Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Jun. 30, 2016 | Aug. 08, 2016 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | IES Holdings, Inc. | |
Entity Central Index Key | 1,048,268 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 21,451,539 | |
Entity Well-known Seasoned Issuer | No | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
TradingSymbol | IESC |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 22,807 | $ 49,360 |
Restricted Cash | 260 | 0 |
Accounts receivable: | ||
Trade, net of allowance of $738 and $842, respectively | 109,858 | 92,976 |
Retainage | 20,748 | 17,453 |
Inventories | 17,432 | 13,977 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 9,355 | 12,318 |
Prepaid expenses and other current assets | 4,305 | 2,956 |
Total current assets | 184,765 | 189,040 |
PROPERTY AND EQUIPMENT, net | 15,253 | 11,683 |
GOODWILL | 39,629 | 17,249 |
INTANGIBLE ASSETS, net of amortization | 32,953 | 4,723 |
OTHER NON-CURRENT ASSETS, net | 4,923 | 4,015 |
Total assets | 277,523 | 226,710 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Current maturities of long-term debt | 0 | 4 |
Accounts payable and accrued expenses | 90,735 | 82,910 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 27,647 | 25,165 |
Total current liabilities | 118,382 | 108,079 |
LONG-TERM DEBT, net of current maturities | 30,248 | 10,234 |
OTHER NON-CURRENT LIABILITIES | 6,767 | 6,983 |
Total liabilities | 155,397 | 125,296 |
Noncontrolling interest | 1,726 | 0 |
STOCKHOLDERS' EQUITY: | ||
Preferred stock, $0.01 par value, 10,000,000 shares authorized, none issued | 0 | 0 |
Common stock, $0.01 par value, 100,000,000 shares authorized; 22,049,529 and 22,049,529 shares issued and 21,440,583 and 21,475,741 outstanding, respectively | 220 | 220 |
Treasury stock, at cost, 608,946 and 573,788 shares, respectively | (4,910) | (4,401) |
Additional paid-in capital | 194,325 | 193,628 |
Accumulated other comprehensive income | 0 | 0 |
Retained deficit | (69,235) | (88,033) |
Total stockholders' equity | 120,400 | 101,414 |
Total liabilities and stockholders' equity | $ 277,523 | $ 226,710 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Consolidated Balance Sheets [Abstract] | ||
Trade, allowance | $ 738 | $ 842 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 22,049,529 | 22,049,529 |
Common stock, shares outstanding | 21,440,583 | 21,475,741 |
Treasury stock, shares | 608,946 | 573,788 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Revenues | $ 179,599 | $ 144,082 | $ 490,347 | $ 414,170 |
Cost of services | 145,602 | 119,030 | 400,905 | 344,707 |
Gross profit | 33,997 | 25,052 | 89,442 | 69,463 |
Selling, general and administrative expenses | 25,716 | 20,546 | 72,494 | 58,653 |
Contingent Consideration Expense | 66 | 0 | 332 | 0 |
Loss on sale of assets | 34 | (47) | 811 | (40) |
Income from operations | 8,181 | 4,553 | 15,805 | 10,850 |
Interest and other (income) expense: | ||||
Interest expense | 299 | 261 | 895 | 860 |
Other (income) expense, net | (17) | (9) | (49) | (208) |
Income from operations before income taxes | 7,899 | 4,301 | 14,959 | 10,198 |
Provision (benefit) for income taxes | (2,937) | 339 | (3,870) | 908 |
Net income from continuing operations | 10,836 | 3,962 | 18,829 | 9,290 |
Net loss from discontinued operations | 0 | (5) | 0 | (231) |
Net Income | 10,836 | 3,957 | 18,829 | 9,059 |
Net income attributable to noncontrolling interest | 31 | 0 | 31 | 0 |
Net income attirbutable to IES Holding, Inc. | $ 10,805 | $ 3,957 | $ 18,798 | $ 9,059 |
Basic earnings (loss) per share attributable to IES Holdings, Inc.: | ||||
From continuing operations | $ 0.5 | $ 0.19 | $ 0.88 | $ 0.43 |
From discontinued operations | 0 | 0 | 0 | (0.01) |
Basic | 0.5 | 0.19 | 0.88 | 0.42 |
Diluted earnings (loss) per share attributable to IES Holdings, Inc.: | ||||
From continuing operations | 0.5 | 0.19 | 0.87 | 0.43 |
From discontinued operations | 0 | 0 | 0 | (0.01) |
Diluted | $ 0.5 | $ 0.19 | $ 0.87 | $ 0.42 |
Shares used in the computation of earnings (loss) per share | ||||
Basic | 21,297,898 | 21,319,444 | 21,280,469 | 21,542,289 |
Diluted | 21,456,634 | 21,370,634 | 21,412,343 | 21,589,437 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 18,829 | $ 9,059 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Bad debt expense | 274 | 10 |
Deferred financing cost amortization | 263 | 230 |
Depreciation and amortization | 3,503 | 1,806 |
Loss on Sales of Assets | 832 | 15 |
Non-cash compensation expense | 645 | 325 |
Changes in operating assets and liabilities | ||
Accounts receivable | (8,039) | (4,072) |
Inventories | (208) | 2,751 |
Costs and estimated earnings in excess of billings | 2,964 | (4,173) |
Prepaid expenses and other current assets | (3,098) | (3,047) |
Other non-current assets | (1,314) | 109 |
Accounts payable and accrued expenses | 1,611 | (1,876) |
Billings in excess of costs and estimated earnings | 2,482 | 4,880 |
Other non-current liabilities | (4,840) | 194 |
Net cash provided by operating activities | 13,904 | 6,211 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (2,156) | (2,385) |
Proceeds from Sale of Property, Plant, and Equipment | 2,200 | 0 |
Consideration for acquisition, net of cash acquired | (59,698) | (3,112) |
Net cash used in investing activities | (59,654) | (5,497) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Borrowings of debt | 20,026 | 6 |
Repayments of debt | (112) | 0 |
Stock Options Exercised | 133 | 0 |
Purchase of treasury stock | (590) | (3,246) |
Change in restricted cash | (260) | 0 |
Net cash used in financing activities | 19,197 | (3,240) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (26,553) | (2,526) |
CASH AND CASH EQUIVALENTS, beginning of period | 49,360 | 47,342 |
CASH AND CASH EQUIVALENTS, end of period | 22,807 | 44,816 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid for interest | 651 | 594 |
Cash paid for income taxes | $ 1,288 | $ 517 |
Business
Business | 9 Months Ended |
Jun. 30, 2016 | |
Business [Abstract] | |
Description of the Business | 1 . BUSINESS AND ACCOUNTING POLICIES Description of the Business On May 24, 2016, Integrated Electrical Services, Inc. changed its corporate name to IES Holdings, Inc . IES Holdings, Inc. is a holding company that owns and manages operating subsidiaries in business activities across a variety of markets. Our operations are currently organized into four prin cipal business segments, based upon the nature of our current products and services : Communications – Nationwide provider of technology infrastructure products and services to large corporations and independent businesses. Residential – Regional provider of electrical installation services for single-family housing and multi-family apartment complexes. Commercial & Industrial – Provider of electrical and mechanical design, construction, and maintenance services to the commercial and i ndustrial markets in various regional markets and nationwide in certain areas of expertise, such as the power infrastructure market. Infrastructure Solutions - Provider of electrical and mechanical solutions to domestic and international customers. The words “IES”, t he “Company”, “we”, “our”, and “us” refer to IES Holdings, Inc. and, except as otherwise specified herein, to our wholly-owned subsidiaries. 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 generated during fall and winter, with an impact from precipitation in the warmer months. 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 structu res protected from the weather, although weather can still impact these businesses, especially in the early stages of projects. Our service and maintenance business is generally not affected by seasonality. Our volume of business may be adversely affected by declines in construction projects resulting from adverse regional or national economic conditions. In particular, a prolonged period of low oil prices and subsequent slowdown in the economy could have a negative impact on demand for housing in regions s uch as Texas, which is a key market for us. 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 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. 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 Securities and Exchange Commission (the “SEC”). The results for the interim periods are not necessarily indicative of results for the entire year. These interim financial statements do not include all disclosures required by U.S. generally accepted accounting principles (“GAAP”), and should be read in conjunction with the consolidated financial statements and notes thereto filed with the SEC in our Annual Report on Form 10-K for the fiscal year ended September 30, 2015 . 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 presentation of the financial position, results of operations, and cash flows for the periods reported herein. Any such adjustments are of a normal recurring nature . Noncontrolling Interest In conjunction with our purchase of STR Mechanical, LLC (“STR”) during the third quarter of fiscal 2016, we acquired a controlling interest of 80 percent of the membership interests of STR. The remaining 20 percent interest, which was retained by the third party sellers, is identified in our financials as noncontrolling interest and is classified outside of permanent equity on our consolidated balance sheet. See Note 13 – Acquisitions and Divestitures for further discussion. Use of Estimates The preparation of financial statements in conformity with 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 duri ng 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 asse t impairments and adjustments, allowance for doubtful accounts receivable, stock-based compensation, reserves for legal matters, assumptions regarding estimated costs to exit certain segment s, realizability of deferred tax assets, unrecognized tax benefits and self-insured claims liabilities and related reserves. Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), a comprehensive new revenue recognition standard which will supersede previous existing revenue recognition guidance. The standard creates a five-step model for revenue recognition that requires companies to exercise judgment when considering contract terms and relevant facts and circumstances. The standard also requires expanded disclosures surrounding revenue recognitio n. The effective date will be the first quarter of our fiscal year ended September 30, 2019. The standard allows for either full retrospective or modified retrospective adoption. We are currently evaluating the impact of the adoption of this standard on ou r consolidated financial statements. We have not yet selected a transition method or determined the effect ASU 2014-09 will have on our ongoing financial reporting. In April 2015, the FASB issued ASU No. 2015-03, Interest-Imputation Of Interest: Simplifyi ng the Presentation of Debt Issuance Costs (“ASU 2015-03”), which requires that debt issuance costs be presented as a direct deduction from the carrying amount of the related debt liability, consistent with the presentation of debt discounts. In August 201 5, the FASB issued an update (ASU 2015-15) which allows an entity to present the cost of securing a revolving line of credit as an asset, regardless of whether a balance is outstanding. The standard is effective for fiscal years beginning after December 15 , 2015 on a retrospective basis. The adoption of this update is not expected to have a material impact on our results of operations, financial position or cash flows. In September 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805), S implifying the Accounting for Measurement-Period Adjustments (“ASU 2015-16”), which eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively. Instead, an acquirer will recognize a meas urement-period adjustment during the period in which it determines the amount of the adjustment, including the effect on earnings of any amounts it would have recorded in previous periods if the accounting had been completed at the acquisition date. The up date is effective for fiscal years beginning after December 15, 2015 on a retrospective basis. The adoption of this update is not expected to have a material impact on our results of operations, financial position or cash flows. In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes, which clarifies that in a classified statement of financial position, an entity shall classify deferred tax liabilities and assets as noncurrent amounts. The new standard will become effective for our fiscal year beginning October 1, 2017. The company adopted this presentation during the period ended December 31, 2015. P rior periods have not been retrospectively adjusted. In February 2016, the FASB issued ASU No. 2016-02, Leases ("A SU 2016-02"). Under ASU 2016-02, lessees will need to recognize a right-of-use asset and a lease liability for all of their leases, other than those that meet the definition of a short-term lease. For income statement purposes, leases must be classified a s either operating or finance. Operating leases will result in straight-line expense, similar to current operating leases, while finance leases will result in a front-loaded expense pattern, similar to current capital leases. ASU 2016-02 becomes effective for the fiscal year ended September 30, 2020. We are currently evaluating whether to early adopt the standard and what impact it will have on our consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compe nsation ("ASU 2016-09"). ASU 2016-09 eliminates additional paid in capital pools and requires excess tax benefits and tax deficiencies to be recorded in the income statement when the awards vest or are settled. The accounting for an employee's use of shar es to satisfy the employer's statutory income tax withholding obligation and the accounting for forfeitures is also changing. ASU 2016-09 is effective for fiscal years beginning after December 15, 2017, with early adoption permitted. We expect to early ado pt ASU 2016-09 in the quarter e nded December 31, 2016 . The adoption of this update is not expected to have a material impact on our results of operations, financial position or cash flows. |
Controlling Shareholder
Controlling Shareholder | 9 Months Ended |
Jun. 30, 2016 | |
Controlling Shareholder [Abstract] | |
Controlling Shareholder | 2 . CONTROLLING SHAREHOLDER At June 30, 2016 , Tontine Capital Partners, L.P. together with its affiliates (collectively “Tontine”) was the Company’s controlling shareholder, owning approximately 62. 4 % of the Company’s outstanding common stock according to a Schedule 13D/A filed with the SEC by Tontine on March 25, 2016. Accordingly, Tontine has the ability to exercise significant control over our affairs, including the election of directors and most a ctions requiring the approval of shareholders. While Tontine is subject to restrictions under federal securities laws on sales of its shares as an affiliate, in 2013, pursuant to the terms of a registration rights agreement between the Company and Tontine , the Company filed a shelf registration statement to register all of the shares of IES common stock then owned by Tontine (the “Registered Shares”). As long as the shelf registration statement remains effective, Tontine has the ability to resell any or a ll of its Registered 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 sel l or otherwise dispose of all or a portion of its position in IES, a change in ownership of IES 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 ownership within the meaning of Internal Revenue Code Section 382. There can be no assurance that the NOL Rights Plan will be effective in deterring a change of ownership or protecting the NOLs. Furthermore, a change in ownership would trigger the chang e of control provisions in a number of our material agreements, including our credit facility, bonding agreements with our sureties and our severance arrangements. David B. Gendell , the brother of Jeffrey Gendell , the founder and managing member of Tontin e, has been a member of the Company’s Board of Directors since February, 2012, and has served as the Company’s non-executive Chairman of the Board since January, 2015. Mr. David Gendell is also an employee of Tontine. On March 29, 2012, the Company entered into a two-year sublease agreement with Tontine Associates, LLC, an affiliate of Tontine, for corporate office space in Greenwich, Connecticut, with monthly p ayments due in the amount of $6 . The lease was renewed for a two-year term in March 2014 at approximately the same payment level, and for a three-year term in April 2016 with an increase in the rent to $ 8 , reflect ing the increase paid by Tontine Associates, LLC to its landlord and increased use of the corporate of fice space. 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. |
Debt
Debt | 9 Months Ended |
Jun. 30, 2016 | |
Debt [Abstract] | |
Debt | 3 . DEBT At June 30, 2016 and September 30, 2015 , our long-term debt of $ 30,248 and $ 10,234 , respectively, relates to amounts drawn on our revolving credit facility. The increase in debt relates to $ 20,000 drawn during the three months ended June 30, 2016 , in connection with our acquisition of Technibus , Inc. on June 15, 2016. See Note 13 – Business Combinations and Divestitures for further discussion. Amendment to 2012 Credit Facility On May 3, 2016, we amended our revolving credit facility (as amended, the “2012 Credit Facility”) with Wells Fargo Bank, National Association (“Wells Fargo”). This amendment increased the maximum revolver amount under the 2012 Credit Facility from $60,000 to $ 70,000 , and extended the maturity date by one year to August 9, 2019. In addition, as further described below, the amendment reduced the interest rate charged under the 2012 Credit Facility, modified the calculation of amounts available under the 2012 Cred it Facility, resulting in an increase in available borrowing capacity, created new minimum thresholds for liquidity and Excess Availability (as defined in our amended and restated credit and security agreement under the 2012 Credit Facility (the “Amended C redit Agreement”)), and modified the thresholds of liquidity and Excess Availability below which the Company must maintain a specified Fixed Charge Coverage Ratio (as defined in the Amended Credit Agreement). Terms of 2012 Credit Facility The 2012 Credi t Facility contains customary affirmative, negative and financial covenants, which were adjusted in the May 3, 2016 amendment. At June 30, 2016, we were subject to the financial covenant requiring, at any time that our Liquidity (the aggregate amount of u nrestricted cash and cash equivalents on hand plus Excess Availability) is less than $14,000 or our Excess Availability is less than $7,000 , that we maintain a Fixed Charge Coverage Ratio of not less than 1.0:1.0. Additionally, pursuant to the amendment, we are required to maintain minimum Liquidity of $8,750 and Excess Availability of $4,380 at all times. At June 30, 2016, our Liquidity was $ 53,203 and our Excess Availability was $ 30,396 , and as such, we were not required to maintain a Fixed Charge Coverage Ratio of 1.0:1.0 as of such date. Nonetheless, at June 30, 2016, our Fixed Charge Coverage Ratio was 14.2 :1.0. Compliance with our Fixed Charge Coverage Ratio, while not required at June 30, 2016, provides us with the ability to use cash on hand or to draw on our 2012 Credit Facility such that we can fall below the $7,000 Excess Availability and $14,0 00 Liquidity thresholds described above without violating our financial covenant. If in the future our Liquidity or Excess Availability fall below $14,000 or $7 ,000 , respectively, and at that time our Fixed Charge Coverage Ratio is less than 1.0:1.0, or i f we otherwise fail to perform or otherwise comply with certain of our covenants or other agreements under our 2012 Credit Facility, it would result in an event of default under our 2012 Credit Facility, which could result in some or all of our indebtednes s becoming immediately due and payable. 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 p roperty and equipment. The amendment modified the calculation of amounts available under the 2012 Credit Facility, by increasing our advance rates and expanding the types of assets to be included in our borrowing base, resulting in an increase in available borrowing capacity. 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 thresholds below. The amendment reduced the interest rate margin from between 2.00 and 3.00 percent to a range from 1.75 to 2.25 percent. Level Thresholds Interest Rate Margin I If liquidity is less than $24,500 at any time during the period 2.25 percentage points II If liquidity is greater than or equal to $24,500 at all times during the period and less than $35,000 at any time during the period 2.00 percentage points III If liquidity is greater than or equal to $35,000 at all times during the period 1.75 percentage points Certain amounts up to $3,000 , as set forth in the Amended Credit Agreement, accrue interest based on an Interest Rate Margin of 3.25%. In addition, we are charged monthly in arrears for (1) an unused commitment fee of 0.375% 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 Amended Credit Agreement. At June 30, 2016 , the carrying value of amounts outstanding on our Revolving Loan (as defined under the Amended Credit Agreement) approximated fair value, as debt incurs interest at a variable rate. The fair value of the debt is classified as a level 2 measu rement. |
Per Share Information
Per Share Information | 9 Months Ended |
Jun. 30, 2016 | |
Per Share Information [Abstract] | |
