Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Mar. 04, 2015 | Jun. 27, 2014 |
Document and Entity Information | |||
Entity Registrant Name | GLOBAL POWER EQUIPMENT GROUP INC. | ||
Entity Central Index Key | 1136294 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $274 | ||
Entity Common Stock, Shares Outstanding | 17,169,871 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $8,810 | $13,942 |
Restricted cash | 1 | 120 |
Accounts receivable, net of allowance of $787 and $557, respectively | 115,351 | 93,484 |
Raw Materials | 7,528 | 6,069 |
Finished Goods | 1,177 | 985 |
Inventory Reserve | -426 | -578 |
Costs and estimated earnings in excess of billings | 57,918 | 41,804 |
Deferred tax assets | 5,011 | 3,301 |
Other current assets | 6,945 | 8,215 |
Total current assets | 202,315 | 167,342 |
Property, plant and equipment, net | 22,847 | 20,644 |
Goodwill | 106,884 | 109,930 |
Intangible assets, net | 59,070 | 60,594 |
Deferred tax assets | 2,590 | 7,630 |
Other long-term assets | 841 | 1,258 |
Total assets | 394,547 | 367,398 |
Current liabilities: | ||
Accounts payable | 18,856 | 19,664 |
Accrued compensation and benefits | 21,213 | 14,798 |
Billings in excess of costs and estimated earnings | 14,459 | 12,757 |
Accrued warranties | 1,996 | 3,261 |
Other current liabilities | 5,583 | 8,483 |
Total current liabilities | 62,107 | 58,963 |
Long-term debt | 45,000 | 23,000 |
Other long-term liabilities | 6,237 | 5,844 |
Total liabilities | 113,344 | 87,807 |
Commitments and contingencies (Note 15) | ||
Stockholders' equity: | ||
Common stock, $0.01 par value, 170,000,000 shares authorized and 18,395,472 and 18,294,998 shares issued, respectively, and 17,129,119 and 17,059,943 shares outstanding, respectively | 184 | 183 |
Paid-in capital | 71,528 | 69,049 |
Accumulated other comprehensive income | -2,252 | 3,473 |
Retained earnings | 211,756 | 206,898 |
Treasury stock, at par (1,266,353 and 1,235,055 common shares, respectively) | 13 | 12 |
Total stockholders' equity | 281,203 | 279,591 |
Total liabilities and stockholders' equity | $394,547 | $367,398 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Accounts receivable, allowance (in dollars) | $787 | $557 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 170,000,000 | 170,000,000 |
Common stock, shares issued | 18,395,472 | 18,294,998 |
Common stock, shares outstanding | 17,129,119 | 17,059,943 |
Treasury stock, shares | 1,266,353 | 1,235,055 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues | |||
Products revenue | $222,250 | $208,194 | $193,676 |
Services revenue | 316,295 | 276,024 | 269,152 |
Total revenue | 538,545 | 484,218 | 462,828 |
Cost of Sales | |||
Products cost of revenue | 177,144 | 160,983 | 150,642 |
Services cost of revenue | 270,571 | 238,231 | 229,132 |
Total cost of revenue | 447,715 | 399,214 | 379,774 |
Gross profit | 90,830 | 85,004 | 83,054 |
Selling and marketing expenses | 9,814 | 9,319 | 6,583 |
General and administrative expenses | 55,892 | 57,041 | 53,269 |
Depreciation and amortization expense | 8,535 | 6,599 | 2,756 |
Total operating expenses | 74,241 | 72,959 | 62,608 |
Operating Income | 16,589 | 12,045 | 20,446 |
Interest expense, net | 1,710 | 893 | 1,563 |
Other (income) expense, net | -288 | 83 | 282 |
Income from continuing operations before income tax | 15,167 | 11,069 | 18,601 |
Income tax expense (benefit) | 4,017 | -437 | 1,031 |
Income from continuing operations | 11,150 | 11,506 | 17,570 |
Discontinued operations: | |||
(Loss) income from discontinued operations, net of tax | -1 | 279 | 284 |
Loss on disposals, net of tax | -260 | ||
(Loss) income from discontinued operations | -1 | 279 | 24 |
Net income | $11,149 | $11,785 | $17,594 |
Basic earnings per weighted average common share: | |||
Basic earnings per common share from continuing operations (in dollars per share) | $0.66 | $0.68 | $1.04 |
Basic earnings per common share from discontinued operations (in dollars per share) | $0.02 | ||
Basic earnings per common share - basic (in dollars per share) | $0.66 | $0.70 | $1.04 |
Diluted earnings per weighted average common share: | |||
Diluted earnings per common share from continuing operations (in dollars per share) | $0.65 | $0.68 | $1.02 |
Diluted earnings per common share from discontinued operations (in dollars per share) | $0.01 | ||
Diluted earnings per common share - diluted (in dollars per share) | $0.65 | $0.69 | $1.02 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | |||
Net income | $11,149 | $11,785 | $17,594 |
Foreign currency translation adjustment | -5,725 | 1,661 | 1,304 |
Comprehensive income | $5,424 | $13,446 | $18,898 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) | Common Shares $0.01 Per Share | Paid-in Capital | Accumulated Other Comprehensive Income | Retained Earnings | Treasury Shares | Total |
In Thousands, except Share data, unless otherwise specified | ||||||
Balance at Dec. 31, 2011 | $168 | $69,495 | $508 | $188,487 | ($4) | $258,654 |
Balance (in shares) at Dec. 31, 2011 | 16,771,388 | -389,855 | ||||
Increase (Decrease) in Shareholders' Equity | ||||||
Stock-based compensation | 4 | 3,998 | -1 | 4,001 | ||
Stock-based compensation (in shares) | 439,859 | -115,666 | ||||
Warrants exercised | 7 | -5 | -2 | |||
Warrants exercised (in shares) | 730,282 | -209,451 | 730,282 | |||
Dividends declared | -4,723 | -4,723 | ||||
Stock repurchases | -6,828 | -4 | -6,832 | |||
Stock repurchases (in shares) | 421,731 | |||||
Net income | 17,594 | 17,594 | ||||
Foreign currency translation adjustment | 1,304 | 1,304 | ||||
Balance at Dec. 31, 2012 | 179 | 66,660 | 1,812 | 201,358 | -11 | 269,998 |
Balance (in shares) at Dec. 31, 2012 | 17,941,529 | -1,136,703 | ||||
Increase (Decrease) in Shareholders' Equity | ||||||
Stock-based compensation | 4 | 2,389 | -1 | 2,392 | ||
Stock-based compensation (in shares) | 353,469 | -98,352 | ||||
Dividends declared | -6,245 | -6,245 | ||||
Stock repurchases (in shares) | 0 | |||||
Net income | 11,785 | 11,785 | ||||
Foreign currency translation adjustment | 1,661 | 1,661 | ||||
Balance at Dec. 31, 2013 | 183 | 69,049 | 3,473 | 206,898 | -12 | 279,591 |
Balance (in shares) at Dec. 31, 2013 | 18,294,998 | -1,235,055 | 17,059,943 | |||
Increase (Decrease) in Shareholders' Equity | ||||||
Stock-based compensation | 1 | 2,479 | -1 | 2,479 | ||
Stock-based compensation (in shares) | 100,474 | -31,298 | ||||
Dividends declared | -6,291 | -6,291 | ||||
Stock repurchases (in shares) | 0 | |||||
Net income | 11,149 | 11,149 | ||||
Foreign currency translation adjustment | -5,725 | -5,725 | ||||
Balance at Dec. 31, 2014 | $184 | $71,528 | ($2,252) | $211,756 | ($13) | $281,203 |
Balance (in shares) at Dec. 31, 2014 | 18,395,472 | -1,266,353 | 17,129,119 |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Operating activities: | |||
Net income | $11,149 | $11,785 | $17,594 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Deferred income tax provision (benefit) | 3,331 | -2,051 | -851 |
Depreciation and amortization on plant, property and equipment and intangible assets | 10,271 | 8,034 | 3,697 |
Amortization on deferred financing costs | 229 | 184 | 1,244 |
Loss on disposals of equipment | 635 | ||
Pre-tax loss on disposals of discontinued operations | 400 | ||
Stock-based compensation | 3,081 | 4,145 | 7,035 |
Changes in operating assets and liabilities, net of businesses acquired and sold: | |||
(Increase) decrease in accounts receivable | -23,215 | 9,338 | -34,643 |
(Increase) decrease in inventories | -2,035 | 572 | -736 |
(Increase) decrease in costs and estimated earnings in excess of billings | -17,797 | 10,410 | -14,340 |
(Increase) decrease in other current assets | -1,091 | -2,385 | 725 |
(Increase) decrease in other assets | -1,118 | 124 | -416 |
Increase (decrease) in accounts payable | -131 | -11,037 | 11,251 |
Increase (decrease) in accrued and other liabilities | 5,990 | -4,783 | -1,722 |
Increase (decrease) in accrued warranties | -1,228 | -811 | -1,234 |
Increase (decrease) in billings in excess of costs and estimated earnings | 2,111 | -3,787 | 3,346 |
Net cash (used in) provided by operating activities | -9,818 | 19,738 | -8,650 |
Investing activities: | |||
Acquisitions, net of cash acquired | -725 | -49,451 | -44,492 |
Proceeds from sale of business, net of restricted cash and transaction costs | 306 | 6,124 | |
Net transfers of restricted cash | 119 | ||
Proceeds from sale of equipment | 174 | 71 | 15 |
Purchase of property, plant and equipment | -7,632 | -5,196 | -5,848 |
Net cash used in investing activities | -8,064 | -54,270 | -44,201 |
Financing activities: | |||
Repurchase of stock-based awards for payment of statutory taxes due on stock-based compensation | -602 | -1,752 | -3,034 |
Debt issuance costs | -171 | -924 | |
Stock repurchases | -6,832 | ||
Dividends paid | -6,140 | -6,215 | -4,602 |
Proceeds from long-term debt | 99,000 | 65,000 | 15,000 |
Payments of long-term debt | -77,000 | -42,000 | -15,000 |
Net cash provided by (used in) financing activities | 15,258 | 14,862 | -15,392 |
Effect of exchange rate changes on cash | -2,508 | 1,661 | 703 |
Net change in cash and cash equivalents | -5,132 | -18,009 | -67,540 |
Cash and cash equivalents, beginning of period | 13,942 | 31,951 | 99,491 |
Cash and cash equivalents, end of period | 8,810 | 13,942 | 31,951 |
Cash paid for interest | 1,478 | 566 | 515 |
Cash paid for income taxes, net of refunds | $1,983 | $3,378 | $2,338 |
BUSINESS_AND_ORGANIZATION
BUSINESS AND ORGANIZATION | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
BUSINESS AND ORGANIZATION | ||||||||
BUSINESS AND ORGANIZATION | NOTE 1—BUSINESS AND ORGANIZATION | |||||||
Global Power Equipment Group Inc. and its wholly owned subsidiaries (“Global Power”, “we”, “us”, “our”, or “the Company”) are comprehensive providers of custom engineered equipment, and modification and maintenance services for customers in the power generation, oil and gas, natural gas, infrastructure and process and industrial markets. We operate within three reportable segments: Product Solutions, Nuclear Services and Energy Services. Through our Product Solutions segment, we design, engineer and manufacture gas turbine auxiliary products and control houses for customers throughout the world. Through our Nuclear Services segment and our Energy Services segment, we provide on‑site specialty modification and maintenance services, outage management, facility upgrade services, specialty maintenance and other industrial services to nuclear, fossil‑fuel and hydroelectric power plants and other industrial operations in the United States (“U.S.”). Our corporate headquarters are located in Irving, Texas, with various facilities around the U.S. and internationally in The Netherlands, Mexico and China. | ||||||||
We report on a fiscal quarter basis utilizing a “modified” 4‑4‑5 calendar (modified in that the fiscal year always begins on January 1 and ends on December 31). However, we have continued to label our quarterly information using a calendar convention. The effects of this practice are modest and only exist when comparing interim period results. The reporting periods and corresponding fiscal interim periods are as follows: | ||||||||
Reporting Interim Period | Fiscal Interim Period | |||||||
2014 | 2013 | |||||||
Three Months Ended March 31 | January 1, 2014 to March 30, 2014 | January 1, 2013 to March 31, 2013 | ||||||
Three Months Ended June 30 | March 31, 2014 to June 29, 2014 | April 1, 2013 to June 30, 2013 | ||||||
Three Months Ended September 30 | June 30, 2014 to September 28, 2014 | July 1, 2013 to September 29, 2013 | ||||||
Acquisitions: During 2013 and 2012, we completed the following acquisitions: | ||||||||
Net Assets | ||||||||
Acquired | Primary Form of | |||||||
Business Acquired | Date of Closing | (in millions) | Consideration | |||||
IBI, LLC | July 9, 2013 | $ | 18.6 | Cash | ||||
Hetsco Holdings, Inc | April 30, 2013 | $ | 32.4 | Cash | ||||
TOG Holdings Inc | September 5, 2012 | $ | 12.2 | Cash | ||||
Koontz Wagner Custom Controls Holdings LLC | July 30, 2012 | $ | 32.3 | Cash | ||||
Each of the acquired businesses has been included in our results of operations since the date of closing. Due to the timing of these acquisitions and related operating results, our operating results for the reported periods are not entirely comparable. See Note 3—Acquisitions. | ||||||||
Seasonality: A portion of our business, primarily in our Energy Services segment and Nuclear Services segment, is seasonal, resulting in fluctuations in revenue and gross profit during our fiscal year. Generally, the second and fourth quarters are the peak periods for our Energy Services and Nuclear Services Segments as those are periods of low electricity demand during which our customers schedule planned outages. Our Product Solutions segment is less affected by seasons and is more impacted by the cyclicality of and fluctuations in the U.S. and international economies that we serve. | ||||||||
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2014 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
Principles of Consolidation: The accompanying consolidated financial statements include the accounts of Global Power and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | |
Use of Estimates: The preparation of financial statements in conformity with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying footnotes. Actual results could vary materially from those estimates. | |
Reclassifications: Certain reclassifications have been made to prior years’ consolidated balances to conform with the current year presentation. | |
Discontinued Operations Presentation: In August 2011, we completed the sale of substantially all of the operating assets of our Deltak L.L.C. (“Deltak”) business unit. Discontinued operations are presented net of tax. The following notes relate to our continuing operations only unless otherwise noted. | |
Dollar Amounts: All dollar amounts (except share and per share amounts) presented in the tabulations within the notes to our consolidated financial statements are stated in thousands of dollars, unless otherwise noted. | |
Revenue Recognition: Substantially all of our Product Solutions segment revenue is derived from fixed‑priced contracts. Revenue for gas turbine auxiliary and control house equipment is recognized on the completed contract method, typically when the unit is shipped. Certain of these contracts specify separate delivery dates of individual equipment units or require customer acceptance of a product. In circumstances where separate delivery dates of individual equipment units exist, we recognize revenue when the customer assumes the risk of loss and title for the equipment, which is generally the date the unit is shipped, and corresponding costs previously deferred are charged to expense. In circumstances where the contract requires customer acceptance of a product in addition to transfer of title and risk of loss to the customer, revenue is either recognized (i) upon shipment when we are able to demonstrate that the customer specific objective criteria have been met or (ii) upon customer acceptance. Once title and risk of loss have transferred and, where applicable, customer acceptance is complete, we have no further performance obligations. We recognize revenue for our selective catalytic emission reduction systems (commonly referred to as “SCR”) under the percentage‑of‑completion method based on cost‑to‑cost input measures. | |
Within Nuclear Services and Energy Services, we enter into a variety of contract structures including cost plus reimbursements, time and material contracts and fixed‑price contracts. The determination of the contract structure within Nuclear Services and Energy Services is based on the scope of work, complexity and project length, and customer preference of contract terms. Cost plus and time and material contracts represent the majority of the contracts in Nuclear Services and Energy Services. For these contract types, we recognize revenue when services are performed based upon an agreed‑upon price for the completed services or based upon the hours incurred and agreed‑upon hourly rates. Some of our contracts include provisions that adjust contract revenue for safety, schedule or other performance measures. On cost reimbursable contracts, revenue is recognized as costs are incurred and includes applicable mark‑up earned through the date services are provided. Revenue on fixed price contracts is recognized under the percentage‑of‑completion method based on cost‑to‑cost input measures. | |
The percentage‑of‑completion method generally results in the recognition of reasonably consistent profit margins over the life of a contract since management has the ability to produce reasonably dependable estimates of contract billings and contract costs. We use the level of profit margin that is most likely to occur on a contract. If the most likely profit margin cannot be precisely determined, the lowest probable level of profit in the range of estimates is used until the results can be estimated more precisely. Our estimate of the total contract costs to be incurred at any particular time has a significant impact on the revenue recognized for the respective period. Changes in job performance, job conditions, estimated profitability, final contract settlements and resolution of claims may result in revisions to costs and income, and the effects of such revisions are recognized in the period that the revisions are determined. Under percentage‑of‑completion accounting, management must also make key judgments in areas such as the percentage‑of‑completion, estimates of project revenue, costs and margin, estimates of total and remaining project hours and liquidated damages assessments. Any deviations from estimates could have a significant positive or negative impact on our results of operations. | |
Estimated losses on uncompleted contracts, regardless of whether we account for the contract under the completed contract or percentage-of-completion method, are recognized in the period in which they first become apparent. | |
We may incur costs subject to change orders, whether approved or unapproved by the customer, and/or claims related to certain contracts. We determine the probability that such costs will be recovered based upon evidence such as past practices with the customer, specific discussions or preliminary negotiations with the customer or verbal approvals. We treat items as a cost of contract performance in the period incurred and will recognize revenue if it is probable that the contract price will be adjusted and can be reliably estimated. | |
Pre‑contract costs are expensed as incurred. | |
Cash and Cash Equivalents: Cash and cash equivalents include cash on hand and on deposit with initial maturities of three months or less. As of December 31, 2014, the $8.8 million of cash and cash equivalents on our consolidated balance sheets was held outside the U.S. | |
Accounts Receivable: Accounts receivables are reported net of allowance for doubtful accounts and discounts. The allowance is based on numerous factors including but not limited to (i) current market conditions, (ii) review of specific customer economics and (iii) other estimates based on the judgment of management. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. We do not generally charge interest on outstanding amounts. | |
Inventories: Inventories consist primarily of raw materials and are stated at the lower of first‑in, first‑out cost or market, net of applicable reserves. | |
Property, Plant and Equipment: Property, plant and equipment are stated at historical cost, less accumulated depreciation. For financial reporting purposes, depreciation is calculated using the straight‑line method over the estimated useful lives. Costs of significant additions, renewals and betterments are capitalized. When an asset is sold or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts and the gain or loss on disposition is reflected in the accompanying consolidated statements of operations. Depreciation expense related to capital equipment used in production is included in cost of revenue. Maintenance and repairs are charged to operations when incurred. | |
Long‑Lived Assets: Long‑lived assets, such as property, plant, and equipment, and purchased intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long‑lived asset be tested for possible impairment, we first compare undiscounted cash flows expected to be generated by an asset to the carrying value of the asset. If the carrying value of the long‑lived asset is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third‑party independent appraisals, as considered necessary. We group long‑lived assets by legal entity for purposes of recognition and measurement of an impairment loss as this is the lowest level for which cash flows are independent. | |
Goodwill and Indefinite Lived Intangible Assets: Goodwill and indefinite lived intangible assets are not amortized to expense, but rather are annually tested for impairment as of October 1 and more frequently if circumstances warrant. Our indefinite lived intangible assets consist of various trade names used in our businesses. | |
Our testing of goodwill for potential impairment involves the comparison of each reporting unit’s carrying value to its estimated fair value, which is determined using a combination of income and market approaches. Similarly, the testing of our trade names for potential impairment involves the comparison of the carrying value for each trade name to its estimated fair value, which is determined using the relief from royalty method. | |
Impairment write‑downs are charged to results of operations in the period in which the impairment is determined. | |
Cost of Revenue: Cost of revenue for the Product Solutions, Nuclear Services and Energy Services segments primarily includes charges for materials, direct labor and related benefits, freight (inbound and outbound), direct supplies and tools, purchasing and receiving costs, inspection costs and internal transfer costs. Cost of revenue for Product Solutions segment also includes warehousing costs and utilities related to production facilities and, where appropriate, an allocation of overhead. | |
Warranty Costs: Our estimated costs related to service warranty are accrued as the related revenue is recognized and included in cost of revenue. Our estimated costs related to products warranty are accrued using a specific identification basis. Estimated costs are based upon past warranty claims, sales history, the applicable contract terms and the remaining warranty periods. Warranty terms vary by contract but generally provide for a term of three years or less. We manage our exposure to warranty claims by having our field service and quality assurance personnel regularly monitor projects and maintain ongoing and regular communications with our customers. | |
Insurance. We self‑insure a portion of our risk for health benefits and workers’ compensation. We maintain insurance coverage for other business risks including general liability insurance. We accrue for incurred but not reported claims by utilizing lag studies. | |
Shipping and Handling Costs: We account for shipping and handling costs in accordance with ASC 605‑45—Principal Agent Considerations. Amounts billed to customers in sale transactions related to shipping and handling costs are recorded as revenue. Shipping and handling costs incurred are included in cost of revenue in the accompanying consolidated statements of operations. | |
Advertising Costs: We account for advertising costs in accordance with ASC 720‑35—Advertising Costs. Generally, advertising costs are immaterial and are expensed as incurred and included in selling and marketing expense. | |
General and Administrative Expense: General and administrative expense is primarily comprised of indirect labor and related benefits, legal and professional fees, indirect utilities, office rent, bad debt expense, indirect travel and related expenses. | |
Stock‑Based Compensation Expense: We measure and recognize stock‑based compensation expense based on estimated fair values of the stock awards on the date of grant. Vesting of stock awards is based on certain service, performance and market conditions or service only conditions over a one to four year period. For all awards with graded vesting other than awards with performance‑ based vesting conditions, we record compensation expense for the entire award on a straight‑line basis over the requisite service period, net of forfeitures. For graded‑vesting awards with performance‑based vesting conditions, total compensation expense is recognized over the requisite service period for each separately vesting tranche of the award as if the award is, in substance, multiple awards once performance criteria are set. We recognize stock‑based compensation expense related to performance awards based upon our determination of the potential likelihood of achievement of the performance target at each reporting date, net of estimated forfeitures. Stock‑based compensation expense is included in operating expenses in the accompanying consolidated statements of operations. | |
We estimate expected forfeitures of stock‑based awards at the grant date and recognize compensation cost only for those awards expected to vest. We estimate our forfeiture rate based on several factors including historical forfeiture activity, expected future employee turnover, and other qualitative factors. We ultimately adjust this forfeiture assumption to actual forfeitures. | |
Foreign Currency Translation: Foreign assets and liabilities are translated using the exchange rate in effect at the balance sheet date, and results of operations are translated using an average rate during the period. Translation adjustments are accumulated and reported as a component of accumulated other comprehensive income. Our foreign earnings are considered permanently reinvested and, therefore, we do not have any corresponding deferred taxes for our unremitted earnings. | |
Income Taxes: We account for income taxes using the asset and liability method under which deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. We measure deferred tax assets and liabilities using enacted tax rates expected to be applied to taxable income in the years in which those differences are expected to be recovered or settled. We recognize in income the effect of a change in tax rates on deferred tax assets and liabilities in the period that includes the enactment date. | |
Under ASC 740, Income Taxes (“ASC 740”), FASB requires companies to assess whether valuation allowances should be established against their deferred tax assets based on the consideration of all available positive and negative evidence, using a “more likely than not” standard. In making such assessments, significant weight is given to evidence that can be objectively verified. A company’s current or previous operating history are given more weight than its future outlook, although we do consider future taxable income projections, ongoing tax planning strategies and the limitation on the use of carryforward losses in determining valuation allowance needs. We establish valuation allowances for our deferred tax assets if, based on the available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. | |
During the ordinary course of business, there are many transactions and calculations for which the ultimate tax determination is uncertain. We recognize the tax benefit from uncertain tax positions only if it is more likely than not to be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. We believe that our benefits and accruals recognized are appropriate for all open audit years based on our assessment of many factors including past experience and interpretation of tax law. This assessment relies on estimates and assumptions and may involve a series of complex judgments about future events. To the extent that the final tax outcome of these matters is determined to be different than the amounts recorded, those differences will impact income tax expense in the period in which the determination is made. | |
Derivative Financial Instruments: ASC 815—Derivatives and Hedging (“ASC 815”), requires companies to recognize all derivative instruments as either assets or liabilities at fair value in the statement of financial position. For derivatives designated as hedges, gains or losses on fair value hedges are offset in current earnings against the change in fair value of the risk being hedged, while the effective portion of the gain or loss on a cash flow hedging instrument is reported in accumulated other comprehensive income until the hedged item is recognized in earnings. | |
Adoption of New Accounting Pronouncements: | |
In November 2014, the FASB issued ASU 2014-17, “Pushdown Accounting “ (“ASU 2014-17”). In ASU 2014-17, the FASB amended its standard for business combinations and gave acquiring companies more flexibility in determining how newly acquired businesses will value their balance sheets. Acquired companies now have the option to have the accounting basis used by their new parents “pushed down” onto their financial statements after the deal has closed. The FASB amendments apply to the separate financial statements of a business or not-for-profit activity after it has been acquired, and were effective immediately upon the issuance of ASU 2014-17. The Company adopted ASU 2014-17 upon its issuance, but there has been no impact as we have not issued separate financial statements for our acquired companies. | |
In November 2014, the FASB issued ASU 2014-16, “Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share is More Akin to Debt or to Equity” (“ASU 2014-16”). This Update requires that, for a hybrid financial instrument issued in the form of a share, an entity shall determine whether the host contract is more akin to an equity instrument or a debt instrument by considering all stated and implied substantive terms and features of the hybrid financial instrument as a whole - including the embedded derivative feature that is being evaluated for potential bifurcation - weighing each term and feature on the basis of the relevant facts and circumstances. ASU 2014-16 is effective for the Company for fiscal year 2016, and early adoption is permitted. The Company intends to adopt ASU 2014-16 on January 1, 2016, and does not anticipate any impact on our consolidated financial statements and financial statement disclosures as we do not currently issue or hold hybrid financial instruments in the form of a share. | |
In August 2014, the FASB issued ASU 2014-15, “Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern” (“ASU 2014-15”). ASU 2014-15 requires an entity's management to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the date that the financial statements are available to be issued when applicable). When conditions or events raise substantial doubts about an entity’s ability to continue as a going concern, management shall disclose: (i) the principal conditions or events that raise substantial doubt about the entity's ability to continue as a going concern; (ii) management's evaluation of the significance of those conditions or events in relation to the entity's ability to meet its obligations; and (iii) management's plans that are intended to mitigate the conditions or events and whether or not those plans alleviate the substantial doubt about the entity's ability to continue as a going concern. ASU 2014-15 is effective for the Company for fiscal year 2016, and early application is permitted. We do not currently anticipate that ASU 2014-15 will have any impact on the Company’s financial statement disclosures. | |
In June 2014, the FASB issued ASU 2014-12, “Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could be Achieved after the Requisite Service Period” (“ASU 2014-12”). The FASB issued ASU 2014-12 to clarify that a performance target in a share-based compensation award that could be achieved after an employee completes the requisite service period should be treated as a performance condition that affects the vesting of the award. As such, the performance target should not be reflected in estimating the grant-date fair value of the award. ASU 2014-12 is effective for the Company for fiscal year 2016, and early adoption is permitted. The Company has reviewed its accounting for these types of share-based payments and has determined that we are in compliance with the stated guidelines. | |
