Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2014 |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | -2 | Summary of Significant Accounting Policies | | | | | | | | | | | | | | | |
Principles of Consolidation and Basis of Presentation |
Our consolidated financial statements include the financial position and results of operations of H&E Equipment Services, Inc. and its wholly-owned subsidiaries H&E Finance Corp., GNE Investments, Inc., Great Northern Equipment, Inc., H&E California Holding, Inc., H&E Equipment Services (California), LLC and H&E Equipment Services (Mid-Atlantic), Inc., collectively referred to herein as “we” or “us” or “our” or the “Company.” |
All significant intercompany accounts and transactions have been eliminated in these consolidated financial statements. Business combinations are included in the consolidated financial statements from their respective dates of acquisition. |
The nature of our business is such that short-term obligations are typically met by cash flows generated from long-term assets. Consequently, and consistent with industry practice, the accompanying consolidated balance sheets are presented on an unclassified basis. |
Use of Estimates |
We prepare our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, which requires management to use its judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities and related disclosures at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reported period. These assumptions and estimates could have a material effect on our condensed consolidated financial statements. Actual results may differ materially from those estimates. We review our estimates on an ongoing basis based on information currently available, and changes in facts and circumstances may cause us to revise these estimates. |
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Revenue Recognition |
Pursuant to Staff Accounting Bulletin No. 104 (“SAB 104”), the SEC Staff believes that revenue generally is realized or realizable and earned when all of the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the seller’s price to the buyer is fixed or determinable; and (4) collectibility is reasonably assured. Consistent with SAB 104, our policy recognizes revenue from equipment rentals in the period earned on a straight-line basis, over the contract term, regardless of the timing of the billing to customers. A rental contract term can be daily, weekly or monthly. Because the term of the contracts can extend across multiple financial reporting periods, we record unbilled rental revenue and deferred revenue at the end of reporting periods so that rental revenues earned are appropriately stated in the periods presented. Revenue from the sale of new and used equipment and parts is recognized at the time of delivery to, or pick-up by, the customer and when all obligations under the sales contract have been fulfilled, risk of ownership has been transferred and collectibility is reasonably assured. Services revenue is recognized at the time the services are rendered. Other revenues consist primarily of billings to customers for rental equipment delivery and damage waiver charges and are recognized at the time an invoice is generated and after the service has been provided. |
See also the “Recent Accounting Pronouncements” discussion below for new accounting guidance related to revenue from contracts with customers. |
Inventories |
New and used equipment inventories are stated at the lower of cost or market, with cost determined by specific-identification. Inventories of parts and supplies are stated at the lower of the average cost or market. |
Long-lived Assets, Goodwill and Intangible Assets |
Rental Equipment |
The rental equipment we purchase is stated at cost and is depreciated over the estimated useful lives of the equipment using the straight-line method. Estimated useful lives vary based upon type of equipment. Generally, we depreciate cranes and aerial work platforms over a ten year estimated useful life, earthmoving equipment over a five year estimated useful life with a 25% salvage value, and industrial lift trucks over a seven year estimated useful life. Attachments and other smaller type equipment are depreciated generally over a three year estimated useful life. We periodically evaluate the appropriateness of remaining depreciable lives and any salvage value assigned to rental equipment. |
Ordinary repair and maintenance costs and property taxes are charged to operations as incurred. However, expenditures for additions or improvements that significantly extend the useful life of the asset are capitalized in the period incurred. When rental equipment is sold or disposed of, the related cost and accumulated depreciation are removed from the respective accounts and any gains or losses are included in income. We receive individual offers for fleet on a continual basis, at which time we perform an analysis on whether or not to accept the offer. The rental equipment is not transferred to inventory under the held for sale model as the equipment is used to generate revenues until the equipment is sold. |
Property and Equipment |
Property and equipment are recorded at cost and are depreciated over the assets’ estimated useful lives using the straight-line method. Ordinary repair and maintenance costs are charged to operations as incurred. However, expenditures for additions or improvements that significantly extend the useful life of the asset are capitalized in the period incurred. At the time assets are sold or disposed of, the cost and accumulated depreciation are removed from their respective accounts and the related gains or losses are reflected in income. |
