Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended |
Dec. 31, 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 | 31-Dec-13 |
Amendment Flag | 'false |
Document Fiscal Year Focus | '2014 |
Document Fiscal Period Focus | 'Q1 |
Current Fiscal Year End Date | '--09-30 |
Entity Filer Category | 'Non-accelerated Filer |
Entity Common Stock, Shares Outstanding | 17,918,254 |
Entity Well-known Seasoned Issuer | 'No |
Entity Current Reporting Status | 'Yes |
Entity Voluntary Filers | 'No |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS: | ' | ' |
Cash and cash equivalents | $17,253 | $20,757 |
Accounts receivable: | ' | ' |
Trade, net of allowance | 66,530 | 73,540 |
Retainage | 16,498 | 17,473 |
Inventories | 16,652 | 20,147 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 7,559 | 8,336 |
Prepaid expenses and other current assets | 6,603 | 3,772 |
Total current assets | 131,095 | 144,025 |
LONG-TERM RECEIVABLE, net of allowance | 28 | 35 |
PROPERTY AND EQUIPMENT, net | 10,141 | 10,414 |
GOODWILL | 13,924 | 13,924 |
INTANGIBLE ASSETS, net of amortization | 3,978 | 4,138 |
OTHER NON-CURRENT ASSETS, net | 6,056 | 6,716 |
Total assets | 165,222 | 179,252 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ' | ' |
Current maturities of long-term debt | 3,529 | 3,562 |
Accounts payable and accrued expenses | 61,633 | 74,320 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 20,099 | 20,676 |
Total current liabilities | 85,261 | 98,558 |
LONG-TERM DEBT, net of current maturities | 9,333 | 10,210 |
LONG-TERM DEFERRED TAX LIABILITY | 905 | 905 |
OTHER NON-CURRENT LIABILITIES | 7,078 | 7,093 |
Total liabilities | 102,577 | 116,766 |
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 | 182 | 182 |
Treasury stock, at cost, 451,329 and 633,898 shares, respectively | -2,427 | -2,332 |
Additional paid-in capital | 174,649 | 174,514 |
Accumulated other comprehensive income | 12 | 17 |
Retained deficit | -109,771 | -109,895 |
Total stockholders' equity | 62,645 | 62,486 |
Total liabilities and stockholders' equity | $165,222 | $179,252 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Sep. 30, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Consolidated Balance Sheets [Abstract] | ' | ' |
Trade, allowance | $945 | $980 |
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 | 18,203,379 | 18,203,379 |
Common stock, shares outstanding | 17,918,254 | 17,944,322 |
Treasury stock, shares | 285,125 | 259,057 |
Consolidated_Statements_Of_Com
Consolidated Statements Of Comprehensive Income (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | ' | ' |
Revenues | $120,079 | $127,264 |
Cost of services | 101,963 | 109,284 |
Gross profit | 18,116 | 17,980 |
Selling, general and administrative expenses | 17,572 | 14,922 |
(Gain) loss on sale of assets | -41 | -19 |
Income (loss) from operations | 585 | 3,077 |
Interest and other (income) expense: | ' | ' |
Interest expense | 518 | 607 |
Interest income | -1 | -12 |
Other (income) expense, net | -196 | 1,734 |
Interest and other expense, net | 321 | 2,329 |
Income (loss) from operations before income taxes | 264 | 748 |
Provision (benefit) for income taxes | -1 | 115 |
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest | 265 | 633 |
Discontinued operations (Note 4 "Strategic Actions") | ' | ' |
Income (loss) from discontinued operations | -141 | -138 |
Provision (benefit) for income taxes | 0 | -15 |
Net income (loss) from discontinued operations | -141 | -123 |
Net loss | 124 | 510 |
Interest Rate Swap | -12 | 0 |
Comprehensive Income (loss) | ($136) | ($510) |
Basic earnings (loss) per share: | ' | ' |
Continuing operations | $0.02 | $0.04 |
Discontinued operations | ($0.01) | ($0.01) |
Earnings Per Share, Basic | $0.10 | $0.03 |
Diluted earnings (loss) per share: | ' | ' |
Continuing operations | $0.02 | $0.04 |
Discontinued operations | ($0.01) | ($0.01) |
Earnings Per Share, Diluted | $0.10 | $0.03 |
Shares used in the computation of loss per share (Note 6 "Per Share Information"): | ' | ' |
Basic | 17,817,254 | 14,801,903 |
Diluted | 17,898,832 | 14,919,189 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' |
Net loss | $124 | $510 |
Adjustments to reconcile net loss to net cash provided by operating activities: | ' | ' |
Bad debt expense | 45 | -138 |
Deferred financing cost amortization | 127 | 209 |
Depreciation and amortization | 617 | 539 |
Gain on sale of assets | 56 | 14 |
Non-cash compensation expense | 200 | 492 |
Changes in operating assets and liabilities | ' | ' |
Accounts receivable | 7,050 | 3,378 |
Inventories | 3,495 | 2,107 |
Costs and estimated earnings in excess of billings | 777 | 149 |
Prepaid expenses and other current assets | -1,915 | -4,257 |
Other non-current assets | 510 | 199 |
Accounts payable and accrued expenses | -12,684 | 2,426 |
Billings in excess of costs and estimated earnings | -577 | -2,325 |
Other non-current liabilities | -24 | -11 |
Net cash provided by (used in) operating activities | -2,199 | 3,292 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' |
Purchases of property and equipment | -267 | -369 |
Net cash provided by (used in) investing activities | -267 | -369 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' |
Repayments of debt | -877 | -24 |
Purchase of treasury stock | 161 | 346 |
Changes In Restricted Cash | 0 | -409 |
Net cash used in financing activities | -1,038 | -779 |
NET DECREASE IN CASH AND CASH EQUIVALENTS | -3,504 | 2,144 |
CASH AND CASH EQUIVALENTS, beginning of period | 20,757 | 18,729 |
CASH AND CASH EQUIVALENTS, end of period | 17,253 | 20,873 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ' | ' |
Cash paid for interest | 264 | 419 |
Cash paid for income taxes | $95 | $62 |
Business
Business | 3 Months Ended |
Dec. 31, 2013 | |
Business [Abstract] | ' |
Description of the Business | ' |
INTEGRATED ELECTRICAL SERVICES, INC. | |
Notes to Consolidated Financial Statements | |
(All Amounts in Thousands Except Share Amounts) | |
1. BUSINESS | |
Description of the Business | |
Integrated Electrical Services, Inc. is a holding company that owns and manages operating subsidiaries in business activities across a variety of end markets. Our operations are currently organized into four 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 for commercial and industrial projects nationwide. | |
Infrastructure Solutions - Provider of industrial and rail services, and electrical and mechanical solutions to domestic and international customers. (This segment was created in connection with the acquisition of MISCOR Group, LTD. (“MISCOR”)) | |
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. Services offered include the design, installation and maintenance of network infrastructure for numerous industry groups. We provide 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, headquartered in Tempe, Arizona. | |
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 provides 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 segment is comprised of 24 locations, with headquarters in Houston, Texas. Residential locations geographically cover Texas, the Sun-Belt, and the Western and Mid-Atlantic regions of the United States, including Hawaii. | |
Our Commercial & Industrial 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 locations, headquartered in Houston, Texas. 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 provide service, maintenance and 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. | |
Our Infrastructure Solutions segment provides maintenance and repair services to several industries, including electric motor repair and rebuilding for the steel, railroad, marine, petrochemical, pulp and paper, wind energy, mining, automotive and power generation industries. Infrastructure Solutions repairs and manufactures industrial lifting magnets for the steel and scrap industries, provides locomotive maintenance, remanufacturing, and repair services to the rail industry, and manufactures and rebuilds power assemblies, engine parts, and other components for large diesel engines. Infrastructure Solutions is made up of nine total locations, which includes our Infrastructure Solutions headquarters in Ohio. These segment locations geographically cover Alabama, Indiana, Ohio, West Virginia, Maryland and California. | |
Related Party Transactions | |
On December 12, 2007, we entered into the Tontine Term Loan, with Tontine, which the Company terminated and prepaid in full in the second quarter of fiscal 2013. See Note 4, “Debt – The Tontine Term Loan,” for further discussion. | |
On March 29, 2012, we entered into a sublease agreement with Tontine Associates, LLC, an affiliate of Tontine Capital Partners, L.P. (together with its affiliates, “Tontine”), 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. See also Note 2, “Controlling Shareholder,” for further discussion. | |
Basis of Financial Statement Preparation | |
The accompanying unaudited condensed consolidated financial statements include the accounts of IES and its wholly-owned subsidiaries, and have been prepared in accordance with the instructions to interim financial reporting as prescribed by the SEC. These interim financial statements do not include all disclosures required by accounting principles generally accepted in the United States of America, and should be read in the context of the consolidated financial statements and notes thereto filed with the Securities and Exchange Commission (the “SEC”) in our Annual Report on Form 10-K for the year ended September 30, 2013. In the opinion of management, the unaudited condensed consolidated financial statements contained in this report include all known accruals and adjustments necessary for a fair statement of the results of operations for the periods reported herein. All such adjustments are of a normal recurring nature. | |
Fair Value of Financial Instruments | |
Our financial instruments consist of cash and cash equivalents, accounts receivable, notes receivable, investments, accounts payable, a loan agreement, and an interest rate swap agreement. We believe that the carrying value of financial instruments, with the exception of our cost method investment in EnerTech, in the accompanying Consolidated Balance Sheets, approximates their fair value due to their short-term nature. | |
We estimate the fair value of our investment in EnerTech Capital Partners II L.P. (“Enertech”) (Level 3) using quoted market prices for underlying publicly traded securities, and estimated enterprise values determined using cash flow projections and market multiples of the underlying non-public companies. For additional information on our investment in EnerTech, please refer to Note 9, “Securities and Equity Investments”. | |
For a detailed discussion of financial assets and liabilities measured at fair value on a recurring basis, please refer to Note 11, “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. | |
Intangible Assets | |
Intangible assets with definite lives are amortized over their estimated useful lives based on expected economic benefit with no residual value. Customer relationships are amortized assuming gradual attrition. Intangible assets with indefinite lives are not subject to amortization. We perform a test for impairment annually, or more frequently when indicators of impairment are present. | |
Use of Estimates | |
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, intangible assets and long-lived asset impairments and adjustments, allowance for doubtful accounts receivable, stock-based compensation, reserves for legal matters, assumptions regarding estimated costs to exit certain segments, realizability of deferred tax assets, unrecognized tax benefits and self-insured claims liabilities and related reserves. | |
Inventories | |
Inventories generally consist of raw materials, work in process, finished goods, and parts and supplies held for use in the ordinary course of business. Inventory is valued at the lower of cost or market generally using the historical average cost or first-in, first-out (FIFO) method. When circumstances dictate, we write down inventory to its estimated realizable value based on assumptions about future demand, market conditions, plans for disposal, and physical condition of the product. Where shipping and handling costs to receive materials are borne by us, these charges are included in inventory and charged to cost of services upon use in our projects or the providing of services. | |
Cash and Cash Equivalents | |
We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. | |
Comprehensive Income | |
Comprehensive income includes all changes in equity during a period except those resulting from investments by and distributions to stockholders. | |
