus 1.50% |
Line of Credit Facility, Interest Rate Description | '3.50% plus 0.25% fronting fee |
Debt_Borrowing_Thresholds_Deta
Debt - Borrowing Thresholds (Details) | Jun. 30, 2013 |
Level I | ' |
Debt Instrument [Line Items] | ' |
Liquidity is less than or equal to at any time during the period | 'Liquidity b $ $20,000 at any time during the period |
Excess Availability is less than or equal to at any time during the period | 'Excess Availability b $ $7,500 at any time during the period |
Fixed charge coverage ratio is less than | 'Fixed charge coverage ratio < 1:1 |
Percentage points | '4.00 percentage points |
Level II | ' |
Debt Instrument [Line Items] | ' |
Liquidity is greater than at all times during the period | 'Liquidity > $20,000 at all times during the period; and Liquidity b $ $30,000 at any time during the period; and |
Excess availability is | 'Excess Availability b $ $7,500 at any time during the period |
Fixed charge coverage is greater than or equal to | 'Fixed charge coverage ratio b % 1:1 |
Percentage points | '3.50 percentage points |
Level III | ' |
Debt Instrument [Line Items] | ' |
Liquidity is greater than at all times during the period | 'Liquidity > $30,000 at all times during the period |
Percentage points | '3.00 percentage points |
Per_Share_Information_EPS_Deta
Per Share Information EPS (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 |
Net Income (Loss) from Continuing Operations | ' | ' | ' | ' |
Net Income (Loss) from Available to Common Stockholders, Basic | ($725) | ($1,213) | ($1,034) | ($2,208) |
Net income (loss) attributable to restricted shareholders | 0 | 0 | 0 | 0 |
Income (Loss) from Continuing Operations Attributable to Parent | -725 | -1,213 | -1,034 | -2,208 |
Net Income (Loss) from Discontinued Operations | ' | ' | ' | ' |
Net Income (Loss) Available to Common Stockholders | -413 | -1,963 | -697 | -8,121 |
Net income (loss) attributable to restricted shareholders | 0 | 0 | 0 | 0 |
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent | -413 | -1,963 | -697 | -8,121 |
Net Income (Loss) Available to Common Stockholders | -1,138 | -3,176 | -1,731 | -10,329 |
Net income (loss) attributable to restricted shareholders | 0 | 0 | 0 | 0 |
Net Income (Loss) | ($1,138) | ($3,176) | ($1,731) | ($10,329) |
Weighted Average Number of Shares Outstanding, Basic | 14,937,434 | 14,642,293 | 14,882,687 | 14,616,513 |
Effect of dilutive stock options and non-vested restricted stock | 0 | 0 | 0 | 0 |
Weighted Average Number of Shares Outstanding, Diluted | 14,937,434 | 14,642,293 | 14,882,687 | 14,616,513 |
Earnings Per Share, Basic [Abstract] | ' | ' | ' | ' |
Continuing operations | ($0.05) | ($0.08) | ($0.07) | ($0.15) |
Discontinued operations | ($0.03) | ($0.14) | ($0.05) | ($0.56) |
Earnings Per Share, Basic | ($0.08) | ($0.22) | ($0.12) | ($0.71) |
Earnings Per Share, Diluted [Abstract] | ' | ' | ' | ' |
Continuing operations | ($0.05) | ($0.08) | ($0.07) | ($0.15) |
Discontinued operations | ($0.03) | ($0.14) | ($0.05) | ($0.56) |
Earnings Per Share, Diluted | ($0.08) | ($0.22) | ($0.12) | ($0.71) |
Operating_Segments_Details
Operating Segments (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 | Sep. 30, 2012 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues | $121,552 | $116,128 | $370,810 | $332,734 | ' |
Cost of Services | 105,899 | 101,872 | 321,182 | 291,496 | ' |
Gross Profit | 15,653 | 14,256 | 49,628 | 41,238 | ' |
Selling, General and Administrative Expense | 16,576 | 14,956 | 48,104 | 42,048 | ' |
Loss (gain) on sale of assets | -16 | -9 | -56 | -165 | ' |
