Koil Energy Solutions (KLNG) 10-Q 13 May 14 2014 Q1 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	3 Months Ended
	Mar. 31, 2014	9-May-14
Document And Entity Information	'	'
Entity Registrant Name	'Deep Down, Inc.	'
Entity Central Index Key	'0001110607	'
Document Type	'10-Q	'
Document Period End Date	31-Mar-14	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--12-31	'
Is Entity a Well-known Seasoned Issuer?	'No	'
Is Entity a Voluntary Filer?	'No	'
Is Entity's Reporting Status Current?	'Yes	'
Entity Filer Category	'Smaller Reporting Company	'
Entity Common Stock, Shares Outstanding	'	15,225,287
Document Fiscal Period Focus	'Q1	'
Document Fiscal Year Focus	'2014	'

CONDENSED_CONSOLIDATED_BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
ASSETS	'	'
Cash and cash equivalents	$5,291	$5,260
Accounts receivable, net of allowance of $1,079 and $1,006, respectively	6,295	4,979
Inventory	256	254
Costs and estimated earnings in excess of billings on uncompleted contracts	4,908	5,847
Prepaid expenses and other current assets	192	274
Total current assets	16,942	16,614
Property, plant and equipment, net	14,707	15,395
Investment in joint venture	468	468
Intangibles, net	117	119
Goodwill	4,916	4,916
Other assets	788	790
Total assets	37,938	38,302
LIABILITIES AND STOCKHOLDERS' EQUITY	'	'
Accounts payable and accrued liabilities	2,353	2,788
Billings in excess of costs and estimated earnings on uncompleted contracts	312	201
Current portion of long-term debt	1,734	1,716
Total current liabilities	4,399	4,705
Long-term debt, net	2,778	3,218
Total liabilities	7,177	7,923
Stockholders' equity:	'	'
Preferred stock, $0.001 par value, 10,000 shares authorized, 0 shares issued and outstanding	'	'
Common stock, $0.001 par value, 24,500 shares authorized, 15,195 and 15,261 shares issued and outstanding, respectively	15	15
Additional paid-in capital	72,152	72,142
Accumulated deficit	-41,406	-41,778
Total stockholders' equity	30,761	30,379
Total liabilities and stockholders' equity	$37,938	$38,302

CONDENSED_CONSOLIDATED_BALANCE1

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, except Share data, unless otherwise specified
ASSETS	'	'
Accounts receivable allowance	$1,079	$1,006
Stockholders' equity:	'	'
Preferred stock par value	$0.00	$0.00
Preferred stock shares authorized	10,000,000	10,000,000
Preferred stock shares issued	0	0
Preferred stock shares outstanding	0	0
Common stock par value	$0.00	$0.00
Common stock shares authorized	24,500,000	24,500,000
Common stock issued	15,195,000	15,261,000
Common stock outstanding	15,195,000	15,261,000

CONDENSED_CONSOLIDATED_STATEME

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (USD $)	3 Months Ended
In Thousands, except Share data, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Income Statement [Abstract]	'	'
Revenues	$6,163	$6,158
Cost of sales:	'	'
Cost of sales	3,547	3,645
Depreciation expense	367	347
Total cost of sales	3,914	3,992
Gross profit	2,249	2,166
Operating expenses:	'	'
Selling, general and administrative	2,137	1,863
Depreciation and amortization	43	32
Total operating expenses	2,180	1,895
Operating income	69	271
Other income (expense):	'	'
Interest expense, net	-61	-37
Equity in net income of joint venture	0	1
Other, net	373	10
Total other income (expense)	312	-26
Income before income taxes	381	245
Income tax expense	-9	-21
Net income	$372	$224
Net income per share:	'	'
Basic	$0.02	$0.02
Diluted	$0.02	$0.02
Weighted-average shares outstanding:	'	'
Basic	15,238	10,152
Diluted	15,238	10,152