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”). ASU 2014-09 takes effect in 2017 and establishes a comprehensive revenue recognition standard for virtually all industries in U.S. GAAP, including those that previously followed industry-specific guidance such as the real estate, construction and software industries. The revenue standard’s core principle is built on the contract between a vendor and a customer for the provision of goods and services. It attempts to depict the exchange of rights and obligations between the parties in the pattern of revenue recognition based on the consideration to which the vendor is entitled. To accomplish this objective, the standard requires five basic steps: (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the entity satisfies a performance obligation. There are three basic transition methods available: full retrospective, retrospective with certain practical expedients, and a cumulative effect approach. While we are continuing to evaluate the impact that the implementation of ASU 2014-09 will have on our financial statements and which implementation methodology we will utilize, we believe the implementation of the new standard will generally result in the Company recognizing revenue earlier than we currently do as we will move away from the completed contract method of revenue recognition. | |
In March 2014, the Financial Accounting Standards Board (“FASB”) issued ASU Update 2014-06, “Technical Corrections and Improvements Related to Glossary Terms” (“ASU 2014-06”). The amendments in the Update relate to glossary terms and cover a wide range of Topics in the Codification. These amendments are presented in four sections — Deletion of Master Glossary Terms (Section A), Addition of Master Glossary Term Links (Section B), Duplicate Master Glossary Terms (Section C), and Other Technical Corrections Related to Glossary Terms (Section D). The amendments in ASU 2014-06 represent changes to clarify the Master Glossary of the Codification, or make improvements to the Master Glossary that are not expected to result in substantive changes to the application of existing guidance or create a significant administrative cost to most entities. Additionally, the amendments will make the Master Glossary easier to understand, as well as reduce the number of terms that appear in the Master Glossary. The amendments resulting from ASU 2014-06 do not have transition guidance and will be effective upon issuance for both public and private companies. The immediate adoption of this standard in March 2014 did not have an impact on our consolidated financial statements, and there was no material impact to our financial statement disclosures. | |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
ACQUISITIONS | ||||||||||
ACQUISITIONS | NOTE 3—ACQUISITIONS | |||||||||
Since January 1, 2012, we acquired 100% equity in four businesses, which included three products companies and one industrial gas services company, all based in the U.S. These acquisitions allow us to expand our products and service offerings internationally and in the U.S. A summary of the acquisitions is as follows: | ||||||||||
Net Assets | ||||||||||
Acquired | Primary Form of | |||||||||
Business Acquired | Date of Closing | (in millions) | Segment | Consideration | ||||||
IBI, LLC | July 9, 2013 | $ | 18.6 | Product Solutions | Cash | |||||
Hetsco Holdings, Inc | April 30, 2013 | $ | 32.4 | Energy Services | Cash | |||||
TOG Holdings Inc. | September 5, 2012 | $ | 12.2 | Product Solutions | Cash | |||||
Koontz Wagner Custom Controls Holdings LLC | July 30, 2012 | $ | 32.3 | Product Solutions | Cash | |||||
Each of the acquired businesses has been included in our results of operations since the date of closing. Due to the timing of each acquisition and related operating results, our 2014, 2013 and 2012 operating results are not entirely comparable. | ||||||||||
On July 9, 2013, we acquired IBI, LLC (“IBI Power” or “IBI”), a leading manufacturer of custom power packaging and integration solutions, including control house systems, generator enclosures and industrial tanks. The aggregate consideration paid consisted of $18.6 million in cash, after final working capital adjustments and other adjustments of which $0.7 million was payable as of December 31, 2013 and paid in January 2014. IBI’s financial results have been included in our Product Solutions segment since the acquisition date. | ||||||||||
On April 30, 2013, we acquired Hetsco Holdings, Inc. and its wholly owned subsidiary Hetsco, Inc. (together “Hetsco”), a global provider of mission critical brazed aluminum heat exchanger repair, maintenance and safety services to the industrial gas, liquefied natural gas and petrochemical industries. The aggregate acquisition price consisted of $32.4 million in cash, after final working capital adjustments. Hetsco’s financial results have been included in our Energy Services segment since the acquisition date. | ||||||||||
We funded the purchases of IBI and Hetsco (together, the “2013 Acquisitions”) through a combination of cash on hand and draws on our Revolving Credit Facility. | ||||||||||
The following table summarizes the consideration paid for the 2013 Acquisitions and presents the preliminary (as reported in the 2013 Annual Report and Form 10-K) allocation of these amounts to the net tangible and identifiable intangible assets acquired based on the estimated fair values as of the respective acquisition dates. These allocations require the significant use of estimates and are based on the information that was available to management at the time the 2013 consolidated financial statements were prepared. | ||||||||||
2013 Acquisitions Table (as originally presented): | ||||||||||
2013 Acquisition Activity | ||||||||||
($ in thousands) | Hetsco | IBI Power | Total | |||||||
Current assets, including cash and cash equivalents of $0.9 million | $ | 7,733 | $ | 8,304 | $ | 16,037 | ||||
Property, plant and equipment | 867 | 2,822 | 3,689 | |||||||
Identifiable intangible assets | 19,100 | 8,700 | 27,800 | |||||||
Goodwill | 15,567 | 5,018 | 20,585 | |||||||
Total assets acquired | 43,267 | 24,844 | 68,111 | |||||||
Current liabilities | -2,265 | -6,203 | -8,468 | |||||||
Long-term deferred tax liability | -7,515 | — | -7,515 | |||||||
Other long-term liabilities | -1,089 | — | -1,089 | |||||||
Net assets acquired | $ | 32,398 | $ | 18,641 | $ | 51,039 | ||||
In 2014, purchase accounting adjustments were made to goodwill, identifiable intangible assets, current liabilities and deferred tax liability as part of the finalization of the purchase price allocations for the 2013 acquisitions. The following table summarizes the consideration paid for the 2013 Acquisitions and presents the final allocation of these amounts to the net tangible and identifiable intangible assets based on the estimated fair values as of the respective acquisition dates. | ||||||||||
2013 Acquisitions Table (Final): | ||||||||||
2013 Acquisition Activity | ||||||||||
($ in thousands) | Hetsco | IBI Power | Total | |||||||
Current assets, including cash and cash equivalents of $0.9 million | $ | 7,672 | $ | 8,304 | $ | 15,976 | ||||
Property, plant and equipment | 867 | 2,822 | 3,689 | |||||||
Identifiable intangible assets | 22,800 | 9,300 | 32,100 | |||||||
Goodwill | 12,996 | 4,418 | 17,414 | |||||||
Total assets acquired | 44,335 | 24,844 | 69,179 | |||||||
Current liabilities | -1,921 | -6,203 | -8,124 | |||||||
Long-term deferred tax liability | -8,927 | — | -8,927 | |||||||
Other long-term liabilities | -1,089 | — | -1,089 | |||||||
Net assets acquired | $ | 32,398 | $ | 18,641 | $ | 51,039 | ||||
The acquired intangible assets from our 2013 Acquisitions consisted of customer relationships, trade names and noncompete agreements. The following table summarizes the major classes of intangible assets prior to the 2014 purchase accounting adjustments to goodwill and identifiable intangible assets: | ||||||||||
2013 Intangible Assets Table (as originally presented): | ||||||||||
Weighted Average | ||||||||||
($ in thousands) | Amortization Years | 2013 | ||||||||
Customer Relationships | 7 | $ | 16,800 | |||||||
Trade Names | Indefinite | 9,200 | ||||||||
Noncompetes | 5 | 1,800 | ||||||||
$ | 27,800 | |||||||||
2013 Intangible Assets Table (Final): | ||||||||||
The following table summarizes the major classes of intangible assets after the 2014 purchase accounting adjustments to goodwill and identifiable intangible assets: | ||||||||||
Weighted Average | ||||||||||
($ in thousands) | Amortization Years | 2013 | ||||||||
Customer Relationships | 7 | $ | 19,200 | |||||||
Trade Names | Indefinite | 11,000 | ||||||||
Noncompetes | 5 | 1,900 | ||||||||
$ | 32,100 | |||||||||
The amortization period for these intangible assets, except trade names which are indefinite, ranges from five to seven years. We recorded $3.4 million and $1.7 million of amortization expense related to these intangible assets during the years ended December 31, 2014 and 2013, respectively. The estimated future aggregate amortization expense of intangible assets from the 2013 Acquisitions as of December 31, 2014 is set forth below: | ||||||||||
($ in thousands) | ||||||||||
For the Fiscal Year Ending December 31— | ||||||||||
2015 | $ | 3,123 | ||||||||
2016 | 3,123 | |||||||||
2017 | 3,123 | |||||||||
2018 | 2,894 | |||||||||
2019 | 2,743 | |||||||||
Thereafter | 1,071 | |||||||||
Total | $ | 16,077 | ||||||||
The $4.4 million of goodwill arising from the IBI Power acquisition into the Product Solutions segment consists largely of expectations that this acquisition broadens our customer base to switchgear original equipment manufacturers (“OEMs”) and adds backup power and distributed power applications to our product portfolio. Also impacting the IBI goodwill is operational synergies among the IBI Power business and the Koontz Wagner Custom Controls business. The $13.0 million of goodwill arising from the Hetsco acquisition into the Energy Services segment consists largely of expectations that this acquisition expands our service offerings to the industrial gas market to customers including original equipment manufacturers and owners of petrochemical and industrial gas plants. The goodwill associated with the IBI Power acquisition is deductible for tax purposes whereas the goodwill associated with the Hetsco acquisition is not deductible for tax purposes. | ||||||||||
We incurred $4.9 million of transaction, due diligence and integration costs that are reflected in Hetsco’s and IBI’s general and administrative expenses in our consolidated statements of operations for the year ended December 31, 2013. Additionally, we incurred $1.9 million of transaction, due diligence and integration costs related to the 2012 Acquisitions that are reflected in general and administrative expenses in our consolidated statements of operations for the year ended December 31, 2012. | ||||||||||
Revenue of approximately $26.1 million and an operating loss before income taxes of approximately $2.1 million are included in our consolidated results of operations for the year ended December 31, 2013 related to the 2013 Acquisitions. Excluding the $4.9 million of acquisition related costs as well as intangible amortization costs of $1.7 million, the 2013 Acquisitions contributed $4.5 million of pre‑tax operating income during the year ended December 31, 2013. | ||||||||||
The following unaudited pro forma information has been provided for illustrative purposes only and is not necessarily indicative of results that would have occurred had the 2013 Acquisitions been in effect since January 1, 2012 and had the 2012 Acquisitions been in effect since January 1, 2011, nor are they necessarily indicative of future results. | ||||||||||
Years Ended December 31, | ||||||||||
(unaudited) | ||||||||||
($ in thousands, except per share data) | 2013 | 2012 | ||||||||
Revenue | $ | 517,503 | $ | 530,656 | ||||||
Income from continuing operations | 13,270 | 18,173 | ||||||||
Earnings per share from continuing operations: | ||||||||||
Basic | $ | 0.78 | $ | 1.08 | ||||||
Diluted | $ | 0.78 | $ | 1.05 | ||||||
The unaudited pro forma consolidated results during the years ended December 31, 2013 and 2012 have been prepared by adjusting our historical results to include the 2013 Acquisitions as if they occurred on January 1, 2012 and the 2012 Acquisitions as if they occurred on January 1, 2011. These unaudited pro forma consolidated historical results were then adjusted for the following: | ||||||||||
· | a net reduction in interest expense during the years ended December 31, 2013 and 2012 as we did not acquire existing debt from the 2012 and 2013 Acquisitions offset by interest expense on our $30.0 million net borrowings on the Revolving Credit Facility in association with the 2013 Acquisitions, | |||||||||
· | an increase in amortization expense due to the incremental intangible assets recorded related to the 2013 and 2012 Acquisitions, | |||||||||
· | a decrease in depreciation expense relating to the net impact of adjusting acquired property and equipment to the acquisition date fair values, | |||||||||
· | a net increase in stock compensation expense associated with restricted stock granted as part of the Hetsco acquisition offset by a reduction in stock compensation expense resulting from the cancellation of Hetsco’s previous stock grants, | |||||||||
· | adjustments to reflect the impact of $1.9 million of transaction costs related to the 2012 Acquisitions as of January 1, 2012, | |||||||||
· | adjustments to reflect the impact of $4.9 million of transaction costs related to the 2013 Acquisitions as of January 1, 2013, and | |||||||||
· | adjustments to tax effect the pro forma results of the 2012 and 2013 Acquisitions at Global Power’s estimated domestic statutory tax rate of 39% for all periods. | |||||||||
The unaudited pro forma results do not include any adjustments to eliminate the impact of cost savings or other synergies that may result from the 2012 and 2013 Acquisitions. As noted above, the unaudited pro forma results of operations do not purport to be indicative of the actual results that would have been achieved by the combined company for the periods presented or that may be achieved by the combined company in the future. | ||||||||||
DISCONTINUED_OPERATIONS_AND_SA
DISCONTINUED OPERATIONS AND SALE OF DELTAK ASSETS | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
DISCONTINUED OPERATIONS AND SALE OF DELTAK ASSETS | |||||||||
DISCONTINUED OPERATIONS AND SALE OF DELTAK ASSETS | NOTE 4—DISCONTINUED OPERATIONS AND SALE OF DELTAK ASSETS | ||||||||
In August 2011, we completed the sale of substantially all of the operating net assets of our Deltak business unit, which was part of the Product Solutions segment. All open contracts not assigned to the buyer were completed by the fourth quarter of 2012; however, warranty periods remained open until the third quarter of 2014. We have reported the disposition of the Deltak business unit as discontinued operations in accordance with the guidance of ASC 205‑20—Discontinued Operations. | |||||||||
We earned income during 2014, 2013 and 2012 from discontinued operations due to (i) the expiration of warranty periods partially offset by costs incurred on the wind‑down of in‑process contracts, settlement of claims and legal and professional fee expenses related to the sale of Deltak, and (ii) the wind‑down of the large‑scale heat recovery steam generator (“HRSG”) operations. See Note 15—Commitments and Contingencies to these consolidated financial statements for more information regarding the settlement of claims. | |||||||||
The following table presents selected information regarding the results of our discontinued operations: | |||||||||
Years Ended December 31, | |||||||||
($ in thousands) | 2014 | 2013 | 2012 | ||||||
Revenue | $ | — | $ | 2 | $ | 213 | |||
Income before income taxes | 6 | 484 | 329 | ||||||
Income tax expense | -7 | -205 | -45 | ||||||
Loss on disposal of assets, net of tax | — | — | -260 | ||||||
(Loss) Income from discontinued operations | $ | -1 | $ | 279 | $ | 24 | |||
. | |||||||||
PROPERTY_PLANT_AND_EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
PROPERTY, PLANT AND EQUIPMENT | ||||||||
PROPERTY, PLANT AND EQUIPMENT | NOTE 5—PROPERTY, PLANT AND EQUIPMENT | |||||||
Our property, plant and equipment balances, by significant asset category, are as follows: | ||||||||
Estimated | December 31, | |||||||
($ in thousands) | Useful Lives | 2014 | 2013 | |||||
Land | — | $ | 687 | $ | 761 | |||
Buildings and improvements | 5 - 39 years | 12,888 | 9,678 | |||||
Machinery and equipment | 3 - 12 years | 19,251 | 18,291 | |||||
Furniture and fixtures | 2 - 10 years | 11,578 | 10,929 | |||||
Construction-in-progress | — | 2,410 | 3,138 | |||||
46,814 | 42,797 | |||||||
Less accumulated depreciation | -23,967 | -22,153 | ||||||
Property, plant and equipment, net | $ | 22,847 | $ | 20,644 | ||||
Construction‑in‑progress primarily included building improvements and machinery and equipment as of December 31, 2014 and December 31, 2013. Depreciation expense related to continuing operations was approximately $4.4 million, $3.8 million and $2.7 million during the years ended December 31, 2014, 2013 and 2012, respectively. There was no depreciation expense from discontinued operations during the years ended December 31, 2014, 2013 and 2012. | ||||||||
GOODWILL_AND_OTHER_INTANGIBLE_
GOODWILL AND OTHER INTANGIBLE ASSETS | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | ||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | NOTE 6—GOODWILL AND OTHER INTANGIBLE ASSETS | |||||||||||
The changes in the carrying amount of goodwill by reportable segment during the years ended December 31, 2014 and 2013 are as follows: | ||||||||||||
Product | Nuclear | Energy | ||||||||||
Solutions | Services | Services | ||||||||||
($ in thousands) | Segment | Segment | Segment | Total | ||||||||
Balance as of January 1, 2013 | $ | 53,945 | $ | 30,869 | $ | 4,531 | $ | 89,345 | ||||
Goodwill acquired during 2013 | 5,018 | — | 15,567 | 20,585 | ||||||||
Balance as of December 31, 2013 | 58,963 | 30,869 | 20,098 | 109,930 | ||||||||
Goodwill acquired during 2014 | — | — | — | — | ||||||||
Adjustments to Goodwill during 2014 | -475 | — | -2,571 | -3,046 | ||||||||
Balance as of December 31, 2014 | $ | 58,488 | $ | 30,869 | $ | 17,527 | $ | 106,884 | ||||
As more fully described in Note 3—Acquisitions, goodwill acquired during 2013 resulted from our 2013 Acquisitions, while the adjustments to goodwill and the gross carrying amount of our other intangibles during 2014 resulted from our finalization of the purchase accounting related to those acquisitions. | ||||||||||||
The balances for other intangible assets as of December 31, 2014 are as follows: | ||||||||||||
December 31, 2014 | ||||||||||||
Weighted Average | Gross Carrying | Accumulated | ||||||||||
($ in thousands) | Amortization Years | Amount | Amortization | Net Asset | ||||||||
Intangible Assets | ||||||||||||
Customer Relationships | 7.7 | $ | 38,500 | $ | -9,917 | $ | 28,583 | |||||
Noncompetes | 5 | 3,016 | -1,129 | 1,887 | ||||||||
Trade Names | Indefinite | 28,600 | — | 28,600 | ||||||||
Total Intangible Assets | $ | 70,116 | $ | -11,046 | $ | 59,070 | ||||||
During the third quarter of 2013, we recorded $27.8 million in intangible assets related to the 2013 Acquisitions, which was revised to $32.1 million during the first quarter of 2014. This is more fully described in Note 3—Acquisitions. | ||||||||||||
The balances for other intangible assets as of December 31, 2013 are as follows: | ||||||||||||
December 31, 2013 | ||||||||||||
Weighted Average | Gross Carrying | Accumulated | ||||||||||
($ in thousands) | Amortization Years | Amount | Amortization | Net Asset | ||||||||
Intangible Assets | ||||||||||||
Customer Relationships | 7.9 | $ | 36,100 | $ | -4,658 | $ | 31,442 | |||||
Noncompetes | 5 | 2,870 | -518 | 2,352 | ||||||||
Trade Names | Indefinite | 26,800 | — | 26,800 | ||||||||
Total Intangible Assets | $ | 65,770 | $ | -5,176 | $ | 60,594 | ||||||
Amortization expense during 2014, 2013 and 2012 was $5.9 million, $4.2 million and $1.0 million, respectively. The estimated future aggregate amortization expense of other intangible assets as of December 31, 2014 is as follows: | ||||||||||||
($ in thousands) | December 31, | |||||||||||
2015 | $ | 5,672 | ||||||||||
2016 | 5,649 | |||||||||||
2017 | 5,552 | |||||||||||
2018 | 5,198 | |||||||||||
2019 | 4,808 | |||||||||||
Thereafter | 3,591 | |||||||||||
Total | $ | 30,470 | ||||||||||
We annually test our goodwill and trade names for potential impairment as of October 1 in accordance with ASC 350, Intangibles – Goodwill and Other. In doing so, we determined that we have six reporting units. The Auxiliary Products and Energy Services operating segments each have a component with dissimilar economic characteristics when compared to the other components in the respective segments – resulting in two reporting units for each of those operating segments. The Nuclear Services and Electrical Solutions operating segments are comprised of only one component each, and are therefore considered to be reporting units for goodwill impairment testing. | ||||||||||||
We determine fair values for each of the reporting units using a combination of income and market approaches. For purposes of the income approach, fair value is determined based on the present value of estimated future cash flows, discounted at an appropriate risk‑adjusted rate. We use our internal forecasts to estimate future cash flows and include an estimate of long‑term future growth rates based on our most recent views of the long‑term outlook for each reporting unit. We also use three market approaches to estimate the fair value of our reporting units utilizing comparative market multiples in the valuation estimates. While the income approach has the advantage of utilizing more company specific information, the market approaches have the advantage of capturing market based transaction pricing. Estimated fair value of all of our reporting units from each approach often results in a premium over our market capitalization, commonly referred to as a control premium. Assessing the acceptable control premium percentage requires judgment and is impacted by external factors such as observed control premiums from comparable transactions derived from the prices paid on recent publicly disclosed acquisitions in our industry. | ||||||||||||
Our indefinite‑lived intangibles consist of our Williams Industrial Services Group, Koontz‑Wagner Custom Control, TOG, Hetsco and IBI Power trade names, which we expect to utilize for the foreseeable future. We determine the fair value of our trade names using the relief from royalty method. Under that method, the fair value of each trade name is determined by calculating the present value of the after tax cost savings associated with owning the assets and therefore not having to pay royalties for its use for the remainder of its estimated useful life. | ||||||||||||
Our testing of goodwill and trade names indicated no potential impairment for either 2014 or 2013. | ||||||||||||
Estimating the fair value of reporting units and trade names requires the use of estimates and significant judgments that are based on a number of factors including current and historical actual operating results, balance sheet carrying values, our most recent forecasts, and other relevant quantitative and qualitative information. If current or expected conditions deteriorate, it is reasonably possible that the judgments and estimates described above could change in future periods and result in impairment charges. | ||||||||||||
As discussed in Note 20—Subsequent Events, as a result of our January 2015 reorganization, we anticipate a decrease in the number of reporting units for goodwill and trade name potential impairment assessments as a result of the flatter organizational structure. | ||||||||||||
FINANCIAL_INSTRUMENTS
FINANCIAL INSTRUMENTS | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
FINANCIAL INSTRUMENTS | ||||||||||||||||||||
FINANCIAL INSTRUMENTS | NOTE 7—FINANCIAL INSTRUMENTS | |||||||||||||||||||
Our financial instruments as of December 31, 2014 and 2013 consisted primarily of cash and cash equivalents, receivables, payables and debt instruments. The carrying values of these financial instruments approximate their respective fair values as they are either short‑term in nature or carry interest rates which are periodically adjusted to market rates. ASC 820, Fair Value Measurement, establishes a three‑tier fair value hierarchy, which categorizes the inputs used in measuring fair value. As discussed below, we held two foreign currency forward exchange contracts at December 31, 2014. We measured fair value and recorded the associated losses in value using available market rates for forward contracts of the same duration to mark the contracts to market. | ||||||||||||||||||||
Derivative Financial Instruments | ||||||||||||||||||||
We selectively use financial instruments in the management of our foreign currency exchange exposures. These financial instruments are considered derivatives under ASC 815, Derivatives and Hedging, and are analyzed at the individual contract level to determine whether or not a contract qualifies for hedge accounting. During 2014, we entered into two foreign currency forward contracts, both of which remained open as of December 31, 2014. One of the contracts qualified for hedge accounting while the other did not. | ||||||||||||||||||||
In August 2014, we entered into a one-year foreign currency forward exchange contract as a fair value hedge on a firm commitment (a U.S. dollar denominated contract being performed by our European operations). Under this contract, in August 2015, we will receive €3.2 million in exchange for $4.3 million (1.3266 $/€). We use the change in the forward contract rates to assess the hedge effectiveness and determine the periodic changes in value. The hedge is deemed to be 100% effective and, therefore, we have offsetting $0.4 million amounts which we recorded in Other (income) expense, (net) on our 2014 consolidated statement of operations related to the gain in the value of the firm commitment offset against the unrealized loss on the forward contract. | ||||||||||||||||||||
In October 2014, we entered into a three-month foreign currency forward exchange contract to hedge the foreign currency transaction gains we had recorded on the books of our European operations through the third quarter. Those gains resulted primarily from our European operations holding U.S. dollar denominated cash balances. Although this derivative acted as a hedge, it did not qualify for hedge accounting. Under the net settlement contract, which settled in January 2015, we sold $19.1 million and bought €15.0 million (1.2743 $/€). We recorded in Other expense, income (net) on our 2014 consolidated statement of operations an unrealized foreign currency transaction loss related to this contract of $1.0 million—which was partially offset by the foreign currency transaction gains recognized by our European operations which continued to hold the U.S. dollar denominated bank balances. | ||||||||||||||||||||
As of December 31, 2013, there were no derivative contracts outstanding, and there was no impact of derivatives designated as hedging instruments on our consolidated statement of operations for the year then ended. | ||||||||||||||||||||
The following table summarizes the forward contracts at December 31, 2014, all of which mature during 2015: | ||||||||||||||||||||
($ in thousands) | ||||||||||||||||||||
Functional Currency | Currency Hedged (bought or sold forward) | Number of Contracts | Hedged Foreign Currency Exposure (in equivalent U.S. Dollars) | Notional Amount of Forward Buy Contracts (in equivalent U.S. Dollars) | Notional Amount of Forward Sell Contracts (in equivalent U.S. Dollars) | |||||||||||||||
U.S. Dollar | Euro | 1 | $ | 19,071 | $ | 19,071 | $ | — | ||||||||||||
Euro | U.S. Dollar | 1 | 4,300 | — | 4,300 | |||||||||||||||
$ | 23,371 | $ | 19,071 | $ | 4,300 | |||||||||||||||
Amounts ultimately realized upon final settlement of these financial instruments, along with the gains and losses on the underlying exposures, will depend on the actual market exchange rates during the remaining life of the instruments. | ||||||||||||||||||||
The following table shows the impact of derivatives on the Company’s consolidated balance sheets: | ||||||||||||||||||||
Fair Values of Derivative Instruments | ||||||||||||||||||||
Asset Derivatives | Liability Derivatives | |||||||||||||||||||
As of December 31, | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||
($ in thousands) | Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | ||||||||||||
Derivatives designated as hedging instruments under FASB ASC 815-20 | ||||||||||||||||||||
Foreign exchange contracts | N/A | $ | — | N/A | $ | — | Other current liabilities | $ | 369 | N/A | $ | — | ||||||||
Total derivatives designated as hedging instruments under FASB ASC 815-20 | — | — | 369 | — | ||||||||||||||||
Derivatives not designated as hedging instruments under FASB ASC 815-20 | ||||||||||||||||||||
Foreign exchange contracts | N/A | — | N/A | — | Other current liabilities | 962 | N/A | — | ||||||||||||
Total derivatives not designated as hedging instruments under FASB ASC 815-20 | — | — | 962 | — | ||||||||||||||||
Total derivatives | $ | — | $ | — | $ | 1,331 | $ | — | ||||||||||||
The following table shows the impact of derivatives on the Company’s consolidated statements of operations: | ||||||||||||||||||||
Amount of Loss Recognized in Income on Derivative | ||||||||||||||||||||
($ in thousands) | Location of Loss Recognized in Income on Derivative | 2014 | 2013 | 2012 | ||||||||||||||||
Derivatives in Subtopic 815-20 Fair Value Hedging Relationships | ||||||||||||||||||||
Foreign exchange contracts | Other (income) expense, net | $ | 375 | $ | — | $ | — | |||||||||||||
Derivatives Not Designated as Hedging Instruments under Subtopic 815-20 | ||||||||||||||||||||
Foreign exchange contracts | Other (income) expense, net | $ | 962 | $ | — | $ | — | |||||||||||||
Fair Value of Financial Instruments | ||||||||||||||||||||
ASC 820, Fair Value Measurements and Disclosures (“ASC 820”) defines fair value as the exit price, which is the price that would be received to sell an asset or paid to transfer a liability in a transaction between market participants at the measurement date. ASC 820 also establishes a three-tier fair value hierarchy, which categorizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in the active markets for identical assets and liabilities and the lowest priority to unobservable inputs. | ||||||||||||||||||||
The following table shows our liabilities measured at fair value on our consolidated balance sheets as of December 31, 2014, and the related fair value input categories: | ||||||||||||||||||||
($ in thousands) | Fair Value Measurements at Reporting Date Using | |||||||||||||||||||
Description | Total Fair Value Liabilities at December 31, 2014 | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | ||||||||||||||||
Foreign exchange contracts | $ | 1,331 | $ | — | $ | 1,331 | $ | — | ||||||||||||
Total | $ | 1,331 | $ | — | $ | 1,331 | $ | — | ||||||||||||
As of December 31, 2013, we did not hold any financial instruments requiring fair value measurements to be performed.x. | ||||||||||||||||||||
INCOME_TAXES
INCOME TAXES | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
INCOME TAXES | ||||||||||||||||
INCOME TAXES | NOTE 8—INCOME TAXES | |||||||||||||||
The following table summarizes the income tax expense (benefit): | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
($ in thousands) | 2014 | 2013 | 2012 | |||||||||||||
Current: | ||||||||||||||||
Federal | $ | — | $ | — | $ | — | ||||||||||
State | -391 | -294 | 66 | |||||||||||||
Foreign | 2,498 | 2,205 | 1,719 | |||||||||||||
Total current | 2,107 | 1,911 | 1,785 | |||||||||||||
Deferred: | ||||||||||||||||
Federal | 2,059 | -2,421 | -951 | |||||||||||||
State | 79 | 445 | -66 | |||||||||||||
Foreign | -221 | -167 | 168 | |||||||||||||
Total deferred | 1,917 | -2,143 | -849 | |||||||||||||
Income tax expense (benefit) | $ | 4,024 | $ | -232 | $ | 936 | ||||||||||
Income tax expense (benefit) is allocated between continuing operations and discontinued operations as follows: | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
($ in thousands) | 2014 | 2013 | 2012 | |||||||||||||
Continuing operations | $ | 4,017 | $ | -437 | $ | 1,031 | ||||||||||
Discontinued operations | 7 | 205 | -95 | |||||||||||||
Income tax expense (benefit) | $ | 4,024 | $ | -232 | $ | 936 | ||||||||||
Income before income taxes was as follows: | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
($ in thousands) | 2014 | 2013 | 2012 | |||||||||||||
Domestic | $ | 6,548 | $ | 3,771 | $ | 9,080 | ||||||||||
Foreign | 8,619 | 7,298 | 9,521 | |||||||||||||
Income from continuing operations | 15,167 | 11,069 | 18,601 | |||||||||||||
Income (loss) from discontinued operations | 6 | 484 | -71 | |||||||||||||
Income before income tax | $ | 15,173 | $ | 11,553 | $ | 18,530 | ||||||||||
The components of deferred income taxes consist of the following: | ||||||||||||||||
December 31, | ||||||||||||||||
($ in thousands) | 2014 | 2013 | ||||||||||||||
Assets: | ||||||||||||||||
Cost in excess of identifiable net assets of business acquired | $ | -6,332 | $ | 2,963 | ||||||||||||
Reserves and other accruals | 933 | 1,142 | ||||||||||||||
Tax credit carryforwards | 10,591 | 10,690 | ||||||||||||||
Accrued compensation and benefits | 5,426 | 3,552 | ||||||||||||||
State net operating loss carryforwards | 3,018 | 2,770 | ||||||||||||||
