Document and Entity Information
Document and Entity Information Document - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 16, 2015 | |
Document Information [Line Items] | ||
Entity Registrant Name | INTERFACE SECURITY SYSTEMS HOLDINGS INC | |
Entity Central Index Key | 1,164,255 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 2,632,839.70 | |
Common Class B [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 976,880.09 |
Unaudited Consolidated Balance
Unaudited Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets | ||
Cash and cash equivalents | $ 29,924 | $ 25,833 |
Accounts receivable, less allowance for doubtful accounts of $1,342 and $1,105 | 9,657 | 11,964 |
Inventories | 18,094 | 21,655 |
Prepaid expenses and other assets | 4,731 | 3,460 |
Total current assets | 62,406 | 62,912 |
Property and equipment, net | 40,245 | 27,718 |
Intangible assets, net | 19,925 | 24,332 |
Goodwill | 40,463 | 40,463 |
Deferred charges | 5,072 | 6,654 |
Other assets | 6,929 | 7,216 |
Total assets | 175,040 | 169,295 |
Current liabilities | ||
Current portion of capital leases and other obligations | 3,043 | 2,126 |
Accounts payable | 15,130 | 18,070 |
Accrued expenses | 12,914 | 16,901 |
Customer deposits | 1,631 | 2,375 |
Deferred revenue | 3,446 | 3,419 |
Total current liabilities | 36,164 | 42,891 |
Long-term deferred revenue | 2,754 | 2,826 |
Deferred tax liability | 8,491 | 8,088 |
Capital leases and other obligations | 1,383 | 2,280 |
Long-term debt | 266,000 | 262,000 |
Total liabilities | 314,792 | 318,085 |
Mezzanine equity | ||
Total mezzanine equity | 163,399 | 163,399 |
Stockholders' deficit | ||
Additional paid-in-capital | 121,364 | 71,564 |
Accumulated deficit | (424,551) | (383,789) |
Total stockholders' deficit | (303,151) | (312,189) |
Total liabilities and stockholders' deficit | 175,040 | 169,295 |
Redeemable Class A Preferred Stock [Member] | ||
Mezzanine equity | ||
Total mezzanine equity | 110,284 | 110,284 |
Redeemable Class C Preferred Stock [Member] | ||
Mezzanine equity | ||
Total mezzanine equity | 41,154 | 41,154 |
Convertible and Redeemable Class E Preferred Stock [Member] | ||
Mezzanine equity | ||
Total mezzanine equity | 11,961 | 11,961 |
Common Class A [Member] | ||
Stockholders' deficit | ||
Value of common stock | 26 | 26 |
Common Class B [Member] | ||
Stockholders' deficit | ||
Value of common stock | $ 10 | $ 10 |
Unaudited Consolidated Balance3
Unaudited Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Allowance for doubtful accounts | $ 1,342 | $ 1,105 |
Redeemable Class A Preferred Stock [Member] | ||
Mezzanine equity, par value (in dollars per share) | $ 1 | $ 1 |
Mezzanine equity, shares authorized (in shares) | 70,000 | 70,000 |
Mezzanine equity, shares outstanding (in shares) | 39,398 | 39,398 |
Redeemable Class C Preferred Stock [Member] | ||
Mezzanine equity, par value (in dollars per share) | $ 1 | $ 1 |
Mezzanine equity, shares authorized (in shares) | 60,000 | 60,000 |
Mezzanine equity, shares outstanding (in shares) | 16,094 | 16,094 |
Convertible and Redeemable Class E Preferred Stock [Member] | ||
Mezzanine equity, par value (in dollars per share) | $ 1 | $ 1 |
Mezzanine equity, shares authorized (in shares) | 50,000 | 50,000 |
Mezzanine equity, shares outstanding (in shares) | 10,467 | 10,467 |
Common Class A [Member] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 3,000,000 | 3,000,000 |
Common stock, shares outstanding (in shares) | 2,632,840 | 2,632,840 |
Common Class B [Member] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,500,000 | 1,500,000 |
Common stock, shares outstanding (in shares) | 976,880 | 976,880 |
Unaudited Consolidated Statemen
Unaudited Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenue | ||||
Services | $ 33,135 | $ 26,872 | $ 94,107 | $ 77,370 |
Products | 3,971 | 5,552 | 13,680 | 11,201 |
Total revenue | 37,106 | 32,424 | 107,787 | 88,571 |
Costs and Expenses | ||||
Cost of services | 27,472 | 25,740 | 83,676 | 65,818 |
Cost of products | 3,207 | 3,459 | 12,152 | 9,525 |
General and administrative expenses | 5,878 | 6,478 | 18,383 | 20,293 |
Amortization | 1,370 | 2,144 | 4,406 | 6,727 |
Depreciation | 3,548 | 2,368 | 9,960 | 7,199 |
Loss on sale of long-lived assets | 296 | 415 | 844 | 1,048 |
Gain on sale of Transferred Assets | 0 | 0 | 0 | (39,715) |
Total costs and expenses | 41,771 | 40,604 | 129,421 | 70,895 |
(Loss) income from operations | (4,665) | (8,180) | (21,634) | 17,676 |
Interest expense | (6,233) | (6,172) | (18,604) | (18,354) |
Interest income | 0 | 1 | 1 | 5 |
Loss before provision for income taxes | (10,898) | (14,351) | (40,237) | (673) |
Provision for income taxes | (136) | (1,136) | (525) | (25) |
Net loss | (11,034) | (15,487) | (40,762) | (698) |
Net loss attributable to common stockholders | (11,034) | (15,487) | (40,762) | (7,427) |
Redeemable Class A Preferred Stock [Member] | ||||
Costs and Expenses | ||||
Dividends accrued on preferred stock | 0 | 0 | 0 | (4,564) |
Redeemable Class C Preferred Stock [Member] | ||||
Costs and Expenses | ||||
Dividends accrued on preferred stock | 0 | 0 | 0 | (1,630) |
Convertible and Redeemable Class E Preferred Stock [Member] | ||||
Costs and Expenses | ||||
Dividends accrued on preferred stock | 0 | 0 | 0 | (502) |
Convertible and Redeemable Class F Preferred Stock [Member] | ||||
Costs and Expenses | ||||
Dividends accrued on preferred stock | 0 | 0 | 0 | (14) |
Redeemable Class G Preferred Stock [Member] | ||||
Costs and Expenses | ||||
Dividends accrued on preferred stock | $ 0 | $ 0 | $ 0 | $ (19) |
Unaudited Consolidated Stateme5
Unaudited Consolidated Statement of Changes in Stockholders' Deficit - 9 months ended Sep. 30, 2015 - USD ($) $ in Thousands | Total | Common Class A [Member] | Common Class B [Member] | Common Stock [Member]Common Class A [Member] | Common Stock [Member]Common Class B [Member] | Additional paid-in Capital [Member] | Accumulated Deficit [Member] |
Balances, beginning of period at Dec. 31, 2014 | $ (312,189) | $ 26 | $ 10 | $ 71,564 | $ (383,789) | ||
Balances, beginning of period (in shares) at Dec. 31, 2014 | 2,632,840 | 976,880 | 2,632,840 | 976,880 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Capital contribution | 49,800 | 49,800 | |||||
Net loss | (40,762) | (40,762) | |||||
Balances, end of period at Sep. 30, 2015 | $ (303,151) | $ 26 | $ 10 | $ 121,364 | $ (424,551) | ||
Balances, end of period (in shares) at Sep. 30, 2015 | 2,632,840 | 976,880 | 2,632,840 | 976,880 |
Unaudited Consolidated Stateme6
Unaudited Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities | ||||
Net loss | $ (11,034) | $ (15,487) | $ (40,762) | $ (698) |
Adjustments to reconcile net loss to net cash used in operating activities | ||||
Amortization | 1,370 | 2,144 | 4,406 | 6,727 |
Depreciation | 3,548 | 2,368 | 9,960 | 7,199 |
Amortization of deferred charges | 600 | 500 | 1,651 | 1,638 |
Deferred income tax | 403 | 22 | ||
Loss on sale of long-lived assets | 296 | 415 | 844 | 1,048 |
Gain on sale of Transferred Assets | 0 | 0 | 0 | (39,715) |
Change in operating assets and liabilities | ||||
Accounts receivable | 2,307 | (2,519) | ||
Inventories | 4,499 | (5,137) | ||
Prepaid expenses, notes receivable and other assets | (984) | (6,754) | ||
Accounts payable | (3,223) | 1,180 | ||
Accrued expenses | (3,320) | (3,180) | ||
Customer deposits | (744) | (315) | ||
Deferred revenue | (44) | 832 | ||
Net cash used in operating activities | (25,007) | (39,672) | ||
Cash flows from investing activities | ||||
Capital expenditures, subscriber system assets | (22,167) | (8,601) | ||
Capital expenditures, other | (912) | (927) | ||
Proceeds from sale of property and equipment | 30 | 116 | ||
Proceeds from sale of Transferred Assets | 0 | 40,799 | ||
Change in restricted cash | 0 | 2,000 | ||
Net cash (used in) provided by investing activities | (23,049) | 33,387 | ||
Cash flows from financing activities | ||||
Proceeds from Revolving Credit Facility | 4,000 | 5,500 | ||
Payments on capital leases and other obligations | (1,585) | (308) | ||
Proceeds from related party notes | 0 | 100 | ||
Capital contribution | 49,800 | 71,564 | ||
Proceeds of issuance from common stock | 0 | 36 | ||
Dividends paid on preferred stock | 0 | (27,281) | ||
Redemption of preferred stock | 0 | (5) | ||
Deferred charges | (68) | 0 | ||
Net cash provided by financing activities | 52,147 | 49,606 | ||
Net increase in cash | 4,091 | 43,321 | ||
Cash and cash equivalents | ||||
Beginning of period | 25,833 | 361 | ||
End of period | 29,924 | 43,682 | 29,924 | 43,682 |
Supplemental Disclosures | ||||
Cash paid for interest | 22,267 | 22,186 | ||
Cash paid for taxes | 380 | 180 | ||
Noncash items | ||||
Capital expenditures in accounts payable | 492 | 266 | ||
Acquisition of inventory through financing arrangements | 938 | 1,211 | ||
Acquisition of equipment through capital leases | 0 | 357 | ||
Redeemable Class A Preferred Stock [Member] | ||||
Noncash items | ||||
Dividends accrued | 0 | (4,564) | 0 | (4,564) |
Redeemable Class C Preferred Stock [Member] | ||||
Noncash items | ||||
Dividends accrued | 0 | (1,630) | 0 | (1,630) |
Convertible and Redeemable Class E Preferred Stock [Member] | ||||