CONDENSED_CONSOLIDATED_STATEME1

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Cash flows from operating activities:	'	'
Net income	$372	$224
Adjustments to reconcile net income to net cash used in operating activities:	'	'
Equity in net income of joint venture	0	-1
Share-based compensation	135	40
Bad debt credit	-44	-26
Depreciation and amortization	410	379
Gain on disposal of property, plant and equipment	-373	-4
Changes in assets and liabilities:	'	'
Accounts receivable	-1,272	552
Costs and estimated earnings in excess of billings on uncompleted contracts	939	-885
Prepaid expenses and other current assets	82	150
Other assets	31	4
Inventory	-2	-447
Accounts payable and accrued liabilities	-435	-1,176
Deferred revenues	'	-33
Billings in excess of costs and estimated earnings on uncompleted contracts	111	470
Net cash used in operating activities	-46	-753
Cash flows from investing activities:	'	'
Purchases of property, plant and equipment	-245	-34
Proceeds from sale of property, plant and equipment	900	4
Cash paid for deposits	-47	-99
Repayments on notes receivable	16	4
Net cash provided by (used in) investing activities	624	-125
Cash flows from financing activities:	'	'
Cash paid for purchase of our common stock	-125	0
Proceeds from bank term loans	0	521
Cash paid for deferred financing costs	0	-43
Repayments of long-term debt	-422	-567
Net cash used in financing activities	-547	-89
Change in cash and equivalents	31	-967
Cash and cash equivalents, beginning of period	5,260	1,523
Cash and cash equivalents, end of period	$5,291	$556

1_BASIS_OF_PRESENTATION

1. BASIS OF PRESENTATION	3 Months Ended
	Mar. 31, 2014
Accounting Policies [Abstract]	'
BASIS OF PRESENTATION	'
	Basis of Presentation
	The accompanying unaudited condensed consolidated financial statements of Deep Down, Inc. and its wholly-owned subsidiaries (“Deep Down,” “we,” “us” or the “Company”) were prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC” or the “Commission”) pertaining to interim financial information and instructions to Form 10-Q.  As permitted under those rules, certain footnotes or other financial information that are normally required by United States generally accepted accounting principles (“US GAAP”) can be condensed or omitted.  Therefore, these statements should be read in conjunction with the audited consolidated financial statements, and footnotes thereto, included in our Annual Report on Form 10-K for the year ended December 31, 2013, filed on March 28, 2014 with the Commission.
	Preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, the disclosed amounts of contingent assets and liabilities and the reported amounts of revenues and expenses. If the underlying estimates and assumptions upon which the financial statements are based change in future periods, then the actual amounts may differ from those included in the accompanying condensed consolidated financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included.
	Principles of Consolidation
	The unaudited condensed consolidated financial statements presented herein include the accounts of Deep Down, Inc. and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated.
	Segments
	For the three months ended March 31, 2014 and 2013, our operating segments, Deep Down Delaware and Mako, have been aggregated into a single reporting segment. In August 2012, we consolidated the operations of Mako in Morgan City, Louisiana into Deep Down Delaware in Channelview, Texas. While the operating segments have different product lines, they are very similar. They are both service-based operations revolving around our personnel’s expertise in the deepwater and ultra-deepwater industry, and any equipment is produced to a customer specified design and engineered using Deep Down personnel’s expertise, with installation and project management as part of our service revenue to the customer. Additionally, the operating segments have similar customers and distribution methods, and their economic characteristics are similar with regard to their gross margin percentages. Our operations are located in the United States, although we occasionally generate sales to international customers.
	Recently Adopted Accounting Standards
	Effective January 1, 2013, we adopted ASU No. 2013-02, “Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income” issued by the FASB. Significant amounts reclassified out of accumulated other comprehensive income are required to be presented either on the face of the financial statements or in the notes to the financial statements. The updated guidance is to be applied prospectively, effective January 1, 2013. The adoption of this update concerns disclosure only and did not have any financial impact on our unaudited condensed consolidated financial statements.

2_LIQUIDITY_AND_FINANCIAL_COND

2. LIQUIDITY AND FINANCIAL CONDITION	3 Months Ended
	Mar. 31, 2014
Risks and Uncertainties [Abstract]	'
LIQUIDITY AND FINANCIAL CONDITION	'
	Historically, we have supplemented the financing of our capital needs primarily through debt and equity financings. Since 2008, we have maintained a credit facility with Whitney Bank, a state chartered bank (“Whitney”); see additional discussion in Note 7, “Long-Term Debt”. During the third quarter of 2013, we issued an additional 4,444 shares of common stock resulting in net cash proceeds of $7,628. As a result of our credit facility, the private placement and cash we expect to generate from operations, we believe we will have adequate liquidity to meet our future operating requirements.