Operating Income (Loss) | -907 | -691 | 1,580 | -645 | ' |
Depreciation and amortization | 795 | 518 | 1,956 | 1,537 | ' |
Capital Expenditures | 348 | 350 | 655 | 1,744 | ' |
Assets | 151,473 | 172,105 | 151,473 | 172,105 | 164,713 |
Communications | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues | 24,161 | 31,068 | 96,085 | 84,660 | ' |
Cost of Services | 19,737 | 26,839 | 78,599 | 72,809 | ' |
Gross Profit | 4,424 | 4,229 | 17,486 | 11,851 | ' |
Selling, General and Administrative Expense | 3,373 | 4,219 | 10,232 | 10,094 | ' |
Loss (gain) on sale of assets | 0 | 0 | 0 | -61 | ' |
Operating Income (Loss) | 1,051 | 10 | 7,254 | 1,818 | ' |
Depreciation and amortization | 94 | 66 | 273 | 183 | ' |
Capital Expenditures | 117 | 0 | 223 | 260 | ' |
Assets | 22,058 | 34,240 | 22,058 | 34,240 | ' |
Residential | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues | 44,511 | 35,232 | 119,860 | 94,132 | ' |
Cost of Services | 37,400 | 29,655 | 99,863 | 79,376 | ' |
Gross Profit | 7,111 | 5,577 | 19,997 | 14,756 | ' |
Selling, General and Administrative Expense | 6,812 | 5,163 | 18,452 | 14,109 | ' |
Loss (gain) on sale of assets | 0 | 1 | -21 | 8 | ' |
Operating Income (Loss) | 299 | 413 | 1,566 | 639 | ' |
Depreciation and amortization | 340 | 99 | 607 | 271 | ' |
Capital Expenditures | 135 | 286 | 185 | 554 | ' |
Assets | 40,450 | 29,201 | 40,450 | 29,201 | ' |
Commercial & Industrial | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues | 52,880 | 49,828 | 154,865 | 153,942 | ' |
Cost of Services | 48,762 | 45,378 | 142,720 | 139,311 | ' |
Gross Profit | 4,118 | 4,450 | 12,145 | 14,631 | ' |
Selling, General and Administrative Expense | 3,600 | 3,788 | 10,945 | 12,396 | ' |
Loss (gain) on sale of assets | -16 | -10 | -35 | -112 | ' |
Operating Income (Loss) | 534 | 672 | 1,235 | 2,347 | ' |
Depreciation and amortization | 66 | 50 | 182 | 190 | ' |
Capital Expenditures | 96 | 49 | 247 | 54 | ' |
Assets | 54,237 | 63,465 | 54,237 | 63,465 | ' |
Corporate | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues | 0 | 0 | 0 | 0 | ' |
Cost of Services | 0 | 0 | 0 | 0 | ' |
Gross Profit | 0 | 0 | 0 | 0 | ' |
Selling, General and Administrative Expense | 2,791 | 1,786 | 8,475 | 5,449 | ' |
Loss (gain) on sale of assets | 0 | 0 | 0 | 0 | ' |
Operating Income (Loss) | -2,791 | -1,786 | -8,475 | -5,449 | ' |
Depreciation and amortization | 295 | 303 | 894 | 893 | ' |
Capital Expenditures | 0 | 15 | 0 | 876 | ' |
Assets | $34,728 | $45,199 | $34,728 | $45,199 | ' |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 9 Months Ended | 12 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
In Thousands, except Share data, unless otherwise specified | Jun. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2011 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 | Sep. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2012 | Sep. 30, 2014 | Jun. 30, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2012 | Sep. 30, 2014 |
Two Thousand Six Equity Incentive Plan [Member] | Two Thousand Six Equity Incentive Plan [Member] | Phantom Share Units PSU's - BOD [Member] | Phantom Share Units PSU's - BOD [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Phantom Share Units PSU's - Employee | Stock Option [Member] | Stock Option [Member] | Stock Option [Member] | Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares authorized | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares outstanding | 15,105,846 | ' | 14,977,400 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common shares repurchased for tax withholding | ' | ' | ' | ' | 74,760 | 34,578 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unvested shares forfeited | ' | 0 | -32,901 | -130,258 | ' | 27,242 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued under share based compensation program | ' | ' | ' | ' | 203,206 | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Recognized compensation expense | ' | ' | ' | ' | ' | ' | $266 | $34 | ' | $275 | $405 | ' | $363 | ' | $49 | $49 | ' |
