Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Jan. 02, 2015 | Mar. 30, 2015 | Jun. 27, 2014 |
Document and Entity Information | |||
Entity Registrant Name | Willdan Group, Inc. | ||
Entity Central Index Key | 1370450 | ||
Document Type | 10-K | ||
Document Period End Date | 2-Jan-15 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -1 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $39 | ||
Entity Common Stock, Shares Outstanding | 7,795,248 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Jan. 02, 2015 | Dec. 27, 2013 |
Current assets: | ||
Cash and cash equivalents | $20,371,000 | $8,134,000 |
Accounts receivable, net of allowance for doubtful accounts of $662,000 and $385,000 | 13,189,000 | 13,167,000 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 12,170,000 | 9,635,000 |
Other receivables | 208,000 | 212,000 |
Prepaid expenses and other current assets | 2,244,000 | 2,377,000 |
Total current assets | 48,182,000 | 33,525,000 |
Equipment and leasehold improvements, net | 1,384,000 | 691,000 |
Other assets | 535,000 | 333,000 |
Deferred income taxes, net of current portion | 4,558,000 | 3,688,000 |
Total assets | 54,659,000 | 38,237,000 |
Current liabilities: | ||
Excess of outstanding checks over bank balance | 2,198,000 | 1,473,000 |
Accounts payable | 3,237,000 | 3,957,000 |
Accrued liabilities | 10,668,000 | 5,808,000 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 3,863,000 | 2,247,000 |
Current portion of notes payable | 355,000 | 517,000 |
Current portion of capital lease obligations | 324,000 | 129,000 |
Current portion of deferred income taxes | 3,131,000 | 3,688,000 |
Total current liabilities | 23,776,000 | 17,819,000 |
Capital lease obligations, less current portion | 306,000 | 85,000 |
Deferred lease obligations | 164,000 | 120,000 |
Total liabilities | 24,246,000 | 18,024,000 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.01 par value, 10,000,000 shares authorized, no shares issued and outstanding | ||
Common stock, $0.01 par value, 40,000,000 shares authorized; 7,635,000 and 7,375,000 shares issued and outstanding at January 2, 2015 and December 27, 2013, respectively | 76,000 | 74,000 |
Additional paid-in capital | 35,436,000 | 34,654,000 |
Accumulated deficit | -5,099,000 | -14,515,000 |
Total stockholders' equity | 30,413,000 | 20,213,000 |
Total liabilities and stockholders' equity | $54,659,000 | $38,237,000 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Jan. 02, 2015 | Dec. 27, 2013 |
CONSOLIDATED BALANCE SHEETS | ||
Accounts receivable, allowance for doubtful accounts (in dollars) | $662,000 | $385,000 |
Preferred stock, par value (in dollars per share) | $0.01 | $0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 7,635,000 | 7,375,000 |
Common stock, shares outstanding | 7,635,000 | 7,375,000 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
Jan. 02, 2015 | Dec. 27, 2013 | Dec. 28, 2012 | |
CONSOLIDATED STATEMENTS OF OPERATIONS | |||
Contract revenue | $108,080,000 | $85,510,000 | $93,443,000 |
Direct costs of contract revenue (exclusive of depreciation and amortization shown separately below): | |||
Salaries and wages | 28,207,000 | 24,098,000 | 23,218,000 |
Subcontractor services and other direct costs | 35,611,000 | 24,831,000 | 35,741,000 |
Total direct costs of contract revenue | 63,818,000 | 48,929,000 | 58,959,000 |
General and administrative expenses: | |||
Salaries and wages, payroll taxes and employee benefits | 21,394,000 | 20,555,000 | 22,421,000 |
Facilities and facilities related | 4,371,000 | 4,654,000 | 4,871,000 |
Stock-based compensation | 258,000 | 150,000 | 227,000 |
Depreciation and amortization | 459,000 | 517,000 | 671,000 |
Lease abandonment, net | 9,000 | 30,000 | 26,000 |
Impairment of goodwill | 15,208,000 | ||
Other | 9,462,000 | 8,067,000 | 10,315,000 |
Total general and administrative expenses | 35,953,000 | 33,973,000 | 53,739,000 |
Income (loss) from operations | 8,309,000 | 2,608,000 | -19,255,000 |
Other income (expense): | |||
Interest income | 8,000 | 10,000 | 6,000 |
Interest expense | -16,000 | -94,000 | -106,000 |
Other, net | 125,000 | 238,000 | -28,000 |
Total other income (expense), net | 117,000 | 154,000 | -128,000 |
Income (loss) before income taxes | 8,426,000 | 2,762,000 | -19,383,000 |
Income tax (benefit) expense | -990,000 | 132,000 | -2,083,000 |
Net income (loss) | $9,416,000 | $2,630,000 | ($17,300,000) |
Earnings (loss) per share: | |||
Basic | $1.26 | $0.36 | ($2.37) |
Diluted | $1.22 | $0.35 | ($2.37) |
Weighted-average shares outstanding: | |||
Basic | 7,488,000 | 7,355,000 | 7,310,000 |
Diluted | 7,739,000 | 7,495,000 | 7,310,000 |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) | Common Stock | Additional Paid-in Capital | Retained Earnings | Total |
Balances at Dec. 30, 2011 | $73,000 | $34,065,000 | $155,000 | $34,293,000 |
Balances (in shares) at Dec. 30, 2011 | 7,274,000 | |||
Increase (Decrease) in Stockholders' Equity | ||||
Shares of common stock issued in connection with employee stock purchase plan | 120,000 | 120,000 | ||
Shares of common stock issued in connection with employee stock purchase plan (in shares) | 56,000 | |||
Shares of common stock issued in connection with employee stock option exercise | 11,000 | 11,000 | ||
Shares of common stock issued in connection with employee stock option exercise (in shares) | 5,000 | |||
Stock-based compensation | 227,000 | 227,000 | ||
Net income (loss) | -17,300,000 | -17,300,000 | ||
Balances at Dec. 28, 2012 | 73,000 | 34,423,000 | -17,145,000 | 17,351,000 |
Balances (in shares) at Dec. 28, 2012 | 7,335,000 | |||
Increase (Decrease) in Stockholders' Equity | ||||
Shares of common stock issued in connection with employee stock purchase plan | 1,000 | 72,000 | 73,000 | |
Shares of common stock issued in connection with employee stock purchase plan (in shares) | 31,000 | |||
Shares of common stock issued in connection with employee stock option exercise | 9,000 | 9,000 | ||
Shares of common stock issued in connection with employee stock option exercise (in shares) | 9,000 | |||
Stock-based compensation | 150,000 | 150,000 | ||
Net income (loss) | 2,630,000 | 2,630,000 | ||
Balances at Dec. 27, 2013 | 74,000 | 34,654,000 | -14,515,000 | 20,213,000 |
Balances (in shares) at Dec. 27, 2013 | 7,375,000 | 7,375,000 | ||
Increase (Decrease) in Stockholders' Equity | ||||
Shares of common stock issued in connection with employee stock purchase plan | 76,000 | 76,000 | ||
Shares of common stock issued in connection with employee stock purchase plan (in shares) | 12,000 | |||
Shares of common stock issued in connection with employee stock plans | 2,000 | 448,000 | 450,000 | |
Shares of common stock issued in connection with employee stock plans (in shares) | 248,000 | |||
Stock-based compensation | 258,000 | 258,000 | ||
Net income (loss) | 9,416,000 | 9,416,000 | ||
Balances at Jan. 02, 2015 | $76,000 | $35,436,000 | ($5,099,000) | $30,413,000 |
Balances (in shares) at Jan. 02, 2015 | 7,635,000 | 7,635,000 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
Jan. 02, 2015 | Dec. 27, 2013 | Dec. 28, 2012 | |
Cash flows from operating activities: | |||
Net income (loss) | $9,416,000 | $2,630,000 | ($17,300,000) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 460,000 | 585,000 | 737,000 |
Deferred income taxes | -1,427,000 | -2,249,000 | |
Goodwill impairment | 15,208,000 | ||
Lease abandonment expense (recovery), net | 9,000 | 30,000 | 26,000 |
Loss (gain) on sale of equipment | 11,000 | -6,000 | 18,000 |
Provision for doubtful accounts | 510,000 | 101,000 | 673,000 |
Stock-based compensation | 258,000 | 150,000 | 227,000 |
Changes in operating assets and liabilities: | |||
Accounts receivable | -532,000 | 2,216,000 | 625,000 |
Costs and estimated earnings in excess of billings on uncompleted contracts | -2,535,000 | 225,000 | 10,812,000 |
Other receivables | 4,000 | -117,000 | 80,000 |
Prepaid expenses and other current assets | 133,000 | -595,000 | -58,000 |
Other assets | -202,000 | -26,000 | 76,000 |
Accounts payable | -720,000 | -3,026,000 | -1,199,000 |
Changes in excess of outstanding checks over bank balance | 725,000 | 285,000 | -589,000 |
Accrued liabilities | 4,860,000 | 502,000 | -4,886,000 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 1,616,000 | -1,172,000 | 2,667,000 |
Deferred lease obligations | 35,000 | -284,000 | -186,000 |
Net cash provided by operating activities | 12,621,000 | 1,498,000 | 4,682,000 |
Cash flows from investing activities: | |||
Purchase of equipment and leasehold improvements | -492,000 | -306,000 | -359,000 |
Proceeds from sale of equipment | 5,000 | 27,000 | 20,000 |
Net cash used in investing activities | -487,000 | -279,000 | -339,000 |
Cash flows from financing activities: | |||
Payments on notes payable | -162,000 | -621,000 | -663,000 |
Proceeds from notes payable | 510,000 | 614,000 | |
Borrowings under line of credit | 11,663,000 | ||
Repayments on line of credit | -3,000,000 | -8,919,000 | |
Principal payments on capital leases | -261,000 | -62,000 | -164,000 |
Proceeds from stock option exercise | 450,000 | 9,000 | 11,000 |
Proceeds from sales of common stock under employee stock purchase plan | 76,000 | 73,000 | 120,000 |
Net cash provided by (used in) financing activities | 103,000 | -3,091,000 | 2,662,000 |
Net increase (decrease) in cash and cash equivalents | 12,237,000 | -1,872,000 | 7,005,000 |
Cash and cash equivalents at beginning of the year | 8,134,000 | 10,006,000 | 3,001,000 |
Cash and cash equivalents at end of the year | 20,371,000 | 8,134,000 | 10,006,000 |
Cash paid during the period for: | |||
Interest | 16,000 | 100,000 | 106,000 |
Income taxes | 134,000 | 324,000 | 139,000 |
Supplemental disclosures of noncash investing and financing activities: | |||
Equipment acquired under capital leases | $677,000 | $87,000 | $151,000 |
ORGANIZATION_AND_OPERATIONS_OF
ORGANIZATION AND OPERATIONS OF THE COMPANY | 12 Months Ended |
Jan. 02, 2015 | |
ORGANIZATION AND OPERATIONS OF THE COMPANY | |
ORGANIZATION AND OPERATIONS OF THE COMPANY | |
1. ORGANIZATION AND OPERATIONS OF THE COMPANY | |
Nature of Business | |
Willdan Group, Inc. and subsidiaries ("Willdan Group" or the "Company") is a provider of professional technical and consulting services, including comprehensive energy efficiency solutions, for utilities, private industry, and public agencies at all levels of government, primarily in California and New York. The Company also has operations in Arizona, Florida, Texas, Washington and Washington, D.C. The Company enables these entities to provide a wide range of specialized services without having to incur and maintain the overhead necessary to develop staffing in-house. The Company provides a broad range of complementary services including energy efficiency, engineering and planning, economic and financial consulting, and national preparedness and interoperability. The Company's clients primarily consist of public and governmental agencies, including cities, counties, public utilities, redevelopment agencies, water districts, school districts and universities, state agencies, federal agencies, a variety of other special districts and agencies, private utilities and industry and tribal governments. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | |||||||
Jan. 02, 2015 | ||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||
Principles of Consolidation | ||||||||
The consolidated financial statements include the accounts of Willdan Group, Inc. and its wholly owned subsidiaries, Willdan Energy Solutions, Willdan Engineering, Public Agency Resources, Willdan Financial Services and Willdan Homeland Solutions. All significant intercompany balances and transactions have been eliminated in consolidation. | ||||||||
Fiscal Years | ||||||||
The Company operates and reports its annual financial results based on 52 or 53-week periods ending on the Friday closest to December 31, with consideration of business days. The Company operates and reports its quarterly financial results based on the 13-week period ending on the Friday closest to March 31, June 30 and September 30 and the 13 or 14-week period ending on the Friday closest to December 31, as applicable, with consideration of business days. Fiscal year 2014 contained 53 weeks. Fiscal years 2013 and 2012 contained 52 weeks. All references to years in the notes to consolidated financial statements represent fiscal years. | ||||||||