3_FAIR_VALUE_OF_FINANCIAL_INST

3. FAIR VALUE OF FINANCIAL INSTRUMENTS	3 Months Ended
	Mar. 31, 2014
Fair Value Disclosures [Abstract]	'
3. FAIR VALUE OF FINANCIAL INSTRUMENTS	'
	Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.  We utilize a fair value hierarchy which maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value.  The fair value hierarchy has three levels of inputs that may be used to measure fair value:
	Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
	Level 2 - Quoted prices in markets that are not active; or other inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability.
	Level 3 - Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable.
	Our financial instruments consist primarily of cash and cash equivalents, trade receivables and payables, and debt instruments. Management believes the carrying amount of the Company’s debt approximates its fair value based on the interest rates for the same or similar debt offered to the Company having the same or similar terms and maturities. The carrying values of cash and cash equivalents and trade receivables and payables approximate their fair values due to the short-term maturities of these instruments.

4_BILLINGS_COSTS_AND_ESTIMATED

4. BILLINGS, COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS	3 Months Ended
	Mar. 31, 2014
Billings Costs And Estimated Earnings On Uncompleted Contracts	'
BILLINGS, COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS	'
	The components of billings, costs and estimated earnings on uncompleted contracts are summarized below:
		31-Mar-14			31-Dec-13
	Costs incurred on uncompleted contracts	$	5,881		$	14,496
	Estimated earnings on uncompleted contracts		3,908			5,539
			9,789			20,035
	Less: Billings to date on uncompleted contracts		(5,193	)		(14,389	)
		$	4,596		$	5,646
	Included in the accompanying consolidated balance sheets under the following captions:
	Costs and estimated earnings in excess of billings
	on uncompleted contracts	$	4,908		$	5,847
	Billings in excess of costs and estimated earnings
	on uncompleted contracts		(312	)		(201	)
		$	4,596		$	5,646
	The balances in costs and estimated earnings in excess of billings on uncompleted contracts at March 31, 2014 and December 31, 2013 consisted of earned but unbilled revenues related to fixed-price projects.
	The balances in billings in excess of costs and estimated earnings on uncompleted contracts at March 31, 2014 and December 31, 2013 consisted of unearned milestone billings related to fixed-price projects.

5_INVESTMENT_IN_JOINT_VENTURE

5. INVESTMENT IN JOINT VENTURE	3 Months Ended
	Mar. 31, 2014
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures [Abstract]	'
INVESTMENT IN JOINT VENTURE	'
	Effective December 31, 2010, we engaged in a transaction in which all of the operating assets and substantially all of the liabilities of a former wholly-owned subsidiary, Flotation Technologies, Inc. (“Flotation”) were contributed, along with other contributions we made, to a joint venture entity named Cuming Flotation Technologies, LLC (“CFT”) in return for a 20 percent common unit ownership interest in CFT.
	On October 7, 2011, CFT consummated a transaction pursuant to that certain Stock Purchase Agreement (the “Purchase Agreement”), by and between CFT and a Houston-based company (“Buyer”)  pursuant to which Buyer purchased from CFT (i) all of the issued and outstanding shares of capital stock of Cuming Corporation (“Cuming”), the principal operating subsidiary of CFT, (ii) the shares of 230 Bodwell Corporation, a Massachusetts corporation and subsidiary of Cuming, and (iii) certain assets that, immediately prior to closing, were acquired by Cuming, for a purchase price of $60,000 (less certain debt and subject to a purchase price adjustment for working capital and potential earn-out payments).  We are entitled to 20 percent of future potential earn-out proceeds from the sale. Earn-out proceeds were $0 for the three months ended March 31, 2014 and 2013.
	The components of our Investment in joint venture are summarized below:
	Investment in joint venture, December 31, 2013	$	468
	Equity in net income of CFT for the three months ended March 31, 2014		–
	Investment in joint venture, March 31, 2014	$	468

6_PROPERTY_PLANT_AND_EQUIPMENT

6. PROPERTY, PLANT AND EQUIPMENT	3 Months Ended
	Mar. 31, 2014
Property, Plant and Equipment [Abstract]	'
PROPERTY, PLANT AND EQUIPMENT	'
	The components of net property, plant and equipment are summarized below:
								Range of
		31-Mar-14			31-Dec-13			Asset Lives
	Land	$	1,582		$	1,582		-
	Buildings and improvements		1,571			1,571		7 - 36 years
	Leasehold improvements		602			602		2 - 5 years
	Equipment		17,240			17,840		2 - 30 years
	Furniture, computers and office equipment		1,330			1,329		2 - 8 years
	Construction in progress		433			189		-
	Total property, plant and equipment		22,758			23,113
	Less: Accumulated depreciation and amortization		(8,051	)		(7,718	)
	Property, plant and equipment, net	$	14,707		$	15,395

