Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 08, 2018 | |
Document and Entity Information | ||
Entity Registrant Name | DOUGLAS DYNAMICS, INC | |
Entity Central Index Key | 1,287,213 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 22,700,991 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 12,937 | $ 36,875 |
Accounts receivable, net | 41,130 | 79,120 |
Inventories | 94,924 | 71,524 |
Inventories - truck chassis floor plan | 4,555 | 7,711 |
Refundable income taxes paid | 2 | |
Prepaid and other current assets | 3,164 | 2,883 |
Total current assets | 156,712 | 198,113 |
Property, plant, and equipment, net | 52,914 | 53,962 |
Goodwill | 241,006 | 241,006 |
Other intangible assets, net | 183,279 | 186,150 |
Other long-term assets | 6,728 | 5,945 |
Total assets | 640,639 | 685,176 |
Current liabilities: | ||
Accounts payable | 15,590 | 16,323 |
Accrued expenses and other current liabilities | 18,050 | 21,004 |
Floor plan obligations | 4,555 | 7,711 |
Income taxes payable | 2,996 | |
Current portion of long-term debt | 2,749 | 32,749 |
Total current liabilities | 40,944 | 80,783 |
Retiree health benefit obligation | 6,913 | 6,809 |
Pension obligation | 9,823 | 9,761 |
Deferred income taxes | 41,018 | 39,269 |
Long-term debt, less current portion | 274,391 | 274,872 |
Other long-term liabilities | 16,248 | 17,004 |
Stockholders' equity: | ||
Common Stock, par value $0.01, 200,000,000 shares authorized, 22,700,991 and 22,590,897 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively | 227 | 226 |
Additional paid-in capital | 148,683 | 147,287 |
Retained earnings | 108,140 | 115,737 |
Accumulated other comprehensive loss, net of tax | (5,748) | (6,572) |
Total stockholders' equity | 251,302 | 256,678 |
Total liabilities and stockholders' equity | $ 640,639 | $ 685,176 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Common Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares authorized | 200,000,000 | 200,000,000 |
Common Stock, shares issued | 22,700,991 | 22,590,897 |
Common Stock, shares outstanding | 22,700,991 | 22,590,897 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME | ||
Revenue | $ 83,964 | $ 72,248 |
Cost of sales | 63,937 | 55,061 |
Gross profit | 20,027 | 17,187 |
Selling, general, and administrative expense | 16,146 | 14,877 |
Intangibles amortization | 2,871 | 2,749 |
Income (loss) from operations | 1,010 | (439) |
Interest expense, net | (3,945) | (5,296) |
Other expense, net | (203) | (236) |
Income before taxes | (3,138) | (5,971) |
Income tax expense | (1,262) | (2,694) |
Net income | $ (1,876) | $ (3,277) |
Weighted average number of common shares outstanding: | ||
Basic (in shares) | 22,623,518 | 22,532,027 |
Diluted (in shares) | 22,623,518 | 22,532,027 |
Earnings per common share: | ||
Basic (in dollars per share) | $ (0.08) | $ (0.14) |
Diluted (in dollars per share) | (0.08) | (0.14) |
Cash dividends declared per share (in dollars per share) | 0.27 | 0.24 |
Cash dividends paid per share (in dollars per share) | $ 0.27 | $ 0.24 |
Comprehensive income (loss) | $ (1,052) | $ (3,311) |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Operating activities | ||
Net income | $ (1,876) | $ (3,277) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities | ||
Depreciation and amortization | 4,701 | 4,485 |
Amortization of deferred financing costs and debt discount | 304 | 303 |
Stock-based compensation | 1,420 | 1,350 |
Provision (benefit) for losses on accounts receivable | 182 | 128 |
Deferred income taxes | 1,749 | 773 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | 40,193 | 36,596 |
Inventories | (25,275) | (27,489) |
Prepaid assets, refundable income taxes and other assets | (1,199) | (5,114) |
Accounts payable | (208) | (2,168) |
Accrued expenses and other current liabilities | (5,950) | (1,596) |
Benefit obligations and other long-term liabilities | 234 | 282 |
Net cash provided by (used in) operating activities | 14,275 | 4,273 |
Investing activities | ||
Capital expenditures | (1,307) | (1,306) |
Net cash used in investing activities | (1,307) | (1,306) |
Financing activities | ||
Shares withheld on restricted stock vesting paid for employees' taxes | (23) | (923) |
Payments of financing costs | (932) | |
Earnout payment | (5,487) | |
Dividends paid | (6,098) | (5,495) |
Repayment of long-term debt | (30,785) | (789) |
Net cash provided by (used in) financing activities | (36,906) | (13,626) |
Change in cash and cash equivalents | (23,938) | (10,659) |
Cash and cash equivalents at beginning of year | 36,875 | 36,875 |
Cash and cash equivalents at end of year | 12,937 | 7,950 |
Non-cash operating and financing activities | ||
Truck chassis inventory acquired through floorplan obligations | $ 7,301 | $ 12,247 |
Basis of presentation
Basis of presentation | 3 Months Ended |
Mar. 31, 2018 | |
Basis of presentation | |
Basis of presentation | 1. Basis of presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for fiscal year-end financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For further information, refer to the financial statements and related footnotes included in our 2017 Form 10-K (Commission File No. 001-34728) filed with the Securities and Exchange Commission on March 1, 2018. The Company currently conducts business in two segments: Work Truck Attachments and Work Truck Solutions. Financial information regarding these segments is reported in Note 15 to the Unaudited Condensed Consolidated Financial Statements . Interim Condensed Consolidated Financial Information The accompanying condensed consolidated balance sheet as of March 31, 2018 and the condensed consolidated statements of operations and comprehensive income for the three months ended March 31, 2018 and 2017 and condensed cash flows for the three months ended March 31, 2018 and 2017 have been prepared by the Company and have not been audited. The Company’s Work Truck Attachments segment is seasonal and consequently its results of operations and financial condition vary from quarter-to-quarter. Because of this seasonality, the results of operations of the Work Truck Attachments segment for any quarter may not be indicative of results of operations that may be achieved for a subsequent quarter or the full year, and may not be similar to results of operations experienced in prior years. The Company attempts to manage the seasonal impact of snowfall on its revenues in part through its pre-season sales program. This pre-season sales program encourages the Company’s distributors to re-stock their inventory of Work Truck Attachments products during the second and third quarters in anticipation of the peak fourth quarter retail sales period by offering favorable pre-season pricing and payment deferral until the fourth quarter. Thus, the Company’s Work Truck Attachments segment tends to generate its greatest volume of sales during the second and third quarters. By contrast, its revenue and operating results tend to be lowest during the first quarter, as management believes the end-users of Work Truck Attachments products prefer to wait until the beginning of a snow season to purchase new equipment and as the Company’s distributors sell off Work Truck Attachments inventory and wait for the pre-season sales incentive period to re-stock inventory. Fourth quarter sales vary from year-to-year as they are primarily driven by the level, timing and location of snowfall during the quarter. This is because most of the Company’s Work Truck Attachments fourth quarter sales and shipments consist of re-orders by distributors seeking to restock inventory to meet immediate customer needs caused by snowfall during the winter months. In addition, due to the factors noted above, Work Truck Attachments working capital needs are highest in the second and third quarters as its accounts receivable rise from pre-season sales. These working capital needs decline in the fourth quarter as the Company receives payments for its pre-season shipments. Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, “ Revenue from Contracts with Customers ,” amending revenue recognition guidance and requiring more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amended guidance, herein referred to as Topic 606, is effective for annual and interim reporting periods beginning after December 15, 2017. The Company adopted Topic 606, effective January 1, 2018, using the modified retrospective transition method. The Company recognized the cumulative effect of applying the new revenue standard as an adjustment to the opening balance of retained earnings at the beginning of 2018. The comparative information has not been restated and continues to be reported under the accounting standards in effect for the period presented. See Note 2 for additional information. In March 2017, the FASB issued ASU No. 2017-07, “ Compensation-Retirement Benefits (Topic 715), Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost”. The standard requires that an employer report the service cost component in the same line items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside of operating profit. The standard is effective for public companies for annual periods beginning after December 15, 2017, including interim periods within those annual periods. Prior periods are required to be recast. The Company adopted this standard on January 1, 2018. The impact of this standard was a reclassification of $179 of other components of net periodic benefit cost to Other expense, net on the Condensed Consolidated Statements of Operations and Comprehensive Loss for the three months ended March 31, 2017. The Company utilized a practical expedient included in the ASU which allowed the Company to use amounts previously disclosed in its pension and other postretirement benefits not for the prior period as the estimation basis for applying the required retrospective presentation requirements. In March 2016, the FASB issued Accounting Standards Update (“ ASU”) No. 2016-09, Stock-based Compensation: Improvements to Employee Share-based Payment Accounting , which simplifies several aspects of the accounting for share-based payment transactions, including the accounting for income taxes, forfeitures, statutory tax withholding requirements, and statement of cash flow classification. The amended guidance became effective for the Company commencing in the first quarter of 2017. The Company has implemented ASU 2016-09 as follows: o ASU 2016-09 eliminates the requirement to estimate and apply a forfeiture rate to reduce stock compensation expense during the vesting period, and instead, provides an alternative option to account for forfeitures as they occur, which is the option the Company has adopted. ASU 2016-09 requires that this change be adopted using the modified retrospective approach. The adoption of this section had no material impact on the financial statements. o ASU 2016-09 addresses the presentation of excess tax benefits and employee taxes paid on the statement of cash flows. The standard requires presentation of excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity. The Company adopted this change prospectively during the first quarter of 2017. ASU 2016-09 also requires the presentation of amounts withheld for applicable income taxes on employee share-based awards as a financing activity on the statement of cash flows, which the Company also adopted in the first quarter of 2017. o ASU No 2016-09 also eliminates additional paid in capital ("APIC") pools and requires excess tax benefits and tax deficiencies to be recorded in the income statement when the awards vest or are settled. This requirement was adopted prospectively by the Company. The impact of this section of the standard was a benefit of $616 to income tax expense for the three month period ended March 31, 2017. In addition, the ASU requires that the excess tax benefit be removed from the overall calculation of diluted shares. The impact on diluted earnings per share of this adoption was not material. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2018 | |
Revenue Recognition | |
Revenue Recognition | 2. On January 1, 2018, the Company adopted Topic 606 applying the modified retrospective method to all contracts that were not completed as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under Topic 606, while prior period amounts are not adjusted and continue to be reported under the accounting standards in effect for the prior period. The Company recorded a net increase to opening retained earnings of $378 as of January 1, 2018 due to the cumulative impact of adopting Topic 606. The implementation of the guidance had no material impact on the measurement or recognition of revenue of prior periods; however, additional disclosures have been added in accordance with the ASU. The adoption of Topic 606 did not have a significant impact on the Work Truck Attachments segment. In the Work Truck Solutions segment, the standard changed the timing of revenue for truck upfits of customer-owned chassis from a point in time to over time. This change in timing of revenue recognition increased revenue by $294 in the three months ended March 31, 2018. Revenue Streams The following is a description of principal activities from which the Company generates revenue. Revenues are recognized when control of the promised goods or services are transferred to the customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company generates all of its revenue from contracts with customers. Additionally, contract amounts represent the full amount of the transaction price as agreed upon with the customer at the time of order, resulting in a single performance obligation in all cases. Work Truck Attachments The Company recognizes revenue upon shipment of equipment to the customer. Additionally, the Company performs upfitting services within the Work Truck Attachments segment. For upfit sales, customers are billed separately for the truck chassis by the chassis manufacturer. The Company only records sales for the amount of the up-fit, excluding the truck chassis. The Company acts as a garage keeper and never takes ownership or title to the truck chassis and does not pay interest associated with the truck chassis while on its premises within the Work Truck Attachments