Cash, Cash Equivalents and Liquid Investments | ||||||||
All highly liquid investments purchased with a remaining maturity of three months or less are considered to be cash equivalents. Outstanding checks in excess of cash on deposit have been classified as current liabilities. Cash and cash equivalents consisted of the following: | ||||||||
January 2, | December 27, | |||||||
2015 | 2013 | |||||||
Wells Fargo Stage Coach Sweep Investment Account | $ | — | $ | 1,103,000 | ||||
Wells Fargo Money Market Mutual Fund | — | 1,002,000 | ||||||
Wells Fargo Advantage Heritage Fund | — | 48,000 | ||||||
Wells Fargo Collateral Investment Account | — | 5,003,000 | ||||||
BMO Harris Bank Master Control Operating Account | 20,317,000 | — | ||||||
Cash on hand in business checking accounts | 54,000 | 978,000 | ||||||
| | | | | | | | |
$ | 20,371,000 | $ | 8,134,000 | |||||
| | | | | | | | |
| | | | | | | | |
The Company from time to time may be exposed to credit risk with its bank deposits in excess of the FDIC insurance limits and with uninsured money market investments. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash and cash equivalents. | ||||||||
Fair Value of Financial Instruments | ||||||||
As of January 2, 2015 and December 27, 2013, the carrying amounts of the Company's cash and cash equivalents, accounts receivable, costs and estimated earnings in excess of billings on uncompleted contracts, other receivables, prepaid expenses and other current assets, excess of outstanding checks over bank balance, accounts payable, accrued liabilities and billings in excess of costs and estimated earnings on uncompleted contracts, approximate their fair values because of the relatively short period of time between the origination of these instruments and their expected realization or payment. The carrying amounts of debt obligations approximate their fair values since the terms are comparable to terms currently offered by local lending institutions for loans of similar terms to companies with comparable credit risk. | ||||||||
Segment Information | ||||||||
Willdan Group, Inc. ("WGI") is a holding company with six wholly owned subsidiaries. The Company presents segment information externally consistent with the manner in which the Company's chief operating decision maker reviews information to assess performance and allocate resources. WGI performs administrative functions on behalf of its subsidiaries, such as treasury, legal, accounting, information systems, human resources and certain business development activities, and earns revenue that is only incidental to the activities of the enterprise. As a result, WGI does not meet the definition of an operating segment. Three of the six WGI subsidiaries are aggregated into one reportable segment as they have similar economic characteristics including the nature of services, the methods used to provide services and the type of customers. The remaining three subsidiaries each comprise separate reporting segments. See Note 12. | ||||||||
Off-Balance Sheet Arrangements | ||||||||
Other than operating lease commitments, the Company does not have any off-balance sheet financing arrangements or liabilities. In addition, the Company's policy is not to enter into derivative instruments, futures or forward contracts. Finally, the Company does not have any majority-owned subsidiaries or any interests in, or relationships with, any special-purpose entities that are not included in the consolidated financial statements. | ||||||||
Accounting for Contracts | ||||||||
The Company enters into contracts with its clients that contain three principal types of pricing provisions: fixed price, time-and-materials, and unit-based. Revenue on fixed price contracts is recognized on the percentage-of-completion method based generally on the ratio of direct costs (primarily exclusive of depreciation and amortization costs) incurred to date to estimated total direct costs at completion. Revenue on time-and-materials and unit-based contracts is recognized as the work is performed in accordance with the specific terms of the contract. Contracts that provide for multiple services or deliverables are evaluated as multiple element arrangements to determine the appropriate unit of accounting, allocation of contract value, and method of revenue recognition for each element. Revenue for amounts that have been billed but not earned is deferred and such deferred revenue is referred to as billings in excess of costs and estimated earnings on uncompleted contracts in the accompanying consolidated balance sheets. Service-related contracts, including operations and maintenance services and a variety of technical assistance services, are accounted for over the period of performance, in proportion to the costs of performance. Award and incentive fees are recorded when they are fixed or determinable and consider customer contract terms. | ||||||||
Adjustments to contract cost estimates are made in the periods in which the facts requiring such revisions become known. When the revised estimate indicates a loss, such loss is provided for currently in its entirety. Claims revenue is recognized only upon resolution of the claim. Change orders in dispute are evaluated as claims. Costs related to un-priced change orders are expensed when incurred and recognition of the related contract revenue is based on an evaluation of the probability of recovery of the costs. Estimated profit is recognized for un-priced change orders if realization of the expected price of the change order is probable. | ||||||||
Applying the percentage-of-completion method of recognizing revenue requires the Company to estimate the outcome of its long-term contracts. The Company forecasts such outcomes to the best of its knowledge and belief of current and expected conditions and its expected course of action. Differences between the Company's estimates and actual results often occur resulting in changes to reported revenue and earnings. Such changes could have a material effect on future consolidated financial statements. | ||||||||
Direct costs of contract revenue consist primarily of that portion of technical and nontechnical salaries and wages that has been incurred in connection with revenue producing projects. Direct costs of contract revenue also include production expenses, subcontractor services and other expenses that are incurred in connection with revenue producing projects. | ||||||||
Direct costs of contract revenue exclude that portion of technical and nontechnical salaries and wages related to marketing efforts, vacations, holidays and other time not spent directly generating revenue under existing contracts. Such costs are included in general and administrative expenses. Additionally, payroll taxes, bonuses and employee benefit costs for all Company personnel are included in general and administrative expenses in the accompanying consolidated statements of operations since no allocation of these costs is made to direct costs of contract revenue. No allocation of facilities costs is made to direct costs of contract revenue. Other companies may classify as direct costs of contract revenue some of the costs that the Company classifies as general and administrative costs. The Company expenses direct costs of contract revenue when incurred. | ||||||||
Accounts receivable are carried at original invoice amount less an estimate made for doubtful accounts based upon a review of all outstanding amounts on a quarterly basis. Management determines the allowance for doubtful accounts by identifying troubled accounts and by using historical experience applied to an aging of accounts. Credit risk is generally minimal with governmental entities, but disputes may arise related to these receivable amounts. Accounts receivables are written off when deemed uncollectible. Recoveries of accounts receivables previously written off are recorded when received. | ||||||||
The value of retainage is included in accounts receivable in the accompanying consolidated financial statements. Retainage represents the billed amount that is retained by the customer, in accordance with the terms of the contract, generally until performance is substantially complete. | ||||||||
General and Administrative Expenses | ||||||||
General and administrative expenses include the costs of the marketing and support staffs, other marketing expenses, management and administrative personnel costs, payroll taxes, bonuses and employee benefits for all of the Company's employees and the portion of salaries and wages not allocated to direct costs of contract revenue for those employees who provide the Company's services. General and administrative expenses also include facility costs, depreciation and amortization, professional services, legal and accounting fees and administrative operating costs. Within general and administrative expenses, "Other" includes expenses such as provision for billed or unbilled receivables, professional services, legal and accounting, computer costs, travel and entertainment and marketing costs. The Company expenses general and administrative costs when incurred. | ||||||||
Leases | ||||||||
All of the Company's office leases are classified as operating leases and rent expense is included in facilities expense in the accompanying consolidated statements of operations. Some of the lease terms include rent concessions and rent escalation clauses, all of which are taken into account in computing minimum lease payments. Minimum lease payments are recognized on a straight-line basis over the minimum lease term. The excess of rent expense recognized over the amounts contractually due pursuant to the underlying leases is reflected as a liability in the accompanying consolidated balance sheets. The cost of improvements that the Company makes to the leased office space is capitalized as leasehold improvements. The Company is subject to non-cancellable leases for offices or portions of offices for which use has ceased. For each of these abandoned leases, the present value of the future lease payments, net of estimated sublease payments, along with any unamortized tenant improvement costs, are recognized as lease abandonment expense in the Company's consolidated statements of operations with a corresponding liability in the Company's consolidated balance sheets. | ||||||||
Equipment and Leasehold Improvements | ||||||||
Equipment and leasehold improvements are stated at cost less accumulated depreciation and amortization. Equipment under capital leases is stated at the present value of the minimum lease payments as of the acquisition date. Depreciation and amortization on equipment are calculated using the straight-line method over estimated useful lives of two to five years. Leasehold improvements and assets under capital leases are amortized using the straight-line method over the shorter of estimated useful lives or the term of the related lease. | ||||||||
Following are the estimated useful lives used to calculate depreciation and amortization: | ||||||||
Category | Estimated Useful Life | |||||||
Furniture and fixtures | 5 years | |||||||
Computer hardware | 2 years | |||||||
Computer software | 3 years | |||||||
Automobiles and trucks | 3 years | |||||||
Field equipment | 5 years | |||||||
Equipment and leasehold improvements are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. | ||||||||
Goodwill | ||||||||
Goodwill represents the excess of costs over fair value of the assets acquired. Goodwill, which has an indefinite useful life, is not amortized, but instead tested for impairment at least annually or more frequently if events and circumstances indicate that the asset might be impaired. Impairment losses for reporting units are recognized to the extent that a reporting unit's carrying amount exceeds its fair value. | ||||||||
Accounting for Claims Against the Company | ||||||||