7_LONGTERM_DEBT

7. LONG-TERM DEBT	3 Months Ended
	Mar. 31, 2014
Debt Disclosure [Abstract]	'
LONG-TERM DEBT	'
	Long-term debt consisted of the following:
			31-Mar-14			31-Dec-13
	Secured credit agreement - Whitney		$	1,892		$	1,917
	Other debt			2,522			2,906
	Capital lease obligations			98			111
	Total long-term debt			4,512			4,934
	Less: Current portion of long-term debt			(1,734	)		(1,716	)
	Long-term debt, net of current portion		$	2,778		$	3,218
	Whitney Credit Agreement
	Since 2008, we have maintained a credit facility (the “Facility”) with Whitney Bank, a state chartered bank (“Whitney”). The Facility has been amended and restated several times, most recently on March 5, 2013. The current relevant terms of the Facility include:
		—	a committed amount under the revolving credit facility (“Revolving Credit Facility”) to $5,000, at an interest rate of 4.0 percent annum, which matured on April 15, 2014;
		—	a real estate term facility (“RE Term Facility”) to $2,000, at an interest rate of 4.0 percent annum, maturing April 15, 2018, with the Company being obligated to make monthly increasing repayments of principal (along with accrued and unpaid interest thereon) starting at $8, beginning April 1, 2013; and
		—	outstanding balances under the Facility are secured by all of the Company’s assets.
	As of March 31, 2014, the Company’s indebtedness under the Revolving Credit Facility and the RE Term Facility was $0 and $1,892, respectively. We are currently in negotiations with Whitney for an extension of the Revolving Credit Facility, which has matured. We are confident that we will be able to reach an agreement regarding this extension on or before May 15, 2014.
	Our credit agreement with Whitney obligates us to comply with the following financial covenants:
		—	Leverage Ratio - The ratio of total debt to consolidated EBITDA must be less than 3.0 to 1.0; actual Leverage Ratio as of March 31, 2014:  2.19 to 1.0.
		—	Fixed Charge Coverage Ratio - The ratio of consolidated EBITDA to consolidated net interest expense, plus principal payments on total debt, must be greater than 1.5 to 1.0; actual Fixed Charge Coverage Ratio as of March 31, 2014:  1.96 to 1.0.
		—	Tangible Net Worth - Our consolidated net worth, after deducting other assets as are properly classified as “intangible assets,” plus 50 percent of net income, after provision for taxes, must be in excess of $13,000; actual Tangible Net Worth as of March 31, 2014:  $25,728.
		—	Moreover, we continue to have obligations for other covenants, including, among others, limitations on issuance of common stock, liens, transactions with affiliates, additional indebtedness and permitted investments.
	As of March 31, 2014 and December 31, 2013, we were in compliance with all of these financial covenants.
	Other Debt
	On November 5, 2013, we entered into a Purchase and Sale Agreement (“PSA”) with a customer to buy back a 3.5 metric ton portable umbilical carousel, which we had fabricated specifically for this customer. The PSA calls for purchase price of $3,293 to be paid in 24 monthly installments of $137.2, commencing November 5, 2013 through October 5, 2015. The obligation is non-interest bearing. The balance of this debt at March 31, 2014 was $2,522.