Federal net operating loss carryforwards | 18,473 | 16,828 | ||||||||||||||
Other | 1,434 | 1,031 | ||||||||||||||
33,543 | 38,976 | |||||||||||||||
Liabilities: | ||||||||||||||||
Indefinite life intangibles | -21,927 | -23,260 | ||||||||||||||
Property and equipment | -1,387 | -1,937 | ||||||||||||||
Net deferred tax assets | 10,229 | 13,779 | ||||||||||||||
Valuation allowance for net deferred tax assets | -2,628 | -2,848 | ||||||||||||||
Net deferred tax asset after valuation allowance | $ | 7,601 | $ | 10,931 | ||||||||||||
We have net deferred tax assets of $7.6 million and $10.9 million as of December 31, 2014 and December 31, 2013, respectively. Valuation allowances of $2.6 million and $2.8 million were recorded against the gross deferred tax asset balances as of December 31, 2014 and December 31, 2013, respectively. For the year ended December 31, 2013, management recorded a net valuation allowance release of $4.6 million on its foreign tax credits on the basis of management’s reassessment of its deferred tax assets that are more than likely than not to be realized. | ||||||||||||||||
As of each reporting date, management considers all new evidence, both positive and negative, that could impact management’s view with regard to future realization of deferred tax assets. As of December 31, 2013, we achieved a history of positive pre‑tax income and anticipated significant additional future pre‑tax income to be generated from our recently acquired businesses, we anticipated significant favorable, temporary book to tax differences to end in 2015 which will result in higher U.S. Federal taxable income, and we anticipated a growth in future foreign source income after allocations of corporate overhead. For these reasons, management determined that sufficient positive evidence existed as of December 31, 2013 to conclude that it was more likely than not that additional deferred taxes of $4.6 million are realizable, and therefore, reduced the valuation allowance accordingly. | ||||||||||||||||
As of December 31, 2014, we have remaining valuation allowances of $0.6 million for certain state net operating loss (“NOL”) carryforwards which we do not believe are realizable as we do not anticipate future operations in those states. We also have valuation allowances against foreign tax credit carryforwards of $2.0 million as of December 31, 2014 which will remain in effect until evidence is available that foreign tax credits can be utilized, the foreign tax credits expire or the related foreign entity is dissolved. | ||||||||||||||||
Management’s assessment in 2014 included consideration of all available positive and negative evidence including, among other evidence, the scheduled reversal of deferred tax liabilities (including the impact of available carry back and carry forward periods), recent utilization of NOL carryforwards, historical operating income, projected future taxable income, including foreign source income, customer concentration, tight credit markets and tax planning strategies. Based on results of the assessment, we determined that it was more likely than not that the U.S. NOL, foreign NOL and certain state NOL carryforwards and certain foreign tax credit carryforwards were realizable based on the guidance provided in ASC 740. | ||||||||||||||||
As of December 31, 2013, we had remaining valuation allowances of $0.6 million for certain state net operating loss (“NOL”) carryforwards which we do not believe are realizable as we do not anticipate future operations in those states. We also had valuation allowances against foreign tax credit carryforwards of $2.2 million as of December 31, 2013, of which $4.6 million was released in 2013. The balance will remain in effect until evidence is available that foreign tax credits can be utilized, the foreign tax credits expire or the related foreign entity is dissolved. Management’s assessment in 2013 included consideration of all available positive and negative evidence including, among other evidence, the scheduled reversal of deferred tax liabilities (including the impact of available carry back and carry forward periods), recent utilization of NOL carryforwards, historical operating income, projected future taxable income, including foreign source income, customer concentration, tight credit markets and tax planning strategies. Based on results of the assessment, we determined that it was more likely than not that the U.S. NOL, foreign NOL and certain state NOL carryforwards were realizable based on the guidance provided in ASC 740. | ||||||||||||||||
As of December 31, 2014, we have $27.5 million of undistributed foreign earnings which management intends to reinvest in our foreign operations. Our current forecasts and budgets indicate that the earnings are not needed for U.S. purposes and can be retained in our non‑U.S. operations. As a result, we have not recorded a deferred tax liability on the excess of financial reporting over tax basis in our non‑U.S. subsidiaries. | ||||||||||||||||
Net deferred tax assets are allocated between current and non‑current as follows: | ||||||||||||||||
December 31, | ||||||||||||||||
($ in thousands) | 2014 | 2013 | ||||||||||||||
Current deferred tax asset | $ | 5,011 | $ | 3,301 | ||||||||||||
Non-current deferred tax asset | 2,590 | 7,630 | ||||||||||||||
Net deferred tax assets after valuation allowance | $ | 7,601 | $ | 10,931 | ||||||||||||
As of December 31, 2014, we would need to generate approximately $65.7 million of future financial taxable income to realize our deferred tax assets. | ||||||||||||||||
The amount of the income tax provision for continuing operations during the years ended December 31, 2014, 2013 and 2012 differs from the statutory federal income tax rate of 35% as follows: | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
($ in thousands) | Amount | Percent | Amount | Percent | Amount | Percent | ||||||||||
Tax expense computed at the maximum U.S. statutory rate | $ | 5,310 | 35.0 | % | $ | 3,874 | 35.0 | % | $ | 6,510 | 35.0 | % | ||||
Difference resulting from state income taxes, net of federal income tax benefits | -164 | -1.1 | % | -137 | -1.2 | % | 377 | 2.0 | % | |||||||
Foreign tax rate differences | -1,127 | -7.4 | % | -715 | -6.5 | % | -774 | -4.2 | % | |||||||
Non-deductible business acquisition costs | — | 0.0 | % | 277 | 2.5 | % | 187 | 1.0 | % | |||||||
Non-deductible expenses, other | 118 | 0.8 | % | 245 | 2.2 | % | 14 | 0.1 | % | |||||||
Non-deductible expenses, meals and entertainment | 376 | 2.5 | % | 194 | 1.8 | % | 181 | 1.0 | % | |||||||
Increase to net operating loss carryforward | -656 | -4.3 | % | — | 0.0 | % | -3,665 | -19.7 | % | |||||||
Change in valuation allowance | -220 | -1.5 | % | -4,241 | -38.3 | % | -357 | -1.9 | % | |||||||
Change in accrual for uncertain tax positions | 360 | 2.4 | % | 202 | 1.8 | % | -1,150 | -6.2 | % | |||||||
Other, net | 20 | 0.1 | % | -136 | -1.3 | % | -292 | -1.6 | % | |||||||
Total | $ | 4,017 | 26.5 | % | $ | -437 | -4 | % | $ | 1,031 | 5.5 | % | ||||
We have approximately $69.6 million of federal NOL carryforwards expiring in 2026 through 2034 of which $10.4 million is from stock‑based compensation awards. In accordance with applicable accounting standards, a financial statement benefit has not been recorded for the NOL related to the stock‑based compensation awards. We have state income tax loss carryforwards of approximately $95.5 million expiring in 2015 through 2034. We have approximately $0.3 million of foreign NOL carryforwards that will begin expiring in 2017. We have approximately $10.5 million in foreign tax credit carryforwards expiring in 2015 through 2023. | ||||||||||||||||
We provide income taxes on the undistributed earnings of our foreign subsidiaries except to the extent that such earnings are indefinitely reinvested outside the U.S. As of December 31, 2014, all of the undistributed earnings of the foreign subsidiaries, approximately $27.5 million, were considered to be reinvested indefinitely. Consequently, we have not provided for the federal and foreign withholding taxes on the foreign subsidiaries’ undistributed earnings. If we decided to repatriate all available foreign earnings and profits, it would result in the recognition of income tax expense. However, the tax liability would be offset by a NOL carryforward. All foreign taxes that flow up with distribution would generate foreign tax credits. | ||||||||||||||||
We apply ASC 740—Income Taxes, as it relates to uncertain tax positions. Currently, we are not under examination for income tax purposes by any taxing jurisdiction. A presentation of open tax years by jurisdiction is as follows: | ||||||||||||||||
Tax Jurisdiction | Examination in Progress | Open Tax Years for Examination | ||||||||||||||
United States | None | 2005 to Present | ||||||||||||||
Mexico | None | 2009 to Present | ||||||||||||||
China | None | 2006 to Present | ||||||||||||||
The Netherlands | None | 2011 to Present | ||||||||||||||
As of December 31, 2014 we provided for a liability of $4.8 million for unrecognized tax benefits related to various federal, foreign and state income tax matters, which was included in long‑term deferred tax assets and other long‑term liabilities, as compared to a liability of $4.7 million for unrecognized tax benefits as of December 31, 2013. We have elected to classify interest and penalties related to uncertain income tax positions in income tax expense. As of December 31, 2014, we have accrued approximately $2.7 million for potential payment of interest and penalties as compared to an accrual of approximately $2.4 million as of December 31, 2013. | ||||||||||||||||
Following is a reconciliation of the total amounts of unrecognized tax benefits during the years ended December 31, 2014, 2013 and 2012: | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
($ in thousands) | 2014 | 2013 | 2012 | |||||||||||||
Unrecognized Tax Benefits at January 1 | $ | 4,717 | $ | 4,149 | $ | 5,763 | ||||||||||
Change in Unrecognized Tax Benefits Taken During a Prior Period | — | 581 | -1,672 | |||||||||||||
Change in Unrecognized Tax Benefits During the Current Period | 134 | 23 | 151 | |||||||||||||
Decreases in Unrecognized Tax Benefits From Settlements with Taxing Authorities | — | — | — | |||||||||||||
Reductions to Unrecognized Tax Benefits From Lapse of Statutes of Limitations | -56 | -36 | -93 | |||||||||||||
Unrecognized Tax Benefits at December 31 | $ | 4,795 | $ | 4,717 | $ | 4,149 | ||||||||||
As of December 31, 2014, 2013 and 2012, the total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate are approximately $0.7 million, $0.7 million and $0.7 million, respectively. In 2015, we anticipate we will release less than $0.2 million of accruals of uncertain tax positions as the statute of limitations related to these liabilities will lapse in 2015. | ||||||||||||||||
UNCOMPLETED_CONTRACTS
UNCOMPLETED CONTRACTS | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
UNCOMPLETED CONTRACTS | ||||||
UNCOMPLETED CONTRACTS | NOTE 9—UNCOMPLETED CONTRACTS | |||||
The Product Solutions, Nuclear Services and Energy Services segments enter into contracts that allow for periodic billings over the contract term. At any point in time, each project under construction could have either costs and estimated earnings in excess of billings or billings in excess of costs and estimated earnings. | ||||||
December 31, | ||||||
($ in thousands) | 2014 | 2013 | ||||
Costs incurred on uncompleted contracts | $ | 346,486 | $ | 292,701 | ||
Earnings recognized on uncompleted contracts | 41,301 | 36,622 | ||||
Total | 387,787 | 329,323 | ||||
Less—billings to date | -344,328 | -300,276 | ||||
Net | $ | 43,459 | $ | 29,047 | ||
Costs and estimated earnings in excess of billings | $ | 57,918 | $ | 41,804 | ||
Billings in excess of costs and estimated earnings | -14,459 | -12,757 | ||||
Net | $ | 43,459 | $ | 29,047 | ||
DEBT
DEBT | 12 Months Ended | |||
Dec. 31, 2014 | ||||
DEBT | ||||
DEBT | NOTE 10—DEBT | |||
Revolving Credit Facility: On February 21, 2012, we entered into the Revolving Credit Facility, which replaced our previous $150.0 million credit facility (the ”Previous Credit Facility”). Effective December 17, 2013, we exercised our rights under the accordion feature pursuant to and in accordance with the terms of the Revolving Credit Facility, and increased the revolving credit commitments available to us under the Revolving Credit Facility from $100.0 million to $150.0 million. As of December 31, 2014, we had $45.0 million outstanding under our Revolving Credit Facility and we were in compliance with all financial and other covenants under the Revolving Credit Facility. | ||||
The Revolving Credit Facility allows for borrowings up to $150.0 million, subject to outstanding standby letters of credit and other restrictions. The facility has a $75.0 million revolving letter of credit facility and provides access to multi‑currency funds. The Revolving Credit Facility has a maturity date of February 21, 2017. | ||||
The Revolving Credit Facility includes affirmative and negative covenants, including customary limitations on securing additional debt and liens and restrictions on transactions and payments as well as the following two financial covenants: | ||||
· | Our maximum consolidated leverage ratio cannot exceed specified limits. For these purposes, our consolidated leverage ratio on any date is the ratio of our consolidated funded indebtedness to our consolidated EBITDA for the four most recent quarters. The agreement defines EBITDA as net income (loss) plus interest expense, net of interest income, income taxes, stock‑based compensation, and depreciation and amortization. | |||
· | Our consolidated interest coverage ratio must be maintained at least at specified minimum levels. For these purposes, our consolidated interest coverage ratio is the ratio of (a) our consolidated EBITDA for the four most recent quarters to (b) our cash from consolidated interest expense (consisting of all Global Power interest) for that period. | |||
We will be in default under the Revolving Credit Facility if we: | ||||
· | fail to comply with any of these financial covenants; | |||
· | fail to comply with certain other customary affirmative or negative covenants; | |||
· | fail to make payments when due; | |||
· | experience a change of control; or | |||
· | become subject to insolvency proceedings. | |||
For these purposes, a change of control will occur if any one person or group obtains control of more than 25% ownership, unless they were an investor on February 21, 2012 in which case the ownership percentage would need to be more than 40% for a change of control to occur, or if continuing directors cease to constitute at least a majority of the members of our Board of Directors. | ||||
If we default, the participating banks may restrict our ability to borrow additional funds under the Revolving Credit Facility, require that we immediately repay all outstanding loans with interest and require the cash collateralization of outstanding letter of credit obligations. We have given a first priority lien on substantially all of our assets as security for the Revolving Credit Facility. | ||||
As of December 31, 2014, we were in compliance with all debt covenants. | ||||
We are subject to interest rate changes on our LIBOR‑based variable interest rate under our Revolving Credit Facility. During 2014, we borrowed $99.0 million on our Revolving Credit Facility, and we repaid $77.0 million. As of December 31, 2014, there were $45.0 million of outstanding borrowings on our Revolving Credit Facility, which was recorded as a long‑term liability on our consolidated balance sheets. The weighted‑average interest rate on those borrowings was 2.5%. | ||||
As of December 31, 2014, $93.7 million was available under our Revolving Credit Facility. Our ability to access the maximum amount of availability is dependent upon certain conditions as defined in the Revolving Credit Facility. We pay an unused line fee of 0.25% pursuant to the terms of our Revolving Credit Facility. | ||||
Letters of Credit and Bonds. In line with industry practice, we are often required to provide letters of credit, surety and performance bonds to customers. These letters of credit and bonds provide credit support and security for the customer if we fail to perform our obligations under the applicable contract with such customer. | ||||
The interest rate on letters of credit issued under the Revolving Credit Facility letter of credit sublimit was 1.5% per annum as of December 31, 2014. Should we need to borrow additional amounts against the Revolving Credit Facility, we would incur an interest rate of LIBOR or a specified base rate, plus in each case, an additional margin based on our consolidated leverage ratio. The Revolving Credit Facility includes additional margin ranges on base rate loans between 0.25% and 1.25% and between 1.25% and 2.25% on LIBOR‑based loans. | ||||
As of December 31, 2014, our outstanding stand‑by letters of credit totaled approximately $11.3 million for our U.S. entities and $9.9 million (U.S. dollars) for non‑U.S. entities. Currently, there are no amounts drawn upon these letters of credit. In addition, as of December 31, 2014, we had outstanding surety bonds on projects of approximately $45.3 million. | ||||
We may review from time to time possible expansion and acquisition opportunities relating to our business. The timing, size or success of any acquisition effort and the associated potential capital commitments are unpredictable. We may seek to fund all or part of any such efforts with proceeds from debt and/or equity issuances. Debt or equity financing may not, however, be available to us at that time due to a variety of events, including, among others, credit rating agency downgrades of our debt, industry conditions, general economic conditions, market conditions and market perceptions of us and our industry. | ||||
Deferred Financing Costs: Deferred financing costs are amortized over the terms of the related debt facilities using the effective yield method. On February 21, 2012, the amortization of debt financing costs pertaining to the Previous Credit Facility was accelerated, increasing the amount of interest expense recognized during the first quarter of 2012 by $1.1 million. Total interest expense associated with the amortization of deferred financing costs was approximately $0.2 million during 2014, $0.2 million during 2013 and $1.2 million during 2012. | ||||
As of December 31, 2014 and December 31, 2013, we had unamortized deferred financing fees on our Revolving Credit Facility of $0.5 and $0.8 million, respectively. | ||||
STOCKHOLDERS_EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
STOCKHOLDERS' EQUITY | ||||||||||||
STOCKHOLDERS' EQUITY | NOTE 11—STOCKHOLDERS’ EQUITY | |||||||||||
Warrants: On January 22, 2008, we issued warrants, which vested immediately upon issuance, to purchase 1,807,236 shares of common stock with an exercise price of $7.9254. During the year ended December 31, 2012, warrants were exercised to purchase 730,282 shares of common stock. The stock was issued in a cashless transaction whereby we withheld 209,451 shares of common stock as payment for the exercised warrants. As of December 31, 2012, all issued warrants had been exercised and no warrants remained outstanding. | ||||||||||||
Dividends: In May 2012, our Board of Directors approved a quarterly cash dividend policy. The terms of our Revolving Credit Facility limit the amount of cash dividends we can pay and such terms are defined in the Revolving Credit Facility. The following table sets forth certain information relating to the Company’s cash dividends declared to common stockholders of the Company during the year ended December 31, 2014: | ||||||||||||
Dividend | Dividend | Date of Record for | Dividend Cash | Dividend Cash | ||||||||
($ in thousands) | Declaration Date | per Share | Dividend Payment | Payment Date | Declared | |||||||
Fiscal year 2014: | ||||||||||||
March 7, 2014 | $ | 0.09 | March 18, 2014 | March 28, 2014 | $ | 1,551 | ||||||
May 1, 2014 | $ | 0.09 | June 13, 2014 | June 27, 2014 | $ | 1,599 | ||||||
31-Jul-14 | $ | 0.09 | September 12, 2014 | September 26, 2014 | $ | 1,571 | ||||||
30-Oct-14 | $ | 0.09 | December 12, 2014 | December 26, 2014 | $ | 1,570 | ||||||
Dividend equivalents equal to the dividends payable on the same number of shares of our common stock were accrued on unvested restricted stock awards. No dividend equivalents are paid on any unvested restricted stock awards that are forfeited prior to the vesting date. Dividend equivalents are paid out in cash at the vesting date on restricted stock awards. An accrual of $0.2 million for unpaid dividend equivalents for unvested restricted stock awards was included in the accompanying consolidated balance sheets as of December 31, 2014. In addition, accumulated dividend equivalents of $0.07 million were paid upon the vesting and release of restricted stock awards during 2014. | ||||||||||||
Stock Repurchase Program: In May 2012, our Board of Directors authorized a program to repurchase up to two | ||||||||||||
million shares of our common stock. Under this program we repurchased 421,731 shares of common stock. No shares were repurchased during 2013 or 2014 and the program expired on June 30, 2014. | ||||||||||||
Foreign Currency Translation: Foreign assets and liabilities are translated using the exchange rate in effect at the balance sheet date, and results of operations are translated using an average rate during the period. Translation adjustments are accumulated and reported as a component of accumulated other comprehensive income. We had foreign currency translation adjustments resulting in a $5.7 million unrealized loss, $1.7 million unrealized gain and $1.3 million unrealized gain during the years ended December 31, 2014, 2013 and 2012, respectively. The balance of accumulated other comprehensive income on our consolidated balance sheets as of December 31, 2014 and 2013 is wholly comprised of cumulative translation adjustments. | ||||||||||||
EARNINGS_PER_SHARE
EARNINGS PER SHARE | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
EARNINGS PER SHARE | ||||||||||
EARNINGS PER SHARE | NOTE 12—EARNINGS PER SHARE | |||||||||
As of December 31, 2014, our 17,129,119 shares outstanding include shares of unvested restricted stock. Unvested restricted stock included in reportable shares outstanding was 50,954 shares as of December 31, 2014 and 56,802 shares as of December 31, 2013. Shares of unvested restricted stock are excluded from our calculation of basic weighted average shares outstanding, but their dilutive impact is included in the calculation of diluted weighted average shares outstanding. | ||||||||||
Basic earnings per common share are calculated by dividing net income by the weighted average common shares outstanding during the period. Diluted earnings per common share are based on the weighted average common shares outstanding during the period, adjusted to include the incremental effect of common shares that would be issued upon the vesting and release of restricted stock awards and units. | ||||||||||
Basic and diluted earnings per common share are calculated as follows: | ||||||||||
Years Ended December 31, | ||||||||||
($ in thousands, except per share data) | 2014 | 2013 | 2012 | |||||||
Net Income (basic and diluted): | ||||||||||
Income from continuing operations | $ | 11,150 | $ | 11,506 | $ | 17,570 | ||||
(Loss) income from discontinued operations | -1 | 279 | 24 | |||||||
Net income available to common shareholders | $ | 11,149 | $ | 11,785 | $ | 17,594 | ||||
Basic Earnings Per Common Share: | ||||||||||
Weighted Average Common Shares Outstanding | 17,005,589 | 16,919,981 | 16,885,259 | |||||||
Basic earnings per common share from continuing operations | $ | 0.66 | $ | 0.68 | $ | 1.04 | ||||
Basic earnings per common share from discontinued operations | — | 0.02 | — | |||||||
Basic earnings per common share | $ | 0.66 | $ | 0.70 | $ | 1.04 | ||||
Diluted Earnings Per Common Share: | ||||||||||
Weighted Average Common Shares Outstanding | 17,005,589 | 16,919,981 | 16,885,259 | |||||||
Effect of Dilutive Securities: | ||||||||||
Unvested portion of restricted stock awards | 29,333 | 125,114 | 245,243 | |||||||
Warrants to purchase common stock | — | — | 117,221 | |||||||
Weighted Average Common Shares Outstanding Assuming Dilution | 17,034,922 | 17,045,095 | 17,247,723 | |||||||
Diluted earnings per common share from continuing operations | $ | 0.65 | $ | 0.68 | $ | 1.02 | ||||
Diluted earnings per common share from discontinued operations | — | 0.01 | — | |||||||
Diluted earnings per common share | $ | 0.65 | $ | 0.69 | $ | 1.02 | ||||
During the year ended December 31, 2014, there were 188,464 weighted average unvested service-based restricted stock awards that were not included in the computation of diluted earnings per share because their effect was antidilutive. During the year ended December 31, 2013, there were 74,210 unvested service-based restricted stock awards that were anti‑dilutive and excluded from the computations of diluted earnings per common share. During the year ended December 31, 2012, there were 1,125 unvested service-based restricted stock awards that were anti‑dilutive and excluded from the computations of diluted earnings per common share. During the year ended December 31, 2014, there were 268,082 weighted average unvested performance and market-based restricted stock awards for which related targets had not been met which were excluded from the calculation of both basic and diluted earnings per common shares. There were 151,130 during the year ended December 31, 2013 and 147,942 during the year ended December 31, 2012 weighted average unvested performance-based restricted stock awards for which related targets had not been met which were excluded from the calculation of both basic and diluted earnings per common shares. | ||||||||||
STOCKBASED_COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||
STOCK-BASED COMPENSATION | ||||||||||||||||||||||
STOCK-BASED COMPENSATION | NOTE 13—STOCK‑BASED COMPENSATION | |||||||||||||||||||||
The 2011 Equity Incentive Plan (“the 2011 Plan”) allows for the issuance of up to 600,000 shares of stock awards to our employees and directors. The 2011 Plan terminated the 2008 Management Incentive Plan and the 2008 Director’s Equity Incentive Plan (collectively the “Prior Plans”) and the remaining shares authorized but unissued under the Prior Plans were transferred to the 2011 Plan. Any forfeiture of restricted stock units will be available for future awards. Any forfeiture of restricted share awards will be transferred into our treasury shares account and will no longer be available for issue. Shares available for future stock based awards to employees and directors under the 2011 Plan totaled 360,172 as of December 31, 2014. | ||||||||||||||||||||||
Grants of restricted stock awards under our 2011 Plan are valued in terms of the quoted market price of our common stock as of the date of grant. Vesting of these awards is based on certain service, service and performance conditions or service and market conditions over a three to four year period. | ||||||||||||||||||||||
Total stock‑based compensation expense during the years ended December 31, 2014, 2013 and 2012 was $3.1 million, $4.1 million, and $7.0 million, respectively, with no related excess tax benefit recognized. As of December 31, 2014, total unrecognized compensation expense related to all unvested restricted stock awards for which terms and conditions are known totaled $5.0 million, which is expected to be recognized over a weighted average period of 2.01 years. The fair value of shares that vested during 2014, 2013 and 2012 based on the stock price at the applicable vesting date was $2.0 million, $6.0 million and $7.2 million, respectively. | ||||||||||||||||||||||
The following table summarizes our unvested restricted stock award activity from December 31, 2013 to December 31, 2014: | ||||||||||||||||||||||
Weighted-Average | ||||||||||||||||||||||
Service | Performance | Market | Total | Grant Date | ||||||||||||||||||
Based | Based | Based | Number of Shares | Fair Value per Share | ||||||||||||||||||
Unvested restricted stock at December 31, 2013 | 198,461 | 51,491 | 61,603 | 311,555 | $ | 20.02 | ||||||||||||||||
Granted | 114,235 | 121,053 | 83,957 | 319,245 | 20.94 | |||||||||||||||||
Vested | -106,322 | — | — | -106,322 | 18.98 | |||||||||||||||||
Forfeited | -20,962 | -31,409 | -14,978 | -67,349 | 20.39 | |||||||||||||||||
Unvested restricted stock at December 31, 2014 | 185,412 | 141,135 | 130,582 | 457,129 | $ | 20.85 | ||||||||||||||||
As of December 31, 2014, we included in the unvested restricted stock shares above 49,470 and 81,178 shares of unvested 2013 and 2014 performance-based restricted stock awards, respectively, which we deemed not probable to vest at the end of their three year performance periods. Similarly, as of December 31, 2013, we included in the unvested restricted stock shares above 56,657 shares of unvested 2013 performance-based restricted stock awards which we deemed not probable to vest at the end of their three year performance period. | ||||||||||||||||||||||
Because we establish separate performance goals for each of the four years in the vesting period for the 2011 and 2012 grants, we consider each annual installment of performance‑based restricted stock awards to be the subject of a separate annual grant in the year the performance criteria is set. Excluded from the table above as of December 31, 2014 and 2013 are 10,749 and 37,845 shares, respectively, of performance-based restricted stock awards for which performance criteria had not been established by our Board of Directors. | ||||||||||||||||||||||
The vesting of the 2014 tranche of the 2011 and 2012 performance‑based restricted stock awards, which will vest in March 2015 and are based on the Company’s 2014 operating income, are subject to continuing employment requirements and have multiple achievement levels. Based on the Company’s 2014 operating income level, 50% of the unvested shares related to those grants will vest, assuming that the employee remains employed through the vesting date. The remaining 10,050 unvested shares related to the 2014 tranche have been considered as forfeited as of December 31, 2014, and a cumulative effect stock compensation expense reversal in the amount of $0.1 million was recorded in the fourth quarter of 2014. The 2013 tranche of the one‑year performance‑based restricted stock awards was forfeited as the performance objective was not met and for which we recorded a cumulative effect stock compensation expense reversal in the amount of $0.3 million in 2013. | ||||||||||||||||||||||
In 2013, we granted performance‑based restricted stock awards that will cliff vest on March 31, 2016, subject to the achievement of specified levels of operating margin for the period January 1, 2013 through December 31, 2015. If the minimum target set in the agreement is not met, none of the shares will vest and any compensation expense previously recognized will be reversed. The actual number of shares that will ultimately vest is dependent on achieving fixed thresholds between the minimum and maximum performance conditions and ranges between 0% and 200% of the number of units originally granted. We recognize stock-based compensation expense related to performance awards based upon our determination of the potential likelihood of achievement of the performance target at each reporting date, net of estimated forfeitures. During the fourth quarters of both 2014 and 2013, we recorded a $0.2 million cumulative effect compensation expense reversal as we estimated that it was not probable that we would achieve the objective of these performance‑based restricted stock awards. All such three‑year performance‑based restricted stock awards will be considered unvested until the end of the three year period. | ||||||||||||||||||||||
In 2014, we also granted performance‑based restricted stock awards that will cliff vest on March 31, 2017, subject to the achievement of specified levels of operating margin for the period January 1, 2014 through December 31, 2016. If the minimum target set in the agreement is not met, none of the shares will vest and any compensation expense previously recognized will be reversed. The actual number of shares that will ultimately vest is dependent on achieving fixed thresholds between the minimum and maximum performance conditions and ranges between 0% and 200% of the number of units originally granted. We recognize stock-based compensation expense related to performance awards based upon our determination of the potential likelihood of achievement of the performance target at each reporting date, net of estimated forfeitures. During the fourth quarter of 2014, we recorded a $0.3 million cumulative effect compensation expense reversal as we estimated that it was not probable that we would achieve the objective of these performance‑based restricted stock awards. All such three‑year performance‑based restricted stock awards will be considered unvested until the end of the three year period. | ||||||||||||||||||||||