Unamortized compensation cost | ' | ' | ' | ' | ' | ' | ' | ' | ' | 298 | ' | ' | ' | ' | 439 | ' | ' |
Compensation expense to be recognized | ' | ' | ' | ' | ' | ' | ' | ' | 92 | ' | ' | 206 | ' | 61 | ' | ' | 378 |
Vested | ' | -101,914 | -192,973 | -165,628 | ' | ' | 48,706 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 150,000 | 150,000 | 0 | 20,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $39 | ' | ' |
Stockholders_Equity_RS_Award_A
Stockholders' Equity RS Award Activity (Details) (USD $) | 12 Months Ended | 12 Months Ended | ||||||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2011 | Sep. 30, 2010 | Sep. 30, 2008 | Sep. 30, 2009 | Sep. 30, 2010 | Sep. 30, 2011 | Sep. 30, 2012 | Sep. 30, 2013 |
Two Thousand Eight [Member] | Two Thousand Nine [Member] | Two Thousand Ten [Member] | Two Thousand Eleven [Member] | Two Thousand Twelve [Member] | Two Thousand Thirteen [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares Granted | 12,500 | 107,500 | 320,000 | ' | 101,650 | 185,100 | 225,486 | 320,000 | 107,500 | 12,500 |
Weighted Average Fair Value at Date of Grant | ' | ' | ' | ' | $19.17 | $8.71 | $3.64 | $3.39 | $2.07 | $5 |
Vested | -101,914 | -192,973 | -165,628 | ' | 85,750 | 146,400 | 148,047 | 161,049 | 33,334 | 0 |
Unvested shares forfeited | 0 | -32,901 | -130,258 | ' | 15,900 | 38,700 | 77,439 | 77,205 | 0 | 0 |
Share outstanding | 168,412 | 257,826 | 376,200 | 352,086 | ' | ' | ' | 81,746 | 74,166 | 12,500 |
Recognized compensation expense | ' | ' | ' | ' | $1,779 | $1,344 | $495 | $661 | $123 | $14 |
Stockholders_Equity_RS_Rollfor
Stockholders' Equity RS Rollforward (Details) | 12 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward] | ' | ' | ' |
Unvested at beginning of year | 257,826 | 376,200 | 352,086 |
Shares Granted | 12,500 | 107,500 | 320,000 |
Vested | -101,914 | -192,973 | -165,628 |
Unvested shares forfeited | 0 | -32,901 | -130,258 |
Unvested at end of year | 168,412 | 257,826 | 376,200 |
Stockholders_Equity_Stock_Valu
Stockholders' Equity Stock Valuations (Details) (USD $) | 12 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ' | ' |
Weighted average value per option granted during the period | $3.43 | $2.05 |
Stock price volatility | 66.60% | 69.90% |
Risk-free rate of return | 0.90% | 1.90% |
Option term | '10 years 0 months 0 days | '10 years 0 months 0 days |
Expected life | '6 years 0 months 0 days | '6 years 0 months 0 days |
Forfeiture rate | 10.00% | 0.00% |
Stockholders_Equity_Stock_Opt_
Stockholders' Equity Stock Opt Rollforward (Details) (USD $) | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2011 | |
Share Based Compensation Arrangement by Share Based Payment Award, Options, Outstanding Roll Forward | ' | ' | ' | ' |
Outstanding (Shares) | 20,000 | 20,000 | 20,000 | 158,500 |
Options granted (Shares) | 150,000 | 150,000 | 0 | 20,000 |
Exercised (Shares) | ' | 0 | 0 | 0 |
Forfeited and Cancelled (Shares) | ' | 0 | 0 | -158,500 |
Outstanding (Shares) | 170,000 | ' | 20,000 | 20,000 |
Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Weighted Average Exercise Price Rollforward [Abstract] | ' | ' | ' | ' |
Outstanding (Weighted Average Price) | $3.24 | $3.24 | $3.24 | $18.66 |
Options granted (Weighted Average Price) | $5.76 | $5.76 | $0 | $3.24 |
Exercised (Weighted Average Price) | ' | $0 | $0 | $0 |
Forfeited and Cancelled (Weighted Average Price) | ' | $0 | $0 | $18.66 |
Outstanding (Weighted Average Price) | $5.46 | ' | $3.24 | $3.24 |
Stockholders_Equity_Options_Ou
Stockholders' Equity Options Outstanding (Details) (USD $) | 9 Months Ended |
Jun. 30, 2013 | |
Three Twenty Four [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Range of Exercise Prices | $3.24 |
Sharebased Compensation Shares Authorized Under Stock Option Plans ExercisePrice Range Outstanding Options Weighted Average Remaining Contractual Term 2 | '8 years 0 months 18 days |
Weighted-Average Exercise Price | $3.24 |
Share Exercisable | 6,667 |
Exercisable Weighted Average Exercise Price | $3.24 |
Five Seventy Six [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Range of Exercise Prices | $5.76 |
Sharebased Compensation Shares Authorized Under Stock Option Plans ExercisePrice Range Outstanding Options Weighted Average Remaining Contractual Term 2 | '9 years 9 months 29 days |
Weighted-Average Exercise Price | $5.76 |
Share Exercisable | 0 |
Exercisable Weighted Average Exercise Price | $0 |
Securities_and_Equity_Investme2
Securities and Equity Investments (Details) (USD $) | Jun. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2012 | Sep. 30, 2009 |
In Thousands, unless otherwise specified | Enertech Capital Partners II L.P. | Enertech Capital Partners II L.P. | ||
Securities and Equity Investments [Abstract] | ' | ' | ' | ' |
Equity Method Investment, Ownership Percentage | 2.21% | ' | ' | ' |
Security And Equity Investment [Line Items] | ' | ' | ' | ' |
Assets Held-for-sale, at Carrying Value | $919 | $919 | ' | $5,000 |
Equity Method Investment, Ownership Percentage | 2.21% | ' | ' | ' |
Receipt Of Distribution Reducing Carrying Value Of Asset | ' | ' | $84 | ' |
Recovered_Sheet1
Securities And Equity Investments Continue (Details) (USD $) | Jun. 30, 2013 | Sep. 30, 2012 |
In Thousands, unless otherwise specified | ||
Investments, Debt and Equity Securities [Abstract] | ' | ' |
Carrying Value | $919 | $919 |
Unrealized Gains (Losses) | 128 | 69 |
Fair Value | $1,047 | $988 |
Employee_Benefit_Plans_Details
Employee Benefit Plans (Details) (USD $) | Jun. 30, 2013 | Jun. 30, 2012 |
In Thousands, unless otherwise specified | years | |
Deferred Compensation Arrangements [Abstract] | ' | ' |
Deferredcompensationarrangementwithindividualsmaximumpercentage | 75.00% | ' |
Post Retirement Benefit Plan [Abstract] | ' | ' |
Defined Benefit Plan Minimum Age | 62 | ' |
Defined Benefit Plan Percentage Vest After Ten Years Of Service | 50.00% | ' |
Denfied Benefits Plan Annual Percentage Vested | 10.00% | ' |
Defined Benefit Plan, Plans with Benefit Obligations in Excess of Plan Assets, Aggregate Benefit Obligation | $830 | $802 |
Employment Contribution Plan - 401(K) [Abstract] | ' | ' |
Defined Benefit Plan Plans Fully Vested Number Of Years | 3 | ' |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | Jun. 30, 2013 |
In Thousands, unless otherwise specified | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
BusinessAcquisitionContingentConsiderationAtFairValue | $665 |
Total Assts And Liabilities Disclosure | -194 |
Executive Savings Plan [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Assets, Fair Value Disclosure | 552 |
Liabilities, Fair Value Disclosure | -438 |