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, Commercial & Industrial, and Infrastructure Solutions 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. Results for our Infrastructure Solutions segment may be affected by the timing of scheduled outages at our customers’ facilities. Accordingly, operating results for any fiscal period are not necessarily indicative of results that may be achieved for any subsequent fiscal period. | |
New Accounting Pronouncements | |
In February 2013, the FASB issued accounting guidance related to the reporting of amounts reclassified out of accumulated other comprehensive income. This guidance sets forth new disclosure requirements for items reclassified from accumulated other comprehensive income by requiring disclosures for both the changes in accumulated other comprehensive income by component and where the significant items reclassified from accumulated other comprehensive income are classified in the Statements of Consolidated Comprehensive Income. See Note 7, “Other Comprehensive Income”, for further discussion. | |
Controlling_Shareholder
Controlling Shareholder | 3 Months Ended |
Dec. 31, 2013 | |
Controlling Shareholder [Abstract] | ' |
Controlling Shareholder | ' |
2. CONTROLLING SHAREHOLDER | |
At December 31, 2013, Tontine Capital Partners, L.P. together with 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, pursuant to a Registration Rights Agreement between Tontine and the Company, 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 to register Tontine’s shares (as amended, the “Shelf Registration Statement”). The Shelf Registration Statement was declared effective by the SEC on June 18, 2013. As long as the Shelf Registration Statement 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 otherwise dispose of 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. For additional information on the NOL Rights Plan, please see our Current Report on Form 8-K, filed with the SEC on January 28, 2013. 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 | 3 Months Ended | ||||||||||
Dec. 31, 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 has completed the wind down of these facilities with minimal completion remaining. As part of our restructuring charges reported within discontinued operations for our Commercial & Industrial segment we recognized zero and $(4) in severance charges; zero and $47 in consulting services; and zero in costs related to lease terminations for the three months ended December 31, 2013 and 2012, respectively. Charges related to the 2011 Restructuring Plan in our fiscal year ended 2014 are expected to be immaterial. | |||||||||||
The 2011 Restructuring Plan pertains only to our Commercial & Industrial segment. The following table summarizes the activities related to our restructuring activities by component: | |||||||||||
Severance | Lease Termination | ||||||||||
Charges | & Other Charges | Total | |||||||||
Restructuring liability at September 30, 2013 | $ | 115 | $ | 160 | $ | 275 | |||||
Cash payments made | -58 | -19 | -77 | ||||||||
Restructuring liability at December 31, 2013 | $ | 57 | $ | 141 | $ | 198 |
Debt
Debt | 3 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Debt [Abstract] | ' | |||||||||
Debt | ' | |||||||||
4. DEBT | ||||||||||
Debt consists of the following: | ||||||||||
December 31, | September 30, | |||||||||
2013 | 2013 | |||||||||
Wells Fargo Term Loan, paid in installments thru Aug 9, 2016 | $ | 12,833 | $ | 13,708 | ||||||
Capital leases and other | 29 | 64 | ||||||||
Total debt | 12,862 | 13,772 | ||||||||
Less — Short-term debt and current maturities of long-term debt | -3,529 | -3,562 | ||||||||
Total long-term debt | $ | 9,333 | $ | 10,210 | ||||||
Future payments on debt as of December 31, 2013 are as follows: | ||||||||||
Capital Leases and Other | ||||||||||
Term Debt | Total | |||||||||
2014 | $ | 27 | $ | 2,625 | $ | 2,652 | ||||
2015 | 2 | 3,500 | 3,502 | |||||||
2016 | - | 6,708 | 6,708 | |||||||
Total | $ | 29 | $ | 12,833 | $ | 12,862 | ||||
For the three months ended December 31, 2013 and 2012, we incurred interest expense of $518 and $607, respectively. | ||||||||||
The 2012 Revolving 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 Bank, National Association (“Wells Fargo”) with a maturity date of August 9, 2015, unless earlier terminated. We have entered into two amendments to the 2012 Credit Facility. On February 12, 2013, we entered into an amendment of our 2012 Credit Facility (the “Amendment”), to extend the term to August 9, 2016, add IES Renewable Energy, LLC as a borrower, and provide for a term loan (the “Wells Fargo Term Loan”). On September 13, 2013, we entered into an amendment of the 2012 Credit Facility (the “Second Amendment”), which amended the Wells Fargo Term Loan, removed the requirement to cash collateralize our outstanding letters of credit, and added IES Subsidiary Holdings Inc., Magnetech Industrial Services, Inc., and HK Engine Components, LLC, as borrowers. | ||||||||||
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. | ||||||||||
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 Liquidity (defined as the aggregate amount of unrestricted cash and cash equivalents on hand plus Excess Availability (as defined in the Credit Facility)) or Excess Availability fall below stipulated levels. The Second Amendment provided for tiered thresholds. Through December 31, 2013, our Liquidity could not fall below $15,000. Thereafter, our Liquidity must not fall below $20,000. Additionally, our Excess Availability must not fall below $5,000. As of December 31, 2013, our Liquidity was in excess of $15,000 and Excess Availability was in excess of $5,000; had we not met these thresholds at December 31, 2013, we would not have met the required 1.0:1.0 fixed charge coverage ratio test. | ||||||||||
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, inventories and personal property and equipment. Under the terms of the 2012 Credit Facility, amounts outstanding 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; and Excess Availability > $7,500; and Fixed charge coverage ratio ≥ 1.0:1.0 | 3.00 percentage points | ||||||||
In addition, 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. | ||||||||||
At December 31, 2013, we had $5,811 available to us under the 2012 Credit Facility, $6,660 in outstanding letters of credit with Wells Fargo and no outstanding borrowings. | ||||||||||
The Second Amendment to the 2012 Credit Facility increased our total Term Loan by $10,147 to $13,708 at September 30, 2013. The Wells Fargo Term Loan is payable in equal monthly installments of $292 through August 9, 2016, with the residual unpaid principal balance due on that date. The Second Amendment also extended the term and reduced the annual interest rate to 5% plus 3 Month LIBOR, through September 13, 2014. Following that time, the Wells Fargo Term Loan amounts outstanding bear interest at a per annum rate equal to a Daily Three Month LIBOR 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 | 5.00 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 | 4.50 percentage points | ||||||||
III | Liquidity > $30,000 at all times during the period; and Excess Availability > $7,500; and Fixed charge coverage ratio ≥ 1.0:1.0 | 4.00 percentage points | ||||||||
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 in the second 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 months ended December 31, 2013 and 2012 was $22 and $46, respectively, and is included in depreciation expense in the accompanying statements of comprehensive income. | ||||||||||
Per_Share_Information
Per Share Information | 3 Months Ended | ||||||
Dec. 31, 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 earnings (loss) per share for the three months ended December 31, 2013 and 2012: | |||||||
Three Months Ended December 31, | |||||||
2013 | 2012 | ||||||
Numerator: | |||||||
Net earnings from continuing operations attributable to common shareholders | $ | 264 | $ | 623 | |||
Net earnings from continuing operations attributable to restricted shareholders | 1 | 10 | |||||
Net earnings from continuing operations | $ | 265 | $ | 633 | |||
Net loss from discontinued operations attributable to common shareholders | $ | -141 | $ | -123 | |||
Net loss from discontinued operations | $ | -141 | $ | -123 | |||
Net earnings attributable to common shareholders | $ | 123 | $ | 500 | |||
Net earnings attributable to restricted shareholders | 1 | 10 | |||||
Net earnings | $ | 124 | $ | 510 | |||
Denominator: | |||||||
Weighted average common shares outstanding — basic | 17,817,254 | 14,801,903 | |||||
Effect of dilutive stock options and non-vested restricted stock | 81,578 | 117,286 | |||||
Weighted average common and common equivalent shares outstanding — diluted | 17,898,832 | 14,919,189 | |||||
Basic earnings (loss) per share: | |||||||
Basic earnings per share from continuing operations | $ | 0.02 | $ | 0.04 | |||
Basic loss per share from discontinued operations | $ | -0.01 | $ | -0.01 | |||
Basic earnings per share | $ | 0.01 | $ | 0.03 | |||
Diluted earnings (loss) per share: | |||||||
Diluted earnings per share from continuing operations | $ | 0.02 | $ | 0.04 | |||
Diluted loss per share from discontinued operations | $ | -0.01 | $ | -0.01 | |||
Diluted earnings per share | $ | 0.01 | $ | 0.03 | |||
For the three months ended December 31, 2013 and 2012, 150,000 and zero stock options, respectively, were excluded from the computation of fully diluted earnings per share because the exercise prices of the options were greater than the average price of our common stock. | |||||||
Operating_Segments
Operating Segments | 3 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Operating Segments [Abstract] | ' | |||||||||||||||||||
Operating Segments | ' | |||||||||||||||||||
6. OPERATING SEGMENTS | ||||||||||||||||||||
We manage and measure performance of our business in four distinct operating segments: Communications, Residential, Commercial & Industrial, and Infrastructure Solutions. 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. For a description of our operating segments, please refer to Note 1, “Business – Description of the Business” | ||||||||||||||||||||
The accounting policies of the segments are the same as those described in the summary of significant accounting policies in Note 1, “Business”. 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 four operating segments. Management allocates costs between segments for selling, general and administrative expenses and depreciation expense. | ||||||||||||||||||||
Segment information for the three months ended December 31, 2013 and 2012 is as follows: | ||||||||||||||||||||
Three Months Ended December 31, 2013 | ||||||||||||||||||||
Commercial & | Infrastructure | |||||||||||||||||||
Communications | Residential | Industrial | Solutions | Corporate | Total | |||||||||||||||
Revenues | $ | 24,591 | $ | 41,212 | $ | 41,230 | $ | 13,046 | $ | - | $ | 120,079 | ||||||||
Cost of services | 20,659 | 33,794 | 37,316 | 10,194 | - | 101,963 | ||||||||||||||
Gross profit | 3,932 | 7,418 | 3,914 | 2,852 | - | 18,116 | ||||||||||||||
Selling, general and administrative | 2,982 | 6,481 | 3,480 | 2,387 | 2,242 | 17,572 | ||||||||||||||
Loss (gain) on sale of assets | - | -40 | -4 | 3 | - | -41 | ||||||||||||||
Income (loss) from operations | $ | 950 | $ | 977 | $ | 438 | $ | 462 | $ | -2,242 | $ | 585 | ||||||||
Other data: | ||||||||||||||||||||
Depreciation and amortization expense | $ | 100 | $ | 123 | $ | 67 | $ | 242 | $ | 85 | $ | 617 | ||||||||
Capital expenditures | 7 | 5 | 55 | 54 | 115 | 236 | ||||||||||||||
Total assets | $ | 22,006 | $ | 34,670 | $ | 46,372 | $ | 27,817 | $ | 34,357 | $ | 165,222 | ||||||||
Three Months Ended December 31, 2012 | ||||||||||||||||||||
Commercial & | Infrastructure | |||||||||||||||||||
Communications | Residential | Industrial | Solutions | Corporate | Total | |||||||||||||||
Revenues | $ | 40,119 | $ | 36,005 | $ | 51,140 | $ | - | $ | - | $ | 127,264 | ||||||||
Cost of services | 32,887 | 29,899 | 46,498 | - | - | 109,284 | ||||||||||||||
Gross profit | 7,232 | 6,106 | 4,642 | - | - | 17,980 | ||||||||||||||
Selling, general and administrative | 3,558 | 5,228 | 3,736 | - | 2,400 | 14,922 | ||||||||||||||
Loss (gain) on sale of assets | 1 | -9 | -11 | - | - | -19 | ||||||||||||||
Income (loss) from operations | $ | 3,673 | $ | 887 | $ | 917 | $ | - | $ | -2,400 | $ | 3,077 | ||||||||
Other data: | ||||||||||||||||||||
Depreciation and amortization expense | $ | 87 | $ | 95 | $ | 57 | $ | - | $ | 300 | $ | 539 | ||||||||
Capital expenditures | 41 | 26 | 13 | - | - | 80 | ||||||||||||||
Total assets | $ | 34,072 | $ | 31,914 | $ | 54,436 | $ | - | $ | 44,736 | $ | 165,158 | ||||||||
Other_Comprehensive_Income
Other Comprehensive Income | 3 Months Ended | ||||
Dec. 31, 2013 | |||||
Other Comprehensive Income Loss Net Of Tax Period Increase Decrease (Abstract) | ' | ||||
Comprehensive Income Note | ' | ||||