The Company accrues an undiscounted liability related to claims against it for which the incurrence of a loss is probable and the amount can be reasonably estimated. The Company discloses the amount accrued and an estimate of any reasonably possible loss in excess of the amount accrued, if such disclosure is necessary for its financial statements not to be misleading. The Company does not accrue liabilities related to claims when the likelihood that a loss has been incurred is probable but the amount cannot be reasonably estimated, or when the liability is believed to be only reasonably possible or remote. Losses related to recorded claims are included in general and administrative expenses. | ||||||||
Determining probability and estimating claim amounts is highly judgmental. Initial accruals and any subsequent changes in the Company's estimates could have a material effect on its consolidated financial statements. | ||||||||
Stock Options | ||||||||
The Company accounts for stock options under the fair value recognition provisions of the accounting standard entitled "Compensation—Stock Compensation." This standard requires the measurement of compensation cost at the grant date, based upon the estimated fair value of the award, and requires amortization of the related expense over the employee's requisite service period. | ||||||||
Business Combinations | ||||||||
The acquisition method of accounting for business combinations requires the Company to use significant estimates and assumptions, including fair value estimates, as of the business combination date and to refine those estimates as necessary during the measurement period (defined as the period, not to exceed one year, in which the Company may adjust the provisional amounts recognized for a business combination) in a manner that is generally similar to the previous purchase method of accounting. | ||||||||
Under the acquisition method of accounting, the Company recognizes separately from goodwill the identifiable assets acquired, the liabilities assumed, and any noncontrolling interests in an acquiree, generally at the acquisition date fair value. The Company measures goodwill as of the acquisition date as the excess of consideration transferred, which it also measures at fair value, over the net of the acquisition date amounts of the identifiable assets acquired and liabilities assumed. Costs that the Company incurs to complete the business combination such as investment banking, legal and other professional fees are not considered part of consideration and the Company charges them to acquisition expense as they are incurred. | ||||||||
Income Taxes | ||||||||
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the financial reporting basis and tax basis of the Company's assets and liabilities, subject to judgmental assessment of the recoverability of deferred tax assets. 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 on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recorded when it is more likely than not that all or a portion of the deferred tax assets may not be realized. Significant judgment is applied when assessing the need for valuation allowances. Areas of estimation include the Company's consideration of future taxable income and ongoing prudent and feasible tax planning strategies. Should a change in circumstances lead to a change in judgment about the utilization of deferred tax assets in future years, the Company would adjust the related valuation allowances in the period that the change in circumstances occurs, along with a corresponding increase or charge to income. During fiscal year 2014, management assessed the available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets. Based on this evaluation, as of January 2, 2015, the Company reversed the valuation allowance on its deferred tax assets. The company will continue to assess the need for a valuation allowance in the future. The provision for income taxes represents the tax payable for the period and the change during the period in deferred tax assets and liabilities. | ||||||||
If the Company identifies changes to acquired deferred tax asset valuation allowances or liabilities related to uncertain tax positions during the measurement period and they relate to new information obtained about facts and circumstances that existed as of the acquisition date, those changes are considered a measurement period adjustment and the Company records the offset to goodwill. The Company records all other changes to deferred tax asset valuation allowances and liabilities related to uncertain tax positions in current period income tax expense. | ||||||||
The Company recognizes the tax benefit from uncertain tax positions if it is more likely than not that the tax positions will be sustained on examination by the tax authorities, based on the technical merits of the position. The tax benefit is measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company recognizes interest and penalties related to unrecognized tax benefits in income tax expense. | ||||||||
Operating Cycle | ||||||||
In accordance with industry practice, amounts realizable and payable under contracts that extend beyond one year are included in current assets and liabilities. | ||||||||
Use of Estimates | ||||||||
The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Estimates also affect the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | ||||||||
New Accounting Pronouncements | ||||||||
Income Taxes | ||||||||
In July 2013, the FASB issued guidance that requires entities to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward when settlement in this manner is available under the tax law and the Company intends to use the deferred tax asset for that purpose. The amendments in this update are effective for fiscal years, and interim periods within these fixed years, beginning after December 15, 2013. The adoption of this guidance did not have a material impact on the Company's consolidated financial position, results of operations or cash flows. | ||||||||
Discontinued Operations | ||||||||
In April 2014, the FASB issued guidance on reporting discontinued operations. The new guidance changes the criteria for determining which disposals can be presented as discontinued operations and modifies related disclosure requirements. Under the new guidance, a discontinued operation is defined as a disposal of a component or group of components that is disposed of or is classified as held for sale and represents a strategic shift that has or will have a major effect on an entity's operations and financial results. The guidance applies prospectively to new disposals and new classifications of disposal groups as held for sale after the effective date. The standard is required to be adopted in annual periods beginning on or after December 15, 2014. The adoption of this guidance is not expected to have any impact on the Company's consolidated financial position, results of operations or cash flows. | ||||||||
Revenue Recognition | ||||||||
In May 2014, the FASB issued an amendment to the accounting guidance related to revenue recognition. Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers: Topic 606, provides for a single comprehensive principles based standard for the recognition of revenue across all industries through the application of the following five-step process: Step 1—Identify the contract(s) with a customer, Step 2—Identify the performance obligations in the contract, Step 3—Determine the transaction price, Step 4—Allocate the transaction price to the performance obligations in the contract, and Step 5—Recognize revenue when (or as) the entity satisfies a performance obligation. The new guidance is effective prospectively for annual periods beginning after December 15, 2016. Early application is not permitted. The Company is evaluating the impact that adopting this prospective guidance will have on its consolidated financial statements. | ||||||||
GOODWILL_AND_OTHER_INTANGIBLE_
GOODWILL AND OTHER INTANGIBLE ASSETS | 12 Months Ended | ||||||||||||||||
Jan. 02, 2015 | |||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | |||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | |||||||||||||||||
3. GOODWILL AND OTHER INTANGIBLE ASSETS | |||||||||||||||||
As of January 2, 2015 and December 27, 2013, the Company had no goodwill. | |||||||||||||||||
The gross amounts and accumulated amortization of the Company's acquired identifiable intangible assets with finite useful lives as of January 2, 2015 and December 27, 2013, included in intangible assets, net in the accompanying consolidated balance sheets, were as follows: | |||||||||||||||||
January 2, 2015 | December 27, 2013 | ||||||||||||||||
Gross | Accumulated | Gross | Accumulated | Amortization | |||||||||||||
Amount | Amortization | Amount | Amortization | Period (yrs) | |||||||||||||
Backlog | $ | 920,000 | $ | 920,000 | $ | 920,000 | $ | 920,000 | 1 | ||||||||
Training materials/courses | 282,000 | 282,000 | 282,000 | 282,000 | 5 | ||||||||||||
Non-compete agreements | 30,000 | 30,000 | 30,000 | 30,000 | 3 | ||||||||||||
| | | | | | | | | | | | | | | | | |
$ | 1,232,000 | $ | 1,232,000 | $ | 1,232,000 | $ | 1,232,000 | ||||||||||
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
At the time of acquisition, the Company estimates the fair value of the acquired identifiable intangible assets based upon the facts and circumstances related to the particular intangible asset. Inherent in such estimates are judgments and estimates of future revenue, profitability, cash flows and appropriate discount rates for any present value calculations. The Company preliminarily estimates the value of the acquired identifiable intangible assets and then finalizes the estimated fair values during the purchase allocation period, which does not extend beyond 12 months from the date of acquisition. | |||||||||||||||||
For the years ended January 2, 2015, December 27, 2013 and December 28, 2012, the Company's amortization expense for acquired identifiable intangible assets with finite useful lives was $0, $12,000 and $37,000, respectively. There is no estimated future amortization expense for acquired identifiable intangible assets. | |||||||||||||||||
EARNINGS_PER_SHARE_EPS
EARNINGS PER SHARE (EPS) | 12 Months Ended | ||||||||||
Jan. 02, 2015 | |||||||||||
EARNINGS PER SHARE (EPS) | |||||||||||
EARNINGS PER SHARE (EPS) | |||||||||||
4. EARNINGS PER SHARE ("EPS") | |||||||||||
Basic EPS is computed by dividing net income (loss) available to common stockholders by the weighted-average number of common shares outstanding. Diluted EPS is computed by dividing net income (loss) by the weighted-average number of common shares outstanding and dilutive potential common shares for the period. Potential common shares include the weighted-average dilutive effects of outstanding stock options using the treasury stock method. | |||||||||||
The following table sets forth the number of weighted-average shares used to compute basic and diluted EPS: | |||||||||||
Fiscal Year | |||||||||||
2014 | 2013 | 2012 | |||||||||
Net income (loss) | $ | 9,416,000 | $ | 2,630,000 | $ | (17,300,000 | ) | ||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Weighted-average common shares outstanding | 7,488,000 | 7,355,000 | 7,310,000 | ||||||||
Effect of dilutive stock options and restricted stock awards | 251,000 | 140,000 | — | ||||||||
| | | | | | | | | | | |
Weighted-average common stock outstanding-diluted | 7,739,000 | 7,495,000 | 7,310,000 | ||||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Earnings (loss) per share: | |||||||||||
Basic | $ | 1.26 | $ | 0.36 | $ | (2.37 | ) | ||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Diluted | $ | 1.22 | $ | 0.35 | $ | (2.37 | ) | ||||
| | | | | | | | | | | |
| | | | | | | | | | | |
For the fiscal year ended January 2, 2015, 251,000 options were excluded from the calculation of dilutive potential common shares, compared to 459,000 and 654,000 options, for fiscal 2013 and fiscal 2012, respectively. These options were not included in the computation of dilutive potential common shares because of the net loss position for the 2012 period and because the assumed proceeds per share exceeded the average market price per share for the 2012 period. Accordingly, the inclusion of these options would have been anti-dilutive. For periods in which the Company incurs net losses, dilutive potential common shares are excluded as they would be anti-dilutive. | |||||||||||