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We capitalize interest on qualified construction projects. Costs associated with internally developed software are accounted for in accordance with FASB ASC 350-40, Internal-Use Software (“ASC 350-40”), which provides guidance for the treatment of costs associated with computer software development and defines the types of costs to be capitalized and those to be expensed. |
We periodically evaluate the appropriateness of remaining depreciable lives assigned to property and equipment. Leasehold improvements are amortized using the straight-line method over their estimated useful lives or the remaining term of the lease, whichever is shorter. Generally, we assign the following estimated useful lives to these categories: |
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Category | | Estimated | | | | | | | | | | | | | |
Useful Life | | | | | | | | | | | | |
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Transportation equipment | | | 5 years | | | | | | | | | | | | | |
Buildings | | | 39 years | | | | | | | | | | | | | |
Office equipment | | | 5 years | | | | | | | | | | | | | |
Computer equipment | | | 3 years | | | | | | | | | | | | | |
Machinery and equipment | | | 7 years | | | | | | | | | | | | | |
In accordance with ASC 360, Property, Plant and Equipment (“ASC 360”), when events or changes in circumstances indicate that the carrying amount of our rental fleet and property and equipment might not be recoverable, the expected future undiscounted cash flows from the assets are estimated and compared with the carrying amount of the assets. If the sum of the estimated undiscounted cash flows is less than the carrying amount of the assets, an impairment loss is recorded. The impairment loss is measured by comparing the fair value of the assets with their carrying amounts. Fair value is determined based on discounted cash flows or appraised values, as appropriate. We did not record any impairment losses related to our rental equipment or property and equipment during 2014, 2013 or 2012. |
Goodwill |
We have made acquisitions in the past that included the recognition of goodwill, which was determined based upon previous accounting principles. Pursuant to ASC 350, Intangibles-Goodwill and Other (“ASC 350”), effective January 1, 2009, goodwill is recorded as the excess of the consideration transferred plus the fair value of any non-controlling interest in the acquiree at the acquisition date over the fair values of the identifiable net assets acquired. |
We evaluate goodwill for impairment at least annually, or more frequently if triggering events occur or other impairment indicators arise which might impair recoverability. Impairment of goodwill is evaluated at the reporting unit level. A reporting unit is defined as an operating segment (i.e. before aggregation or combination), or one level below an operating segment (i.e. a component). A component of an operating segment is a reporting unit if the component constitutes a business for which discrete financial information is available and segment management regularly reviews the operating results of that component. We have identified two components within our Rental operating segment and have determined that each of our other operating segments (New, Used, Parts and Service) represent a reporting unit, resulting in six total reporting units. |
In September 2011, the FASB issued ASU 2011-08, Intangibles-Goodwill and Other (Topic 350)-Testing Goodwill for Impairment (“ASU 2011-08”), to allow entities to first use a qualitative approach to test goodwill for impairment. ASU 2011-08 permits an entity to first perform a qualitative assessment to determine whether it is more likely than not (a likelihood of greater than 50%) that the fair value of a reporting unit is less than its carrying value. If it is concluded that this is the case, the currently prescribed two-step goodwill test must be performed. Otherwise, the two-step goodwill impairment test is not required. We performed a qualitative assessment in 2014, 2013 and 2012 and determined that it is more likely than not that the fair value of our reporting units exceed their respective carrying values at the October 1, 2014, 2013 and 2012 annual valuation dates and, therefore, did not perform the prescribed two-step goodwill impairment test. We considered various factors in performing the qualitative test, including macroeconomic conditions, industry and market considerations, the overall financial performance of our reporting units, the Company’s stock price and the excess amount or “cushion” between our reporting unit’s fair value and carrying value as indicated on our most recent quantitative assessment. |
Based upon improving macroeconomic conditions and positive trends within our industry and market during 2012, 2013 and 2014, combined with continuing positive operating results in comparison to prior periods and our internal forecasts, and with consideration of the cushion between the reporting unit’s fair value and carrying value from our most recent quantitative analysis, we determined that it is more likely than not that the fair value of our reporting units exceeds their respective carrying values at the October 1, 2014, 2013 and 2012 valuation dates and there was no goodwill impairment at October 1, 2014, 2013 and 2012. |