7. OTHER COMPREHENSIVE INCOME | |||||
For the three months ended December 31, 2013, changes in other comprehensive income by component, net of tax, are detailed below, and represent net gains (losses) on our cash flow hedge. | |||||
Balance at September 30, 2013 | $ | 17 | |||
Other comprehensive income before reclassifications | 1 | ||||
Amounts reclassified from accumulated other comprehensive income | -6 | ||||
Balance at at December 31, 2013 | $ | 12 | |||
Amounts reclassified from accumulated other comprehensive income, net of tax, were reported in interest expense in our consolidated statements of comprehensive income. | |||||
Stockholders_Equity
Stockholders' Equity | 3 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Stockholders' Equity [Abstract] | ' | ||||||||||||
Stockholders' Equity | ' | ||||||||||||
8. 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 three months ended December 31, 2013, we repurchased 33,568 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 7,500 shares out of treasury stock under our share-based compensation programs for restricted shares granted. | |||||||||||||
Restricted Stock | |||||||||||||
Restricted Stock Awards: | |||||||||||||
Fiscal Year | Shares Granted | Weighted Average Fair Value at Date of Grant | Shares Vested | Shares Forfeited | Shares Outstanding | Expense recognized through December 31, 2013 | |||||||
2006 | 384,850 | $24.78 | 258,347 | 126,503 | - | $6,402 | |||||||
2006 | 25,000 | 17.36 | 25,000 | - | - | 434 | |||||||
2007 | 20,000 | 25.08 | 20,000 | - | - | 502 | |||||||
2007 | 4,000 | 26.48 | 4,000 | - | - | 106 | |||||||
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 | 147,456 | 78,030 | - | 495 | |||||||
2011 | 320,000 | 3.39 | 240,129 | 73,205 | 6,666 | 816 | |||||||
2012 | 107,500 | 2.07 | 69,167 | - | 38,333 | 160 | |||||||
2013 | 12,500 | 5 | 4,167 | - | 8,333 | 24 | |||||||
2014 | 7,500 | 4.6 | - | - | 7,500 | 1 | |||||||
During the three months ended December 31, 2013 and 2012, we recognized $104 and $91, respectively, in compensation expense related to these restricted stock awards. At December 31, 2013, the unamortized compensation cost related to outstanding unvested restricted stock was $147. We expect to recognize $93 of this unamortized compensation expense during the remaining nine months of our 2014 fiscal year and $54 thereafter. A summary of restricted stock awards for the years ended September 30, 2013 and 2012 and three months ended December 31, 2013, is provided in the table below: | |||||||||||||
Three Months Ended | Years Ended September 30, | ||||||||||||
31-Dec-13 | 2013 | 2012 | |||||||||||
Unvested at beginning of year | 159,246 | 257,826 | 376,200 | ||||||||||
Granted | 7,500 | 12,500 | 107,500 | ||||||||||
Vested | -105,914 | -111,080 | -192,973 | ||||||||||
Forfeited | - | - | -32,901 | ||||||||||
Unvested at end of period | 60,832 | 159,246 | 257,826 | ||||||||||
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 three months ended December 31, 2013 and 2012, we recognized $36 and $36 in compensation expense related to these grants. | |||||||||||||
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 three months ended December 31, 2013 and 2012, we recognized zero and $363 in compensation expense related to these grants. | |||||||||||||
Stock Options | |||||||||||||
We utilized 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. No options were granted in the three month period ended December 31, 2013. The assumptions used in the fair value method calculation for the years ended 2013 and 2012 are disclosed in the following table: | |||||||||||||
Years Ended September 30, | |||||||||||||
2013 | 2012 | ||||||||||||
Weighted average value per option granted during the period | $ | 3.43 | N/A | ||||||||||
Dividends (1) | $ | - | N/A | ||||||||||
Stock price volatility (2) | 66.60% | N/A | |||||||||||
Risk-free rate of return | 0.90% | N/A | |||||||||||
Option term | 10.0 years | N/A | |||||||||||
Expected life | 6.0 years | N/A | |||||||||||
Forfeiture rate (3) | 10.00% | N/A | |||||||||||
(1) We do not currently pay dividends on our common stock. | |||||||||||||
(2) Based upon the Company's historical volatility. | |||||||||||||
(3) Based upon the company's 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, 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, September 30, 2013 | 170,000 | $ | 5.46 | ||||||||||
Options granted | - | - | |||||||||||
Exercised | - | - | |||||||||||
Forfeited and Cancelled | - | - | |||||||||||
Outstanding, December 31, 2013 | 170,000 | $ | 5.46 | ||||||||||
The following table summarizes options outstanding and exercisable at December 31, 2013: | |||||||||||||
Exercise Prices | Outstanding as of December 31, 2013 | Remaining Contractual Life in Years | Weighted-Average Exercise Price | Exercisable as of December 31, 2013 | Weighted-Average Exercise Price | ||||||||
$3.24 | 20,000 | 7.55 | $ | 3.24 | 13,333 | $ | 3.24 | ||||||
$5.76 | 150,000 | 9.33 | $ | 5.76 | - | $ | - | ||||||
170,000 | $ | 5.46 | 13,333 | $ | 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 share. Unexercised stock options expire July 2021 and May 2023. | |||||||||||||
During the three months ended December 31, 2013 and 2012, we recognized $62 and $3, respectively, in compensation expense related to our stock option awards. At December 31, 2013, the unamortized compensation cost related to outstanding unvested stock options was $317. We expect to recognize $182 of this unamortized compensation expense during the remaining nine months of our 2014 fiscal year and $135 thereafter. | |||||||||||||
The intrinsic value of stock options outstanding and exercisable was $33 and $31 at December 31, 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 | 3 Months Ended | ||||||
Dec. 31, 2013 | |||||||
Investments, Debt and Equity Securities [Abstract] | ' | ||||||
Cost And Equity Method Investments | ' | ||||||
9. 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 December 31, 2013 and September 30, 2013, 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 carrying value of our investment in EnerTech at December 31, 2013 and September 30, 2013 was $919. | |||||||
The following table presents the reconciliation of the carrying value and unrealized gains to the fair value of the investment in EnerTech as of December 31, 2013 and September 30, 2013: | |||||||
December 31, | September 30, | ||||||
2013 | 2013 | ||||||
Carrying value | $ | 919 | $ | 919 | |||
Unrealized gains | 129 | 138 | |||||
Fair value | $ | 1,048 | $ | 1,057 | |||
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 December 31, 2013 indicated our investment was not impaired. | |||||||
On December 31, 2013, EnerTech’s general partner, with the consent of the fund’s investors, extended the fund through December 31, 2014. 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, 2015 with the consent of the fund’s valuation committee. | |||||||
Employee_Benefit_Plans
Employee Benefit Plans | 3 Months Ended |
Dec. 31, 2013 | |
Employee Benefit Plans [Abstract] | ' |
401(k) Plan | ' |
10. 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. Participants become vested in our matching contributions following three years of service. After suspending Company matching under the 401(k) Plan in February 2009, we reinstated the employee match in March of 2013. We recognized $65, and zero, respectively in matching expenses as of December 31, 2013 and 2012. | |
Infrastructure Solutions has two 401(k) plans. The first provides for employees covered by collective bargaining agreements and has no provision for employer contributions. The second provides for employees outside collective bargaining agreements and has a provision for employer contributions. We recognized $19 in matching expense during the three months ended December 31, 2013. | |
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 $844 and $833 recorded as of December 31, 2013 and 2012, respectively. | |
Multiemployer Pension Plan | |
Infrastructure Solutions participates in a multiemployer direct benefit pension plan for employees covered under our collective bargaining agreement. We do not administer the plan. We do not significantly participate in this plan. As of December 31, 2012, this plan was funded at 84.9%. | |
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Fair Value Measurements [Abstract] | ' | ||||||||||||
Fair Value Measurements | ' | ||||||||||||
11. 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 $12 at December 31, 2013, using Level 2 inputs, including an estimated market valuation from Wells Fargo Bank. For additional information, please see Note 15, “Derivative Instruments.” | |||||||||||||
We estimate the fair value of the contingent consideration related to the acquisition of certain assets from the Acro Group to be $30 at December 31, 2013, using Level 3 inputs, including a discounted revenue projection. The fair value of this contingent liability will vary depending on actual revenues earned. For additional information, please see Note 16, “Business Combinations – Acquisition of certain assets from the Acro Group.” | |||||||||||||
We estimate the fair value of our unfavorable MISCOR leases to be $(461), using Level 2 inputs, including estimated market valuation including market rates from comparable properties. For additional information, please see Note 16, “Business Combinations – Acquisition of MISCOR.” | |||||||||||||
Financial assets and liabilities measured at fair value on a recurring basis as of December 31, 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 | $ | 619 | $ | 619 | $ | - | $ | - | |||||
Executive savings plan liabilities | -506 | -506 | - | - | |||||||||
Interest rate swap agreement | 12 | - | 12 | - | |||||||||
Contingent consideration agreement | -30 | - | - | -30 | |||||||||
Unfavorable acquired leases | -461 | - | -461 | - | |||||||||
Total | $ | -366 | $ | 113 | $ | -449 | $ | -30 | |||||
The table below presents a reconciliation of the fair value of our contingent consideration obligation, which uses significant unobservable inputs (Level 3). | |||||||||||||
Contingent Consideration Agreement | |||||||||||||
Fair Value at September 30, 2013 | $ | 95 | |||||||||||
Issuances | - | ||||||||||||
Settlements | - | ||||||||||||
Adjustments to Fair Value | -65 | ||||||||||||
Fair Value at December 31, 2013 | $ | 30 | |||||||||||
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. | |||||||||||||
Inventory
Inventory | 3 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Inventory Disclosure | ' | |||||||
12. INVENTORY | ||||||||
Inventories consist of the following components: | ||||||||
December 31, | September 30, | |||||||
2013 | 2013 | |||||||
Raw materials | $ | 2,611 | $ | 2,389 | ||||
Work in process | 3,180 | 3,519 | ||||||
Finished goods | 1,368 | 1,545 | ||||||
Parts and supplies | 9,493 | 12,694 | ||||||
Total inventories | $ | 16,652 | $ | 20,147 |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 3 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||
Goodwill And Intangible Assets Disclosure | ' | ||||||||||||
13. INTANGIBLE ASSETS | |||||||||||||
Intangible assets consist of the following: | |||||||||||||
31-Dec-13 | |||||||||||||
Estimated | |||||||||||||
Useful Lives | Gross Carrying | Accumulated | |||||||||||
(in Years) | Amount | Amortization | Net | ||||||||||
Trademarks/trade names | Indefinite | $ | 1,200 | $ | - | $ | 1,200 | ||||||
Technical library | 20 | 400 | 6 | 394 | |||||||||
Customer relationships | 6.3 | 2,100 | 134 | 1,966 | |||||||||
Order backlog | 0.4 | 350 | 350 | - | |||||||||
Covenants not to compete | 3 | 140 | 39 | 101 | |||||||||
Developed technology | 4 | 400 | 83 | 317 | |||||||||
Total | $ | 4,590 | $ | 612 | $ | 3,978 | |||||||
Amortization of intangible assets was $134 for the three months ended December 31, 2013. Our future amortization expense for years ended September 30, is as follows: | |||||||||||||
Year Ended September 30, | |||||||||||||
January 1 - September 30, 2014 | $ | 339 | |||||||||||
2015 | 499 | ||||||||||||
2016 | 471 | ||||||||||||
2017 | 398 | ||||||||||||
2018 | 358 | ||||||||||||
Thereafter | 713 | ||||||||||||
Total | $ | 2,778 |
Commitments_And_Contingencies
Commitments And Contingencies | 3 Months Ended |
Dec. 31, 2013 | |
Commitments And Contingencies [Abstract] | ' |
Legal Matters | ' |
14. 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, due to Polychlorinated Biphenyls (“PCBs”) contamination on and off the site. The subsidiary, which we acquired in January 1999, is believed to have sent transformers to the facility during the 1990s. Based on our investigation to date, there is evidence to support our defense that our subsidiary contributed no PCB contamination to the site. | |