Interest Rate Swap [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
DerivativeFairValueOfDerivativeAsset | 19 |
Contingent Consideration Busines Combination Member [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
BusinessAcquisitionContingentConsiderationAtFairValue | -327 |
Fair Value, Inputs, Level 1 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total Assts And Liabilities Disclosure | 114 |
Fair Value, Inputs, Level 1 [Member] | Executive Savings Plan [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Assets, Fair Value Disclosure | 552 |
Liabilities, Fair Value Disclosure | -438 |
Fair Value, Inputs, Level 2 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total Assts And Liabilities Disclosure | 19 |
Fair Value, Inputs, Level 2 [Member] | Interest Rate Swap [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
DerivativeFairValueOfDerivativeAsset | 19 |
Fair Value, Inputs, Level 3 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total Assts And Liabilities Disclosure | -327 |
Fair Value, Inputs, Level 3 [Member] | Contingent Consideration Busines Combination Member [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
BusinessAcquisitionContingentConsiderationAtFairValue | ($327) |
Fair_Value_Measurements_Unobse
Fair Value Measurements Unobservable Inputs (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2013 | Sep. 30, 2012 |
FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationCalculationRollForward | ' | ' |
FairValueMeasurementWithUnobservableInputsReconciliationsRecurringBasisLiabilityValue | ($327) | $0 |
FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityIssues | 665 | ' |
FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilitySettlements | 0 | ' |
FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityGainLossIncludedInEarnings | -338 | ' |
Fair Value Ending Balance | ($327) | $0 |
Commitments_And_Contingencies_
Commitments And Contingencies (Details) (USD $) | 9 Months Ended | 3 Months Ended | ||||||
In Thousands, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Dec. 31, 2012 | Jun. 24, 2013 | Apr. 30, 2012 |
Ward Transformer Site [Member] | TekWorks [Member] | Surety [Member] | Surety [Member] | Surety [Member] | Surety [Member] | |||
respparties | respparties | |||||||
Site Contingency [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Site Contingency, Number of Other Potentially Responsible Parties, commenced clean up work | ' | ' | 4 | ' | ' | ' | ' | ' |
Loss Contingency, Number of Defendants | ' | ' | 50 | 8 | ' | ' | ' | ' |
Accrued Insurance | $3,858 | ' | ' | ' | ' | ' | ' | ' |
Reserve for construction defect liabilities | 543 | ' | ' | ' | ' | ' | ' | ' |
Estimated cost of completion of bonded project | 49,522 | ' | ' | ' | ' | ' | ' | ' |
Outstanding amount to collateralize our obligations | 999 | ' | ' | ' | ' | ' | ' | ' |
Outstanding letters of credit was to collateralize vendors | 200 | ' | ' | ' | ' | ' | ' | ' |
Settlement agreement with regard to collateral held by a surety | ' | ' | ' | ' | 2,000 | ' | ' | ' |
Loss Contingency, Settlement Agreement, Consideration | ' | ' | ' | ' | 2,200 | ' | ' | ' |
Receipt of payments | ' | ' | ' | ' | ' | ' | 300 | 175 |
Outstanding receivable balance | ' | ' | ' | ' | ' | 0 | ' | ' |
Loss Contingency, Settlement Agreement, Date | ' | ' | ' | ' | '08/07/2012 | ' | ' | ' |
Total settlement to be paid in monthly installments | ' | ' | ' | ' | 2,200 | ' | ' | ' |
Accrued Liability Related To Legal Settlements | 1,425 | 0 | ' | ' | ' | ' | ' | ' |