ACCOUNTS_RECEIVABLE
ACCOUNTS RECEIVABLE | 12 Months Ended | ||||||||||
Jan. 02, 2015 | |||||||||||
ACCOUNTS RECEIVABLE | |||||||||||
ACCOUNTS RECEIVABLE | |||||||||||
5. ACCOUNTS RECEIVABLE | |||||||||||
Accounts receivable consisted of the following at January 2, 2015 and December 27, 2013: | |||||||||||
January 2, | December 27, | ||||||||||
2015 | 2013 | ||||||||||
Billed | $ | 13,151,000 | $ | 12,879,000 | |||||||
Unbilled | 12,170,000 | 9,635,000 | |||||||||
Contract retentions | 700,000 | 673,000 | |||||||||
| | | | | | | | ||||
26,021,000 | 23,187,000 | ||||||||||
Allowance for doubtful accounts | (662,000 | ) | (385,000 | ) | |||||||
| | | | | | | | ||||
$ | 25,359,000 | $ | 22,802,000 | ||||||||
| | | | | | | | ||||
| | | | | | | | ||||
The movements in the allowance for doubtful accounts consisted of the following for fiscal years 2014, 2013 and 2012: | |||||||||||
Fiscal Year | |||||||||||
2014 | 2013 | 2012 | |||||||||
Balance as of the beginning of the year | $ | 385,000 | $ | 303,000 | $ | 421,000 | |||||
Provision for doubtful accounts | 486,000 | 189,000 | 220,000 | ||||||||
Write-offs of uncollectible accounts | (209,000 | ) | (107,000 | ) | (341,000 | ) | |||||
Recoveries of accounts written off | — | — | 3,000 | ||||||||
| | | | | | | | | | | |
Balance as of the end of the year | $ | 662,000 | $ | 385,000 | $ | 303,000 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Billed accounts receivable represent amounts billed to clients that have yet to be collected. Unbilled accounts receivable represent revenue recognized but not yet billed pursuant to contract terms or accounts billed after the period end. Substantially all unbilled receivables as of January 2, 2015 and December 27, 2013 are or were expected to be billed and collected within twelve months of such date. Contract retentions represent amounts invoiced to clients where payments have been withheld pending the completion of certain milestones, other contractual conditions or upon the completion of the project. These retention agreements vary from project to project and could be outstanding for several months. | |||||||||||
Allowances for doubtful accounts have been determined through specific identification of amounts considered to be uncollectible and potential write-offs, plus a non-specific allowance for other amounts for which some potential loss has been determined to be probable based on current and past experience. | |||||||||||
As of January 2, 2015, one client accounted for 17% of outstanding receivables, as compared to 26% of the Company's outstanding receivables as of December 27, 2013. | |||||||||||
EQUIPMENT_AND_LEASEHOLD_IMPROV
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | 12 Months Ended | |||||||
Jan. 02, 2015 | ||||||||
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ||||||||
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ||||||||
6. EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ||||||||
Equipment and leasehold improvements consisted of the following at January 2, 2015 and December 27, 2013: | ||||||||
January 2, | December 27, | |||||||
2015 | 2013 | |||||||
Furniture and fixtures | $ | 2,994,000 | $ | 3,039,000 | ||||
Computer hardware and software | 5,667,000 | 6,338,000 | ||||||
Leasehold improvements | 785,000 | 776,000 | ||||||
Equipment under capital leases | 919,000 | 831,000 | ||||||
Automobiles, trucks, and field equipment | 677,00 | 533,000 | ||||||
| | | | | | | | |
11,042,000 | 11,517,000 | |||||||
Accumulated depreciation and amortization | (9,658,000 | ) | (10,826,000 | ) | ||||
| | | | | | | | |
Equipment and leasehold improvements, net | $ | 1,384,000 | $ | 691,000 | ||||
| | | | | | | | |
| | | | | | | | |
Included in accumulated depreciation and amortization is $176,000 and $152,000 of amortization expense related to equipment held under capital leases in fiscal years 2014 and 2013, respectively. | ||||||||
ACCRUED_LIABILITIES
ACCRUED LIABILITIES | 12 Months Ended | |||||||
Jan. 02, 2015 | ||||||||
ACCRUED LIABILITIES | ||||||||
ACCRUED LIABILITIES | ||||||||
7. ACCRUED LIABILITIES | ||||||||
Accrued liabilities consisted of the following at January 2, 2015 and December 27, 2013: | ||||||||
January 2, | December 27, | |||||||
2015 | 2013 | |||||||
Accrued bonuses | $ | 1,450,000 | $ | 31,000 | ||||
Paid leave bank | 1,404,000 | 1,243,000 | ||||||
Compensation and payroll taxes | 1,371,000 | 749,000 | ||||||
Accrued legal | 556,000 | 356,000 | ||||||
Accrued workers' compensation insurance | 192,000 | 141,000 | ||||||
Accrued rent | 149,000 | 367,000 | ||||||
Employee withholdings | 637,000 | 343,000 | ||||||
Client deposits | 79,000 | 232,000 | ||||||
Unvouchered accounts payable | 4,462,000 | 2,282,000 | ||||||
Other | 368,000 | 64,000 | ||||||
| | | | | | | | |
Total accrued liabilities | $ | 10,668,000 | $ | 5,808,000 | ||||
| | | | | | | | |
| | | | | | | | |
EQUITY_PLANS
EQUITY PLANS | 12 Months Ended | ||||||||||
Jan. 02, 2015 | |||||||||||
EQUITY PLANS | |||||||||||
EQUITY PLANS | |||||||||||
8. EQUITY PLANS | |||||||||||
As of December 28, 2012, the Company had two share-based compensation plans, which are described below. The Company may no longer grant awards under the 2006 Stock Incentive Plan. The compensation expense that has been recognized for stock options issued under these plans was $258,000, $150,000 and $227,000 for fiscal years 2014, 2013 and 2012, respectively. | |||||||||||
2006 STOCK INCENTIVE PLAN | |||||||||||
In June 2006, the Company's board of directors adopted the 2006 Stock Incentive Plan ("2006 Plan") and it received stockholder approval. The Company re-submitted the 2006 Plan to its stockholders for post-IPO approval at the 2007 annual meeting of the stockholders and it was approved. The 2006 Plan will terminate ten years after the board of directors approved it and no additional awards were or will be granted under the 2006 Plan after the Company's shareholders approved the 2008 Plan (as defined below) in June 2008. The 2006 Plan had 300,000 shares of common stock reserved for issuance to the Company's directors, executives, officers, employees, consultants and advisors and currently has 168,500 shares of common stock reserved for issuance. Approximately 70,333 shares that were available for award grant purposes under the 2006 Plan have become available for grant under the 2008 Plan following shareholder approval of the 2008 Plan. Options granted under the 2006 Plan could be "non-statutory stock options" which expire no more than ten years from the date of grant or "incentive stock options" as defined in Section 422 of the Internal Revenue Code of 1986, as amended. Upon exercise of non-statutory stock options, the Company is generally entitled to a tax deduction on the exercise of the option for an amount equal to the excess over the exercise price of the fair market value of the shares at the date of exercise. The Company is generally not entitled to any tax deduction on the exercise of an incentive stock option. Option awards provide for accelerated vesting if there is a change in control (as defined in the 2006 Plan). Through January 2, 2015, options granted, net of forfeitures and expirations, under the 2006 Plan consisted of 162,500 shares and 6,000 shares for incentive stock options and non-statutory stock options, respectively. | |||||||||||
2008 PERFORMANCE INCENTIVE PLAN | |||||||||||
In March 2008, the Company's board of directors adopted the 2008 Performance Incentive Plan ("2008 Plan"), and it received stockholder approval at the 2008 annual meeting of the stockholders in June 2008. The 2008 Plan will terminate ten years after the board of directors approved it. The 2008 Plan initially had 450,000 shares of common stock reserved for issuance (not counting any shares originally available under the 2006 Plan that "poured over.") At the 2010 and 2012 annual meetings of the stockholders, the stockholders approved 350,000 and 500,000 share increases, respectively, to the 2008 Plan. The maximum number of shares of the Company's common stock that may be issued or transferred pursuant to awards under the 2008 Plan can also be increased by any shares subject to stock options granted under the 2006 Plan and outstanding as of June 9, 2008 which expire, or for any reason are cancelled or terminated, after June 9, 2008 without being exercised. The 2008 Plan currently has 426,602 shares of common stock reserved for issuance. Awards authorized by the 2008 Plan include stock options, stock appreciation rights, restricted stock, stock bonuses, stock units, performance stock, and other share-based awards. No participant may be granted an option to purchase more than 100,000 shares in any fiscal year. Options generally may not be granted with exercise prices less than fair market value at the date of grant, with vesting provisions and contractual terms determined by the compensation committee of the board of directors on a grant-by-grant basis. Options granted under the 2008 Plan may be "nonqualified stock options" or "incentive stock options" as defined in Section 422 of the Internal Revenue Code of 1986, as amended. The maximum term of each option shall be 10 years. Upon exercise of nonqualified stock options, the Company is generally entitled to a tax deduction on the exercise of the option for an amount equal to the excess over the exercise price of the fair market value of the shares at the date of exercise. The Company is generally not entitled to any tax deduction on the exercise of an incentive stock option. Option awards provide for accelerated vesting if there is a change in control (as defined in the 2008 Plan). Through January 2, 2015, options granted, net of forfeitures and exercises, under the 2008 Plan consisted of 646,234 shares, 111,000 shares and 50,000 shares for incentive stock options, non-statutory stock options and restricted stock grants, respectively. | |||||||||||
The fair value of each option is calculated using the Black-Scholes option valuation model that uses the assumptions noted in the following table. Expected volatility is based upon historical volatility of "guideline companies" since the length of time the Company's shares have been publicly traded is shorter than the expected or contractual term of the options. The expected term of the option, taking into account both the contractual term of the option and the effects of employees' expected exercise and expected post-vesting termination behavior is estimated based upon the simplified method. Under this approach, the expected term is presumed to be the mid-point between the vesting date and the end of the contractual term. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The assumptions are as follows: | |||||||||||
2014 | 2013 | 2012 | |||||||||
Expected volatility | 38.35% - 40.00% | 40% | 39% | ||||||||
Expected dividends | 0% | 0% | 0% | ||||||||
Expected term (in years) | 6 | 5.75 - 6.00 | 5.75 - 6.00 | ||||||||
Risk-free rate | 1.63% - 1.73% | 1.31% - 1.36% | 0.65% - 1.09% | ||||||||
The Company's restricted stock awards are valued on the closing price of the Company's common stock on the date of grant and typically vest over a two year period. | |||||||||||
Summary of Stock Option Activity | |||||||||||
A summary of option activity under the 2006 Plan and 2008 Plan as of January 2, 2015 and changes during the fiscal years ended January 2, 2015, December 27, 2013 and December 28, 2012 is presented below. The intrinsic value of the fully-vested options is $5,960,000, based on the Company's closing stock price of $14.50 on January 2, 2015. | |||||||||||
Options | Weighted- | Weighted- | |||||||||
Average | Average | ||||||||||
Exercise | Remaining | ||||||||||
Price | Contractual | ||||||||||
Term (Years) | |||||||||||
Outstanding at December 27, 2013 | 978,000 | $ | 3.86 | 6.95 | |||||||
Granted | 235,000 | 10.23 | 9.68 | ||||||||
Exercised | (198,000 | ) | 2.24 | 4.74 | |||||||
Forfeited or expired | (89,000 | ) | 2.57 | — | |||||||
| | | | | | | | | | | |