In April 2009, two 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. The plaintiffs were two of four PRPs that 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 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 with those PRPs as well as others that were not recipients of the letter to discuss potential settlement of its costs associated with the site. The Company was invited to attend this meeting and asked to confirm whether it would participate in settlement discussions, which the Company confirmed. The Company 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 has tendered a demand for indemnification to the former owner of the acquired corporation that may have transacted business with the facility. As of December 31, 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 | |
The Company is a defendant in three wage-and-hour suits seeking class action certification that were filed between August 29, 2012 and June 24, 2013, in the U.S. District Court for the Eastern District of Texas. 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. On January 11, 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, and on October 8, 2013, the U.S. Supreme Court declined to review plaintiffs’ appeal of the Fifth Circuit dismissal of their claims for compensation for time spent bussing to the facility, effectively reducing the Company’s risk of liability on this issue in its cases. Our investigation indicates that all claims for time spent on other activities 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, are positioning the cases to obtain a dismissal of all claims. As of December 31, 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, as well as pollution coverage, 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 December 31, 2013, we had $4,873 accrued for insurance liabilities. We are also subject to construction defect liabilities, primarily within our Residential segment. As of December 31, 2013, we had $432 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 December 31, 2013, $6,347 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 December 31, 2013, the estimated cost to complete our bonded projects was approximately $55,195. 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 December 31, 2013, we had cash totaling $500 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 December 31, 2013, $313 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, and based on subsequent payment defaults, was amended to provide for additional collateral and a 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%. Following a subsequent amendment to postpone or modify payment dates, on January 2, 2013, the Company tendered a notice of default to the surety and its coal mining operations, which had been pledged as additional collateral. 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 for the first quarter of fiscal 2013, 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, and subsequently filed suit to enforce the acceleration and to domesticate the agreed judgment against the surety and its owner in Virginia. Following these actions, the surety entered into an amended agreement with the Company which provided for payment of $300, which was received on June 24, 2013, and additional monthly installments with final payment due June 30, 2014. As of the filing of this report on Form 10-Q, the Company had received installment payments totaling $550. The defendants have defaulted on payments due in November 2013, December 2013 and January 2014. The defendants have indicated that they are pursuing financing and expect to become current on all payments due in the near term. In the meantime, the Company expects to reinstate legal actions targeted at recovering the full amount due. The extent of recovery of the remaining balance, if any, cannot be determined. However, the possibility of a partial or full recovery exists, particularly if the defendants are successful in obtaining financing. We have classified the $550 received as of December 31, 2013 as other income within our Consolidated Statements of Comprehensive Income. Any subsequent recovery will be included in other income. | |
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 December 31, 2013, we had no such open purchase commitments. | |
Derivative_Instruments
Derivative Instruments | 3 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Derivative Instruments And Hedges Liabilities [Abstract] | ' | |||||||
Derivative Instruments | ' | |||||||
15. DERIVATIVE INSTRUMENTS | ||||||||
On March 1, 2013, we entered into an interest rate swap agreement with Wells Fargo Bank, N.A. in conjunction with our Wells Fargo Term Loan to hedge interest rate risk. Borrowings under the Wells Fargo Term Loan bore interest at a per annum rate equal to Daily Three Month LIBOR plus an applicable margin. 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 for hedged 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 are recognized within other comprehensive income. As of December 31, 2013, the interest rate swap agreement was 100% effective, as interest for both the Wells Fargo Term Loan and interest rate swap agreement were calculated utilizing the Daily Three Month LIBOR rate on the same principal basis. | ||||||||
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: | ||||||||
December 31, | September 30, | |||||||
2013 | 2013 | |||||||
Assets | ||||||||
Prepaid expenses and other current assets | $ | 12 | $ | 17 | ||||
Stockholder's equity | $ | 12 | $ | 17 | ||||
Accumulated other comprehensive income | ||||||||
Business_Combinations
Business Combinations | 3 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Business Combinations [Abstract] | ' | |||||||||
Business Combination Disclosure | ' | |||||||||
16. BUSINESS COMBINATION | ||||||||||
Acquisition of Certain 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 consisted 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. The total purchase price was allocated to the tangible assets and separately identifiable intangible assets acquired and liabilities assumed based on their fair values on the Closing Date. | ||||||||||
The valuations were derived based on assumptions made by management. While management believes that its 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 fair value of assets acquired and liabilities assumed on the Closing Date is as follows: | ||||||||||
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 | |||||||||
Fair value of assets acquired and liabilities assumed: | ||||||||||
Trade receivables | $ | 317 | ||||||||
Prepaid commissions | 46 | |||||||||
Inventory | 16 | |||||||||
Property and equipment | 40 | |||||||||
Order backlog | 350 | |||||||||
Covenant not-to-compete | 140 | |||||||||
Developed technology | 400 | |||||||||
Vacation payable | -26 | |||||||||
Customer incentive payable | -70 | |||||||||
Deferred revenue | -600 | |||||||||
Goodwill: (c) | $ | 4,185 | ||||||||
(c) | The goodwill is attributable to the workforce of the acquired business and other intangibles that do not qualify for separate recognition. | |||||||||
Acquisition of MISCOR | ||||||||||
On September 13, 2013 we completed the acquisition of 100% of the voting equity interests of MISCOR Group, Ltd. (“MISCOR”), a provider of maintenance and repair services including engine parts and components to the industrial and rail services. MISCOR operates in locations in Indiana, Alabama, Ohio, West Virginia, Maryland, and California. Following the consummation of the transaction, MISCOR represents the sole component of our Infrastructure Solutions segment. | ||||||||||
Total consideration received by MISCOR shareholders consisted of 2,795,577 shares of IES common stock valued at $11,853, combined with cash totaling $4,364. | ||||||||||
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 September 13, 2013. | ||||||||||
The valuations derived from estimated fair value assessments and assumptions used by management are preliminary pending finalization of certain intangible asset valuations. 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. This may result in adjustments to the preliminary amounts recorded and goodwill, which could be material. The preliminary valuation of the assets acquired and liabilities assumed as of September 13, 2013 is as follows: | ||||||||||
IES Common Shares (2,795,577) | $ | 11,853 | ||||||||
Cash purchase consideration | 4,364 | |||||||||
Total consideration transferred | $ | 16,217 | ||||||||
Total estimate of consideration expected to be transferred | $ | 16,217 | ||||||||
Fair value of assets acquired and liabilities assumed: | ||||||||||
Trade receivables | $ | 4,925 | ||||||||
Prepaids | 532 | |||||||||
Inventory | 7,530 | |||||||||
Property and equipment | 5,355 | |||||||||
Customer relationships | 2,100 | |||||||||
Technical library | 400 | |||||||||
Trade names | 1,200 | |||||||||
Other assets | 552 | |||||||||
Trade payables | -4,143 | |||||||||
Accrued liabilities | -2,016 | |||||||||
Term loan | -5,511 | |||||||||
Goodwill: (a) | $ | 5,293 | ||||||||
(a) | Although this goodwill is not deductible for tax purposes, we acquired tax basis of $10.0 million in goodwill and intangible assets recognized by MISCOR prior to our purchase agreement with them. The deferred tax asset associated with the basis is fully offset by a corresponding valuation allowance. No value was assigned in the purchase price allocation above to the original intangible assets recognized by MISCOR prior to our purchase agreement. | |||||||||
Unaudited Pro Forma Information – 2013 Acquisitions | ||||||||||
The following unaudited supplemental pro forma results of operations include the results of each MISCOR and the assets acquired from the Acro Group acquired during the year ended September 30, 2013, described above as if each had been consolidated as of October 1, 2011, and have been provided for illustrative purposes only and do not purport to be indicative of the actual results that would have been achieved by the combined companies for the periods presented or that may be achieved by the combined companies in the future. Future results may vary significantly from the results reflected in the following pro forma financial information because of future events and transactions, as well as other factors, many of which are beyond IES’s control. | ||||||||||
The unaudited pro forma financial information reflects certain adjustments related to the acquisition, such as the recording of incremental depreciation expense in connection with fair value adjustments to property and equipment, incremental amortization expense in connection with recording acquired identifiable intangible assets at fair value, and the elimination of the impact of historical transactions between IES and the Acro Group that would have been treated as intercompany transactions had the companies been consolidated. The unaudited pro forma financial information also includes the effect of certain non-recurring items as of October 1, 2011 such as $3,034 in acquisition related costs incurred during the year ended September 30, 2013. The unaudited pro forma financial statements include these acquisition related costs as if they had been incurred on October 1, 2011. | ||||||||||
The supplemental pro forma results of operations for the years ended September 30, 2013 and 2012, as if the assets of Acro Group had been acquired and the acquisition of MISCOR had been completed on October 1, 2011, are as follows: | ||||||||||
Unaudited | ||||||||||
Three Months Ended | Three Months Ended | |||||||||
31-Dec-13 | 31-Dec-12 | |||||||||
Revenues | $ | 120,079 | $ | 142,002 | ||||||
Net income from continuing operations | $ | 265 | $ | 729 |
Discontinued_Operations
Discontinued Operations | 3 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||||
Disposal Groups, Including Discontinued Operations, Disclosure | ' | |||||||||
17. 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. These facilities were a key aspect of our commitment to return the Company to profitability and selected based on their current business prospects and the extended time frame needed to return the facilities to a profitable position. From the time of identification through December 31, 2013, we have sub-leased or terminated our lease contracts for leased facilities. We have satisfied substantially all of our contracts through either the subcontracting or self-performance. We have completed the wind down of these facilities as of December 31, 2013. Results from operations of these facilities for the three months ended December 31, 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 December 31, | ||||||||||
2013 | 2012 | |||||||||
Revenues | $ | 58 | $ | 516 | ||||||
Cost of services | 117 | 450 | ||||||||
Gross profit | -59 | 66 | ||||||||
Selling, general and administrative | 82 | 161 | ||||||||
Restructuring charge | - | 43 | ||||||||
Loss from discontinued operations | -141 | -138 | ||||||||