segment. Within the Work Truck Attachments segment, the Company offers a variety of discounts and sales incentives to its distributors. The estimated liability for sales discounts and allowances is calculated using the expected value method and recorded at the time of sale as a reduction of net sales. The liability is estimated based on the costs of the program, the planned duration of the program and historical experience. The Work Truck Attachments segment has three revenue streams, as identified below. Independent Dealer Sales – Revenues from sales to independent dealers are recognized when the customer obtains control of the Company’s product, which occurs at a point in time, typically upon shipment. In these instances, each product is considered a separate performance obligation, and revenue is recognized upon shipment of the goods. Any shipping and handling activities performed by the Company after the transfer of control to the customer (e.g., when control transfers upon shipment) are considered fulfillment activities, and accordingly, the costs are accrued for when the related revenue is recognized. State and Local Bids – The Company records revenue of separately sold snow and ice equipment upon shipment and fully upfit vehicles upon delivery. The state and local bid process does not obligate the entity to buy any products from the Company, but merely allows the entity to purchase products in the future typically for a fixed period of time. The entity commits to actually purchasing products from the Company when it issues purchase orders off of a previously awarded bid, which lists out actual quantities of equipment being ordered and the delivery terms. On upfit transactions, the Company is providing a significant service by assembling and integrating the individual products onto the customer’s truck. Each individual product and installation activity is highly interdependent and highly interrelated, and therefore the Company considers the manufacture and upfit of a truck a single performance obligation. Any shipping and handling activities performed by the Company after the transfer of control to the Customer (e.g., when control transfers upon shipment) are considered fulfillment activities, and accordingly, the costs are accrued for when the related revenue is recognized. Parts & Accessory Sales – The Company’s equipment is used in harsh conditions and parts frequently wear out. These parts drive recurring revenues through parts and accessory sales. The process for recording parts and accessory sales is consistent with the independent dealer sales noted above. Work Truck Solutions The Work Truck Solutions segment primarily participates in the truck and vehicle upfitting industry in the United States. Customers are billed separately for the truck chassis by the chassis manufacturer. The Company only records sales for the amount of the upfit, excluding the truck chassis. The Company obtains the truck chassis from the truck chassis manufacturer through either its floor plan agreement with a financial institution or bailment pool agreement with the truck chassis manufacturer. Additionally, in some instances the Company upfits chassis which are owned by the end customer. For truck chassis acquired through the floor plan agreement, the Company holds title to the vehicle from the time the chassis is received by the Company until the completion of the up-fit. Under the bailment pool agreement, the Company does not take title to the truck chassis, but rather only holds the truck chassis on consignment. The Company pays interest on both of these arrangements as discussed below in Note 8. The Company records revenue in the same manner net of the value of the truck chassis in both the Company’s floor plan and bailment pool agreements. The Company does not set the price for the truck chassis, is not responsible for the billing of the chassis and does not have inventory risk in either the bailment pool or floor plan agreements. Revenues from the sales of the Work Truck Solutions products are generally recognized net of the truck chassis with the selling price to the customer recorded as sales and the manufacturing and up-fit cost of the product recorded as cost of sales. In these cases, the Company acts as an agent as it does not have inventory or pricing control over the truck chassis. Within the Work Truck Solutions segment, the Company also sells certain third-party products for which it acts as an agent. These sales do not meet the criteria for gross sales recognition, and thus are recognized on a net basis at the time of sale. Under net sales recognition, the cost paid to the third-party service provider is recorded as a reduction to sales, resulting in net sales being equal to the gross profit on the transaction. The Work Truck Solutions segment has three revenue streams, as identified below. Fleet Upfit Sales – The Company enters contracts with certain fleet customers. Fleet agreements create enforceable rights without the issuance of a purchase order. Typically these agreements outline the terms of sale, payment terms, standard pricing, and the rights of the customer and seller. Fleet sales are performed on both customer owned vehicles as well as non-customer owned vehicles. For non-customer owned vehicles, revenue is recognized at a point in time upon delivery of the truck to the customer. For customer-owned vehicles, per Topic 606, revenue is recognized over time based on a cost input method. The Company accumulates costs incurred on partially completed customer-owned upfits based on estimated margin and completion. This change to over time recognition for customer owned vehicles increased revenue by $294 for the three months ended March 31, 2018. Dealer Upfit Sales – The Company upfits work trucks for independent dealer customers. Dealer upfit revenue is recorded upon delivery. The customer does not own the vehicles during the upfit process, and as such revenue is recorded at a point in time upon delivery to the customer. Over the Counter / Parts & Accessory Sales – Work Truck Solutions part and accessory sales are recorded as revenue upon shipment. Additionally, customers can purchase parts at any of the Company’s showrooms. In these instances, each product is considered a separate performance obligation, and revenue is recognized upon shipment of the goods or customer pick up. Disaggregation of Revenue The following table provides information about disaggregated revenue by customer type and timing of revenue recognition, and includes a reconciliation of the disaggregated revenue with reportable segments. Revenue by customer type was as follows: Three Months Ended March 31, 2018 Work Truck Attachments Work Truck Solutions Corporate and Eliminations Total Revenue Independent dealer $ 33,638 $ 19,891 $ - $ 53,529 Government 13,821 - - 13,821 Fleet - 14,352 - 14,352 Other - 4,470 (2,208) 2,262 Total revenue $ 47,459 $ 38,713 $ (2,208) $ 83,964 Revenue by timing of revenue recognition was as follows: Three Months Ended March 31, 2018 Work Truck Attachments Work Truck Solutions Corporate and Eliminations Total Revenue Point in time $ 47,459 $ 15,376 $ (2,208) $ 60,627 Over time - 23,337 - 23,337 Total revenue $ 47,459 $ 38,713 $ (2,208) $ 83,964 Contract Balances The following table shows the changes in the Company’s contract liabilities during the three months ended March 31, 2018: Balance at Beginning of Period Additions Deductions Balance at End of Period Contract liabilities $ 2,048 $ 1,819 $ (1,648) $ 2,219 The Company receives payments from customers based upon contractual billing schedules. Contract assets include amounts related to our contractual right to consideration for completed performance objectives not yet invoiced. There were no contract assets as of March 31, 2018. Contract liabilities include payments received in advance of performance under the contract, variable freight allowances which are refunded to the customer, and rebates paid to distributors under our municipal rebate program, and are realized with the associated revenue recognized under the contract. The change in the contract liabilities balance is driven by an increase in customer payments received in advance of performance. The Company recognized revenue of $279 during the three months ended March 31, 2018, which amount was included in contract liabilities at the beginning of the period. Transaction Price Allocated to the Remaining Performance Obligations Topic 606 requires that the Company disclose the aggregate amount of transaction price that is allocated to performance obligations that have not yet been satisfied as of March 31, 2018. The guidance provides certain optional exemptions that limit this requirement. The Company has various contracts that meet the following optional exemptions provided by ASC 606: 1. The performance obligation is part of a contract that has an original expected duration of one year or less. 2. Revenue is recognized from the satisfaction of the performance obligations in the amount billable to the customer in accordance with ASC 606-10-55-18. 3. The variable consideration is allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to transfer a distinct good or service that forms part of a single performance obligation in accordance with ASC 606-10-25-14(b), for which the criteria in ASC 606-10-32-40 have been met. After considering the above optional exemptions, the estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting period is immaterial. Specifically, all obligations are expected to be less than one year, revenue is recognized from the satisfaction of the performance obligations and variable consideration is allocated entirely to wholly unsatisfied performance obligations. Practical Expedients and Exemptions As allowed under Topic 606, the Company adopted the following practical expedients and exemptions: · The Company generally expenses sales commissions when incurred because the amortization period would have been less than one year. The Company records these costs within selling, general and administrative expenses. · The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. · The Company does not assess whether promised goods or services are performance obligations if they are immaterial in the context of the contract with the customer. · The Company excludes from the transaction price all sales taxes that are assessed by a governmental authority. · The Company does not adjust the promised amount of consideration for the effects of a significant financing component, as it expects at contract inception that the period between the transfer to a promised good or service to a customer and the customer’s payment for the good or service will be one year or less. · The Company accounts for shipping and handling activities that occur after control of the related good transfers as fulfillment activities instead of assessing such activities as performance obligations. Impact of New Revenue Guidance on Financial Statement Line Items In accordance with Topic 606, the disclosure of the impact of adoption to the condensed consolidated statements of operations was as follows: Three Months Ended March 31, 2018 As Reported Balances without adoption of Topic 606 Effect of Change Higher/(Lower) Net sales $ 83,964 $ 83,670 $ 294 Cost of sales 63,937 63,748 189 Gross profit 20,027 19,922 105 Selling, general, and administrative expense 16,146 16,146 - Intangibles amortization 2,871 2,871 - Income from operations 1,010 905 105 Interest expense, net (3,945) (3,945) - Other expense, net (203) (203) - Loss before taxes (3,138) (3,243) 105 Income tax benefit (1,262) (1,290) 28 Net loss $ (1,876) $ (1,953) $ 77 Loss per common share: Basic $ (0.08) $ (0.09) $ 0.01 Diluted $ (0.08) $ (0.09) $ 0.01 In accordance with Topic 606, the disclosure of the impact of adoption to the condensed consolidated balance sheet was as follows: As of March 31, 2018 As Reported Balances without adoption of Topic 606 Effect of Change Higher/(Lower) Assets: Accounts Receivable $ 41,130 $ 39,039 $ 2,091 Inventory 94,924 96,610 (1,686) Liabilities: Deferred tax liability 41,018 40,913 105 Shareholder's Equity: Retained Earnings 108,140 107,762 378 |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2018 | |
Acquisitions | |
Acquisition | 3. On May 1, 2017, the Company purchased substantially all of the assets of Arrowhead Equipment, Inc. (“Arrowhead”). Total consideration was $7,385. The acquisition includes Arrowhead’s assets acquired at two up-fit locations in Albany and Queensbury, New York that are both being leased by the Company. The assets were acquired with on hand cash and short term borrowings under the Company’s Revolving Credit Agreement. The acquired assets are included in the Work Truck Solutions segment and were acquired to expand the geographical footprint of that segment. The Company incurred $38 of transaction expenses related to this acquisition that are included in selling, general and administrative expense in the Condensed Consolidated Statements of Income in the three months ended March 31, 2017. The following table summarizes the allocation of the purchase price paid and the subsequent working capital adjustment to the fair value of the net assets acquired as of the acquisition date: Accounts receivable - trade $ Inventories Prepaids and other current assets Property and equipment Goodwill Intangible assets Accounts payable and other current liabilities (957) Unfavorable lease (107) Total $ 7,385 The goodwill for the acquisition is a result of acquiring and retaining the existing workforces and expected synergies from integrating the operations into the Company. The Company will be able to deduct amortization of goodwill for income tax purposes over a fifteen-year period. The acquisition was accounted for under the acquisition method of accounting, and accordingly, the results of operations are included in the Company’s financial statements from the date of acquisition. For the three months ended March 31, 2018, the Arrowhead assets contributed $3,138 of revenues and $313 of pre-tax operating income to the Company. |
Fair Value
Fair Value | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value | |