Outstanding at January 2, 2015 | 926,000 | $ | 5.84 | 6.44 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Vested at January 2, 2015 | 595,000 | $ | 4.47 | 4.92 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Exercisable at January 2, 2015 | 595,000 | $ | 4.47 | 4.92 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Options | Weighted- | Weighted- | |||||||||
Average | Average | ||||||||||
Exercise | Remaining | ||||||||||
Price | Contractual | ||||||||||
Term (Years) | |||||||||||
Outstanding at December 28, 2012 | 992,000 | $ | 3.86 | 6.95 | |||||||
Granted | 100,000 | 3.62 | 2.44 | ||||||||
Exercised | (9,000 | ) | 1.65 | 5.67 | |||||||
Forfeited or expired | (105,000 | ) | — | — | |||||||
| | | | | | | | | | | |
Outstanding at December 27, 2013 | 978,000 | $ | 3.95 | 3.35 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Vested at December 27, 2013 | 796,000 | $ | 4.04 | 7.9 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Exercisable at December 27, 2013 | 796,000 | $ | 4.04 | 7.9 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Options | Weighted- | Weighted- | |||||||||
Average | Average | ||||||||||
Exercise | Remaining | ||||||||||
Price | Contractual | ||||||||||
Term (Years) | |||||||||||
Outstanding at December 30, 2011 | 912,000 | $ | 3.94 | 7.47 | |||||||
Granted | 202,000 | 3.3 | 9.34 | ||||||||
Exercised | (5,000 | ) | 1.81 | 6.73 | |||||||
Forfeited or expired | (117,000 | ) | — | — | |||||||
| | | | | | | | | | | |
Outstanding at December 28, 2012 | 992,000 | $ | 3.86 | 6.95 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Vested at December 28, 2012 | 700,000 | $ | 4.09 | 6.19 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Exercisable at December 28, 2012 | 700,000 | $ | 4.09 | 6.19 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
A summary of the status of the Company's nonvested options and changes in nonvested options during the fiscal years ended January 2, 2015, December 27, 2013 and December 28, 2012, is presented below: | |||||||||||
Options | Weighted- | ||||||||||
Average | |||||||||||
Grant-Date | |||||||||||
Fair Value | |||||||||||
Nonvested at December 27, 2013 | 207,000 | $ | 3.55 | ||||||||
Granted | 235,000 | 4.15 | |||||||||
Vested | (108,000 | ) | 3.41 | ||||||||
Forfeited | (3,000 | ) | 3.85 | ||||||||
| | | | | | | | ||||
Nonvested at January 2, 2015 | 331,000 | 3.37 | |||||||||
| | | | | | | | ||||
| | | | | | | | ||||
Options | Weighted- | ||||||||||
Average | |||||||||||
Grant-Date | |||||||||||
Fair Value | |||||||||||
Nonvested at December 28, 2012 | 293,000 | $ | 1.28 | ||||||||
Granted | 100,000 | 3.62 | |||||||||
Vested | (143,000 | ) | 3.17 | ||||||||
Forfeited | (43,000 | ) | 3.33 | ||||||||
| | | | | | | | ||||
Nonvested at December 27, 2013 | 207,000 | 3.55 | |||||||||
| | | | | | | | ||||
| | | | | | | | ||||
Options | Weighted- | ||||||||||
Average | |||||||||||
Grant-Date | |||||||||||
Fair Value | |||||||||||
Nonvested at December 30, 2011 | 341,000 | $ | 1.13 | ||||||||
Granted | 202,000 | 1.27 | |||||||||
Vested | (212,000 | ) | 1.07 | ||||||||
Forfeited | (38,000 | ) | 1.1 | ||||||||
| | | | | | | | ||||
Nonvested at December 28, 2012 | 293,000 | 1.28 | |||||||||
| | | | | | | | ||||
| | | | | | | | ||||
Summary of Restricted Stock Activity | |||||||||||
A summary of restricted stock activity under the 2008 Plan as of January 2, 2015 and changes during the fiscal years ended January 2, 2015, is presented below. The intrinsic value of the fully-vested restricted stock is $144,000, based on the Company's grant date price of $7.13 for fiscal 2014. | |||||||||||
Restricted | Weighted- | ||||||||||
Stock | Average | ||||||||||
Grant Date | |||||||||||
Fair Value | |||||||||||
Outstanding at December 27, 2013 | 25,000 | $ | 2.96 | ||||||||
Granted | 25,000 | 7.13 | |||||||||
Vested | (12,500 | ) | 2.96 | ||||||||
Forfeited | — | ||||||||||
| | | | | | | | ||||
Outstanding at January 2, 2015 | 37,500 | $ | 5.74 | ||||||||
| | | | | | | | ||||
| | | | | | | | ||||
As of January 2, 2015, there was $422,000 and $142,000 of total unrecognized compensation expense related to non-vested stock options and restricted stock grants, respectively. That expense is expected to be recognized over a weighted-average period of 6.04 years. There were no options granted that were immediately vested during the fiscal years ended January 2, 2015, December 27, 2013 and December 28, 2012. | |||||||||||
AMENDED AND RESTATED 2006 EMPLOYEE STOCK PURCHASE PLAN | |||||||||||
The Company adopted its Amended and Restated 2006 Employee Stock Purchase Plan to allow eligible employees the right to purchase shares of common stock, at semi-annual intervals, with their accumulated payroll deductions. The plan received stockholder approval in June 2006. The Company re-submitted the plan to its stockholders for post-IPO approval at the 2007 annual stockholders' meeting where approval was obtained. A total of 300,000 shares of the Company's common stock have been reserved for issuance under the plan, with no more than 100,000 shares being issuable in any one calendar year. | |||||||||||
The plan has semi-annual periods beginning on each January 1 and ending on each June 30 and beginning on each July 1 and ending on each December 31. The first offering period commenced on February 10, 2007 and ended on June 30, 2007. | |||||||||||
Participants make contributions under the plan only by means of payroll deductions each payroll period. The accumulated contributions are applied to the purchase of shares. Shares are purchased under the plan on or as soon as practicable after, the last day of the offering period. The purchase price per share equals 95% of the fair market value of a share on the last day of such offering period. | |||||||||||
The Company's Amended and Restated 2006 Employee Stock Purchase Plan is a non-compensatory plan. As a result, stock-based compensation expense is not recognized in relation to this plan. As of January 2, 2015, there were 81,113 shares available for issuance under the plan. | |||||||||||
DEBT_OBLIGATIONS
DEBT OBLIGATIONS | 12 Months Ended | |||||||
Jan. 02, 2015 | ||||||||
DEBT OBLIGATIONS | ||||||||
DEBT OBLIGATIONS | ||||||||
9. DEBT OBLIGATIONS | ||||||||
Debt obligations, excluding obligations under capital leases (note 11), consist of the following: | ||||||||
2014 | 2013 | |||||||
Outstanding borrowings on line of credit | $ | — | $ | — | ||||
Notes payable for vehicles, 36 month term, bearing interest at 1.9%, payable in monthly principal and interest installments of $6,000 through January 2014, secured by vehicles | — | 7,000 | ||||||
Notes payable for insurance, 9 month term, bearing interest at 1.9%, payable in monthly principal and interest installments of $28,000 through August 2014 | — | 462,000 | ||||||
Notes payable for insurance, 9 month term, bearing interest at 1.8%, payable in monthly principal and interest installments of $50,000 through August 2015 | 352,000 | — | ||||||
Other | 3,000 | 48,000 | ||||||
| | | | | | | | |
355,000 | 517,000 | |||||||
Less current portion | 355,000 | 517,000 | ||||||
| | | | | | | | |
Debt obligations, less current portion | $ | — | $ | — | ||||
| | | | | | | | |
| | | | | | | | |
On March 24, 2014, the Company entered into a credit agreement with BMO Harris Bank, N.A. ("BMO") that provides for a revolving line of credit of up to $7.5 million, subject to a borrowing base calculation, including a $5.0 million standby letter of credit sub-facility, and a delayed draw term loan facility of up to $2.5 million. All borrowings under the revolving line of credit are limited to a borrowing base equal to roughly 75% of the eligible accounts receivable plus 50% of the lower of cost or market value of our eligible inventory, each term as defined in the credit agreement. As of January 2, 2015, there were no outstanding borrowings under the revolving line of credit or term loan facility and all $7.5 million under the revolving line of credit and $2.5 million under the delayed draw term loan facility were available for borrowing. Under the BMO credit agreement, as of January 2, 2015, no cash amounts are restricted. The revolving line of credit matures on March 24, 2016 and term loans can be requested at any time prior to February 23, 2016. Subject to certain conditions, including that the Company is not in default under the credit agreement and that the Company's trailing twelve month EBITDA (as defined in the credit agreement) is not less than $5.0 million as of the end of the third fiscal quarter of 2015, the Company may request that the maturity date be extended by one year to March 24, 2017 and term loans could accordingly be requested at any time prior to February 22, 2017. Loans made under the revolving line of credit will accrue interest at either (i) a floating rate equal to 0.75% above the base rate in effect from time to time or (ii) a floating rate of 1.75% above LIBOR, with the interest rate to be selected by the Company. The Company has also financed, from time to time, insurance premiums by entering into unsecured notes payable with insurance companies. During its annual insurance renewals in the fourth quarter of the fiscal year ended January 2, 2015 the Company elected to finance its insurance premiums for the upcoming fiscal year. | ||||||||
Borrowings under the revolving line of credit are guaranteed by all of the Company's subsidiaries (the "Guarantors") and secured by all of the Company's and the Guarantors' accounts receivable and other rights to payment, general intangibles, inventory and equipment. Pursuant to the credit agreement, the Company also must pay a fee of up to 0.3% on unused commitments and customary fees on any letters of credit drawn under the facility. | ||||||||
The credit agreement contains customary representations and affirmative covenants, including financial covenants that require us to maintain (i) a maximum total leverage ratio, measured as total funded debt (measured as the sum of all obligations for borrowed money, including subordinated debt, plus all capital lease obligations) plus capital leases plus financial letters of credit divided by a trailing twelve month EBITDA, measured on a rolling basis) of not more than 2.00; (ii) a minimum fixed charge coverage ratio (measured as the sum of EBITDA plus rent expense less unfinanced capital expenditures divided by the sum of rent expense plus principal payments plus cash taxes plus cash interest plus restricted payments plus distributions) of not less than 1.25; and (iii) a minimum tangible net worth of at least 85% of actual tangible net worth for the last financial statements received prior to the closing date of the agreement, with step ups in an amount equal to 50% of net income (if positive) for each fiscal quarter ending thereafter (no add-back for losses). | ||||||||
The credit agreement also includes customary negative covenants, including (i) restrictions on the incurrence of additional indebtedness by us or the Guarantors other than indebtedness existing on the date of the credit agreement, (ii) restrictions on the total consideration for all permitted acquisitions (including potential future earn-out obligations) not to exceed $2.5 million during the term of the agreement and the total consideration for any individual permitted acquisition not to exceed $750,000 without BMO's consent, and (iii) limitations on asset sales, mergers and acquisitions. In addition, the credit agreement includes customary events of default. Upon the occurrence of an event of default, the interest rate may be increased by 2.0%, BMO has the option to make any loans then outstanding under the credit agreement immediately due and payable, and BMO is no longer obligated to extend further credit to the Company under the credit agreement. | ||||||||
During fiscal year 2013, the Company had a revolving credit agreement with Wells Fargo Bank, N.A, which was entered into on December 23, 2011 and became effective as of January 1, 2012. Loans made under the revolving line of credit accrued interest at a floating rate of LIBOR plus 2.25%. The Company was also required to pay a 0.25% fee on unused commitments and customary fees on any letters of credit drawn under the facility. The Wells Fargo revolving line of credit was scheduled to mature on April 1, 2014, but, on March 20, 2014, in connection with entering into the credit facility with BMO discussed above, the Company reduced the size of this Wells Fargo facility from $5.0 million to $75,905, which is the amount outstanding under a current letter of credit and extended the maturity of the letter of credit until June 1, 2014. On July 1, 2014, the Company further extended the maturity of the letter of credit to June 30, 2015. | ||||||||