(Benefit) provision for income taxes | - | -15 | ||||||||
Net loss from discontinued operations | $ | -141 | $ | -123 | ||||||
Included in the Consolidated Balance Sheets at December 31, 2013 and September 30, 2013 are the following major classes of assets and liabilities associated with discontinued operations: | ||||||||||
31-Dec-13 | 30-Sep-13 | |||||||||
Assets of discontinued operations: | ||||||||||
Current | $ | 714 | $ | 1,123 | ||||||
Liabilities of discontinued operations: | ||||||||||
Current | $ | 636 | $ | 889 |
Strategic_Actions_Tables
Strategic Actions (Tables) | 3 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Strategic Actions [Abstract] | ' | ||||||||||
Schedule of Restructuring and Related Costs [Table Text Block] | ' | ||||||||||
Severance | Lease Termination | ||||||||||
Charges | & Other Charges | Total | |||||||||
Restructuring liability at September 30, 2013 | $ | 115 | $ | 160 | $ | 275 | |||||
Cash payments made | -58 | -19 | -77 | ||||||||
Restructuring liability at December 31, 2013 | $ | 57 | $ | 141 | $ | 198 |
Debt_Tables
Debt (Tables) | 3 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Debt [Abstract] | ' | |||||||||
Schedule of Debt [Table Text Block] | ' | |||||||||
December 31, | September 30, | |||||||||
2013 | 2013 | |||||||||
Wells Fargo Term Loan, paid in installments thru Aug 9, 2016 | $ | 12,833 | $ | 13,708 | ||||||
Capital leases and other | 29 | 64 | ||||||||
Total debt | 12,862 | 13,772 | ||||||||
Less — Short-term debt and current maturities of long-term debt | -3,529 | -3,562 | ||||||||
Total long-term debt | $ | 9,333 | $ | 10,210 | ||||||
Schedule of Maturities of Long-term Debt [Table Text Block] | ' | |||||||||
Capital Leases and Other | ||||||||||
Term Debt | Total | |||||||||
2014 | $ | 27 | $ | 2,625 | $ | 2,652 | ||||
2015 | 2 | 3,500 | 3,502 | |||||||
2016 | - | 6,708 | 6,708 | |||||||
Total | $ | 29 | $ | 12,833 | $ | 12,862 | ||||
Schedule of Line of Credit Facilities [Table Text Block] | ' | |||||||||
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; and Excess Availability > $7,500; and Fixed charge coverage ratio ≥ 1.0:1.0 | 3.00 percentage points | ||||||||
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 | 5.00 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 | 4.50 percentage points | ||||||||
III | Liquidity > $30,000 at all times during the period; and Excess Availability > $7,500; and Fixed charge coverage ratio ≥ 1.0:1.0 | 4.00 percentage points |
Per_Share_Information_Tables
Per Share Information (Tables) | 3 Months Ended | ||||||
Dec. 31, 2013 | |||||||
Per Share Information [Abstract] | ' | ||||||
Schedule Of Earnings Per Share Basic And Diluted [Table Text Block] | ' | ||||||
Three Months Ended December 31, | |||||||
2013 | 2012 | ||||||
Numerator: | |||||||
Net earnings from continuing operations attributable to common shareholders | $ | 264 | $ | 623 | |||
Net earnings from continuing operations attributable to restricted shareholders | 1 | 10 | |||||
Net earnings from continuing operations | $ | 265 | $ | 633 | |||
Net loss from discontinued operations attributable to common shareholders | $ | -141 | $ | -123 | |||
Net loss from discontinued operations | $ | -141 | $ | -123 | |||
Net earnings attributable to common shareholders | $ | 123 | $ | 500 | |||
Net earnings attributable to restricted shareholders | 1 | 10 | |||||
Net earnings | $ | 124 | $ | 510 | |||
Denominator: | |||||||
Weighted average common shares outstanding — basic | 17,817,254 | 14,801,903 | |||||
Effect of dilutive stock options and non-vested restricted stock | 81,578 | 117,286 | |||||
Weighted average common and common equivalent shares outstanding — diluted | 17,898,832 | 14,919,189 | |||||
Basic earnings (loss) per share: | |||||||
Basic earnings per share from continuing operations | $ | 0.02 | $ | 0.04 | |||
Basic loss per share from discontinued operations | $ | -0.01 | $ | -0.01 | |||
Basic earnings per share | $ | 0.01 | $ | 0.03 | |||
Diluted earnings (loss) per share: | |||||||
Diluted earnings per share from continuing operations | $ | 0.02 | $ | 0.04 | |||
Diluted loss per share from discontinued operations | $ | -0.01 | $ | -0.01 | |||
Diluted earnings per share | $ | 0.01 | $ | 0.03 |
Operation_Segments_Tables
Operation Segments (Tables) | 3 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Operating Segments [Abstract] | ' | |||||||||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | ' | |||||||||||||||||||
Three Months Ended December 31, 2013 | ||||||||||||||||||||
Commercial & | Infrastructure | |||||||||||||||||||
Communications | Residential | Industrial | Solutions | Corporate | Total | |||||||||||||||
Revenues | $ | 24,591 | $ | 41,212 | $ | 41,230 | $ | 13,046 | $ | - | $ | 120,079 | ||||||||
Cost of services | 20,659 | 33,794 | 37,316 | 10,194 | - | 101,963 | ||||||||||||||
Gross profit | 3,932 | 7,418 | 3,914 | 2,852 | - | 18,116 | ||||||||||||||
Selling, general and administrative | 2,982 | 6,481 | 3,480 | 2,387 | 2,242 | 17,572 | ||||||||||||||
Loss (gain) on sale of assets | - | -40 | -4 | 3 | - | -41 | ||||||||||||||
Income (loss) from operations | $ | 950 | $ | 977 | $ | 438 | $ | 462 | $ | -2,242 | $ | 585 | ||||||||
Other data: | ||||||||||||||||||||
Depreciation and amortization expense | $ | 100 | $ | 123 | $ | 67 | $ | 242 | $ | 85 | $ | 617 | ||||||||
Capital expenditures | 7 | 5 | 55 | 54 | 115 | 236 | ||||||||||||||
Total assets | $ | 22,006 | $ | 34,670 | $ | 46,372 | $ | 27,817 | $ | 34,357 | $ | 165,222 | ||||||||
Three Months Ended December 31, 2012 | ||||||||||||||||||||
Commercial & | Infrastructure | |||||||||||||||||||
Communications | Residential | Industrial | Solutions | Corporate | Total | |||||||||||||||
Revenues | $ | 40,119 | $ | 36,005 | $ | 51,140 | $ | - | $ | - | $ | 127,264 | ||||||||
Cost of services | 32,887 | 29,899 | 46,498 | - | - | 109,284 | ||||||||||||||
Gross profit | 7,232 | 6,106 | 4,642 | - | - | 17,980 | ||||||||||||||
Selling, general and administrative | 3,558 | 5,228 | 3,736 | - | 2,400 | 14,922 | ||||||||||||||
Loss (gain) on sale of assets | 1 | -9 | -11 | - | - | -19 | ||||||||||||||
Income (loss) from operations | $ | 3,673 | $ | 887 | $ | 917 | $ | - | $ | -2,400 | $ | 3,077 | ||||||||
Other data: | ||||||||||||||||||||
Depreciation and amortization expense | $ | 87 | $ | 95 | $ | 57 | $ | - | $ | 300 | $ | 539 | ||||||||
Capital expenditures | 41 | 26 | 13 | - | - | 80 | ||||||||||||||
Total assets | $ | 34,072 | $ | 31,914 | $ | 54,436 | $ | - | $ | 44,736 | $ | 165,158 | ||||||||
Other_Comprehensive_Income_Tab
Other Comprehensive Income (Tables) | 3 Months Ended | ||||
Dec. 31, 2013 | |||||
Other Comprehensive Income Loss Net Of Tax Period Increase Decrease (Abstract) | ' | ||||
Schedule Of Amounts Recognized In Other Comprehensive Income Loss [Table Text Block] | ' | ||||
Balance at September 30, 2013 | $ | 17 | |||
Other comprehensive income before reclassifications | 1 | ||||
Amounts reclassified from accumulated other comprehensive income | -6 | ||||
Balance at at December 31, 2013 | $ | 12 |
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 3 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Stockholders' Equity [Abstract] | ' | ||||||||||||
Schedule of Share-based Compensation, Restricted Stock Units Award Activity [Table Text Block] | ' | ||||||||||||
Restricted Stock Awards: | |||||||||||||
Fiscal Year | Shares Granted | Weighted Average Fair Value at Date of Grant | Shares Vested | Shares Forfeited | Shares Outstanding | Expense recognized through December 31, 2013 | |||||||
2006 | 384,850 | $24.78 | 258,347 | 126,503 | - | $6,402 | |||||||
2006 | 25,000 | 17.36 | 25,000 | - | - | 434 | |||||||
2007 | 20,000 | 25.08 | 20,000 | - | - | 502 | |||||||
2007 | 4,000 | 26.48 | 4,000 | - | - | 106 | |||||||
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 | 147,456 | 78,030 | - | 495 | |||||||
2011 | 320,000 | 3.39 | 240,129 | 73,205 | 6,666 | 816 | |||||||
2012 | 107,500 | 2.07 | 69,167 | - | 38,333 | 160 | |||||||
2013 | 12,500 | 5 | 4,167 | - | 8,333 | 24 | |||||||
2014 | 7,500 | 4.6 | - | - | 7,500 | 1 | |||||||
Schedule Of Unvested Restricted Stock Units Roll Forward Table [Text Block] | ' | ||||||||||||
Three Months Ended | Years Ended September 30, | ||||||||||||
31-Dec-13 | 2013 | 2012 | |||||||||||
Unvested at beginning of year | 159,246 | 257,826 | 376,200 | ||||||||||
Granted | 7,500 | 12,500 | 107,500 | ||||||||||
Vested | -105,914 | -111,080 | -192,973 | ||||||||||
Forfeited | - | - | -32,901 | ||||||||||
Unvested at end of period | 60,832 | 159,246 | 257,826 | ||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | ' | ||||||||||||
Years Ended September 30, | |||||||||||||
2013 | 2012 | ||||||||||||
Weighted average value per option granted during the period | $ | 3.43 | N/A | ||||||||||
Dividends (1) | $ | - | N/A | ||||||||||
Stock price volatility (2) | 66.60% | N/A | |||||||||||
Risk-free rate of return | 0.90% | N/A | |||||||||||
Option term | 10.0 years | N/A | |||||||||||
Expected life | 6.0 years | N/A | |||||||||||
Forfeiture rate (3) | 10.00% | N/A | |||||||||||
(1) We do not currently pay dividends on our common stock. | |||||||||||||
(2) Based upon the Company's historical volatility. | |||||||||||||
(3) Based upon the company's historical data. | |||||||||||||
Schedule Of Stock Options Roll Forward Table [Text Block] | ' | ||||||||||||
Weighted Average | |||||||||||||
Shares | Exercise Price | ||||||||||||
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, September 30, 2013 | 170,000 | $ | 5.46 | ||||||||||
Options granted | - | - | |||||||||||
Exercised | - | - | |||||||||||
Forfeited and Cancelled | - | - | |||||||||||
Outstanding, December 31, 2013 | 170,000 | $ | 5.46 | ||||||||||
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | ' | ||||||||||||
Exercise Prices | Outstanding as of December 31, 2013 | Remaining Contractual Life in Years | Weighted-Average Exercise Price | Exercisable as of December 31, 2013 | Weighted-Average Exercise Price | ||||||||
$3.24 | 20,000 | 7.55 | $ | 3.24 | 13,333 | $ | 3.24 | ||||||
$5.76 | 150,000 | 9.33 | $ | 5.76 | - | $ | - | ||||||
170,000 | $ | 5.46 | 13,333 | $ | 3.24 | ||||||||
Securities_and_Equity_Investme1
Securities and Equity Investments (Tables) | 3 Months Ended | ||||||
Dec. 31, 2013 | |||||||
Investments, Debt and Equity Securities [Abstract] | ' | ||||||
Schedule of Cost Method Investments [Table Text Block] | ' | ||||||
December 31, | September 30, | ||||||
2013 | 2013 | ||||||
Carrying value | $ | 919 | $ | 919 | |||
Unrealized gains | 129 | 138 | |||||
Fair value | $ | 1,048 | $ | 1,057 |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Abstract] | ' | ||||||||||||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | ' | ||||||||||||
Total Fair Value | Quoted Prices (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable (Level 3) | ||||||||||
Executive savings plan assets | $ | 619 | $ | 619 | $ | - | $ | - | |||||
Executive savings plan liabilities | -506 | -506 | - | - | |||||||||
Interest rate swap agreement | 12 | - | 12 | - | |||||||||
Contingent consideration agreement | -30 | - | - | -30 | |||||||||
Unfavorable acquired leases | -461 | - | -461 | - | |||||||||
Total | $ | -366 | $ | 113 | $ | -449 | $ | -30 | |||||
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Text Block] | ' | ||||||||||||
Contingent Consideration Agreement | |||||||||||||
Fair Value at September 30, 2013 | $ | 95 | |||||||||||
Issuances | - | ||||||||||||
Settlements | - | ||||||||||||
Adjustments to Fair Value | -65 | ||||||||||||
Fair Value at December 31, 2013 | $ | 30 | |||||||||||
Inventory_Tables
Inventory (Tables) | 3 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Schedule Of Inventory Current [Table Text Block] | ' | |||||||
December 31, | September 30, | |||||||
2013 | 2013 | |||||||
Raw materials | $ | 2,611 | $ | 2,389 | ||||
Work in process | 3,180 | 3,519 | ||||||
Finished goods | 1,368 | 1,545 | ||||||
Parts and supplies | 9,493 | 12,694 | ||||||
Total inventories | $ | 16,652 | $ | 20,147 |
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 3 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||
Schedule Of Intangible Assets And Goodwill [Table Text Block] | ' | ||||||||||||
31-Dec-13 | |||||||||||||
Estimated | |||||||||||||
Useful Lives | Gross Carrying | Accumulated | |||||||||||
(in Years) | Amount | Amortization | Net | ||||||||||
Trademarks/trade names | Indefinite | $ | 1,200 | $ | - | $ | 1,200 | ||||||
Technical library | 20 | 400 | 6 | 394 | |||||||||
Customer relationships | 6.3 | 2,100 | 134 | 1,966 | |||||||||
Order backlog | 0.4 | 350 | 350 | - | |||||||||
Covenants not to compete | 3 | 140 | 39 | 101 | |||||||||
Developed technology | 4 | 400 | 83 | 317 | |||||||||
Total | $ | 4,590 | $ | 612 | $ | 3,978 | |||||||
Schedule of Finite Lived Intangible Assets Future Amortization Expense [Table Text Block] | ' | ||||||||||||