8_SHAREBASED_COMPENSATION

8. SHARE-BASED COMPENSATION	3 Months Ended
	Mar. 31, 2014
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]	'
SHARE-BASED COMPENSATION	'
	We have a share-based compensation plan, the “2003 Directors, Officers and Consultants Stock Option, Stock Warrant and Stock Award Plan” (the “Plan”). Awards of common stock and options to purchase common stock granted under the Plan have vesting periods of three years and are exercisable for two years once fully vested. Some awards of stock have performance criteria as an additional condition of vesting. Share-based compensation expense related to awards is based on the fair value at the date of grant, and is recognized over the vesting periods, net of estimated forfeitures. The value of performance-based awards is recognized as expense only when it is considered probable that the performance criteria will be met. Under the Plan, the total number of awards permitted is 15 percent of issued and outstanding common shares.
	Summary of Shares of Restricted Stock
	For the three months ended March 31, 2014 and 2013, we recognized a total of $110 and $12, respectively, of share-based compensation expense related to restricted stock awards, which is included in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations. The unamortized estimated fair value of non-vested stock awards was $870 at March 31, 2014.
	Summary of Stock Options
	For the three months ended March 31, 2014 and 2013, we recognized a total of $25 and $28, respectively, of share-based compensation expense related to outstanding stock option awards, which is included in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations. The unamortized portion of the estimated fair value of non-vested stock options was $19 at March 31, 2014.

9_INCOME_TAXES

9. INCOME TAXES	3 Months Ended
	Mar. 31, 2014
Income Tax Disclosure [Abstract]	'
INCOME TAXES	'
	Income tax expense during interim periods is based on applying the estimated annual effective income tax rate to interim period operations. The estimated annual effective income tax rate may vary from the statutory rate due to the impact of permanent items relative to our pre-tax income, as well as by any valuation allowance recorded.  We employ an asset and liability approach that results in the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial basis and the tax basis of those assets and liabilities. A valuation allowance is established when it is more likely than not that some of the deferred tax assets will not be realized.  Although our future projections indicate that we may be able to realize some of these deferred tax assets, due to the degree of uncertainty of these projections, at March 31, 2014 management has recorded a full deferred tax asset valuation allowance.

10_COMMITMENTS_AND_CONTINGENCI

10. COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2014
Commitments and Contingencies Disclosure [Abstract]	'
COMMITMENTS AND CONTINGENCIES	'
	Litigation
	From time to time we are involved in legal proceedings arising in the normal course of business. As of the date of this Report, we were not involved in any material actual or pending legal proceedings.
	Operating Leases
	We lease certain offices, facilities, equipment and vehicles under non-cancellable operating and capital leases expiring at various dates through 2023.
	Letters of Credit
	Certain of our customers could require us to issue a standby letter of credit (“LC”) in the ordinary course of business to ensure performance under terms of a contract or as a form of product warranty. The beneficiary could demand payment from the issuing bank for the amount of the outstanding letter of credit. There was $415 in LC’s outstanding at March 31, 2014 and December 31, 2013.

11_EARNINGS_PER_COMMON_SHARE

11. EARNINGS PER COMMON SHARE	3 Months Ended
	Mar. 31, 2014
Net income per share:	'
EARNINGS PER COMMON SHARE	'
	Basic earnings per share (“EPS”) is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding for the period. Diluted EPS is calculated by dividing net income (loss) by the weighted-average number of common shares and dilutive common stock equivalents (warrants, stock awards and stock options) outstanding during the period. Diluted EPS reflects the potential dilution that could occur if options to purchase common stock were exercised for shares of common stock.
	At March 31, 2014 and 2013, there were outstanding stock options convertible to 825 and 1,008 shares of common stock, respectively. There were no potentially dilutive securities for the three months ended March 31, 2014 and 2013 that were included in the computation of diluted earnings per share because their inclusion would be anti-dilutive.

12_STOCKHOLDERS_EQUITY

12. STOCKHOLDERS' EQUITY	3 Months Ended
	Mar. 31, 2014
Stockholders' equity:	'
STOCKHOLDERS' EQUITY	'
	Common Stock
	The number of shares of common stock outstanding is as follows:
	Balance, December 31, 2013	15,261
	Shares purchased and retired, February 28, 2014	(66	)
	Balance, March 31, 2014	15,195