We also granted market‑based restricted stock awards during the year ended December 31, 2014 at the weighted average values shown below. These restricted stock awards will cliff vest on March 31, 2017, subject to the achievement of specified levels of the Company’s total shareholder return (“TSR”) as compared to the Russell 2000 for the period January 1, 2014 through December 31, 2016. We reverse previously recognized compensation cost for market-based restricted stock awards only if the requisite service is not rendered. [The actual number of shares that will ultimately vest is dependent on achieving fixed thresholds between the minimum and maximum performance conditions and ranges between 0% and 200% of the number of units originally granted. We recognize stock-based compensation expense related to market based awards based upon our determination of the potential likelihood of achievement of the performance target at each reporting date, net of estimated forfeitures. | ||||||||||||||||||||||
We estimate the fair value of our market‑based restricted stock awards on the date of grant using a Monte Carlo simulation valuation model. This pricing model uses multiple simulations to evaluate our probability of achieving various stock price levels to determine our expected TSR performance ranking. Expense is only recorded for the number of market‑based restricted stock awards granted, net of estimated forfeitures. The assumptions used to estimate the fair value of market‑based restricted stock awards granted during 2014 were as follows: | ||||||||||||||||||||||
Three Months Ended | Three Months Ended | Three Months Ended | Three Months Ended | |||||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||||||||
2014 | 2014 | 2014 | 2014 | |||||||||||||||||||
Expected term (years) | NA | 2.75 | 2.35 | NA | ||||||||||||||||||
Expected volatility | NA | 34.74 | % | 31.60 | % | NA | ||||||||||||||||
Expected dividend yield | NA | 0.00 | % | 0.00 | % | NA | ||||||||||||||||
Risk-free interest rate | NA | 0.79 | % | 0.69 | % | NA | ||||||||||||||||
Weighted-average grant date fair value | NA | $ | 25.71 | $ | 15.85 | NA | ||||||||||||||||
Number of Shares Granted | — | 80,624 | 3,333 | — | ||||||||||||||||||
EMPLOYEE_BENEFIT_PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
EMPLOYEE BENEFIT PLANS | |||||||||||||||||||||||||||||
EMPLOYEE BENEFIT PLANS | NOTE 14—EMPLOYEE BENEFIT PLANS | ||||||||||||||||||||||||||||
Defined Contribution Plan: We maintain a 401(k) plan covering substantially all of our U.S. employees. Expense for our 401(k) plan during the years ended December 31, 2014, 2013 and 2012 was approximately $1.6 million, $1.3 million and $1.0 million, respectively. | |||||||||||||||||||||||||||||
Multiemployer Pension Plans: We contribute to over 150 union sponsored multiemployer pension plans throughout the U.S. under the terms of collective‑ bargaining agreements that cover our union‑represented employees. The risks of participating in these multiemployer pension plans are different from single‑ employer pension plans primarily in the following aspects: | |||||||||||||||||||||||||||||
1 | Assets contributed to the multiemployer pension plan by one employer may be used to provide benefits to employees of other participating employers. | ||||||||||||||||||||||||||||
2 | If a participating employer stops contributing to the multiemployer pension plan, the unfunded obligations of the multiemployer pension plan may be borne by the remaining participating employers. | ||||||||||||||||||||||||||||
3 | If we choose to stop participating in some of our multiemployer pension plans, we may be required to pay those plans an amount based on the underfunded status of the multiemployer pension plan, referred to as a withdrawal liability. | ||||||||||||||||||||||||||||
Our participation in these multiemployer pension plans during the year ended December 31, 2014 is outlined in the following table. All information in the tables is as of December 31, of the relevant year, or 2014, unless otherwise stated. The “EIN/Pension Plan Number” column provides the Employer Identification Number (“EIN”) and the three‑digit plan number, if applicable. Unless otherwise noted, the most recent Pension Protection Act zone status available during 2014 and 2013 is for the plans’ fiscal year‑ends as of 2013 and 2012, respectively. The zone status is based on information that we received from the plan and is certified by the plan’s actuary. Among other factors, plans in the red zone are generally less than 65 percent funded, plans in the yellow zone are greater than 65 percent funded and less than 80 percent funded, and plans in the green zone are at least 80 percent funded. The “FIP/RP Status Pending/Implemented” column indicates plans for which a financial improvement plan (“FIP”) or a rehabilitation plan (“RP”) is either pending or has been implemented. The last column lists the expiration date of the collective‑bargaining agreement to which the plans are subject. | |||||||||||||||||||||||||||||
Certain plans have been aggregated in the “All Others” line in the following table, as the contributions to each of these individual plans are not material. | |||||||||||||||||||||||||||||
Expiration | |||||||||||||||||||||||||||||
Rehab Plan | Date of | ||||||||||||||||||||||||||||
status | Collective | ||||||||||||||||||||||||||||
EIN/Pension | Pension Protection Act Zone Status | Pending/ | ($ in thousands) Contributions by Global Power | Surcharge | Bargaining | ||||||||||||||||||||||||
Pension Fund | Plan Number | 2014 | 2013 | 2012 | 2011 | Implemented | 2014 | 2013 | 2012 | 2011 | Imposed | Agreement | |||||||||||||||||
IUPAT Industry Pension Plan | 52-6073909/001 | Yellow | Yellow | Yellow | Yellow | No | 1,438 | 1,855 | 2,183 | 1,899 | No | Varies through July 2020 | |||||||||||||||||
Laborers National Pension Fund | 75-1280827/001 | Green | Green | Green | Green | No | 1,292 | 1,404 | 1,241 | 823 | No | Varies through July 2020 | |||||||||||||||||
Tri-State Carpenters & Joiners Pension Trust Fund | 62-0976048/001 | Red | Red | Red | Red | Implemented | 1,146 | 1,065 | 1,183 | 272 | No | Varies through Nov 2015 | |||||||||||||||||
Boilermaker-Blacksmith National Pension Trust | 48-6168020/001 | Yellow | Yellow | Yellow | Yellow | No | 3,227 | 1,824 | 1,055 | 1,284 | No | Varies through July 2020 | |||||||||||||||||
Plumbers & Pipefitters National Pension Fund | 52-6152779/001 | Red | Red | Red | Red | No | 609 | 834 | 892 | 1,167 | No | Varies through July 2020 | |||||||||||||||||
6/30/11 | 6/30/11 | 6/30/11 | 6/30/11 | ||||||||||||||||||||||||||
IBEW Local 1579 Pension Plan(1) | 58-1254974/001 | Green | Green | Green | Green | No | 710 | 470 | 607 | 808 | No | Varies through July 2020 | |||||||||||||||||
9/30/11 | 9/30/11 | 9/30/11 | 9/30/11 | ||||||||||||||||||||||||||
National Asbestos Workers Pension Plan | 52-6038497/001 | Red | Red | Red | Red | Implemented | 1,438 | 793 | 600 | 756 | No | Varies through Dec 2017 | |||||||||||||||||
6/30/11 | 6/30/11 | 6/30/11 | 6/30/11 | ||||||||||||||||||||||||||
Sheet Metal Workers’ National Pension Fund | 52-6112463/001 | Red | Red | Red | Red | Implemented | 423 | 511 | 269 | 473 | No | Varies through July 2020 | |||||||||||||||||
Plumbers & Steamfitters Local No. 150 Pension Fund | 58-6116699/001 | Red | Red | Red | Red | No | 415 | 221 | 246 | 282 | No | Varies through July 2020 | |||||||||||||||||
Southern Ironworkers Pension Plan(1) | 59-6227091/001 | Green | Green | Green | Green | No | 244 | 187 | 227 | 263 | No | Varies through July 2020 | |||||||||||||||||
Insulators Local No. 96 Pension Plan(1) | 58-6110889/001 | Yellow | Yellow | Yellow | Yellow | No | 258 | 180 | 225 | 276 | No | Varies through July 2020 | |||||||||||||||||
Central States, Southeast, and Southwest Pension Fund | 36-6044243/001 | Red | Red | Red | Red | Implemented | 248 | 226 | 216 | 63 | No | Varies through Nov 2015 | |||||||||||||||||
AFL-AGC Building Trades Pension Fund(1) | 63-6055108/001 | Green | Green | Green | Green | No | 135 | 215 | 112 | 328 | No | Varies through July 2020 | |||||||||||||||||
6/30/11 | 6/30/11 | 6/30/11 | 6/30/11 | ||||||||||||||||||||||||||
Washington-Idaho-Montana Carpenters-Employers Retirement Fund | 91-6123987/001 | Red | Red | Red | Red | Implemented | 99 | 557 | 99 | 86 | No | Nov-15 | |||||||||||||||||
6/30/11 | 6/30/11 | 6/30/11 | 6/30/11 | ||||||||||||||||||||||||||
Asbestos Workers Local No. 55 Pension Fund(1) | 63-0474674/001 | Red | Red | Red | Red | Implemented | 96 | 242 | 75 | 118 | No | Jul-20 | |||||||||||||||||
Iron Workers Local 40, 361 & 417 Pension Fund | 51-6102576/001 | Yellow | Yellow | Yellow | Yellow | No | 63 | — | 56 | 26 | No | Jun-20 | |||||||||||||||||
Central Laborers’ Pension Fund | 37-6052379/001 | Yellow 9/30/2011 | Yellow 9/30/2011 | Yellow 9/30/2011 | Yellow 9/30/2011 | No | — | 1 | 58 | 108 | No | Expired | |||||||||||||||||
IBEW Local Union No. 1392 Pension Plan(1) | 35-6244875/001 | Green | Green | Green | Green | No | 178 | 105 | 38 | -2 | No | May-13 | |||||||||||||||||
5/31/13 | 5/31/11 | 5/31/11 | 5/31/11 | ||||||||||||||||||||||||||
Washington-Idaho Laborers-Employers Pension Trust | 91-6123988/001 | Red | Red | Red | Red | No | 41 | 184 | 31 | 72 | No | Nov-15 | |||||||||||||||||
5/31/11 | 5/31/11 | 5/31/11 | 5/31/11 | ||||||||||||||||||||||||||
United Association of Journeyman & Apprentices of the Plumbing & Pipefitting Industry of the United States & Canada Local 198 AFL-CIO Pension Trust | 72-0522454/001 | Red | Red | Red | Red | Implemented | — | — | 10 | 9 | No | Expired | |||||||||||||||||
8/31/11 | 8/31/11 | 8/31/11 | 8/31/11 | ||||||||||||||||||||||||||
Expiration | |||||||||||||||||||||||||||||
Rehab Plan | Date of | ||||||||||||||||||||||||||||
status | Collective | ||||||||||||||||||||||||||||
EIN/Pension | Pension Protection Act Zone Status | Pending/ | ($ in thousands) Contributions by Global Power | Surcharge | Bargaining | ||||||||||||||||||||||||
Pension Fund | Plan Number | 2014 | 2013 | 2012 | 2011 | Implemented | 2014 | 2013 | 2012 | 2011 | Imposed | Agreement | |||||||||||||||||
Sheet Metal Workers Local 441 Supplemental Pension Plan(1) | 63-6219747/001 | Green | Green | Green | Green | No | 18 | 29 | 14 | 28 | No | Jul-20 | |||||||||||||||||
Northwest Ironworkers Retirement Plan | 91-6123688/001 | Yellow 6/30/2011 | Yellow 6/30/2011 | Yellow 6/30/2011 | Yellow 6/30/2011 | No | 25 | 53 | 7 | 88 | No | Nov-15 | |||||||||||||||||
Massachusetts Laborers’ Pension Fund | 04-6128298/001 | Red | Red | Red | Red | No | — | — | — | 730 | No | Expired | |||||||||||||||||
6/30/11 | 6/30/11 | 6/30/11 | 6/30/11 | ||||||||||||||||||||||||||
Pension Trust Fund of the Pension Hospitalization & Benefit Plan of the Electrical Industry | 13-6123601/001 | Green | Green | Green | Green | No | — | — | — | 478 | No | Expired | |||||||||||||||||
9/30/11 | 9/30/11 | 9/30/11 | 9/30/11 | ||||||||||||||||||||||||||
Plumbers and Steamfitters Local No. 131 Pension Fund(1) | 51-6029575/001 | Red | Red | Red | Red | Implemented | — | 5 | — | 363 | No | Expired | |||||||||||||||||
10/31/11 | 10/31/11 | 10/31/11 | 10/31/11 | ||||||||||||||||||||||||||
New England Teamsters & Trucking Industry Pension Fund | 04-6372430/001 | Red | Red | Red | Red | Implemented | — | — | — | 81 | No | Expired | |||||||||||||||||
9/30/11 | 9/30/11 | 9/30/11 | 9/30/11 | ||||||||||||||||||||||||||
Iron Workers District Council of New England Pension Fund | 04-2591016 | Yellow | Yellow | Yellow | Yellow | No | — | — | — | 80 | No | Expired | |||||||||||||||||
Michigan Laborers’ Pension Fund | 38-6233976/001 | Red | Red | Red | Red | No | — | — | — | 31 | No | Expired | |||||||||||||||||
8/31/11 | 8/31/11 | 8/31/11 | 8/31/11 | ||||||||||||||||||||||||||
IBEW Local Union No. 223 Pension Plan | 04-2780301/005 | Red | Red | Red | Red | Implemented | — | — | — | — | No | Expired | |||||||||||||||||
Iron Workers Local 340 Retirement Income Plan | 38-6233975/001 | Red | Red | Red | Red | Implemented | — | — | — | 35 | No | Expired | |||||||||||||||||
Plumbers & Steamfitters Local 298 Jurisdictional Pension Fund | 39-0542913/001 | Yellow | Yellow | Yellow | Yellow | Implemented | — | — | — | — | N/A | Expired | |||||||||||||||||
All Others | 2,552 | 2,443 | 2,124 | 3,800 | |||||||||||||||||||||||||
$ | 14,655 | $ | 13,404 | $ | 11,568 | $ | 14,827 | ||||||||||||||||||||||
-1 | We were listed in the multiemployer plan’s Form 5500 as providing more than 5% of total contributions for the plan year ended in 2012. | ||||||||||||||||||||||||||||
-2 | We did not participate in the IBEW Local Union No. 1392 Pension Plan prior to the Koontz‑Wagner Acquisition on July 30, 2012. | ||||||||||||||||||||||||||||
Employees covered by multiemployer pension plans are hired for project‑based building and construction purposes. Our participation level in these plans varies as a result. In addition, with the Koontz‑Wagner acquisition during 2012, we added one multiemployer pension plan under which there were 57 participants as of December 31, 2014. | |||||||||||||||||||||||||||||
At the date that these consolidated financial statements were issued, Forms 5500 were generally not available for the plan year ending in 2014. | |||||||||||||||||||||||||||||
We believe that our responsibility for potential withdrawal liabilities associated with participating in multiemployer plans is limited because the building and construction trades exemption should apply to the substantial majority of our plan contributions. However, pursuant to the Pension Protection Act of 2006 and other applicable laws, we are also exposed to other potential liabilities associated with plans that are underfunded. As of December 31, 2014, we had been notified that certain pension plans were in critical funding status. Currently, certain plans are developing, or have developed, a rehabilitation plan that may call for a reduction in participant benefits or an increase in future employer contributions. Therefore, in the future, we could be responsible for potential surcharges, excise taxes and/or additional contributions related to these plans. Additionally, market conditions and the number of participating employers remaining in each plan may result in a reorganization, insolvency or mass withdrawal that could materially affect the funded status of multiemployer plans and our potential withdrawal liability, if applicable. We continue to actively monitor, assess and take steps to limit our potential exposure to any surcharges, excise taxes, additional contributions and/or withdrawal liabilities. However, we cannot, at this time, estimate the full amount, or even the range, of this potential exposure. | |||||||||||||||||||||||||||||
COMMITMENTS_AND_CONTIGENCIES
COMMITMENTS AND CONTIGENCIES | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
COMMITMENTS AND CONTINGENCIES. | ||||||
COMMITMENTS AND CONTINGENCIES | NOTE 15—COMMITMENTS AND CONTINGENCIES | |||||
Litigation and Claims: We are from time to time party to various lawsuits, claims and other proceedings that arise in the ordinary course of our business. With respect to all such lawsuits, claims and proceedings, we record a reserve when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. We do not believe that the resolution of any currently pending lawsuits, claims and proceedings, either individually or in the aggregate, will have a material adverse effect on our financial position, results of operations or liquidity. However, the outcomes of any currently pending lawsuits, claims and proceedings cannot be predicted, and therefore, there can be no assurance that this will be the case. | ||||||
Deltak Claims: By purchase agreement dated August 5, 2011 (the “2011 Purchase Agreement”), we sold substantially all of the assets of our Deltak business unit to Hamon Acquisitions, Inc. (n/k/a Hamon Deltak, Inc.) (an indirect wholly owned subsidiary of Hamon & Compagnie International SA) (the “Buyer”). Under the 2011 Purchase Agreement, we retained certain liabilities relating to the assets sold to the Buyer. The 2011 Purchase Agreement established escrow accounts totaling $7.0 million set aside for contingencies, of which $6.2 million was initially subject to a five year escrow term and $0.8 million was subject to scheduled releases. We previously recorded $3.1 million in short‑term restricted cash and $3.8 million, which was subject to a five year escrow term, was previously recorded in other long‑term assets. During 2013, we received two claims for indemnification from the Buyer in connection with the activities of our Deltak business unit. Under the terms of the settlement agreement, $0.1 million of the remaining escrow was classified as short‑term restricted cash as of December 31, 2013. As of December 31, 2014, we no longer have any escrow amounts or warranty reserves on our balance sheet related to the sale of Deltak. | ||||||
Asbestos Cases: A former operating unit of Global Power has been named as a defendant in a limited number of asbestos personal injury lawsuits. Neither we nor our predecessors ever mined, manufactured, produced or distributed asbestos fiber, the material that allegedly caused the injury underlying these actions. The bankruptcy court’s discharge order issued upon emergence from bankruptcy extinguished the claims made by all plaintiffs who had filed asbestos claims against us before that time. We also believe the bankruptcy court’s discharge order should serve as a bar against any later claim filed against us, including any of our subsidiaries, based on alleged injury from asbestos at any time before emergence from bankruptcy. In any event, in all of the asbestos cases finalized post‑bankruptcy, we have been successful in having such cases dismissed without liability. Moreover, during 2012, we secured insurance coverage that will help to reimburse the defense costs and potential indemnity obligations of our former operating unit relating to these claims. We intend to vigorously defend all currently active actions, just as we defended the other actions that have since been dismissed, all without liability, and we do not anticipate that any of these actions will have a material adverse effect on our financial position, results of operations or liquidity. However, the outcomes of any legal action cannot be predicted and, therefore, there can be no assurance that this will be the case. | ||||||
Contingencies: On June 28, 2013, we announced a change in senior leadership in our Nuclear and Energy Services segments. We subsequently filed a Form 8‑K disclosing anticipated separation costs of approximately $0.5 million pursuant to a Separation Agreement relating to this change in leadership. On July 17, 2013, we rescinded the Separation Agreement and therefore have not accrued any of the previously disclosed separation costs in any of the periods presented. | ||||||
On October 10, 2014, the counterparty to the rescinded Separation Agreement filed a complaint in the U.S. District Court for the Northern District of Georgia against the Company challenging the rescission and seeking the separation payments that the counterparty asserts remain due under the Separation Agreement, plus legal fees and interest. On February 17, 2015, we reached a final settlement of this matter with the counterparty. | ||||||
Warranty: Estimated costs related to product warranty are accrued using the specific identification method. Estimated costs related to service warranty are accrued as revenue is recognized and included in the cost of revenue. Estimated costs are based upon past warranty claims, sales history, the applicable contract terms and the remaining warranty periods. Warranty terms vary by contract but generally provide for a term of three years or less. We manage our exposure to warranty claims by having our field service and quality assurance personnel regularly monitor projects and maintain ongoing and regular communications with the customer. | ||||||
A reconciliation of the changes to our warranty reserve is as follows: | ||||||
Years Ended | ||||||
December 31, | ||||||
($ in thousands) | 2014 | 2013 | ||||
Balance at the beginning of the period | $ | 3,261 | $ | 4,073 | ||
Adjustments(1) | 188 | -415 | ||||
Provision for the period | 1,258 | 2,395 | ||||
Settlements made (in cash or in kind) for the period | -2,711 | -2,792 | ||||
Balance at the end of the period | $ | 1,996 | $ | 3,261 | ||
-1 | During 2014 and 2013, warranty adjustments included the normal expiration of warranty periods and changes in management’s estimates, based on historical claims activity. In addition, 2013 includes warranty reserves acquired through the 2013 Acquisitions. | |||||
Leases: We lease equipment and facilities, which are noncancellable and expire at various dates. Total rental expense for all operating leases during the years ended December 31, 2014, 2013 and 2012 was approximately $3.4 million, $2.8 million and $1.6 million, respectively. | ||||||
Future minimum annual lease payments under these noncancellable operating leases as of December 31, 2014 are as follows: | ||||||
($ in thousands) | December 31, | |||||
2015 | $ | 3,156 | ||||
2016 | 2,424 | |||||
2017 | 1,863 | |||||
2018 | 1,131 | |||||
2019 | 1,011 | |||||
Thereafter | 2,423 | |||||
Total | $ | 12,008 | ||||
None of the leases include contingent rental provisions. | ||||||
Insurance: Certain of our subsidiaries are self‑insured for health, general liability and workers’ compensation up to certain policy limits. Amounts charged to expense for continuing operations amounted to approximately $10.0 million, $7.8 million and $6.6 million during the years ended December 31, 2014, 2013 and 2012, respectively, and include insurance premiums related to the excess claim coverage and claims incurred for continuing operations. The reserves as of December 31, 2014 and 2013 consist of estimated amounts unpaid for reported and unreported claims incurred. We have provided $3.2 million in letters of credit as of December 31, 2014, as security for possible workers’ compensation claims. | ||||||
MAJOR_CUSTOMERS_AND_CONCENTRAT
MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK | ||||||||
MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK | NOTE 16—MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK | |||||||
We have certain customers that represent more than 10 percent of consolidated accounts receivable. The balance for these customers as a percentage of the consolidated accounts receivable is as follows: | ||||||||
December 31, | ||||||||
Customer | 2014 | 2013 | ||||||
General Electric Company | 20% | 25% | ||||||
Siemens Energy, Inc. | 18% | 21% | ||||||
Southern Nuclear Operating Company | 17% | * | ||||||
*Less than 10% | ||||||||
We have certain customers that represent more than 10 percent of consolidated revenue. The revenue for these customers as a percentage of the consolidated revenue is as follows: | ||||||||
Years Ended December 31, | ||||||||
Customer | 2014 | 2013 | 2012 | |||||
Southern Nuclear Operating Company | 17% | 16% | 16% | |||||
Tennessee Valley Authority | 16% | 15% | 14% | |||||
General Electric Company | 13% | 18% | 16% | |||||
Siemens Energy, Inc. | 11% | 13% | 15% | |||||
All others | 43% | 38% | 39% | |||||
Total | 100% | 100% | 100% | |||||
Customers for the Product Solutions segment include OEMs, engineering, procurement and construction contractors, owners and operators of oil and gas pipelines, operators of power generation facilities and firms engaged across several process‑related industries. Product Solutions segment customers include Siemens Energy, Inc. and General Electric Company. Customers for the Nuclear Services segment and Energy Services segment are varied, but include some major utility companies within the U.S. Our major customers vary over time due to the relative size and duration of our projects and customer outages. The Nuclear Services segment and Energy Services segment customers include Southern Nuclear Operating Company and Tennessee Valley Authority. | ||||||||
OTHER_SUPPLEMENTAL_INFORMATION
OTHER SUPPLEMENTAL INFORMATION | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
OTHER SUPPLEMENTAL INFORMATION | ||||||
OTHER SUPPLEMENTAL INFORMATION | NOTE 17—OTHER SUPPLEMENTAL INFORMATION | |||||
Other current assets consist of the following: | ||||||
December 31, | ||||||
($ in thousands) | 2014 | 2013 | ||||
Prepaid expenses | $ | 2,166 | $ | 2,735 | ||
VAT receivable | 2,809 | 3,216 | ||||
Prepaid taxes | 746 | 872 | ||||
Other receivable | 1,114 | 55 | ||||
Other | 110 | 1,337 | ||||
Total | $ | 6,945 | $ | 8,215 | ||
Other long‑term assets consist of the following: | ||||||
December 31, | ||||||
($ in thousands) | 2014 | 2013 | ||||
Debt issuance costs, net | $ | 514 | $ | 751 | ||
Other | 327 | 507 | ||||
Total | $ | 841 | $ | 1,258 | ||
Other current liabilities consist of the following: | ||||||
December 31, | ||||||
($ in thousands) | 2014 | 2013 | ||||
Accrued workers compensation | $ | 1,232 | $ | 1,659 | ||
Accrued taxes | 614 | 1,524 | ||||
Accrued contract obligation | — | 1,030 | ||||
Accrued job reserves | 622 | 1,387 | ||||
Accrued legal and professional fees | 317 | 1,036 | ||||
Other | 2,798 | 1,847 | ||||
Total | $ | 5,583 | $ | 8,483 | ||
Other long‑term liabilities consist of the following: | ||||||
December 31, | ||||||
($ in thousands) | 2014 | 2013 | ||||
Uncertain tax liabilities | $ | 5,391 | $ | 5,054 | ||
Other | 846 | 790 | ||||
Total | $ | 6,237 | $ | 5,844 | ||
Research and development costs of $0.6 million, $0.5 million and $0.8 million during the years ended December 31, 2014, 2013 and 2012, respectively, are included in general and administrative expenses in the accompanying consolidated statements of operations. | ||||||
SEGMENT_INFORMATION
SEGMENT INFORMATION | 12 Months Ended | |||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||
SEGMENT INFORMATION | ||||||||||||||||||
SEGMENT INFORMATION | NOTE 18—SEGMENT INFORMATION | |||||||||||||||||
We follow ASC 280—Segment Reporting in determining our reportable segments. We considered the way our management team, most notably our chief operating decision maker, makes operating decisions and assesses performance and considered which components of our enterprise have discrete financial information available. As management makes decisions using a products and services group focus, our analysis resulted in three reportable segments: the Product Solutions segment, the Energy Services segment, and the Nuclear Services segment. The Product Solutions reportable segment is an aggregation of the Auxiliary Products and Electrical Solutions operating segments. | ||||||||||||||||||
For all periods presented, we have excluded the results of operations of our discontinued operations. As a result of our 2011 disposal of the Deltak business unit, certain corporate and other operating costs were reallocated for all periods presented to our continuing operations. Management also reevaluated our primary measure of segment performance and determined that operating income should be used as the best measure of segment performance. The change in performance measure was the result of the relocation of corporate headquarters and subsequent reorganization of functional responsibilities. | ||||||||||||||||||
The accounting policies for our segments are the same as those described in Note 2—Summary of Significant Accounting Policies. | ||||||||||||||||||
As discussed in Note 20—Subsequent Events, as a result of our January 2015 reorganization, we will retrospectively report segment data under our new structure in 2015. | ||||||||||||||||||
The following tables present financial information about our reportable segments: | ||||||||||||||||||
Year ended December 31, | ||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||
Revenues: | ||||||||||||||||||
Product Solutions - 3rd Party | $ | 222,250 | $ | 208,194 | $ | 193,676 | ||||||||||||
Product Solutions - Intersegment | 2,554 | — | — | |||||||||||||||
Product Solutions - Total | 224,804 | 208,194 | 193,676 | |||||||||||||||
Nuclear Services - 3rd Party | 246,624 | 234,852 | 236,278 | |||||||||||||||
Nuclear Services - Intersegment | — | 491 | — | |||||||||||||||
Nuclear Services - Total | 246,624 | 235,343 | 236,278 | |||||||||||||||
Energy Services - 3rd Party | 69,671 | 41,172 | 32,874 | |||||||||||||||
Energy Services - Intersegment | 1,545 | 162 | 427 | |||||||||||||||
Energy Services - Total | 71,216 | 41,334 | 33,301 | |||||||||||||||
Intersegment Revenue Eliminations | -4,099 | -653 | -427 | |||||||||||||||
Consolidated | $ | 538,545 | $ | 484,218 | $ | 462,828 | ||||||||||||
Years Ended December 31, | ||||||||||||||||||
($ in thousands) | 2014 | 2013 | 2012 | |||||||||||||||
Depreciation and Amortization: | ||||||||||||||||||
Product Solutions | $ | 6,580 | $ | 5,619 | $ | 2,670 | ||||||||||||
Nuclear Services | 864 | 855 | 1,000 | |||||||||||||||
Energy Services | 2,827 | 1,560 | 27 | |||||||||||||||
Consolidated | $ | 10,271 | $ | 8,034 | $ | 3,697 | ||||||||||||
Years Ended December 31, | ||||||||||||||||||
($ in thousands) | 2014 | 2013 | 2012 | |||||||||||||||
Operating Income (Loss): | ||||||||||||||||||
Product Solutions | $ | 9,078 | $ | 8,963 | $ | 9,271 | ||||||||||||
Nuclear Services | 10,114 | 7,902 | 8,670 | |||||||||||||||
Energy Services | -2,603 | -4,820 | 2,505 | |||||||||||||||
Consolidated Operating Income | 16,589 | 12,045 | 20,446 | |||||||||||||||
Consolidated interest expense, net | 1,710 | 893 | 1,563 | |||||||||||||||
Consolidated other (income) expense, net | -288 | 83 | 282 | |||||||||||||||
Consolidated income from continuing operations before income tax | $ | 15,167 | $ | 11,069 | $ | 18,601 | ||||||||||||
The following table reconciles segment assets to consolidated total assets: | ||||||||||||||||||
As of December 31, | ||||||||||||||||||
($ in thousands) | 2014 | 2013 | ||||||||||||||||
Assets: | ||||||||||||||||||
Product Solutions | $ | 227,564 | $ | 232,070 | ||||||||||||||
Nuclear Services | 89,475 | 63,897 | ||||||||||||||||
Energy Services | 66,030 | 49,782 | ||||||||||||||||
Non allocated corporate headquarters assets(1) | 11,478 | 21,649 | ||||||||||||||||
Total consolidated assets | $ | 394,547 | $ | 367,398 | ||||||||||||||
(1)While corporate headquarters assets are not allocated to our reportable segments, the related depreciation expense is included in our allocation of selling, general and administrative expenses to our reportable segments. | ||||||||||||||||||
The following presents the Product Solutions segment revenue by geographical region based on our operating locations. Products are often shipped to other geographical areas but revenue is listed in the region in which the revenue is recognized: | ||||||||||||||||||
Years Ended December 31, | ||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||
($ in thousands) | Revenue | Product | Revenue | Product | Revenue | Product | ||||||||||||
Recognized In | Shipped To | Recognized In | Shipped To | Recognized In | Shipped To | |||||||||||||
United States | $ | 159,043 | $ | 126,240 | $ | 155,213 | $ | 82,966 | $ | 116,904 | $ | 56,010 | ||||||
Canada | — | 4,631 | — | 18,462 | — | 4,306 | ||||||||||||
Europe | 47,595 | 10,334 | 38,743 | 6,314 | 59,110 | 8,583 | ||||||||||||
Mexico | 11,675 | 798 | 12,158 | 7,283 | 16,164 | 4,091 | ||||||||||||
Asia | 3,937 | 18,332 | 2,080 | 23,624 | 1,498 | 14,920 | ||||||||||||
Middle East | — | 39,485 | — | 40,573 | — | 82,596 | ||||||||||||
South America | — | 4,719 | — | 21,781 | — | 17,182 | ||||||||||||
Other | — | 17,711 | — | 7,191 | — | 5,988 | ||||||||||||
Total | $ | 222,250 | $ | 222,250 | $ | 208,194 | $ | 208,194 | $ | 193,676 | $ | 193,676 | ||||||
The following presents the Energy Services segment revenue by geographical region based on our operating locations. Services are sometimes performed in other geographical areas but revenue is listed in the region in which the revenue is recognized: | ||||||||||||||||||
Years Ended December 31, | ||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||
($ in thousands) | Revenue | Service | Revenue | Service | Revenue | Service | ||||||||||||
Recognized In | Provided In | Recognized In | Provided In | Recognized In | Provided In | |||||||||||||
United States | $ | 69,671 | $ | 68,259 | $ | 41,172 | $ | 40,337 | $ | 32,874 | $ | 32,874 | ||||||
Canada | — | 257 | — | 69 | — | — | ||||||||||||
Asia | — | 627 | — | 315 | — | — | ||||||||||||
Middle East | — | 186 | — | 188 | — | — | ||||||||||||
South America | — | 342 | — | — | — | — | ||||||||||||
Other | — | — | — | 263 | — | — | ||||||||||||
Total | $ | 69,671 | $ | 69,671 | $ | 41,172 | $ | 41,172 | $ | 32,874 | $ | 32,874 | ||||||
All of our Nuclear Services segment revenue is derived in the U.S., and was $246.7 million, $234.9 million and $236.3 million during the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||||||||
SELECTED_QUARTERLY_FINANCIAL_D
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | ||||||||||||||||