Year Ended September 30, | |||||||||||||
January 1 - September 30, 2014 | $ | 339 | |||||||||||
2015 | 499 | ||||||||||||
2016 | 471 | ||||||||||||
2017 | 398 | ||||||||||||
2018 | 358 | ||||||||||||
Thereafter | 713 | ||||||||||||
Total | $ | 2,778 |
Derivative_Instruments_Tables
Derivative Instruments (Tables) | 3 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Derivative Instruments And Hedges Liabilities [Abstract] | ' | |||||||
Fair Value of Derivative Instrument | ' | |||||||
December 31, | September 30, | |||||||
2013 | 2013 | |||||||
Assets | ||||||||
Prepaid expenses and other current assets | $ | 12 | $ | 17 | ||||
Stockholder's equity | $ | 12 | $ | 17 | ||||
Accumulated other comprehensive income | ||||||||
Business_Combination_Tables
Business Combination (Tables) | 3 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Business Combinations [Abstract] | ' | |||||||||
Business Combination Considerations | ' | |||||||||
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. | |||||||||
IES Common Shares (2,795,577) | $ | 11,853 | ||||||||
Cash purchase consideration | 4,364 | |||||||||
Total consideration transferred | $ | 16,217 | ||||||||
Allocation to Fair Value of Net Assets Acquired and Liabilities Assumed | ' | |||||||||
Total estimate of consideration expected to be transferred | 4,798 | |||||||||
Fair value of assets acquired and liabilities assumed: | ||||||||||
Trade receivables | $ | 317 | ||||||||
Prepaid commissions | 46 | |||||||||
Inventory | 16 | |||||||||
Property and equipment | 40 | |||||||||
Order backlog | 350 | |||||||||
Covenant not-to-compete | 140 | |||||||||
Developed technology | 400 | |||||||||
Vacation payable | -26 | |||||||||
Customer incentive payable | -70 | |||||||||
Deferred revenue | -600 | |||||||||
Goodwill: (c) | $ | 4,185 | ||||||||
(c) | The goodwill is attributable to the workforce of the acquired business and other intangibles that do not qualify for separate recognition. | |||||||||
Total estimate of consideration expected to be transferred | $ | 16,217 | ||||||||
Fair value of assets acquired and liabilities assumed: | ||||||||||
Trade receivables | $ | 4,925 | ||||||||
Prepaids | 532 | |||||||||
Inventory | 7,530 | |||||||||
Property and equipment | 5,355 | |||||||||
Customer relationships | 2,100 | |||||||||
Technical library | 400 | |||||||||
Trade names | 1,200 | |||||||||
Other assets | 552 | |||||||||
Trade payables | -4,143 | |||||||||
Accrued liabilities | -2,016 | |||||||||
Term loan | -5,511 | |||||||||
Goodwill: (a) | $ | 5,293 | ||||||||
(a) | Although this goodwill is not deductible for tax purposes, we acquired tax basis of $10.0 million in goodwill and intangible assets recognized by MISCOR prior to our purchase agreement with them. The deferred tax asset associated with the basis is fully offset by a corresponding valuation allowance. No value was assigned in the purchase price allocation above to the original intangible assets recognized by MISCOR prior to our purchase agreement. | |||||||||
Pro Forma Results of Operations | ' | |||||||||
Unaudited | ||||||||||
Three Months Ended | Three Months Ended | |||||||||
31-Dec-13 | 31-Dec-12 | |||||||||
Revenues | $ | 120,079 | $ | 142,002 | ||||||
Net income from continuing operations | $ | 265 | $ | 729 |
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 3 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||||
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block] | ' | |||||||||
Three Months Ended December 31, | ||||||||||
2013 | 2012 | |||||||||
Revenues | $ | 58 | $ | 516 | ||||||
Cost of services | 117 | 450 | ||||||||
Gross profit | -59 | 66 | ||||||||
Selling, general and administrative | 82 | 161 | ||||||||
Restructuring charge | - | 43 | ||||||||
Loss from discontinued operations | -141 | -138 | ||||||||
(Benefit) provision for income taxes | - | -15 | ||||||||
Net loss from discontinued operations | $ | -141 | $ | -123 | ||||||
31-Dec-13 | 30-Sep-13 | |||||||||
Assets of discontinued operations: | ||||||||||
Current | $ | 714 | $ | 1,123 | ||||||
Liabilities of discontinued operations: | ||||||||||
Current | $ | 636 | $ | 889 |
Business_Details
Business (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Tontine Associate [Member] | ' |
Related Party Transaction [Line Items] | ' |
Related Party Lease | 'sublease agreement with Tontine Associates, LLC, an affiliate of Tontine Capital Partners, L.P. (together with its affiliates, bTontineb), for corporate office space in Greenwich, Connecticut. |
Lease expiration date | 31-Mar-14 |
Monthly Lease Payments | $6 |
Communications [Member] | ' |
Business Transactions [Line Items] | ' |
Number Of Locations | 10 |
Residential [Member] | ' |
Business Transactions [Line Items] | ' |
Number Of Locations | 24 |
Commercial & Industrial [Member] | ' |
Business Transactions [Line Items] | ' |
Number Of Locations | 18 |
Infrastructure Solutions [Member] | ' |
Business Transactions [Line Items] | ' |
Number Of Locations | 9 |
Strategic_Actions_Details
Strategic Actions (Details) (2011 Restructuring Plan [Member], USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2012 |
2011 Restructuring Plan [Member] | ' |
Restructuring Cost and Reserve [Line Items] | ' |
Severance Charges | ($4) |
Consulting Services | 47 |
Loss on Lease Termination | $0 |
Strategic_Actions_Restructurin
Strategic Actions - Restructuring Costs (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Restructuring and Related Cost [Line Items] | ' |
Restructuring liability Beginning of Period | $275 |
Payments for Restructuring | -77 |
Restructuring liability End of Period | 198 |
Severance Charges | ' |
Restructuring and Related Cost [Line Items] | ' |
Restructuring liability Beginning of Period | 115 |
Payments for Restructuring | -58 |
Restructuring liability End of Period | 57 |
Lease Termination & Other Charges | ' |
Restructuring and Related Cost [Line Items] | ' |
Restructuring liability Beginning of Period | 160 |
Payments for Restructuring | -19 |
Restructuring liability End of Period | $141 |
Debt_Details
Debt (Details) (USD $) | 3 Months Ended | 0 Months Ended | 3 Months Ended | 3 Months Ended | |||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 13, 2013 | 1-May-10 | Feb. 14, 2013 | Dec. 12, 2007 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
Tontine Term Loan [Member] | Tontine Term Loan [Member] | Tontine Term Loan [Member] | Tontine Term Loan [Member] | Revolving Credit Facility 2012 [Member] | Revolving Credit Facility 2012 [Member] | Revolving Credit Facility 2012 [Member] | Wells Fargo Term Loan [Member] | Wells Fargo Term Loan [Member] | |||
Minimum [Member] | Maximum [Member] | Loan Agreement [Member] | Amendment Agreement [Member] | ||||||||
Debt [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest expense | $518 | $607 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital Leases, Income Statement, Amortization Expense | 22 | 46 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Initiation Date | ' | ' | ' | ' | ' | ' | 9-Aug-12 | ' | ' | ' | ' |
Revolving credit facility amount | ' | ' | ' | ' | ' | ' | 30,000 | ' | ' | ' | ' |
Line Of Credit Facility, Expiration Date | ' | ' | ' | ' | ' | ' | 9-Aug-16 | ' | ' | ' | ' |
Line of Credit Facility, Description | ' | ' | ' | ' | ' | ' | '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 Liquidity (defined as the aggregate amount of unrestricted cash and cash equivalents on hand plus Excess Availability (as defined in the Credit Facility)) or Excess Availability fall below stipulated levels. The Second Amendment provided for tiered thresholds. Through December 31, 2013, our Liquidity must not fall below $15,000. Thereafter, our Liquidity must not fall below $20,000. Additionally, our Excess Availability must not fall below $5,000. As of December 31, 2013, our Liquidity was in excess of $15,000 and Excess Availability was in excess of $5,000; had we not met these thresholds at December 31, 2013, we would not have met the required 1.0:1.0 fixed charge coverage ratio test. | ' | ' | ' | ' |
Line of Credit Facility, Remaining Borrowing Capacity | ' | ' | ' | ' | ' | ' | 5,811 | ' | ' | ' | ' |
Letters of Credit Outstanding | ' | ' | ' | ' | ' | ' | 6,660 | ' | ' | ' | ' |
Unused commitment fee | ' | ' | ' | ' | ' | ' | 0.50% | ' | ' | ' | ' |
Line of Credit Facility, Collateral Fees, Amount | ' | ' | ' | ' | ' | ' | ' | 1 | 2 | ' | ' |
Initiation Date of Wells Fargo Term Loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15-Feb-13 |
Expiration Date of Wells Fargo Term Loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9-Aug-16 |
Monthly Payment Of Wells Fargo Term Loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 292 |
Frequency of Wells Farg Term Loan Payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'monthly |
Wells Fargo Term Loan Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,147 | 13,708 |
Description of Wells Fargo Term Loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The Second Amendment to the 2012 Credit Facility increased our total Term Loan by $10,147 to $13,708 at September 30, 2013. The Wells Fargo Term Loan is payable in equal monthly installments of $292 through August 9, 2016, with the residual unpaid principal balance due on that date. The Second Amendment also extended the term and reduced the annual interest rate to 5% plus 3 Month LIBOR, through September 13, 2014. |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Beginning Balance | ' | ' | ' | ' | 0 | 25,000 | ' | ' | ' | ' | ' |
Repayments of Subordinated Debt | ' | ' | 10,000 | 15,000 | ' | ' | ' | ' | ' | ' | ' |
Ending Balance | ' | ' | ' | ' | $0 | $25,000 | ' | ' | ' | ' | ' |
Subordinated Borrowing Interest Rate | ' | ' | 11.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Debt_Debt_Reconciliation_Detai
Debt - Debt Reconciliation (Details) (USD $) | Dec. 31, 2013 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Long-term Debt | $12,862 | $13,772 |
Long-term Debt, Current Maturities | 3,529 | 3,562 |
Long-term Debt, Excluding Current Maturities | 9,333 | 10,210 |
Capital Lease Obligations [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt | 29 | 64 |
Wells Fargo Term Loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt | $12,833 | $13,708 |
Debt_Future_Payment_Details
Debt - Future Payment (Details) (USD $) | Dec. 31, 2013 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | $2,652 | ' |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 3,502 | ' |
Long-term Debt, Maturities, Repayments of Principal in Year Three | 6,708 | ' |
Long-term Debt | 12,862 | 13,772 |
Capital Lease Obligations [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | 27 | ' |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 2 | ' |
Long-term Debt | 29 | 64 |
Wells Fargo Term Loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | 2,625 | ' |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 3,500 | ' |
Long-term Debt, Maturities, Repayments of Principal in Year Three | 6,708 | ' |
Long-term Debt | $12,833 | $13,708 |
Debt_Borrowing_Thresholds_Deta
Debt - Borrowing Thresholds (Details) | Dec. 31, 2013 |
Level I | Revolving Credit Facility 2012 [Member] | ' |
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 < 1.0:1.0 |
Percentage points | '4.00 percentage points |
Level I | Wells Fargo Term Loan [Member] | ' |
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 < 1.0:1.0 |
Percentage points | '5.00 percentage points |
Level II | Revolving Credit Facility 2012 [Member] | ' |
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 $7,500 |
Fixed charge coverage is greater than or equal to | 'Fixed charge coverage ratio b % 1.0:1.0 |
Percentage points | '3.50 percentage points |
Level II | Wells Fargo Term Loan [Member] | ' |
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 $7,500 |
Fixed charge coverage is greater than or equal to | 'Fixed charge coverage ratio b % 1.0:1.0 |
Percentage points | '4.50 percentage points |
Level III | Revolving Credit Facility 2012 [Member] | ' |
Debt Instrument [Line Items] | ' |
Liquidity is greater than at all times during the period | 'Liquidity > $30,000 at all times during the period |
Excess Availability Greater Than Equal | 'Excess Availability > $7,500 |
Fixed charge coverage is greater than or equal to | 'Fixed charge coverage ratio b % 1.0:1.0 |
Percentage points | '3.00 percentage points |
Level III | Wells Fargo Term Loan [Member] | ' |
Debt Instrument [Line Items] | ' |
Liquidity is greater than at all times during the period | 'Liquidity > $30,000 at all times during the period |
Excess Availability Greater Than Equal | 'Excess Availability > $7,500 |
Fixed charge coverage is greater than or equal to | 'Fixed charge coverage ratio b % 1.0:1.0 |
Percentage points | '4.00 percentage points |
Per_Share_Information_Details