Per Share Information | 4 . PER SHARE INFORMATION The following table reconciles the components of the basic and diluted earnings (loss) per share for the three and nine months ended June 30, 2016 and 2015 : Three Months Ended June 30, 2016 2015 Numerator: Net income from continuing operations attributable to common shareholders of IES Holdings, Inc. $ 10,747 $ 3,927 Net income from continuing operations attributable to restricted shareholders of IES Holdings, Inc. 58 35 Net income from continuing operations attributable to IES Holdings, Inc. 10,805 3,962 Net loss from discontinued operations attributable to common shareholders of IES Holdings, Inc. - (5) Net loss from discontinued operations attributable to IES Holdings, Inc. - (5) Net income attributable to common shareholders 10,747 3,922 Net income attributable to restricted shareholders 58 35 Net income attributable to IES Holdings, Inc. $ 10,805 $ 3,957 Denominator: Weighted average common shares outstanding — basic 21,297,898 21,319,444 Effect of dilutive stock options and non-vested restricted stock 158,736 51,190 Weighted average common and common equivalent shares outstanding — diluted 21,456,634 21,370,634 Earnings per share attributable to IES Holdings, Inc.: Basic $ 0.50 $ 0.19 Diluted $ 0.50 $ 0.19 Nine Months Ended June 30, 2016 2015 Numerator: Net income from continuing operations attributable to common shareholders of IES Holdings, Inc. $ 18,641 $ 9,258 Net income from continuing operations attributable to restricted shareholders of IES Holdings, Inc. 157 32 Net income from continuing operations attributable to IES Holdings, Inc. 18,798 9,290 Net loss from discontinued operations attributable to common shareholders of IES Holdings, Inc. - (231) Net loss from discontinued operations attributable to IES Holdings, Inc. - (231) Net income attributable to common shareholders 18,641 9,027 Net income attributable to restricted shareholders 157 32 Net income attributable to IES Holdings, Inc. $ 18,798 $ 9,059 Denominator: Weighted average common shares outstanding — basic 21,280,469 21,542,289 Effect of dilutive stock options and non-vested restricted stock 131,874 47,148 Weighted average common and common equivalent shares outstanding — diluted 21,412,343 21,589,437 Basic earnings (loss) per share attributable to IES Holdings, Inc.: From continuing operations $ 0.88 $ 0.43 From discontinued operations - (0.01) Basic earnings per share attributable to IES Holdings, Inc. $ 0.88 $ 0.42 Diluted earnings (loss) per share attributable to IES Holdings, Inc.: From continuing operations $ 0.87 $ 0.43 From discontinued operations - (0.01) Diluted earnings per share attributable to IES Holdings, Inc. $ 0.87 $ 0.42 For the three and nine months ended June 30, 2016 and 2015 , the average price of our common shares exceeded the exercise price of all of our outstanding options ; therefore, all of our outstanding stock options were included in the computation of fully diluted earnings per share . |
Operating Segments
Operating Segments | 9 Months Ended |
Jun. 30, 2016 | |
Operating Segments [Abstract] | |
Operating Segments | 5 . OPERATING SEGMENTS We manage and measure performance of our business in four distinct operating segments: Communications, Residential , Commercial & Industrial, and Infrastructure Solutions . Transactions between segments, if any, are eliminated in consolidation. Our c orporate office provides general and administrative as well as support services to our four operating segments. Management allocates certain shared costs between segments for selling, general and administrative expen ses and depreciation expense. Segment information for the three and nine months ended June 30, 2016 and 2015 is as follows: Three Months Ended June 30, 2016 Commercial & Infrastructure Communications Residential Industrial Solutions Corporate Total Revenues $ 48,702 $ 56,867 $ 59,512 $ 14,518 $ - $ 179,599 Cost of services 40,487 43,388 51,882 9,845 - 145,602 Gross profit 8,215 13,479 7,630 4,673 - 33,997 Selling, general and administrative 5,185 9,237 4,771 3,248 3,275 25,716 Contingent consideration - - - 66 - 66 (Gain) loss on sale of assets - - (17) 51 - 34 Income (loss) from operations $ 3,030 $ 4,242 $ 2,876 $ 1,308 $ (3,275) $ 8,181 Other data: Depreciation and amortization expense $ 153 $ 122 $ 410 $ 897 $ 74 $ 1,656 Capital expenditures $ 122 $ 393 $ 377 $ 109 $ 71 $ 1,072 Total assets $ 53,711 $ 40,008 $ 58,559 $ 92,559 $ 32,686 $ 277,523 Three Months Ended June 30, 2015 Commercial & Infrastructure Communications Residential Industrial Solutions Corporate Total Revenues $ 35,516 $ 52,991 $ 44,406 $ 11,169 $ - $ 144,082 Cost of services 28,451 42,615 39,161 8,803 - 119,030 Gross profit 7,065 10,376 5,245 2,366 - 25,052 Selling, general and administrative 4,275 7,709 3,776 2,463 2,323 20,546 Gain on sale of assets (31) - (16) - - (47) Income (loss) from operations $ 2,821 $ 2,667 $ 1,485 $ (97) $ (2,323) $ 4,553 Other data: Depreciation and amortization expense $ 141 $ 120 $ 71 $ 236 $ 68 $ 636 Capital expenditures $ 174 $ 64 $ 130 $ 366 $ - $ 734 Total assets $ 39,096 $ 37,690 $ 45,776 $ 28,266 $ 61,678 $ 212,506 Nine Months Ended June 30, 2016 Commercial & Infrastructure Communications Residential Industrial Solutions Corporate Total Revenues $ 128,813 $ 162,381 $ 158,923 $ 40,230 $ - $ 490,347 Cost of services 105,855 124,459 141,237 29,354 - 400,905 Gross profit 22,958 37,922 17,686 10,876 - 89,442 Selling, general and administrative 14,877 26,856 13,014 9,062 8,685 72,494 Contingent consideration - - - 332 - 332 (Gain) loss on sale of assets - - (17) 828 - 811 Income (loss) from operations $ 8,081 $ 11,066 $ 4,689 $ 654 $ (8,685) $ 15,805 Other data: Depreciation and amortization expense $ 410 $ 364 $ 845 $ 1,674 $ 210 $ 3,503 Capital expenditures $ 685 $ 537 $ 563 $ 300 $ 71 $ 2,156 Total assets $ 53,711 $ 40,008 $ 58,559 $ 92,559 $ 32,686 $ 277,523 Nine Months Ended June 30, 2015 Commercial & Infrastructure Communications Residential Industrial Solutions Corporate Total Revenues $ 95,269 $ 151,753 $ 132,677 $ 34,471 $ - $ 414,170 Cost of services 78,132 122,523 117,331 26,721 - 344,707 Gross profit 17,137 29,230 15,346 7,750 - 69,463 Selling, general and administrative 11,377 22,741 11,155 6,795 6,585 58,653 (Gain) loss on sale of assets (24) 4 (18) (2) - (40) Income (loss) from operations $ 5,784 $ 6,485 $ 4,209 $ 957 $ (6,585) $ 10,850 Other data: Depreciation and amortization expense $ 388 $ 362 $ 207 $ 640 $ 209 $ 1,806 Capital expenditures $ 644 $ 257 $ 297 $ 1,023 $ 164 $ 2,385 Total assets $ 39,096 $ 37,690 $ 45,776 $ 28,266 $ 61,678 $ 212,506 |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Jun. 30, 2016 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity | 6 . STOCKHOLDERS’ EQUITY Equity Incentive Plan The Company’s 2006 Equity Incentive Plan, as amended and restated effective February 9, 2016, following approval by shareholders at the Company’s 2016 Annual Shareholders’ Meeting (as so amended and restated, the “Amended Plan ) , provides for grants of stock options as well as grants of stock, including restricted stock. Approximately 3.0 million shares of common stock are authorized for issuance under the Amended Plan, of wh ich approximately 1,031,771 shares are available for issuance at June 30, 2016 . The terms of the Amended Plan are described further in the Company’s definitive Proxy Statement for its 2016 Annual Meeting of Stockholders, which was filed with the SEC on D ecember 28, 2015. Stock Repurchase Program Our Board of Directors has authorized a stock repurchase program for the purchase from time to time of up to 1.5 million shares of the Company’s common stock. Share purchases are made for cash in open market transactions at prevailing market prices or in privately negotiated transactions or otherwise. The timing and amount of purchases under the program are determined based upon prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. All or part of the repurchases may be implemented under a Rule 10b5-1 trading plan, which allows repurchases under pre-set terms at times when the Company might otherwise be prevented from purchasing under insider trading laws or becaus e of self-imposed blackout periods. The program does not require the Company to purchase any specific number of shares and may be modified, suspended or reinstated at any time at the Company’s discretion and without notice. The Company initiated the progra m in February 2015 and during the year ended September 30, 2015, pursuant to the program, we repurchased 482,156 shares of common stock at an average price of $ 7.22 per share for a total aggregate purchase price of $3.5 million. We repurchased 39,237 shar es of our common stock during the three months ended June 30, 2016 , in open market transactions at an average price of $ 11.82 per share. We repurchased 46,929 shares of our common stock during the nine months ended June 30, 2016 , in op en market transactions at an average price of $ 11.07 per share. Treasury Stock D uring the nine months ended June 30, 2016 , we repurchased 6,084 shares of common stock from our employees to satisfy minimum tax withholding requirements upon the vesting of restricted stock issued under the Amended Plan, 46 ,929 shares of common stock were repurchased on the open market pursuant to our share repurchase program, and 7,500 shares of common stock were forfeited by former employees and returned to treasury stock . The Com pany had 6,859 shares returned to treasury stock during the same period related to the satisfaction of an obligat ion in connection with a reconciliation of our shares of common stock offered in exchange for shares of MISCOR Group, Ltd during our 2013 acqui sition of that company. During the nine months ended June 30, 2016 , from treasury stock we issued 4,714 unrestricted shares to members of our Board of Directors as part of their overall compensation, and 27,500 unrestricted shares to satisfy the exercise of outstanding options. Restricted Stock During the three months ended June 30, 2016 and 2015 , we recognized $ 130 and $ 127 , respectively, in compensation expense related to our restricted stock awards . During the nine months ended June 30, 2016 and 2015 , we recognized $ 392 and $ 153 , respectively, in compensation expense related to our restricted stock awards . At June 30, 2016 , the unamortized compensation cost related to outstanding unvested restricted stock was $ 893 . P hantom Stock Units Phantom stock units (“PSUs”) are primarily granted to the non-employee members of the Board of Directors as part of their overall compensation. These PSUs are paid via unrestricted stock grants to each non-employee 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 June 30, 2016 and 2015 , we recognized $ 34 and $ 140 , respectively in compensation expense related to these grants. During the nine months ended June 30, 2016 and 2015 , we recognized $ 102 and $ 200 , respectively in co mpensation expense related to these grants. Performance Based Phantom Stock Units Performance based phantom stock units (“PPSUs”) are a contractual right in respect of one share of the Company’s common stock. The PPSUs will generally become vested, if at all, upon the achievement of certain specified performance objectives and continued performance of services through mid-December 2018. During the nine months ended June 30, 2016 , the C ompany granted an aggregate of 420,000 three-year perform ance-based PPSUs. The vesting of these awards is subject to the achievement of specified levels of cumulative net income before taxes or specified stock price levels . For the three and nine months ended June 30, 2016 , we recognized compensation expense of $ 22 and $ 66 , respectively, related to these grants. Performance Cash Units Performance based phantom cash units (“PPCUs”) are a contractual right to cash payment of $20 dollars per PPCU. The PPCUs will generally become vested, if at all, upon achievement of certain specified performance objectives and continued performance of services through mid-December 2018 . During the nine months ended June 30, 2016 , the Company granted an aggregate of 30,000 three-year performance-based PP C Us. The PPCUs are payable in cash and payment is not deemed pro bable as of June 30, 2016 . Therefore, we have recognized no expense related to these grants. Stock Options During the three months ended June 30, 2016 and 2015 , we recognized compensation expense of $ 17 and $ 19 , respectively, related to our stock option awards. During the nine months ended June 30, 2016 and 2015 , we recognized $ 50 and $ (61) , respectively, in compensation expense related to our stock option awards. The net benefit in 2015 relates to a revision in forfeiture assumptions upon the departure of the Company’s Chairman and CEO in January 2015, at which time he forfeited unvested stock options. At June 30, 2016 , the unamortized compensation cost related to outstanding unvested stock options was $ 42 . Exercise of Options During the three and nine months ended June 30, 2016 , in connection with the exercise of 12,500 and 27,500 outstanding stock options, we received $ 72 and $ 133 , respectively. The aggregate intrinsic value of these shares exercised was $ 247 . |