Noncash items | ||||
Dividends accrued | 0 | (502) | 0 | (502) |
Convertible and Redeemable Class F Preferred Stock [Member] | ||||
Noncash items | ||||
Dividends accrued | 0 | (14) | 0 | (14) |
Redeemable Class G Preferred Stock [Member] | ||||
Noncash items | ||||
Dividends accrued | $ 0 | $ (19) | $ 0 | $ (19) |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Organization Interface Security Systems Holdings, Inc. (“Holdings”) is a Delaware corporation. Holdings is a technology company engaged in the sale, provisioning, installation, monitoring and maintenance of physical security, secure managed broadband (“SMB”), and digital Voice over Internet Protocol (“VoIP”) based applications to commercial and residential customers throughout the United States. Holdings is primarily owned by SunTx Capital Partners, L.P. and its affiliates (“SunTx Capital Partners”), which owns approximately 88 % of the voting power of Holdings' indirect parent company, Interface Grand Master Holdings, Inc. (“Grand Master”) on a fully diluted basis. Grand Master is the owner of 100 % of the capital stock of Interface Master Holdings, Inc. (“Master Holdings”), the direct parent company of Holdings. Holdings owns 100 % of the outstanding membership interests of its principal operating subsidiary, Interface Security Systems, L.L.C. (“Interface Systems”). Collectively, Holdings and Interface Systems are referred to herein as the “Company” or “Interface”. Basis of Presentation The consolidated financial statements include the accounts of the Company. All significant transactions and account balances between entities included in the consolidated financial statements have been eliminated in consolidation. The consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary to present a fair statement of the Company’s financial position as of September 30, 2015 , and the results of operations for the three and nine months ended September 30, 2015 and 2014 . The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information; accordingly, certain information and footnote disclosures typically included in the Company’s annual financial statements have been condensed or omitted from this report. These unaudited condensed financial statements should be read in conjunction with the financial statements and the notes thereto filed with the Company's Annual Report on Form 10-K for the year ended December 31, 2014 (the “Form 10-K”), which was filed with the SEC on March 31, 2015. Information presented as of December 31, 2014 is derived from audited financial statements. The results of operations for the interim periods are not necessarily indicative of the results expected for the full year. Revision During the third quarter of 2015 , the Company identified that immaterial amounts of certain sales incentives and discounts provided to its customers were improperly recorded as cost of services instead of being recorded as a direct offset to services revenue. In accordance with Accounting Standards Codification (“ASC”) 605-50, Revenue Recognition, these sales incentives and discounts should be recorded as an offset to revenues instead of being reported as a cost of services. Pursuant to the guidance of Staff Accounting Bulletin (“SAB”) No. 99, Materiality, the Company concluded that the errors were not material to any of its prior year consolidated financial statements. The accompanying consolidated statement of operations for the nine months ended September 30, 2015 includes a cumulative revision relating to these errors for the six months ended June 30, 2015 and were immaterial to the years previously reported. These revisions did not have any effect on income (loss) from operations, net income (loss), cash flows, or non-GAAP reporting metrics nor did they affect the Company’s past compliance with debt covenants. The following table compares previously reported service revenues, total revenues, cost of services, total costs and expenses to as adjusted amounts for the each of the three month periods ended March 31 and June 30, 2015 and the six months ended June 30, 2015 : Three Months Ended March 31, 2015 As Reported Correction As Adjusted Services revenue $ 32,869 $ (4,340 ) $ 28,529 Total revenue 38,302 (4,340 ) 33,962 Cost of services 32,915 (4,340 ) 28,575 Total costs and expenses 48,712 (4,340 ) 44,372 Three Months Ended June 30, 2015 As Reported Correction As Adjusted Services revenue $ 34,235 $ (1,792 ) $ 32,443 Total revenue 38,511 (1,792 ) 36,719 Cost of services 29,421 (1,792 ) 27,629 Total costs and expenses 45,070 (1,792 ) 43,278 Six Months Ended June 30, 2015 As Reported Correction As Adjusted Services revenue $ 67,104 $ (6,132 ) $ 60,972 Total revenue 76,813 (6,132 ) 70,681 Cost of services 62,336 (6,132 ) 56,204 Total costs and expenses 93,782 (6,132 ) 87,650 Going Concern As of March 31, 2015, the Company could not provide assurance that it would achieve positive cash flow during high volume net new recurring monthly revenue (“RMR”) growth periods, produce sufficient cash flow to meet all of its obligations if it were to cease investing in creating new RMR and replacing attrition (“Steady State”) or that it could raise additional debt and/or equity capital. These factors raised substantial doubt about the Company’s ability to continue as a going concern. On June 30, 2015 , the Company entered into a consent and fifth amendment to the Revolving Credit Facility (defined in Note 7) with Capital One, N.A. (“Capital One”) to permit, and in which Capital One consented to, certain events in connection with the establishment of Grand Master, as the owner of 100 % of the capital stock of Master Holdings (“Grand Master Restructuring”). In connection with the restructuring, Grand Master closed a private placement of $ 67.0 million aggregate principal amount of unsecured notes on July 7, 2015. Also on July 7, 2015, Grand Master made a capital contribution through its subsidiaries of $ 49.8 million of the net proceeds from the offering to fund the Company's growth initiatives. On June 30, 2015 , the Company entered into a Master Services Agreement with a specialty retailer and distributor of professional beauty supplies, pursuant to which the Company will provide a fully-managed bundled services solution to approximately 4,200 locations. A portion of the net proceeds from the notes offering is expected to be used to fund the deployment of this contract, which is expected to be completed in February 2016 . As a result of the capital contribution from Grand Master, management believes its near-term financial position has improved significantly since March 31, 2015 and sufficient liquidity exists to fund the deployment of the Master Services Agreement and pay the interest payments of $ 10.6 million due under the 9 1/4% Senior Secured Notes due 2018 (the “Notes”) in January 2016 and July 2016. Operating Model and Liquidity The Company conducts business in one operating segment, which is identified by the Company based on how resources are allocated and operating decisions are made. Management evaluates performance and allocates resources based on the Company as a whole. A majority of the Company’s revenues are generated within the United States and a majority of the Company’s long-lived assets are located primarily within the United States. Management evaluates performance and allocates resources based on the Company as a whole. The Company’s business model is based on generating long-term contracts with customers to provide on-going monitoring, management, maintenance and related services that generate profitable RMR. The Company makes a one-time investment in sales and installation cost to create new customers internally and this investment is generally not capitalized. The Company generates substantial operating losses as a result of expensing the majority of its investment in subscriber RMR growth. The Company incurred net direct costs of $ 11.7 million and $ 12.9 million to create new RMR of $ 0.5 million and $ 0.6 million for the three months ended September 30, 2015 and 2014 , respectively, and incurred net direct costs of $ 53.8 million and $ 28.0 million to create new RMR of $ 2.2 million and $ 0.9 million for the nine months ended September 30, 2015 and 2014 , respectively. The Company's cash used for operations for the three and nine months ended September 30, 2015 is primarily due to installation costs to create new RMR. Security, technology and monitoring companies are generally valued based on a multiple of the RMR associated with the customer contracts and these multiples vary based on performance metrics, scale and market conditions. Management believes there is significant value created for the Company’s investors resulting from the steady growth in the Company’s RMR at historical investment levels. The Company has demonstrated historical increases in monitoring and managed service revenues from adding new RMR that generates high cash flow margins. As of September 30, 2015 , the Company is actively billing approximately $ 10.1 million of RMR and has a backlog of new RMR associated with fully executed customer contracts for services that are pending installation (“Contracted Backlog”) totaling $ 1.7 million of which approximately $ 1.0 million is expected to be completed by the end of 2015 . Throughout the course of the Company’s history, it has been able to adjust the level of RMR growth and related investment based on the capital available. If the Company were to cease its internal growth strategy and enter Steady State, it would likely generate future positive cash flows that could be used to pay down its outstanding debt. Steady State is a non-GAAP financial metric often used by industry lenders, investment bankers, credit rating agencies and physical security companies to assess ongoing cash flow generating capabilities of a security company assuming the company invests only in acquiring new customers to offset attrition and maintain a steady base of RMR. During high volume net new RMR growth periods, management cannot provide assurance that the Company will achieve positive cash flow or have the ability to raise additional debt and/or equity capital. In the event that sufficient funds cannot be obtained to grow RMR and pay interest payments, management could elect to operate in Steady State and scale back the RMR growth to a level that would significantly reduce its investment costs. A majority of the expenses related to the sales and marketing activity for new RMR opportunities spent in 2015 would be eliminated as well as other fixed overhead and operating costs associated with installing new RMR and Contracted Backlog. In March 2015, the Company received a waiver from Capital One for any default under its Revolving Credit Facility (defined in Note 7) resulting from the going concern emphasis in the audit report for the year ended December 31, 2014. The Company also entered into a fourth amendment to the Revolving Credit Facility increasing the facility from $ 45.0 million to $ 50.0 million. The Company had $ 36.0 million drawn and $ 13.8 million available for borrowing under its Revolving Credit Facility at September 30, 2015 . See Note 7. The Company used $ 25.0 million and $ 39.7 million of cash for operations for the nine months ended September 30, 2015 and 2014 , respectively, and had positive working capital of $ 26.2 million as of September 30, 2015 and $ 20.0 million as of December 31, 2014 . In addition, as of September 30, 2015 , the Company had $ 266.0 million of total indebtedness. The Company expects to use its cash on hand for operations during the remainder of 2015. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Products $ 10,012 $ 10,279 Work-in-process 8,082 11,376 $ 18,094 $ 21,655 |
Sale of Transferred Assets
Sale of Transferred Assets | 9 Months Ended |
Sep. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Sale of Transferred Assets | Sale of Transferred Assets Pursuant to an Asset Purchase Agreement (the “Asset Purchase Agreement”), dated as of January 9, 2014 (the “Closing Date”), by and among My Alarm Center, LLC, d/b/a Alarm Capital Alliance (“Buyer”), and Interface Systems, the Company sold certain residential customer contracts and related assets and liabilities used exclusively in, or necessary to conduct, the alarm system sales, installation, repair, maintenance and monitoring services of the Company’s Hawk Security Services brand (“Hawk”) in the State of Texas (the “Transferred Assets”) to the Buyer. The total purchase price for the Transferred Assets was approximately $ 42.8 million of which approximately $ 40.7 million was paid in cash to the Company on the Closing Date, and the remainder of the purchase price was paid to the Company in August 2014. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consists of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Subscriber system assets $ 56,807 $ 36,880 Equipment 3,208 2,809 Software 2,833 2,817 Vehicles 969 1,125 Furniture and fixtures 770 543 Leasehold improvements 979 933 65,566 45,107 Less: Accumulated depreciation (25,321 ) (17,389 ) $ 40,245 $ 27,718 Depreciation expense was $ 3.5 million and $ 2.4 million for the three months ended September 30, 2015 and 2014 , respectively, and $ 10.0 million and $ 7.2 million for the nine months ended September 30, 2015 and 2014 , respectively. |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Intangible assets are recorded at cost or fair value if acquired in a purchase business combination and consist of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Alarm monitoring contracts $ 37,999 $ 58,044 Internally developed software 4,347 4,347 Other 15 15 42,361 62,406 Less Accumulated amortization for: Alarm monitoring contracts (19,370 ) (35,662 ) Internally developed software (3,053 ) (2,400 ) Other (13 ) (12 ) (22,436 ) (38,074 ) $ 19,925 $ 24,332 Amortization of intangible assets was $ 1.4 million and $ 2.1 million for the three months ended September 30, 2015 and 2014 , respectively, and $ 4.4 million and $ 6.7 million for the nine months ended September 30, 2015 and 2014 , respectively. Amortization of intangible assets for the following five years, as of September 30, 2015 , is as follows (in thousands): Three months ending December 31, 2015 $ 1,070 2016 4,149 2017 2,855 2018 1,995 2019 1,907 2020 1,877 During the first quarter of 2015 , the Company approved a software development plan to replace and discontinue the use of the internally developed software acquired during the merger of Westec Acquisition Corp. in March 2012. The Company determined in July 2015 that the new software became a viable solution and plans to discontinue the use of the acquired software in early 2016 . As a result of the Company's decision to discontinue the use of the acquired long-term asset, the Company reduced its estimated useful life of internally developed software from 5 to 4 years . |
Accrued Expenses
Accrued Expenses | 9 Months Ended |
Sep. 30, 2015 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses consist of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Interest $ 4,598 $ 9,896 Payroll and benefit related accruals 3,945 3,885 Taxes 1,927 1,233 Other 2,444 1,887 $ 12,914 $ 16,901 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consists of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Notes $ 230,000 $ 230,000 Revolving line of credit 36,000 32,000 $ 266,000 $ 262,000 The Company maintains a Revolving Credit Facility with Capital One, senior to the Notes (as amended, the “Revolving Credit Facility”) which allows the Company to borrow the lesser of $ 50.0 million or up to 5 times RMR. The Revolving Credit Facility matures on January 15, 2018 and had $ 36.0 million drawn and availability of $ 13.8 million at September 30, 2015 . The Revolving Credit Facility includes a $ 1.0 million sub-limit for the issuance of letters of credit, and the amount outstanding reduces the available borrowing capacity. As of September 30, 2015 and December 31, 2014 , the Company had $ 0.1 million in letters of credit outstanding. Borrowings under the Revolving Credit Facility bear interest at a floating rate per year equal to the higher of (A) the rate (adjusted for statutory reserve requirements for Eurocurrency liabilities) at which Eurodollar deposits are offered for a period equal to one, two, three, or six months, as quoted on Reuters Screen LIBOR01 Page (or any successor / similar page or service) as of 11:00 a.m., London time, on the day that is two London banking days preceding the applicable interest determination date and (B) 0.50 %, plus the applicable margin of 3.25 %. As of September 30, 2015 , the interest rate is 3.75 %. The Revolving Credit Facility includes financial covenants, including: (i) a covenant not to exceed a revolving facility usage to eligible RMR ratio of 5.0 to 1.0 , (ii) a covenant to maintain a minimum fixed charge coverage of at least 1.25 to 1.0 , and (iii) a covenant not to exceed a maximum gross RMR attrition rate of 13.0 % at any time. The Revolving Credit Facility is secured by a first priority perfected lien on substantially all of the same assets that secure the Notes on a second priority basis. The Revolving Credit Facility also provides that, upon the occurrence of certain events of default, the Company’s obligations thereunder may be accelerated and any lending commitments terminated. Such events of default include payment defaults to the lenders, material inaccuracies of representations and warranties, covenant defaults, cross‑defaults to other material indebtedness, voluntary and involuntary bankruptcy proceedings, material money judgments, certain change of control events and other customary events of default. As of September 30, 2015 , the Company was in compliance with all of the restrictive and financial covenants. Based upon outstanding indebtedness as of September 30, 2015 , aggregate annual maturities on the total borrowings under all debt agreements as of September 30, 2015 are as follows (in thousands): Year Amount 2015 $ — 2016 — 2017 — 2018 266,000 2019 — $ 266,000 At September 30, 2015 , the Notes traded at a range of $ 101.00 to $ 102.00 based upon available market information. The range of the estimated fair value of the Notes was $ 232.3 million to $ 234.6 million as of September 30, 2015 and $ 230.0 million to $ 234.6 million as of December 31, 2014 . Due to their infrequency of trades, the Notes are considered to be Level 2 inputs of the valuation hierarchy. The carrying amount of debt outstanding under the Revolving Credit Facility approximates fair value as interest rates on these borrowings approximate terms currently offered to the Company, which are considered Level 2. The Company does not have any assets categorized as Level 1 or Level 3 in the fair value hierarchy and there were no transfers made into or out of the Company's Level 2 financial assets during the three and nine months ended September 30, 2015 and 2014 . See Note 8. Costs related to borrowings are deferred and amortized to interest expense over the terms of the related borrowing. Deferred charges consist of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Deferred financing fees $ 10,989 $ 10,921 Accumulated amortization (5,917 ) (4,267 ) $ 5,072 $ 6,654 Amortization of deferred financing costs was $ 0.6 million and $ 0.5 million for the three months ended September 30, 2015 and 2014 , respectively, and $ 1.7 million and $ 1.6 million for the nine months ended September 30, 2015 and 2014 , respectively, which is included in interest expense in the accompanying unaudited consolidated statement of operations. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company has established a process for determining fair value of its financial assets and liabilities using available market information or other appropriate valuation methodologies. Fair value is based upon quoted market prices, where available. If such valuation methods are not available, fair value is based on internally or externally developed models using market-based or independently-sourced market parameters, where available. Fair value may be subsequently adjusted to ensure that those assets and liabilities are recorded at fair value. The use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value estimate as of the Company’s reporting date. Fair value guidance establishes a three-level hierarchy for disclosure of fair value measurements, based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date, as follows: • Level 1 – inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2 – inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset and liability, either directly or indirectly, for substantially the full term of the financial instrument. • Level 3 – inputs to the valuation methodology are unobservable and significant to the fair value measurement. The carrying amounts of cash, accounts receivable and accounts payable approximate fair value because of the short maturity of those instruments. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company recognized income tax expense of $ 0.1 million and $ 1.1 million for the three months ended September 30, 2015 and 2014 , respectively, and income tax expense of $ 0.5 million and $ 0.03 million for the nine months ended September 30, 2015 and 2014 , respectively, resulting in an effective tax rate of (1.25) % and (7.92) % for the three months ended September 30, 2015 and 2014 , respectively, and (1.31) % and (3.79) % for the nine months ended September 30, 2015 and 2014 , respectively. In each period, income tax expense includes i) the effects of a valuation allowance maintained for federal and state deferred tax assets including net operating loss carry forwards and ii) expense for certain jurisdictions where the tax liability is determined based on non-income related activities. In addition, the Company determines its estimated annual effective tax rate based on its projected operating losses for the year and applies this rate to each period in accordance with requirements for accounting for income taxes under ASC 740-270. |
Mezzanine Equity
Mezzanine Equity | 9 Months Ended |
Sep. 30, 2015 | |
Temporary Equity Disclosure [Abstract] | |
Mezzanine Equity | Mezzanine Equity Mezzanine equity in the consolidated balance sheets as of September 30, 2015 and December 31, 2014 is comprised of the Company’s Class A, Class C, and Class E preferred stock, including accrued dividends. In January 2014, the Company used a portion of the net proceeds from the sale of the Transferred Assets to redeem all of the issued and outstanding shares of the Company’s Class G preferred stock, Class F preferred stock and part of the Company’s Class E preferred stock and to pay a cash dividend in an aggregate amount of approximately $ 27.3 million to the stockholders as permitted under the indenture governing the Notes. Upon adoption of the Company’s amended and restated certificate of incorporation on May 29, 2014, each class of preferred stock ceased accruing dividends. In July 2015, in connection with the Grand Master Restructuring, stockholders of Master Holdings exchanged all of their shares of each class of common stock and each class of preferred stock of Master Holdings for an equal number of shares of common stock and preferred stock of Grand Masters with substantially similar terms as the shares of Master Holdings. As a result, Grand Masters now owns 100% of the common stock and preferred stock of Master Holdings. There was no change in mezzanine equity from December 31, 2014 . Stockholders’ Equity Holdings’ amended and restated certificate of incorporation authorizes 3,000,000 shares of Class A common stock with a par value of $ 0.01 per share, and 1,500,000 shares of Class B common stock with a par value of $ 0.01 per share. See consolidated statement of changes in stockholder’s deficit for details of shares issued and outstanding. In addition, each share of Class A common stock is convertible into one share of Class B common stock at any time at the option of the stockholder. On December 13, 2001 (date of inception), members of Company management purchased shares of Holdings’ stock at prices determined by the Board of Directors of the Company. The purchase price for such shares was paid to Holdings with an aggregate of $ 250,000 in recourse promissory notes payable to the Company, with the shares pledged as collateral. In April 2014, all of the promissory notes issued by management were paid in full and terminated. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | Mezzanine Equity Mezzanine equity in the consolidated balance sheets as of September 30, 2015 and December 31, 2014 is comprised of the Company’s Class A, Class C, and Class E preferred stock, including accrued dividends. In January 2014, the Company used a portion of the net proceeds from the sale of the Transferred Assets to redeem all of the issued and outstanding shares of the Company’s Class G preferred stock, Class F preferred stock and part of the Company’s Class E preferred stock and to pay a cash dividend in an aggregate amount of approximately $ 27.3 million to the stockholders as permitted under the indenture governing the Notes. Upon adoption of the Company’s amended and restated certificate of incorporation on May 29, 2014, each class of preferred stock ceased accruing dividends. In July 2015, in connection with the Grand Master Restructuring, stockholders of Master Holdings exchanged all of their shares of each class of common stock and each class of preferred stock of Master Holdings for an equal number of shares of common stock and preferred stock of Grand Masters with substantially similar terms as the shares of Master Holdings. As a result, Grand Masters now owns 100% of the common stock and preferred stock of Master Holdings. There was no change in mezzanine equity from December 31, 2014 . Stockholders’ Equity Holdings’ amended and restated certificate of incorporation authorizes 3,000,000 shares of Class A common stock with a par value of $ 0.01 per share, and 1,500,000 shares of Class B common stock with a par value of $ 0.01 per share. See consolidated statement of changes in stockholder’s deficit for details of shares issued and outstanding. In addition, each share of Class A common stock is convertible into one share of Class B common stock at any time at the option of the stockholder. On December 13, 2001 (date of inception), members of Company management purchased shares of Holdings’ stock at prices determined by the Board of Directors of the Company. The purchase price for such shares was paid to Holdings with an aggregate of $ 250,000 in recourse promissory notes payable to the Company, with the shares pledged as collateral. In April 2014, all of the promissory notes issued by management were paid in full and terminated. |
Lease Commitments and Other Obl
Lease Commitments and Other Obligations | 9 Months Ended |
Sep. 30, 2015 | |
Leases [Abstract] | |