To determine if any of our reporting units are impaired under the prescribed two-step goodwill test, we must determine whether the fair value of each of our reporting units is greater than their respective carrying value. If the fair value of a reporting unit is less than its carrying value, then the implied fair value of goodwill must be calculated and compared to its carrying value to measure the amount of impairment. The implied fair value of goodwill is calculated by allocating the fair value of the reporting unit to all assets and liabilities of that unit (including any unrecognized intangible assets) as if the reporting unit had been acquired in a business combination (purchase price allocation). The excess of the fair value of the reporting unit over the amounts assigned is the implied fair value of goodwill. If the carrying amount of the goodwill exceeds the implied fair value of goodwill, an impairment loss is recognized for the excess amount. We determine the fair value of our reporting units using a discounted cash flow analysis or by applying various market multiples or a combination thereof. |
The changes in the carrying amount of goodwill for our reporting units for the years ended December 31, 2014 and 2013 were as follows (amounts in thousands): |
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| | Equipment | | | Used | | | Parts | | | Total | |
Rentals | Equipment | Sales |
Component | Sales | |
2 | | |
Balance at January 1, 2013 | | $ | 19,226 | | | $ | 6,311 | | | $ | 6,537 | | | $ | 32,074 | |
Reductions(1) | | | (526 | ) | | | (174 | ) | | | (177 | ) | | | (877 | ) |
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Balance at December 31, 2013 | | | 18,700 | | | | 6,137 | | | | 6,360 | | | | 31,197 | |
Reductions | | | — | | | | — | | | | — | | | | — | |
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Balance at December 31, 2014 | | $ | 18,700 | | | $ | 6,137 | | | $ | 6,360 | | | $ | 31,197 | |
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(1) | Writedown of goodwill for tax-deductible goodwill in excess of book goodwill. | | | | | | | | | | | | | | | |
Closed Branch Facility Charges |
We continuously monitor and identify branch facilities with revenues and operating margins that consistently fall below Company performance standards. Once identified, we continue to monitor these branches to determine if operating performance can be improved or if the performance is attributable to economic factors unique to the particular market with unfavorable long-term prospects. If necessary, branches with unfavorable long-term prospects are closed and the rental fleet and new and used equipment inventories are deployed to more profitable branches within our geographic footprint where demand is higher. |
We closed one branch during the year ended December 31, 2012 and one branch during 2013 in markets where long-term prospects did not support continued operations. No branches were closed during 2014. Under ASC 420, Exit or Disposal Cost Obligations (“ASC 420”), exit costs include, but are not limited to, the following: (a) one-time termination benefits; (b) contract termination costs, including costs that will continue to be incurred under operating leases that have no future economic benefit; and (c) other associated costs. A liability for costs associated with an exit or disposal activity is recognized and measured at its fair value in the period in which the liability is incurred, except for one-time termination benefits that are incurred over time. Although we do not expect to incur material charges related to branch closures, additional charges are possible to the extent that actual future settlements differ from our estimates of such costs. Costs incurred for the closed branches in 2012 and 2013 did not have a material impact on the Company’s consolidated financial statements. As of the date of this Annual Report on Form 10-K, the Company has not identified any other branch facilities with a more than likely probability of closing where the associated costs pursuant to ASC 420 are expected to be material. |
Deferred Financing Costs and Initial Purchasers’ Discounts |
Deferred financing costs include legal, accounting and other direct costs incurred in connection with the issuance and amendments thereto, of the Company’s debt. These costs are amortized over the terms of the related debt using the straight-line method which approximates amortization using the effective interest method. Initial purchasers’ discount, or underwriters’ discount, is the differential between the price paid to an issuer for the new issue and the prices at which the securities are initially offered to the investing public. The amortization expense of deferred financing costs and accretion of initial purchasers’ discounts are included in interest expense as an overall cost of the related financings. |
Reserves for Claims |