Securities and Equity Investmen
Securities and Equity Investments | 9 Months Ended |
Jun. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Cost And Equity Method Investments | 7 . SECURITIES AND EQUITY INVESTMENTS Our financial instruments consist of cash and cash equivalents, accounts receivable, notes receivable, investments, accounts payable, and a loan agreement . We believe that the carrying value of these financial instruments in the accompanying Consolidated Balance Sheets approximates their fair value due to their short-term nature. Additionally, we have a cost method investment in EnerTech Capital Partners II L.P. (“ EnerTech ”). We estimate the fair value of our investment in EnerTech (Level 3) using quoted market prices for underlying publicly traded securities, and estimated enterprise values are determined using cash flow projections and market multiples of the underlying non-public companies . Investment in EnerTech The following table presents the reconciliation of the carrying val ue and unrealized gains to the fair value of the investment in EnerTech as of June 30, 2016 and September 30, 2015 : June 30, September 30, 2016 2015 Carrying value $ 919 $ 919 Unrealized gains 80 66 Fair value $ 999 $ 985 At each reporting date, the Company performs evaluations of impairment for this investment to determine if any unrealized losses are other-than-temporary. There was no impairment for the nine months ended June 30, 2016 or 2015 . EnerTech’s general partner, with the consent of the fund’s investors, has extended the fund through December 31, 201 6 . The fund will terminate on this date unless extended by the fund’s valuation committee. The fund may be extended for another one-year p eriod through December 31, 201 7 with the consent of the fund’s valuation committee. |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Jun. 30, 2016 | |
Employee Benefit Plans [Abstract] | |
401(k) and Retirement Plans | 8 . EMPLOYEE BENEFIT PLANS 401(k) Plan The Company offers employees the opportunity to participate in its 401(k) savings plans. During the three months ended June 30, 2016 and 2015 , we recognized $ 247 and $ 100 , respectively, in matching expense . During the nine months ended June 30, 2016 and 2015 , we recognized $ 525 and $ 283 , respectively, in matching expense. Post Retirement Benefit Plans Certain individuals at one of the Company’s locations are entitled to receive fixed annual payments pursuant to post retirement benefit plans. We had an unfunded benefit liability of $ 858 and $ 871 recorded as of June 30, 2016 and September 30, 2015 , respectively, related to such plans. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Jun. 30, 2016 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | 9 . 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 accoun ting 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 require d 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 estimati on methods could have a material effect on the estimated fair value. At June 30, 2016 , financial assets and liabilities measured at fair value on a recurring basis were limited to our Executive Deferred Compensation Plan, under which certain employees are permitted to defer a portion of their base salary and/or bonus for a Plan Year (as defined in the plan ), and a contingent consideration liability related to our acquisition of Calumet Armature & Electric, LLC in October 2015 . Financial assets and liabilities measured at fair value on a recurring basis a s of June 30, 2016 , are summarized in the following table by the type of inputs applicable to the fair value measurements: June 30, 2016 Total Fair Value Quoted Prices (Level 1) Significant Unobservable (Level 3) Executive savings plan assets $ 575 $ 575 $ - Executive savings plan liabilities (462) (462) - Contingent consideration 780 - 780 Total $ 893 $ 113 $ 780 Financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2015 , are summarized in the following table by the type of inputs applicable to the fair value measurements: September 30, 2015 Total Fair Value Quoted Prices (Level 1) Significant Unobservable (Level 3) Executive savings plan assets $ 617 $ 617 $ - Executive savings plan liabilities (504) (504) - Total $ 113 $ 113 $ - In the first quarter of 2016, we entered into a contingent consideration arrangement related to a business combination. Please see Note 13 – Business Combinations and Divestitures for further discussion. At June 30, 2016 , we estimated the fair value of the contingent consideration liability at $ 780 . The table below presents a reconciliation of the fair value of this obligation, which used significant unobservable inputs (Level 3). Contingent Consideration Agreement Fair Value at September 30, 2015 $ - Issuances 448 Adjustments to Fair Value 332 Fair Value at June 30, 2016 $ 780 |
Inventory
Inventory | 9 Months Ended |
Jun. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventory Disclosure | 10 . INVENTORY Inventories consist of the following components: June 30, September 30, 2016 2015 Raw materials $ 3,223 $ 1,641 Work in process 3,943 2,641 Finished goods 1,071 1,199 Parts and supplies 9,195 8,496 Total inventories $ 17,432 $ 13,977 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill And Intangible Assets Disclosure | 11 . GOODWILL AND INTANGIBLE ASSETS The following is a progression of goodwill by segment for the nine months ended June 30, 2016 : Commercial & Infrastructure Residential Industrial Solutions Total Goodwill at September 30, 2015 $ 8,631 $ - $ 8,618 $ 17,249 Acquisitions "Note 13" - 3,676 19,281 22,957 Divestitures "Note 13" - - (577) (577) Goodwill at June 30, 2016 $ 8,631 $ 3,676 $ 27,322 $ 39,629 Goodwill We evaluate goodwill for potential impairment at least annually at year end, however, if impairment indicators exist, we will evaluate as needed. Events affecting the composition of a reporting unit, such as a sale or disposal, can be an indication of a potential impairm ent. As such, after allocating $ 577 of goodwill to a disposal group within our Infrastructure Solutions reporting unit, we c onsidered whether it was more likely than not that the fair value of t he reporting unit was less than its carrying amount . Based on the results of this analysis, no impairment was indicated. Intangible assets consist of the following: June 30, 2016 Estimated Useful Lives Gross Carrying Accumulated (in Years) Amount Amortization Net Trademarks/trade names 8 - Indefinite $ 3,845 $ 80 $ 3,765 Technical library 20 400 56 344 Customer relationships 8 - 15 27,314 1,487 25,827 Covenants not to compete 3 140 140 - Developed technology 4 400 333 67 Backlog 1 1,571 257 1,314 Construction contracts 1 2,191 555 1,636 Total $ 35,861 $ 2,908 $ 32,953 September 30, 2015 Estimated Useful Lives Gross Carrying Accumulated (in Years) Amount Amortization Net Trademarks/trade names 8 - Indefinite $ 1,400 $ 9 $ 1,391 Technical library 20 400 41 359 Customer relationships 8 - 12 3,600 788 2,812 Covenants not to compete 3 140 121 19 Developed technology 4 400 258 142 Total $ 5,940 $ 1,217 $ 4,723 |
Commitments And Contingencies
Commitments And Contingencies | 9 Months Ended |
Jun. 30, 2016 | |
Commitments And Contingencies [Abstract] | |
Legal Matters | 12 . 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 operation s 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 i ncurred. The following is a discussion of our significant legal matters: Capstone Construction Claims From 2003 to 2005, two of our former subsidiaries performed HVAC and electrical work under contract with Capstone Building Corporation (“Capstone”) on a university student housing project in Texas. In 2005, our subsidiaries filed for arbitration against Capstone, seeking payment for work performed, change orders and other impacts. The parties settled those claims, and the release included a waiver of warranties associated with any of the HVAC work. Several years later the subsidiaries discontinued operations, and the Company sold their assets. On October 24, 2013, Capstone filed a petition in the 12th Judicial District Court of Walker County, Texas against these subsidiaries, among other subcontractors, seeking contributi on, defense, indemnity and damages for breach of contract in connection with alleged construction defect claims brought against Capstone by the owner of the student housing project. The owner claims $ 9,600 in damages, plus attorneys’ fees and costs agains t Capstone, which Capstone is seeking to recover from the subcontractors. The claims against the Company are based on alleged defects in the mechanical design, construction and installation of the HVAC and electrical systems performed by our former subsid iaries. Based on the settlement reached in the 2005 arbitration, we moved for, and the District Court granted us, summary judgment, dismissing all of Capstone’s claims in the 2013 lawsuit. Capstone appealed, and on April 28, 2016, the 10th Court of Appea ls, Waco, Texas Division, reversed the ruling with respect to the indemnity claims and remanded the case back to the District Court. We intend to file a petition for review to the Texas Supreme Court. Should the Texas Supreme Court agree that the claims should be remanded to the District Court, the Company will defend the claims and expects ultimately to prevail on the merits, but there can be no assurance that the Company will prevail or that it will not incur costs and liability for indemnity in connect ion with resolution of the claims. To date, the Company has not established a reserve with respect to this matter, as we believe the likelihood of our responsibility for damages is not probable and a potential range of exposure is not reasonably estimable. Ward