Lease Commitments and Other Obligations | Lease Commitments and Other Obligations Operating Leases The Company is party to various noncancelable operating leases for equipment, building rent, computer systems and vehicles with terms of one year or greater. At September 30, 2015 , the future minimum rental payments required under such leases are as follows (in thousands): Three months ending December 31, 2015 $ 755 2016 2,367 2017 1,583 2018 1,008 2019 and thereafter 3,740 $ 9,453 Rental expense for equipment, building rent, computer systems and vehicles for the three months ended September 30, 2015 and 2014 was $ 1.4 million and $ 1.5 million, respectively, and rental expense for the nine months ended September 30, 2015 and 2014 was $ 5.3 million and $ 4.3 million, respectively. In addition to the operating leases above, the Company has equipment leases that are accounted for as capital leases. At September 30, 2015 , the future minimum lease payments under such leases are as follows (in thousands): Three months ending December 31, 2015 $ 77 2016 240 2017 and thereafter 9 326 Less: current portion (291 ) $ 35 Capital leases for equipment had a book value of $ 2.1 million and $ 2.2 million and accumulated depreciation of $ 1.6 million and $ 1.5 million at September 30, 2015 and December 31, 2014 , respectively. The Company has entered into financing arrangements for the purchase of inventory. The financing arrangements are non-interest bearing and range from 24 to 36 months in duration. The total amount of these borrowings, including current portion, was $ 3.4 million and $ 3.9 million at September 30, 2015 and December 31, 2014 , respectively. The current portion of these borrowings was $ 2.8 million and $ 1.8 million at September 30, 2015 and December 31, 2014 , respectively. The imputed interest on the financing arrangements was not significant based on the lender's borrowing rate. Purchase Obligations The Company purchases service components from a variety of providers and enters into agreements with suppliers that either allow them to procure components based upon criteria as defined by the Company or that establish the parameters defining the Company’s requirements. These agreements are cancelable without a significant penalty, and with short notice, typically 30 days . Consequently, purchase commitments arising from these agreements that are cancelable upon notice and without significant penalties are not included in contractual obligations. |
Concentrations of Credit Risk a
Concentrations of Credit Risk and Significant Customers | 9 Months Ended |
Sep. 30, 2015 | |
Risks and Uncertainties [Abstract] | |
Concentrations of Credit Risk and Significant Customers | Concentrations of Credit Risk and Significant Customers The Company provides services and sells its products to a wide range of customers including commercial businesses and private residences. The Company performs ongoing credit evaluations of its customers and generally does not require collateral. The Company maintains reserves for potential credit losses. The Company had concentrations of credit risk with two customers, representing 22.2 % and 15.9 %, respectively, of total revenues for the three months ended September 30, 2015 and 18.1 % and 16.5 %, respectively, of total revenues for the nine months ended September 30, 2015 . The associated accounts receivable from these two customers as a percentage of the Company’s accounts receivable, net, were 7.4 % and 21.1 %, respectively, as of September 30, 2015 . For the three months ended September 30, 2014 , the Company's two largest customers accounted for 18.4 % and 7.5 %, respectively, of total revenues and 19.4 % and 3.6 %, respectively, for the nine months ended September 30, 2014 . The associated accounts receivable from these two customers accounted for 17.5 % and 16.9 %, respectively, of the Company’s total accounts receivable, net, as of December 31, 2014 . The Company had significant concentrations of purchases with three vendors that totaled $ 3.5 million, $ 2.4 million and $ 2.2 million for the three months ended September 30, 2015 , respectively. Purchases from these vendors represented 8.5 %, 5.7 % and 5.3 % of the Company's total vendor purchases for the three months ended September 30, 2015 , respectively. For the nine months ended September 30, 2015 , the Company had significant concentration of purchases with three vendors that totaled $ 16.8 million, $ 7.6 million and $ 6.0 million, respectively. Purchases from these vendors represented 15.7 %, 7.1 % and 5.6 % of the Company's total vendor purchases for the nine months ended September 30, 2015 , respectively. The Company had an accounts payable balance associated with these three vendors of $ 2.3 million, $ 2.3 million and $ 1.1 million, respectively, at September 30, 2015 . For the three months ended September 30, 2014 , the Company had significant concentrations of purchases with three vendors that totaled $ 4.5 million, $ 3.1 million and $ 1.7 million, respectively. Purchases from these vendors represented 15.9 %, 11.0 % and 6.1 % of the Company's total vendor purchases for the three months ended September 30, 2014 , respectively. For the nine months ended September 30, 2014 , the Company had significant concentration of purchases with three vendors that totaled $ 7.6 million, $ 7.5 million and $ 4.0 million, respectively. Purchases from these vendors represented $ 10.4 %, 10.3 % and 5.4 % of the Company's total vendor purchases for the nine months ended September 30, 2014 , respectively. The Company had an accounts payable balance associated with these three vendors of $ 2.8 million, $ 3.0 million and $ 0.6 million, respectively, at December 31, 2014 . The Company continues to maintain strong relationships with other vendors in the industry and has the ability to purchase the necessary equipment and services from these other vendors to continue its operations, if needed. |
Related Party
Related Party | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party | Related Party Management Agreement In April 2010, the Company entered into a Management Services Agreement (the “Management Agreement”) with SunTx Capital Management Corp. (“SunTx Management”), the general partner of SunTx Capital Partners. Pursuant to the Management Agreement, SunTx Management provides certain management services to the Company. The term of the Management Agreement is ten years , which may be terminated by SunTx Management upon 90 days written notice to the Company. The Company pays SunTx Management, on a monthly basis, SunTx Management’s customary fees for rendering the management services, as set forth in a statement delivered to the Company from time to time. These fees are anticipated under the Management Agreement not to exceed $ 500,000 on an annual basis. The Company also reimburses SunTx Management for all out-of-pocket expenses and payroll costs of in-house legal counsel incurred by SunTx Management in connection with the management services and pays all taxes resulting from its purchase or use of the management services. In addition to the management services fee, in connection with any acquisitions, dispositions or debt or equity financings by Interface Systems or any of its affiliates, Interface Systems will pay SunTx Management a fee which shall not exceed an amount equal to 2 % of the total enterprise value involved in the transaction. The total enterprise value is determined by the board of directors of Interface Systems. Under the indenture for the senior notes issued by Master Holdings, the Company is permitted to make payments to SunTx Management under the Management Agreement (not to exceed $ 150,000 in any fiscal quarter), if among other requirements, the Company is permitted to incur at least $1.00 of additional indebtedness, pursuant to the fixed charge coverage ratio test set forth in the indenture for the Notes. The Company was not permitted to incur such $1.00 of additional indebtedness for the trailing four quarters ended September 30, 2015 and therefore, no fees were paid to SunTx Management during the period from September 2014 to September 2015. The Company reimbursed SunTx Management expenses of $ 0.2 million for the nine months ended September 30, 2014 . Other Related Party Transactions In March 2014, the Company entered into a settlement and advance agreement with a former senior executive employee of the Company and current shareholder of Grand Master (the “Former Employee”) . The agreement releases all current and future claims against the Company in return for a non-interest bearing loan of $ 500,000 to the Former Employee. The loan is secured by a promissory note and a pledge agreement securing 50% of the 2,074.02 shares of Grand Master's common stock (representing 7.0 % of the total outstanding common stock) owned by the Former Employee. |
Contingencies
Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies From time to time, the Company is involved in litigation and regulatory proceedings arising out of its operations. Management believes that the Company is not currently a party to any legal or regulatory proceedings, the adverse outcome of which, individually or in the aggregate, would materially adversely affect the Company's business, financial position, results of operations or liquidity. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Standards | Recently Issued Accounting Standards I n August 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-15, Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting (“ASU 2015-15”). This ASU adds SEC paragraphs pursuant to the SEC Staff Announcement at the June 18, 2015, Emerging Issues Task Force meeting about the presentation and subsequent measurement of debt issuance costs associated with line-of-credit arrangements. In April 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs , which requires the presentation of debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that debt liability. Application of this new accounting guidance will result in the reclassification of the Company's debt issuance costs. The Company had $ 3.9 million and $ 5.2 million of unamortized debt issuance costs classified within deferred charges which would be reclassified as a direct deduction from the carrying amount of long-term debt at September 30, 2015 and December 31, 2014 , respectively. ASU 2015-03 does not address presentation or subsequent measurement of debt issuance costs related to line-of-credit arrangements. Given the absence of authoritative guidance within ASU 2015-03 for debt issuance costs related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The guidance in ASU 2015-03, as amended by ASU 2015-15, is effective for annual periods beginning after December 15, 2015, including interim periods within that reporting period, and early adoption is permitted. The adoption of this guidance is not expected to have a material impact on the Company’s consolidated financial position, results of operations, or cash flows. In August 2015, the FASB issued ASU No. 2015-14, R evenue from Contracts with Customers (Topic 606): Deferral of the Effective Date (“ASU 2015-14”) deferring by one year the effective date of ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”) until reporting periods beginning after December 15, 2017, with early adoption permitted for annual reporting periods beginning on or after December 15, 2016, and interim periods within those annual periods. ASU 2014-09 outlines a new, single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. This new revenue recognition model provides a five-step analysis in determining when and how revenue is recognized. The new model will require revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration a company expects to receive in exchange for those goods or services. In July 2015, the FASB decided to defer the effective date of the standard to be effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, with early application permitted, and can be adopted either retrospectively to each prior reporting period presented or as a cumulative-effect adjustment as of the date of adoption. The Company is currently assessing the impact that adopting ASU 2014-09 will have on its consolidated financial statements and footnote disclosures. In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory, which simplifies the subsequent measurement of inventory, excluding inventory measured using the last-in, first-out or retail inventory methods. The guidance specifies that inventory currently measured at the lower of cost or market, where market could be determined with different methods, should now be measured at the lower of cost or net realizable value. The pronouncement is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, and early adoption is not permitted. The Company is currently assessing the impact that adopting this new accounting guidance will have on its consolidated financial statements and footnote disclosures. In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern, (“ASU 2014-15”). ASU 2014-15 is intended to provide guidance about management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosures. Management is required under the new guidance 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 the financial statements are issued when preparing financial statements for each interim and annual reporting period. If conditions or events are identified, ASU 2014-15 specifies the process that must be followed by management and also clarifies the timing and content of going concern footnote disclosures in order to reduce diversity in practice. The amendments are effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Early adoption is permitted. The Company does not expect the adoption of ASU 2014-15 to have a material impact on its consolidated financial statements and footnote disclosures. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company has evaluated all events or transactions through the date of this filing and has determined that there have been no subsequent events for which disclosure is required. |
Condensed Consolidating Financi
Condensed Consolidating Financial Information | 9 Months Ended |
Sep. 30, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Financial Information | Condensed Consolidating Financial Information In January 2013, Holdings and Interface Systems, as co-issuers, issued $ 230.0 million aggregate principal amount of Notes (see Note 7). Pursuant to the indenture governing the Notes, such notes are fully and unconditionally and jointly and severally guaranteed by each of the Company's future domestic restricted subsidiaries and are secured by substantially all of the Company's and the guarantors' existing and future tangible and intangible assets. Separate condensed consolidating information is not included because Interface Systems is a wholly-owned subsidiary and co-issuer of the Notes and Holdings has no independent assets or operations. There are no significant restrictions on the ability of Holdings to obtain funds from its subsidiary. Based on these facts, and in accordance with SEC Regulation S-X Rule 3-10, “Financial statements of guarantors and issuers of guaranteed securities registered or being registered,” the Company is not required to provide condensed consolidating financial information for its subsidiary. All consolidated amounts in the Company's financial statements are representative of its subsidiary. |
Organization and Basis of Pre25
Organization and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements include the accounts of the Company. All significant transactions and account balances between entities included in the consolidated financial statements have been eliminated in consolidation. The consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary to present a fair statement of the Company’s financial position as of September 30, 2015 , and the results of operations for the three and nine months ended September 30, 2015 and 2014 . The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information; accordingly, certain information and footnote disclosures typically included in the Company’s annual financial statements have been condensed or omitted from this report. These unaudited condensed financial statements should be read in conjunction with the financial statements and the notes thereto filed with the Company's Annual Report on Form 10-K for the year ended December 31, 2014 (the “Form 10-K”), which was filed with the SEC on March 31, 2015. Information presented as of December 31, 2014 is derived from audited financial statements. The results of operations for the interim periods are not necessarily indicative of the results expected for the full year. |
Organization and Basis of Pre26
Organization and Basis of Presentation (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Adjustments | The following table compares previously reported service revenues, total revenues, cost of services, total costs and expenses to as adjusted amounts for the each of the three month periods ended March 31 and June 30, 2015 and the six months ended June 30, 2015 : Three Months Ended March 31, 2015 As Reported Correction As Adjusted Services revenue $ 32,869 $ (4,340 ) $ 28,529 Total revenue 38,302 (4,340 ) 33,962 Cost of services 32,915 (4,340 ) 28,575 Total costs and expenses 48,712 (4,340 ) 44,372 Three Months Ended June 30, 2015 As Reported Correction As Adjusted Services revenue $ 34,235 $ (1,792 ) $ 32,443 Total revenue 38,511 (1,792 ) 36,719 Cost of services 29,421 (1,792 ) 27,629 Total costs and expenses 45,070 (1,792 ) 43,278 Six Months Ended June 30, 2015 As Reported Correction As Adjusted Services revenue $ 67,104 $ (6,132 ) $ 60,972 Total revenue 76,813 (6,132 ) 70,681 Cost of services 62,336 (6,132 ) 56,204 Total costs and expenses 93,782 (6,132 ) 87,650 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Products $ 10,012 $ 10,279 Work-in-process 8,082 11,376 $ 18,094 $ 21,655 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consists of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Subscriber system assets $ 56,807 $ 36,880 Equipment 3,208 2,809 Software 2,833 2,817 Vehicles 969 1,125 Furniture and fixtures 770 543 Leasehold improvements 979 933 65,566 45,107 Less: Accumulated depreciation (25,321 ) (17,389 ) $ 40,245 $ 27,718 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets are recorded at cost or fair value if acquired in a purchase business combination and consist of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Alarm monitoring contracts $ 37,999 $ 58,044 Internally developed software 4,347 4,347 Other 15 15 42,361 62,406 Less Accumulated amortization for: Alarm monitoring contracts (19,370 ) (35,662 ) Internally developed software (3,053 ) (2,400 ) Other (13 ) (12 ) (22,436 ) (38,074 ) $ 19,925 $ 24,332 |