Per Share Information (Details) (Stock Option [Member]) | 3 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Stock Option [Member] | ' | ' |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 150,000 | 0 |
Per_Share_Information_EPS_Deta
Per Share Information EPS (Details) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Net Income (Loss) from Continuing Operations | ' | ' |
Net Income (Loss) from Available to Common Stockholders, Basic | $264 | $623 |
Net income (loss) attributable to restricted shareholders | 1 | 10 |
Income (Loss) from Continuing Operations Attributable to Parent | 265 | 633 |
Net Income (Loss) from Discontinued Operations | ' | ' |
DiscontinuedNetIncomeLossAvailableToCommonStockholdersBasic | -141 | -123 |
Net income (loss) attributable to restricted shareholders | 0 | 0 |
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent | -141 | -123 |
Net Income (Loss) Available to Common Stockholders | 123 | 500 |
Net income (loss) attributable to restricted shareholders | 1 | 10 |
Net Income (Loss) | $124 | $510 |
Weighted Average Number of Shares Outstanding, Basic | 17,817,254 | 14,801,903 |
Incremental Common Shares Attributable to Share-based Payment Arrangements | 81,578 | 117,286 |
Weighted Average Number of Shares Outstanding, Diluted | 17,898,832 | 14,919,189 |
Earnings Per Share, Basic [Abstract] | ' | ' |
Continuing operations | $0.02 | $0.04 |
Discontinued operations | ($0.01) | ($0.01) |
Earnings Per Share, Basic | $0.10 | $0.03 |
Earnings Per Share, Diluted [Abstract] | ' | ' |
Continuing operations | $0.02 | $0.04 |
Discontinued operations | ($0.01) | ($0.01) |
Earnings Per Share, Diluted | $0.10 | $0.03 |
Operating_Segments_Details
Operating Segments (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' |
Revenues | $120,079 | $127,264 | ' |
Cost of Services | 101,963 | 109,284 | ' |
Gross Profit | 18,116 | 17,980 | ' |
Selling, General and Administrative Expense | 17,572 | 14,922 | ' |
Loss (gain) on sale of assets | -41 | -19 | ' |
Operating Income (Loss) | 585 | 3,077 | ' |
Depreciation and amortization | 617 | 539 | ' |
Capital Expenditures | 236 | 80 | ' |
Assets | 165,222 | 165,158 | 179,252 |
Communications [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Revenues | 24,591 | 40,119 | ' |
Cost of Services | 20,659 | 32,887 | ' |
Gross Profit | 3,932 | 7,232 | ' |
Selling, General and Administrative Expense | 2,982 | 3,558 | ' |
Loss (gain) on sale of assets | 0 | 1 | ' |
Operating Income (Loss) | 950 | 3,673 | ' |
Depreciation and amortization | 100 | 87 | ' |
Capital Expenditures | 7 | 41 | ' |
Assets | 22,006 | 34,072 | ' |
Residential | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Revenues | 41,212 | 36,005 | ' |
Cost of Services | 33,794 | 29,899 | ' |
Gross Profit | 7,418 | 6,106 | ' |
Selling, General and Administrative Expense | 6,481 | 5,228 | ' |
Loss (gain) on sale of assets | -40 | -9 | ' |
Operating Income (Loss) | 977 | 887 | ' |
Depreciation and amortization | 123 | 95 | ' |
Capital Expenditures | 5 | 26 | ' |
Assets | 34,670 | 31,914 | ' |
Commercial & Industrial [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Revenues | 41,230 | 51,140 | ' |
Cost of Services | 37,316 | 46,498 | ' |
Gross Profit | 3,914 | 4,642 | ' |
Selling, General and Administrative Expense | 3,480 | 3,736 | ' |
Loss (gain) on sale of assets | -4 | -11 | ' |
Operating Income (Loss) | 438 | 917 | ' |
Depreciation and amortization | 67 | 57 | ' |
Capital Expenditures | 55 | 13 | ' |
Assets | 46,372 | 54,436 | ' |
Infrastructure Solutions [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Revenues | 13,046 | 0 | ' |
Cost of Services | 10,194 | 0 | ' |
Gross Profit | 2,852 | 0 | ' |
Selling, General and Administrative Expense | 2,387 | 0 | ' |
Loss (gain) on sale of assets | 3 | 0 | ' |
Operating Income (Loss) | 462 | 0 | ' |
Depreciation and amortization | 242 | 0 | ' |
Capital Expenditures | 54 | 0 | ' |
Assets | 27,817 | 0 | ' |
Corporate | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Revenues | 0 | 0 | ' |
Cost of Services | 0 | 0 | ' |
Gross Profit | 0 | 0 | ' |
Selling, General and Administrative Expense | 2,242 | 2,400 | ' |
Loss (gain) on sale of assets | 0 | 0 | ' |
Operating Income (Loss) | -2,242 | -2,400 | ' |
Depreciation and amortization | 85 | 300 | ' |
Capital Expenditures | 115 | 0 | ' |
Assets | $34,357 | $44,736 | ' |
Other_Comprehensive_Income_Det
Other Comprehensive Income (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Other Comprehensive Income Loss Net Of Tax Period Increase Decrease (Abstract) | ' |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | $17 |
Other Comprehensive Income Before Reclassifications | 1 |
Amounts Reclassified From Accumulated Other Comprehensive Income | -6 |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | $12 |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Sep. 30, 2015 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Sep. 30, 2015 |
Two Thousand Six Equity Incentive Plan [Member] | Phantom Share Units PSU's - Employee | 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] | Stock Option [Member] | Stock Option [Member] | Stock Option [Member] | Stock Option [Member] | ||||
Two Thousand Six Equity Incentive Plan [Member] | Two Thousand Six Equity Incentive Plan [Member] | Two Thousand Six Equity Incentive Plan [Member] | Two Thousand Six Equity Incentive Plan [Member] | Two Thousand Six Equity Incentive Plan [Member] | Two Thousand Six Equity Incentive Plan [Member] | Two Thousand Six Equity Incentive Plan [Member] | Two Thousand Six Equity Incentive Plan [Member] | Two Thousand Six Equity Incentive Plan [Member] | Two Thousand Six Equity Incentive Plan [Member] | Two Thousand Six Equity Incentive Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares authorized | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares outstanding | 17,918,254 | 17,944,322 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common shares repurchased for tax withholding | ' | ' | ' | 33,568 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unvested shares forfeited | 0 | 0 | -32,901 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued under share based compensation program | ' | ' | ' | 7,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Recognized compensation expense | ' | ' | ' | ' | $363 | $36 | $36 | $104 | $91 | ' | ' | $62 | $3 | ' | ' |
Unamortized compensation cost | ' | ' | ' | ' | ' | ' | ' | 147 | ' | ' | ' | 317 | ' | ' | ' |
Compensation expense to be recognized | ' | ' | ' | ' | ' | ' | ' | ' | ' | 93 | 54 | ' | ' | 93 | 135 |
Intrinsic Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $33 | $31 | ' | ' |
Stockholders_Equity_RS_Award_A
Stockholders' Equity RS Award Activity (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2011 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares Granted | 7,500 | 12,500 | 107,500 | ' |
Vested | -105,914 | -111,080 | -192,973 | ' |
Unvested shares forfeited | 0 | 0 | -32,901 | ' |
Share outstanding | 60,832 | 159,246 | 257,826 | 376,200 |
Two Thousand Six [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares Granted | 384,850 | ' | ' | ' |
Weighted Average Fair Value at Date of Grant | 24.78 | ' | ' | ' |
Vested | 258,347 | ' | ' | ' |
Unvested shares forfeited | 126,503 | ' | ' | ' |
Recognized compensation expense | 6,402 | ' | ' | ' |
Two Thousand Six [Member] | Two Thousand Six 1 [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares Granted | 25,000 | ' | ' | ' |
Weighted Average Fair Value at Date of Grant | 17.36 | ' | ' | ' |
Vested | 25,000 | ' | ' | ' |
Unvested shares forfeited | 0 | ' | ' | ' |
Recognized compensation expense | 434 | ' | ' | ' |
Two Thousand Seven [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares Granted | 20,000 | ' | ' | ' |
Weighted Average Fair Value at Date of Grant | 25.08 | ' | ' | ' |
Vested | 20,000 | ' | ' | ' |
Unvested shares forfeited | 0 | ' | ' | ' |
Recognized compensation expense | 502 | ' | ' | ' |
Two Thousand Seven [Member] | Two Thousand Seven 1 [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares Granted | 4,000 | ' | ' | ' |
Weighted Average Fair Value at Date of Grant | 26.48 | ' | ' | ' |
Vested | 4,000 | ' | ' | ' |
Unvested shares forfeited | 0 | ' | ' | ' |
Recognized compensation expense | 106 | ' | ' | ' |
Two Thousand Eight [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares Granted | 101,650 | ' | ' | ' |
Weighted Average Fair Value at Date of Grant | 19.17 | ' | ' | ' |
Vested | 85,750 | ' | ' | ' |
Unvested shares forfeited | 15,900 | ' | ' | ' |
Recognized compensation expense | 1,779 | ' | ' | ' |
Two Thousand Nine [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares Granted | 185,100 | ' | ' | ' |
Weighted Average Fair Value at Date of Grant | 8.71 | ' | ' | ' |
Vested | 146,400 | ' | ' | ' |
Unvested shares forfeited | 38,700 | ' | ' | ' |
Recognized compensation expense | 1,344 | ' | ' | ' |
Two Thousand Ten [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares Granted | 225,486 | ' | ' | ' |
Weighted Average Fair Value at Date of Grant | 3.64 | ' | ' | ' |
Vested | 147,456 | ' | ' | ' |
Unvested shares forfeited | 78,030 | ' | ' | ' |
Recognized compensation expense | 495 | ' | ' | ' |
Two Thousand Eleven [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares Granted | 320,000 | ' | ' | ' |
Weighted Average Fair Value at Date of Grant | 3.39 | ' | ' | ' |
Vested | 240,129 | ' | ' | ' |
Unvested shares forfeited | 73,205 | ' | ' | ' |
Share outstanding | 6,666 | ' | ' | ' |
Recognized compensation expense | 816 | ' | ' | ' |
Two Thousand Twelve [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares Granted | 107,500 | ' | ' | ' |
Weighted Average Fair Value at Date of Grant | 2.07 | ' | ' | ' |
Vested | 69,167 | ' | ' | ' |
Unvested shares forfeited | 0 | ' | ' | ' |
Share outstanding | 38,333 | ' | ' | ' |
Recognized compensation expense | 160 | ' | ' | ' |
Two Thousand Thirteen [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares Granted | 12,500 | ' | ' | ' |
Weighted Average Fair Value at Date of Grant | 5 | ' | ' | ' |
Vested | 4,167 | ' | ' | ' |
Unvested shares forfeited | 0 | ' | ' | ' |
Share outstanding | 8,333 | ' | ' | ' |
Recognized compensation expense | 24 | ' | ' | ' |
TwoThousandFourteenMember [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Shares Granted | 7,500 | ' | ' | ' |
Weighted Average Fair Value at Date of Grant | 4.6 | ' | ' | ' |
Vested | 0 | ' | ' | ' |
Unvested shares forfeited | 0 | ' | ' | ' |
Share outstanding | 7,500 | ' | ' | ' |
Recognized compensation expense | 1 | ' | ' | ' |
Stockholders_Equity_RS_Rollfor
Stockholders' Equity RS Rollforward (Details) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward] | ' | ' | ' |
Unvested at beginning of year | 159,246 | 257,826 | 376,200 |
Shares Granted | 7,500 | 12,500 | 107,500 |
Vested | -105,914 | -111,080 | -192,973 |
Unvested shares forfeited | 0 | 0 | -32,901 |
Unvested at end of year | 60,832 | 159,246 | 257,826 |
Stockholders_Equity_Stock_Valu
Stockholders' Equity Stock Valuations (Details) (USD $) | 3 Months Ended |
Dec. 31, 2013 | |
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 |
Stock price volatility | 66.60% |
Risk-free rate of return | 0.90% |
Option term | '10 years |
Expected life | '6 years |
Forfeiture rate | 10.00% |
Stockholders_Equity_Stock_Opt_
Stockholders' Equity Stock Opt Rollforward (Details) (USD $) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | |
Share Based Compensation Arrangement by Share Based Payment Award, Options, Outstanding Roll Forward | ' | ' | ' |
Outstanding (Shares) | 170,000 | 20,000 | 20,000 |
Options granted (Shares) | 0 | 150,000 | 0 |
Exercised (Shares) | 0 | 0 | 0 |
Forfeited and Cancelled (Shares) | 0 | 0 | 0 |
Outstanding (Shares) | 170,000 | 170,000 | 20,000 |
Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Weighted Average Exercise Price Rollforward [Abstract] | ' | ' | ' |
Outstanding (Weighted Average Price) | $5.46 | $3.24 | $3.24 |
Options granted (Weighted Average Price) | $0 | $5.76 | $0 |
Exercised (Weighted Average Price) | $0 | $0 | $0 |
Forfeited and Cancelled (Weighted Average Price) | $0 | $0 | $0 |
Outstanding (Weighted Average Price) | $5.46 | $5.46 | $3.24 |
Stockholders_Equity_Options_Ou
Stockholders' Equity Options Outstanding (Details) (USD $) | 3 Months Ended |
Dec. 31, 2013 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Shares Outstanding | 170,000 |
Weighted-Average Exercise Price | $5.46 |
Share Exercisable | 13,333 |
Exercisable Weighted Average Exercise Price | $3.24 |
Three Twenty Four [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Range of Exercise Prices | $3.24 |
Shares Outstanding | 20,000 |
Sharebased Compensation Shares Authorized Under Stock Option Plans ExercisePrice Range Outstanding Options Weighted Average Remaining Contractual Term 2 | '7 years 6 months 18 days |