Loss Contingency, Settlement Agreement, Terms | ' | ' | ' | ' | '. On April 17, 2013, the Company filed the necessary documents to domesticate the agreed judgment against the surety in Virginia. Following these two actions, the surety proposed a new payment agreement. After negotiations, the Company entered an amended agreement with all defendants in exchange for payment of $300, which was received on June 24, 2013. The amended agreement provides for additional monthly installments, with final payment due June 30, 2014. | ' | ' | ' |
ValuationAllowancesAndReservesChargedToCostAndExpense | ' | ' | ' | ' | ' | 1,725 | ' | ' |
Outstanding letters of credit that were utilized as collateral | $6,852 | ' | ' | ' | ' | ' | ' | ' |
Discontinued_Operations_IS_Det
Discontinued Operations IS (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 |
Discontinued Operations and Disposal Groups [Abstract] | ' | ' | ' | ' |
DISCOPS Revenue | $331 | $3,172 | $1,393 | $14,667 |
DISCOPS COGS | 467 | 4,449 | 1,391 | 19,430 |
DISCOPS Gross Profit | -136 | -1,277 | 2 | -4,763 |
DISCOPS SGA | 87 | 569 | 455 | 2,074 |
DISCOPS (Gain) Loss On Sale of Asset | 0 | 3 | 1 | -83 |
Discops Asset Impairment Charges | 200 | 0 | 200 | 0 |
Restructuring Charges | -2 | 153 | 59 | 1,016 |
DISCOPS Interest Expense | 0 | 0 | 0 | 0 |
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax | -421 | -1,996 | -711 | -7,936 |
Discontinued Operation, Tax Effect of Discontinued Operation | -8 | -33 | -14 | 185 |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | ($413) | ($1,963) | ($697) | ($8,121) |
Discontinued_Operations_BS_Det
Discontinued Operations BS (Details) (USD $) | Jun. 30, 2013 | Sep. 30, 2012 |
In Thousands, unless otherwise specified | ||
Discontinued Operations and Disposal Groups [Abstract] | ' | ' |
Assets of Disposal Group, Including Discontinued Operation, Current | $2,434 | $6,127 |
Liabilities of Disposal Group, Including Discontinued Operation, Current | $864 | $3,005 |
Business_Combination_Details
Business Combination (Details) (USD $) | 3 Months Ended | 4 Months Ended | 9 Months Ended | 9 Months Ended | |||||
In Thousands, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2012 | Feb. 15, 2013 | Sep. 30, 2012 | Jun. 30, 2013 | Feb. 08, 2013 |
Business Acquisition Acro Member [Member] | Business Acquisition Acro Member [Member] | ||||||||
BusinessAcquisitionProFormaInformationAbstract | ' | ' | ' | ' | ' | ' | ' | ' | ' |
BusinessAcquisitionsProFormaRevenue | $122 | $118 | $607 | $374 | $339 | ' | ' | ' | ' |
BusinessAcquisitionsProFormaIncomeLossFromContinuingOperationsBeforeChangesInAccountingAndExtraordinaryItemsNetOfTax | -515 | -1,978 | 628 | -2,915 | -6,439 | ' | ' | ' | ' |
Business Acquisditions Pro Forma Amortization For Intangible Assets | ' | ' | 329 | ' | ' | ' | ' | ' | ' |
BusinessAcquisitionPurchasePriceAllocationAbstract | ' | ' | ' | ' | ' | ' | ' | ' | ' |
BusinessAcquisitionPurchasePriceAllocationMethodology | ' | ' | 'The Company accounted for the Transaction under the acquisition method of accounting, which requires recording assets and liabilities at fair value (Level 3). | ' | ' | ' | ' | ' | ' |
BusinessAcquisitionPurchasePriceAllocationStatus | ' | ' | 'The valuations derived from estimated fair value assessments and assumptions used by management are preliminary. While management believes that its preliminary estimates and assumptions underlying the valuations are reasonable, different estimates and assumptions could result in different values being assigned to individual assets acquired and liabilities assumed. The final valuations are pending appraisal valuations of certain tangible and intangible assets acquired, such as property, plant and equipment and technology assets, which may result in adjustments to the preliminary amounts recorded and goodwill, which could be material. | ' | ' | ' | ' | ' | ' |