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | NOTE 19—SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | |||||||||||||||
A summary of the quarterly operating results during 2014 and 2013 follows: | ||||||||||||||||
($ in thousands, except per share data) | First | Second | Third | Fourth | 2014 | |||||||||||
Years Ended December 31, 2014 | Quarter | Quarter | Quarter | Quarter | Total | |||||||||||
Total revenue | $ | 104,882 | $ | 114,739 | $ | 145,128 | $ | 173,796 | $ | 538,545 | ||||||
Gross profit | 18,478 | 20,262 | 24,681 | 27,409 | 90,830 | |||||||||||
(Loss) income from continuing operations | -72 | 864 | 4,428 | 5,930 | 11,150 | |||||||||||
Earnings per common share from continuing operations: | ||||||||||||||||
Basic | — | 0.06 | 0.26 | 0.35 | 0.66 | |||||||||||
Diluted | — | 0.06 | 0.26 | 0.35 | 0.65 | |||||||||||
First | Second | Third | Fourth | 2013 | ||||||||||||
Years Ended December 31, 2013 | Quarter | Quarter | Quarter | Quarter | Total | |||||||||||
Total revenue | $ | 116,710 | $ | 115,965 | $ | 109,998 | $ | 141,545 | $ | 484,218 | ||||||
Gross profit | 15,966 | 18,803 | 20,726 | 29,509 | 85,004 | |||||||||||
(Loss) income from continuing operations | -1,201 | 742 | 1,029 | 10,936 | 11,506 | |||||||||||
Earnings per common share from continuing operations: | ||||||||||||||||
Basic | -0.07 | 0.04 | 0.06 | 0.63 | 0.68 | |||||||||||
Diluted | -0.07 | 0.04 | 0.06 | 0.63 | 0.68 | |||||||||||
A portion of our business, primarily in our Energy Services segment and Nuclear Services segment, is seasonal, resulting in fluctuations in revenue and gross profit during our fiscal year. Generally, the second and fourth quarters are the peak periods for our Energy Services and Nuclear Services Segments as those are periods of low electricity demand during which our customers schedule planned outages. Our Product Solutions segment is less affected by seasons and is more impacted by the cyclicality of and fluctuations in the U.S. and international economies that we serve. | ||||||||||||||||
SUBSEQUENT_EVENT
SUBSEQUENT EVENT | 12 Months Ended |
Dec. 31, 2014 | |
SUBSEQUENT EVENT | |
SUBSEQUENT EVENT | NOTE 20—SUBSEQUENT EVENTS |
On January 14, 2015, we announced the reorganization of the Company from the current four operating segments and three reportable segments into two businesses, Products and Services. As a result of the reorganization, in 2015 we will retrospectively report our segment results under the new structure. Additionally, we anticipate a decrease in the number of reporting units for goodwill and trade name potential impairment assessments as a result of the flatter organizational structure. | |
On February 27, 2015, we acquired substantially all of the assets of Siemens Energy Packaged Power Solutions (“PPS”), headquartered in Houston, Texas, for $6.8 million in cash, subject to certain customary working capital adjustments. PPS is a leading manufacturer and integrator of engineered packaged control house solutions for a variety of industries, including energy, oil and gas, and electrical. PPS will be integrated into our Products business. | |
On March 6, 2015, our Board of Directors declared a cash dividend of $0.09 per share of common stock to the holders of record of our common stock as of the close of business on March 17, 2015 to be paid on or about March 27, 2015. | |
Schedule_II_VALUATION_AND_QUAL
Schedule II VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended | ||||||||||||||
Dec. 31, 2014 | |||||||||||||||
Schedule II VALUATION AND QUALIFYING ACCOUNTS | |||||||||||||||
Schedule II VALUATION AND QUALIFYING ACCOUNTS | Schedule II | ||||||||||||||
VALUATION AND QUALIFYING ACCOUNTS | |||||||||||||||
YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012 | |||||||||||||||
Additions | |||||||||||||||
Balance at | Charged to | Charged to | Balance at | ||||||||||||
Beginning of | Costs and | Other | End of | ||||||||||||
($ in thousands) | Period | Expenses | Accounts | Deductions | Period | ||||||||||
2014 | |||||||||||||||
Allowance for doubtful accounts | $ | 557 | $ | 254 | $ | — | $ | -25 | $ | 787 | |||||
Accrued warranty reserves | 3,261 | 1,258 | — | -2,523 | 1,996 | ||||||||||
Valuation allowance for deferred tax assets | 2,848 | — | — | -220 | 2,628 | ||||||||||
Reserve for Inventory | 578 | 90 | — | -242 | 426 | ||||||||||
2013 | |||||||||||||||
Allowance for doubtful accounts | $ | 990 | $ | 83 | $ | 120 | $ | -636 | $ | 557 | |||||
Accrued warranty reserves | 4,073 | 2,546 | -552 | -2,806 | 3,261 | ||||||||||
Valuation allowance for deferred tax assets | 6,488 | 381 | 601 | -4,622 | 2,848 | ||||||||||
Reserve for Inventory | 763 | 310 | 387 | -882 | 578 | ||||||||||
2012 | |||||||||||||||
Allowance for doubtful accounts | $ | 1,135 | $ | 29 | $ | 26 | $ | -200 | $ | 990 | |||||
Accrued warranty reserves | 4,719 | 1,859 | 1,938 | -4,443 | 4,073 | ||||||||||
Valuation allowance for deferred tax assets | 6,845 | 24 | — | -381 | 6,488 | ||||||||||
Reserve for Inventory | 480 | 27 | 583 | -327 | 763 | ||||||||||
The “additions‑charged to other accounts” column of allowance for doubtful accounts represents allowances acquired during the period through the 2013 and 2012 Acquisitions. | |||||||||||||||
The “additions‑charged to other accounts” column for accrued warranties represents warranties acquired during the period through the 2013 and 2012 Acquisitions. | |||||||||||||||
The “additions‑charged to other accounts” column for reserve for inventory represents increase of our estimate for obsolete inventories during 2013 and 2012. | |||||||||||||||
The “deductions” column of allowance for doubtful accounts represents write‑offs of fully reserved accounts receivable net of recoveries. | |||||||||||||||
The “deductions” column for accrued warranties represents settlements made during the period and the expiration of warranties on contracts sold in prior years that did not utilize the related reserve balance. | |||||||||||||||
The “deductions” column for valuation allowance for deferred tax assets represents reversals of previously reserved amounts that are now determined to be realizable. | |||||||||||||||
The “deductions” column for reserve for inventory represents markdown of previously reserved amounts for obsolete inventories. | |||||||||||||||
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Principles of Consolidation | Principles of Consolidation: The accompanying consolidated financial statements include the accounts of Global Power and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates: The preparation of financial statements in conformity with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying footnotes. Actual results could vary materially from those estimates. |
Reclassifications | Reclassifications: Certain reclassifications have been made to prior years’ consolidated balances to conform with the current year presentation. |
Discontinued Operations Presentation | Discontinued Operations Presentation: In August 2011, we completed the sale of substantially all of the operating assets of our Deltak L.L.C. (“Deltak”) business unit. Discontinued operations are presented net of tax. The following notes relate to our continuing operations only unless otherwise noted. |
Dollar Amounts | Dollar Amounts: All dollar amounts (except share and per share amounts) presented in the tabulations within the notes to our consolidated financial statements are stated in thousands of dollars, unless otherwise noted. |
Revenue Recognition | Revenue Recognition: Substantially all of our Product Solutions segment revenue is derived from fixed‑priced contracts. Revenue for gas turbine auxiliary and control house equipment is recognized on the completed contract method, typically when the unit is shipped. Certain of these contracts specify separate delivery dates of individual equipment units or require customer acceptance of a product. In circumstances where separate delivery dates of individual equipment units exist, we recognize revenue when the customer assumes the risk of loss and title for the equipment, which is generally the date the unit is shipped, and corresponding costs previously deferred are charged to expense. In circumstances where the contract requires customer acceptance of a product in addition to transfer of title and risk of loss to the customer, revenue is either recognized (i) upon shipment when we are able to demonstrate that the customer specific objective criteria have been met or (ii) upon customer acceptance. Once title and risk of loss have transferred and, where applicable, customer acceptance is complete, we have no further performance obligations. We recognize revenue for our selective catalytic emission reduction systems (commonly referred to as “SCR”) under the percentage‑of‑completion method based on cost‑to‑cost input measures. |
Within Nuclear Services and Energy Services, we enter into a variety of contract structures including cost plus reimbursements, time and material contracts and fixed‑price contracts. The determination of the contract structure within Nuclear Services and Energy Services is based on the scope of work, complexity and project length, and customer preference of contract terms. Cost plus and time and material contracts represent the majority of the contracts in Nuclear Services and Energy Services. For these contract types, we recognize revenue when services are performed based upon an agreed‑upon price for the completed services or based upon the hours incurred and agreed‑upon hourly rates. Some of our contracts include provisions that adjust contract revenue for safety, schedule or other performance measures. On cost reimbursable contracts, revenue is recognized as costs are incurred and includes applicable mark‑up earned through the date services are provided. Revenue on fixed price contracts is recognized under the percentage‑of‑completion method based on cost‑to‑cost input measures. | |
The percentage‑of‑completion method generally results in the recognition of reasonably consistent profit margins over the life of a contract since management has the ability to produce reasonably dependable estimates of contract billings and contract costs. We use the level of profit margin that is most likely to occur on a contract. If the most likely profit margin cannot be precisely determined, the lowest probable level of profit in the range of estimates is used until the results can be estimated more precisely. Our estimate of the total contract costs to be incurred at any particular time has a significant impact on the revenue recognized for the respective period. Changes in job performance, job conditions, estimated profitability, final contract settlements and resolution of claims may result in revisions to costs and income, and the effects of such revisions are recognized in the period that the revisions are determined. Under percentage‑of‑completion accounting, management must also make key judgments in areas such as the percentage‑of‑completion, estimates of project revenue, costs and margin, estimates of total and remaining project hours and liquidated damages assessments. Any deviations from estimates could have a significant positive or negative impact on our results of operations. | |
Estimated losses on uncompleted contracts, regardless of whether we account for the contract under the completed contract or percentage-of-completion method, are recognized in the period in which they first become apparent. | |
We may incur costs subject to change orders, whether approved or unapproved by the customer, and/or claims related to certain contracts. We determine the probability that such costs will be recovered based upon evidence such as past practices with the customer, specific discussions or preliminary negotiations with the customer or verbal approvals. We treat items as a cost of contract performance in the period incurred and will recognize revenue if it is probable that the contract price will be adjusted and can be reliably estimated. | |
Pre‑contract costs are expensed as incurred. | |
Cash and Cash Equivalents | Cash and Cash Equivalents: Cash and cash equivalents include cash on hand and on deposit with initial maturities of three months or less. As of December 31, 2014, the $8.8 million of cash and cash equivalents on our consolidated balance sheets was held outside the U.S. |
Accounts Receivable | Accounts Receivable: Accounts receivables are reported net of allowance for doubtful accounts and discounts. The allowance is based on numerous factors including but not limited to (i) current market conditions, (ii) review of specific customer economics and (iii) other estimates based on the judgment of management. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. We do not generally charge interest on outstanding amounts. |
Inventories | Inventories: Inventories consist primarily of raw materials and are stated at the lower of first‑in, first‑out cost or market, net of applicable reserves. |
Property, Plant and Equipment | Property, Plant and Equipment: Property, plant and equipment are stated at historical cost, less accumulated depreciation. For financial reporting purposes, depreciation is calculated using the straight‑line method over the estimated useful lives. Costs of significant additions, renewals and betterments are capitalized. When an asset is sold or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts and the gain or loss on disposition is reflected in the accompanying consolidated statements of operations. Depreciation expense related to capital equipment used in production is included in cost of revenue. Maintenance and repairs are charged to operations when incurred. |
Long-Lived Assets | Long‑Lived Assets: Long‑lived assets, such as property, plant, and equipment, and purchased intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long‑lived asset be tested for possible impairment, we first compare undiscounted cash flows expected to be generated by an asset to the carrying value of the asset. If the carrying value of the long‑lived asset is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third‑party independent appraisals, as considered necessary. We group long‑lived assets by legal entity for purposes of recognition and measurement of an impairment loss as this is the lowest level for which cash flows are independent. |
Goodwill and Other Intangible Assets | Goodwill and Indefinite Lived Intangible Assets: Goodwill and indefinite lived intangible assets are not amortized to expense, but rather are annually tested for impairment as of October 1 and more frequently if circumstances warrant. Our indefinite lived intangible assets consist of various trade names used in our businesses. |
Our testing of goodwill for potential impairment involves the comparison of each reporting unit’s carrying value to its estimated fair value, which is determined using a combination of income and market approaches. Similarly, the testing of our trade names for potential impairment involves the comparison of the carrying value for each trade name to its estimated fair value, which is determined using the relief from royalty method. | |
Impairment write‑downs are charged to results of operations in the period in which the impairment is determined. | |
Cost of Revenue | Cost of Revenue: Cost of revenue for the Product Solutions, Nuclear Services and Energy Services segments primarily includes charges for materials, direct labor and related benefits, freight (inbound and outbound), direct supplies and tools, purchasing and receiving costs, inspection costs and internal transfer costs. Cost of revenue for Product Solutions segment also includes warehousing costs and utilities related to production facilities and, where appropriate, an allocation of overhead. |
Warranty Costs | Warranty Costs: Our estimated costs related to service warranty are accrued as the related revenue is recognized and included in cost of revenue. Our estimated costs related to products warranty are accrued using a specific identification basis. Estimated costs are based upon past warranty claims, sales history, the applicable contract terms and the remaining warranty periods. Warranty terms vary by contract but generally provide for a term of three years or less. We manage our exposure to warranty claims by having our field service and quality assurance personnel regularly monitor projects and maintain ongoing and regular communications with our customers. |
Shipping and Handling Cost | Shipping and Handling Costs: We account for shipping and handling costs in accordance with ASC 605‑45—Principal Agent Considerations. Amounts billed to customers in sale transactions related to shipping and handling costs are recorded as revenue. Shipping and handling costs incurred are included in cost of revenue in the accompanying consolidated statements of operations. |
Advertising Costs | Advertising Costs: We account for advertising costs in accordance with ASC 720‑35—Advertising Costs. Generally, advertising costs are immaterial and are expensed as incurred and included in selling and marketing expense. |
General and Administrative Expense | General and Administrative Expense: General and administrative expense is primarily comprised of indirect labor and related benefits, legal and professional fees, indirect utilities, office rent, bad debt expense, indirect travel and related expenses. |
Stock-Based Compensation Expense | Stock‑Based Compensation Expense: We measure and recognize stock‑based compensation expense based on estimated fair values of the stock awards on the date of grant. Vesting of stock awards is based on certain service, performance and market conditions or service only conditions over a one to four year period. For all awards with graded vesting other than awards with performance‑ based vesting conditions, we record compensation expense for the entire award on a straight‑line basis over the requisite service period, net of forfeitures. For graded‑vesting awards with performance‑based vesting conditions, total compensation expense is recognized over the requisite service period for each separately vesting tranche of the award as if the award is, in substance, multiple awards once performance criteria are set. We recognize stock‑based compensation expense related to performance awards based upon our determination of the potential likelihood of achievement of the performance target at each reporting date, net of estimated forfeitures. Stock‑based compensation expense is included in operating expenses in the accompanying consolidated statements of operations. |
We estimate expected forfeitures of stock‑based awards at the grant date and recognize compensation cost only for those awards expected to vest. We estimate our forfeiture rate based on several factors including historical forfeiture activity, expected future employee turnover, and other qualitative factors. We ultimately adjust this forfeiture assumption to actual forfeitures. | |
Foreign Currency Translation | Foreign Currency Translation: Foreign assets and liabilities are translated using the exchange rate in effect at the balance sheet date, and results of operations are translated using an average rate during the period. Translation adjustments are accumulated and reported as a component of accumulated other comprehensive income. Our foreign earnings are considered permanently reinvested and, therefore, we do not have any corresponding deferred taxes for our unremitted earnings. |
Income Taxes | Income Taxes: We account for income taxes using the asset and liability method under which deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. We measure deferred tax assets and liabilities using enacted tax rates expected to be applied to taxable income in the years in which those differences are expected to be recovered or settled. We recognize in income the effect of a change in tax rates on deferred tax assets and liabilities in the period that includes the enactment date. |
Under ASC 740, Income Taxes (“ASC 740”), FASB requires companies to assess whether valuation allowances should be established against their deferred tax assets based on the consideration of all available positive and negative evidence, using a “more likely than not” standard. In making such assessments, significant weight is given to evidence that can be objectively verified. A company’s current or previous operating history are given more weight than its future outlook, although we do consider future taxable income projections, ongoing tax planning strategies and the limitation on the use of carryforward losses in determining valuation allowance needs. We establish valuation allowances for our deferred tax assets if, based on the available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. | |
During the ordinary course of business, there are many transactions and calculations for which the ultimate tax determination is uncertain. We recognize the tax benefit from uncertain tax positions only if it is more likely than not to be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. We believe that our benefits and accruals recognized are appropriate for all open audit years based on our assessment of many factors including past experience and interpretation of tax law. This assessment relies on estimates and assumptions and may involve a series of complex judgments about future events. To the extent that the final tax outcome of these matters is determined to be different than the amounts recorded, those differences will impact income tax expense in the period in which the determination is made. | |
Derivative Financial Instruments | Derivative Financial Instruments: ASC 815—Derivatives and Hedging (“ASC 815”), requires companies to recognize all derivative instruments as either assets or liabilities at fair value in the statement of financial position. For derivatives designated as hedges, gains or losses on fair value hedges are offset in current earnings against the change in fair value of the risk being hedged, while the effective portion of the gain or loss on a cash flow hedging instrument is reported in accumulated other comprehensive income until the hedged item is recognized in earnings. |
Adoption of New Accounting Pronouncements | Adoption of New Accounting Pronouncements: |
In November 2014, the FASB issued ASU 2014-17, “Pushdown Accounting “ (“ASU 2014-17”). In ASU 2014-17, the FASB amended its standard for business combinations and gave acquiring companies more flexibility in determining how newly acquired businesses will value their balance sheets. Acquired companies now have the option to have the accounting basis used by their new parents “pushed down” onto their financial statements after the deal has closed. The FASB amendments apply to the separate financial statements of a business or not-for-profit activity after it has been acquired, and were effective immediately upon the issuance of ASU 2014-17. The Company adopted ASU 2014-17 upon its issuance, but there has been no impact as we have not issued separate financial statements for our acquired companies. | |
In November 2014, the FASB issued ASU 2014-16, “Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share is More Akin to Debt or to Equity” (“ASU 2014-16”). This Update requires that, for a hybrid financial instrument issued in the form of a share, an entity shall determine whether the host contract is more akin to an equity instrument or a debt instrument by considering all stated and implied substantive terms and features of the hybrid financial instrument as a whole - including the embedded derivative feature that is being evaluated for potential bifurcation - weighing each term and feature on the basis of the relevant facts and circumstances. ASU 2014-16 is effective for the Company for fiscal year 2016, and early adoption is permitted. The Company intends to adopt ASU 2014-16 on January 1, 2016, and does not anticipate any impact on our consolidated financial statements and financial statement disclosures as we do not currently issue or hold hybrid financial instruments in the form of a share. | |
In August 2014, the FASB issued ASU 2014-15, “Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern” (“ASU 2014-15”). ASU 2014-15 requires an entity's management to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the date that the financial statements are available to be issued when applicable). When conditions or events raise substantial doubts about an entity’s ability to continue as a going concern, management shall disclose: (i) the principal conditions or events that raise substantial doubt about the entity's ability to continue as a going concern; (ii) management's evaluation of the significance of those conditions or events in relation to the entity's ability to meet its obligations; and (iii) management's plans that are intended to mitigate the conditions or events and whether or not those plans alleviate the substantial doubt about the entity's ability to continue as a going concern. ASU 2014-15 is effective for the Company for fiscal year 2016, and early application is permitted. We do not currently anticipate that ASU 2014-15 will have any impact on the Company’s financial statement disclosures. | |
In June 2014, the FASB issued ASU 2014-12, “Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could be Achieved after the Requisite Service Period” (“ASU 2014-12”). The FASB issued ASU 2014-12 to clarify that a performance target in a share-based compensation award that could be achieved after an employee completes the requisite service period should be treated as a performance condition that affects the vesting of the award. As such, the performance target should not be reflected in estimating the grant-date fair value of the award. ASU 2014-12 is effective for the Company for fiscal year 2016, and early adoption is permitted. The Company has reviewed its accounting for these types of share-based payments and has determined that we are in compliance with the stated guidelines. | |
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”). ASU 2014-09 takes effect in 2017 and establishes a comprehensive revenue recognition standard for virtually all industries in U.S. GAAP, including those that previously followed industry-specific guidance such as the real estate, construction and software industries. The revenue standard’s core principle is built on the contract between a vendor and a customer for the provision of goods and services. It attempts to depict the exchange of rights and obligations between the parties in the pattern of revenue recognition based on the consideration to which the vendor is entitled. To accomplish this objective, the standard requires five basic steps: (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the entity satisfies a performance obligation. There are three basic transition methods available: full retrospective, retrospective with certain practical expedients, and a cumulative effect approach. While we are continuing to evaluate the impact that the implementation of ASU 2014-09 will have on our financial statements and which implementation methodology we will utilize, we believe the implementation of the new standard will generally result in the Company recognizing revenue earlier than we currently do as we will move away from the completed contract method of revenue recognition. | |
In March 2014, the Financial Accounting Standards Board (“FASB”) issued ASU Update 2014-06, “Technical Corrections and Improvements Related to Glossary Terms” (“ASU 2014-06”). The amendments in the Update relate to glossary terms and cover a wide range of Topics in the Codification. These amendments are presented in four sections — Deletion of Master Glossary Terms (Section A), Addition of Master Glossary Term Links (Section B), Duplicate Master Glossary Terms (Section C), and Other Technical Corrections Related to Glossary Terms (Section D). The amendments in ASU 2014-06 represent changes to clarify the Master Glossary of the Codification, or make improvements to the Master Glossary that are not expected to result in substantive changes to the application of existing guidance or create a significant administrative cost to most entities. Additionally, the amendments will make the Master Glossary easier to understand, as well as reduce the number of terms that appear in the Master Glossary. The amendments resulting from ASU 2014-06 do not have transition guidance and will be effective upon issuance for both public and private companies. The immediate adoption of this standard in March 2014 did not have an impact on our consolidated financial statements, and there was no material impact to our financial statement disclosures. | |
BUSINESS_AND_ORGANIZATION_Tabl
BUSINESS AND ORGANIZATION (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
BUSINESS AND ORGANIZATION | ||||||||
Reporting periods and applicable reports | ||||||||
Reporting Interim Period | Fiscal Interim Period | |||||||
2014 | 2013 | |||||||
Three Months Ended March 31 | January 1, 2014 to March 30, 2014 | January 1, 2013 to March 31, 2013 | ||||||
Three Months Ended June 30 | March 31, 2014 to June 29, 2014 | April 1, 2013 to June 30, 2013 | ||||||
Three Months Ended September 30 | June 30, 2014 to September 28, 2014 | July 1, 2013 to September 29, 2013 | ||||||
Acquisitions completed | ||||||||
Net Assets | ||||||||
Acquired | Primary Form of | |||||||
Business Acquired | Date of Closing | (in millions) | Consideration | |||||
IBI, LLC | July 9, 2013 | $ | 18.6 | Cash | ||||
Hetsco Holdings, Inc | April 30, 2013 | $ | 32.4 | Cash | ||||
TOG Holdings Inc | September 5, 2012 | $ | 12.2 | Cash | ||||
Koontz Wagner Custom Controls Holdings LLC | July 30, 2012 | $ | 32.3 | Cash | ||||
ACQUISITIONS_Tables
ACQUISITIONS (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Acquisition disclosures | |||||||||
Acquisitions completed | |||||||||
Net Assets | |||||||||
Acquired | Primary Form of | ||||||||
Business Acquired | Date of Closing | (in millions) | Consideration | ||||||
IBI, LLC | July 9, 2013 | $ | 18.6 | Cash | |||||
Hetsco Holdings, Inc | April 30, 2013 | $ | 32.4 | Cash | |||||
TOG Holdings Inc | September 5, 2012 | $ | 12.2 | Cash | |||||
Koontz Wagner Custom Controls Holdings LLC | July 30, 2012 | $ | 32.3 | Cash | |||||
Schedule of estimated future aggregate amortization expense of intangible assets | |||||||||
($ in thousands) | December 31, | ||||||||
2015 | $ | 5,672 | |||||||
2016 | 5,649 | ||||||||
2017 | 5,552 | ||||||||
2018 | 5,198 | ||||||||
2019 | 4,808 | ||||||||
Thereafter | 3,591 | ||||||||
Total | $ | 30,470 | |||||||
Unaudited pro forma information | |||||||||
Years Ended December 31, | |||||||||
(unaudited) | |||||||||
($ in thousands, except per share data) | 2013 | 2012 | |||||||
Revenue | $ | 517,503 | $ | 530,656 | |||||
Income from continuing operations | 13,270 | 18,173 | |||||||
Earnings per share from continuing operations: | |||||||||
Basic | $ | 0.78 | $ | 1.08 | |||||
Diluted | $ | 0.78 | $ | 1.05 | |||||
2013 Acquisitions | |||||||||
Acquisition disclosures | |||||||||
Allocation of consideration paid | |||||||||
2013 Acquisition Activity | |||||||||
($ in thousands) | Hetsco | IBI Power | Total | ||||||
Current assets, including cash and cash equivalents of $0.9 million | $ | 7,733 | $ | 8,304 | $ | 16,037 | |||
Property, plant and equipment | 867 | 2,822 | 3,689 | ||||||
Identifiable intangible assets | 19,100 | 8,700 | 27,800 | ||||||
Goodwill | 15,567 | 5,018 | 20,585 | ||||||
Total assets acquired | 43,267 | 24,844 | 68,111 | ||||||
Current liabilities | -2,265 | -6,203 | -8,468 | ||||||
Long-term deferred tax liability | -7,515 | — | -7,515 | ||||||
Other long-term liabilities | -1,089 | — | -1,089 | ||||||
Net assets acquired | $ | 32,398 | $ | 18,641 | $ | 51,039 | |||
Major classes of acquired intangible assets | |||||||||
Weighted Average | |||||||||
($ in thousands) | Amortization Years | 2013 | |||||||
Customer Relationships | 7 | $ | 16,800 | ||||||
Trade Names | Indefinite | 9,200 | |||||||
Noncompetes | 5 | 1,800 | |||||||
$ | 27,800 | ||||||||
Schedule of estimated future aggregate amortization expense of intangible assets | |||||||||
($ in thousands) | |||||||||
For the Fiscal Year Ending December 31— | |||||||||
2015 | $ | 3,123 | |||||||
2016 | 3,123 | ||||||||
2017 | 3,123 | ||||||||
2018 | 2,894 | ||||||||
2019 | 2,743 | ||||||||
Thereafter | 1,071 | ||||||||
Total | $ | 16,077 | |||||||
2013 Acquisitions Final Allocation | |||||||||
Acquisition disclosures | |||||||||
Allocation of consideration paid | |||||||||
2013 Acquisition Activity | |||||||||
($ in thousands) | Hetsco | IBI Power | Total | ||||||
Current assets, including cash and cash equivalents of $0.9 million | $ | 7,672 | $ | 8,304 | $ | 15,976 | |||
Property, plant and equipment | 867 | 2,822 | 3,689 | ||||||
Identifiable intangible assets | 22,800 | 9,300 | 32,100 | ||||||
Goodwill | 12,996 | 4,418 | 17,414 | ||||||
Total assets acquired | 44,335 | 24,844 | 69,179 | ||||||
Current liabilities | -1,921 | -6,203 | -8,124 | ||||||
Long-term deferred tax liability | -8,927 | — | -8,927 | ||||||
Other long-term liabilities | -1,089 | — | -1,089 | ||||||