We are exposed to various claims relating to our business, including those for which we provide self-insurance. Claims for which we self-insure include: (1) workers compensation claims; (2) general liability claims by third parties for injury or property damage caused by our equipment or personnel; (3) automobile liability claims; and (4) employee health insurance claims. These types of claims may take a substantial amount of time to resolve and, accordingly, the ultimate liability associated with a particular claim, including claims incurred but not reported as of a period-end reporting date, may not be known for an extended period of time. Our methodology for developing self-insurance reserves is based on management estimates and independent third party actuarial estimates. Our estimation process considers, among other matters, the cost of known claims over time, cost inflation and incurred but not reported claims. These estimates may change based on, among other things, changes in our claim history or receipt of additional information relevant to assessing the claims. Further, these estimates may prove to be inaccurate due to factors such as adverse judicial determinations or other claim settlements at higher than estimated amounts. Accordingly, we may be required to increase or decrease our reserve levels. At December 31, 2014, our claims reserves related to workers compensation, general liability and automobile liability, which are included in “Accrued expenses and other liabilities” in our consolidated balance sheets, totaled $4.4 million and our health insurance reserves totaled $1.2 million. At December 31, 2013, our claims reserves related to workers compensation, general liability and automobile liability totaled $3.5 million and our health insurance reserves totaled $1.4 million. |
Sales Taxes |
We impose and collect significant amounts of sales taxes concurrent with our revenue-producing transactions with customers and remit those taxes to the various governmental agencies as prescribed by the taxing jurisdictions in which we operate. We present such taxes in our consolidated statements of operations on a net basis. |
Advertising |
Advertising costs are expensed as incurred and totaled $1.3 million, $0.6 million and $0.6 million for the years ended December 31, 2014, 2013 and 2012, respectively. |
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Shipping and Handling Fees and Costs |
Shipping and handling fees billed to customers are recorded as revenues while the related shipping and handling costs are included in other cost of revenues. |
Income Taxes |
The Company files a consolidated federal income tax return with its wholly-owned subsidiaries. The Company is a C-Corporation under the provisions of the Internal Revenue Code. We utilize the asset and liability approach to measuring deferred tax assets and liabilities based on temporary differences existing at each balance sheet date using currently enacted tax rates in accordance with ASC 740. ASC 740 takes into account the differences between financial statement treatment and tax treatment of certain transactions. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rate is recognized as income or expense in the period that includes the enactment date of that rate. |
In accordance with ASC 740, the Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax provisions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company recognizes both interest and penalties related to uncertain tax positions in net other income (expense). During the fourth quarter of fiscal 2013, we adopted ASU 2013-11, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists.” The adoption of ASU 2013-11 had no material impact to our financial position or results of operations. |
Our deferred tax calculation requires management to make certain estimates about future operations. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. |
Fair Value of Financial Instruments |
Fair value is defined as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The FASB fair value measurement guidance established a fair value hierarchy that prioritizes the inputs used to measure fair value. The three broad levels of the fair value hierarchy are as follows: |
Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities |
Level 2 – Quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly |
Level 3 – Unobservable inputs for which little or no market data exists, therefore requiring a company to develop its own assumptions |
The carrying value of financial instruments reported in the accompanying consolidated balance sheets for cash, accounts receivable, accounts payable and accrued expenses payable and other liabilities approximate fair value due to the immediate or short-term nature or maturity of these financial instruments. The fair value of our letter of credit is based on fees currently charged for similar agreements. The carrying amounts and fair values of our other financial instruments subject to fair value disclosures as of December 31, 2014 and 2013 are presented in the table below (amounts in thousands) and have been calculated based upon market quotes and present value calculations based on market rates. |
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| | December 31, 2014 | | | | | | | | | |
| | Carrying | | | Fair | | | | | | | | | |
Amount | Value | | | | | | | | |
Manufacturer flooring plans payable with interest computed at 5.00% (Level 3) | | $ | 93,600 | | | $ | 82,021 | | | | | | | | | |
Senior unsecured notes with interest computed at 7.0%(1) (Level 1) | | | 628,714 | | | | 648,113 | | | | | | | | | |
Capital leases payable with interest computed at 5.929% to 9.55% (Level 3) | | | 2,099 | | | | 1,495 | | | | | | | | | |
Letter of credit (Level 3) | | | — | | | | 130 | | | | | | | | | |
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| | December 31, 2013 | | | | | | | | | |
| | Carrying | | | Fair | | | | | | | | | |
Amount | Value | | | | | | | | |
Manufacturer flooring plans payable with interest computed at 5.25% (Level 3) | | $ | 49,062 | | | $ | 42,686 | | | | | | | | | |
Senior unsecured notes with interest computed at 7.0%(1) (Level 1) | | | 628,546 | | | | 686,700 | | | | | | | | | |
Capital leases payable with interest computed at 5.929% to 9.55% (Level 3) | | | 2,278 | | | | 1,717 | | | | | | | | | |