Fair Value | 4. Fair Value Fair value is the price at which an asset could be exchanged in a current transaction between knowledgeable, willing parties. A liability’s fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. Fair value measurements are categorized into one of three levels based on the lowest level of significant input used: Level 1 (unadjusted quoted prices in active markets); Level 2 (observable market inputs available at the measurement date, other than quoted prices included in Level 1); and Level 3 (unobservable inputs that cannot be corroborated by observable market data). The following table presents financial assets and liabilities measured at fair value on a recurring basis and discloses the fair value of long-term debt: Fair Value at Fair Value at March 31, December 31, 2018 2017 Assets: Other long-term assets (a) $ 5,397 $ 4,840 Total Assets $ 5,397 $ 4,840 Liabilities: Interest rate swaps (b) $ 1,191 $ 2,178 Long term debt (c) 281,544 312,384 Earnout - Henderson (d) 475 529 Earnout - Dejana (e) 3,100 3,100 Total Liabilities $ 286,310 $ 318,191 (a) Included in other assets is the cash surrender value of insurance policies on various individuals that are associated with the Company. The carrying amount of these insurance policies approximates their fair value and is considered Level 2 inputs . (b) Valuation models are calibrated to initial trade price. Subsequent valuations are based on observable inputs to the valuation model (e.g. interest rates and credit spreads). Model inputs are changed only when corroborated by market data. A credit risk adjustment is made on each swap using observable market credit spreads. Thus, inputs used to determine fair value of the interest rate swap are Level 2 inputs. Interest rate swaps of $506 and $685 at March 31, 2018 are included in Accrued expenses and other current liabilities and Other long-term liabilities, respectively . Interest rate swaps of $597 and $1,581 at December 31, 2017 are included in Accrued expenses and other current liabilities and Other long-term liabilities, respectively. (c) The fair value of the Company’s long-term debt, including current maturities, is estimated using discounted cash flows based on the Company’s current incremental borrowing rates for similar types of borrowing arrangements, which is a Level 2 input for all periods presented. Meanwhile, long-term debt is recorded at carrying amount, net of discount and deferred debt issuance costs, as disclosed on the face of the balance sheet. (d) Included in Accrued expenses and other current liabilities and Other long term liabilities in the amounts of $33 and $442, respectively, at March 31, 2018 is the fair value of an obligation for a portion of the potential earnout acquired in conjunction with the acquisition of Henderson Enterprise Group, Inc. (“Henderson”). Included in Accrued expenses and other current liabilities and Other long term liabilities in the amounts of $165 and $442, respectively, at March 31, 2017 is the fair value of an obligation for a portion of the potential earnout acquired in conjunction with the acquisition of Henderson. Fair value is based upon Level 3 discounted cash flow analysis using key inputs of forecasted future sales as well as a growth rate reduced by the market required rate of return. See reconciliation of liability included below: Three Months Ended Three Months Ended March 31, March 31, 2018 2017 Beginning Balance $ 529 $ 636 Additions — — Adjustments to fair value — — Payment to former owners (54) (29) Ending balance $ 475 $ 607 (e) Included in Other long term liabilities in the amount of $3,100 at March 31, 2018 is the fair value of an obligation for a portion of the potential earnout incurred in conjunction with the acquisition of substantially all of the assets of Dejana Truck & Utility Equipment Company, Inc. and certain entities directly or indirectly owned by the Peter Paul Dejana Family Trust dated 12/31/98 (“Dejana”). Included in Other long term liabilities in the amount of $4,886 at March 31, 2017 is the fair value of an obligation for a portion of the potential earnout incurred in conjunction with the acquisition of Dejana. Fair value is based upon Level 3 inputs of a real options approach where gross sales were simulated in a risk-neutral framework using Geometric Brownian Motion, a well-accepted model of stock price behavior that is used in option pricing models such as the Black-Scholes option pricing model, using key inputs of forecasted future sales and financial performance as well as a risk adjusted expected growth rate adjusted appropriately based on its correlation with the market. See reconciliation of liability included below: Three Months Ended Three Months Ended March 31, March 31, 2018 2017 Beginning Balance $ 3,100 $ 10,373 Additions — — Adjustments to fair value — — Payment to former owners — (5,487) Ending balance $ 3,100 $ 4,886 |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2018 | |
Inventories | |
Inventories | 5. Inventories Inventories consist of the following: March 31, December 31, 2018 2017 Finished goods $ 59,961 $ 35,547 Work-in-process 6,622 7,774 Raw material and supplies 28,341 28,203 $ 94,924 $ 71,524 The inventories in the table above do not include truck chassis inventory financed through a floor plan financing agreement as discussed in Note 8. The Company takes title to truck chassis upon receipt of the inventory through its floor plan agreement and performs up-fitting service installations to the truck chassis inventory during the installation period. The floor plan obligation is then assumed by the dealer customer upon delivery. At March 31, 2018 and December 31, 2017, the Company had $4,555 and $7,711 of chassis inventory and related floor plan financing obligation, respectively. The Company recognizes revenue associated with up-fitting and service installations net of the truck chassis. Unlike the floor plan agreement, the Company does not record inventory related to the truck chassis acquired through the bailment pool agreement as these truck chassis are held on consignment. Like the revenue recognized on floor plan arrangement, revenue recognized for up-fitting services on chassis acquired through the bailment agreement are also recognized net of the truck chassis. |
Property, plant and equipment
Property, plant and equipment | 3 Months Ended |
Mar. 31, 2018 | |
Property, plant and equipment | |
Property, plant and equipment | 6. Property, plant and equipment Property, plant and equipment are summarized as follows: March 31, December 31, 2018 2017 Land $ $ 2,378 Land improvements Leasehold Improvements Buildings Machinery and equipment Furniture and fixtures Mobile equipment and other Construction-in-process 4,320 Total property, plant and equipment Less accumulated depreciation (52,801) (50,997) Net property, plant and equipment $ $ |
Other Intangible Assets
Other Intangible Assets | 3 Months Ended |
Mar. 31, 2018 | |
Other Intangible Assets | |
Other Intangible Assets | 7. The following is a summary of the Company’s other intangible assets: Gross Less Net Carrying Accumulated Carrying Amount Amortization Amount March 31, 2018 Indefinite-lived intangibles: Trademark and tradenames $ $ - $ Amortizable intangibles: Dealer network Customer relationships Patents Noncompete agreements Trademarks Backlog 1,900 - License - Amortizable intangibles, net Total $ $ $ Gross Less Net Carrying Accumulated Carrying Amount Amortization Amount December 31, 2017 Indefinite-lived intangibles: Trademark and tradenames $ $ - $ Amortizable intangibles: Dealer network Customer relationships Patents Noncompete agreements Trademarks Backlog 1,900 - License - Amortizable intangibles, net Total $ $ $ Amortization expense for intangible assets was $2,871 and $2,749 for the three months ended March 31, 2018 and 2017, respectively. Estimated amortization expense for the remainder of 2018 and each of the succeeding five years is as follows: 2018 $ 2019 2020 2021 2022 2023 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2018 | |
Long-Term Debt | |
Long-Term Debt | 8. Long-Term Debt Long-term debt is summarized below: March 31, December 31, 2018 2017 Term Loan, net of debt discount of $1,464 and $1,562 at March 31, 2018 and December 31, 2017, respectively $ $ Less current maturities 2,749 32,749 Long term debt before deferred financing costs Deferred financing costs, net 3,003 3,209 Long term debt, net $ 274,391 $ 274,872 On February 8, 2017 the Company entered into an amendment to its senior secured term loan facility (the “Term Loan Credit Agreement”) to decrease the interest rate margins that apply to the term loan facility from 3.25% to 2.50% for ABR Loans (as defined in the Term Loan Credit Agreement) and from 4.25% to 3.50% for Eurodollar Rate Loans (as defined in the Term Loan Credit Agreement), such that the senior secured term loan facility generally bears interest at a rate of (at the Company’s election) either (i) 2.50% per annum plus the greatest of (a) the Prime Rate (as defined in the Term Loan Credit Agreement) in effect on such day, (b) the weighted average of the rates on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers plus 0.50% and (c) 1.00% plus the greater of (1) the LIBOR for a one month interest period multiplied by the Statutory Reserve Rate (as defined in the Term Loan Credit Agreement) and (2) 2.00% or (ii) 3.50% per annum plus the greater of (a) the LIBOR for the applicable interest period multiplied by the Statutory Reserve Rate and (b) 1.00%. Meanwhile the discount, principal and tenure of the Company’s Term Loan Credit Agreement has remained unchanged. The amendment to the Term Loan Credit Agreement did not result in a significant debt modification under ASC 470-50. Additionally, the Company incurred approximately $932 in costs with third parties directly related to the amendment that the Company expensed as incurred in the year ended December 31, 2017. On August 17, 2017 the Company entered into an amendment to the Term Loan Credit Agreement to further decrease the interest rate margins that apply to the term loan facility from 2.50% to 2.00% for ABR Loans (as defined in the Term Loan Credit Agreement) and from 3.50% to 3.00% for Eurodollar Rate Loans (as defined in the Term Loan Credit Agreement), such that the senior secured term loan facility generally bears interest at a rate of (at the Company’s election) either (i) 2.00% per annum plus the greatest of (a) the Prime Rate (as defined in the Term Loan Credit Agreement) in effect on such day, (b) the weighted average of the rates on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers plus 0.50% and (c) 1.00% plus the greater of (1) the LIBOR for a one month interest period multiplied by the Statutory Reserve Rate (as defined in the Term Loan Credit Agreement) and (2) 2.00% or (ii) 3.00% per annum plus the greater of (a) the LIBOR for the applicable interest period multiplied by the Statutory Reserve Rate and (b) 1.00%. Meanwhile the discount, principal and tenure of the Company’s Term Loan Credit Agreement has remained unchanged. The amendment to the Term Loan Credit Agreement did not result in a significant debt modification under ASC 470-50. Additionally, the Company incurred approximately $676 in costs with third parties directly related to the amendment that the Company expensed as incurred in the year ended December 31, 2017. The Term Loan Credit Agreement amortizes in nominal amounts quarterly with the balance payable on December 31, 2021. The Term Loan Credit Agreement also allows the Company to request the establishment of one or more additional term loan commitments in an aggregate amount not in excess of $80,000 subject to specified terms and conditions, which amount may be further increased so long as the First Lien Debt Ratio (as defined in the Term Loan Credit Agreement) is not greater than 3.25 to 1.00. The Term Loan Credit Agreement permits the Company to enter into floor plan financing arrangements in an aggregate amount not to exceed $20,000 under both the term loan and revolving credit facility. The Company’s senior credit facilities also include a $100,000 revolving credit facility (the “Revolving Credit Agreement”) with a group of banks, of which $10,000 is available in the form of letters of credit and $5,000 is available for the issuance of short-term swing line loans . The Revolving Credit Agreement provides that the Company has the option to select whether borrowings will bear interest at either (i) a margin ranging from 1.50% to 2.00% per annum, depending on the utilization of the facility, plus the LIBOR for the applicable interest period multiplied by the Statutory Reserve Rate (as defined in the Revolving Credit Agreement) or (ii) a margin ranging from 0.50% to 1.00% per annum, depending on the utilization of the facility, plus the greatest of (a) the Prime Rate (as defined in the Revolving Credit Agreement) in effect on such day, (b) the weighted average of the rates on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers plus 0.50% and (c) the LIBOR for a one month interest period multiplied by the Statutory Reserve Rate plus 1%. The maturity date for the Revolving Credit Agreement is June 30, 2021. The Term Loan Credit Agreement was originally issued at a $1,900 discount and the incremental term loan used to fund the Dejana acquisition on July 15, 2016 was issued at a $650 discount both of which are being amortized over the term of the term loan. At March 31, 2018, the Company had outstanding borrowings under the Term Loan Credit Agreement of $280,143, no outstanding borrowings on the Revolving Credit Agreement and remaining borrowing availability of $54,491. At December 31, 2017, the Company had outstanding borrowings under the Term Loan Credit Agreement of $310,830, no outstanding borrowings on the Revolving Credit Agreement and remaining borrowing availability of $99,463. The Company’s senior credit facilities include certain negative and operating covenants, including restrictions on its ability to pay dividends, and other customary covenants, representations and warranties and events of default. The senior credit facilities entered into and recorded by the Company’s subsidiaries significantly restrict its subsidiaries from paying dividends and otherwise transferring assets to Douglas