1_BASIS_OF_PRESENTATION_Polici

1. BASIS OF PRESENTATION (Policies)	3 Months Ended
	Mar. 31, 2014
Accounting Policies [Abstract]	'
Basis of Presentation	'
	The accompanying unaudited condensed consolidated financial statements of Deep Down, Inc. and its wholly-owned subsidiaries (“Deep Down,” “we,” “us” or the “Company”) were prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC” or the “Commission”) pertaining to interim financial information and instructions to Form 10-Q.  As permitted under those rules, certain footnotes or other financial information that are normally required by United States generally accepted accounting principles (“US GAAP”) can be condensed or omitted.  Therefore, these statements should be read in conjunction with the audited consolidated financial statements, and footnotes thereto, included in our Annual Report on Form 10-K for the year ended December 31, 2013, filed on March 28, 2014 with the Commission.
	Preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, the disclosed amounts of contingent assets and liabilities and the reported amounts of revenues and expenses. If the underlying estimates and assumptions upon which the financial statements are based change in future periods, then the actual amounts may differ from those included in the accompanying condensed consolidated financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included.
Principles of Consolidation	'
	The unaudited condensed consolidated financial statements presented herein include the accounts of Deep Down, Inc. and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated.
Segments	'
	For the three months ended March 31, 2014 and 2013, our operating segments, Deep Down Delaware and Mako, have been aggregated into a single reporting segment. In August 2012, we consolidated the operations of Mako in Morgan City, Louisiana into Deep Down Delaware in Channelview, Texas. While the operating segments have different product lines, they are very similar. They are both service-based operations revolving around our personnel’s expertise in the deepwater and ultra-deepwater industry, and any equipment is produced to a customer specified design and engineered using Deep Down personnel’s expertise, with installation and project management as part of our service revenue to the customer. Additionally, the operating segments have similar customers and distribution methods, and their economic characteristics are similar with regard to their gross margin percentages. Our operations are located in the United States, although we occasionally generate sales to international customers.
Recently Adopted Accounting Standards	'
	Effective January 1, 2013, we adopted ASU No. 2013-02, “Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income” issued by the FASB. Significant amounts reclassified out of accumulated other comprehensive income are required to be presented either on the face of the financial statements or in the notes to the financial statements. The updated guidance is to be applied prospectively, effective January 1, 2013. The adoption of this update concerns disclosure only and did not have any financial impact on our unaudited condensed consolidated financial statements.

4_BILLINGS_COSTS_AND_ESTIMATED1

4. BILLINGS, COSTS AND ESTIMATED EARNINGS (Tables)	3 Months Ended
	Mar. 31, 2014
Billings Costs And Estimated Earnings On Uncompleted Contracts	'
COSTS, ESTIMATED EARNINGS AND BILLINGS ON UNCOMPLETED CONTRACTS	'
		31-Mar-14			31-Dec-13
	Costs incurred on uncompleted contracts	$	5,881		$	14,496
	Estimated earnings on uncompleted contracts		3,908			5,539
			9,789			20,035
	Less: Billings to date on uncompleted contracts		(5,193	)		(14,389	)
		$	4,596		$	5,646
	Included in the accompanying consolidated balance sheets under the following captions:
	Costs and estimated earnings in excess of billings
	on uncompleted contracts	$	4,908		$	5,847
	Billings in excess of costs and estimated earnings
	on uncompleted contracts		(312	)		(201	)
		$	4,596		$	5,646

5_INVESTMENT_IN_JOINT_VENTURE_

5. INVESTMENT IN JOINT VENTURE (Tables)	3 Months Ended
	Mar. 31, 2014
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures [Abstract]	'
Investment in Joint Venture	'
	Investment in joint venture, December 31, 2013	$	468
	Equity in net income of CFT for the three months ended March 31, 2014		–
	Investment in joint venture, March 31, 2014	$	468

6_PROPERTY_PLANT_AND_EQUIPMENT1

6. PROPERTY, PLANT AND EQUIPMENT (Tables)	3 Months Ended
	Mar. 31, 2014
Property, Plant and Equipment [Abstract]	'
Net Property, plant and equipment	'
								Range of
		31-Mar-14			31-Dec-13			Asset Lives
	Land	$	1,582		$	1,582		-
	Buildings and improvements		1,571			1,571		7 - 36 years
	Leasehold improvements		602			602		2 - 5 years
	Equipment		17,240			17,840		2 - 30 years
	Furniture, computers and office equipment		1,330			1,329		2 - 8 years
	Construction in progress		433			189		-
	Total property, plant and equipment		22,758			23,113
	Less: Accumulated depreciation and amortization		(8,051	)		(7,718	)
	Property, plant and equipment, net	$	14,707		$	15,395

7_LONGTERM_DEBT_Tables

7. LONG-TERM DEBT (Tables)	3 Months Ended
	Mar. 31, 2014
Debt Disclosure [Abstract]	'
Long-term Debt	'
		31-Mar-14			31-Dec-13
	Secured credit agreement - Whitney	$	1,892		$	1,917
	Other debt		2,522			2,906
	Capital lease obligations		98			111
	Total long-term debt		4,512			4,934
	Less: Current portion of long-term debt		(1,734	)		(1,716	)
	Long-term debt, net of current portion	$	2,778		$	3,218