COMMITMENTS
COMMITMENTS | 12 Months Ended | |||||||
Jan. 02, 2015 | ||||||||
COMMITMENTS | ||||||||
COMMITMENTS | ||||||||
10. COMMITMENTS | ||||||||
Leases | ||||||||
The Company is obligated under capital leases for certain furniture and office equipment that expire at various dates through the year 2017. | ||||||||
The Company also leases certain office facilities under non-cancelable operating leases that expire at various dates through the year 2017 and is committed under non-cancelable operating leases for the lease of computer equipment and automobiles through the year 2015. | ||||||||
Future minimum rental payments under capital and non-cancelable operating leases are summarized as follows: | ||||||||
Capital | Operating | |||||||
Fiscal year: | ||||||||
2015 | $ | 352,000 | $ | 1,862,000 | ||||
2016 | 259,000 | 965,000 | ||||||
2017 | 56,000 | 695,000 | ||||||
2018 | — | 502,000 | ||||||
2019 | — | 494,000 | ||||||
Thereafter | — | 49,000 | ||||||
| | | | | | | | |
Total future minimum lease payments | 667,000 | $ | 4,567,000 | |||||
| | | | | | | | |
| | | | | | | | |
Amount representing maintenance | (24,000 | ) | ||||||
Amount representing interest (at rates ranging from 3.25% to 3.75%) | (13,000 | ) | ||||||
| | | | | | | | |
Present value of net minimum lease payments under capital leases | 630,000 | |||||||
Less current portion | 324,000 | |||||||
| | | | | | | | |
$ | 306,000 | |||||||
| | | | | | | | |
| | | | | | | | |
During the fiscal year ended January 2, 2015, the Company moved certain offices to new locations and closed certain virtual offices. As a result of the office closures and relocations, the Company recorded lease abandonment expense, net, of $9,000. This expense includes future rental obligations and other costs associated with the leased space net of the fair value of subleases. | ||||||||
Rent expense and related charges for common area maintenance for all facility operating leases for fiscal years 2014, 2013 and 2012 was approximately $3,004,000, $3,405,000 and $3,615,000, respectively. | ||||||||
The following is a reconciliation of the liability for lease abandonment expense for fiscal years 2014 and 2013: | ||||||||
Fiscal 2014 | Fiscal 2013 | |||||||
Liability for abandoned leases as of beginning of year | $ | 122,000 | $ | 162,000 | ||||
Lease abandonment expense, net | 9,000 | 30,000 | ||||||
Lease payments on abandoned leases, net of sublease payments | (153,000 | ) | (189,000 | ) | ||||
Other | 66,000 | 119,000 | ||||||
| | | | | | | | |
Liability for abandoned leases as of the end of the year | $ | 44,000 | $ | 122,000 | ||||
| | | | | | | | |
| | | | | | | | |
The current portion of the liability for abandoned leases is included in accrued liabilities and the non-current portion is included in deferred lease obligations in the accompanying consolidated balance sheets. | ||||||||
Employee Benefit Plans | ||||||||
The Company has a qualified profit sharing plan (the Plan) pursuant to Code Section 401(a) and qualified cash or deferred arrangement pursuant to Code Section 401(k) covering substantially all employees. Employees may elect to contribute up to 50% of compensation limited to the amount allowed by tax laws. Company contributions are made solely at the discretion of the Company's board of directors. The Company made matching contributions of approximately $624,000, $507,000 and $248,000 during fiscal years 2014, 2013 and 2012, respectively. | ||||||||
The Company has a discretionary bonus plan for regional managers, division managers and others as determined by the Company president. Bonuses are awarded if certain financial goals are achieved. The financial goals are not stated in the plan; rather they are judgmentally determined each year. In addition, the board of directors may declare discretionary bonuses to key employees and all employees are eligible for what the Company refers to as the "hot hand" bonus program, which pays awards for outstanding performance. The Company's compensation committee of the board of directors determines the compensation of the president. Bonus expense for fiscal years 2014, 2013 and 2012 totaled approximately $1,500,000, $262,000 and $258,000, respectively, of which approximately $1,450,000 and $31,000 is included in accrued liabilities at January 2, 2015 and December 27, 2013, respectively. | ||||||||
Post employment health benefits | ||||||||
In May 2006, the Company's board of directors approved providing lifetime health insurance coverage for Win Westfall, the Company's former chief executive officer and current chairman of the board of directors, and his spouse and for Linda Heil, the widow of the Company's former chief executive officer, Dan Heil. These benefits relate to past services provided to the Company. Accordingly, there is no unamortized compensation cost for the benefits. | ||||||||
Included in accrued liabilities in the accompanying consolidated balance sheets related to this obligation is the present value of expected payments for health insurance coverage, $139,000 as of January 2, 2015 and $137,000 as of December 27, 2013. | ||||||||
INCOME_TAXES
INCOME TAXES | 12 Months Ended | ||||||||||
Jan. 02, 2015 | |||||||||||
INCOME TAXES | |||||||||||
INCOME TAXES | |||||||||||
11. INCOME TAXES | |||||||||||
The provision (benefit) for income taxes is comprised of: | |||||||||||
Fiscal Year | |||||||||||
2014 | 2013 | 2012 | |||||||||
Current federal taxes | $ | 274,000 | $ | 88,000 | $ | 88,000 | |||||
Current state taxes | 164,000 | 44,000 | 77,000 | ||||||||
Deferred federal taxes (benefit) | (782,000 | ) | — | (1,830,000 | ) | ||||||
Deferred state taxes (benefit) | (646,000 | ) | — | (418,000 | ) | ||||||
| | | | | | | | | | | |
$ | (990,000 | ) | $ | 132,000 | $ | (2,083,000 | ) | ||||
| | | | | | | | | | | |
| | | | | | | | | | | |
The provision (benefit) for income taxes reconciles to the amounts computed by applying the statutory federal tax rate of 34% to our income (loss) before income taxes. The sources and tax effects of the differences for fiscal years 2014, 2013 and 2012 are as follows: | |||||||||||
2014 | 2013 | 2012 | |||||||||
Computed "expected" federal income tax expense (benefit) | $ | 2,864,000 | $ | 940,000 | $ | (6,590,000 | ) | ||||
Permanent differences | 139,000 | 93,000 | 93,000 | ||||||||
Current and deferred state income tax expense (benefit), net of federal benefit | 586,000 | (19,000 | ) | (1,081,000 | ) | ||||||
Change in valuation allowances on deferred tax assets | (4,576,000 | ) | (897,000 | ) | 5,473,000 | ||||||
Other | (3,000 | ) | 15,000 | 22,000 | |||||||
| | | | | | | | | | | |
$ | (990,000 | ) | $ | 132,000 | $ | (2,083,000 | ) | ||||
| | | | | | | | | | | |
| | | | | | | | | | | |
The tax effects of temporary differences that give rise to significant portions of the net deferred tax assets and liabilities are as follows: | |||||||||||
January 2, | December 27, | December 28, | |||||||||
2015 | 2013 | 2012 | |||||||||
Current deferred tax assets: | |||||||||||
Accounts receivable allowance | $ | 265,000 | $ | 156,000 | $ | 119,000 | |||||
Other accrued liabilities | 1,482,000 | 764,000 | 866,000 | ||||||||
| | | | | | | | | | | |
1,747,000 | 920,000 | 985,000 | |||||||||
Valuation allowance | — | (483,000 | ) | (570,000 | ) | ||||||
| | | | | | | | | | | |
Net deferred tax assets | 1,747,000 | 437,000 | 415,000 | ||||||||
| | | | | | | | | | | |
Current deferred tax liabilities: | |||||||||||
Deferred revenue | (4,878,000 | ) | (4,125,000 | ) | (3,867,000 | ) | |||||
| | | | | | | | | | | |
(4,878,000 | ) | (4,125,000 | ) | (3,867,000 | ) | ||||||
| | | | | | | | | | | |
Net current deferred tax liability | $ | (3,131,000 | ) | $ | (3,688,000 | ) | $ | (3,452,000 | ) | ||
| | | | | | | | | | | |
| | | | | | | | | | | |
Deferred tax assets, net of current portion: | |||||||||||
Federal and state net operating losses | $ | 244,000 | $ | 3,157,000 | $ | 3,370,000 | |||||
Intangible assets | 4,016,000 | 4,571,000 | 4,962,000 | ||||||||
Other | 409,000 | 64,000 | 143,000 | ||||||||
| | | | | | | | | | | |
4,669,000 | 7,792,000 | 8,475,000 | |||||||||
Valuation allowance | — | (4,093,000 | ) | (4,903,000 | ) | ||||||
| | | | | | | | | | | |
Net deferred tax assets | 4,669,000 | 3,699,000 | 3,572,000 | ||||||||
Deferred tax liabilities, net of current portion: | |||||||||||
Fixed assets | (111,000 | ) | (11,000 | ) | (67,000 | ) | |||||
Other | — | — | (53,000 | ) | |||||||
| | | | | | | | | | | |
Net non-current deferred tax assets | $ | 4,558,000 | $ | 3,688,000 | $ | 3,452,000 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
At January 2, 2015, the Company had state operating loss carryovers of $4.0 million. The carryovers expire through 2033. During 2014 management assessed the available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets. Significant pieces of objective positive evidence evaluated were the cumulative earnings generated over the three-year period ended January 2, 2015 and the Company's strong future earnings projections. Based on this evaluation, as of January 2, 2015, the Company reversed $4.6 million of its valuation allowance. | |||||||||||
Management also believes that there are no material uncertain tax positions that would impact the accompanying consolidated financial statements. The Company's policy is to recognize interest and penalties related to unrecognized tax benefits in income tax expense. As of January 2, 2015 and December 27, 2013, there was no unrecognized tax benefit. The Company may be subject to examination by the Internal Revenue Service for calendar years 2011 through 2014. The Company may also be subject to examination on certain state and local jurisdictions for the years 2010 through 2014. | |||||||||||
SEGMENT_INFORMATION
SEGMENT INFORMATION | 12 Months Ended | ||||||||||||||||||||||
Jan. 02, 2015 | |||||||||||||||||||||||
SEGMENT INFORMATION | |||||||||||||||||||||||
SEGMENT INFORMATION | |||||||||||||||||||||||
12. SEGMENT INFORMATION | |||||||||||||||||||||||
The Company has four reporting segments: Energy Efficiency Services, Engineering Services, Public Finance Services and Homeland Security Services. The Engineering Services segment consists of Willdan Engineering and Public Agency Resources. The Energy Efficiency Services segment, which consists of Willdan Energy Solutions, provides energy efficiency consulting services to utilities, state agencies, municipalities, private industry and non-profit organizations. The Engineering Services segment offers a broad range of engineering and planning services to our public and private sector clients. Prior to December 30, 2011, the energy efficiency and sustainability services were aggregated into the Engineering Services segment. Given the manner in which the chief operating decision maker reviews financial results and allocates resources, these services now compromise a separate reporting segment. Segment information for the comparable prior year period has been restated to conform to the Company's current segment presentation of four operating segments. The Public Finance Services segment, which consists of Willdan Financial Services, provides expertise and support for the various financing techniques employed by public agencies to finance their operations and infrastructure along with the mandated reporting and other requirements associated with these financings. The Homeland Security Services segment, which consists of Willdan Homeland Solutions, provides national preparedness, homeland security consulting, public safety and emergency response services to cities, related municipal service agencies and other entities. | |||||||||||||||||||||||