Dynamics, Inc. The terms of the Revolving Credit Agreement specifically restrict subsidiaries from paying dividends if a minimum availability under the Revolving Credit Agreement is not maintained, and both senior credit facilities restrict subsidiaries from paying dividends above certain levels or at all if an event of default has occurred. These restrictions would affect the Company indirectly since the Company relies principally on distributions from its subsidiaries to have funds available for the payment of dividends. In addition, the Revolving Credit Agreement includes a requirement that, subject to certain exceptions, capital expenditures may not exceed $12,500 in any calendar year (plus the unused portion of permitted capital expenditures from the preceding year subject to a $12,500 cap and a separate one-time $15,000 capital expenditures to be used for the consolidation of facilities and costs associated with the acquiring and/or development and construction of one new manufacturing facility) and, if certain minimum availability under the Revolving Credit Agreement is not maintained, that the Company comply with a monthly minimum fixed charge coverage ratio test of 1.0:1.0. Compliance with the fixed charge coverage ratio test is subject to certain cure rights under the Revolving Credit Agreement. At March 31, 2018, the Company was in compliance with the respective covenants. The credit facilities are collateralized by substantially all assets of the Company. In accordance with the senior credit facilities, the Company is required to make additional principal prepayments over the above scheduled payments under certain conditions. This includes, in the case of the term loan facility, 100% of the net cash proceeds of certain asset sales, certain insurance or condemnation events, certain debt issuances, and, within 150 days of the end of each fiscal year, 50% of consolidated excess cash flow including a deduction for certain distributions (which percentage is reduced to 0% upon the achievement of certain leverage ratio thresholds), for such fiscal year. Consolidated excess cash flow is defined in the senior credit facilities as consolidated adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) plus a consolidated working capital adjustment, less the sum of repayments of debt and capital expenditures (subject to certain adjustments), interest and taxes paid in cash, management fees and certain restricted payments (including certain dividends or distributions). Consolidated working capital adjustment is defined in the senior credit facilities as the change in working capital, defined as current assets, excluding cash and cash equivalents, less current liabilities, excluding the current portion of long term debt. As of March 31, 2018, the Company was not required to make additional excess cash flow payments during fiscal 2018. The Company made a required excess cash flow payment of $11,279 and a voluntary payment of $18,721 on January 31, 2018. The Company entered into interest rate swap agreements on February 20, 2015 to reduce its exposure to interest rate volatility. The three interest rate swap agreements have notional amounts of $45,000, $90,000 and $135,000 effective for the periods December 31, 2015 through March 29, 2018, March 29, 2018 through March 31, 2020 and March 31, 2020 through June 30, 2021, respectively. On February 5, 2018, the Company entered into additional interest rate swap agreements to reduce its exposure to interest rate volatility. The two interest rate swap agreements have notional amounts of $50,000 and $150,000 effective for the periods December 31, 2018 through June 30, 2021 and June 30, 2021 through December 10, 2021, respectively. The interest rates swaps are accounted for as cash flow hedges. The Company may have counterparty credit risk resulting from the interest rate swap, which it monitors on an on-going basis. This risk lies with one global financial institution. Under the interest rate swap agreement, effective as of December 31, 2015, the Company either received or made payments on a monthly basis based on the differential between 6.105% and LIBOR plus 3.00% (with a LIBOR floor of 1.0%). Under the interest rate swap agreement, effective as of March 29, 2018, the Company will either receive or make payments on a monthly basis based on the differential between 6.916% and LIBOR plus 3.00% (with a LIBOR floor of 1.0%). Under the interest rate swap agreement, effective as of March 31, 2020, the Company will either receive or make payments on a monthly basis based on the differential between 7.168% and LIBOR plus 3.00% (with a LIBOR floor of 1.0%). Under the interest rate swap agreement effective as of December 31, 2018, the Company will either receive or make payments on a monthly basis based on the differential between 2.613% and LIBOR. Under the interest rate swap agreement effective as of June 30, 2021, the Company will either receive or make payments on a monthly basis based on the differential between 2.793% and LIBOR. The interest rate swaps’ negative fair value at March 31, 2018 was $1,191, of which $506 and $685 are included in Accrued expenses and other current liabilities and Other long-term liabilities on the Condensed Consolidated Balance Sheet, respectively. Meanwhile, the interest rate swaps’ negative fair value at December 31, 2017 was $2,178, of which $597 and $1,581 are included in Accrued expenses and other current liabilities and Other long-term liabilities on the Condensed Consolidated Balance Sheet, respectively. The Company receives on consignment, truck chassis on which it performs up-fitting service installations under “bailment pool” arrangements with major truck manufacturers. The Company never receives title to the truck chassis. The aggregate value of all bailment pool chassis on hand as of March 31, 2018 and December 31, 2017 were $15,805 and $17,447, respectively. The Company is responsible to the manufacturer for interest on chassis held for up-fitting. Interest rates vary depending on the number of days in the bailment pool. As of March 31, 2018, rates were based on prime plus a margin ranging from 0% to 8%. During the three months ended March 31, 2018, the Company incurred $29 in interest on the bailment pool arrangement. During the three months ended March 31, 2017, the Company incurred $92 in interest on the bailment pool arrangement. The Company has a floor plan line of credit for up to $20,000 with a financial institution. The terms of the line of credit are contained in a credit agreement dated July 15, 2016 and expires on December 31, 2018. Under the floor plan agreement the Company receives truck chassis and title on up-fitting service installations. Upon up-fit completion, the title transfers from the Company to the dealer customer. The note bears interest at an adjusted LIBOR rate, plus an applicable rate of 1.75%. The obligation under the floor plan agreement was $4,555 and $7,711 at March 31, 2018 and December 31, 2017, respectively. During the three months ended March 31, 2018, the Company incurred $52 in interest on the floor plan arrangements. During the three months ended March 31, 2017, the Company incurred $30 in interest on the floor plan arrangements. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2018 | |
Accrued Expenses and Other Current Liabilities | |
Accrued Expenses and Other Current Liabilities | 9. Accrued Expenses and Other Current Liabilities Accrued expenses and other liabilities are summarized as follows: March 31, December 31, 2018 2017 Payroll and related costs $ $ Employee benefits Accrued warranty Other $ $ |
Warranty Liability
Warranty Liability | 3 Months Ended |
Mar. 31, 2018 | |
Warranty Liability | |
Warranty Liability | 10. Warranty Liability The Company accrues for estimated warranty costs as sales are recognized and periodically assesses the adequacy of its recorded warranty liability and adjusts the amount as necessary. The Company’s warranties generally provide, with respect to its snow and ice control equipment, that all material and workmanship will be free from defect for a period of two years after the date of purchase by the end-user, and with respect to its parts and accessories purchased separately, that such parts and accessories will be free from defect for a period of one year after the date of purchase by the end-user. Certain snowplows only provide for a one year warranty. The Company determines the amount of the estimated warranty costs (and its corresponding warranty reserve) based on the Company’s prior five years of warranty history utilizing a formula driven by historical warranty expense and applying management’s judgment. The Company adjusts its historical warranty costs to take into account unique factors such as the introduction of new products into the marketplace that do not provide a historical warranty record to assess. The warranty reserve was $4,630 at March 31, 2018, of which $1,883 is included in Other long term liabilities and $2,747 is included in Accrued expenses and other current liabilities in the accompanying Condensed Consolidated Balance Sheet. The warranty reserve was $5,677 at December 31, 2017, of which $2,415 is included in Other long term liabilities and $3,262 is included in Accrued expenses and other current liabilities in the accompanying Condensed Consolidated Balance Sheet. The following is a rollforward of the Company’s warranty liability: Three Months Ended March 31, March 31, 2018 2017 Balance at the beginning of the period $ 5,677 $ 6,160 Warranty provision 662 626 Claims paid/settlements (1,709) (1,505) Balance at the end of the period $ 4,630 $ 5,281 |
Employee Retirement Plans
Employee Retirement Plans | 3 Months Ended |
Mar. 31, 2018 | |
Employee Retirement Plans | |
Employee Retirement Plans | 11. Employee Retirement Plans The components of net periodic pension cost consist of the following: Three Months Ended March 31, March 31, 2018 2017 Component of net periodic pension cost: Service cost $ 102 $ 89 Interest cost 389 403 Expected return on plan assets (475) (448) Amortization of net loss 176 181 Net periodic pension cost $ 192 $ 225 The Company estimates its total required minimum contributions to its pension plans in 2018 will be $72. Through March 31, 2018, the Company has made $14 of cash contributions to the pension plans versus $529 through the same period in 2017. Components of net periodic other postretirement benefit cost consist of the following: Three Months Ended March 31, March 31, 2018 2017 Component of periodic other postretirement benefit cost: Service cost $ 47 $ 51 Interest cost 58 70 Amortization of net gain (52) (27) Net periodic other postretirement benefit cost $ 53 $ 94 Service cost is included in Income from operations on the Condensed Consolidated Statement of Operations and Comprehensive Loss. The other components of net periodic pension and postretirement benefit cost are included in Other expense on the Condensed Consolidated Statement of Operations and Comprehensive Loss. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share | |
Earnings (Loss) per Share | 12. Loss per Share Basic loss per share of common stock is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted loss per share of common stock is computed by dividing net loss by the weighted average number of common shares, using the two-class method. As the Company has granted restricted stock units (“RSUs”) that both participate in dividend equivalents and do not participate in dividend equivalents, the Company has calculated loss per share pursuant to the two-class method, which is a loss allocation formula that determines loss per share for common stock and participating securities according to dividends declared and participation rights in undistributed losses. Under this method, all losses (distributed and undistributed) are allocated to common shares and participating securities based on their respective rights to receive dividends. Diluted net loss per share is calculated by dividing net loss attributable to common stockholders as adjusted for the effect of dilutive non-participating securities, by the weighted average number of common stock and dilutive common stock outstanding during the period. Potential common shares in the diluted net loss per share computation are excluded to the extent that they would be anti-dilutive. Weighted average potentially dilutive non-participating RSU’s were 11,716 and 4,770 in the three months ended March 31, 2018 and 2017, respectively. Three Months Ended March 31, March 31, 2018 2017 Basic loss per common share Net loss $ (1,876) $ (3,277) Less loss allocated to participating securities (26) (44) Net loss allocated to common shareholders $ (1,850) $ (3,233) Weighted average common shares outstanding 22,623,518 22,532,027 $ (0.08) $ (0.14) Loss per common share assuming dilution Net loss $ (1,876) $ (3,277) Less loss allocated to participating securities (26) (44) Net loss allocated to common shareholders $ (1,850) $ (3,233) Weighted average common shares outstanding 22,623,518 22,532,027 Incremental shares applicable to non-participating RSUs - - Weighted average common shares assuming dilution 22,623,518 22,532,027 $ (0.08) $ (0.14) |
Employee Stock Plans
Employee Stock Plans | 3 Months Ended |
Mar. 31, 2018 | |
Employee Stock Plans | |