BusinessAcquisitionLineItems | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Name of Acquired Entity | ' | ' | ' | ' | ' | ' | ' | 'Acro Group | ' |
Business Acquisition, Description of Acquired Entity | ' | ' | ' | ' | ' | ' | ' | 'a group of entities operating under the name of the Acro Group: Residential Renewable Technologies, Inc., Energy Efficiency Solar, Inc. and Lonestar Renewable Technologies Acquisition Corp. | ' |
Business Combination, Reason for Business Combination | ' | ' | ' | ' | ' | ' | ' | 'began offering full-service residential solar integration services, including design, procurement, permitting, installation, financing services through third parties and warranty services for residential customers | ' |
Business Acquisition, Preexisting Relationship, Description | ' | ' | ' | ' | ' | ' | ' | 'IES Residential had previously provided solar installation subcontracting services to the Acro Group | ' |
Date of Acro Acquisition Agreement | ' | ' | ' | ' | ' | ' | ' | 8-Feb-13 | ' |
Date of Acro Acquisition | ' | ' | ' | ' | ' | ' | ' | 15-Feb-13 | ' |
Receivable Owed By Acro Used In Purchase Price | ' | ' | ' | ' | ' | $1,042 | $2,263 | ' | $3,800 |
Business_Combination_Prelimina
Business Combination - Preliminary Valuation (Details) (USD $) | Jun. 30, 2013 | Feb. 15, 2013 | Sep. 30, 2012 |
In Thousands, unless otherwise specified | |||
BusinessAcquisitionPurchasePriceAllocationAbstract | ' | ' | ' |
Receivable Owed By Acro Used In Purchase Price | ' | $1,042 | $2,263 |
BusinessAcquisitionCostOfAcquiredEntityCashPaid | 828 | ' | ' |
BusinessAcquisitionContingentConsiderationAtFairValue | 665 | ' | ' |
BusinessCombinationConsiderationTransferred | $4,798 | ' | ' |
Business_Combination_Fair_Valu
Business Combination - Fair Value Allocation (Details) (USD $) | Jun. 30, 2013 |
In Thousands, unless otherwise specified | |
BusinessAcquisitionPurchasePriceAllocationAbstract | ' |
BusinessCombinationConsiderationTransferred | $4,798 |
Trade Receivable | 318 |
Prepaid Commissions | 46 |
Inventory | 16 |
Property and Equipment | 40 |
Order Backlog | 350 |
Covenant Not-to-Complete | 140 |
Developed Technology | 400 |
Goodwill | 4,184 |
Vacation Payable | -26 |
Customer Incentive Payable | -70 |
Deferred Revenue | -600 |
Fair Value of Net Assets Acquired | $4,798 |
Business_Combination_Pro_Forma
Business Combination - Pro Forma (Details) (USD $) | 3 Months Ended | 4 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2012 |
BusinessAcquisitionProFormaInformationAbstract | ' | ' | ' | ' | ' |
BusinessAcquisitionsProFormaRevenue | $122 | $118 | $607 | $374 | $339 |
BusinessAcquisitionsProFormaIncomeLossFromContinuingOperationsBeforeChangesInAccountingAndExtraordinaryItemsNetOfTax | ($515) | ($1,978) | $628 | ($2,915) | ($6,439) |
Derivative_Instruments_Details
Derivative Instruments (Details) | 9 Months Ended |
Jun. 30, 2013 | |
DerivativeLineItems | ' |
DerivativeDescriptionOfTerms | 'Borrowings under the Wells Fargo Term Loan bear interest at a per annum rate equal to Daily Three Month LIBOR plus 6.00%. Our interest rate swap agreement bears interest of 1.00% less the per annum rate equal to Daily Three Month LIBOR, thus mitigating the interest rate risk associated with the Daily Three Month LIBOR and ensuring a fixed rate of 7.00% per annum |