Net assets acquired | $ | 32,398 | $ | 18,641 | $ | 51,039 | |||
Major classes of acquired intangible assets | |||||||||
Weighted Average | |||||||||
($ in thousands) | Amortization Years | 2013 | |||||||
Customer Relationships | 7 | $ | 19,200 | ||||||
Trade Names | Indefinite | 11,000 | |||||||
Noncompetes | 5 | 1,900 | |||||||
$ | 32,100 | ||||||||
DISCONTINUED_OPERATIONS_AND_SA1
DISCONTINUED OPERATIONS AND SALE OF DELTAK ASSETS (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
DISCONTINUED OPERATIONS AND SALE OF DELTAK ASSETS | |||||||||
Schedule of results of discontinued operations related to the Deltak Business Unit | |||||||||
Years Ended December 31, | |||||||||
($ in thousands) | 2014 | 2013 | 2012 | ||||||
Revenue | $ | — | $ | 2 | $ | 213 | |||
Income before income taxes | 6 | 484 | 329 | ||||||
Income tax expense | -7 | -205 | -45 | ||||||
Loss on disposal of assets, net of tax | — | — | -260 | ||||||
(Loss) Income from discontinued operations | $ | -1 | $ | 279 | $ | 24 | |||
PROPERTY_PLANT_AND_EQUIPMENT_T
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
PROPERTY, PLANT AND EQUIPMENT | ||||||||
Schedule of property, plant and equipment balances, by significant asset category | ||||||||
Estimated | December 31, | |||||||
($ in thousands) | Useful Lives | 2014 | 2013 | |||||
Land | — | $ | 687 | $ | 761 | |||
Buildings and improvements | 5 - 39 years | 12,888 | 9,678 | |||||
Machinery and equipment | 3 - 12 years | 19,251 | 18,291 | |||||
Furniture and fixtures | 2 - 10 years | 11,578 | 10,929 | |||||
Construction-in-progress | — | 2,410 | 3,138 | |||||
46,814 | 42,797 | |||||||
Less accumulated depreciation | -23,967 | -22,153 | ||||||
Property, plant and equipment, net | $ | 22,847 | $ | 20,644 | ||||
GOODWILL_AND_OTHER_INTANGIBLE_1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | ||||||||||||
Changes in goodwill allocated to reportable segments | ||||||||||||
Product | Nuclear | Energy | ||||||||||
Solutions | Services | Services | ||||||||||
($ in thousands) | Segment | Segment | Segment | Total | ||||||||
Balance as of January 1, 2013 | $ | 53,945 | $ | 30,869 | $ | 4,531 | $ | 89,345 | ||||
Goodwill acquired during 2013 | 5,018 | — | 15,567 | 20,585 | ||||||||
Balance as of December 31, 2013 | 58,963 | 30,869 | 20,098 | 109,930 | ||||||||
Goodwill acquired during 2014 | — | — | — | — | ||||||||
Adjustments to Goodwill during 2014 | -475 | — | -2,571 | -3,046 | ||||||||
Balance as of December 31, 2014 | $ | 58,488 | $ | 30,869 | $ | 17,527 | $ | 106,884 | ||||
Cost and accumulated amortization by intangible assets | [ | |||||||||||
December 31, 2014 | ||||||||||||
Weighted Average | Gross Carrying | Accumulated | ||||||||||
($ in thousands) | Amortization Years | Amount | Amortization | Net Asset | ||||||||
Intangible Assets | ||||||||||||
Customer Relationships | 7.7 | $ | 38,500 | $ | -9,917 | $ | 28,583 | |||||
Noncompetes | 5 | 3,016 | -1,129 | 1,887 | ||||||||
Trade Names | Indefinite | 28,600 | — | 28,600 | ||||||||
Total Intangible Assets | $ | 70,116 | $ | -11,046 | $ | 59,070 | ||||||
[ | ||||||||||||
December 31, 2013 | ||||||||||||
Weighted Average | Gross Carrying | Accumulated | ||||||||||
($ in thousands) | Amortization Years | Amount | Amortization | Net Asset | ||||||||
Intangible Assets | ||||||||||||
Customer Relationships | 7.9 | $ | 36,100 | $ | -4,658 | $ | 31,442 | |||||
Noncompetes | 5 | 2,870 | -518 | 2,352 | ||||||||
Trade Names | Indefinite | 26,800 | — | 26,800 | ||||||||
Total Intangible Assets | $ | 65,770 | $ | -5,176 | $ | 60,594 | ||||||
Schedule of estimated future aggregate amortization expense of intangible assets | ||||||||||||
($ in thousands) | December 31, | |||||||||||
2015 | $ | 5,672 | ||||||||||
2016 | 5,649 | |||||||||||
2017 | 5,552 | |||||||||||
2018 | 5,198 | |||||||||||
2019 | 4,808 | |||||||||||
Thereafter | 3,591 | |||||||||||
Total | $ | 30,470 | ||||||||||
FINANCIAL_INSTRUMENTS_Tables
FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
FINANCIAL INSTRUMENTS | ||||||||||||||||||||
Summary of forward contracts | ||||||||||||||||||||
($ in thousands) | ||||||||||||||||||||
Functional Currency | Currency Hedged (bought or sold forward) | Number of Contracts | Hedged Foreign Currency Exposure (in equivalent U.S. Dollars) | Notional Amount of Forward Buy Contracts (in equivalent U.S. Dollars) | Notional Amount of Forward Sell Contracts (in equivalent U.S. Dollars) | |||||||||||||||
U.S. Dollar | Euro | 1 | $ | 19,071 | $ | 19,071 | $ | — | ||||||||||||
Euro | U.S. Dollar | 1 | 4,300 | — | 4,300 | |||||||||||||||
$ | 23,371 | $ | 19,071 | $ | 4,300 | |||||||||||||||
Schedule of impact of derivatives on the consolidated balance sheets | ||||||||||||||||||||
Fair Values of Derivative Instruments | ||||||||||||||||||||
Asset Derivatives | Liability Derivatives | |||||||||||||||||||
As of December 31, | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||
($ in thousands) | Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | ||||||||||||
Derivatives designated as hedging instruments under FASB ASC 815-20 | ||||||||||||||||||||
Foreign exchange contracts | N/A | $ | — | N/A | $ | — | Other current liabilities | $ | 369 | N/A | $ | — | ||||||||
Total derivatives designated as hedging instruments under FASB ASC 815-20 | — | — | 369 | — | ||||||||||||||||
Derivatives not designated as hedging instruments under FASB ASC 815-20 | ||||||||||||||||||||
Foreign exchange contracts | N/A | — | N/A | — | Other current liabilities | 962 | N/A | — | ||||||||||||
Total derivatives not designated as hedging instruments under FASB ASC 815-20 | — | — | 962 | — | ||||||||||||||||
Total derivatives | $ | — | $ | — | $ | 1,331 | $ | — | ||||||||||||
Schedule of impact of derivatives on the consolidated statements of operations | ||||||||||||||||||||
Amount of Loss Recognized in Income on Derivative | ||||||||||||||||||||
($ in thousands) | Location of Loss Recognized in Income on Derivative | 2014 | 2013 | 2012 | ||||||||||||||||
Derivatives in Subtopic 815-20 Fair Value Hedging Relationships | ||||||||||||||||||||
Foreign exchange contracts | Other (income) expense, net | $ | 375 | $ | — | $ | — | |||||||||||||
Derivatives Not Designated as Hedging Instruments under Subtopic 815-20 | ||||||||||||||||||||
Foreign exchange contracts | Other (income) expense, net | $ | 962 | $ | — | $ | — | |||||||||||||
Schedule of derivative liabilities measured at fair value | ||||||||||||||||||||
($ in thousands) | Fair Value Measurements at Reporting Date Using | |||||||||||||||||||
Description | Total Fair Value Liabilities at December 31, 2014 | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | ||||||||||||||||
Foreign exchange contracts | $ | 1,331 | $ | — | $ | 1,331 | $ | — | ||||||||||||
Total | $ | 1,331 | $ | — | $ | 1,331 | $ | — | ||||||||||||
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
INCOME TAXES | ||||||||||||||||
Summary of income tax expense (benefit) | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
($ in thousands) | 2014 | 2013 | 2012 | |||||||||||||
Current: | ||||||||||||||||
Federal | $ | — | $ | — | $ | — | ||||||||||
State | -391 | -294 | 66 | |||||||||||||
Foreign | 2,498 | 2,205 | 1,719 | |||||||||||||
Total current | 2,107 | 1,911 | 1,785 | |||||||||||||
Deferred: | ||||||||||||||||
Federal | 2,059 | -2,421 | -951 | |||||||||||||
State | 79 | 445 | -66 | |||||||||||||
Foreign | -221 | -167 | 168 | |||||||||||||
Total deferred | 1,917 | -2,143 | -849 | |||||||||||||
Income tax expense (benefit) | $ | 4,024 | $ | -232 | $ | 936 | ||||||||||
Income tax expense (benefit) allocated between continuing operations and discontinued operations | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
($ in thousands) | 2014 | 2013 | 2012 | |||||||||||||
Continuing operations | $ | 4,017 | $ | -437 | $ | 1,031 | ||||||||||
Discontinued operations | 7 | 205 | -95 | |||||||||||||
Income tax expense (benefit) | $ | 4,024 | $ | -232 | $ | 936 | ||||||||||
Income before income taxes | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
($ in thousands) | 2014 | 2013 | 2012 | |||||||||||||
Domestic | $ | 6,548 | $ | 3,771 | $ | 9,080 | ||||||||||
Foreign | 8,619 | 7,298 | 9,521 | |||||||||||||
Income from continuing operations | 15,167 | 11,069 | 18,601 | |||||||||||||
Income (loss) from discontinued operations | 6 | 484 | -71 | |||||||||||||
Income before income tax | $ | 15,173 | $ | 11,553 | $ | 18,530 | ||||||||||
Components of deferred income taxes | ||||||||||||||||
December 31, | ||||||||||||||||
($ in thousands) | 2014 | 2013 | ||||||||||||||
Assets: | ||||||||||||||||
Cost in excess of identifiable net assets of business acquired | $ | -6,332 | $ | 2,963 | ||||||||||||
Reserves and other accruals | 933 | 1,142 | ||||||||||||||
Tax credit carryforwards | 10,591 | 10,690 | ||||||||||||||
Accrued compensation and benefits | 5,426 | 3,552 | ||||||||||||||
State net operating loss carryforwards | 3,018 | 2,770 | ||||||||||||||
Federal net operating loss carryforwards | 18,473 | 16,828 | ||||||||||||||
Other | 1,434 | 1,031 | ||||||||||||||
33,543 | 38,976 | |||||||||||||||
Liabilities: | ||||||||||||||||
Indefinite life intangibles | -21,927 | -23,260 | ||||||||||||||
Property and equipment | -1,387 | -1,937 | ||||||||||||||
Net deferred tax assets | 10,229 | 13,779 | ||||||||||||||
Valuation allowance for net deferred tax assets | -2,628 | -2,848 | ||||||||||||||
Net deferred tax asset after valuation allowance | $ | 7,601 | $ | 10,931 | ||||||||||||
Allocation of deferred tax assets between current and non-current | ||||||||||||||||
December 31, | ||||||||||||||||
($ in thousands) | 2014 | 2013 | ||||||||||||||
Current deferred tax asset | $ | 5,011 | $ | 3,301 | ||||||||||||
Non-current deferred tax asset | 2,590 | 7,630 | ||||||||||||||
Net deferred tax assets after valuation allowance | $ | 7,601 | $ | 10,931 | ||||||||||||
Schedule of effective income tax rate for continuing operations | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
($ in thousands) | Amount | Percent | Amount | Percent | Amount | Percent | ||||||||||
Tax expense computed at the maximum U.S. statutory rate | $ | 5,310 | 35.0 | % | $ | 3,874 | 35.0 | % | $ | 6,510 | 35.0 | % | ||||
Difference resulting from state income taxes, net of federal income tax benefits | -164 | -1.1 | % | -137 | -1.2 | % | 377 | 2.0 | % | |||||||
Foreign tax rate differences | -1,127 | -7.4 | % | -715 | -6.5 | % | -774 | -4.2 | % | |||||||
Non-deductible business acquisition costs | — | 0.0 | % | 277 | 2.5 | % | 187 | 1.0 | % | |||||||
Non-deductible expenses, other | 118 | 0.8 | % | 245 | 2.2 | % | 14 | 0.1 | % | |||||||
Non-deductible expenses, meals and entertainment | 376 | 2.5 | % | 194 | 1.8 | % | 181 | 1.0 | % | |||||||
Increase to net operating loss carryforward | -656 | -4.3 | % | — | 0.0 | % | -3,665 | -19.7 | % | |||||||
Change in valuation allowance | -220 | -1.5 | % | -4,241 | -38.3 | % | -357 | -1.9 | % | |||||||
Change in accrual for uncertain tax positions | 360 | 2.4 | % | 202 | 1.8 | % | -1,150 | -6.2 | % | |||||||
Other, net | 20 | 0.1 | % | -136 | -1.3 | % | -292 | -1.6 | % | |||||||
Total | $ | 4,017 | 26.5 | % | $ | -437 | -4 | % | $ | 1,031 | 5.5 | % | ||||
Presentation of open tax years by jurisdiction | ||||||||||||||||
Tax Jurisdiction | Examination in Progress | Open Tax Years for Examination | ||||||||||||||
United States | None | 2005 to Present | ||||||||||||||
Mexico | None | 2009 to Present | ||||||||||||||
China | None | 2006 to Present | ||||||||||||||
The Netherlands | None | 2011 to Present | ||||||||||||||
Reconciliation of unrecognized tax benefits | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
($ in thousands) | 2014 | 2013 | 2012 | |||||||||||||
Unrecognized Tax Benefits at January 1 | $ | 4,717 | $ | 4,149 | $ | 5,763 | ||||||||||
Change in Unrecognized Tax Benefits Taken During a Prior Period | — | 581 | -1,672 | |||||||||||||
Change in Unrecognized Tax Benefits During the Current Period | 134 | 23 | 151 | |||||||||||||
Decreases in Unrecognized Tax Benefits From Settlements with Taxing Authorities | — | — | — | |||||||||||||
Reductions to Unrecognized Tax Benefits From Lapse of Statutes of Limitations | -56 | -36 | -93 | |||||||||||||
Unrecognized Tax Benefits at December 31 | $ | 4,795 | $ | 4,717 | $ | 4,149 | ||||||||||
UNCOMPLETED_CONTRACTS_Tables
UNCOMPLETED CONTRACTS (Tables) | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
UNCOMPLETED CONTRACTS | ||||||
Costs, earnings and billings related to uncompleted contracts | ||||||
December 31, | ||||||
($ in thousands) | 2014 | 2013 | ||||
Costs incurred on uncompleted contracts | $ | 346,486 | $ | 292,701 | ||
Earnings recognized on uncompleted contracts | 41,301 | 36,622 | ||||
Total | 387,787 | 329,323 | ||||
Less—billings to date | -344,328 | -300,276 | ||||
Net | $ | 43,459 | $ | 29,047 | ||
Costs and estimated earnings in excess of billings | $ | 57,918 | $ | 41,804 | ||
Billings in excess of costs and estimated earnings | -14,459 | -12,757 | ||||
Net | $ | 43,459 | $ | 29,047 | ||
STOCKHOLDERS_EQUITY_Tables
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||
STOCKHOLDERS' EQUITY | ||||||||||||||||||||||
Information relating to Company's cash dividends declared to common stockholders | ||||||||||||||||||||||
Dividend | Dividend | Date of Record for | Dividend Cash | Dividend Cash | ||||||||||||||||||
($ in thousands) | Declaration Date | per Share | Dividend Payment | Payment Date | Declared | |||||||||||||||||
Fiscal year 2014: | ||||||||||||||||||||||
March 7, 2014 | $ | 0.09 | March 18, 2014 | March 28, 2014 | $ | 1,551 | ||||||||||||||||
May 1, 2014 | $ | 0.09 | June 13, 2014 | June 27, 2014 | $ | 1,599 | ||||||||||||||||
31-Jul-14 | $ | 0.09 | September 12, 2014 | September 26, 2014 | $ | 1,571 | ||||||||||||||||
30-Oct-14 | $ | 0.09 | December 12, 2014 | December 26, 2014 | $ | 1,570 | ||||||||||||||||
Assumptions used to estimate the fair value of market-based restricted stock awards granted | ||||||||||||||||||||||
Three Months Ended | Three Months Ended | Three Months Ended | Three Months Ended | |||||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||||||||
2014 | 2014 | 2014 | 2014 | |||||||||||||||||||
Expected term (years) | NA | 2.75 | 2.35 | NA | ||||||||||||||||||
Expected volatility | NA | 34.74 | % | 31.60 | % | NA | ||||||||||||||||
Expected dividend yield | NA | 0.00 | % | 0.00 | % | NA | ||||||||||||||||
Risk-free interest rate | NA | 0.79 | % | 0.69 | % | NA | ||||||||||||||||
Weighted-average grant date fair value | NA | $ | 25.71 | $ | 15.85 | NA | ||||||||||||||||
Number of Shares Granted | — | 80,624 | 3,333 | — | ||||||||||||||||||
EARNINGS_PER_SHARE_Tables
EARNINGS PER SHARE (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
EARNINGS PER SHARE | ||||||||||
Schedule of calculation of basic and diluted earnings per common share | ||||||||||
Years Ended December 31, | ||||||||||
($ in thousands, except per share data) | 2014 | 2013 | 2012 | |||||||
Net Income (basic and diluted): | ||||||||||
Income from continuing operations | $ | 11,150 | $ | 11,506 | $ | 17,570 | ||||
(Loss) income from discontinued operations | -1 | 279 | 24 | |||||||
Net income available to common shareholders | $ | 11,149 | $ | 11,785 | $ | 17,594 | ||||
Basic Earnings Per Common Share: | ||||||||||
Weighted Average Common Shares Outstanding | 17,005,589 | 16,919,981 | 16,885,259 | |||||||
Basic earnings per common share from continuing operations | $ | 0.66 | $ | 0.68 | $ | 1.04 | ||||
Basic earnings per common share from discontinued operations | — | 0.02 | — | |||||||
Basic earnings per common share | $ | 0.66 | $ | 0.70 | $ | 1.04 | ||||
Diluted Earnings Per Common Share: | ||||||||||
Weighted Average Common Shares Outstanding | 17,005,589 | 16,919,981 | 16,885,259 | |||||||
Effect of Dilutive Securities: | ||||||||||
Unvested portion of restricted stock awards | 29,333 | 125,114 | 245,243 | |||||||
Warrants to purchase common stock | — | — | 117,221 | |||||||
Weighted Average Common Shares Outstanding Assuming Dilution | 17,034,922 | 17,045,095 | 17,247,723 | |||||||
Diluted earnings per common share from continuing operations | $ | 0.65 | $ | 0.68 | $ | 1.02 | ||||
Diluted earnings per common share from discontinued operations | — | 0.01 | — | |||||||
Diluted earnings per common share | $ | 0.65 | $ | 0.69 | $ | 1.02 | ||||
STOCKBASED_COMPENSATION_Tables
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||
STOCK-BASED COMPENSATION | ||||||||||||||||||||||
Summary of unvested restricted stock award activity | ||||||||||||||||||||||
Weighted-Average | ||||||||||||||||||||||
Service | Performance | Market | Total | Grant Date | ||||||||||||||||||
Based | Based | Based | Number of Shares | Fair Value per Share | ||||||||||||||||||
Unvested restricted stock at December 31, 2013 | 198,461 | 51,491 | 61,603 | 311,555 | $ | 20.02 | ||||||||||||||||
Granted | 114,235 | 121,053 | 83,957 | 319,245 | 20.94 | |||||||||||||||||
Vested | -106,322 | — | — | -106,322 | 18.98 | |||||||||||||||||
Forfeited | -20,962 | -31,409 | -14,978 | -67,349 | 20.39 | |||||||||||||||||
Unvested restricted stock at December 31, 2014 | 185,412 | 141,135 | 130,582 | 457,129 | $ | 20.85 | ||||||||||||||||
Assumptions used to estimate the fair value of market-based restricted stock awards granted | ||||||||||||||||||||||
Three Months Ended | Three Months Ended | Three Months Ended | Three Months Ended | |||||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||||||||
2014 | 2014 | 2014 | 2014 | |||||||||||||||||||
Expected term (years) | NA | 2.75 | 2.35 | NA | ||||||||||||||||||
Expected volatility | NA | 34.74 | % | 31.60 | % | NA | ||||||||||||||||
Expected dividend yield | NA | 0.00 | % | 0.00 | % | NA | ||||||||||||||||
Risk-free interest rate | NA | 0.79 | % | 0.69 | % | NA | ||||||||||||||||
Weighted-average grant date fair value | NA | $ | 25.71 | $ | 15.85 | NA | ||||||||||||||||
Number of Shares Granted | — | 80,624 | 3,333 | — | ||||||||||||||||||
EMPLOYEE_BENEFIT_PLANS_Tables
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
EMPLOYEE BENEFIT PLANS | |||||||||||||||||||||||||||||
Summary of plan information relating to participation in multiemployer pension plans | |||||||||||||||||||||||||||||
Expiration | |||||||||||||||||||||||||||||
Rehab Plan | Date of | ||||||||||||||||||||||||||||
status | Collective | ||||||||||||||||||||||||||||
EIN/Pension | Pension Protection Act Zone Status | Pending/ | ($ in thousands) Contributions by Global Power | Surcharge | Bargaining | ||||||||||||||||||||||||
Pension Fund | Plan Number | 2014 | 2013 | 2012 | 2011 | Implemented | 2014 | 2013 | 2012 | 2011 | Imposed | Agreement | |||||||||||||||||
IUPAT Industry Pension Plan | 52-6073909/001 | Yellow | Yellow | Yellow | Yellow | No | 1,438 | 1,855 | 2,183 | 1,899 | No | Varies through July 2020 | |||||||||||||||||
Laborers National Pension Fund | 75-1280827/001 | Green | Green | Green | Green | No | 1,292 | 1,404 | 1,241 | 823 | No | Varies through July 2020 | |||||||||||||||||
Tri-State Carpenters & Joiners Pension Trust Fund | 62-0976048/001 | Red | Red | Red | Red | Implemented | 1,146 | 1,065 | 1,183 | 272 | No | Varies through Nov 2015 | |||||||||||||||||
Boilermaker-Blacksmith National Pension Trust | 48-6168020/001 | Yellow | Yellow | Yellow | Yellow | No | 3,227 | 1,824 | 1,055 | 1,284 | No | Varies through July 2020 | |||||||||||||||||
Plumbers & Pipefitters National Pension Fund | 52-6152779/001 | Red | Red | Red | Red | No | 609 | 834 | 892 | 1,167 | No | Varies through July 2020 | |||||||||||||||||
6/30/11 | 6/30/11 | 6/30/11 | 6/30/11 | ||||||||||||||||||||||||||
IBEW Local 1579 Pension Plan(1) | 58-1254974/001 | Green | Green | Green | Green | No | 710 | 470 | 607 | 808 | No | Varies through July 2020 | |||||||||||||||||
9/30/11 | 9/30/11 | 9/30/11 | 9/30/11 | ||||||||||||||||||||||||||
National Asbestos Workers Pension Plan | 52-6038497/001 | Red | Red | Red | Red | Implemented | 1,438 | 793 | 600 | 756 | No | Varies through Dec 2017 | |||||||||||||||||
6/30/11 | 6/30/11 | 6/30/11 | 6/30/11 | ||||||||||||||||||||||||||
Sheet Metal Workers’ National Pension Fund | 52-6112463/001 | Red | Red | Red | Red | Implemented | 423 | 511 | 269 | 473 | No | Varies through July 2020 | |||||||||||||||||
Plumbers & Steamfitters Local No. 150 Pension Fund | 58-6116699/001 | Red | Red | Red | Red | No | 415 | 221 | 246 | 282 | No | Varies through July 2020 | |||||||||||||||||
Southern Ironworkers Pension Plan(1) | 59-6227091/001 | Green | Green | Green | Green | No | 244 | 187 | 227 | 263 | No | Varies through July 2020 | |||||||||||||||||
Insulators Local No. 96 Pension Plan(1) | 58-6110889/001 | Yellow | Yellow | Yellow | Yellow | No | 258 | 180 | 225 | 276 | No | Varies through July 2020 | |||||||||||||||||
Central States, Southeast, and Southwest Pension Fund | 36-6044243/001 | Red | Red | Red | Red | Implemented | 248 | 226 | 216 | 63 | No | Varies through Nov 2015 | |||||||||||||||||
AFL-AGC Building Trades Pension Fund(1) | 63-6055108/001 | Green | Green | Green | Green | No | 135 | 215 | 112 | 328 | No | Varies through July 2020 | |||||||||||||||||
6/30/11 | 6/30/11 | 6/30/11 | 6/30/11 | ||||||||||||||||||||||||||
Washington-Idaho-Montana Carpenters-Employers Retirement Fund | 91-6123987/001 | Red | Red | Red | Red | Implemented | 99 | 557 | 99 | 86 | No | Nov-15 | |||||||||||||||||
6/30/11 | 6/30/11 | 6/30/11 | 6/30/11 | ||||||||||||||||||||||||||
Asbestos Workers Local No. 55 Pension Fund(1) | 63-0474674/001 | Red | Red | Red | Red | Implemented | 96 | 242 | 75 | 118 | No | Jul-20 | |||||||||||||||||
Iron Workers Local 40, 361 & 417 Pension Fund | 51-6102576/001 | Yellow | Yellow | Yellow | Yellow | No | 63 | — | 56 | 26 | No | Jun-20 | |||||||||||||||||
Central Laborers’ Pension Fund | 37-6052379/001 | Yellow 9/30/2011 | Yellow 9/30/2011 | Yellow 9/30/2011 | Yellow 9/30/2011 | No | — | 1 | 58 | 108 | No | Expired | |||||||||||||||||
IBEW Local Union No. 1392 Pension Plan(1) | 35-6244875/001 | Green | Green | Green | Green | No | 178 | 105 | 38 | -2 | No | May-13 | |||||||||||||||||
5/31/13 | 5/31/11 | 5/31/11 | 5/31/11 | ||||||||||||||||||||||||||
Washington-Idaho Laborers-Employers Pension Trust | 91-6123988/001 | Red | Red | Red | Red | No | 41 | 184 | 31 | 72 | No | Nov-15 | |||||||||||||||||
5/31/11 | 5/31/11 | 5/31/11 | 5/31/11 | ||||||||||||||||||||||||||
United Association of Journeyman & Apprentices of the Plumbing & Pipefitting Industry of the United States & Canada Local 198 AFL-CIO Pension Trust | 72-0522454/001 | Red | Red | Red | Red | Implemented | — | — | 10 | 9 | No | Expired | |||||||||||||||||
8/31/11 | 8/31/11 | 8/31/11 | 8/31/11 | ||||||||||||||||||||||||||
Expiration | |||||||||||||||||||||||||||||
Rehab Plan | Date of | ||||||||||||||||||||||||||||
status | Collective | ||||||||||||||||||||||||||||
EIN/Pension | Pension Protection Act Zone Status | Pending/ | ($ in thousands) Contributions by Global Power | Surcharge | Bargaining | ||||||||||||||||||||||||
Pension Fund | Plan Number | 2014 | 2013 | 2012 | 2011 | Implemented | 2014 | 2013 | 2012 | 2011 | Imposed | Agreement | |||||||||||||||||
Sheet Metal Workers Local 441 Supplemental Pension Plan(1) | 63-6219747/001 | Green | Green | Green | Green | No | 18 | 29 | 14 | 28 | No | Jul-20 | |||||||||||||||||
Northwest Ironworkers Retirement Plan | 91-6123688/001 | Yellow 6/30/2011 | Yellow 6/30/2011 | Yellow 6/30/2011 | Yellow 6/30/2011 | No | 25 | 53 | 7 | 88 | No | Nov-15 | |||||||||||||||||
Massachusetts Laborers’ Pension Fund | 04-6128298/001 | Red | Red | Red | Red | No | — | — | — | 730 | No | Expired | |||||||||||||||||
6/30/11 | 6/30/11 | 6/30/11 | 6/30/11 | ||||||||||||||||||||||||||
Pension Trust Fund of the Pension Hospitalization & Benefit Plan of the Electrical Industry | 13-6123601/001 | Green | Green | Green | Green | No | — | — | — | 478 | No | Expired | |||||||||||||||||
9/30/11 | 9/30/11 | 9/30/11 | 9/30/11 | ||||||||||||||||||||||||||
Plumbers and Steamfitters Local No. 131 Pension Fund(1) | 51-6029575/001 | Red | Red | Red | Red | Implemented | — | 5 | — | 363 | No | Expired | |||||||||||||||||
10/31/11 | 10/31/11 | 10/31/11 | 10/31/11 | ||||||||||||||||||||||||||
New England Teamsters & Trucking Industry Pension Fund | 04-6372430/001 | Red | Red | Red | Red | Implemented | — | — | — | 81 | No | Expired | |||||||||||||||||
9/30/11 | 9/30/11 | 9/30/11 | 9/30/11 | ||||||||||||||||||||||||||
Iron Workers District Council of New England Pension Fund | 04-2591016 | Yellow | Yellow | Yellow | Yellow | No | — | — | — | 80 | No | Expired | |||||||||||||||||
Michigan Laborers’ Pension Fund | 38-6233976/001 | Red | Red | Red | Red | No | — | — | — | 31 | No | Expired | |||||||||||||||||
8/31/11 | 8/31/11 | 8/31/11 | 8/31/11 | ||||||||||||||||||||||||||
IBEW Local Union No. 223 Pension Plan | 04-2780301/005 | Red | Red | Red | Red | Implemented | — | — | — | — | No | Expired | |||||||||||||||||
Iron Workers Local 340 Retirement Income Plan | 38-6233975/001 | Red | Red | Red | Red | Implemented | — | — | — | 35 | No | Expired | |||||||||||||||||
Plumbers & Steamfitters Local 298 Jurisdictional Pension Fund | 39-0542913/001 | Yellow | Yellow | Yellow | Yellow | Implemented | — | — | — | — | N/A | Expired | |||||||||||||||||
All Others | 2,552 | 2,443 | 2,124 | 3,800 | |||||||||||||||||||||||||
$ | 14,655 | $ | 13,404 | $ | 11,568 | $ | 14,827 | ||||||||||||||||||||||
-1 | We were listed in the multiemployer plan’s Form 5500 as providing more than 5% of total contributions for the plan year ended in 2012. | ||||||||||||||||||||||||||||
-2 | We did not participate in the IBEW Local Union No. 1392 Pension Plan prior to the Koontz‑Wagner Acquisition on July 30, 2012. | ||||||||||||||||||||||||||||
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
COMMITMENTS AND CONTINGENCIES. | ||||||
Reconciliation of the changes to warranty reserve | ||||||
Years Ended | ||||||
December 31, | ||||||
($ in thousands) | 2014 | 2013 | ||||
Balance at the beginning of the period | $ | 3,261 | $ | 4,073 | ||
Adjustments(1) | 188 | -415 | ||||
Provision for the period | 1,258 | 2,395 | ||||
Settlements made (in cash or in kind) for the period | -2,711 | -2,792 | ||||
Balance at the end of the period | $ | 1,996 | $ | 3,261 | ||
-1 | During 2014 and 2013, warranty adjustments included the normal expiration of warranty periods and changes in management’s estimates, based on historical claims activity. In addition, 2013 includes warranty reserves acquired through the 2013 Acquisitions. | |||||
Schedule of future minimum annual lease payments | ||||||
($ in thousands) | December 31, | |||||
2015 | $ | 3,156 | ||||
2016 | 2,424 | |||||
2017 | 1,863 | |||||
2018 | 1,131 | |||||
2019 | 1,011 | |||||
Thereafter | 2,423 | |||||
Total | $ | 12,008 | ||||
MAJOR_CUSTOMERS_AND_CONCENTRAT1
MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Accounts receivable | ||||||||
Major customers and concentration of credit risk | ||||||||
Schedule of customers as a percentage of consolidated amounts | ||||||||
December 31, | ||||||||
Customer | 2014 | 2013 | ||||||
General Electric Company | 20% | 25% | ||||||
Siemens Energy, Inc. | 18% | 21% | ||||||
Southern Nuclear Operating Company | 17% | * | ||||||
*Less than 10% | ||||||||
Revenue | ||||||||
Major customers and concentration of credit risk | ||||||||
Schedule of customers as a percentage of consolidated amounts | ||||||||
Years Ended December 31, | ||||||||
Customer | 2014 | 2013 | 2012 | |||||
Southern Nuclear Operating Company | 17% | 16% | 16% | |||||
Tennessee Valley Authority | 16% | 15% | 14% | |||||
General Electric Company | 13% | 18% | 16% | |||||
Siemens Energy, Inc. | 11% | 13% | 15% | |||||
All others | 43% | 38% | 39% | |||||
Total | 100% | 100% | 100% | |||||
OTHER_SUPPLEMENTAL_INFORMATION1
OTHER SUPPLEMENTAL INFORMATION (Tables) | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
OTHER SUPPLEMENTAL INFORMATION | ||||||
Schedule of other current assets | ||||||
December 31, | ||||||
($ in thousands) | 2014 | 2013 | ||||
Prepaid expenses | $ | 2,166 | $ | 2,735 | ||
VAT receivable | 2,809 | 3,216 | ||||
Prepaid taxes | 746 | 872 | ||||
Other receivable | 1,114 | 55 | ||||
Other | 110 | 1,337 | ||||
Total | $ | 6,945 | $ | 8,215 | ||
Schedule of other long-term assets | ||||||
December 31, | ||||||
($ in thousands) | 2014 | 2013 | ||||
Debt issuance costs, net | $ | 514 | $ | 751 | ||
Other | 327 | 507 | ||||
Total | $ | 841 | $ | 1,258 | ||
Schedule of other current liabilities | ||||||
December 31, | ||||||
($ in thousands) | 2014 | 2013 | ||||
Accrued workers compensation | $ | 1,232 | $ | 1,659 | ||
Accrued taxes | 614 | 1,524 | ||||
Accrued contract obligation | — | 1,030 | ||||
Accrued job reserves | 622 | 1,387 | ||||
Accrued legal and professional fees | 317 | 1,036 | ||||
Other | 2,798 | 1,847 | ||||
Total | $ | 5,583 | $ | 8,483 | ||
Schedule of other long-term liabilities | ||||||
December 31, | ||||||
($ in thousands) | 2014 | 2013 | ||||
Uncertain tax liabilities | $ | 5,391 | $ | 5,054 | ||
Other | 846 | 790 | ||||
Total | $ | 6,237 | $ | 5,844 | ||
SEGMENT_INFORMATION_Tables
SEGMENT INFORMATION (Tables) | 12 Months Ended | |||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||
SEGMENT INFORMATION | ||||||||||||||||||
Schedule of segment income information | ||||||||||||||||||
Year ended December 31, | ||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||
Revenues: | ||||||||||||||||||
Product Solutions - 3rd Party | $ | 222,250 | $ | 208,194 | $ | 193,676 | ||||||||||||
Product Solutions - Intersegment | 2,554 | — | — | |||||||||||||||
Product Solutions - Total | 224,804 | 208,194 | 193,676 | |||||||||||||||
Nuclear Services - 3rd Party | 246,624 | 234,852 | 236,278 | |||||||||||||||
Nuclear Services - Intersegment | — | 491 | — | |||||||||||||||
Nuclear Services - Total | 246,624 | 235,343 | 236,278 | |||||||||||||||
Energy Services - 3rd Party | 69,671 | 41,172 | 32,874 | |||||||||||||||
Energy Services - Intersegment | 1,545 | 162 | 427 | |||||||||||||||
Energy Services - Total | 71,216 | 41,334 | 33,301 | |||||||||||||||
Intersegment Revenue Eliminations | -4,099 | -653 | -427 | |||||||||||||||
Consolidated | $ | 538,545 | $ | 484,218 | $ | 462,828 | ||||||||||||
Years Ended December 31, | ||||||||||||||||||
($ in thousands) | 2014 | 2013 | 2012 | |||||||||||||||
Depreciation and Amortization: | ||||||||||||||||||
Product Solutions | $ | 6,580 | $ | 5,619 | $ | 2,670 | ||||||||||||
Nuclear Services | 864 | 855 | 1,000 | |||||||||||||||
Energy Services | 2,827 | 1,560 | 27 | |||||||||||||||
Consolidated | $ | 10,271 | $ | 8,034 | $ | 3,697 | ||||||||||||
Years Ended December 31, | ||||||||||||||||||
($ in thousands) | 2014 | 2013 | 2012 | |||||||||||||||
Operating Income (Loss): | ||||||||||||||||||
Product Solutions | $ | 9,078 | $ | 8,963 | $ | 9,271 | ||||||||||||
Nuclear Services | 10,114 | 7,902 | 8,670 | |||||||||||||||
Energy Services | -2,603 | -4,820 | 2,505 | |||||||||||||||
Consolidated Operating Income | 16,589 | 12,045 | 20,446 | |||||||||||||||
Consolidated interest expense, net | 1,710 | 893 | 1,563 | |||||||||||||||
Consolidated other (income) expense, net | -288 | 83 | 282 | |||||||||||||||
Consolidated income from continuing operations before income tax | $ | 15,167 | $ | 11,069 | $ | 18,601 | ||||||||||||
Schedule of reconciliation of consolidated assets by segment | ||||||||||||||||||
As of December 31, | ||||||||||||||||||
($ in thousands) | 2014 | 2013 | ||||||||||||||||
Assets: | ||||||||||||||||||
Product Solutions | $ | 227,564 | $ | 232,070 | ||||||||||||||
Nuclear Services | 89,475 | 63,897 | ||||||||||||||||
Energy Services | 66,030 | 49,782 | ||||||||||||||||
Non allocated corporate headquarters assets(1) | 11,478 | 21,649 | ||||||||||||||||
Total consolidated assets | $ | 394,547 | $ | 367,398 | ||||||||||||||
Schedule of Product Solutions segment revenue by geographical region based on operating locations | ||||||||||||||||||
The following presents the Product Solutions segment revenue by geographical region based on our operating locations. Products are often shipped to other geographical areas but revenue is listed in the region in which the revenue is recognized: | ||||||||||||||||||
Years Ended December 31, | ||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||
($ in thousands) | Revenue | Product | Revenue | Product | Revenue | Product | ||||||||||||
Recognized In | Shipped To | Recognized In | Shipped To | Recognized In | Shipped To | |||||||||||||
United States | $ | 159,043 | $ | 126,240 | $ | 155,213 | $ | 82,966 | $ | 116,904 | $ | 56,010 | ||||||
Canada | — | 4,631 | — | 18,462 | — | 4,306 | ||||||||||||
Europe | 47,595 | 10,334 | 38,743 | 6,314 | 59,110 | 8,583 | ||||||||||||
Mexico | 11,675 | 798 | 12,158 | 7,283 | 16,164 | 4,091 | ||||||||||||
Asia | 3,937 | 18,332 | 2,080 | 23,624 | 1,498 | 14,920 | ||||||||||||
Middle East | — | 39,485 | — | 40,573 | — | 82,596 | ||||||||||||
South America | — | 4,719 | — | 21,781 | — | 17,182 | ||||||||||||
Other | — | 17,711 | — | 7,191 | — | 5,988 | ||||||||||||
Total | $ | 222,250 | $ | 222,250 | $ | 208,194 | $ | 208,194 | $ | 193,676 | $ | 193,676 | ||||||