Weighted-Average Exercise Price | $3.24 |
Share Exercisable | 13,333 |
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 |
Shares Outstanding | 150,000 |
Sharebased Compensation Shares Authorized Under Stock Option Plans ExercisePrice Range Outstanding Options Weighted Average Remaining Contractual Term 2 | '9 years 3 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) (Enertech [Member], USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Enertech [Member] | ' |
Schedule of Equity Cost Investments [Line Items] | ' |
Cost Method Investments Original Cost | $5,000 |
Ownership Percentage In Enertech | 2.21% |
Securities_and_Equity_Investme3
Securities and Equity Investments - Enertech FV (Details) (USD $) | 3 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 |
Investments, Debt and Equity Securities [Abstract] | ' | ' |
Carrying Value | $919 | $919 |
Unrealized Gain (Loss) on Investments | 129 | 138 |
Fair Value | $1,048 | $1,057 |
Employee_Benefit_Plans_Details
Employee Benefit Plans (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | IES 401 (k) [Member] | MISCOR 401 (k) [Member] | ||
years | ||||
Employee 401 (k) [Line Items] | ' | ' | ' | ' |
Defined Benefit Plan Plans Fully Vested Number Of Years | ' | ' | 3 | ' |
Defined Benefit Plan Minimum Age | ' | ' | 21 | ' |
Expenses Recognized | ' | ' | $65 | $19 |
Executive Saving Plan [Abstract] | ' | ' | ' | ' |
Maximum percentage of salary permitted for deferral | 75.00% | ' | ' | ' |
Post Retirement Benefit Plan [Abstract] | ' | ' | ' | ' |
Defined Benefit Plan Minimum Age | ' | ' | 21 | ' |
Defined Benefit Plan, Percentage Vest After Ten Years Of Service | 5.00% | ' | ' | ' |
Denfied Benefits Plan, Annual Percentage Vested | 1.00% | ' | ' | ' |
Defined Benefit Plan Plans Fully Vested Number Of Years | ' | ' | 3 | ' |
Defined Benefit Plan, Plans with Benefit Obligations in Excess of Plan Assets, Aggregate Benefit Obligation | $844 | $833 | ' | ' |
MultiemployerPlansAbstract | ' | ' | ' | ' |
Percentage of Plan Funded | 84.90% | ' | ' | ' |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Total Fair Value [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Esecutive Savings Plan - Assets | $619 |
Esecutive Savings Plan - Liabilities | -506 |
Interest Rate Swap | 12 |
Unfavorable Leases | -461 |
ContingentConsiderationCurrentFairValue | -30 |
Total Assts And Liabilities Disclosure | -366 |
Fair Value, Inputs, Level 1 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Esecutive Savings Plan - Assets | 619 |
Esecutive Savings Plan - Liabilities | -506 |
Total Assts And Liabilities Disclosure | 113 |
Fair Value, Inputs, Level 2 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Interest Rate Swap | 12 |
Unfavorable Leases | -461 |
Total Assts And Liabilities Disclosure | -449 |
Fair Value, Inputs, Level 3 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
ContingentConsiderationCurrentFairValue | -30 |
Total Assts And Liabilities Disclosure | ($30) |
Fair_Value_Measurements_Unobse
Fair Value Measurements - Unobservable Inputs (Details) (Contingent Consideration [Member], Fair Value, Inputs, Level 3 [Member], USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Contingent Consideration [Member] | Fair Value, Inputs, Level 3 [Member] | ' |
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ' |
Fair Value Beginning Balance | $95 |
Issuances | 0 |
Settlements | 0 |
Adjustments to Fair Value | -65 |
Fair Value Ending Balance | $30 |
Inventory_Details
Inventory (Details) (USD $) | Dec. 31, 2013 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ' | ' |
Raw Materials | $2,611 | $2,389 |
Work in Process | 3,180 | 3,519 |
Finished Goods | 1,368 | 1,545 |
Parts and Supplies | 9,493 | 12,694 |
Inventory, Net | $16,652 | $20,147 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Goodwill and Intangible Assets Disclosure [Abstract] | ' |
Amortization of Intangible Assets | $134 |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets - Other Intangible Assets (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2013 |
IntangibleAssets [Line Items] | ' | ' |
Gross Carrying Amount | ' | $4,590 |
Accumulated Amortization | ' | 612 |
INTANGIBLE ASSETS, net of amortization | 4,138 | 3,978 |
Customer Relationships [Member] | ' | ' |
IntangibleAssets [Line Items] | ' | ' |
Estimated Useful Lives | '6 years 3 months 20 days | ' |
Gross Carrying Amount | ' | 2,100 |
Accumulated Amortization | ' | 134 |
INTANGIBLE ASSETS, net of amortization | ' | 1,966 |
Technical Library [Member] | ' | ' |
IntangibleAssets [Line Items] | ' | ' |
Estimated Useful Lives | '20 years | ' |
Gross Carrying Amount | ' | 400 |
Accumulated Amortization | ' | 6 |
INTANGIBLE ASSETS, net of amortization | ' | 394 |
Order Backlog [Member] | ' | ' |
IntangibleAssets [Line Items] | ' | ' |
Estimated Useful Lives | '0 years 5 months | ' |
Gross Carrying Amount | ' | 350 |
Accumulated Amortization | ' | 350 |
INTANGIBLE ASSETS, net of amortization | ' | 0 |
Covenants Not to Compete [Member] | ' | ' |
IntangibleAssets [Line Items] | ' | ' |
Estimated Useful Lives | '3 years | ' |
Gross Carrying Amount | ' | 140 |
Accumulated Amortization | ' | 39 |
INTANGIBLE ASSETS, net of amortization | ' | 101 |
Develeoped Technology [Member] | ' | ' |
IntangibleAssets [Line Items] | ' | ' |
Estimated Useful Lives | '4 years | ' |
Gross Carrying Amount | ' | 400 |
Accumulated Amortization | ' | 83 |
INTANGIBLE ASSETS, net of amortization | ' | 317 |
Trademarks And Trade Names [Member] | ' | ' |
IntangibleAssets [Line Items] | ' | ' |
Gross Carrying Amount | ' | 1,200 |
Accumulated Amortization | ' | 0 |
INTANGIBLE ASSETS, net of amortization | ' | $1,200 |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets - Future Amortization Expense (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
FiniteLivedIntangibleAssetsFutureAmortizationExpenseAbstract | ' |
Amortization Expense Year 1 | $339 |
Amortization Expense Year 2 | 499 |
Amortization Expense Year 3 | 471 |
Amortization Expense Year 4 | 398 |
Amortization Expense Year 5 | 358 |
Amortization Expense After Year 5 | 713 |
FiniteLivedIntangibleAssetsNet | $2,778 |
Commitments_And_Contingencies_
Commitments And Contingencies (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 |
Commitments And Contingencies [Abstract] | ' | ' |
Accrued Insurance | ' | $4,873 |
Reserve for construction defect liabilities | ' | 432 |
Estimated cost of completion of bonded project | ' | 55,195 |
Cash Collateral | ' | 500 |
Surety Bond [Member] | ' | ' |
Loss Contingency [Line Items] | ' | ' |
Total settlement to be paid in monthly installments | ' | 2,200 |
Interest rate on settlement value gross | ' | 1.20% |
Valuation Allowances And Reserves Charged To Cost And Expense | 1,725 | ' |
Receipt of payments | ' | 550 |
Insurance Related [Member] | ' | ' |
Other Commitments [Line Items] | ' | ' |
Letters of Credit Outstanding, Amount | ' | 6,347 |
Vendor Related [Member] | ' | ' |
Other Commitments [Line Items] | ' | ' |
Letters of Credit Outstanding, Amount | ' | $313 |
Derivative_Instruments_Details
Derivative Instruments (Details) (Interest Rate Swap [Member]) | 3 Months Ended |
Dec. 31, 2013 | |
Interest Rate Swap [Member] | ' |
Derivative [Line Items] | ' |
Description of Derivative Terms | 'Borrowings under the Wells Fargo Term Loan bore interest at a per annum rate equal to Daily Three Month LIBOR plus an applicable margin. 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 for hedged borrowings under the Wells Fargo Term Loan. |
Type of Derivative Instrument | 'interest rate swap agreement |
Objective of Derivative | 'to hedge interest rate risk |
Derivative_Instruments_Balance
Derivative Instruments - Balance Sheet Location (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 |
Shareholders Equity [Member] | ' | ' |
Derivative [Line Items] | ' | ' |
Balance Sheet Location of Interest Rate Swap | 'Accumulated other comprehensive income | ' |
Interest Rate Swap Fair Value | $12 | $17 |
Assets [Member] | ' | ' |
Derivative [Line Items] | ' | ' |
Balance Sheet Location of Interest Rate Swap | 'Prepaid expenses and other current assets | ' |
Interest Rate Swap Fair Value | $12 | $17 |
Business_Combination_Details
Business Combination (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 |
Business Acquisition Acro [Member] | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Name of Acquired Business | 'Acro Group | ' |
Discription of Acquired Business | '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 bAcro Groupb). | ' |
Reason for Business Combination | 'offering full-service residential solar integration services, including design, procurement, permitting, installation, financing services through third parties and warranty services for residential customers. | ' |
Prexisitng Relationship | 'IES Residential had previously provided solar installation subcontracting services to the Acro Group | ' |
Date of Acquisition Agreement | 8-Feb-13 | ' |
Date of Acquisition | 15-Feb-13 | ' |
Receivable Owed By Acro Used In Purchase Price | ' | $3,800 |
Business Acquistion Miscor [Member] | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Name of Acquired Business | 'MISCOR Group, Ltd | ' |
Discription of Acquired Business | 'a provider of maintenance and repair services including engine parts and components to the industrial and rail services | ' |
Date of Acquisition | 13-Sep-13 | ' |
TaxBasisOfInvestmentsAdditionalInformation | 'Although this goodwill is not deductible for tax purposes, we acquired tax basis of $10.0 million in goodwill and intangible assets recognized by MISCOR prior to our purchase agreement with them. The deferred tax asset associated with the basis is fully offset by a corresponding valuation allowance. No value was assigned in the purchase price allocation above to the original intangible assets recognized by MISCOR prior to our purchase agreement. | ' |
Business_Combination_Prelimina
Business Combination - Preliminary Valuation (Details) (USD $) | 1 Months Ended | 3 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Feb. 14, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 15, 2013 |
Business Acquisition Acro [Member] | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' |
Receivable Owed to IES | $1,042 | ' | $2,263 | ' |
Cash Purchase Consideration | ' | 828 | ' | ' |
Fair Value of Contingent Consideration | ' | ' | ' | 665 |
Total Consideration Transferred | ' | 4,798 | ' | ' |
Business Acquistion Miscor [Member] | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' |
Cash Purchase Consideration | ' | 4,364 | ' | ' |
Total Consideration Transferred | ' | 16,217 | ' | ' |
IES Shares provided in MISCOR consideration | ' | 2,795,577 | ' | ' |
Value of IES Shares provided in MISCOR consideration | ' | $11,853 | ' | ' |
Business_Combination_Fair_Valu
Business Combination - Fair Value Allocation (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Business Acquisition Acro [Member] | ' |
Business Acquisition [Line Items] | ' |
Total Consideration Transferred | $4,798 |
Trade Receivable | 317 |
Prepaid Commissions | 46 |
Inventory | 16 |
Property & Equipment | 40 |
Order Backlog | 350 |
Covenant Not-to-Complete | 140 |
Developed Technology | 400 |
Vacation Payable | -26 |
Customer Incentive Payable | -70 |
Deferred Revenue | -600 |
Goodwill | 4,185 |
Business Acquistion Miscor [Member] | ' |
Business Acquisition [Line Items] | ' |
Total Consideration Transferred | 16,217 |
Trade Receivable | 4,925 |
Prepaid Commissions | 532 |
Inventory | 7,530 |
Property & Equipment | 5,355 |
Customer Relationships | 2,100 |
Technical Library | 400 |
Trade Names | 1,200 |
Other Assets | 552 |
Trade Payables | -4,143 |
Accrued Liabilities | -2,016 |
Term Loan | -5,511 |
Goodwill | $5,293 |
Business_Combination_Pro_Forma
Business Combination - Pro Forma (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
BusinessAcquisitionProFormaInformationAbstract | ' | ' |
Pro Forma Revenue | $120,079 | $142,002 |
Pro Forma Net Income | $265 | $729 |
Discontinued_Operations_IS_Det
Discontinued Operations IS (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Discontinued Operations and Disposal Groups [Abstract] | ' | ' |
DISCOPS Revenue | $58 | $516 |
DISCOPS COGS | 117 | 450 |
DISCOPS Gross Profit | -59 | 66 |
DISCOPS SGA | 82 | 161 |
Restructuring Charges | 0 | 43 |
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax | -141 | -138 |
Discontinued Operation, Tax Effect of Discontinued Operation | 0 | -15 |
Net income (loss) from discontinued operations | ($141) | ($123) |
Discontinued_Operations_BS_Det
Discontinued Operations BS (Details) (USD $) | Dec. 31, 2013 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | ||
Discontinued Operations and Disposal Groups [Abstract] | ' | ' |
Discontinued Operations - Current Assets | $714 | $1,123 |
Discontinued Operations - Current Liabilities | $636 | $889 |