Transformer Site Private Action In April 2009, Carolina Power and Light Company and Consolidation Coal Company filed suit in the U.S. District Court for the Eastern District of North Carolina (Western Division) against a number of entities, including one of our subsidiaries, to recover costs to remove Polychlorinated Byphenyls (“PCB”) contamination at Ward Transformer, an electric transformer resale and reconditioning facility located in Raleigh, North Carolina (the “Private Action”). Plain tiffs had been ordered under a settlement agreement with the U.S. Environmental Protection Agency (the “EPA”) to clean up the onsite contamination, including the groundwater underneath the facility, and were seeking to recover costs associated with the cle an-up from other potentially responsible parties (“PRPs”). During the first quarter of fiscal year 2016, the parties to this matter reached an agreement in principle to settle the Company’s exposure, and following the first quarter, the parties settled th is matter. The agreed upon settlement was fully accrued at September 30, 2015 and paid during the nine months ended June 30, 2016 . EPA Action Contamination outside of and downstream from the Ward Transformer site is not subject to the Private Action. The EPA has not yet assessed costs for that portion of the remediation, and has not entered into any settlement agreement with any party to begin clean-up. While the costs to remediate the offsite conditions remain unknown, certain of the partie s with larger exposure have agreed to undertake the clean-up. During the first quarter of fiscal year 2016, these parties agreed in principle to release several types of PRPs from liability for a nominal amount based on their limited involvement in the sit e , and following the third quarter, we settled this matter for $ 15 , which we expect to pay in the fourth quarter. Risk-Management We retain the risk for workers’ compensation, employer’s liability, automobile liability, construction defects, general liability and employee group health claims, as well as pollution coverage, resulting from uninsured deductibles per accident or occurrence which are generally subject to annual aggregate limits. Our general liability program provides coverage for bodily injury and property damage. In many cases, we insure third parties, including general contractors, as additional insu reds under our insurance policies. Losses up to the deductible amounts, or losses that are not covered under our policies, are accrued based upon our known claims incurred and an estimate of claims incurred but not reported. As a result, many of our claims are effectively self-insured. Many claims against our insurance are in the form of litigation. At June 30, 2016 and September 30, 2015 , we had $ 4,765 and $ 4,518 , respectively, accrued for insurance liabilities. We are also subject to c onstruction defect liabilities, primarily within our Residential segment. As of June 30, 2016 and September 30, 2015 , we had $ 285 and $ 464 , respectively, reserved for these claims. Because the reserves are based on judgment and estimates, and involve variables that are inherently uncertain, such as the outcome of litigation and an assessment of insurance coverage, there can be no assurance that the ultimate liability will not be higher or lower than such estimates or that the timing of payments will not create liquidity issues for the Company. 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 both June 30, 2016 and September 30, 2015 , $ 6,347 of our outstanding letters of credit was utilized to collateralize ou r insurance program. Surety As of June 30, 2016 , the estimated cost to complete our bonded projects was approximately $ 55,706 . 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. Posting letters of credit in favor of our sureties reduces the borrowing availability under our credit facility. Other Commitments and Contingencies Some of our customers and vendors require us to post letters of credit, or provide intercompany guarantees, 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 le tter of credit. At June 30, 2016 , $ 571 of our outstanding letters of credit were to collateralize our vendors. From time to time, we may enter into firm purchase commitments for materials such as copper or aluminum wire w hich we expect to use in the ordinary course of business. These commitments are typically for terms of less than one year and require us to buy minimum quantities of materials at specific intervals at a fixed price over the term. As of June 30, 2016 , we h ad such purchase orders totaling $ 804 . We expect to use all of the materials purchased pursuant to these orders within the next 12 months. |
Business Combination
Business Combination | 9 Months Ended |
Jun. 30, 2016 | |
Business Combinations [Abstract] | |
Business Combination Disclosure | 13 . BUSINESS COMBINATIONS AND DIVESTITURES Business Combinations The Company completed four acquisitions in the nine months ended June 30, 2016 : Technibus Inc (“ Technibus ”) , a Canton, Ohio based provider of custom engineered, metal enclosed bus duct solutions . Technibus was acquired in June, 2016, and is included in our Infrastructure Solutions segment. An 80% interest in STR Mechanical, LLC (“STR”) , a Charlotte, North Carolina-based provider of commercial and industrial mechanical services, including maintenance, repair, and replacement services, and temperature control system installations. STR was acquired in April, 2016, and operate s as a subsidiary in IES’s Commercial & Industrial segment. Shanahan Mechanica l and Electrical, Inc. (“Shanahan”) , a Nebraska-based provider of mechanical and electrical contracting services . Shanahan was acquired in November, 2015, and operates as a subsidiary in IES’s Commercial & Industrial segment. Calumet Armature & Electric, LLC (“Calumet”) , an Illinois-based provider of design, manufacturing, assembly, and repair services of electric motors for the industrial and mass transit markets . Calumet was acquired in October, 2015, and is included in our Infrastructure Solutions segm ent. The total aggregate consideration of $ 59,583 for these four acquisitions includes cash consideration of $ 59,298 and contingent consideration with an acquisition date fair value estimated at $ 448 . Of the cash consideration, $ 58,448 was paid at closing, and the remaining $ 8 50 was paid within 90 days subsequent to the transaction dates, in accordance with working capital settlement provisions pursuant to the agreements with the sellers. The contingent consideration arrangement relate s to the purchase of Calumet, and provides that a maximum of $ 2,250 may be earned over the three year period ended December 31, 2018. As of June 30, 2016 the fair value of the contingent consideration arrangement was $ 780 . Based on an increase in the fair value of the liability driven by improved actual and expected financial performance of Calumet, we have recorded additional contingent consideration expense as a component of income from continuing operations. Current assets $ 14,717 Property and equipment 4,572 Intangible assets (primarily customer relationships) 29,921 Goodwill 22,957 Current liabilities (5,887) Deferred tax liability (5,002) Noncontrolling interest (1,695) Net assets acquired $ 59,583 With regard to the $5,002 deferred tax liability recorded in connection with the acquisitions, we reduced a portion of our valuation allowance equal to this deferred tax liability, resulting in a corresponding income tax benefit in the nine months ended June 30, 2016 . With regard to the goodwill, the balance is attributable to the workforce of the acquired business and other intangibles that do not q ualify for separate recognition. In connection with the Technibus transaction, w e acquired tax basis of $ 15,218 with respect to goodwill. These four acquisitions contributed $ 10,649 in additional revenue and $ 1,193 in additional operating income during the three months ended June 30, 2016 . These four acquisitions contribute d $ 19,613 in additional revenue and $ 1,841 in additional operating income during the nine months ended June 30, 2016 . Unaudited Pro Forma Information The following unaudited supplemental pro forma results of operations include the results of the four acquisitions during three and nine months ended June 30, 2016 , described above as if each had been consolidated as of October 1, 2014, 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, finalization of the valuations of deferred taxes, fixed assets, and certain intangible assets, as well as other factors, many of which are beyond IES’s control. Cost savings and other synergy benefits resulting from the business combination have not been included in pro forma results. The unaudited pro forma financial information reflects certain adjustments related to the acquisition, such as the recording of depreciation expense in connection with fair value a djustments to property and equipment, amortization expense in connection with recording acquired identifiable intangible assets at fair value, and interest expense calculated on the $ 20,000 drawn on the Company’s available line of credit at a rate of 2.5% . The unaudited pro forma financial information also includes the effect of certain non-recurring items as of October 1, 2014 such as the $5,002 of tax benefits and acquisition related costs of $ 681 incurred during the three and nine months ended June 30, 2016 , which are shown as if they had been incurred on October 1, 2014. The supplemental pro forma r esults of operations for the three and nine months ended June 30, 2016 and 2015 , as if the acquisitions had been completed on October 1, 2014, are as follows: Unaudited Three Months Ended Three Months Ended June 30, 2016 June 30, 2015 Revenues $ 183,162 $ 161,283 Net Income $ 6,972 $ 6,079 Unaudited Nine Months Ended Nine Months Ended June 30, 2016 June 30, 2015 Revenues $ 515,608 $ 458,446 Net Income $ 15,828 $ 16,288 Southern Rewinding On May 21, 2015, our wholly-owned subsidiary Magnetech Industrial Services, Inc. (“ Magnetech ”) acquired all of the common stock and certain related real estate of Southern Industrial Sales and Services, Inc. (“Southern Rewinding”) , a Columbus, Georgia-based motor repair and related field services company , for total co nsideration of $ 3,937 . Of that amount, $ 3,137 was paid at closing, with additional consideration of $ 800 scheduled to be paid through the period ending November 2016. Of that additional amount, $ 4 00 was paid during the nine months ended June 30, 2016. Payment of the remaining $ 4 00 is subject to Magnetech’s right to hold back certain amounts in respect of seller obligations. After closing, we provided the newly-acquired entity with $ 1,065 of working capital. Southern Rewinding is included in our Infrastructure Solutions segment. The Company accounted for the transaction under the acquisition method of accounting, which requires recording assets and liabilities at fair v alue (Level 3). The valuation of the assets acquired and liabilities assumed as of May 21, 2015 is as follows: Current assets $ 1,225 Property and equipment 911 Intangible assets (primarily customer relationships) 1,700 Non-tax-deductible goodwill 1,532 Current liabilities (1,431) Net assets acquired $ 3,937 Pro forma revenues and results of operations for the acquisition have not been presented because the effects were not material to the consolidated financial statements. Divestitures In February 2016, our Board of Directors approved a plan for the sale of substantially all of the operating assets of HK Engine Components, LLC (“HK”), a wholly-owned subsidiary operating in the Infrastructure Solutions segment. In connection with the sale, we allocated $ 577 of goodwill to the disposal group. In conjunction with the write down of these assets to their net realizable value of $ 2,200 , we then recognized a loss of $ 828 , recorded within “ Loss on sale of assets” within our Condensed Consolidated Statement of Comprehensive Income for the nine months ended June 30, 2016 . The sale of these assets to a third party was completed on April 15, 2016. |