The following presents the Energy Services segment revenue by geographical region based on our operating locations. Services are sometimes performed in other geographical areas but revenue is listed in the region in which the revenue is recognized: | ||||||||||||||||||
Years Ended December 31, | ||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||
($ in thousands) | Revenue | Service | Revenue | Service | Revenue | Service | ||||||||||||
Recognized In | Provided In | Recognized In | Provided In | Recognized In | Provided In | |||||||||||||
United States | $ | 69,671 | $ | 68,259 | $ | 41,172 | $ | 40,337 | $ | 32,874 | $ | 32,874 | ||||||
Canada | — | 257 | — | 69 | — | — | ||||||||||||
Asia | — | 627 | — | 315 | — | — | ||||||||||||
Middle East | — | 186 | — | 188 | — | — | ||||||||||||
South America | — | 342 | — | — | — | — | ||||||||||||
Other | — | — | — | 263 | — | — | ||||||||||||
Total | $ | 69,671 | $ | 69,671 | $ | 41,172 | $ | 41,172 | $ | 32,874 | $ | 32,874 | ||||||
SELECTED_QUARTERLY_FINANCIAL_D1
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | ||||||||||||||||
Summary of the quarterly operating results | ||||||||||||||||
($ in thousands, except per share data) | First | Second | Third | Fourth | 2014 | |||||||||||
Years Ended December 31, 2014 | Quarter | Quarter | Quarter | Quarter | Total | |||||||||||
Total revenue | $ | 104,882 | $ | 114,739 | $ | 145,128 | $ | 173,796 | $ | 538,545 | ||||||
Gross profit | 18,478 | 20,262 | 24,681 | 27,409 | 90,830 | |||||||||||
(Loss) income from continuing operations | -72 | 864 | 4,428 | 5,930 | 11,150 | |||||||||||
Earnings per common share from continuing operations: | ||||||||||||||||
Basic | — | 0.06 | 0.26 | 0.35 | 0.66 | |||||||||||
Diluted | — | 0.06 | 0.26 | 0.35 | 0.65 | |||||||||||
First | Second | Third | Fourth | 2013 | ||||||||||||
Years Ended December 31, 2013 | Quarter | Quarter | Quarter | Quarter | Total | |||||||||||
Total revenue | $ | 116,710 | $ | 115,965 | $ | 109,998 | $ | 141,545 | $ | 484,218 | ||||||
Gross profit | 15,966 | 18,803 | 20,726 | 29,509 | 85,004 | |||||||||||
(Loss) income from continuing operations | -1,201 | 742 | 1,029 | 10,936 | 11,506 | |||||||||||
Earnings per common share from continuing operations: | ||||||||||||||||
Basic | -0.07 | 0.04 | 0.06 | 0.63 | 0.68 | |||||||||||
Diluted | -0.07 | 0.04 | 0.06 | 0.63 | 0.68 | |||||||||||
BUSINESS_AND_ORGANIZATION_Deta
BUSINESS AND ORGANIZATION (Details) (USD $) | 1 Months Ended | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Jul. 09, 2013 | Apr. 30, 2013 | Sep. 05, 2012 | Jul. 30, 2012 |
segment | |||||||
Acquisition disclosures | |||||||
Number of reportable segments | 3 | ||||||
Number of weeks in the first reporting period of each quarter | 28 days | ||||||
Number of weeks in the second reporting period of each quarter | 28 days | ||||||
Number of weeks in the third reporting period of each quarter | 35 days | ||||||
IBI, LLC | |||||||
Acquisition disclosures | |||||||
Net Assets Acquired | $18,641 | $18,600 | |||||
Hetsco Holdings, Inc. | |||||||
Acquisition disclosures | |||||||
Net Assets Acquired | 32,398 | 32,400 | |||||
TOG Holdings Inc. | |||||||
Acquisition disclosures | |||||||
Net Assets Acquired | 12,200 | ||||||
Koontz Wagner Custom Controls Holdings LLC | |||||||
Acquisition disclosures | |||||||
Net Assets Acquired | $32,300 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | 1 Months Ended | 12 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2014 |
segment | ||
Number of Reportable Segments | 3 | |
Maximum product warranty term | 3 years | |
Minimum | ||
Vesting period | 1 year | |
Maximum | ||
Vesting period | 4 years | |
Non-U.S. entities | ||
Cash and cash equivalents deposited with financial institutions | 8.8 |
ACQUISITIONS_Details
ACQUISITIONS (Details) (USD $) | 12 Months Ended | 0 Months Ended | |||||||
Dec. 31, 2014 | Jul. 09, 2013 | Apr. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 17, 2013 | Dec. 16, 2013 | Jul. 30, 2012 | Sep. 05, 2012 | |
item | |||||||||
Acquisition disclosures | |||||||||
Percentage of equity acquired | 100.00% | ||||||||
Number of businesses acquired | 4 | ||||||||
Number of products companies acquired | 3 | ||||||||
Number of industrial gas services company acquired | 1 | ||||||||
Allocation of consideration paid for acquisition | |||||||||
Goodwill | $106,884,000 | $109,930,000 | $89,345,000 | ||||||
Cash and cash equivalents | 900,000 | ||||||||
Revolving Credit Facility | |||||||||
Acquisition disclosures | |||||||||
Maximum Borrowing Capacity | 150,000,000 | 100,000,000 | |||||||
2013 Acquisitions | |||||||||
Acquisition disclosures | |||||||||
Net Assets Acquired | 51,039,000 | ||||||||
Allocation of consideration paid for acquisition | |||||||||
Current assets, including cash and cash equivalents | 16,037,000 | ||||||||
Property, plant and equipment | 3,689,000 | ||||||||
Identifiable intangible assets | 27,800,000 | ||||||||
Goodwill | 20,585,000 | ||||||||
Total assets acquired | 68,111,000 | ||||||||
Current liabilities | -8,468,000 | ||||||||
Long-term deferred tax liability | -7,515,000 | ||||||||
Other long-term liabilities | -1,089,000 | ||||||||
Net assets acquired | 51,039,000 | ||||||||
2013 Acquisitions Final Allocation | |||||||||
Acquisition disclosures | |||||||||
Net Assets Acquired | 51,039,000 | ||||||||
Allocation of consideration paid for acquisition | |||||||||
Current assets, including cash and cash equivalents | 15,976,000 | ||||||||
Property, plant and equipment | 3,689,000 | ||||||||
Identifiable intangible assets | 32,100,000 | ||||||||
Goodwill | 17,414,000 | ||||||||
Total assets acquired | 69,179,000 | ||||||||
Current liabilities | -8,124,000 | ||||||||
Long-term deferred tax liability | -8,927,000 | ||||||||
Other long-term liabilities | -1,089,000 | ||||||||
Net assets acquired | 51,039,000 | ||||||||
Cash and cash equivalents | 900,000 | ||||||||
2013 Acquisitions Final Allocation IBI LLC | |||||||||
Acquisition disclosures | |||||||||
Net Assets Acquired | 18,641,000 | ||||||||
Allocation of consideration paid for acquisition | |||||||||
Current assets, including cash and cash equivalents | 8,304,000 | ||||||||
Property, plant and equipment | 2,822,000 | ||||||||
Identifiable intangible assets | 9,300,000 | ||||||||
Goodwill | 4,418,000 | ||||||||
Total assets acquired | 24,844,000 | ||||||||
Current liabilities | -6,203,000 | ||||||||
Net assets acquired | 18,641,000 | ||||||||
2013 Acquisitions Final Allocation Hetsco Holdings Inc | |||||||||
Acquisition disclosures | |||||||||
Net Assets Acquired | 32,398,000 | ||||||||
Allocation of consideration paid for acquisition | |||||||||
Current assets, including cash and cash equivalents | 7,672,000 | ||||||||
Property, plant and equipment | 867,000 | ||||||||
Identifiable intangible assets | 22,800,000 | ||||||||
Goodwill | 12,996,000 | ||||||||
Total assets acquired | 44,335,000 | ||||||||
Current liabilities | -1,921,000 | ||||||||
Long-term deferred tax liability | -8,927,000 | ||||||||
Other long-term liabilities | -1,089,000 | ||||||||
Net assets acquired | 32,398,000 | ||||||||
IBI, LLC | |||||||||
Acquisition disclosures | |||||||||
Net Assets Acquired | 18,600,000 | 18,641,000 | |||||||
Aggregate acquisition consideration payable | 700,000 | ||||||||
Allocation of consideration paid for acquisition | |||||||||
Aggregate acquisition price | 18,600,000 | ||||||||
Current assets, including cash and cash equivalents | 8,304,000 | ||||||||
Property, plant and equipment | 2,822,000 | ||||||||
Identifiable intangible assets | 8,700,000 | ||||||||
Goodwill | 5,018,000 | ||||||||
Total assets acquired | 24,844,000 | ||||||||
Current liabilities | -6,203,000 | ||||||||
Net assets acquired | 18,600,000 | 18,641,000 | |||||||
Hetsco Holdings, Inc. | |||||||||
Acquisition disclosures | |||||||||
Net Assets Acquired | 32,400,000 | 32,398,000 | |||||||
Allocation of consideration paid for acquisition | |||||||||
Aggregate acquisition price | 32,400,000 | ||||||||
Current assets, including cash and cash equivalents | 7,733,000 | ||||||||
Property, plant and equipment | 867,000 | ||||||||
Identifiable intangible assets | 19,100,000 | ||||||||
Goodwill | 15,567,000 | ||||||||
Total assets acquired | 43,267,000 | ||||||||
Current liabilities | -2,265,000 | ||||||||
Long-term deferred tax liability | -7,515,000 | ||||||||
Other long-term liabilities | -1,089,000 | ||||||||
Net assets acquired | 32,400,000 | 32,398,000 | |||||||
Koontz Wagner Custom Controls Holdings LLC | |||||||||
Acquisition disclosures | |||||||||
Net Assets Acquired | 32,300,000 | ||||||||
Allocation of consideration paid for acquisition | |||||||||
Net assets acquired | 32,300,000 | ||||||||
TOG Holdings Inc. | |||||||||
Acquisition disclosures | |||||||||
Net Assets Acquired | 12,200,000 | ||||||||
Allocation of consideration paid for acquisition | |||||||||
Net assets acquired | $12,200,000 |
ACQUISITIONS_Intangibles_Detai
ACQUISITIONS - Intangibles (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Acquisition disclosures | |||
Amortization of intangible assets | $5,900,000 | $4,200,000 | $1,000,000 |
Estimated future aggregate amortization expense of intangible assets | |||
2015 | 5,672,000 | ||
2016 | 5,649,000 | ||
2017 | 5,552,000 | ||
2018 | 5,198,000 | ||
2019 | 4,808,000 | ||
Thereafter | 3,591,000 | ||
Goodwill | 106,884,000 | 109,930,000 | 89,345,000 |
Noncompetes | |||
Acquisition disclosures | |||
Weighted Average Amortization Years | 5 years | ||
2013 Acquisitions | |||
Acquisition disclosures | |||
Amortization of intangible assets | 1,700,000 | ||
Identifiable intangible assets | 27,800,000 | ||
Estimated future aggregate amortization expense of intangible assets | |||
2015 | 3,123,000 | ||
2016 | 3,123,000 | ||
2017 | 3,123,000 | ||
2018 | 2,894,000 | ||
2019 | 2,743,000 | ||
Thereafter | 1,071,000 | ||
Total | 16,077,000 | ||
Goodwill | 20,585,000 | ||
2013 Acquisitions | Trade Names | |||
Acquisition disclosures | |||
Identifiable intangible assets | 9,200,000 | ||
2013 Acquisitions | Customer Relationships | |||
Acquisition disclosures | |||
Weighted Average Amortization Years | 7 years | ||
Identifiable intangible assets | 16,800,000 | ||
2013 Acquisitions | Noncompetes | |||
Acquisition disclosures | |||
Identifiable intangible assets | 1,800,000 | ||
2013 Acquisitions Final Allocation | |||
Acquisition disclosures | |||
Amortization of intangible assets | 3,400,000 | 1,700,000 | |
Identifiable intangible assets | 32,100,000 | ||
Estimated future aggregate amortization expense of intangible assets | |||
Goodwill | 17,414,000 | ||
2013 Acquisitions Final Allocation | Minimum | |||
Acquisition disclosures | |||
Weighted Average Amortization Years | 5 years | ||
2013 Acquisitions Final Allocation | Maximum | |||
Acquisition disclosures | |||
Weighted Average Amortization Years | 7 years | ||
2013 Acquisitions Final Allocation | Trade Names | |||
Acquisition disclosures | |||
Identifiable intangible assets | 11,000,000 | ||
2013 Acquisitions Final Allocation | Customer Relationships | |||
Acquisition disclosures | |||
Weighted Average Amortization Years | 7 years | ||
Identifiable intangible assets | 19,200,000 | ||
2013 Acquisitions Final Allocation | Noncompetes | |||
Acquisition disclosures | |||
Weighted Average Amortization Years | 5 years | ||
Identifiable intangible assets | 1,900,000 | ||
2013 Acquisitions Final Allocation Hetsco Holdings Inc | |||
Estimated future aggregate amortization expense of intangible assets | |||
Goodwill | 12,996,000 | ||
Goodwill not deductible | 13,000,000 | ||
2013 Acquisitions Final Allocation IBI LLC | |||
Estimated future aggregate amortization expense of intangible assets | |||
Goodwill | 4,418,000 | ||
Goodwill deductible | 4,400,000 | ||
IBI, LLC | |||
Estimated future aggregate amortization expense of intangible assets | |||
Goodwill | 5,018,000 | ||
Hetsco Holdings, Inc. | |||
Estimated future aggregate amortization expense of intangible assets | |||
Goodwill | $15,567,000 |
ACQUISITIONS_Proforma_Details
ACQUISITIONS - Proforma (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 30, 2013 | Jul. 09, 2013 | Jan. 02, 2013 | Jan. 02, 2012 | |
Acquisition disclosures | |||||||||||||||
Business combination post acquisition revenue included in consolidated results of operations | $173,796,000 | $145,128,000 | $114,739,000 | $104,882,000 | $141,545,000 | $109,998,000 | $115,965,000 | $116,710,000 | $538,545,000 | $484,218,000 | $462,828,000 | ||||
Business combination post acquisition income (loss) before income taxes included in consolidated results of operations | 15,167,000 | 11,069,000 | 18,601,000 | ||||||||||||
Amortization of Intangible Assets | 5,900,000 | 4,200,000 | 1,000,000 | ||||||||||||
Proforma information | |||||||||||||||
Consolidated revenues | 517,503,000 | 530,656,000 | |||||||||||||
Income from continuing operations | 13,270,000 | 18,173,000 | |||||||||||||
Earnings per share from continuing operations: | |||||||||||||||
Basic (in dollars per share) | $0.78 | $1.08 | |||||||||||||
Diluted (in dollars per share) | $0.78 | $1.05 | |||||||||||||
Estimated domestic statutory tax rate (as a percent) | 39.00% | ||||||||||||||
2013 Acquisitions | |||||||||||||||
Acquisition disclosures | |||||||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 26,100,000 | ||||||||||||||
Business combination post acquisition income (loss) before income taxes included in consolidated results of operations | 2,100,000 | ||||||||||||||
Acquisition related costs | 4,900,000 | ||||||||||||||
Amortization of Intangible Assets | 1,700,000 | ||||||||||||||
Pre-tax operating income excluding acquisition related costs and intangible amortization costs contributed by acquisitions | 4,500,000 | ||||||||||||||
2013 Acquisitions | Revolving Credit Facility | |||||||||||||||
Earnings per share from continuing operations: | |||||||||||||||
Net borrowings | 30,000,000 | ||||||||||||||
IBI Power and Hetsco | |||||||||||||||
Acquisition disclosures | |||||||||||||||
Pre-acquisition due diligence costs, transaction and integration costs | 4,900,000 | ||||||||||||||
Hetsco Holdings, Inc. | |||||||||||||||
Acquisition disclosures | |||||||||||||||
Aggregate acquisition price | 32,400,000 | ||||||||||||||
IBI, LLC | |||||||||||||||
Acquisition disclosures | |||||||||||||||
Aggregate acquisition price | 18,600,000 | ||||||||||||||
2012 Acquisitions | |||||||||||||||
Acquisition disclosures | |||||||||||||||
Pre-acquisition due diligence costs, transaction and integration costs | 1,900,000 | ||||||||||||||
Earnings per share from continuing operations: | |||||||||||||||
Transaction costs related to the acquisition | $1,900,000 | $4,900,000 |
DISCONTINUED_OPERATIONS_AND_SA2
DISCONTINUED OPERATIONS AND SALE OF DELTAK ASSETS (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Results of discontinued operations | |||
Revenue | $2 | $213 | |
Income before income taxes | 6 | 484 | 329 |
Income tax expense | -7 | -205 | -45 |
(Loss) gain on disposal of assets, net of tax | -260 | ||
(Loss) income from discontinued operations | ($1) | $279 | $24 |
PROPERTY_PLANT_AND_EQUIPMENT_D
PROPERTY, PLANT AND EQUIPMENT (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 46,814 | $42,797 |
Less accumulated depreciation | -23,967 | -22,153 |
Property, Plant and Equipment, Net, Total | 22,847 | 20,644 |
Land | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 687 | 761 |
Buildings and improvements | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 12,888 | 9,678 |
Buildings and improvements | Minimum | ||
Property, Plant and Equipment | ||
Estimated Useful Lives | 5 years | |
Buildings and improvements | Maximum | ||
Property, Plant and Equipment | ||
Estimated Useful Lives | 39 years | |
Machinery and equipment | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 19,251 | 18,291 |
Machinery and equipment | Minimum | ||
Property, Plant and Equipment | ||
Estimated Useful Lives | 3 years | |
Machinery and equipment | Maximum | ||
Property, Plant and Equipment | ||
Estimated Useful Lives | 12 years | |
Furniture and fixtures | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 11,578 | 10,929 |
Furniture and fixtures | Minimum | ||
Property, Plant and Equipment | ||
Estimated Useful Lives | 2 years | |
Furniture and fixtures | Maximum | ||
Property, Plant and Equipment | ||
Estimated Useful Lives | 10 years | |
Construction-in-Progress | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 2,410 | $3,138 |
PROPERTY_PLANT_AND_EQUIPMENT_D1
PROPERTY, PLANT AND EQUIPMENT (Details 2) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Continuing Operations | |||
Property, Plant and Equipment | |||
Depreciation expense | $4.40 | $3.80 | $2.70 |
Discontinued Operations | |||
Property, Plant and Equipment | |||
Depreciation expense | $0 | $0 | $0 |
GOODWILL_AND_OTHER_INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Changes in goodwill allocated to reportable segments | |||
Goodwill, Beginning Balance | $109,930 | $89,345 | |
Goodwill acquired during period | 20,585 | ||
Adjustments to Goodwill during 2014 | -3,046 | ||
Goodwill, Ending Balance | 106,884 | 109,930 | |
Product Solutions Segment | |||
Changes in goodwill allocated to reportable segments | |||
Goodwill, Beginning Balance | 58,963 | 53,945 | |
Goodwill acquired during period | 5,018 | ||
Adjustments to Goodwill during 2014 | -475 | ||
Goodwill, Ending Balance | 58,488 | 58,963 | |
Nuclear Services Segment | |||
Changes in goodwill allocated to reportable segments | |||
Goodwill, Beginning Balance | 30,869 | ||
Goodwill, Ending Balance | 30,869 | 30,869 | 30,869 |
Energy Services Segment | |||
Changes in goodwill allocated to reportable segments | |||
Goodwill, Beginning Balance | 20,098 | 4,531 | |
Goodwill acquired during period | 15,567 | ||
Adjustments to Goodwill during 2014 | -2,571 | ||
Goodwill, Ending Balance | $17,527 | $20,098 |
GOODWILL_AND_OTHER_INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 2) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | |
Intangible Assets | |||
Acquired intangible assets | $27,800,000 | ||
Gross Carrying Amount | 70,116,000 | 65,770,000 | |
Accumulated Amortization | -11,046,000 | -5,176,000 | |
Total | 59,070,000 | 60,594,000 | |
Trade Names | |||
Intangible Assets | |||
Gross Carrying Amount, Indefinite lived intangible assets | 28,600,000 | 26,800,000 | |
Total | 28,600,000 | 26,800,000 | |
Customer Relationships | |||
Intangible Assets | |||
Gross Carrying Amount | 38,500,000 | 36,100,000 | |
Accumulated Amortization | -9,917,000 | -4,658,000 | |
Total | 28,583,000 | 31,442,000 | |
Customer Relationships | Weighted Average | |||
Intangible Assets | |||
Weighted Average Amortization Years | 7 years 8 months 12 days | 7 years 10 months 24 days | |
Noncompetes | |||
Intangible Assets | |||
Gross Carrying Amount | 3,016,000 | 2,870,000 | |
Accumulated Amortization | -1,129,000 | -518,000 | |
Total | 1,887,000 | 2,352,000 | |
Noncompetes | Weighted Average | |||
Intangible Assets | |||
Weighted Average Amortization Years | 5 years | 5 years |
GOODWILL_AND_OTHER_INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 3) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
GOODWILL AND OTHER INTANGIBLE ASSETS | |||
Amortization of Intangible Assets | $5,900,000 | $4,200,000 | $1,000,000 |
Estimated future aggregate amortization expense of intangible assets | |||
2015 | 5,672,000 | ||
2016 | 5,649,000 | ||
2017 | 5,552,000 | ||
2018 | 5,198,000 | ||
2019 | 4,808,000 | ||
Thereafter | 3,591,000 | ||
Total | $30,470,000 |
FINANCIAL_INSTRUMENTS_Details
FINANCIAL INSTRUMENTS (Details) | 1 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||
Jan. 31, 2015 | Jan. 31, 2015 | Aug. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Oct. 31, 2014 | Aug. 31, 2014 | Dec. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
USD ($) | EUR (€) | USD ($) | USD ($) | USD ($) | Fair Value, Inputs, Level 2 [Member] | Derivatives designated as hedging instruments | Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Future [Member] | Forward Contracts | Forward Contracts | Forward Contracts | Forward Contracts | Forward Contracts | Forward Contracts | Forward Contracts | Forward Contracts | Forward Contracts | Forward Contracts | Forward Contracts | Forward Contracts | Forward Contracts | Forward Contracts | Derivatives designated as hedging instruments | Derivatives designated as hedging instruments | ||
USD ($) | USD ($) | USD ($) | USD ($) | Fair Value, Inputs, Level 2 [Member] | Derivatives designated as hedging instruments | Derivatives designated as hedging instruments | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | contract | item | item | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | USD ($) | USD ($) | |||||||
USD ($) | Other (income) expense, (net) | Other Current Liabilities [Member] | Other (income) expense, (net) | Other Current Liabilities [Member] | Derivatives designated as hedging instruments | Derivatives designated as hedging instruments | Derivatives designated as hedging instruments | Derivatives designated as hedging instruments | Derivatives designated as hedging instruments | Derivatives designated as hedging instruments | Derivatives designated as hedging instruments | Derivatives designated as hedging instruments | Derivatives designated as hedging instruments | Derivatives designated as hedging instruments | ||||||||||||||||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | EUR (€) | Long [Member] | Short [Member] | EUR | EUR | USD | USD | Other (income) expense, (net) | |||||||||||||||||||
USD ($) | USD ($) | USD ($) | Long [Member] | USD ($) | Short [Member] | USD ($) | ||||||||||||||||||||||||||
contract | USD ($) | contract | USD ($) | |||||||||||||||||||||||||||||
Financial instruments | ||||||||||||||||||||||||||||||||
Number of contracts outstanding | 2 | 0 | 0 | 1 | 1 | |||||||||||||||||||||||||||
Term of foreign currency forward contract | 1 year | |||||||||||||||||||||||||||||||
Notional Amount | $4,300,000 | € 3,200,000 | $19,071,000 | $4,300,000 | $19,071,000 | $4,300,000 | ||||||||||||||||||||||||||
Percentage of hedge effectiveness | 100.00% | |||||||||||||||||||||||||||||||
Derivative net hedge effectiveness gain loss | 400,000 | |||||||||||||||||||||||||||||||
Sale of foreign exchange currency contracts | 19,100,000 | |||||||||||||||||||||||||||||||
Purchase of foreign exchange currency contracts | 15,000,000 | |||||||||||||||||||||||||||||||
Contracted exchange rate | 1.2743 | 1.3266 | ||||||||||||||||||||||||||||||
Unrealized foreign currency trasaction loss | 1,000,000 | -5,700,000 | -1,700,000 | -1,300,000 | ||||||||||||||||||||||||||||
Impact of derivatives | 0 | 0 | ||||||||||||||||||||||||||||||
Hedged Foreign Currency Exposure | 23,371,000 | 19,071,000 | 4,300,000 | |||||||||||||||||||||||||||||
Derivative, Gain (Loss) on Derivative, Net [Abstract] | ||||||||||||||||||||||||||||||||
Amount of Loss Recognized in Income on Derivative | 375,000 | 962,000 | ||||||||||||||||||||||||||||||
Derivative Liability [Abstract] | ||||||||||||||||||||||||||||||||
Fair value | $1,331,000 | $1,331,000 | $369,000 | $962,000 | $1,331,000 | $1,331,000 | $369,000 | $962,000 |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current: | |||
State | ($391) | ($294) | $66 |
Foreign | 2,498 | 2,205 | 1,719 |
Total current | 2,107 | 1,911 | 1,785 |
Deferred: | |||
Federal | 2,059 | -2,421 | -951 |
State | 79 | 445 | -66 |
Foreign | -221 | -167 | 168 |
Total deferred | 1,917 | -2,143 | -849 |
Income tax expense (benefit) | $4,024 | ($232) | $936 |
INCOME_TAXES_Details_2
INCOME TAXES (Details 2) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
INCOME TAXES | |||
Continuing operations | $4,017 | ($437) | $1,031 |
Discontinued operations | 7 | 205 | -95 |
Income tax expense (benefit) | $4,024 | ($232) | $936 |
INCOME_TAXES_Details_3
INCOME TAXES (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income before income taxes | |||
Domestic | $6,548 | $3,771 | $9,080 |
Foreign | 8,619 | 7,298 | 9,521 |
Income from continuing operations before income tax | 15,167 | 11,069 | 18,601 |
(Loss) income from discontinued operations | 6 | 484 | -71 |
Income before income tax | $15,173 | $11,553 | $18,530 |
INCOME_TAXES_Details_4
INCOME TAXES (Details 4) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Assets: | ||
Cost in excess of identifiable net assets of business acquired | ($6,332,000) | $2,963,000 |
Reserves and other accruals | 933,000 | 1,142,000 |
Tax credit carryforwards | 10,591,000 | 10,690,000 |
Accrued compensation and benefits | 5,426,000 | 3,552,000 |
State net operating loss carryforwards | 3,018,000 | 2,770,000 |
Federal net operating loss carryforwards | 18,473,000 | 16,828,000 |
Other | 1,434,000 | 1,031,000 |
Total | 33,543,000 | 38,976,000 |
Liabilities: | ||
Indefinite life intangibles | -21,927,000 | -23,260,000 |
Property and equipment | -1,387,000 | -1,937,000 |
Net deferred tax assets | 10,229,000 | 13,779,000 |
Valuation allowance for net deferred tax assets | -2,628,000 | -2,848,000 |
Net deferred tax assets after valuation allowance | 7,601,000 | 10,931,000 |
Net valuation allowance release on foreign tax credits | 4,600,000 | |
Additional deferred taxes realizable amount | $4,600,000 |
INCOME_TAXES_Details_5
INCOME TAXES (Details 5) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2014 | |
Valuation Allowance | ||
Undistributed Earnings of the Foreign Subsidiaries | $27,500,000 | |
Remaining valuation allowances | 2,848,000 | 2,628,000 |
Operating Loss Carryforward Valuation Allowance | State | ||
Valuation Allowance | ||
Remaining valuation allowances | 600,000 | 600,000 |
Foreign Tax Credit Carryforward Valuation Allowance | ||
Valuation Allowance | ||
Remaining valuation allowances | 2,200,000 | 2,000,000 |
Potential release of valuation allowance | $4,600,000 |
INCOME_TAXES_Details_6
INCOME TAXES (Details 6) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Net deferred tax assets allocation | ||
Current deferred tax asset | $5,011,000 | $3,301,000 |
Non-current deferred tax asset | 2,590,000 | 7,630,000 |
Net deferred tax assets after valuation allowance | 7,601,000 | 10,931,000 |
Future Financial Taxable Income to Realize Our Deferred Tax Assets | $65,700,000 |
INCOME_TAXES_Details_7
INCOME TAXES (Details 7) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Effective Income Tax Rate Reconciliation, Amount | |||
Tax expense computed at the maximum U.S statutory rate, amount | $5,310 | $3,874 | $6,510 |
Difference resulting from state income taxes, net of federal income tax benefits, amount | -164 | -137 | 377 |
Foreign tax rate differences, amount | -1,127 | -715 | -774 |
Non-deductible business acquisition costs, amount | 277 | 187 | |
Non-deductible meals and entertainment | 376 | 194 | 181 |
Non-deductible expenses, other, amount | 118 | 245 | 14 |
Increase to net operating loss carryforward, amount | -656 | -3,665 | |
Change in valuation allowance, amount | -220 | -4,241 | -357 |
Change in accrual for uncertain tax positions, amount | 360 | 202 | -1,150 |
Other, net, amount | 20 | -136 | -292 |
Total | $4,017 | ($437) | $1,031 |
Effective Income Tax Rate Reconciliation, Percent | |||
Tax expense computed at the maximum U.S. statutory rate, percentage | 35.00% | 35.00% | 35.00% |
Difference resulting from state income taxes, net of federal income tax benefits, percentage | -1.10% | -1.20% | 2.00% |
Foreign tax rate differences, percentage | -7.40% | -6.50% | -4.20% |
Non-deductible business acquisition costs, percentage | 0.00% | 2.50% | 1.00% |
Non-deductible meals and entertainment, percentage | 2.50% | 1.80% | 1.00% |
Non-deductible expenses, other, percentage | 0.80% | 2.20% | 0.10% |
Increase to net operating loss carryforward, percentage | -4.30% | 0.00% | -19.70% |
Change in valuation allowance, percentage | -1.50% | -38.30% | -1.90% |
Change in accrual for uncertain tax positions | 2.40% | 1.80% | -6.20% |
Other, net, percentage | 0.10% | -1.30% | -1.60% |
Effective income tax rate, as a percent | 26.50% | -4.00% | 5.50% |
INCOME_TAXES_Details_8
INCOME TAXES (Details 8) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Income taxes additional disclosure | ||
Undistributed Earnings of the Foreign Subsidiaries | $27,500,000 | |
Liability for Uncertain Tax Positions, Noncurrent | 5,391,000 | 5,054,000 |
Interest and Penalties Related to Uncertain Income Tax Positions | 2,700,000 | 2,400,000 |
State | ||
Operating Loss Carryforwards | ||
Net operating loss carryforwards | 95,500,000 | |
Federal | ||
Operating Loss Carryforwards | ||
Net operating loss carryforwards | 69,600,000 | |
Federal | Stock based compensation | ||
Operating Loss Carryforwards | ||
Net operating loss carryforwards | 10,400,000 | |
Foreign | ||
Operating Loss Carryforwards | ||
Net operating loss carryforwards | $300,000 |
INCOME_TAXES_Details_9
INCOME TAXES (Details 9) (Foreign tax, USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Foreign tax | |
Tax credit carryforward | |
Tax credit carryforward | $10.50 |
INCOME_TAXES_Details_10
INCOME TAXES (Details 10) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Reconciliation of the total amounts of unrecognized tax benefits | |||
Unrecognized Tax Benefits at January 1 | $4,717,000 | $4,149,000 | $5,763,000 |
Change in Unrecognized Tax Benefits Taken During a Prior Period (Increase) | 581,000 | ||
Change in Unrecognized Tax Benefits Taken During a Prior Period (Decrease) | -1,672,000 | ||
Change in Unrecognized Tax Benefits During the Current Period | 134,000 | 23,000 | 151,000 |
Reductions to Unrecognized Tax Benefits From Lapse of Statutes of Limitations | -56,000 | -36,000 | -93,000 |
Unrecognized Tax Benefits at December 31 | 4,795,000 | 4,717,000 | 4,149,000 |
Unrecognized tax benefits that would affect the effective tax rate | 700,000 | 700,000 | 700,000 |
Maximum uncertain tax positions expected to lapse in 2014 | $200,000 |
UNCOMPLETED_CONTRACTS_Details
UNCOMPLETED CONTRACTS (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Costs, earnings and billings related to uncompleted contracts | ||
Costs incurred on uncompleted contracts | $346,486 | $292,701 |
Earnings recognized on uncompleted contracts | 41,301 | 36,622 |
Total | 387,787 | 329,323 |
Less - billings to date | -344,328 | -300,276 |
Net | 43,459 | 29,047 |
Costs and estimated earnings in excess of billings | 57,918 | 41,804 |
Billings in excess of costs and estimated earnings | ($14,459) | ($12,757) |
DEBT_Details
DEBT (Details) (USD $) | 12 Months Ended | 3 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2012 | Dec. 17, 2013 | Dec. 16, 2013 | Feb. 21, 2012 | |
Credit Facilities | |||||||
Outstanding borrowings | $45,000,000 | ||||||
Repayment of revolving credit facility | 77,000,000 | 42,000,000 | 15,000,000 | ||||
Amount of interest expense associated with amortization of deferred financing costs | 200,000 | 200,000 | 1,200,000 | ||||
Unamortized deferred financing fees | 514,000 | 751,000 | |||||
Revolving Credit Facility | |||||||
Credit Facilities | |||||||
Credit Facility, Maximum Borrowing Capacity | 150,000,000 | 100,000,000 | |||||
Outstanding borrowings | 45,000,000 | ||||||
Borrowed amount | 99,000,000 | ||||||
Repayment of revolving credit facility | 77,000,000 | ||||||
Weighted-average interest rate on Revolving Credit Facility borrowings | 2.50% | ||||||
Amount available under revolving credit facility | 93,700,000 | ||||||
Unused line fee (as a percent) | 0.25% | ||||||
Revolving Credit Facility | Base Rate loans | Minimum | |||||||
Credit Facilities | |||||||
Interest rate percentage | 0.25% | ||||||
Revolving Credit Facility | Base Rate loans | Maximum | |||||||
Credit Facilities | |||||||
Interest rate percentage | 1.25% | ||||||
Revolving Credit Facility | LIBOR-based loans | Minimum | |||||||
Credit Facilities | |||||||
Interest rate percentage | 1.25% | ||||||
Revolving Credit Facility | LIBOR-based loans | Maximum | |||||||
Credit Facilities | |||||||
Interest rate percentage | 2.25% | ||||||
Letters of credit | |||||||
Credit Facilities | |||||||
Interest rate on letters of credit issued under the revolving letter of credit sublimit | 1.50% | ||||||
Revolving letter of credit facility | |||||||
Credit Facilities | |||||||
Credit Facility, Maximum Borrowing Capacity | 75,000,000 | ||||||
Number of financial covenants | 2 | ||||||
Period for which EBITDA is considered for calculation of consolidated leverage ratio | 1 year | ||||||
Period for which EBITDA is considered for calculation of consolidated interest coverage ratio | 1 year | ||||||
Percentage of ownership interest to be held by investors for change of control to occur | 25.00% | ||||||
Percentage of ownership interest to be held by other than investors for change of control to occur | 40.00% | ||||||
Revolving letter of credit facility | Base Rate loans | |||||||
Credit Facilities | |||||||
Variable interest rate basis | base rate | ||||||
Revolving letter of credit facility | LIBOR-based loans | |||||||
Credit Facilities | |||||||
Variable interest rate basis | LIBOR | ||||||
Stand-by letters of credit | |||||||
Credit Facilities | |||||||
Borrowed amount | 0 | ||||||
Stand-by letters of credit | U.S. | |||||||
Credit Facilities | |||||||
Outstanding letter of credit | 11,300,000 | ||||||
Stand-by letters of credit | Non-U.S. entities | |||||||
Credit Facilities | |||||||