The accounting policies applied to determine the segment information are the same as those described in the summary of significant accounting policies. There were no intersegment sales in any of the three fiscal years ended January 2, 2015. Management evaluates the performance of each segment based upon income or loss from operations before income taxes. Certain segment asset information including expenditures for long-lived assets has not been presented as it is not reported to or reviewed by the chief operating decision maker. In addition, enterprise-wide service line contract revenue is not included as it is impracticable to report this information for each group of similar services. | |||||||||||||||||||||||
Financial information with respect to the reportable segments and reconciliation to the amounts reported in the Company's consolidated financial statements follows: | |||||||||||||||||||||||
Engineering | Energy | Public | Homeland | Unallocated | Intersegment | Consolidated | |||||||||||||||||
Services | Efficiency | Finance | Security | Corporate(2) | Total | ||||||||||||||||||
Services | Services | Services | |||||||||||||||||||||
Fiscal Year 2014: | |||||||||||||||||||||||
Contract revenue | $ | 40,783,000 | $ | 52,941,000 | $ | 10,630,000 | $ | 3,726,000 | $ | — | $ | — | $ | 108,080,000 | |||||||||
Depreciation and amortization | 191,000 | 212,000 | 39,000 | 18,000 | — | — | 459,000 | ||||||||||||||||
Interest expense (income) | 17,000 | (33,000 | ) | 2,000 | (2,000 | ) | (16,000 | ) | |||||||||||||||
Segment profit (loss) before income tax expense | 4,008,000 | 4,814,000 | 661,000 | 443,000 | (1,500,000 | ) | — | 8,426,000 | |||||||||||||||
Income tax (benefit) expense | (454,000 | ) | (599,000 | ) | (64,000 | ) | (49,000 | ) | 176,000 | — | (990,000 | ) | |||||||||||
Net income (loss) | 4,462,000 | 5,413,000 | 725,000 | 492,000 | (1,676,000 | ) | — | 9,416,000 | |||||||||||||||
Segment assets(1) | 11,166,000 | 11,769,000 | 3,944,000 | 708,000 | 50,202,000 | (23,130,000 | ) | 54,659,000 | |||||||||||||||
Fiscal Year 2013: | |||||||||||||||||||||||
Contract revenue | $ | 35,217,000 | $ | 36,041,000 | $ | 9,845,000 | $ | 4,407,000 | $ | — | $ | — | $ | 85,510,000 | |||||||||
Depreciation and amortization | 214,000 | 223,000 | 41,000 | 39,000 | — | — | 517,000 | ||||||||||||||||
Interest (income) expense | (68,000 | ) | (25,000 | ) | (3,000 | ) | 2,000 | — | — | (94,000 | ) | ||||||||||||
Segment profit before income tax expense | 1,125,000 | 710,000 | 535,000 | 392,000 | — | — | 2,762,000 | ||||||||||||||||
Income tax expense (benefit) | 53,000 | 45,000 | 17,000 | 17,000 | — | — | 132,000 | ||||||||||||||||
Net income | 1,072,000 | 665,000 | 518,000 | 375,000 | — | — | 2,630,000 | ||||||||||||||||
Segment assets(1) | 10,436,000 | 10,305,000 | 3,528,000 | 1,406,000 | 35,692,000 | (23,130,000 | ) | 38,237,000 | |||||||||||||||
Fiscal Year 2012: | |||||||||||||||||||||||
Contract revenue | $ | 34,026,000 | $ | 45,549,000 | $ | 9,780,000 | $ | 4,088,000 | $ | — | $ | — | $ | 93,443,000 | |||||||||
Depreciation and amortization | 256,000 | 262,000 | 53,000 | 100,000 | — | — | 671,000 | ||||||||||||||||
Interest expense (income) | 50,000 | 52,000 | 1,000 | 3,000 | — | — | 106,000 | ||||||||||||||||
Segment (loss) profit before income tax expense | (726,000 | ) | (19,314,000 | ) | 930,000 | (273,000 | ) | — | — | (19,383,000 | ) | ||||||||||||
Income tax expense (benefit) | (115,000 | ) | (2,211,000 | ) | 344,000 | (101,000 | ) | — | — | (2,083,000 | ) | ||||||||||||
Net (loss) income | (611,000 | ) | (17,103,000 | ) | 586,000 | (172,000 | ) | — | — | (17,300,000 | ) | ||||||||||||
Segment assets(1) | 9,237,000 | 13,256,000 | 3,411,000 | 1,371,000 | 37,831,000 | (23,129,000 | ) | 41,977,000 | |||||||||||||||
-1 | Segment assets are presented net of intercompany receivables. | ||||||||||||||||||||||
-2 | The following sets forth the assets that are included in Unallocated Corporate as of January 2, 2015, December 27, 2013 and December 30, 2011. | ||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
Assets: | |||||||||||||||||||||||
Cash and cash equivalents | $ | 20,371,000 | $ | 7,341,000 | $ | 9,881,000 | |||||||||||||||||
Prepaid expenses | 1,404,000 | 1,206,000 | 1,041,000 | ||||||||||||||||||||
Intercompany receivables | 85,259,000 | 114,800,000 | 113,615,000 | ||||||||||||||||||||
Other receivables | 19,000 | 73,000 | 49,000 | ||||||||||||||||||||
Equipment and leasehold improvements, net | 440,000 | 177,000 | 194,000 | ||||||||||||||||||||
Investments in subsidiaries | 23,130,000 | 23,130,000 | 23,130,000 | ||||||||||||||||||||
Other | 4,640,000 | 3,765,000 | 3,536,000 | ||||||||||||||||||||
| | | | | | | | | | | |||||||||||||
$ | 135,263,000 | $ | 150,492,000 | $ | 151,446,000 | ||||||||||||||||||
| | | | | | | | | | | |||||||||||||
| | | | | | | | | | | |||||||||||||
CONTINGENCIES
CONTINGENCIES | 12 Months Ended |
Jan. 02, 2015 | |
CONTINGENCIES | |
CONTINGENCIES | |
13. CONTINGENCIES | |
Claims and Lawsuits | |
The Company is subject to claims and lawsuits from time to time, including those alleging professional errors or omissions that arise in the ordinary course of business against firms that operate in the engineering and consulting professions. The Company carries professional liability insurance, subject to certain deductibles and policy limits, for such claims as they arise and may from time to time establish reserves for litigation that is considered probable of a loss. | |
In accordance with accounting standards regarding loss contingencies, the Company accrues an undiscounted liability for those contingencies where the incurrence of a loss is probable and the amount can be reasonably estimated, and discloses the amount accrued and an estimate of any reasonably possible loss in excess of the amount accrued, if such disclosure is necessary for the Company's financial statements not to be misleading. The Company does not accrue liabilities when the likelihood that the liability has been incurred is probable but the amount cannot be reasonably estimated, or when the liability is believed to be only reasonably possible or remote. | |
Because litigation outcomes are inherently unpredictable, the Company's evaluation of legal proceedings often involves a series of complex assessments by management about future events and can rely heavily on estimates and assumptions. If the assessments indicate that loss contingencies that could be material to any one of the Company's financial statements are not probable, but are reasonably possible, or are probable, but cannot be estimated, then the Company will disclose the nature of the loss contingencies, together with an estimate of the possible loss or a statement that such loss is not reasonably estimable. While the consequences of certain unresolved proceedings are not presently determinable, and a reasonable estimate of the probable and reasonably possible loss or range of loss in excess of amounts accrued for such proceedings cannot be made, an adverse outcome from such proceedings could have a material adverse effect on the Company's earnings in any given reporting period. However, in the opinion of the Company's management, after consulting with legal counsel, and taking into account insurance coverage, the ultimate liability related to current outstanding claims and lawsuits is not expected to have a material adverse effect on the Company's financial statements. | |
City of Glendale v. Willdan Financial Services, Superior Court of California, Los Angeles County | |
A complaint was filed against the Company on July 16, 2014 relating to a project performed by Willdan Financial Services to prepare a Cost of Services Analysis (a "COSA") for the Department of Water and Power of the City of Glendale, California (the "City of Glendale"). The purpose of the COSA was to assist the City of Glendale in setting water rates for property owners. The lawsuit alleges that the City of Glendale suffered damages due to mistakes in the COSA, as follows: the City of Glendale received less revenue than anticipated in an amount exceeding $9,000,000; the City of Glendale was required to retain another consultant to prepare a new COSA at the cost of $130,000; and the City of Glendale incurred costs associated with noticing and conducting public hearings at a cost of $83,052. The Company denies the allegations asserted in the lawsuit and will vigorously defend against the claims. Additionally, this matter is covered by the Company's professional liability insurance policy. | |
QUARTERLY_FINANCIAL_INFORMATIO
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended | |||||||||||||
Jan. 02, 2015 | ||||||||||||||
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | ||||||||||||||
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | ||||||||||||||
14. QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | ||||||||||||||
The tables below reflect selected quarterly information for the fiscal years ended January 2, 2015 and December 27, 2013. | ||||||||||||||
Fiscal Three Months Ended | ||||||||||||||
March 28, | June 27, | September 26, | January 2, | |||||||||||
2014 | 2014 | 2014 | 2015 | |||||||||||
(in thousands except per share amounts) | ||||||||||||||
Contract revenue | $ | 22,686 | $ | 26,970 | $ | 28,187 | $ | 30,237 | ||||||
Income from operations | 1,312 | 1,941 | 2,651 | 2,405 | ||||||||||
Income tax expense (benefit) | 44 | 64 | (1,464 | ) | 366 | |||||||||
Net income | 1,315 | 1,893 | 4,161 | 2,047 | ||||||||||
Earnings per share: | ||||||||||||||
Basic | $ | 0.18 | $ | 0.26 | $ | 0.55 | $ | 0.27 | ||||||
Diluted | $ | 0.17 | $ | 0.25 | $ | 0.53 | $ | 0.26 | ||||||
Weighted-average shares outstanding: | ||||||||||||||
Basic | 7,397 | 7,405 | 7,507 | 7,618 | ||||||||||
Diluted | 7,609 | 7,661 | 7,855 | 7,986 | ||||||||||
Fiscal Three Months Ended | ||||||||||||||
March 29, | June 28, | September 27, | December 27, | |||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||
(in thousands except per share amounts) | ||||||||||||||
Contract revenue | $ | 21,385 | $ | 20,496 | $ | 21,167 | $ | 22,462 | ||||||
Income from operations | 457 | 718 | 882 | 551 | ||||||||||
Income tax expense (benefit) | 49 | (8 | ) | 44 | 47 | |||||||||
Net income | 399 | 688 | 842 | 701 | ||||||||||
Earnings per share: | ||||||||||||||
Basic | $ | 0.05 | $ | 0.09 | $ | 0.11 | $ | 0.1 | ||||||
Diluted | $ | 0.05 | $ | 0.09 | $ | 0.11 | $ | 0.09 | ||||||
Weighted-average shares outstanding: | ||||||||||||||
Basic | 7,335 | 7,353 | 7,359 | 7,375 | ||||||||||
Diluted | 7,382 | 7,401 | 7,526 | 7,520 | ||||||||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Jan. 02, 2015 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | |
15. SUBSEQUENT EVENTS | |
Acquisitions. On January 15, 2015, the Company completed two separate acquisitions. Through its wholly-owned subsidiary, Willdan Energy Solutions ("WES"), the Company acquired all of the outstanding shares of Abacus Resource Management Company ("Abacus"), an Oregon-based energy engineering company. In addition, through its wholly-owned subsidiary WES, the Company also acquired substantially all of the assets of 360 Energy Engineers, LLC ("360 Energy"), a Kansas-based energy and engineering energy management consulting company. | |
Pursuant to the terms of the Stock Purchase Agreement, dated as of January 15, 2015 (the "Abacus Agreement"), by and among the Company, WES, Abacus and Mark Kinzer and Steve Rubbert (the "Abacus Shareholders"), WES will pay the Abacus Shareholders a maximum purchase price of $6,150,000, consisting of (i) $2,500,000 in cash paid at closing (subject to certain post-closing adjustments), (ii) 75,758 shares of Common Stock, par value $0.01 per share, of the Company ("Common Stock") equaling $1,000,000 based on the volume-weighted average price of shares of the Common Stock for the ten trading days immediately prior to, but not including, the closing date of the Abacus Acquisition, (iii) $1,250,000 aggregate principal amount of promissory notes issued to the Abacus Shareholders (collectively, the "Abacus Notes") and (iv) up to $1,400,000 in cash, payable at the end of the Company's and WES's 2015 and 2016 fiscal years, if certain financial targets of Abacus are met during such fiscal years. The Abacus Notes were issued in an initial outstanding principal amount of $625,000 to each of the Abacus Shareholders. The Abacus Notes provide for a fixed interest rate of 4% per annum and are fully amortizing and payable in equal monthly installments between January 15, 2015 and their January 15, 2017 maturity date. The Abacus Notes contain events of default provisions customary for documents of their nature. | |