Debt - Borrowing Thresholds (Ta
Debt - Borrowing Thresholds (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Debt [Abstract] | |
Schedule of Line of Credit Facilities [Table Text Block] | Level Thresholds Interest Rate Margin I If liquidity is less than $24,500 at any time during the period 2.25 percentage points II If liquidity is greater than or equal to $24,500 at all times during the period and less than $35,000 at any time during the period 2.00 percentage points III If liquidity is greater than or equal to $35,000 at all times during the period 1.75 percentage points |
Per Share Information (Tables)
Per Share Information (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Per Share Information [Abstract] | |
Schedule Of Earnings Per Share Basic And Diluted [Table Text Block] | Three Months Ended June 30, 2016 2015 Numerator: Net income from continuing operations attributable to common shareholders of IES Holdings, Inc. $ 10,747 $ 3,927 Net income from continuing operations attributable to restricted shareholders of IES Holdings, Inc. 58 35 Net income from continuing operations attributable to IES Holdings, Inc. 10,805 3,962 Net loss from discontinued operations attributable to common shareholders of IES Holdings, Inc. - (5) Net loss from discontinued operations attributable to IES Holdings, Inc. - (5) Net income attributable to common shareholders 10,747 3,922 Net income attributable to restricted shareholders 58 35 Net income attributable to IES Holdings, Inc. $ 10,805 $ 3,957 Denominator: Weighted average common shares outstanding — basic 21,297,898 21,319,444 Effect of dilutive stock options and non-vested restricted stock 158,736 51,190 Weighted average common and common equivalent shares outstanding — diluted 21,456,634 21,370,634 Earnings per share attributable to IES Holdings, Inc.: Basic $ 0.50 $ 0.19 Diluted $ 0.50 $ 0.19 Nine Months Ended June 30, 2016 2015 Numerator: Net income from continuing operations attributable to common shareholders of IES Holdings, Inc. $ 18,641 $ 9,258 Net income from continuing operations attributable to restricted shareholders of IES Holdings, Inc. 157 32 Net income from continuing operations attributable to IES Holdings, Inc. 18,798 9,290 Net loss from discontinued operations attributable to common shareholders of IES Holdings, Inc. - (231) Net loss from discontinued operations attributable to IES Holdings, Inc. - (231) Net income attributable to common shareholders 18,641 9,027 Net income attributable to restricted shareholders 157 32 Net income attributable to IES Holdings, Inc. $ 18,798 $ 9,059 Denominator: Weighted average common shares outstanding — basic 21,280,469 21,542,289 Effect of dilutive stock options and non-vested restricted stock 131,874 47,148 Weighted average common and common equivalent shares outstanding — diluted 21,412,343 21,589,437 Basic earnings (loss) per share attributable to IES Holdings, Inc.: From continuing operations $ 0.88 $ 0.43 From discontinued operations - (0.01) Basic earnings per share attributable to IES Holdings, Inc. $ 0.88 $ 0.42 Diluted earnings (loss) per share attributable to IES Holdings, Inc.: From continuing operations $ 0.87 $ 0.43 From discontinued operations - (0.01) Diluted earnings per share attributable to IES Holdings, Inc. $ 0.87 $ 0.42 |
Operation Segments (Tables)
Operation Segments (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Operating Segments [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended June 30, 2016 Commercial & Infrastructure Communications Residential Industrial Solutions Corporate Total Revenues $ 48,702 $ 56,867 $ 59,512 $ 14,518 $ - $ 179,599 Cost of services 40,487 43,388 51,882 9,845 - 145,602 Gross profit 8,215 13,479 7,630 4,673 - 33,997 Selling, general and administrative 5,185 9,237 4,771 3,248 3,275 25,716 Contingent consideration - - - 66 - 66 (Gain) loss on sale of assets - - (17) 51 - 34 Income (loss) from operations $ 3,030 $ 4,242 $ 2,876 $ 1,308 $ (3,275) $ 8,181 Other data: Depreciation and amortization expense $ 153 $ 122 $ 410 $ 897 $ 74 $ 1,656 Capital expenditures $ 122 $ 393 $ 377 $ 109 $ 71 $ 1,072 Total assets $ 53,711 $ 40,008 $ 58,559 $ 92,559 $ 32,686 $ 277,523 Three Months Ended June 30, 2015 Commercial & Infrastructure Communications Residential Industrial Solutions Corporate Total Revenues $ 35,516 $ 52,991 $ 44,406 $ 11,169 $ - $ 144,082 Cost of services 28,451 42,615 39,161 8,803 - 119,030 Gross profit 7,065 10,376 5,245 2,366 - 25,052 Selling, general and administrative 4,275 7,709 3,776 2,463 2,323 20,546 Gain on sale of assets (31) - (16) - - (47) Income (loss) from operations $ 2,821 $ 2,667 $ 1,485 $ (97) $ (2,323) $ 4,553 Other data: Depreciation and amortization expense $ 141 $ 120 $ 71 $ 236 $ 68 $ 636 Capital expenditures $ 174 $ 64 $ 130 $ 366 $ - $ 734 Total assets $ 39,096 $ 37,690 $ 45,776 $ 28,266 $ 61,678 $ 212,506 Nine Months Ended June 30, 2016 Commercial & Infrastructure Communications Residential Industrial Solutions Corporate Total Revenues $ 128,813 $ 162,381 $ 158,923 $ 40,230 $ - $ 490,347 Cost of services 105,855 124,459 141,237 29,354 - 400,905 Gross profit 22,958 37,922 17,686 10,876 - 89,442 Selling, general and administrative 14,877 26,856 13,014 9,062 8,685 72,494 Contingent consideration - - - 332 - 332 (Gain) loss on sale of assets - - (17) 828 - 811 Income (loss) from operations $ 8,081 $ 11,066 $ 4,689 $ 654 $ (8,685) $ 15,805 Other data: Depreciation and amortization expense $ 410 $ 364 $ 845 $ 1,674 $ 210 $ 3,503 Capital expenditures $ 685 $ 537 $ 563 $ 300 $ 71 $ 2,156 Total assets $ 53,711 $ 40,008 $ 58,559 $ 92,559 $ 32,686 $ 277,523 Nine Months Ended June 30, 2015 Commercial & Infrastructure Communications Residential Industrial Solutions Corporate Total Revenues $ 95,269 $ 151,753 $ 132,677 $ 34,471 $ - $ 414,170 Cost of services 78,132 122,523 117,331 26,721 - 344,707 Gross profit 17,137 29,230 15,346 7,750 - 69,463 Selling, general and administrative 11,377 22,741 11,155 6,795 6,585 58,653 (Gain) loss on sale of assets (24) 4 (18) (2) - (40) Income (loss) from operations $ 5,784 $ 6,485 $ 4,209 $ 957 $ (6,585) $ 10,850 Other data: Depreciation and amortization expense $ 388 $ 362 $ 207 $ 640 $ 209 $ 1,806 Capital expenditures $ 644 $ 257 $ 297 $ 1,023 $ 164 $ 2,385 Total assets $ 39,096 $ 37,690 $ 45,776 $ 28,266 $ 61,678 $ 212,506 |
Securities and Equity Investm22
Securities and Equity Investments (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Cost Method Investments [Table Text Block] | June 30, September 30, 2016 2015 Carrying value $ 919 $ 919 Unrealized gains 80 66 Fair value $ 999 $ 985 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | June 30, 2016 Total Fair Value Quoted Prices (Level 1) Significant Unobservable (Level 3) Executive savings plan assets $ 575 $ 575 $ - Executive savings plan liabilities (462) (462) - Contingent consideration 780 - 780 Total $ 893 $ 113 $ 780 September 30, 2015 Total Fair Value Quoted Prices (Level 1) Significant Unobservable (Level 3) Executive savings plan assets $ 617 $ 617 $ - Executive savings plan liabilities (504) (504) - Total $ 113 $ 113 $ - |
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Text Block] | Contingent Consideration Agreement Fair Value at September 30, 2015 $ - Issuances 448 Adjustments to Fair Value 332 Fair Value at June 30, 2016 $ 780 |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule Of Inventory Current [Table Text Block] | June 30, September 30, 2016 2015 Raw materials $ 3,223 $ 1,641 Work in process 3,943 2,641 Finished goods 1,071 1,199 Parts and supplies 9,195 8,496 Total inventories $ 17,432 $ 13,977 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | Commercial & Infrastructure Residential Industrial Solutions Total Goodwill at September 30, 2015 $ 8,631 $ - $ 8,618 $ 17,249 Acquisitions "Note 13" - 3,676 19,281 22,957 Divestitures "Note 13" - - (577) (577) Goodwill at June 30, 2016 $ 8,631 $ 3,676 $ 27,322 $ 39,629 |
Schedule Of Intangible Assets And Goodwill [Table Text Block] | June 30, 2016 Estimated Useful Lives Gross Carrying Accumulated (in Years) Amount Amortization Net Trademarks/trade names 8 - Indefinite $ 3,845 $ 80 $ 3,765 Technical library 20 400 56 344 Customer relationships 8 - 15 27,314 1,487 25,827 Covenants not to compete 3 140 140 - Developed technology 4 400 333 67 Backlog 1 1,571 257 1,314 Construction contracts 1 2,191 555 1,636 Total $ 35,861 $ 2,908 $ 32,953 September 30, 2015 Estimated Useful Lives Gross Carrying Accumulated (in Years) Amount Amortization Net Trademarks/trade names 8 - Indefinite $ 1,400 $ 9 $ 1,391 Technical library 20 400 41 359 Customer relationships 8 - 12 3,600 788 2,812 Covenants not to compete 3 140 121 19 Developed technology 4 400 258 142 Total $ 5,940 $ 1,217 $ 4,723 |
Business Combination (Tables)
Business Combination (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Business Combinations [Abstract] | |
Allocation to Fair Value of Net Assets Acquired and Liabilities Assumed | Current assets $ 14,717 Property and equipment 4,572 Intangible assets (primarily customer relationships) 29,921 Goodwill 22,957 Current liabilities (5,887) Deferred tax liability (5,002) Noncontrolling interest (1,695) Net assets acquired $ 59,583 Current assets $ 1,225 Property and equipment 911 Intangible assets (primarily customer relationships) 1,700 Non-tax-deductible goodwill 1,532 Current liabilities (1,431) Net assets acquired $ 3,937 |
Pro Forma Results of Operations | Unaudited Three Months Ended Three Months Ended June 30, 2016 June 30, 2015 Revenues $ 183,162 $ 161,283 Net Income $ 6,972 $ 6,079 Unaudited Nine Months Ended Nine Months Ended June 30, 2016 June 30, 2015 Revenues $ 515,608 $ 458,446 Net Income $ 15,828 $ 16,288 |
Controlling Shareholder (Detail
Controlling Shareholder (Details) - Tontine [Member] $ in Thousands | 3 Months Ended |
Jun. 30, 2016USD ($) | |
Related Party Transaction [Line Items] | |
Related Party Lease | On March 29, 2012, the Company entered into a two-year sublease agreement with Tontine Associates, LLC, an affiliate of Tontine, for corporate office space in Greenwich, Connecticut, with monthly payments due in the amount of $6. The lease was renewed for a two-year term in March 2014 at approximately the same payment level, and for a three-year term in April 2016 with an increase in the rent to $8 |