Letter of credit (Level 3) | | | — | | | | 146 | | | | | | | | | |
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(1) | Amounts shown based on aggregate amounts outstanding for the periods presented. | | | | | | | | | | | | | | | |
During 2014 and 2013, there were no transfers of financial assets or liabilities in or out of Level 1, Level 2 or Level 3 of the fair value hierarchy. |
Concentrations of Credit and Supplier Risk |
Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of trade accounts receivable. Credit risk can be negatively impacted by adverse changes in the economy or by disruptions in the credit markets. However, we believe that credit risk with respect to trade accounts receivable is somewhat mitigated by our large number of geographically diverse customers and our credit evaluation procedures. Although generally no collateral is required, when feasible, mechanics’ liens are filed and personal guarantees are signed to protect the Company’s interests. We maintain reserves for potential losses. |
We record trade accounts receivables at sales value and establish specific reserves for certain customer accounts identified as known collection problems due to insolvency, disputes or other collection issues. The amounts of the specific reserves estimated by management are based on the following assumptions and variables: the customer’s financial position, age of the customer’s receivables and changes in payment schedules. In addition to the specific reserves, management establishes a non-specific allowance for doubtful accounts by applying specific percentages to the different receivable aging categories (excluding the specifically reserved accounts). The percentage applied against the aging categories increases as the accounts become further past due. The allowance for doubtful accounts is charged with the write-off of uncollectible customer accounts. |
We purchase a significant amount of equipment from the same manufacturers with whom we have distribution agreements. During the year ended December 31, 2014, we purchased approximately 61% from three manufacturers (Grove/Manitowoc, Komatsu, and Genie Industries (Terex)) providing our rental and sales equipment. We believe that while there are alternative sources of supply for the equipment we purchase in each of the principal product categories, termination of one or more of our relationships with any of our major suppliers of equipment could have a material adverse effect on our business, financial condition or results of operation if we were unable to obtain adequate or timely rental and sales equipment. |
Income per Share |
Income per common share for the year ended December 31, 2014, 2013 and 2012 are based on the weighted average number of common shares outstanding during the period. The effects of potentially dilutive securities that are anti-dilutive are not included in the computation of dilutive income per share. We include all common shares granted under our incentive compensation plan which remain unvested (“restricted common shares”) and contain non-forfeitable rights to dividends or dividend equivalents, whether paid or unpaid (“participating securities”), in the number of shares outstanding in our basic and diluted EPS calculations using the two-class method. All of our restricted common shares are currently participating securities. |
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Under the two-class method, earnings per common share are computed by dividing the sum of distributed earnings allocated to common shareholders and undistributed earnings allocated to common shareholders by the weighted average number of common shares outstanding for the period. In applying the two-class method, distributed and undistributed earnings are allocated to both common shares and restricted common shares based on the total weighted average shares outstanding during the period. The number of restricted common shares outstanding during the period was only 0.4% of total outstanding shares and, consequently, was immaterial to the basic and diluted EPS calculations. Therefore, use of the two-class method had no impact on our basic and diluted EPS calculations as presented for the year ended December 31, 2014. |
The following table sets forth the computation of basic and diluted net income per common share for the years ended December 31, (amounts in thousands, except per share amounts): |
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| | 2014 | | | 2013 | | | 2012 | | | | | |
Basic net income per share: | | | | | | | | | | | | | | | | |
Net income | | $ | 55,139 | | | $ | 44,140 | | | $ | 28,836 | | | | | |
Weighted average number of common shares outstanding | | | 35,159 | | | | 35,041 | | | | 34,890 | | | | | |
Net income per common share — basic | | $ | 1.57 | | | $ | 1.26 | | | $ | 0.83 | | | | | |
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Diluted net income per share: | | | | | | | | | | | | | | | | |
Net income | | $ | 55,139 | | | $ | 44,140 | | | $ | 28,836 | | | | | |
Weighted average number of common shares outstanding | | | 35,159 | | | | 35,041 | | | | 34,890 | | | | | |
Effect of dilutive securities: | | | | | | | | | | | | | | | | |
Effect of dilutive stock options | | | 23 | | | | 18 | | | | — | | | | | |
Effect of dilutive non-vested stock | | | 67 | | | | 87 | | | | 88 | | | | | |
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Weighted average number of common shares outstanding — diluted | | | 35,249 | | | | 35,146 | | | | 34,978 | | | | | |