Employee Stock Plans | 13. Employee Stock Plans 2010 Stock Incentive Plan In May 2010, the Company’s Board of Directors and stockholders adopted the 2010 Stock Incentive Plan (the “2010 Plan”). The Company’s Board of Directors approved an amendment and restatement of the 2010 Plan on March 5, 2014, contingent on stockholder approval of the performance goals under the 2010 Plan, and the amendment and restatement became effective upon stockholder approval of the performance goals at the 2014 annual meeting of stockholders held on April 30, 2014. The 2010 Plan provides for the issuance of nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock awards and restricted stock units (“RSUs”), any of which may be performance-based, and for incentive bonuses, which may be paid in cash or stock or a combination of both, to eligible employees, officers, non-employee directors and other service providers to the Company and its subsidiaries. A maximum of 2,130,000 shares of common stock may be issued pursuant to all awards under the 2010 Plan. Equity awards issued to management include a retirement provision under which members of management who either (1) are age 65 or older or (2) have at least ten years of service and are at least age 55 will continue to vest in unvested equity awards upon retirement. For the 2018 equity grants, the retirement provision also stipulates that the employee remain employed by the Company for six months after the first day of the fiscal year of the grant. As the retirement provision does not qualify as a substantive service condition, the Company incurred $742 and $619 in additional expense in the first quarter of 2018 and 2017, respectively, for employees who meet the thresholds of the retirement provision. In 2013, the Company’s nominating and governance committee approved a retirement provision for the RSUs issued to non-employee directors that accelerates the vesting of such awards upon retirement. Such awards are fully expensed immediately upon grant in accordance with ASC 718, as the retirement provision eliminates substantive service conditions associated with the awards. Performance Share Unit Awards The Company granted performance share units as performance based awards under the 2010 Plan in the first quarter of 2018 that are subject to performance conditions over a three year performance period for the years ending 2018 through 2020. Upon meeting the prescribed performance conditions, employees will be issued shares which vest immediately at the end of the measurement period. For performance share grants in prior years, upon meeting the prescribed performance conditions, in the first quarter of the year subsequent to grant, employees were issued RSUs, a portion of which is subject to vesting over the two years following the end of the performance period. In accordance with ASC 718, such awards are being expensed over the vesting period from the date of grant through the requisite service period, based upon the most probable outcome. The fair value per share of the awards is the closing stock price on the date of grant, which was $37.40. The Company recognized $491 and $151 of compensation expense related to the awards in the three months ended March 31, 2018 and March 31, 2017, respectively. The unrecognized compensation expense calculated under the fair value method for shares that were, as of March 31, 2018, expected to be earned through the requisite service period was approximately $2,042 and is expected to be recognized through 2021. Restricted Stock Unit Awards RSUs are granted to both non-employee directors and management. RSUs do not carry voting rights. While all non-employee director RSUs participate in dividend equivalents, there are two classes of management RSUs, one for executives that participate in dividend equivalents, and a second for non-executives that do not participate in dividend equivalents. Each RSU represents the right to receive one share of the Company’s common stock and is subject to time based vesting restrictions. Participants are not required to pay any consideration to the Company at either the time of grant of a RSU or upon vesting. A summary of RSU activity for the three months ended March 31, 2018 is as follows: Weighted Weighted Average Average Remaining Grant Date Contractual Shares Fair value Term Unvested at December 31, 2017 $ years Granted $ years Vested (96,034) $ Cancelled and forfeited - $ - Unvested at March 31, 2018 $ years Expected to vest in the future at March 31, 2018 $ years The Company recognized $929 and $1,198 of compensation expense related to the RSU awards in the three months ended March 31, 2018 and March 31, 2017, respectively. The unrecognized compensation expense, calculated under the fair value method for shares that were, as of March 31, 2018, expected to be earned through the requisite service period was approximately $2,569 and is expected to be recognized through 2021. Vested director RSUs are ‘‘settled’’ by the delivery to the participant or a designated brokerage firm of one share of common stock per vested RSU as soon as reasonably practicable following a termination of service of the participant that constitutes a separation from service, and in all events no later than the end of the calendar year in which such termination of service occurs or, if later, two and one-half months after such termination of service. Vested management RSUs are “settled” by the delivery to the participant or a designated brokerage firm of one share of common stock per vested RSU as soon as reasonably practicable following vesting. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies | |
Commitments and Contingencies | 14. Commitments and Contingencies In the ordinary course of business, the Company is engaged in various litigation including product liability and intellectual property disputes. However, the Company does not believe that any pending litigation will have a material adverse effect on its consolidated financial position. In addition, the Company is not currently a party to any environmental-related claims or legal matters. |
Segments
Segments | 3 Months Ended |
Mar. 31, 2018 | |
Segments | |
Segments | 15. Segments The Company operates through two operating segments for which separate financial information is available, and for which operating results are evaluated regularly by the Company's chief operating decision maker in determining resource allocation and assessing performance. The Company’s two current reportable business segments are described below. Work Truck Attachments. The Work Truck Attachments segment includes snow and ice management attachments sold under the FISHER®, WESTERN®, HENDERSON® and SNOWEX® brands. This segment consists of our operations that, prior to the Company’s acquisition of Dejana, were the Company’s single operating segment, consisting of the manufacture and sale of snow and ice control products. Work Truck Solutions. The Work Truck Solutions segment, which was created as a result of the Dejana acquisition, includes the up-fit of market leading attachments and storage solutions for commercial work vehicles under the DEJANA® brand and its related sub-brands. Segment performance is evaluated based on segment net sales and operating income. Items not allocated to segment operating income include corporate administrative expenses and certain other amounts. No single customer’s revenues amounted to 10% or more of the Company’s total revenue. Sales are primarily within the United States and substantially all assets are located within the United States. Three Months Ended Three Months Ended March 31, March 31, 2018 2017 Net sales Work Truck Attachments $ $ Work Truck Solutions Corporate & Eliminations (2,208) (989) $ $ Selling, general, and administrative expense Work Truck Attachments $ $ Work Truck Solutions Corporate & Eliminations 4,156 $ $ Income (loss) from operations Work Truck Attachments $ $ Work Truck Solutions 818 Corporate & Eliminations (4,439) (3,249) $ 1,010 $ Depreciation Expense Work Truck Attachments $ $ Work Truck Solutions Corporate & Eliminations $ $ Assets Work Truck Attachments $ $ Work Truck Solutions Corporate & Eliminations $ $ Capital Expenditures Work Truck Attachments $ $ Work Truck Solutions $ $ All intersegment sales are eliminated in consolidation. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2018 | |
Income Taxes | |
Income Taxes | 16. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The largest item affecting deferred taxes is the difference between book and tax amortization of goodwill and other intangibles amortization. The Company’s effective tax benefit was 40.2% and 45.1% for the three months ended March 31, 2018 and 2017, respectively, a decrease in tax benefit of 4.9%. The effective tax benefit for the three months ended March 31, 2018 was lower when compared to the same period in 2017 by 12.0% due to the lower corporate tax rate resulting from the passage of the Tax Cuts and Jobs Act (“Tax Act”) that went into effect December 22, 2017. Offsetting this decrease was an increase in benefit due to excess stock compensation recognized of 6.6%. For the three months ended March 31, 2018 and 2017, the Company recognized a discrete tax benefit related to excess tax benefits from stock compensation of $530 and $616, respectively. The Company continues to analyze the different aspects of the Tax Act which could potentially affect the provisional estimates that were recorded at December 31, 2017. |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Loss by Component | 3 Months Ended |
Mar. 31, 2018 | |
Changes in Accumulated Other Comprehensive Loss by Component | |
Changes in Accumulated Other Comprehensive Loss by Component | 17. Changes in Accumulated Other Comprehensive Loss by Component Changes to accumulated other comprehensive loss by component for the three months ended March 31, 2018 are as follows: Unrealized Net Loss Retiree on Interest Health Rate Benefit Pension Swap Obligation Obligation Total Balance at December 31, 2017 $ (1,328) $ 1,392 $ (6,636) $ (6,572) Other comprehensive loss before reclassifications 711 — — 711 Amounts reclassified from accumulated other comprehensive loss: (1) 21 (38) 130 113 Balance at March 31, 2018 $ (596) $ 1,354 $ (6,506) $ (5,748) (1) Amounts reclassified from accumulated other comprehensive loss: Amortization of Other Postretirement Benefit items: Actuarial gains (a) (52) Tax expense 14 Reclassification net of tax $ (38) Amortization of pension items: Actuarial losses (a) 176 Tax benefit (46) Reclassification net of tax $ 130 Realized losses on interest rate swaps reclassified to interest expense 29 Tax benefit (8) Reclassification net of tax $ 21 (a) These components are included in the computation of benefit plan costs in Note 9. Changes to accumulated other comprehensive loss by component for the three months ended March 31, 2017 are as follows: Unrealized Net Loss Retiree on Interest Health Rate Benefit Pension Swap Obligation Obligation Total Balance at December 31, 2016 $ (1,195) $ 937 $ (6,414) $ (6,672) Other comprehensive loss before reclassifications (189) - - (189) Amounts reclassified from accumulated other comprehensive loss: (1) 60 (17) 112 155 Balance at March 31, 2017 $ (1,324) $ 920 $ (6,302) $ (6,706) (1) Amounts reclassified from accumulated other comprehensive loss: Amortization of Other Postretirement Benefit items: Actuarial gains (a) (27) Tax expense 10 Reclassification net of tax $ (17) Amortization of pension items: Actuarial losses (a) 181 Tax benefit (69) Reclassification net of tax $ 112 Realized losses on interest rate swaps reclassified to interest expense 97 Tax benefit (37) Reclassification net of tax $ 60 (a) These components are included in the computation of benefit plan costs in Note 11. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2018 | |
Recent Accounting Pronouncements | |
Recent Accounting Pronouncements | 18. In February 2016, the FASB issued ASU No. 2016-02 Leases: Amendments to the FASB Accounting Standards Codification . ASU 2016 -02 increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. ASU 2016-02 will be effective for the Company beginning on January 1, 2019. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company is in the process of analyzing the impact of the guidance on its inventory of lease contracts and currently intends to adopt the standard in the first quarter of fiscal 2019. The Company expects this ASU to have a material impact on its consolidated financial statements upon recognition of the lease liability and right-of-use asset for lease contracts which are currently accounted for as operating leases. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Revenue Recognition | |
Revenue by customer and timing recognition | Revenue by customer type was as follows: Three Months Ended March 31, 2018 Work Truck Attachments Work Truck Solutions Corporate and Eliminations Total Revenue Independent dealer $ 33,638 $ 19,891 $ - $ 53,529 Government 13,821 - - 13,821 Fleet - 14,352 - 14,352 Other - 4,470 (2,208) 2,262 Total revenue $ 47,459 $ 38,713 $ (2,208) $ 83,964 Revenue by timing of revenue recognition was as follows: Three Months Ended March 31, 2018 Work Truck Attachments Work Truck Solutions Corporate and Eliminations Total Revenue Point in time $ 47,459 $ 15,376 $ (2,208) $ 60,627 Over time - 23,337 - 23,337 Total revenue $ 47,459 $ 38,713 $ (2,208) $ 83,964 |
Contract Balances | Balance at Beginning of Period Additions Deductions Balance at End of Period Contract liabilities $ 2,048 $ 1,819 $ (1,648) $ 2,219 |
Impact of New Revenue Guidance on Financial Statement Line Items | Three Months Ended March 31, 2018 As Reported Balances without adoption of Topic 606 Effect of Change Higher/(Lower) Net sales $ 83,964 $ 83,670 $ 294 Cost of sales 63,937 63,748 189 Gross profit 20,027 19,922 105 Selling, general, and administrative expense 16,146 16,146 - Intangibles amortization 2,871 2,871 - Income from operations 1,010 905 105 Interest expense, net (3,945) (3,945) - Other expense, net (203) (203) - Loss before taxes (3,138) (3,243) 105 Income tax benefit (1,262) (1,290) 28 Net loss $ (1,876) $ (1,953) $ 77 Loss per common share: Basic $ (0.08) $ (0.09) $ 0.01 Diluted $ (0.08) $ (0.09) $ 0.01 In accordance with Topic 606, the disclosure of the impact of adoption to the condensed consolidated balance sheet was as follows: As of March 31, 2018 As Reported Balances without adoption of Topic 606 Effect of Change Higher/(Lower) Assets: Accounts Receivable $ 41,130 $ 39,039 $ 2,091 Inventory 94,924 96,610 (1,686) Liabilities: Deferred tax liability 41,018 40,913 105 Shareholder's Equity: Retained Earnings 108,140 107,762 378 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Arrowhead Equipment, Inc. [Member] | |
Summary of the preliminary allocation of the purchase price paid to the fair value of the net assets acquired as of the acquisition date | Accounts receivable - trade $ Inventories Prepaids and other current assets Property and equipment Goodwill Intangible assets Accounts payable and other current liabilities (957) Unfavorable lease (107) Total $ 7,385 |
Fair Value (Tables)
Fair Value (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Henderson | |