Monthly Lease Payments | $ 8 |
Ownership Percentage Of Common Stock | 62.40% |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2016 | Sep. 30, 2015 | |
Debt [Abstract] | |||
Long-term Debt, Excluding Current Maturities | $ 30,248 | $ 30,248 | $ 10,234 |
Line Of Credit Facility [Line Items] | |||
Amount From Credit Facility Used For Acquisitions | 20,000 | ||
Revolving Credit Facility [Member] | |||
Line Of Credit Facility [Line Items] | |||
Line of Credit Facility, Description | On May 3, 2016, we amended our revolving credit facility (as amended, the “2012 Credit Facility”) with Wells Fargo Bank, National Association (“Wells Fargo”). This amendment increased the maximum revolver amount under the 2012 Credit Facility from $60,000 to $70,000, and extended the maturity date by one year to August 9, 2019. In addition, as further described below, the amendment reduced the interest rate charged under the 2012 Credit Facility, modified the calculation of amounts available under the 2012 Credit Facility, resulting in an increase in available borrowing capacity, created new minimum thresholds for liquidity and Excess Availability (as defined in our amended and restated credit and security agreement under the 2012 Credit Facility (the “Amended Credit Agreement”)), and modified the thresholds of liquidity and Excess Availability below which the Company must maintain a specified Fixed Charge Coverage Ratio (as defined in the Amended Credit Agreement). | ||
Credit Facility Expiration Date | Aug. 9, 2019 | ||
Maximum Revolver Amount | $ 70,000 | 70,000 | |
Credit Facility Covenant Terms | Liquidity (the aggregate amount of unrestricted cash and cash equivalents on hand plus Excess Availability) is less than $14,000 or our Excess Availability is less than $7,000, that we maintain a Fixed Charge Coverage Ratio of not less than 1.0:1.0. | ||
Credit Facility Interest Rate Description | 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 thresholds below. The amendment reduced the interest rate margin from between 2.00 and 3.00 percent to a range from 1.75 to 2.25 percent. | ||
Liquidity | $ 53,203 | 53,203 | |
Excess Availability | $ 30,396 | 30,396 | |
Unused commitment fee | 0.375% | ||
Collateral Fees | a collateral monitoring fee ranging from $1 to $2, based on the then-applicable interest rate margin, | ||
Amount From Credit Facility Used For Acquisitions | $ 20,000 |
Debt - Borrowing Thresholds (De
Debt - Borrowing Thresholds (Details) - Revolving Credit Facility [Member] | 3 Months Ended |
Jun. 30, 2016 | |
Level 1 [Member] | |
Debt Instrument [Line Items] | |
Liquidity is less than at any time during the period | Liquidity is less than $24,500 at any time during the period |
Percentage Points | 2.25 percentage points |
Level 2 [Member] | |
Debt Instrument [Line Items] | |
Liquidity is greater than or equal to at all times and less than at any time. | If liquidity is greater than or equal to $24,500 at all times during the period and less than $35,000 at any time during the period |
Percentage Points | 2.00 percentage points |
Level 3 [Member] | |
Debt Instrument [Line Items] | |
Liquidity is greater than or equal to at all times during the period | If liquidity is greater than or equal to $35,000 at all times during the period |
Percentage Points | 1.75 percentage points |
Per Share Information EPS (Deta
Per Share Information EPS (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Continuing operations | ||||
Net earnings attributable to common shareholders | $ 10,747 | $ 3,927 | $ 18,641 | $ 9,258 |
Net earnings attributable to restricted shareholders | 58 | 35 | 157 | 32 |
Net earnings from continuing operations | 10,805 | 3,962 | 18,798 | 9,290 |
Discontinued operations | ||||
Net loss from discontinued operations attributable to common shareholders | 0 | (5) | 0 | (231) |
Net earnings (loss) attributable to restricted shareholders | 0 | 0 | 0 | 0 |
Net loss from discontinued operations | 0 | (5) | 0 | (231) |
Net earnings attributable to common shareholders | 10,747 | 3,922 | 18,641 | 9,027 |
Net earnings attributable to restricted shareholders | 58 | 35 | 157 | 32 |
Net income | $ 10,805 | $ 3,957 | $ 18,798 | $ 9,059 |
Weighted Average Number of Shares Outstanding, Basic | 21,297,898 | 21,319,444 | 21,280,469 | 21,542,289 |
Effect of dilutive stock options and non-vested restricted stock | 158,736 | 51,190 | 131,874 | 47,148 |
Weighted Average Number of Shares Outstanding, Diluted | 21,456,634 | 21,370,634 | 21,412,343 | 21,589,437 |
Basic earnings (loss) per share attributable to IES Holdings, Inc.: | ||||
From continuing operations | $ 0.5 | $ 0.19 | $ 0.88 | $ 0.43 |
From discontinued operations | 0 | 0 | 0 | (0.01) |
Basic | 0.5 | 0.19 | 0.88 | 0.42 |
Diluted earnings (loss) per share attributable to IES Holdings, Inc.: | ||||
From continuing operations | 0.5 | 0.19 | 0.87 | 0.43 |
From discontinued operations | 0 | 0 | 0 | (0.01) |
Diluted | $ 0.5 | $ 0.19 | $ 0.87 | $ 0.42 |
Operating Segments (Details)
Operating Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | |
Segment Reporting Information [Line Items] | |||||
Revenues | $ 179,599 | $ 144,082 | $ 490,347 | $ 414,170 | |
Cost of Services | 145,602 | 119,030 | 400,905 | 344,707 | |
Gross Profit | 33,997 | 25,052 | 89,442 | 69,463 | |
Selling, General and Administrative Expense | 25,716 | 20,546 | 72,494 | 58,653 | |
Contingent Consideration Expense | 66 | 0 | 332 | 0 | |
Loss on sale of assets | 34 | (47) | 811 | (40) | |
Operating Income | 8,181 | 4,553 | 15,805 | 10,850 | |
Depreciation and amortization | 1,656 | 636 | 3,503 | 1,806 | |
Capital Expenditures | 1,072 | 734 | 2,156 | 2,385 | |
Assets | 277,523 | 212,506 | 277,523 | 212,506 | $ 226,710 |
Communications [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 48,702 | 35,516 | 128,813 | 95,269 | |
Cost of Services | 40,487 | 28,451 | 105,855 | 78,132 | |
Gross Profit | 8,215 | 7,065 | 22,958 | 17,137 | |
Selling, General and Administrative Expense | 5,185 | 4,275 | 14,877 | 11,377 | |
Loss on sale of assets | 0 | (31) | 0 | (24) | |
Operating Income | 3,030 | 2,821 | 8,081 | 5,784 | |
Depreciation and amortization | 153 | 141 | 410 | 388 | |
Capital Expenditures | 122 | 174 | 685 | 644 | |
Assets | 53,711 | 39,096 | 53,711 | 39,096 | |
Residential [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 56,867 | 52,991 | 162,381 | 151,753 | |
Cost of Services | 43,388 | 42,615 | 124,459 | 122,523 | |
Gross Profit | 13,479 | 10,376 | 37,922 | 29,230 | |
Selling, General and Administrative Expense | 9,237 | 7,709 | 26,856 | 22,741 | |
Loss on sale of assets | 0 | 0 | 0 | 4 | |
Operating Income | 4,242 | 2,667 | 11,066 | 6,485 | |
Depreciation and amortization | 122 | 120 | 364 | 362 | |
Capital Expenditures | 393 | 64 | 537 | 257 | |
Assets | 40,008 | 37,690 | 40,008 | 37,690 | |
Commercial & Industrial [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 59,512 | 44,406 | 158,923 | 132,677 | |
Cost of Services | 51,882 | 39,161 | 141,237 | 117,331 | |
Gross Profit | 7,630 | 5,245 | 17,686 | 15,346 | |
Selling, General and Administrative Expense | 4,771 | 3,776 | 13,014 | 11,155 | |
Loss on sale of assets | (17) | (16) | (17) | (18) | |
Operating Income | 2,876 | 1,485 | 4,689 | 4,209 | |
Depreciation and amortization | 410 | 71 | 845 | 207 | |
Capital Expenditures | 377 | 130 | 563 | 297 | |
Assets | 58,559 | 45,776 | 58,559 | 45,776 | |
Infrastructure Solutions [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 14,518 | 11,169 | 40,230 | 34,471 | |
Cost of Services | 9,845 | 8,803 | 29,354 | 26,721 | |
Gross Profit | 4,673 | 2,366 | 10,876 | 7,750 | |
Selling, General and Administrative Expense | 3,248 | 2,463 | 9,062 | 6,795 | |
Contingent Consideration Expense | 66 | 0 | 332 | 0 | |
Loss on sale of assets | 51 | 0 | 828 | (2) | |
Operating Income | 1,308 | (97) | 654 | 957 | |
Depreciation and amortization | 897 | 236 | 1,674 | 640 | |
Capital Expenditures | 109 | 366 | 300 | 1,023 | |
Assets | 92,559 | 28,266 | 92,559 | 28,266 | |
Corporate [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 0 | 0 | 0 | 0 | |
Cost of Services | 0 | 0 | 0 | 0 | |
Gross Profit | 0 | 0 | 0 | 0 | |
Selling, General and Administrative Expense | 3,275 | 2,323 | 8,685 | 6,585 | |
Loss on sale of assets | 0 | 0 | 0 | 0 | |
Operating Income | (3,275) | (2,323) | (8,685) | (6,585) | |
Depreciation and amortization | 74 | 68 | 210 | 209 | |
Capital Expenditures | 71 | 0 | 71 | 164 | |
Assets | $ 32,686 | $ 61,678 | $ 32,686 | $ 61,678 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 | 100,000,000 | ||
Common Stock, Shares, Outstanding | 21,440,583 | 21,440,583 | 21,475,741 | ||
Equity Class Of Treasury Stock [Line Items] | |||||
Residual Shares Related To Acquisition Returned to Treasury Stock | 6,859 | ||||
The 2006 Equity Incentive Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common Stock, Shares Authorized | 3,000,000 | 3,000,000 | |||
Common shares repurchased for tax withholding | 6,084 | ||||
Unvested shares forfeited | 7,500 | ||||
Available Common Stock Authorized Shares | 1,031,771 | 1,031,771 | |||
The 2015 Stock Repurchase Program [Member] | |||||
Equity Class Of Treasury Stock [Line Items] | |||||
Approved Number of shares to be repurchased | 1,500,000 | 1,500,000 | |||
Treasury Stock Shares Acquired | 39,237 | 46,929 | 482,156 | ||
Treasury Stock Value Acquired Cost Method | $ 3,500 | ||||
Average Share Price | $ 11.82 | $ 11.07 | $ 7.22 | ||
Restricted Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Recognized compensation expense | $ 130 | $ 127 | $ 392 | $ 153 | |
Unamortized compensation cost | 893 | 893 | |||
Phantom Share Units PSUs [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Recognized compensation expense | 34 | 140 | $ 102 | 200 | |
Performance Based Phantom Share Units PPSUs [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares issued under share based compensation program | 420,000 | ||||
Recognized compensation expense | 22 | $ 66 | |||
Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Recognized compensation expense | 17 | $ 19 | |||
Recognized Benefit | 50 | $ (61) | |||
Unamortized compensation cost | $ 42 | $ 42 | |||
Options Exercised (Shares) | 12,500 | 27,500 | |||
Options Exercised (Value) | $ 72 | $ 133 | |||
Intrinsic value of shares exercised | $ 247 | ||||
Performance Cash Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares issued under share based compensation program | 30,000 | ||||
Description of Share Based Award Type | Performance based phantom cash units (“PPCUs”) are a contractual right to cash payment of $20 dollars per PPCU. The PPCUs will generally become vested, if at all, upon achievement of certain specified performance objectives and continued performance of services through mid-December 2018. | ||||
Unrestricted Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares issued under share based compensation program | 4,714 |
Securities and Equity Investm33
Securities and Equity Investments - Enertech FV (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Sep. 30, 2015 | |