Outstanding letter of credit | 9,900,000 | ||||||
Surety bonds | |||||||
Credit Facilities | |||||||
Borrowed amount | 45,300,000 | ||||||
Previous Credit Facility | |||||||
Credit Facilities | |||||||
Credit Facility, Maximum Borrowing Capacity | 150,000,000 | ||||||
Amount of additional interest expense recognized due to accelerated amortization of debt financing costs | $1,100,000 |
STOCKHOLDERS_EQUITY_Details
STOCKHOLDERS' EQUITY (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 22, 2008 | |
Dividend Declaration | ||||
Warrants issued for purchase of common stock | 1,807,236 | |||
Exercise price of warrants issued for purchase of common stock | $7.93 | |||
Warrants exercised (in shares) | 730,282 | |||
Warrants settled for common stock in cashless transaction | 209,451 | |||
Warrants outstanding | $0 | |||
Dividends, Common Stock, Cash | 6,291,000 | 6,245,000 | 4,723,000 | |
Dividend declared October 30, 2014 | ||||
Dividend Declaration | ||||
Dividend Declaration Date | 30-Oct-14 | |||
Dividend per Share (in dollars per share) | $0.09 | |||
Date of Record for Dividend Payment | 12-Dec-14 | |||
Dividend Cash Payment Date | 26-Dec-14 | |||
Dividends, Common Stock, Cash | 1,570,000 | |||
Dividend declared July 31, 2014 | ||||
Dividend Declaration | ||||
Dividend Declaration Date | 31-Jul-14 | |||
Dividend per Share (in dollars per share) | $0.09 | |||
Date of Record for Dividend Payment | 12-Sep-14 | |||
Dividend Cash Payment Date | 26-Sep-14 | |||
Dividends, Common Stock, Cash | 1,571,000 | |||
Dividend declared May 1, 2014 | ||||
Dividend Declaration | ||||
Dividend Declaration Date | 1-May-14 | |||
Dividend per Share (in dollars per share) | $0.09 | |||
Date of Record for Dividend Payment | 13-Jun-14 | |||
Dividend Cash Payment Date | 27-Jun-14 | |||
Dividends, Common Stock, Cash | 1,599,000 | |||
Dividend declared March 7, 2014 | ||||
Dividend Declaration | ||||
Dividend Declaration Date | 7-Mar-14 | |||
Dividend per Share (in dollars per share) | $0.09 | |||
Date of Record for Dividend Payment | 18-Mar-14 | |||
Dividend Cash Payment Date | 28-Mar-14 | |||
Dividends, Common Stock, Cash | $1,551,000 |
STOCKHOLDERS_EQUITY_Details_2
STOCKHOLDERS' EQUITY (Details 2) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
In Millions, except Share data, unless otherwise specified | Jan. 31, 2015 | 31-May-12 | Sep. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Stockholders' equity | |||||||
Authorized repurchase of shares | 2,000,000 | ||||||
Stock Repurchase Program: | |||||||
Stock repurchases | 421,731 | 0 | 0 | ||||
Foreign Currency Translation: | |||||||
Unrealized loss resulting from foreign currency adjustments | ($1) | $5.70 | $1.70 | $1.30 | |||
Stock-based Compensation: | |||||||
Weighted average fair value price per share (in dollars per share) | $15.85 | $25.71 | |||||
Vesting period | 3 years | ||||||
Restricted Stock | |||||||
Stockholders' equity | |||||||
Amount of dividend equivalents to be paid on forfeited unvested restricted stock awards | 0 | ||||||
Non-cash accrual for unpaid dividend equivalents for unvested restricted stock awards | 0.2 | ||||||
Accumulated dividend equivalents paid | $0.07 | ||||||
Stock-based Compensation: | |||||||
Vesting shares of restricted stock awards | 106,322 | ||||||
Granted (in shares) | 3,333 | 80,624 | 319,245 | ||||
Performance shares not probable to vest | 67,349 |
EARNINGS_PER_SHARE_Details
EARNINGS PER SHARE (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||||||||
Common stock, shares outstanding | 17,129,119 | 17,059,943 | 17,129,119 | 17,059,943 | |||||||
Unvested restricted stock included in reportable shares | 50,954 | 56,802 | 50,954 | 56,802 | |||||||
Net loss: | |||||||||||
Income from continuing operations | $5,930 | $4,428 | $864 | ($72) | $10,936 | $1,029 | $742 | ($1,201) | $11,150 | $11,506 | $17,570 |
Income (loss) from discontinued operations | -1 | 279 | 24 | ||||||||
Income available to common shareholders | $11,149 | $11,785 | $17,594 | ||||||||
Basic (Loss) Earnings Per Common Share: | |||||||||||
Weighted Average Common Shares Outstanding | 17,005,589 | 16,919,981 | 16,885,259 | ||||||||
Basic earnings per common share from continuing operations (in dollars per share) | $0.35 | $0.26 | $0.06 | $0.63 | $0.06 | $0.04 | ($0.07) | $0.66 | $0.68 | $1.04 | |
Basic earnings per common share from discontinued operations (in dollars per share) | $0.02 | ||||||||||
Income per common share - basic (in dollars per share) | $0.66 | $0.70 | $1.04 | ||||||||
Diluted (Loss) Earnings Per Common Share: | |||||||||||
Weighted Average Common Shares Outstanding | 17,005,589 | 16,919,981 | 16,885,259 | ||||||||
Effect of Dilutive Securities: | |||||||||||
Unvested portion of restricted stock awards (in shares) | 29,333 | 125,114 | 245,243 | ||||||||
Warrants to purchase common stock (in shares) | 117,221 | ||||||||||
Weighted Average Common Shares Outstanding Assuming Dilution | 17,034,922 | 17,045,095 | 17,247,723 | ||||||||
Diluted earnings per common share from continuing operations (in dollars per share) | $0.35 | $0.26 | $0.06 | $0.63 | $0.06 | $0.04 | ($0.07) | $0.65 | $0.68 | $1.02 | |
Diluted loss per common share from discontinued operations (in dollars per share) | $0.01 | ||||||||||
Diluted earnings per common share - diluted (in dollars per share) | $0.65 | $0.69 | $1.02 |
EARNINGS_PER_SHARE_Details_2
EARNINGS PER SHARE (Details 2) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
EARNINGS PER SHARE | |||
Weighted average unvested service based restricted stock awards excluded from diluted earnings per share | 188,464 | ||
Outstanding stock equivalents excluded from diluted earnings per share calculations | 74,210 | 1,125 | |
Weighted average unvested performance based restricted stock awards excluded from basic and diluted earnings per share | 268,082 | 151,130 | 147,942 |
STOCKBASED_COMPENSATION_Detail
STOCK-BASED COMPENSATION (Details) (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Stock-based compensation | |||
Vesting period | 3 years | ||
Stock based compensation expense | $3.10 | $4.10 | $7 |
Related excess tax benefit | 0 | ||
Restricted Stock | |||
Stock-based compensation | |||
Unrecognized compensation expense related to unvested restricted stock award | 5 | ||
Weighted average period | 2 years 4 days | ||
Fair value of share vested | $2 | $6 | $7.20 |
2011 Plan | |||
Stock-based compensation | |||
Shares available for future stock based award to employees and directors | 360,172 | ||
Issuance of shares of stock award to employees and directors | 600,000 | ||
2011 Plan | Restricted Stock | Maximum | |||
Stock-based compensation | |||
Vesting period | 4 years | ||
2011 Plan | Restricted Stock | Minimum | |||
Stock-based compensation | |||
Vesting period | 3 years |
STOCKBASED_COMPENSATION_Detail1
STOCK-BASED COMPENSATION (Details 2) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | |
In Millions, except Share data, unless otherwise specified | Sep. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 |
Weighted-Average Grant Date Fair Value per Share | ||||||
Weighted-average grant date fair value (in dollars per share) | $15.85 | $25.71 | ||||
Vesting period | 3 years | |||||
Performance Vesting | ||||||
Number of Shares | ||||||
Unvested restricted stock at the end of the period (in shares) | 37,845 | 10,749 | 10,749 | 37,845 | ||
Performance based awards vesting in 2014 | ||||||
Number of Shares | ||||||
Forfeited (in shares) | -10,050 | |||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Percentage of shares based on actual achievement | 50.00% | |||||
Cumulative effect compensation expense reversal | $0.10 | |||||
Performance based awards vesting in 2014 | One Year Performance Period Awards | ||||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Cumulative effect compensation expense reversal | 0.3 | |||||
Performance based awards that will cliff vest in 2016 | Maximum | ||||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Percentage of shares based on actual achievement | 200.00% | |||||
Performance based awards that will cliff vest in 2016 | Minimum | ||||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Percentage of shares based on actual achievement | 0.00% | |||||
Performance based awards that will cliff vest in 2016 | Three Year Performance Period Awards | ||||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Cumulative effect compensation expense reversal | 0.2 | 0.2 | ||||
Vesting period | 3 years | |||||
Performance based awards that will cliff vest in 2017 | Maximum | ||||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Percentage of shares based on actual achievement | 200.00% | |||||
Performance based awards that will cliff vest in 2017 | Minimum | ||||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Percentage of shares based on actual achievement | 0.00% | |||||
Market-based vesting | Maximum | ||||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Percentage of shares based on actual achievement | 200.00% | |||||
Market-based vesting | Minimum | ||||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Percentage of shares based on actual achievement | 0.00% | |||||
Grant Year 2013 member | ||||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Restricted stock performance units deemed not probable to vest at the end of performance period | 56,657 | 49,470 | ||||
Grant Year 2014 Member | ||||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Restricted stock performance units deemed not probable to vest at the end of performance period | 81,178 | |||||
Restricted Stock | ||||||
Number of Shares | ||||||
Unvested restricted stock at the beginning of the period (in shares) | 311,555 | |||||
Granted (in shares) | 3,333 | 80,624 | 319,245 | |||
Vesting (in shares) | -106,322 | |||||
Forfeited (in shares) | -67,349 | |||||
Unvested restricted stock at the end of the period (in shares) | 457,129 | 457,129 | ||||
Restricted Stock | Service vesting | ||||||
Number of Shares | ||||||
Unvested restricted stock at the beginning of the period (in shares) | 198,461 | |||||
Granted (in shares) | 114,235 | |||||
Vesting (in shares) | -106,322 | |||||
Forfeited (in shares) | -20,962 | |||||
Unvested restricted stock at the end of the period (in shares) | 198,461 | 185,412 | 185,412 | 198,461 | ||
Weighted-Average Grant Date Fair Value per Share | ||||||
Unvested restricted stock at the beginning of the period (in dollars per share) | 20.02 | |||||
Weighted-average grant date fair value (in dollars per share) | 20.94 | |||||
Vested (in dollars per share) | 18.98 | |||||
Forfeited (in dollars per share) | 20.39 | |||||
Unvested restricted stock at the end of the period (in dollars per share) | 20.02 | $20.85 | 20.85 | $20.02 | ||
Restricted Stock | Performance Vesting | ||||||
Number of Shares | ||||||
Unvested restricted stock at the beginning of the period (in shares) | 51,491 | |||||
Granted (in shares) | 121,053 | |||||
Forfeited (in shares) | -31,409 | |||||
Unvested restricted stock at the end of the period (in shares) | 141,135 | 141,135 | ||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Vesting period | 4 years | |||||
Restricted Stock | Performance based awards vesting in 2014 | Three Year Performance Period Awards | ||||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Vesting period | 3 years | |||||
Restricted Stock | Performance based awards that will cliff vest in 2017 | ||||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Cumulative effect compensation expense reversal | $0.30 | |||||
Restricted Stock | Performance based awards that will cliff vest in 2017 | Three Year Performance Period Awards | ||||||
Weighted-Average Grant Date Fair Value per Share | ||||||
Vesting period | 3 years | |||||
Restricted Stock | Market-based vesting | ||||||
Number of Shares | ||||||
Unvested restricted stock at the beginning of the period (in shares) | 61,603 | |||||
Granted (in shares) | 83,957 | |||||
Forfeited (in shares) | -14,978 | |||||
Unvested restricted stock at the end of the period (in shares) | 130,582 | 130,582 |
STOCKBASED_COMPENSATION_Detail2
STOCK-BASED COMPENSATION (Details 3) (USD $) | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2014 | |
Assumptions used to estimate the fair value of market-based restricted stock awards granted | |||
Expected term (years) | 2 years 4 months 6 days | 2 years 9 months | |
Expected volatility | 31.60% | 34.74% | |
Expected dividend yield | 0.00% | 0.00% | |
Risk-free interest rate | 0.69% | 0.79% | |
Weighted-average grant date fair value (in dollars per share) | 15.85 | 25.71 | |
Restricted Stock | |||
Assumptions used to estimate the fair value of market-based restricted stock awards granted | |||
Number of Shares Granted | 3,333 | 80,624 | 319,245 |
Restricted Stock | Market-based vesting | |||
Assumptions used to estimate the fair value of market-based restricted stock awards granted | |||
Number of Shares Granted | 83,957 |
EMPLOYEE_BENEFIT_PLANS_Details
EMPLOYEE BENEFIT PLANS (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
item | |||
Defined Contribution Plan | |||
Defined Contribution Plan 401(k) | $1.60 | $1.30 | $1 |
Multiemployer Pension Plans | |||
Multiemployer Pension Plans (Union) | 150 | ||
Assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers | 1 | ||
Red zone plans, maximum funded status, as a percent | 65.00% | ||
Yellow zone plans, minimum funded status, as a percent | 65.00% | ||
Yellow zone plans, maximum funded status, as a percent | 80.00% | ||
Green zone plans, minimum funded status, as a percent | 80.00% |
EMPLOYEE_BENEFIT_PLANS_Details1
EMPLOYEE BENEFIT PLANS (Details 2) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
item | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | $14,655 | $13,404 | $11,568 | $14,827 |
Number of Multiemployer Plans Participants Added as a Result of Acquisitions | 1 | |||
Number of Multiemployer Plans Added as a Result of Acquisitions | 57 | |||
IUPAT Industry Pension Plan | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 1,292 | 1,404 | 1,241 | 823 |
Laborers National Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 1,146 | 1,065 | 1,183 | 272 |
Tri-State Carpenters & Joiners Pension Trust Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 3,227 | 1,824 | 1,055 | 1,284 |
Boilermaker-Blacksmith National Pension Trust | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 609 | 834 | 892 | 1,167 |
Plumbers & Pipefitters National Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 710 | 470 | 607 | 808 |
IBEW Local 1579 Pension Plan | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 1,438 | 793 | 600 | 756 |
National Asbestos Workers Pension Plan | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 423 | 511 | 269 | 473 |
Sheet Metal Workers' National Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 415 | 221 | 246 | 282 |
Plumbers & Steamfitters Local No. 150 Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 244 | 187 | 227 | 263 |
Southern Ironworkers Pension Plan | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 258 | 180 | 225 | 276 |
Insulators Local No. 96 Pension Plan | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 248 | 226 | 216 | 63 |
Central States, Southeast, and Southwest Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 135 | 215 | 112 | 328 |
AFL-AGC Building Trades Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 99 | 557 | 99 | 86 |
Washington-Idaho-Montana Carpenters-Employers Retirement Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 96 | 242 | 75 | 118 |
Asbestos Workers Local No. 55 Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 63 | 56 | 26 | |
Iron Workers Local 40, 361 & 417 Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 1 | 58 | 108 | |
Central Laborers' Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 178 | 105 | 38 | -2 |
IBEW Local Union No. 1392 Pension Plan | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 41 | 184 | 31 | 72 |
Washington-Idaho Laborers-Employers Pension Trust | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 10 | 9 | ||
Sheet Metal Workers' Local 441 Supplemental Pension Plan | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 18 | 29 | 14 | 28 |
Northwest Ironworkers Retirement Plan | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 25 | 53 | 7 | 88 |
Massachusetts Laborers' Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 730 | |||
Pension Trust Fund of the Pension Hospitalization & Benefit Plan of the Electrical Industry | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 478 | |||
Plumbers and Steamfitters Local No. 131 Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 5 | 363 | ||
New England Teamsters & Trucking Industry Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 81 | |||
Iron Workers District Council of New England Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 80 | |||
Michigan Laborers' Pension Fund | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 31 | |||
Iron Workers Local 340 Retirement Income Plan | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | 35 | |||
All Others | ||||
Participation in the multiemployer pension plans | ||||
Contributions by Global Power | $2,552 | $2,443 | $2,124 | $3,800 |
COMMITMENTS_AND_CONTINGENCIES_1
COMMITMENTS AND CONTINGENCIES (Details) (USD $) | 0 Months Ended | 1 Months Ended | |||
Aug. 05, 2011 | Aug. 31, 2011 | Dec. 31, 2014 | Dec. 31, 2013 | Aug. 06, 2011 | |
Commitments and contingencies | |||||
Short-term restricted cash | $1,000 | $120,000 | |||
Deltak Business Operating Net Assets | |||||
Commitments and contingencies | |||||
Escrow account for contingencies under 2011 Purchase Agreement | 7,000,000 | ||||
Escrow deposit initially setup subject to a five year escrow term | 6,200,000 | ||||
Escrow term | 5 years | ||||
Escrow deposit subject to scheduled release | 800,000 | ||||
Short-term restricted cash | 3,100,000 | 100,000 | |||
Long-term restricted cash | $3,800,000 | ||||
Escrow term | 5 years |
COMMITMENTS_AND_CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details 2) (Change in senior leadership, rescinded, USD $) | Jun. 28, 2013 |
In Millions, unless otherwise specified | |
Change in senior leadership, rescinded | |
Commitments and contingencies | |
Unrecorded contingent liability | $0.50 |
COMMITMENTS_AND_CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES (Details 3) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Warranty | ||
Maximum product warranty term | 3 years | |
Reconciliation of the changes to warranty reserve | ||
Balance at the beginning of the period | $3,261 | $4,073 |
Adjustments | 188 | -415 |
Provision for the period | 1,258 | 2,395 |
Settlements made (in cash or in kind) for the period | -2,711 | -2,792 |
Balance at the end of the period | $1,996 | $3,261 |
COMMITMENTS_AND_CONTINGENCIES_4
COMMITMENTS AND CONTINGENCIES (Details 4) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
COMMITMENTS AND CONTINGENCIES. | |||
Rental expense on operating leases | $3,400,000 | $2,800,000 | $1,600,000 |
Future minimum annual lease payments under these noncancellable operating leases | |||
2015 | 3,156,000 | ||
2016 | 2,424,000 | ||
2017 | 1,863,000 | ||
2018 | 1,131,000 | ||
2019 | 1,011,000 | ||
Thereafter | 2,423,000 | ||
Total | 12,008,000 | ||
Insurance | |||
Health and general insurance expenses | 10,000,000 | 7,800,000 | 6,600,000 |
Outstanding letter of credit | $3,200,000 |
MAJOR_CUSTOMERS_AND_CONCENTRAT2
MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK (Details) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
General Electric Company | ||
Concentration Risk | ||
Concentration risk percentage | 20.00% | 25.00% |
Siemens Ag [Member] | ||
Concentration Risk | ||
Concentration risk percentage | 18.00% | 21.00% |
Southern Nuclear Operating Company | ||
Concentration Risk | ||
Concentration risk percentage | 17.00% |
MAJOR_CUSTOMERS_AND_CONCENTRAT3
MAJOR CUSTOMERS AND CONCENTRATION OF CREDIT RISK (Details 2) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Southern Nuclear Operating Company | |||
Concentration Risk | |||
Concentration risk percentage | 17.00% | ||
Siemens Ag [Member] | |||
Concentration Risk | |||
Concentration risk percentage | 18.00% | 21.00% | |
General Electric Company | |||
Concentration Risk | |||
Concentration risk percentage | 20.00% | 25.00% | |
Sales Revenue | |||
Concentration Risk | |||
Concentration risk percentage | 100.00% | 100.00% | 100.00% |
Sales Revenue | Southern Nuclear Operating Company | |||
Concentration Risk | |||
Concentration risk percentage | 17.00% | 16.00% | 16.00% |
Sales Revenue | Siemens Ag [Member] | |||
Concentration Risk | |||
Concentration risk percentage | 16.00% | 15.00% | 14.00% |
Sales Revenue | Tennessee Valley Authority | |||
Concentration Risk | |||
Concentration risk percentage | 13.00% | 18.00% | 16.00% |
Sales Revenue | General Electric Company | |||
Concentration Risk | |||
Concentration risk percentage | 11.00% | 13.00% | 15.00% |
Sales Revenue | All Others | |||
Concentration Risk | |||
Concentration risk percentage | 43.00% | 38.00% | 39.00% |
OTHER_SUPPLEMENTAL_INFORMATION2
OTHER SUPPLEMENTAL INFORMATION (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
OTHER SUPPLEMENTAL INFORMATION | ||
Prepaid expenses | $2,166 | $2,735 |
VAT receivable | 2,809 | 3,216 |
Prepaid taxes | 746 | 872 |
Other receivable | 1,114 | 55 |
Other | 110 | 1,337 |
Total | $6,945 | $8,215 |
OTHER_SUPPLEMENTAL_INFORMATION3
OTHER SUPPLEMENTAL INFORMATION (Details 2) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
OTHER SUPPLEMENTAL INFORMATION | ||
Debt issuance costs, net | $514 | $751 |
Other | 327 | 507 |
Total | $841 | $1,258 |
OTHER_SUPPLEMENTAL_INFORMATION4
OTHER SUPPLEMENTAL INFORMATION (Details 3) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
OTHER SUPPLEMENTAL INFORMATION | ||
Accrued workers compensation | $1,232 | $1,659 |
Accrued taxes | 614 | 1,524 |
Accrued contract obligation | 1,030 | |
Accrued job reserves | 622 | 1,387 |
Accrued legal and professional fees | 317 | 1,036 |
Other | 2,798 | 1,847 |
Total | $5,583 | $8,483 |
OTHER_SUPPLEMENTAL_INFORMATION5
OTHER SUPPLEMENTAL INFORMATION (Details 4) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
OTHER SUPPLEMENTAL INFORMATION | ||
Uncertain tax liabilities | $5,391 | $5,054 |
Other | 846 | 790 |
Total | $6,237 | $5,844 |
OTHER_SUPPLEMENTAL_INFORMATION6
OTHER SUPPLEMENTAL INFORMATION (Details 6) (General and administrative expenses, USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
General and administrative expenses | |||
Research and development costs | $0.60 | $0.50 | $0.80 |
SEGMENT_INFORMATION_Details
SEGMENT INFORMATION (Details) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
segment | item | |||||||||||
Segment reporting disclosures | ||||||||||||
Number of reportable segments | 3 | |||||||||||
Number of product categories included in the segment | 3 | |||||||||||
Revenues: | $173,796 | $145,128 | $114,739 | $104,882 | $141,545 | $109,998 | $115,965 | $116,710 | $538,545 | $484,218 | $462,828 | |
Depreciation and Amortization: | 10,271 | 8,034 | 3,697 | |||||||||
Operating Income (Loss): | 16,589 | 12,045 | 20,446 | |||||||||
Consolidated interest expense, net | 1,710 | 893 | 1,563 | |||||||||
Consolidated other (income) expense, net | -288 | 83 | 282 | |||||||||
Income from continuing operations before income tax | 15,167 | 11,069 | 18,601 | |||||||||
Product Solutions Segment | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues: | 224,804 | 208,194 | 193,676 | |||||||||
Depreciation and Amortization: | 6,580 | 5,619 | 2,670 | |||||||||
Operating Income (Loss): | 9,078 | 8,963 | 9,271 | |||||||||
Product Solutions Third Party [Member] | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues: | 222,250 | 208,194 | 193,676 | |||||||||
Product Solutions - Intersegment [Member] | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues: | 2,554 | |||||||||||
Nuclear Services Segment | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues: | 246,624 | 235,343 | 236,278 | |||||||||
Depreciation and Amortization: | 864 | 855 | 1,000 | |||||||||
Operating Income (Loss): | 10,114 | 7,902 | 8,670 | |||||||||
Nuclear Services Third Party Member | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues: | 246,624 | 234,852 | 236,278 | |||||||||
Nuclear Services -Intersegment | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues: | 491 | |||||||||||
Energy Services Segment | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues: | 71,216 | 41,334 | 33,301 | |||||||||
Depreciation and Amortization: | 2,827 | 1,560 | 27 | |||||||||
Operating Income (Loss): | -2,603 | -4,820 | 2,505 | |||||||||
Energy Services - Third Party | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues: | 69,671 | 41,172 | 32,874 | |||||||||
Energy Services - Intersegment Member | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues: | 1,545 | 162 | 427 | |||||||||
Intersegment Eliminations [Member] | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues: | 538,545 | 484,218 | 462,828 | |||||||||
Intersegment Eliminations [Member] | Energy Services Segment | ||||||||||||
Segment reporting disclosures | ||||||||||||
Revenues: | ($4,099) | ($653) | ($427) |
SEGMENT_INFORMATION_Details_2
SEGMENT INFORMATION (Details 2) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Segment reporting disclosures | ||
Total consolidated assets | $394,547 | $367,398 |
Operating segments | Product Solutions Segment | ||
Segment reporting disclosures | ||
Total consolidated assets | 227,564 | 232,070 |
Operating segments | Nuclear Services Segment | ||
Segment reporting disclosures | ||
Total consolidated assets | 89,475 | 63,897 |
Operating segments | Energy Services Segment | ||
Segment reporting disclosures | ||
Total consolidated assets | 66,030 | 49,782 |
Non-allocated corp HQ | ||
Segment reporting disclosures | ||
Total consolidated assets | $11,478 | $21,649 |
SEGMENT_INFORMATION_Details_3
SEGMENT INFORMATION (Details 3) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | $173,796 | $145,128 | $114,739 | $104,882 | $141,545 | $109,998 | $115,965 | $116,710 | $538,545 | $484,218 | $462,828 |
Product Solutions Segment | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 224,804 | 208,194 | 193,676 | ||||||||
Product Solutions Segment | Revenue Recognized In | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 222,250 | 208,194 | 193,676 | ||||||||
Product Solutions Segment | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 222,250 | 208,194 | 193,676 | ||||||||
Product Solutions Segment | U.S. | Revenue Recognized In | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 159,043 | 155,213 | 116,904 | ||||||||
Product Solutions Segment | U.S. | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 126,240 | 82,966 | 56,010 | ||||||||
Product Solutions Segment | Canada | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 4,631 | 18,462 | 4,306 | ||||||||
Product Solutions Segment | Europe | Revenue Recognized In | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 47,595 | 38,743 | 59,110 | ||||||||
Product Solutions Segment | Europe | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 10,334 | 6,314 | 8,583 | ||||||||
Product Solutions Segment | Mexico | Revenue Recognized In | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 11,675 | 12,158 | 16,164 | ||||||||
Product Solutions Segment | Mexico | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 798 | 7,283 | 4,091 | ||||||||
Product Solutions Segment | Asia | Revenue Recognized In | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 3,937 | 2,080 | 1,498 | ||||||||
Product Solutions Segment | Asia | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 18,332 | 23,624 | 14,920 | ||||||||
Product Solutions Segment | Middle East | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 39,485 | 40,573 | 82,596 | ||||||||
Product Solutions Segment | South America | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 4,719 | 21,781 | 17,182 | ||||||||
Product Solutions Segment | Other | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 17,711 | 7,191 | 5,988 | ||||||||
Energy Services Segment | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 71,216 | 41,334 | 33,301 | ||||||||
Energy Services Segment | Revenue Recognized In | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 69,671 | 41,172 | 32,874 | ||||||||
Energy Services Segment | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 69,671 | 41,172 | 32,874 | ||||||||
Energy Services Segment | U.S. | Revenue Recognized In | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 69,671 | 41,172 | 32,874 | ||||||||
Energy Services Segment | U.S. | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 68,259 | 40,337 | 32,874 | ||||||||
Energy Services Segment | Canada | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 257 | 69 | |||||||||
Energy Services Segment | Asia | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 627 | 315 | |||||||||
Energy Services Segment | Middle East | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 186 | 188 | |||||||||
Energy Services Segment | South America | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 342 | ||||||||||
Energy Services Segment | Other | Product Shipped To | |||||||||||
Schedule Of Revenue And Product Shipped By Geographical Segment | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | $263 |
SEGMENT_INFORMATION_Details_4
SEGMENT INFORMATION (Details 4) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment information | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | $173,796 | $145,128 | $114,739 | $104,882 | $141,545 | $109,998 | $115,965 | $116,710 | $538,545 | $484,218 | $462,828 |
Nuclear Services Segment | |||||||||||
Segment information | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 246,624 | 235,343 | 236,278 | ||||||||
Nuclear Services Segment | U.S. | |||||||||||
Segment information | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | 246,700 | 234,900 | 236,300 | ||||||||
Energy Services Segment | |||||||||||
Segment information | |||||||||||
Business combination post acquisition revenue included in consolidated results of operations | $71,216 | $41,334 | $33,301 |
SELECTED_QUARTERLY_FINANCIAL_D2
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of the quarterly operating results | |||||||||||
Total revenue | $173,796 | $145,128 | $114,739 | $104,882 | $141,545 | $109,998 | $115,965 | $116,710 | $538,545 | $484,218 | $462,828 |
Gross profit | 27,409 | 24,681 | 20,262 | 18,478 | 29,509 | 20,726 | 18,803 | 15,966 | 90,830 | 85,004 | 83,054 |
Loss from continuing operations | $5,930 | $4,428 | $864 | ($72) | $10,936 | $1,029 | $742 | ($1,201) | $11,150 | $11,506 | $17,570 |
Earnings per common share from continuing operations: | |||||||||||
Basic earnings per common share from continuing operations (in dollars per share) | $0.35 | $0.26 | $0.06 | $0.63 | $0.06 | $0.04 | ($0.07) | $0.66 | $0.68 | $1.04 | |
Diluted earnings per common share from continuing operations (in dollars per share) | $0.35 | $0.26 | $0.06 | $0.63 | $0.06 | $0.04 | ($0.07) | $0.65 | $0.68 | $1.02 |
SUBSEQUENT_EVENT_Details
SUBSEQUENT EVENT (Details) (USD $) | 1 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Jul. 09, 2013 | Mar. 06, 2015 | Jan. 14, 2015 | Dec. 31, 2014 | Feb. 27, 2015 |
segment | segment | |||||
Subsequent events | ||||||
Number of reportable segments | 3 | |||||
IBI, LLC | ||||||
Subsequent events | ||||||
Aggregate acquisition price | $18.60 | |||||
Subsequent Events | ||||||
Subsequent events | ||||||
Cash dividend declared (in dollars per share) | $0.09 | |||||
Date of record for dividend payment | 17-Mar-15 | |||||
Date of cash payment of dividend | 27-Mar-15 | |||||
Operating segments | 4 | |||||
Number of reportable segments | 3 | |||||
Subsequent Events | PPS | ||||||
Subsequent events | ||||||
Aggregate acquisition price | $6.80 |
Schedule_II_VALUATION_AND_QUAL1
Schedule II - VALUATION AND QUALIFYING ACCOUNTS (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for doubtful accounts | |||
Valuation and Qualifying Accounts | |||
Balance at Beginning of Period | $557 | $990 | $1,135 |
Charged to Costs and Expenses | 254 | 83 | 29 |
Charged to Other Accounts | 120 | 26 | |
Deductions | -25 | -636 | -200 |
Balance at End of Period | 787 | 557 | 990 |
Accrued warranty reserves | |||
Valuation and Qualifying Accounts | |||
Balance at Beginning of Period | 3,261 | 4,073 | 4,719 |
Charged to Costs and Expenses | 1,258 | 2,546 | 1,859 |
Charged to Other Accounts | -552 | 1,938 | |
Deductions | -2,523 | -2,806 | -4,443 |
Balance at End of Period | 1,996 | 3,261 | 4,073 |
Valuation allowance for deferred tax assets | |||
Valuation and Qualifying Accounts | |||
Balance at Beginning of Period | 2,848 | 6,488 | 6,845 |
Charged to Costs and Expenses | 381 | 24 | |
Charged to Other Accounts | 601 | ||
Deductions | -220 | -4,622 | -381 |
Balance at End of Period | 2,628 | 2,848 | 6,488 |
Reserve for Inventory | |||
Valuation and Qualifying Accounts | |||
Balance at Beginning of Period | 578 | 763 | 480 |
Charged to Costs and Expenses | 90 | 310 | 27 |
Charged to Other Accounts | 387 | 583 | |
Deductions | -242 | -882 | -327 |
Balance at End of Period | $426 | $578 | $763 |