Schedule of Future Amortization of Intangible Assets | Amortization of intangible assets for the following five years, as of September 30, 2015 , is as follows (in thousands): Three months ending December 31, 2015 $ 1,070 2016 4,149 2017 2,855 2018 1,995 2019 1,907 2020 1,877 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consist of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Interest $ 4,598 $ 9,896 Payroll and benefit related accruals 3,945 3,885 Taxes 1,927 1,233 Other 2,444 1,887 $ 12,914 $ 16,901 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt consists of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Notes $ 230,000 $ 230,000 Revolving line of credit 36,000 32,000 $ 266,000 $ 262,000 |
Schedule of Debt Maturities | Based upon outstanding indebtedness as of September 30, 2015 , aggregate annual maturities on the total borrowings under all debt agreements as of September 30, 2015 are as follows (in thousands): Year Amount 2015 $ — 2016 — 2017 — 2018 266,000 2019 — $ 266,000 |
Schedule of Deferred Charges | Deferred charges consist of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Deferred financing fees $ 10,989 $ 10,921 Accumulated amortization (5,917 ) (4,267 ) $ 5,072 $ 6,654 |
Lease Commitments and Other O32
Lease Commitments and Other Obligations (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Leases [Abstract] | |
Schedule of Future Minimum Rental Payments Under Operating Leases | At September 30, 2015 , the future minimum rental payments required under such leases are as follows (in thousands): Three months ending December 31, 2015 $ 755 2016 2,367 2017 1,583 2018 1,008 2019 and thereafter 3,740 $ 9,453 |
Schedule of Future Minimum Lease Payments Under Capital Leases | At September 30, 2015 , the future minimum lease payments under such leases are as follows (in thousands): Three months ending December 31, 2015 $ 77 2016 240 2017 and thereafter 9 326 Less: current portion (291 ) $ 35 |
Organization and Basis of Pre33
Organization and Basis of Presentation - Narrative (Details) | Jul. 07, 2015USD ($) | Jul. 31, 2015 | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)segment | Sep. 30, 2014USD ($) | Jun. 30, 2015location | Mar. 30, 2015USD ($) | Dec. 31, 2014USD ($) | Jan. 31, 2013USD ($) |
Variable Interest Entity [Line Items] | ||||||||||
Number of locations, fully-managed bundled services solution provided | location | 4,200 | |||||||||
Interest payments due | $ 10,600,000 | |||||||||
Number of operating segments | segment | 1 | |||||||||
Direct costs of recurring monthly revenue | $ 11,700,000 | $ 12,900,000 | $ 53,800,000 | $ 28,000,000 | ||||||
Recurring monthly revenue (RMR) | 500,000 | $ 600,000 | 2,200,000 | 900,000 | ||||||
Active billing of RMR | 10,100,000 | 10,100,000 | ||||||||
Contracted backlog | 1,700,000 | 1,700,000 | ||||||||
Contracted backlog, contracts to be completed by year end | 1,000,000 | 1,000,000 | ||||||||
Net cash used in operating activities | (25,007,000) | $ (39,672,000) | ||||||||
Working capital | 26,200,000 | 26,200,000 | $ 20,000,000 | |||||||
Long-term debt, including current portion | 266,000,000 | 266,000,000 | 262,000,000 | |||||||
Revolving Credit Facility [Member] | ||||||||||
Variable Interest Entity [Line Items] | ||||||||||
Maximum borrowing capacity | $ 50,000,000 | $ 45,000,000 | $ 50,000,000 | |||||||
Line of Credit [Member] | ||||||||||
Variable Interest Entity [Line Items] | ||||||||||
Amount drawn | 36,000,000 | 36,000,000 | ||||||||
Amount available for borrowing | $ 13,800,000 | $ 13,800,000 | ||||||||
SunTx Capital Partners, L.P. [Member] | Interface Grand Master Holdings, Inc. [Member] | ||||||||||
Variable Interest Entity [Line Items] | ||||||||||
Voting power owned | 88.00% | |||||||||
Interface Grand Master Holdings, Inc. [Member] | ||||||||||
Variable Interest Entity [Line Items] | ||||||||||
Voting power owned | 100.00% | 100.00% | ||||||||
Interface Grand Master Holdings, Inc. [Member] | Unsecured Debt [Member] | ||||||||||
Variable Interest Entity [Line Items] | ||||||||||
Face amount of debt issued | $ 67,000,000 | |||||||||
Capital contribution | $ 49,800,000 | |||||||||
Interface Systems [Member] | ||||||||||
Variable Interest Entity [Line Items] | ||||||||||
Percent ownership in Interface Systems | 100.00% | |||||||||
Senior Secured Notes Due 2018 [Member] | Senior secured notes [Member] | ||||||||||
Variable Interest Entity [Line Items] | ||||||||||
Face amount of debt issued | $ 230,000,000 | |||||||||
Stated interest rate | 9.25% |
Organization and Basis of Pre34
Organization and Basis of Presentation - Schedule of Adjustments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2014 | Jun. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||
Services | $ 33,135 | $ 32,443 | $ 28,529 | $ 26,872 | $ 60,972 | $ 94,107 | $ 77,370 |
Total revenue | 37,106 | 36,719 | 33,962 | 32,424 | 70,681 | 107,787 | 88,571 |
Cost of services | 27,472 | 27,629 | 28,575 | 25,740 | 56,204 | 83,676 | 65,818 |
Total costs and expenses | $ 41,771 | 43,278 | 44,372 | $ 40,604 | 87,650 | $ 129,421 | $ 70,895 |
Scenario, Previously Reported [Member] | |||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||
Services | 34,235 | 32,869 | 67,104 | ||||
Total revenue | 38,511 | 38,302 | 76,813 | ||||
Cost of services | 29,421 | 32,915 | 62,336 | ||||
Total costs and expenses | 45,070 | 48,712 | 93,782 | ||||
Restatement Adjustment [Member] | |||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||
Services | (1,792) | (4,340) | (6,132) | ||||
Total revenue | (1,792) | (4,340) | (6,132) | ||||
Cost of services | (1,792) | (4,340) | (6,132) | ||||
Total costs and expenses | $ (1,792) | $ (4,340) | $ (6,132) |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Products | $ 10,012 | $ 10,279 |
Work-in-process | 8,082 | 11,376 |
Inventory, net | $ 18,094 | $ 21,655 |
Sale of Transferred Assets (Det
Sale of Transferred Assets (Details) - Hawk Security Services [Member] $ in Millions | Jan. 09, 2014USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Total purchase price | $ 42.8 |
Purchase price paid in cash | $ 40.7 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 65,566 | $ 65,566 | $ 45,107 | ||
Less: Accumulated depreciation | (25,321) | (25,321) | (17,389) | ||
Property and equipment, net | 40,245 | 40,245 | 27,718 | ||
Depreciation expense | 3,548 | $ 2,368 | 9,960 | $ 7,199 | |
Subscriber system assets [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 56,807 | 56,807 | 36,880 | ||
Equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 3,208 | 3,208 | 2,809 | ||
Software [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 2,833 | 2,833 | 2,817 | ||
Leased vehicles [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 969 | 969 | 1,125 | ||
Furniture and fixtures [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 770 | 770 | 543 | ||
Leasehold improvements [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 979 | $ 979 | $ 933 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Finite-Lived (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, gross | $ 42,361 | $ 42,361 | $ 62,406 | ||
Intangible assets, accumulated amortization | (22,436) | (22,436) | (38,074) | ||
Intangible assets, net | 19,925 | 19,925 | 24,332 | ||
Amortization | 1,370 | $ 2,144 | 4,406 | $ 6,727 | |
Alarm monitoring contracts [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, gross | 37,999 | 37,999 | 58,044 | ||
Intangible assets, accumulated amortization | (19,370) | (19,370) | (35,662) | ||
Internally developed software [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, gross | 4,347 | 4,347 | 4,347 | ||
Intangible assets, accumulated amortization | (3,053) | (3,053) | (2,400) | ||
Other [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, gross | 15 | 15 | 15 | ||
Intangible assets, accumulated amortization | $ (13) | $ (13) | $ (12) |
Intangible Assets - Future Amor
Intangible Assets - Future Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | |
Jul. 31, 2015 | Jun. 30, 2015 | Sep. 30, 2015 | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity | |||
Three months ending December 31, 2015 | $ 1,070 | ||
2,016 | 4,149 | ||
2,017 | 2,855 | ||
2,018 | 1,995 | ||
2,019 | 1,907 | ||
2,020 | $ 1,877 | ||
Internally developed software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Useful Life | 4 years | 5 years |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Interest | $ 4,598 | $ 9,896 |
Payroll and benefit related accruals | 3,945 | 3,885 |
Taxes | 1,927 | 1,233 |
Other | 2,444 | 1,887 |
Accrued expenses | $ 12,914 | $ 16,901 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 266,000 | |
Long-term debt, including current portion | 266,000 | $ 262,000 |
Senior secured notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 230,000 | 230,000 |
Revolving line of credit [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 36,000 | $ 32,000 |
Long-Term Debt - Schedule of De
Long-Term Debt - Schedule of Debt Maturities (Details) $ in Thousands | Sep. 30, 2015USD ($) |
Contractual Obligation, Fiscal Year Maturity Schedule | |
2,015 | $ 0 |
2,016 | 0 |
2,017 | 0 |
2,018 | 266,000 |
2,019 | 0 |