Investments, Debt and Equity Securities [Abstract] | ||
Carrying Value | $ 919 | $ 919 |
Unrealized Gain (Loss) on Investments | 80 | 66 |
Fair Value | $ 999 | $ 985 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | |
Employee Benefit Plans [Abstract] | |||||
401 (k) Matching Expenses | $ 247 | $ 100 | $ 525 | $ 283 | |
Unfunded Benefit Liability | $ 858 | $ 858 | $ 871 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Executive Savings Plan - Assets | $ 575 | $ 617 |
Executive Savings Plan - Liabilities | (462) | (504) |
Contingent Consideration Fair Value | 780 | |
Fair Value Net Asset (Liability) | 893 | 113 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Executive Savings Plan - Assets | 575 | 617 |
Executive Savings Plan - Liabilities | (462) | (504) |
Fair Value Net Asset (Liability) | 113 | $ 113 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent Consideration Fair Value | 780 | |
Fair Value Net Asset (Liability) | $ 780 |
Fair Value Measurements - Unobs
Fair Value Measurements - Unobservable Inputs (Details) - Contingent Consideration [Member] - Fair Value, Inputs, Level 3 [Member] $ in Thousands | 9 Months Ended |
Jun. 30, 2016USD ($) | |
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Fair Value Beginning Balance | $ 0 |
Issuances | 448 |
Adjustments to Fair Value | (332) |
Fair Value Ending Balance | $ 780 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Inventory Disclosure [Abstract] | ||
Raw Materials | $ 3,223 | $ 1,641 |
Work in Process | 3,943 | 2,641 |
Finished Goods | 1,071 | 1,199 |
Parts and Supplies | 9,195 | 8,496 |
Inventory, Net | $ 17,432 | $ 13,977 |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets - Goodwill Rollforward (Details) $ in Thousands | 9 Months Ended |
Jun. 30, 2016USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | $ 17,249 |
Acquisitions | 22,957 |
Divestitures | 577 |
Goodwill, Ending Balance | 39,629 |
Residential [Member] | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 8,631 |
Acquisitions | 0 |
Divestitures | 0 |
Goodwill, Ending Balance | 8,631 |
Commercial & Industrial [Member] | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 0 |
Acquisitions | 3,676 |
Goodwill, Ending Balance | 3,676 |
Infrastructure Solutions [Member] | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 8,618 |
Acquisitions | 19,281 |
Divestitures | 577 |
Goodwill, Ending Balance | $ 27,322 |
Goodwill and Intangible Asset39
Goodwill and Intangible Assets - Other Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Sep. 30, 2015 | |
IntangibleAssets [Line Items] | ||
Gross Carrying Amount | $ 35,861 | $ 5,940 |
Accumulated Amortization | 2,908 | 1,217 |
INTANGIBLE ASSETS, net of amortization | 32,953 | 4,723 |
Trademarks And Trade Names [Member] | ||
IntangibleAssets [Line Items] | ||
Gross Carrying Amount | 2,645 | 200 |
Accumulated Amortization | 80 | 9 |
INTANGIBLE ASSETS, net of amortization | $ 2,565 | $ 191 |
Trademarks And Trade Names [Member] | Maximum [Member] | ||
IntangibleAssets [Line Items] | ||
Estimated Useful Lives | 8 years | 8 years |
Technical Library [Member] | ||
IntangibleAssets [Line Items] | ||
Estimated Useful Lives | 20 years | 20 years |
Gross Carrying Amount | $ 400 | $ 400 |
Accumulated Amortization | 56 | 41 |
INTANGIBLE ASSETS, net of amortization | 344 | 359 |
Customer Relationships [Member] | ||
IntangibleAssets [Line Items] | ||
Gross Carrying Amount | 27,314 | 3,600 |
Accumulated Amortization | 1,487 | 788 |
INTANGIBLE ASSETS, net of amortization | $ 25,827 | $ 2,812 |
Customer Relationships [Member] | Maximum [Member] | ||
IntangibleAssets [Line Items] | ||
Estimated Useful Lives | 15 years | 12 years |
Customer Relationships [Member] | Minimum [Member] | ||
IntangibleAssets [Line Items] | ||
Estimated Useful Lives | 8 years | 8 years |
Covenants Not to Compete [Member] | ||
IntangibleAssets [Line Items] | ||
Estimated Useful Lives | 3 years | 3 years |
Gross Carrying Amount | $ 140 | $ 140 |
Accumulated Amortization | 140 | 121 |
INTANGIBLE ASSETS, net of amortization | $ 0 | $ 19 |
Developed Technology [Member] | ||
IntangibleAssets [Line Items] | ||
Estimated Useful Lives | 4 years | 4 years |
Gross Carrying Amount | $ 400 | $ 400 |
Accumulated Amortization | 333 | 258 |
INTANGIBLE ASSETS, net of amortization | $ 67 | 142 |
Order Backlog [Member] | ||
IntangibleAssets [Line Items] | ||
Estimated Useful Lives | 1 year | |
Gross Carrying Amount | $ 1,571 | |
Accumulated Amortization | 257 | |
INTANGIBLE ASSETS, net of amortization | $ 1,314 | |
Construction Contract Value [Member] | ||
IntangibleAssets [Line Items] | ||
Estimated Useful Lives | 1 year | |
Gross Carrying Amount | $ 2,191 | |
Accumulated Amortization | 555 | |
INTANGIBLE ASSETS, net of amortization | 1,636 | |
Trademarks And Trade Names [Member] | ||
IntangibleAssets [Line Items] | ||
Gross Carrying Amount | 1,200 | 1,200 |
Accumulated Amortization | 0 | 0 |
INTANGIBLE ASSETS, net of amortization | $ 1,200 | $ 1,200 |
Commitments And Contingencies (
Commitments And Contingencies (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2016 | Sep. 30, 2015 | |
Commitments And Contingencies [Abstract] | ||
Accrued Insurance | $ 4,765 | $ 4,518 |
Liability for Claims and Claims Adjustment Expense | 285 | $ 464 |
Estimated cost of completion of bonded project | 55,706 | |
Purchase Commitment Amount | 804 | |
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 | $ 571 | |
Capstone [Member] | ||
Loss Contingency [Line Items] | ||
LossContingencyNameOfPlaintiff | Capstone Building Corporation (“Capstone”) | |
Loss Contingency, Damages Sought, Value | $ 9,600 | |
LossContingencyOpinionOfCounsel | To date, the Company has not established a reserve with respect to this matter, as we believe the likelihood of our responsibility for damages is not probable and a potential range of exposure is not reasonably estimable. | |
Ward Transformer Site [Member] | ||
Loss Contingency [Line Items] | ||
Litigation Settlement Amount | $ 15 |
Business Combination (Details)
Business Combination (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Apr. 15, 2016 | Sep. 30, 2015 | |
Business Acquisition [Line Items] | |||||
Cash Paid for Acquisition | $ 59,698 | $ 3,112 | |||
Contingent Consideration Fair Value | $ 780 | 780 | |||
Amount From Credit Facility Used For Acquisitions | $ 20,000 | ||||
Interest Rate During Period | 2.50% | ||||
Goodwill Written Off Related To Sale Of Business Unit | $ 577 | ||||
Assets held for sale | 0 | 0 | $ 0 | ||
Infrastructure Solutions [Member] | |||||
Business Acquisition [Line Items] | |||||
Goodwill Written Off Related To Sale Of Business Unit | 577 | ||||
Loss on Sale of Assets From Divestiture | 828 | ||||
Assets held for sale | $ 2,200 | ||||
Acquisition Related Costs [Member] | |||||
Business Acquisition Pro Forma Information Nonrecurring Adjustment [Line Items] | |||||
Business Combination Acquisition Related Costs | $ 681 | ||||
Business Acquisitions | |||||
Business Acquisition [Line Items] | |||||
Number Of Businesses Acquired | 4 | ||||
Total Consideration Transferred | $ 59,583 | ||||
Cash Purchase Consideration | 59,298 | ||||
Cash Paid for Acquisition | 58,448 | ||||
Additional Consideration To Be Paid | 850 | ||||
Revenues From Acquisitions | 10,649 | 19,613 | |||
Operating Income From Acquisitions | 1,193 | $ 1,841 | |||
Business Acquisition Southern Rewind [Member] | Infrastructure Solutions [Member] | |||||
Business Acquisition [Line Items] | |||||
Name of Acquired Business | Southern Industrial Sales and Services, Inc. (“Southern Rewinding”) | ||||
Description of Acquired Business | a Columbus, Georgia-based motor repair and related field services company | ||||
Date of Acquisition Agreement | May 21, 2015 | ||||
Total Consideration Transferred | $ 3,937 | ||||
Cash Purchase Consideration | 3,137 | ||||
Cash Paid for Acquisition | $ 400 | ||||
Additional Consideration To Be Paid | $ 400 | 800 | |||
Working Capital Transfer | $ 1,065 | ||||
Business Acquisition Technibus [Member] | Infrastructure Solutions [Member] | |||||
Business Acquisition [Line Items] | |||||
Name of Acquired Business | Technibus Inc (“Technibus”) | ||||
Description of Acquired Business | a Canton, Ohio based provider of custom engineered, metal enclosed bus duct solutions | ||||
Date of Acquisition Agreement | Jun. 15, 2016 | ||||
Goodwill Tax Basis | $ 15,218 | $ 15,218 | |||
Business Acquisition STR [Member] | Commercial & Industrial [Member] | |||||
Business Acquisition [Line Items] | |||||
Name of Acquired Business | An 80% interest in STR Mechanical, LLC (“STR”) | ||||
Description of Acquired Business | An 80% interest in a Charlotte, North Carolina-based provider of commercial and industrial mechanical services, including maintenance, repair, and replacement services, and temperature control system installations | ||||
Minority Interest Ownership Percentage By Parent | 80.00% | 80.00% | |||
Date of Acquisition Agreement | Apr. 27, 2016 | ||||
Business Acquisition Calumet [Member] | Infrastructure Solutions [Member] | |||||
Business Acquisition [Line Items] | |||||
Name of Acquired Business | Calumet Armature & Electric, LLC (“Calumet”) | ||||
Description of Acquired Business | an Illinois-based provider of design, manufacturing, assembly, and repair services of electric motors for the industrial and mass transit markets | ||||
Date of Acquisition Agreement | Oct. 30, 2015 | ||||
Minimum Contingent Consideration Value | $ 448 | $ 448 | |||
Contingent Consideration Fair Value | 780 | 780 | |||
Maximum Contingent Consideration Value | $ 2,250 | $ 2,250 | |||
Business Acquisition Shanahan [Member] | Commercial & Industrial [Member] | |||||
Business Acquisition [Line Items] | |||||
Name of Acquired Business | Shanahan Mechanical and Electrical, Inc. (“Shanahan”) | ||||
Description of Acquired Business | a Nebraska-based provider of mechanical and electrical contracting services | ||||
Date of Acquisition Agreement | Nov. 20, 2015 |
Business Combination - Consider
Business Combination - Considerations (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 | Jun. 30, 2015 |
Business Acquisition [Line Items] | |||
GOODWILL | $ 39,629 | $ 17,249 | |
Business Acquisitions | |||
Business Acquisition [Line Items] | |||
Current Assets | 14,717 | ||
Property Plant And Equipment | 4,572 | ||
Intangible Assets | 29,921 | ||
GOODWILL | 22,957 | ||
Deferred Tax Liability | (5,002) | ||
Current Liabilities | (5,887) | ||
Noncontrolling interest | (1,695) | ||
Net Assets Acquired, less controlling interests | $ 59,583 | ||
Business Acquisition Southern Rewind [Member] | |||
Business Acquisition [Line Items] | |||
Current Assets | $ 1,225 | ||
Property Plant And Equipment | 911 | ||
Intangible Assets | 1,700 | ||
GOODWILL | 1,532 | ||
Current Liabilities | (1,431) | ||
Net Assets Acquired | $ 3,937 |
Business Combination - Pro Form
Business Combination - Pro Formas (Details) - Business Acquisitions - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Business Acquisition [Line Items] | ||||
Pro Forma Revenue | $ 183,162 | $ 161,283 | $ 515,608 | $ 458,446 |
Pro Forma Net Income | $ 6,972 | $ 6,079 | $ 15,828 | $ 16,288 |