DerivativeTypeOfInstrument | 'interest rate swap agreement |
DerivativeDescriptionOfObjective | 'to hedge interest rate risk |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Jun. 30, 2013 |
Miscor Debt [Member] | ' |
Subsequent Event [Line Items] | ' |
Subsequent Event Lower Range | 'If MISCOR debt as measured by the Merger Agreement is lower than MISCOR debt as of the closing date, merger consideration will increase. |
Subsequent Event Higher Range | 'If MISCOR debt as measured by the Merger Agreement is higher than MISCOR debt as of the closing date, merger consideration will decrease |
Collar [Member] | ' |
Subsequent Event [Line Items] | ' |
Subsequent Event Lower Range | 'If IES stock value, as defined within the Merger Agreement, is lower than the Collar, merger consideration will decrease |
Subsequent Event Higher Range | 'If IES stock value, as defined within the Merger Agreement, is higher than the Collar, merger consideration will increase |
IES common stock | ' |
Subsequent Event [Line Items] | ' |
Subsequent Event Lower Range | 'If IES stock value, as defined within the Merger Agreement, is less than the stock value upon closing, merger consideration will increase. |
Subsequent Event Higher Range | 'If IES stock value, as defined within the Merger Agreement, is greater than the stock value upon closing, merger consideration will decrease |
Miscor Merger [Member] | ' |
Subsequent Event [Line Items] | ' |
SubsequentEventsDate | 13-Mar-13 |
SubsequentEventDescription | 'On March 13, 2013, the Company entered into the Merger Agreement with MISCOR pursuant to which IES and MISCOR agreed that, subject to the satisfaction of certain closing conditions (including the approval by each companybs stockholders), MISCOR will merge with and into IES as a direct, wholly-owned subsidiary of IES. The transaction is currently expected to close in September 2013. The Merger Agreement provides for the exchange of MISCOR common stock for the right to receive IES common stock, cash, or IES common stock and cash. However, the maximum cash consideration paid to MISCOR shareholders is limited to 50% of the total merger consideration. |
SubsequentEventAmount | 24,000 |
Committment Letter [Member] | ' |
Subsequent Event [Line Items] | ' |
SubsequentEventsDate | 10-Apr-13 |
SubsequentEventDescription | 'the Company entered into a commitment letter with Wells Fargo, pursuant to which Wells Fargo committed to provide the Company, subject to the satisfaction of certain conditions, a new amortizing term loan in a principal amount of up to $14,000 (as amended on July 10, 2013, the bAcquisition Term Loanb) under the 2012 Credit Facility in order to finance the Merger Payments. |
SubsequentEventAmount | 14,000 |
Committment Letter [Member] | Less than $20,000 | ' |
Subsequent Event [Line Items] | ' |
Liquidity Is Less Than | 'Liquidity b $ $20,000 at any time during the period |
Interest Rate Percentage | '5.00 percentage points |
Committment Letter [Member] | Greater than $20,000 but less than $30,000 | ' |
Subsequent Event [Line Items] | ' |
Liquidity Is Greater Than But Less Than | 'Liquidity > $20,000 at all times during the period but Liquidity b $ $30,000 at any time during the period |
Interest Rate Percentage | '4.50 percentage points |
Committment Letter [Member] | Greater than $30,000 | ' |
Subsequent Event [Line Items] | ' |
Liquidity Is Greater Than | 'Liquidity > $30,000 at all times during the period |
Interest Rate Percentage | '4.00 percentage points |