Long-term debt, including current portion | $ 266,000 |
Long-Term Debt - Schedule of 43
Long-Term Debt - Schedule of Deferred Charges (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Disclosure [Abstract] | ||
Deferred financing fees | $ 10,989 | $ 10,921 |
Accumulated amortization | (5,917) | (4,267) |
Deferred financing fees, net | $ 5,072 | $ 6,654 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Jan. 31, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Mar. 30, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | |||||||
Amortization of financing fees | $ 600,000 | $ 500,000 | $ 1,651,000 | $ 1,638,000 | |||
Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 50,000,000 | $ 50,000,000 | $ 45,000,000 | ||||
Revolving Credit Facility [Member] | Credit Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Covenant terms, recurring monthly revenue ratio | 5 | ||||||
Covenant terms, fixed-charge coverage ratio | 1.25 | ||||||
Covenant, maximum gross attrition rate | 13.00% | ||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Credit Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit, interest rate at period end | 3.75% | 3.75% | |||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Initial Spread [Member] | Credit Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on LIBOR | 0.50% | ||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Additional Spread [Member] | Credit Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on LIBOR | 3.25% | ||||||
Line of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Amount drawn | $ 36,000,000 | $ 36,000,000 | |||||
Amount available for borrowing | 13,800,000 | 13,800,000 | |||||
Letter of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 1,000,000 | ||||||
Amount drawn | 100,000 | 100,000 | 100,000 | ||||
Senior secured notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Senior secured notes, bid price | 101 | ||||||
Senior secured notes, ask price | 102 | ||||||
Senior secured notes [Member] | Fair Value, Inputs, Level 2 [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Fair value of debt | 232,300,000 | 232,300,000 | 230,000,000 | ||||
Senior secured notes [Member] | Fair Value, Inputs, Level 2 [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Fair value of debt | $ 234,600,000 | $ 234,600,000 | $ 234,600,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense (benefit) | $ 136 | $ 1,136 | $ 525 | $ 25 |
Effective income tax rate | (1.25%) | (7.92%) | (1.31%) | (3.79%) |
Mezzanine Equity (Details)
Mezzanine Equity (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | ||
Jul. 31, 2015 | Jan. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Temporary Equity [Line Items] | ||||
Payments of dividends | $ 27,300 | $ 0 | $ 27,281 | |
Interface Grand Master Holdings, Inc. [Member] | ||||
Temporary Equity [Line Items] | ||||
Voting power owned | 100.00% | 100.00% |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | ||
Sep. 30, 2015 | Dec. 31, 2014 | Dec. 13, 2001 | |
Common Stock [Member] | Management [Member] | |||
Class of Stock [Line Items] | |||
Notes receivable, related party | $ 250 | ||
Class A Common Stock for Class B Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Conversion of stock, number of shares that can be received in a conversion | 1 | ||
Common Class A [Member] | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | 3,000,000 | 3,000,000 | |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Common Class B [Member] | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | 1,500,000 | 1,500,000 | |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Lease Commitments and Other O48
Lease Commitments and Other Obligations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Operating Leases, Future Minimum Rental Payments Due | |||||
Three months ending December 31, 2015 | $ 755 | $ 755 | |||
2,016 | 2,367 | 2,367 | |||
2,017 | 1,583 | 1,583 | |||
2,018 | 1,008 | 1,008 | |||
2019 and thereafter | 3,740 | 3,740 | |||
Operating leases, future minimum rental payments due | 9,453 | 9,453 | |||
Operating leases, rent expense | 1,400 | $ 1,500 | 5,300 | $ 4,300 | |
Capital Leases, Future Minimum Rental Payments Due | |||||
Three months ending December 31, 2015 | 77 | 77 | |||
2,016 | 240 | 240 | |||
2017 and thereafter | 9 | 9 | |||
Capital leases, future minimum rental payments due | 326 | 326 | |||
Less: current portion | (291) | (291) | |||
Capital leases, future minimum payments, less current portion | 35 | 35 | |||
Capital leases for equipment and vehicles | 2,100 | 2,100 | $ 2,200 | ||
Accumulated depreciation for capital leased assets | 1,600 | $ 1,600 | 1,500 | ||
Debt Instrument [Line Items] | |||||
Typical amount of time allowed to cancel purchase agreement without significant penalty | 30 days | ||||
Notes Payable, Other Payables [Member] | Non-Interest Bearing [Member] | |||||
Debt Instrument [Line Items] | |||||
Financing arrangement for purchase of inventory | 3,400 | $ 3,400 | 3,900 | ||
Financing arrangement for purchase of inventory, current portion | $ 2,800 | $ 2,800 | $ 1,800 | ||
Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Financing arrangement, time period | 24 months | ||||
Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Financing arrangement, time period | 36 months |
Concentrations of Credit Risk49
Concentrations of Credit Risk and Significant Customers (Details) $ in Millions | Sep. 30, 2015USD ($)vendor | Dec. 31, 2014USD ($)customervendor | Sep. 30, 2015USD ($)customervendor | Sep. 30, 2014USD ($)customervendor | Sep. 30, 2015USD ($)vendor | Sep. 30, 2014USD ($)vendor |
Concentration Risk [Line Items] | ||||||
Number of major customers | customer | 2 | 2 | 2 | |||
Number of major vendors | vendor | 3 | 3 | 3 | 3 | 3 | 3 |
Sales Revenue, Goods, Net [Member] | Customer One [Member] | Customer Concentration Risk [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk percentage | 22.20% | 18.40% | 18.10% | 19.40% | ||
Sales Revenue, Goods, Net [Member] | Customer Two [Member] | Customer Concentration Risk [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk percentage | 15.90% | 7.50% | 16.50% | 3.60% | ||
Accounts Receivable [Member] | Customer One [Member] | Customer Concentration Risk [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk percentage | 7.40% | 17.50% | ||||
Accounts Receivable [Member] | Customer Two [Member] | Customer Concentration Risk [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk percentage | 21.10% | 16.90% | ||||
Purchases [Member] | Supplier Concentration Risk [Member] | Vendor One [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk percentage | 8.50% | 15.90% | 15.70% | 10.40% | ||
Payments to suppliers | $ 3.5 | $ 4.5 | $ 16.8 | $ 7.6 | ||
Accounts payable | $ 2.3 | $ 2.8 | $ 2.3 | $ 2.3 | ||
Purchases [Member] | Supplier Concentration Risk [Member] | Vendor Two [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk percentage | 5.70% | 11.00% | 7.10% | 10.30% | ||
Payments to suppliers | $ 2.4 | $ 3.1 | $ 7.6 | $ 7.5 | ||
Accounts payable | 2.3 | 3 | $ 2.3 | $ 2.3 | ||
Purchases [Member] | Supplier Concentration Risk [Member] | Vendor Three [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk percentage | 5.30% | 6.10% | 5.60% | 5.40% | ||
Payments to suppliers | $ 2.2 | $ 1.7 | $ 6 | $ 4 | ||
Accounts payable | $ 1.1 | $ 0.6 | $ 1.1 | $ 1.1 |
Related Party (Details)
Related Party (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |
Mar. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
SunTx Management [Member] | |||
Related Party Transaction [Line Items] | |||
Term of management agreement | 10 years | ||
Notice period for termination of management agreement | 90 days | ||
Annual management services fees to be paid under Management Agreement | $ 500,000 | ||
Equity transaction fee to be paid under Management Agreement, as a percentage of the total enterprise value involved in the transaction | 2.00% | ||
Management services fees, maximum quarterly payment | $ 150,000 | ||
Management Agreement, requirements, minimum amount of additional indebtedness allowed | $ 1 | ||
SunTx Management [Member] | Fees Paid Under Management Agreement [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transactions, expenses | $ 200,000 | ||
Former employee and shareholder [Member] | Settled Litigation [Member] | |||
Related Party Transaction [Line Items] | |||
Non-interest bearing loan to former employee and shareholder | $ 500,000 | ||
Percentage of common stock owned by related party secured by pledge agreement | 50.00% | ||
Number of shares of common stock owned by related party | 2,074.02 | ||
Percentage of common stock outstanding owned by related party | 7.00% |
Recently Issued Accounting St51
Recently Issued Accounting Standards - Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Accounting Changes and Error Corrections [Abstract] | ||
Unamortized debt issuance costs | $ 3.9 | $ 5.2 |
Condensed Consolidating Finan52
Condensed Consolidating Financial Information (Details) | Jan. 31, 2013USD ($) |
Senior Secured Notes Due 2018 [Member] | Senior secured notes [Member] | |
Condensed Balance Sheet Statements, Captions [Line Items] | |
Face amount of debt issued | $ 230,000,000 |