Net income per common share — diluted | | $ | 1.56 | | | $ | 1.26 | | | $ | 0.82 | | | | | |
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Common shares excluded from the denominator as anti-dilutive: | | | | | | | | | | | | | | | | |
Stock options | | | — | | | | — | | | | 51 | | | | | |
Non-vested stock | | | 1 | | | | 1 | | | | 65 | | | | | |
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Stock-Based Compensation |
We adopted our 2006 Stock-Based Incentive Compensation Plan (the “Stock Incentive Plan”) in January 2006 prior to our initial public offering of common stock. The Stock Incentive Plan was further amended and restated with the approval of our stockholders at the 2006 annual meeting of the stockholders of the Company to provide for the inclusion of non-employee directors as persons eligible to receive awards under the Stock Incentive Plan. Prior to the adoption of the Stock Incentive Plan in January 2006, no share-based payment arrangements existed. The Stock Incentive Plan is administered by the Compensation Committee of our Board of Directors, which selects persons eligible to receive awards and determines the number of shares and/or options subject to each award, the terms, conditions, performance measures, if any, and other provisions of the award. Under the Stock Incentive Plan, we may offer deferred shares or restricted shares of our common stock and grant options, including both incentive stock options and nonqualified stock options, to purchase shares of our common stock. Shares available for future stock-based payment awards under our Stock Incentive Plan were 3,537,999 shares of common stock as of December 31, 2014. |
We account for our stock-based compensation plan using the fair value recognition provisions of Accounting Standards Codification 718, Stock Compensation (“ASC 718”). Under the provisions of ASC 718, stock-based compensation is measured at the grant date, based on the calculated fair value of the award, and is recognized as an expense over the requisite employee service period (generally the vesting period of the grant). |
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Non-vested Stock |
From time to time, we issue shares of non-vested stock typically with vesting terms of three years. The following table summarizes our non-vested stock activity for the years ended December 31, 2014 and 2013: |
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| | Number of | | | Weighted | | | | | | | | | |
Shares | Average Grant | | | | | | | | |
| Date Fair Value | | | | | | | | |
Non-vested stock at January 1, 2013 | | | 230,415 | | | $ | 13.65 | | | | | | | | | |
Granted | | | 86,911 | | | $ | 21.83 | | | | | | | | | |
Vested | | | (122,121 | ) | | $ | 12.37 | | | | | | | | | |
Forfeited | | | (7,338 | ) | | $ | 15.35 | | | | | | | | | |
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Non-vested stock at December 31, 2013 | | | 187,867 | | | $ | 18.21 | | | | | | | | | |
Granted | | | 76,427 | | | $ | 36.69 | | | | | | | | | |
Vested | | | (109,237 | ) | | $ | 18.7 | | | | | | | | | |
Forfeited | | | (6,659 | ) | | $ | 23.88 | | | | | | | | | |
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Non-vested stock at December 31, 2014 | | | 148,398 | | | $ | 27.11 | | | | | | | | | |
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As of December 31, 2014, we had unrecognized compensation expense of approximately $3.1 million related to non-vested stock award payments that we expect to be recognized over a weighted average period of 2.2 years. |
The following table summarizes compensation expense related to stock-based awards included in selling, general and administrative expenses in the accompanying consolidated statements of operations for the years ended December 31, (amounts in thousands): |
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| | 2014 | | | 2013 | | | 2012 | | | | | |
Compensation expense | | $ | 2,598 | | | $ | 2,618 | | | $ | 1,806 | | | | | |
We receive a tax deduction when non-vested stock vests at a higher value than the value used to recognize compensation expense at the date of grant. In accordance with ASC 718, we are required to report excess tax benefits from the award of equity instruments as financing cash flows. Excess tax benefits will be recorded when a deduction reported for tax return purposes for an award of equity instruments exceeds the cumulative compensation cost for the instruments recognized for financial reporting purposes. As a result of certain realization requirements of ASC 718, $0.7 million of excess tax benefits on stock compensation have not been recorded because those tax benefits have not yet reduced taxes payable. Equity will be increased if and when these excess tax benefits are ultimately realized. |
Stock Options |
No stock options were granted during 2014, 2013 or 2012. At December 31, 2014, we had no unrecognized compensation expense related to prior stock option awards. |
The following table summarizes compensation expense related to stock-based awards included in selling, general and administrative expenses in the accompanying consolidated statements of operations for the years ended December 31, (amounts in thousands): |
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| | 2014 | | | 2013 | | | 2012 | | | | | |
Compensation expense | | $ | — | | | $ | — | | | $ | 56 | | | | | |
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The following table represents stock option activity for the years ended December 31, 2014 and 2013: |