Schedule of reconciliation of liability | Three Months Ended Three Months Ended March 31, March 31, 2018 2017 Beginning Balance $ 529 $ 636 Additions — — Adjustments to fair value — — Payment to former owners (54) (29) Ending balance $ 475 $ 607 |
Dejana | |
Schedule of reconciliation of liability | Three Months Ended Three Months Ended Three Months Ended Three Months Ended March 31, March 31, March 31, March 31, 2018 2018 2017 2017 Beginning Balance $ — $ 1,606 $ 2,032 $ 1,987 Additions — — — — Adjustments to fair value — — — 313 Payment to former owners — (1,606) — (268) Ending balance $ — $ — $ 2,032 $ 2,032 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Inventories | |
Schedule of inventories | March 31, December 31, 2018 2017 Finished goods $ 59,961 $ 35,547 Work-in-process 6,622 7,774 Raw material and supplies 28,341 28,203 $ 94,924 $ 71,524 |
Property, plant and equipment (
Property, plant and equipment (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Property, plant and equipment | |
Summary of property, plant and equipment | March 31, December 31, 2018 2017 Land $ $ 2,378 Land improvements Leasehold Improvements Buildings Machinery and equipment Furniture and fixtures Mobile equipment and other Construction-in-process 4,320 Total property, plant and equipment Less accumulated depreciation (52,801) (50,997) Net property, plant and equipment $ $ |
Other Intangible Assets (Tables
Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Other Intangible Assets | |
Summary of other intangible assets | Gross Less Net Carrying Accumulated Carrying Amount Amortization Amount March 31, 2018 Indefinite-lived intangibles: Trademark and tradenames $ $ - $ Amortizable intangibles: Dealer network Customer relationships Patents Noncompete agreements Trademarks Backlog 1,900 - License - Amortizable intangibles, net Total $ $ $ Gross Less Net Carrying Accumulated Carrying Amount Amortization Amount December 31, 2017 Indefinite-lived intangibles: Trademark and tradenames $ $ - $ Amortizable intangibles: Dealer network Customer relationships Patents Noncompete agreements Trademarks Backlog 1,900 - License - Amortizable intangibles, net Total $ $ $ |
Schedule of estimated amortization expense | 2018 $ 2019 2020 2021 2022 2023 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Long-Term Debt | |
Summary of long-term debt | March 31, December 31, 2018 2017 Term Loan, net of debt discount of $1,464 and $1,562 at March 31, 2018 and December 31, 2017, respectively $ $ Less current maturities 2,749 32,749 Long term debt before deferred financing costs Deferred financing costs, net 3,003 3,209 Long term debt, net $ 274,391 $ 274,872 |
Accrued Expenses and Other Cu31
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Accrued Expenses and Other Current Liabilities | |
Summary of accrued expenses and other current liabilities | March 31, December 31, 2018 2017 Payroll and related costs $ $ Employee benefits Accrued warranty Other $ $ |
Warranty Liability (Tables)
Warranty Liability (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Warranty Liability | |
Schedule of rollforward of Company's warranty liability | Three Months Ended March 31, March 31, 2018 2017 Balance at the beginning of the period $ 5,677 $ 6,160 Warranty provision 662 626 Claims paid/settlements (1,709) (1,505) Balance at the end of the period $ 4,630 $ 5,281 |
Employee Retirement Plans (Tabl
Employee Retirement Plans (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Pension plan | |
Employee retirement plans | |
Schedule of components of net periodic pension or other postretirement benefit cost | Three Months Ended March 31, March 31, 2018 2017 Component of net periodic pension cost: Service cost $ 102 $ 89 Interest cost 389 403 Expected return on plan assets (475) (448) Amortization of net loss 176 181 Net periodic pension cost $ 192 $ 225 |
Other postretirement benefit cost | |
Employee retirement plans | |
Schedule of components of net periodic pension or other postretirement benefit cost | Three Months Ended March 31, March 31, 2018 2017 Component of periodic other postretirement benefit cost: Service cost $ 47 $ 51 Interest cost 58 70 Amortization of net gain (52) (27) Net periodic other postretirement benefit cost $ 53 $ 94 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share | |
Schedule of computation of basic and diluted earnings (loss) per share | Three Months Ended March 31, March 31, 2018 2017 Basic loss per common share Net loss $ (1,876) $ (3,277) Less loss allocated to participating securities (26) (44) Net loss allocated to common shareholders $ (1,850) $ (3,233) Weighted average common shares outstanding 22,623,518 22,532,027 $ (0.08) $ (0.14) Loss per common share assuming dilution Net loss $ (1,876) $ (3,277) Less loss allocated to participating securities (26) (44) Net loss allocated to common shareholders $ (1,850) $ (3,233) Weighted average common shares outstanding 22,623,518 22,532,027 Incremental shares applicable to non-participating RSUs - - Weighted average common shares assuming dilution 22,623,518 22,532,027 $ (0.08) $ (0.14) |
Employee Stock Plans (Tables)
Employee Stock Plans (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Employee Stock Plans | |
Summary of RSU activity | Weighted Weighted Average Average Remaining Grant Date Contractual Shares Fair value Term Unvested at December 31, 2017 $ years Granted $ years Vested (96,034) $ Cancelled and forfeited - $ - Unvested at March 31, 2018 $ years Expected to vest in the future at March 31, 2018 $ years |
Segments (Table)
Segments (Table) | 3 Months Ended |
Mar. 31, 2018 | |
Segments | |
Schedule of assets and profit/loss of the segments | Three Months Ended Three Months Ended March 31, March 31, 2018 2017 Net sales Work Truck Attachments $ $ Work Truck Solutions Corporate & Eliminations (2,208) (989) $ $ Selling, general, and administrative expense Work Truck Attachments $ $ Work Truck Solutions Corporate & Eliminations 4,156 $ $ Income (loss) from operations Work Truck Attachments $ $ Work Truck Solutions 818 Corporate & Eliminations (4,439) (3,249) $ 1,010 $ Depreciation Expense Work Truck Attachments $ $ Work Truck Solutions Corporate & Eliminations $ $ Assets Work Truck Attachments $ $ Work Truck Solutions Corporate & Eliminations $ $ Capital Expenditures Work Truck Attachments $ $ Work Truck Solutions $ $ |
Changes in Accumulated Other 37
Changes in Accumulated Other Comprehensive Loss by Component (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Changes in Accumulated Other Comprehensive Loss by Component | |
Schedule of changes to accumulated other comprehensive loss by component | Changes to accumulated other comprehensive loss by component for the three months ended March 31, 2018 are as follows: Unrealized Net Loss Retiree on Interest Health Rate Benefit Pension Swap Obligation Obligation Total Balance at December 31, 2017 $ (1,328) $ 1,392 $ (6,636) $ (6,572) Other comprehensive loss before reclassifications 711 — — 711 Amounts reclassified from accumulated other comprehensive loss: (1) 21 (38) 130 113 Balance at March 31, 2018 $ (596) $ 1,354 $ (6,506) $ (5,748) (1) Amounts reclassified from accumulated other comprehensive loss: Amortization of Other Postretirement Benefit items: Actuarial gains (a) (52) Tax expense 14 Reclassification net of tax $ (38) Amortization of pension items: Actuarial losses (a) 176 Tax benefit (46) Reclassification net of tax $ 130 Realized losses on interest rate swaps reclassified to interest expense 29 Tax benefit (8) Reclassification net of tax $ 21 (a) These components are included in the computation of benefit plan costs in Note 9. Changes to accumulated other comprehensive loss by component for the three months ended March 31, 2017 are as follows: Unrealized Net Loss Retiree on Interest Health Rate Benefit Pension Swap Obligation Obligation Total Balance at December 31, 2016 $ (1,195) $ 937 $ (6,414) $ (6,672) Other comprehensive loss before reclassifications (189) - - (189) Amounts reclassified from accumulated other comprehensive loss: (1) 60 (17) 112 155 Balance at March 31, 2017 $ (1,324) $ 920 $ (6,302) $ (6,706) (1) Amounts reclassified from accumulated other comprehensive loss: Amortization of Other Postretirement Benefit items: Actuarial gains (a) (27) Tax expense 10 Reclassification net of tax $ (17) Amortization of pension items: Actuarial losses (a) 181 Tax benefit (69) Reclassification net of tax $ 112 Realized losses on interest rate swaps reclassified to interest expense 97 Tax benefit (37) Reclassification net of tax $ 60 These components are included in the computation of benefit plan costs in Note 11 |
Basis of presentation (Details)
Basis of presentation (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018USD ($)segment | Mar. 31, 2017USD ($) | |
Interim Consolidated Financial Information | ||
Number of operating segments | segment | 2 | |
Other Nonoperating Income (Expense) | $ (203) | $ (236) |
Income Tax Expense (Benefit) | $ (1,262) | (2,694) |
Accounting Standards Updates 2017-07 [Member] | ||
Interim Consolidated Financial Information | ||
Other Nonoperating Income (Expense) | 179 | |
Accounting Standards Update 2016-09 | ||
Interim Consolidated Financial Information | ||
Income Tax Expense (Benefit) | $ 616 |
Revenue Recognition (Revenue by
Revenue Recognition (Revenue by customer and timing recognitions) (Details) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2018USD ($)item | Mar. 31, 2017USD ($) | Jan. 01, 2018USD ($) | Dec. 31, 2017USD ($) | |
Revenue Recognition | ||||
Retained Earnings | $ 108,140 | $ 115,737 | ||
Revenue | 83,964 | $ 72,248 | ||
Independent dealer | ||||
Revenue Recognition | ||||
Revenue | 53,529 | |||
Government | ||||
Revenue Recognition | ||||
Revenue | 13,821 | |||
Fleet | ||||
Revenue Recognition | ||||
Revenue | 14,352 | |||
Other | ||||
Revenue Recognition | ||||
Revenue | 2,262 | |||
Point in time | ||||
Revenue Recognition | ||||
Revenue | 60,627 | |||
Over time | ||||
Revenue Recognition | ||||
Revenue | $ 23,337 | |||
Work Truck Attachments | ||||
Revenue Recognition | ||||
Number of revenue streams | item | 3 | |||
Revenue | $ 47,459 | |||
Work Truck Attachments | Independent dealer | ||||
Revenue Recognition | ||||
Revenue | 33,638 | |||
Work Truck Attachments | Government | ||||
Revenue Recognition | ||||
Revenue | 13,821 | |||
Work Truck Attachments | Point in time | ||||
Revenue Recognition | ||||
Revenue | $ 47,459 | |||
Work Truck Solutions | ||||
Revenue Recognition | ||||
Number of revenue streams | item | 3 | |||
Revenue | $ 38,713 | |||
Work Truck Solutions | Independent dealer | ||||
Revenue Recognition | ||||
Revenue | 19,891 | |||
Work Truck Solutions | Fleet | ||||
Revenue Recognition | ||||
Revenue | 14,352 | |||
Work Truck Solutions | Other | ||||
Revenue Recognition | ||||
Revenue | 4,470 | |||
Work Truck Solutions | Point in time | ||||
Revenue Recognition | ||||
Revenue | 15,376 | |||
Work Truck Solutions | Over time | ||||
Revenue Recognition | ||||
Revenue | 23,337 | |||
Corporate & Eliminations | ||||
Revenue Recognition | ||||
Revenue | (2,208) | $ (989) | ||
Corporate & Eliminations | Other | ||||
Revenue Recognition | ||||
Revenue | (2,208) | |||
Corporate & Eliminations | Point in time | ||||
Revenue Recognition | ||||
Revenue | (2,208) | |||
Effect of Change Higher/(Lower) | Accounting Standards Update (“ASU”) No. 2014-09 | ||||
Revenue Recognition | ||||
Retained Earnings | 378 | $ 378 | ||
Revenue | 294 | |||
Effect of Change Higher/(Lower) | Accounting Standards Update (“ASU”) No. 2014-09 | Fleet | ||||
Revenue Recognition | ||||
Revenue | $ 294 |
Revenue Recognition (Contract B
Revenue Recognition (Contract Balances) (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Changes in contract liabilities | |
Balance at Beginning of Period | $ 2,048 |
Additions | 1,819 |
Deductions | (1,648) |
Balance at End of Period | 2,219 |
Contract assets | 0 |
Revenue recognized included in contract liabilities at the beginning of the period | $ 279 |
Revenue Recognition (Remaining
Revenue Recognition (Remaining Performance Obligations and Practical Expedients) (Details) | 3 Months Ended |
Mar. 31, 2018 | |
Revenue Recognition | |
Practical expedient, incremental cost of obtaining contract | True |
Optional exemption, performance obligation | True |
Practical expedient, Financing component | True |
Revenue Recognition (Impact of
Revenue Recognition (Impact of New Revenue Guidance on Statements of Operations) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenue Recognition | ||
Revenue | $ 83,964 | $ 72,248 |
Cost of sales | 63,937 | 55,061 |
Gross profit | 20,027 | 17,187 |
Selling, general, and administrative expense | 16,146 | 14,877 |
Intangibles amortization | 2,871 | 2,749 |
Income (loss) from operations | 1,010 | (439) |
Interest expense, net | (3,945) | (5,296) |
Other expense, net | (203) | (236) |
Income before taxes | (3,138) | (5,971) |
Income tax expense | (1,262) | (2,694) |
Net income | $ (1,876) | $ (3,277) |
Loss per common share: | ||
Basic (in dollars per share) | $ (0.08) | $ (0.14) |
Diluted (in dollars per share) | $ (0.08) | $ (0.14) |
Accounting Standards Update (“ASU”) No. 2014-09 | Balances without adoption of Topic 606 | ||
Revenue Recognition | ||
Revenue | $ 83,670 | |
Cost of sales | 63,748 | |
Gross profit | 19,922 | |
Selling, general, and administrative expense | 16,146 | |
Intangibles amortization | 2,871 | |
Income (loss) from operations | 905 | |
Interest expense, net | (3,945) | |
Other expense, net | (203) | |
Income before taxes | (3,243) | |
Income tax expense | (1,290) | |
Net income | $ (1,953) | |
Loss per common share: | ||
Basic (in dollars per share) | $ (0.09) | |
Diluted (in dollars per share) | $ (0.09) | |
Accounting Standards Update (“ASU”) No. 2014-09 | Effect of Change Higher/(Lower) | ||
Revenue Recognition | ||
Revenue | $ 294 | |
Cost of sales | 189 | |
Gross profit | 105 | |
Income (loss) from operations | 105 | |
Income before taxes | 105 | |
Income tax expense | 28 | |
Net income | $ 77 | |
Loss per common share: | ||
Basic (in dollars per share) | $ 0.01 | |
Diluted (in dollars per share) | $ 0.01 |
Revenue Recognition (Impact o43