12_STOCKHOLDERS_EQUITY_Tables

12. STOCKHOLDERS' EQUITY (Tables)	3 Months Ended
	Mar. 31, 2014
Stockholders' equity:	'
Number of shares of common stock outstanding	'
	Balance, December 31, 2013	15,261
	Shares purchased and retired, February 28, 2014	(66	)
	Balance, March 31, 2014	15,195

4_BILLINGS_COSTS_AND_ESTIMATED2

4. BILLINGS, COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS (Details) (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Billings In Excess Of Costs And Estimated Earnings On Uncompleted Contracts And Deferred Revenues	'	'
Costs incurred on uncompleted contracts	$5,881	$14,496
Estimated earnings on uncompleted contracts	3,908	5,539
Gross costs and estimated earnings	9,789	20,035
Less: Billings to date on uncompleted contracts	-5,193	-14,389
Costs incurred plus estimated earning less billings on uncompleted contracts	4,596	5,646
Included in the accompanying condensed consolidated balance sheets under the following captions:	'	'
Costs and estimated earnings in excess of billings on uncompleted contracts	4,908	5,847
Billings in excess of costs and estimated earnings on uncompleted contracts	-312	-201
Total costs and estimated earnings and billings in excess of cost on uncompleted contracts	$4,596	$5,646

5_INVESTMENT_IN_JOINT_VENTURE_1

5. INVESTMENT IN JOINT VENTURE (Details) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures [Abstract]	'	'
Investment in joint venture - Beginning balance	$468	'
Equity in net income of CFT	0	1
Investment in joint venture - Ending balance	$468	'

5_INVESTMENT_IN_JOINT_VENTURE_2

5. INVESTMENT IN JOINT VENTURE (Details Narrative) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures [Abstract]	'	'
Future earn-out proceeds from the sale	20.00%	20.00%
Earn-out proceeds	$0	$0

5_PROPERTY_PLANT_AND_EQUIPMENT

5. PROPERTY, PLANT AND EQUIPMENT (Details) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Dec. 31, 2013
Total property, plant and equipment	$22,758	$23,113
Less: Accumulated depreciation and amortization	-8,051	-7,718
Property, plant and equipment,Net	14,707	15,395
Land	'	'
Total property, plant and equipment	1,582	1,582
Building and improvements	'	'
Total property, plant and equipment	1,571	1,571
Range of Asset lives	'7-36 years	'
Leasehold Improvements	'	'
Total property, plant and equipment	602	602
Range of Asset lives	'2-5 years	'
Equipment	'	'
Total property, plant and equipment	17,240	17,840
Range of Asset lives	'2-30 years	'
Furniture, computers and office equipment	'	'
Total property, plant and equipment	1,330	1,329
Range of Asset lives	'2-8 years	'
Construction in Progress	'	'
Total property, plant and equipment	$433	$189

7_LONGTERM_DEBT_Details

7. LONG-TERM DEBT (Details) (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Debt Disclosure [Abstract]	'	'
Secured credit agreement - Whitney Bank	$1,892	$1,917
Other debt	2,522	2,906
Capital lease obligations	98	111
Total long-term debt	4,512	4,934
Less: Current portion of long-term debt	-1,734	-1,716
Long-term debt, net of current portion	$2,778	$3,218

10_COMMITMENTS_AND_CONTINGENCI1

10. COMMITMENTS AND CONTINGENCIES (Details Narrative) (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Commitments and Contingencies Disclosure [Abstract]	'	'
Letters Of Credit Outstanding	$415	$415

10_EARNINGS_PER_COMMON_SHARE_D

10. EARNINGS PER COMMON SHARE (Details Narrative) (Stock Options)	Mar. 31, 2014	Mar. 31, 2013
Stock Options	'	'
Outstanding shares available to convert to common stock	825	1,008

11_STOCKHOLDERS_EQUITY_Details

11. STOCKHOLDERS' EQUITY (Details)	3 Months Ended
	Mar. 31, 2014
Stockholders' equity:	'
Balance, December 31, 2013	15,261
Shares purchased and retired, February 28, 2014	-66
Balance, March 31, 2014	15,195