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| | Number of | | | Weighted Average | | | Weighted Average | | | | | |
Shares | Exercise Price(1) | Contractual Life | | | | |
| | In Years | | | | |
Outstanding options at January 1, 2013 | | | 51,000 | | | $ | 17.8 | | | | | | | | | |
Granted | | | — | | | | — | | | | | | | | | |
Exercised | | | — | | | | — | | | | | | | | | |
Canceled, forfeited or expired | | | — | | | | — | | | | | | | | | |
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Outstanding options at December 31, 2013 | | | 51,000 | | | $ | 17.8 | | | | 2.5 | | | | | |
Granted | | | — | | | | — | | | | | | | | | |
Exercised | | | — | | | | — | | | | | | | | | |
Canceled, forfeited or expired | | | — | | | | — | | | | | | | | | |
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Outstanding options at December 31, 2014 | | | 51,000 | | | $ | 17.8 | | | | 1.5 | | | | | |
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Options exercisable at December 31, 2014 | | | 51,000 | | | $ | 17.8 | | | | 1.5 | | | | | |
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(1) | Weighted average exercise prices shown above include a reduction of $7.00 per share to reflect the equitable adjustment to the exercise prices in connection with the declaration and payment of a special, one-time cash dividend of $7.00 per share in the third quarter of 2012. | | | | | | | | | | | | | | | |
In connection with the Company’s payment of the special, one-time cash dividend of $7.00 per share in 2012, the exercise prices of all outstanding stock options grants were adjusted downward by $7.00 per share. The modification of stock options resulted in an additional $0.1 million of stock compensation expense. |
The aggregate intrinsic value of our outstanding and exercisable options at December 31, 2014 was $1.4 million. |
We receive a tax deduction for stock option exercises during the period in which the options are exercised, generally for the excess of the price at which the stock is sold over the exercise price of the options. |
Purchases of Company Common Stock |
Purchases of our common stock are accounted for as treasury stock in the accompanying consolidated balance sheets using the cost method. Repurchased stock is included in authorized shares, but is not included in shares outstanding. |
Segment Reporting |
We have determined in accordance with ASC 280, Segment Reporting (“ASC 280”) that we have five reportable segments. We derive our revenues from five principal business activities: (1) equipment rentals; (2) new equipment sales; (3) used equipment sales; (4) parts sales; and (5) repair and maintenance services. These segments are based upon how we allocate resources and assess performance. See note 17 to the consolidated financial statements regarding our segment information. |
Recent Accounting Pronouncements |
In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-08”) which amended the FASB’s guidance for reporting discontinued operations and disposals of components of an entity under Accounting Standards Codification Subtopic 250-20. The guidance as amended by ASU 2014-08 raises the threshold for a disposal to qualify as a discontinued operation by requiring that a disposal representing a strategic shift that has (or will have) a major effect on an entity’s financial results or a business activity classified as held for sale be reported as such. The amendments also expand the disclosure requirements regarding the assets, liabilities, revenues and expenses of discontinued operations and add new disclosure requirements for individually significant dispositions that do not qualify as discontinued operations. The amendments are effective prospectively for fiscal years beginning after December 15, 2014, and interim reporting periods within those years (early adoption is permitted only for disposals that have not been previously reported). The implementation of the amended guidance is not expected to have a material impact on the Company’s consolidated financial statements. |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”). ASU 2014-09 requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In doing so, entities will need to use more judgment and make more estimates than under current guidance. These judgments and estimates may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. ASU 2014-09 also requires an entity to disclose sufficient qualitative and quantitative information surrounding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. This ASU supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific guidance throughout the Industry Topics of the Codification, and further permits the use of either a retrospective or cumulative effect transition method. This guidance will be effective for the Company for our 2017 fiscal year. We are currently in the process of evaluating the impact of the adoption of ASU 2014-09 on the Company’s consolidated financial statements and have not yet determined the method by which we will adopt ASU 2014-09. |
In June 2014, the FASB issued ASU No. 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide that a Performance Target Could be Achieved after the Requisite Service Period (“ASU 2014-12”). ASU 2014-12 requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This ASU further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. ASU 2014-12 is effective for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted. The Company does not anticipate that the adoption of this standard will have a material impact on its consolidated financial statements. |