Revenue Recognition (Impact of New Revenue Guidance on Balance Sheet) (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Assets | |||
Accounts Receivable | $ 41,130 | $ 79,120 | |
Inventory | 94,924 | 71,524 | |
Liabilities | |||
Deferred tax liability | 41,018 | 39,269 | |
Stockholders' Equity: | |||
Retained Earnings | 108,140 | $ 115,737 | |
Accounting Standards Update (“ASU”) No. 2014-09 | Balances without adoption of Topic 606 | |||
Assets | |||
Accounts Receivable | 39,039 | ||
Inventory | 96,610 | ||
Liabilities | |||
Deferred tax liability | 40,913 | ||
Stockholders' Equity: | |||
Retained Earnings | 107,762 | ||
Accounting Standards Update (“ASU”) No. 2014-09 | Effect of Change Higher/(Lower) | |||
Assets | |||
Accounts Receivable | 2,091 | ||
Inventory | (1,686) | ||
Liabilities | |||
Deferred tax liability | 105 | ||
Stockholders' Equity: | |||
Retained Earnings | $ 378 | $ 378 |
Acquisitions - Allocation of Pu
Acquisitions - Allocation of Purchase Price (Details) - USD ($) $ in Thousands | May 01, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 |
Allocation of the purchase price paid to the fair value of the net assets for acquisition | ||||
Goodwill | $ 241,006 | $ 241,006 | ||
Revenues | 83,964 | $ 72,248 | ||
Pre-tax operating losses | (3,138) | (5,971) | ||
Arrowhead Equipment, Inc. [Member] | ||||
Acquisition | ||||
Total consideration | $ 7,385 | |||
Allocation of the purchase price paid to the fair value of the net assets for acquisition | ||||
Accounts receivable | 852 | |||
Inventories | 1,547 | |||
Prepaid and other current assets | 6 | |||
Property and equipment | 624 | |||
Goodwill | 2,720 | |||
Intangible assets | 2,700 | |||
Accounts payable and other current liabilities | (957) | |||
Unfavorable lease | (107) | |||
Total | $ 7,385 | |||
Revenues | 3,138 | |||
Pre-tax operating losses | $ 313 | |||
Amortization period of goodwill, for income tax purpose | 15 years | |||
Arrowhead Equipment, Inc. [Member] | Selling, general and administrative expenses | ||||
Acquisition | ||||
Transactions expenses | $ 38 |
Fair Value - Assets and Liabili
Fair Value - Assets and Liabilities on a Recurring Basis (Details) - Recurring - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Assets: | ||
Other long-term assets | $ 5,397 | $ 4,840 |
Total Assets | 5,397 | 4,840 |
Liabilities: | ||
Long term debt | 281,544 | 312,384 |
Interest rate swaps | 1,191 | 2,178 |
Total Liabilities | 286,310 | 318,191 |
Henderson | ||
Liabilities: | ||
Earnout | 475 | 529 |
Dejana | ||
Liabilities: | ||
Earnout | $ 3,100 | $ 3,100 |
Fair Value - Fair Value Liabili
Fair Value - Fair Value Liability Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Reconciliation of liability related to earnout | |||
Balance at the beginning of the period | $ 10,373 | ||
Payments to former owners | (5,487) | ||
Balance at the end of the period | 4,886 | ||
Recurring | Henderson | |||
Fair value liability reconciliation | |||
Derivative Liability, Current | 165 | ||
Derivative Liability, Noncurrent | 442 | ||
Recurring | Dejana | |||
Fair value liability reconciliation | |||
Derivative Liability, Noncurrent | 4,886 | ||
Recurring | Level 2 | |||
Fair value liability reconciliation | |||
Derivative Liability, Current | $ 506 | $ 597 | |
Derivative Liability, Noncurrent | 685 | $ 1,581 | |
Recurring | Level 3 | Henderson | |||
Reconciliation of liability related to earnout | |||
Balance at the beginning of the period | 529 | 636 | |
Payments to former owners | (54) | (29) | |
Balance at the end of the period | 475 | $ 607 | |
Earnout, portion in other current liabilities | 33 | ||
Earnout, portion in other long term liabilities | 442 | ||
Recurring | Level 3 | Dejana | |||
Reconciliation of liability related to earnout | |||
Balance at the beginning of the period | 3,100 | ||
Balance at the end of the period | 3,100 | ||
Earnout, portion in other long term liabilities | $ 3,100 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Inventories | ||
Finished goods | $ 59,961 | $ 35,547 |
Work-in-process | 6,622 | 7,774 |
Raw material and supplies | 28,341 | 28,203 |
Inventories | 94,924 | 71,524 |
Inventories - truck chassis floor plan | $ 4,555 | $ 7,711 |
Property, plant and equipment48
Property, plant and equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Property, plant and equipment | ||
Total property, plant and equipment | $ 105,715 | $ 104,959 |
Less accumulated depreciation | (52,801) | (50,997) |
Net property, plant and equipment | 52,914 | 53,962 |
Land | ||
Property, plant and equipment | ||
Total property, plant and equipment | 2,378 | 2,378 |
Land improvements | ||
Property, plant and equipment | ||
Total property, plant and equipment | 4,357 | 4,357 |
Leasehold Improvements | ||
Property, plant and equipment | ||
Total property, plant and equipment | 4,288 | 4,183 |
Buildings | ||
Property, plant and equipment | ||
Total property, plant and equipment | 26,920 | 26,846 |
Machinery and equipment | ||
Property, plant and equipment | ||
Total property, plant and equipment | 44,892 | 44,618 |
Furniture and fixtures | ||
Property, plant and equipment | ||
Total property, plant and equipment | 14,011 | 13,681 |
Mobile equipment and other | ||
Property, plant and equipment | ||
Total property, plant and equipment | 4,640 | 4,576 |
Construction-in-process | ||
Property, plant and equipment | ||
Total property, plant and equipment | $ 4,229 | $ 4,320 |
Other Intangible Asset - Summar
Other Intangible Asset - Summary (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | $ 198,075 | $ 198,075 |
Amortizable intangibles, accumulated amortization | 92,396 | 89,525 |
Amortizable intangibles, net carrying amount | 105,679 | 108,550 |
Intangible Assets, Gross (Excluding Goodwill), Total | 275,675 | 275,675 |
Net Carrying Amount | 183,279 | 186,150 |
Dealer network | ||
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | 80,000 | 80,000 |
Amortizable intangibles, accumulated amortization | 56,000 | 55,000 |
Amortizable intangibles, net carrying amount | 24,000 | 25,000 |
Customer relations | ||
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | 80,920 | 80,920 |
Amortizable intangibles, accumulated amortization | 12,631 | 11,304 |
Amortizable intangibles, net carrying amount | 68,289 | 69,616 |
Patents | ||
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | 21,136 | 21,136 |
Amortizable intangibles, accumulated amortization | 11,036 | 10,721 |
Amortizable intangibles, net carrying amount | 10,100 | 10,415 |
Noncompete agreements | ||
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | 8,640 | 8,640 |
Amortizable intangibles, accumulated amortization | 7,260 | 7,055 |
Amortizable intangibles, net carrying amount | 1,380 | 1,585 |
Trademark | ||
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | 5,459 | 5,459 |
Amortizable intangibles, accumulated amortization | 3,549 | 3,525 |
Amortizable intangibles, net carrying amount | 1,910 | 1,934 |
Backlog | ||
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | 1,900 | 1,900 |
Amortizable intangibles, accumulated amortization | 1,900 | 1,900 |
License | ||
Other intangible assets | ||
Amortizable intangibles, gross carrying amount | 20 | 20 |
Amortizable intangibles, accumulated amortization | 20 | 20 |
Trademark and tradenames | ||
Other intangible assets | ||
Indefinite-lived intangibles, net carrying amount | $ 77,600 | $ 77,600 |
Other Intangible Asset - Estima
Other Intangible Asset - Estimated Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Other Intangible Assets | ||
Intangibles amortization | $ 2,871 | $ 2,749 |
Estimated amortization expense for the next five years | ||
2,018 | 8,607 | |
2,019 | 10,954 | |
2,020 | 10,932 | |
2,021 | 10,670 | |
2,022 | 10,520 | |
2,023 | $ 10,520 |
Long-Term Debt - Summary (Detai
Long-Term Debt - Summary (Details) $ in Thousands | Jan. 31, 2018USD ($) | Aug. 17, 2017 | Aug. 16, 2017 | Feb. 08, 2017 | Feb. 07, 2017 | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Jul. 15, 2016USD ($) | Dec. 31, 2014USD ($) |
Long-term debt | ||||||||||
Less current maturities | $ 2,749 | $ 32,749 | ||||||||
Long-term debt, less current maturities | 274,391 | 274,872 | ||||||||
Deferred financing costs, net | 3,003 | 3,209 | ||||||||
Total long-term debt | 274,391 | 274,872 | ||||||||
Long-term debt, additional disclosure | ||||||||||
Financing costs | $ 932 | |||||||||
Inventories - truck chassis floor plan | 4,555 | 7,711 | ||||||||
Term loan facility | ||||||||||
Long-term debt | ||||||||||
Notes and Loans Payable, Current, Total | 280,143 | 310,830 | ||||||||
Less current maturities | 2,749 | 32,749 | ||||||||
Long-term debt, less current maturities | 277,394 | 278,081 | ||||||||
Long-term debt, additional disclosure | ||||||||||
Unamortized discount on issuance of debt | 1,464 | 1,562 | $ 1,900 | |||||||
Outstanding borrowings | $ 280,143 | 310,830 | ||||||||
Revolving credit facility | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Outstanding borrowings | 0 | |||||||||
Incremental Term Loan Facility | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Unamortized discount on issuance of debt | $ 650 | |||||||||
Senior credit facilities | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Floor plan financing arrangements | $ 20,000 | |||||||||
Senior credit facilities | Term loan facility | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Financing costs | 932 | |||||||||
Percentage of net cash proceeds of certain asset sales, certain insurance or condemnation events, requirement for additional principal prepayments | 100.00% | |||||||||
Percentage of excess cash flow paid as additional principal prepayments | 50.00% | |||||||||
Reduced percentage of excess cash flow paid as additional principal prepayments upon achievement of certain leverage ratio thresholds, one | 0.00% | |||||||||
Excess cash flow payment | $ 11,279 | |||||||||
Voluntary payment | $ 18,721 | |||||||||
Senior credit facilities | Term loan facility | Maximum | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Additional term loan commitments | $ 80,000 | |||||||||
Debt ratio | 3.25 | |||||||||
Period before end of the fiscal year, for additional principal prepayments of debt, from excess cash flow | 150 days | |||||||||
Senior credit facilities | Term loan facility | ABR | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Interest rate margin (as a percent) | 2.00% | 2.50% | 2.50% | 3.25% | ||||||
Senior credit facilities | Term loan facility | Euro dollar | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Interest rate margin (as a percent) | 3.00% | 3.50% | 3.50% | 4.25% | ||||||
Senior credit facilities | Term loan facility | First option | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Interest rate margin (as a percent) | 0.50% | 0.50% | ||||||||
Fixed interest rate base (as a percent) | 2.00% | 2.50% | ||||||||
Additional interest margin added to fixed and variable rates (as a percent) | 1.00% | 1.00% | ||||||||
Additional fixed interest rate spread (as a percent) | 2.00% | 2.00% | ||||||||
Senior credit facilities | Term loan facility | Second option | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Fixed interest rate base (as a percent) | 3.00% | 3.50% | ||||||||
Additional fixed interest rate spread (as a percent) | 1.00% | 1.00% | ||||||||
Senior credit facilities | Revolving credit facility | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Borrowings under senior credit facility | $ 100,000 | |||||||||
Remaining borrowing availability | $ 54,491 | 99,463 | ||||||||
Fixed charge coverage ratio to be maintained if certain minimum availability under the credit facility is not maintained. | 1 | |||||||||
Senior credit facilities | Revolving credit facility | Maximum | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Annual acquisitions allowed | $ 12,500 | |||||||||
Unused portion of permitted capital expenditures | 12,500 | |||||||||
Facilities consolidation expenditure allowed | $ 15,000 | |||||||||
Senior credit facilities | Revolving credit facility | Fixed rate | Maximum | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Fixed interest rate base (as a percent) | 2.00% | |||||||||
Senior credit facilities | Revolving credit facility | First option | Fixed rate | Minimum | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Fixed interest rate base (as a percent) | 1.50% | |||||||||
Senior credit facilities | Revolving credit facility | Second option | Federal funds | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Variable rate basis description | Federal funds | |||||||||
Interest rate margin (as a percent) | 0.50% | |||||||||
Senior credit facilities | Revolving credit facility | Second option | Fixed rate | Maximum | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Fixed interest rate base (as a percent) | 1.00% | |||||||||
Senior credit facilities | Revolving credit facility | Second option | Fixed rate | Minimum | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Fixed interest rate base (as a percent) | 0.50% | |||||||||
Senior credit facilities | Revolving credit facility | Second option | One month London Interbank Offered Rate | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Variable rate basis description | LIBOR for a one month interest period | |||||||||
Interest rate margin (as a percent) | 1.00% | |||||||||
Senior credit facilities | Revolving credit facility | Second option | Prime | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Variable rate basis description | Prime Rate | |||||||||
Senior credit facilities | Amended term loan facility | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Financing costs | $ 676 | |||||||||
Letter of Credit | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Maximum borrowing capacity | $ 10,000 | |||||||||
Swingline loan | ||||||||||
Long-term debt, additional disclosure | ||||||||||
Maximum borrowing capacity | $ 5,000 |
Long-Term Debt - Swaps (Details
Long-Term Debt - Swaps (Details) $ in Thousands | Feb. 20, 2015USD ($)contract | Mar. 31, 2018USD ($)item | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) |
Derivative [Line Items] | ||||
Number of interest rate swap agreements | contract | 3 | |||
Inventories - truck chassis floor plan | $ 4,555 | $ 7,711 | ||
Bailment pool | ||||
Derivative [Line Items] | ||||
Bailment Pool Chasis Inventories Net | 15,805 | 17,447 | ||
Interest Expense, Debt | 29 | $ 92 | ||
Senior credit facilities | Floor plan | ||||
Derivative [Line Items] | ||||
Maximum borrowing capacity | 20,000 | |||
Inventories - truck chassis floor plan | 4,555 | 7,711 | ||
Interest Expense, Debt | $ 52 | $ 30 | ||
Senior credit facilities | London Interbank Offered Rate (LIBOR) | Floor plan | ||||
Derivative [Line Items] | ||||
Interest rate margin (as a percent) | 1.75% | |||
Minimum | Prime | Bailment pool | ||||
Derivative [Line Items] | ||||
Interest rate margin (as a percent) | 0.00% | |||
Maximum | Prime | Bailment pool | ||||
Derivative [Line Items] | ||||
Interest rate margin (as a percent) | 8.00% | |||
Interest rate swap | ||||
Derivative [Line Items] | ||||
Negative fair value | $ 1,191 | 2,178 | ||
Number of financial institutions for which the entity is exposed to counterparty credit risk | item | 1 | |||
Interest rate swap | Accrued Expenses and Other Current Liabilities | ||||
Derivative [Line Items] | ||||
Negative fair value | $ 506 | 597 | ||
Interest rate swap | Other Noncurrent Liabilities | ||||
Derivative [Line Items] | ||||
Negative fair value | $ 685 | $ 1,581 | ||
Interest Rate Swap Effective 31 December 2015 through 29 March 2018 | ||||
Derivative [Line Items] | ||||
Notional amount | $ 45,000 | |||
Interest rate | 6.105% | |||
Interest Rate Swap Effective 31 December 2015 through 29 March 2018 | London Interbank Offered Rate (LIBOR) | ||||
Derivative [Line Items] | ||||
Interest rate added to variable rate (as a percent) | 3.00% | |||
LIBOR floor (as a percent) | 1.00% | |||
Interest Rate Swap Effective 29 March 2018 through 31 March 2020 | ||||
Derivative [Line Items] | ||||
Notional amount | 90,000 | |||
Interest rate | 6.916% | |||
Interest Rate Swap Effective 29 March 2018 through 31 March 2020 | London Interbank Offered Rate (LIBOR) | ||||
Derivative [Line Items] | ||||
Interest rate added to variable rate (as a percent) | 3.00% | |||
LIBOR floor (as a percent) | 1.00% | |||
Interest Rate Swap Effective 31 March 2020 through 30 June 2021 | ||||
Derivative [Line Items] | ||||
Notional amount | $ 135,000 | |||
Interest rate | 7.168% | |||
Interest Rate Swap Effective 31 March 2020 through 30 June 2021 | London Interbank Offered Rate (LIBOR) | ||||
Derivative [Line Items] | ||||
Interest rate added to variable rate (as a percent) | 3.00% | |||
LIBOR floor (as a percent) | 1.00% |
Accrued Expenses and Other Cu53
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Accrued Expenses and Other Current Liabilities | ||
Payroll and related costs | $ 4,652 | $ 6,923 |
Employee benefits | 5,520 | 4,701 |
Accrued warranty | 2,747 | 3,262 |
Other | 5,131 | 6,118 |
Accrued expenses and other current liabilities | $ 18,050 | $ 21,004 |
Warranty Liability (Details)
Warranty Liability (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Warranty liability | |||
Period of warranty history used in estimating warranty costs | 5 years | ||
Other long-term liabilities | $ 16,248 | $ 17,004 | |
Accrued expenses and other current liabilities | 18,050 | 21,004 | |
Company's warranty liability: | |||
Balance at the beginning of the period | 5,677 | $ 6,160 | |
Warranty provision | 662 | 626 | |
Claims paid/settlements | (1,709) | (1,505) | |
Balance at the end of the period | 4,630 | $ 5,281 | |
Warranty Reserves | |||
Warranty liability | |||
Other long-term liabilities | 1,883 | 2,415 | |
Accrued expenses and other current liabilities | $ 2,747 | $ 3,262 | |
Snow and ice control equipment | |||
Warranty liability | |||
Warranty period | 2 years | ||
Parts and accessories | |||
Warranty liability | |||
Warranty period | 1 year | ||
Certain snowplows | |||
Warranty liability | |||
Warranty period | 1 year |
Employee Retirement Plans (Deta
Employee Retirement Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Pension plan | ||
Components of net periodic cost: | ||
Service cost | $ 102 | $ 89 |
Interest cost | 389 | 403 |
Expected return on plan assets | (475) | (448) |
Amortization of net (gain) loss | 176 | 181 |
Net periodic pension cost | 192 | 225 |
Employer contributions during the period | 14 | 529 |
Pension plan | Minimum | ||
Components of net periodic cost: | ||
Estimated total required contributions | 72 | |
Other postretirement benefit cost | ||
Components of net periodic cost: | ||
Service cost | 47 | 51 |
Interest cost | 58 | 70 |
Amortization of net (gain) loss | (52) | (27) |
Net periodic pension cost | $ 53 | $ 94 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Basic earnings (loss) per common share | ||
Net income | $ (1,876) | $ (3,277) |
Less income (loss) allocated to participating securities | (26) | (44) |
Net income (loss) attributable to common shareholders | $ (1,850) | $ (3,233) |
Weighted average common shares outstanding | 22,623,518 | 22,532,027 |
Basic earnings (loss) per common share (in dollars per share) | $ (0.08) | $ (0.14) |
Earnings per common share assuming dilution | ||
Net income | $ (1,876) | $ (3,277) |
Less income (loss) allocated to participating securities | (26) | (44) |
Net income (loss) attributable to common shareholders | $ (1,850) | $ (3,233) |
Weighted average common shares outstanding | 22,623,518 | 22,532,027 |
Weighted average common shares assuming dilution | 22,623,518 | 22,532,027 |
Earnings (loss) per common share assuming dilution (in dollars per share) | $ (0.08) | $ (0.14) |
Employee Stock Plans - Summary
Employee Stock Plans - Summary of Restricted Stock Awards and Units (Details) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
2010 Plan | ||
Stock-based compensation | ||
Maximum number of shares of common stock that may be issued | 2,130,000 | |
Performance Share Unit Awards | 2010 Plan | ||
Weighted Average Grant Date Fair Value | ||
Granted (in dollars per share) | $ 37.40 | |
Restricted Stock Unit Awards | ||
Shares | ||
Unvested at the beginning of the period (in shares) | 47,542 | |
Granted (in shares) | 134,585 | |
Vested (in shares) | (96,034) | |
Unvested at the end of the period (in shares) | 86,093 | 47,542 |
Expected to vest in the future, at the end of the period (in shares) | 86,093 | |
Weighted Average Grant Date Fair Value | ||
Unvested at the beginning of the period (in dollars per share) | $ 23.95 | |
Granted (in dollars per share) | 35.71 | |
Vested (in dollars per share) | 30.54 | |
Cancelled and forfeited (in dollars per share) | 0 | |
Unvested at the end of the period (in dollars per share) | 34.98 | $ 23.95 |
Expected to vest in the future, at the end of the period (in dollars per share) | $ 34.98 | |
Weighted Average Remaining Contractual Term | ||
Unvested at the beginning of the period | 1 year 2 months 16 days | 10 months 2 days |
Granted | 8 months 16 days | |
Unvested at the end of the period | 1 year 2 months 16 days | 10 months 2 days |
Expected to vest in future, at the end of the period | 1 year 2 months 16 days |
Employee Stock Plans - Addition
Employee Stock Plans - Additional Information (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018USD ($)ageshares | Mar. 31, 2017USD ($) | |
Additional Employee Stock Plans Information | ||
Income tax expense | $ (1,262) | $ (2,694) |
Performance Share Unit Awards | 2010 Plan | ||
Additional Employee Stock Plans Information | ||
Vesting period of awards | 2 years | |
Compensation expenses recognized | $ 491 | 151 |
Unrecognized compensation expense, net of expected forfeitures, calculated under the fair value method for shares expected to vest | 2,042 | |
Restricted Stock Unit Awards | ||
Additional Employee Stock Plans Information | ||
Compensation expenses recognized | 929 | 1,198 |
Unrecognized compensation expense, net of expected forfeitures, calculated under the fair value method for shares expected to vest | $ 2,569 | |
Restricted Stock Unit Awards | Non-employee director | ||
Additional Employee Stock Plans Information | ||
Number of shares issued upon exercise of units other than options | shares | 1 | |
Restricted Stock Unit Awards | Management | ||
Additional Employee Stock Plans Information | ||
Minimum age of employee, attaining which awards are continued to be vested upon retirement | age | 65 | |
Minimum service period, upon serving which awards are continued to be vested upon retirement | 10 years | |
Minimum age of employee along with service period condition, attaining which awards are continued to be vested upon retirement | age | 55 | |
Accelerated stock based compensation expense | $ 742 | 619 |
Restricted Stock Unit Awards | Common Stock | Management | ||
Additional Employee Stock Plans Information | ||
Number of shares issued upon exercise of units other than options | shares | 1 | |
Restricted Stock Unit Awards | 2010 Plan | ||
Additional Employee Stock Plans Information | ||
Maximum period following a termination of service in which the share-based award will be settled | 2 months 15 days | |
Accounting Standards Update 2016-09 | ||
Additional Employee Stock Plans Information | ||
Income tax expense | $ 616 |
Segments (Details)
Segments (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018USD ($)segmentcustomer | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of operating segments | segment | 2 | ||
Number of reportable segments | segment | 2 | ||
Number of customers | customer | 0 | ||
Revenue | $ 83,964 | $ 72,248 | |
Gross profit (loss) | 20,027 | 17,187 | |
Selling, general and administrative expense | 16,146 | 14,877 | |
Income (loss) from operations | 1,010 | (439) | |
Depreciation expense | 1,830 | 1,736 | |
Assets | 640,639 | 651,213 | $ 685,176 |
Capital expenditures | 1,307 | 1,306 | |
Capital Expenditures including adjustments to accruals and payables | 782 | ||
Work Truck Attachments | |||
Segment Reporting Information [Line Items] | |||
Revenue | 47,459 | ||
Capital expenditures | 873 | ||
Capital Expenditures including adjustments to accruals and payables | 632 | ||
Work Truck Solutions | |||
Segment Reporting Information [Line Items] | |||
Revenue | 38,713 | ||
Capital expenditures | 433 | ||
Capital Expenditures including adjustments to accruals and payables | 150 | ||
Corporate & Eliminations | |||
Segment Reporting Information [Line Items] | |||
Revenue | (2,208) | (989) | |
Selling, general and administrative expense | 4,075 | 4,156 | |
Income (loss) from operations | (4,439) | (3,249) | |
Depreciation expense | 31 | 44 | |
Assets | 19,789 | 19,716 | |
Operating segment | Work Truck Attachments | |||
Segment Reporting Information [Line Items] | |||
Revenue | 47,459 | 43,578 | |
Selling, general and administrative expense | 7,013 | 6,949 | |
Income (loss) from operations | 4,096 | 1,992 | |
Depreciation expense | 1,371 | 1,377 | |
Assets | 410,694 | 429,452 | |
Operating segment | Work Truck Solutions | |||
Segment Reporting Information [Line Items] | |||
Revenue | 38,713 | 29,659 | |
Selling, general and administrative expense | 5,058 | 3,772 | |
Income (loss) from operations | 1,353 | 818 | |
Depreciation expense | 428 | 315 | |
Assets | $ 210,156 | $ 202,045 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Income Taxes | ||
Effective tax rate (as a percent) | 40.20% | 45.10% |
Decrease in tax benefit percentage | 4.90% | |
Effectice Tax Benefit Percentage Decrease Due To Tax Cuts And Jobs Act | 12.00% | |
Excess stock based compensation recognized, percent | 6.60% | |
Excess tax benefits from stock compensation | $ 530 | $ 616 |
Changes in Accumulated Other 61
Changes in Accumulated Other Comprehensive Loss by Component - Rollforward (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Changes to accumulated other comprehensive loss by component | ||
Balance at the beginning of the period | $ (6,572) | $ (6,672) |
Other comprehensive earning (loss) before reclassifications | 711 | (189) |
Amounts reclassified from accumulated other comprehensive loss | 113 | 155 |
Balance at the end of the period | (5,748) | (6,706) |
Unrealized Net Loss on Interest Rate Swap | ||
Changes to accumulated other comprehensive loss by component | ||
Balance at the beginning of the period | (1,328) | (1,195) |
Other comprehensive earning (loss) before reclassifications | 711 | (189) |
Amounts reclassified from accumulated other comprehensive loss | 21 | 60 |
Balance at the end of the period | (596) | (1,324) |
Other Postretirement Benefit Liability | ||
Changes to accumulated other comprehensive loss by component | ||
Balance at the beginning of the period | 1,392 | 937 |
Amounts reclassified from accumulated other comprehensive loss | (38) | (17) |
Balance at the end of the period | 1,354 | 920 |
Pension Liability | ||
Changes to accumulated other comprehensive loss by component | ||
Balance at the beginning of the period | (6,636) | (6,414) |
Amounts reclassified from accumulated other comprehensive loss | 130 | 112 |
Balance at the end of the period | $ (6,506) | $ (6,302) |
Changes in Accumulated Other 62
Changes in Accumulated Other Comprehensive Loss by Component - Reclassifications (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Amounts reclassified from accumulated other comprehensive loss: | ||
Interest expense, net | $ 3,945 | $ 5,296 |
Tax expense (benefit) | (1,262) | (2,694) |
Reclassification net of tax | 1,850 | 3,233 |
Interest rate swap | Amount reclassified from accumulated other comprehensive income | ||
Amounts reclassified from accumulated other comprehensive loss: | ||
Interest expense, net | 97 | |
Tax expense (benefit) | (37) | |
Reclassification net of tax | 60 | |
Other Postretirement Benefit Liability | Amount reclassified from accumulated other comprehensive income | ||
Amounts reclassified from accumulated other comprehensive loss: | ||
Actuarial (gains) losses | (52) | (27) |
Tax expense (benefit) | 14 | 10 |
Reclassification net of tax | (38) | (17) |
Pension Liability | Amount reclassified from accumulated other comprehensive income | ||
Amounts reclassified from accumulated other comprehensive loss: | ||
Actuarial (gains) losses | 176 | 181 |
Tax expense (benefit) | (46) | (69) |
Reclassification net of tax | 130 | $ 112 |
Unrealized Net Loss on Interest Rate Swap | Interest rate swap | ||
Amounts reclassified from accumulated other comprehensive loss: | ||
Interest expense, net | 29 | |
Tax expense (benefit) | (8) | |
Reclassification net of tax | $ 21 |