Pursuant to the terms of the Asset Purchase Agreement, dated as of January 15, 2015 (the "360 Energy Agreement"), by and among the Company, WES and 360 Energy, WES will pay 360 Energy a maximum purchase price of $15,000,000, consisting of (i) $4,875,000 in cash paid at closing, (ii) 47,348 shares of Common Stock equaling $625,000 based on the volume-weighted average price of shares of the Common Stock for the ten trading days immediately prior to, but not including, the closing date of the 360 Energy Acquisition, (iii) $3,000,000 aggregate principal amount of promissory note issued to 360 Energy (the "360 Energy Note" and, together with the Abacus Notes, the "Notes") and (iv) up to $6,500,000 in cash, payable at the end of the Company's and WES's 2015, 2016 and 2017 fiscal years, if certain financial targets of WES's division made up of the assets acquired from, and former employees of, 360 Energy are met during such fiscal years. The 360 Energy Note was issued in an initial outstanding principal amount of $3,000,000. The 360 Energy Note provides for a fixed interest rate of 4% per annum and is fully amortizing and payable in equal monthly installments between January 15, 2015 and their January 15, 2018 maturity date. The 360 Energy Note contains events of default provisions customary for documents of its nature. The Company also provided a guaranty to 360 Energy which guarantees WES's obligations under the promissory note issued to 360 Energy. | |
To finance the cash paid at closing for the acquisitions of Abacus and 360 Energy, the Company borrowed $2,000,000 under its delayed draw term loan facility and used cash on hand to pay the remaining $5,375,000. | |
Amended Credit Facility. On January 14, 2015, the Company and its subsidiaries, as guarantors, entered into the Second Amendment (the "Second Amendment") to the Credit Agreement (as amended, the "BMO Credit Agreement"), dated as of March 24, 2014, by and between the Company, the guarantors listed therein and BMO Harris Bank National Association ("BMO Harris"). The BMO Credit Agreement governs the Company's credit facility that includes a revolving line of credit and a delayed draw term loan facility. | |
The Second Amendment revised the BMO Credit Agreement to, among other things, permit the acquisitions of Abacus and 360 Energy, the incurrence of the Notes and the 360 Energy Guaranty issued in connection with the acquisitions of Abacus and 360 Energy and to add Abacus as a guarantor under the BMO Credit Agreement upon the closing of the acquisition of Abacus. | |
The Second Amendment also increased the amount available to the Company for borrowing under the delayed draw term loan facility from $2,500,000 to $3,000,000. In addition, the Second Amendment increased the interest rate under the delayed draw term loan facility by 25 basis points. Giving effect to the Second Amendment, borrowings under the delayed draw term loan facility will now bear interest, at the Company's option, at (a) the base rate plus an applicable margin ranging between 1.25% and 1.75%, or (b) the LIBOR rate plus an applicable margin ranging between 2.25% and 2.75%. Borrowings under the revolving line of credit will continue to bear interest, at the Company's option, at (a) the base rate plus an applicable margin ranging between 0.75% and 1.25%, or (b) the LIBOR rate plus an applicable margin ranging between 1.75% and 2.25%. The applicable margin is determined based on the Company's total leverage ratio. | |
The Second Amendment also revised some of the covenants in the BMO Credit Agreement. As a result of the Second Amendment, the Company must maintain (A) a maximum total leverage ratio of not more than 2.25 for the first four fiscal quarters after the acquisitions of Abacus and 360 Energy, and not more than 2.0 thereafter and (B) a minimum tangible net worth of at least (x) the greater of (1) $5.0 million and (2) 85% of the Company's actual tangible net worth as of March 31, 2015, plus (y) an amount equal to 50% of net income for the first fiscal quarter of 2015, and 50% of net income (only if positive) for each fiscal quarter ending thereafter, plus or minus (z) 80% of any adjustments to the Company's tangible net worth arising as a result of the consummation of the acquisitions of Abacus and 360 Energy. The limit on the total consideration allowed for all permitted acquisitions (including potential future earn-out obligations) during the term of the BMO Credit Agreement was also reduced from $2.5 million to $1.5 million. In addition, the conditions required to extend the maturity date of the credit facility by one year to March 24, 2017 were amended to require that the Company have a trailing twelve month EBITDA (as defined in the BMO Credit Agreement) of not less than $10.0 million (previously $5.0 million) as of the end of the third fiscal quarter of 2015. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | |||||||
Jan. 02, 2015 | ||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||
Principles of Consolidation | Principles of Consolidation | |||||||
The consolidated financial statements include the accounts of Willdan Group, Inc. and its wholly owned subsidiaries, Willdan Energy Solutions, Willdan Engineering, Public Agency Resources, Willdan Financial Services and Willdan Homeland Solutions. All significant intercompany balances and transactions have been eliminated in consolidation. | ||||||||
Fiscal Years | Fiscal Years | |||||||
The Company operates and reports its annual financial results based on 52 or 53-week periods ending on the Friday closest to December 31, with consideration of business days. The Company operates and reports its quarterly financial results based on the 13-week period ending on the Friday closest to March 31, June 30 and September 30 and the 13 or 14-week period ending on the Friday closest to December 31, as applicable, with consideration of business days. Fiscal year 2014 contained 53 weeks. Fiscal years 2013 and 2012 contained 52 weeks. All references to years in the notes to consolidated financial statements represent fiscal years. | ||||||||
Cash, Cash Equivalents and Liquid Investments | Cash, Cash Equivalents and Liquid Investments | |||||||
All highly liquid investments purchased with a remaining maturity of three months or less are considered to be cash equivalents. Outstanding checks in excess of cash on deposit have been classified as current liabilities. Cash and cash equivalents consisted of the following: | ||||||||
January 2, | December 27, | |||||||
2015 | 2013 | |||||||
Wells Fargo Stage Coach Sweep Investment Account | $ | — | $ | 1,103,000 | ||||
Wells Fargo Money Market Mutual Fund | — | 1,002,000 | ||||||
Wells Fargo Advantage Heritage Fund | — | 48,000 | ||||||
Wells Fargo Collateral Investment Account | — | 5,003,000 | ||||||
BMO Harris Bank Master Control Operating Account | 20,317,000 | — | ||||||
Cash on hand in business checking accounts | 54,000 | 978,000 | ||||||
| | | | | | | | |
$ | 20,371,000 | $ | 8,134,000 | |||||
| | | | | | | | |
| | | | | | | | |
The Company from time to time may be exposed to credit risk with its bank deposits in excess of the FDIC insurance limits and with uninsured money market investments. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash and cash equivalents. | ||||||||
Fair Value of Financial Instruments | Fair Value of Financial Instruments | |||||||
As of January 2, 2015 and December 27, 2013, the carrying amounts of the Company's cash and cash equivalents, accounts receivable, costs and estimated earnings in excess of billings on uncompleted contracts, other receivables, prepaid expenses and other current assets, excess of outstanding checks over bank balance, accounts payable, accrued liabilities and billings in excess of costs and estimated earnings on uncompleted contracts, approximate their fair values because of the relatively short period of time between the origination of these instruments and their expected realization or payment. The carrying amounts of debt obligations approximate their fair values since the terms are comparable to terms currently offered by local lending institutions for loans of similar terms to companies with comparable credit risk. | ||||||||
Segment Information | Segment Information | |||||||
Willdan Group, Inc. ("WGI") is a holding company with six wholly owned subsidiaries. The Company presents segment information externally consistent with the manner in which the Company's chief operating decision maker reviews information to assess performance and allocate resources. WGI performs administrative functions on behalf of its subsidiaries, such as treasury, legal, accounting, information systems, human resources and certain business development activities, and earns revenue that is only incidental to the activities of the enterprise. As a result, WGI does not meet the definition of an operating segment. Three of the six WGI subsidiaries are aggregated into one reportable segment as they have similar economic characteristics including the nature of services, the methods used to provide services and the type of customers. The remaining three subsidiaries each comprise separate reporting segments. See Note 12. | ||||||||
Off-Balance Sheet Arrangements | Off-Balance Sheet Arrangements | |||||||
Other than operating lease commitments, the Company does not have any off-balance sheet financing arrangements or liabilities. In addition, the Company's policy is not to enter into derivative instruments, futures or forward contracts. Finally, the Company does not have any majority-owned subsidiaries or any interests in, or relationships with, any special-purpose entities that are not included in the consolidated financial statements. | ||||||||
Accounting for Contracts | Accounting for Contracts | |||||||
The Company enters into contracts with its clients that contain three principal types of pricing provisions: fixed price, time-and-materials, and unit-based. Revenue on fixed price contracts is recognized on the percentage-of-completion method based generally on the ratio of direct costs (primarily exclusive of depreciation and amortization costs) incurred to date to estimated total direct costs at completion. Revenue on time-and-materials and unit-based contracts is recognized as the work is performed in accordance with the specific terms of the contract. Contracts that provide for multiple services or deliverables are evaluated as multiple element arrangements to determine the appropriate unit of accounting, allocation of contract value, and method of revenue recognition for each element. Revenue for amounts that have been billed but not earned is deferred and such deferred revenue is referred to as billings in excess of costs and estimated earnings on uncompleted contracts in the accompanying consolidated balance sheets. Service-related contracts, including operations and maintenance services and a variety of technical assistance services, are accounted for over the period of performance, in proportion to the costs of performance. Award and incentive fees are recorded when they are fixed or determinable and consider customer contract terms. | ||||||||
Adjustments to contract cost estimates are made in the periods in which the facts requiring such revisions become known. When the revised estimate indicates a loss, such loss is provided for currently in its entirety. Claims revenue is recognized only upon resolution of the claim. Change orders in dispute are evaluated as claims. Costs related to un-priced change orders are expensed when incurred and recognition of the related contract revenue is based on an evaluation of the probability of recovery of the costs. Estimated profit is recognized for un-priced change orders if realization of the expected price of the change order is probable. | ||||||||
Applying the percentage-of-completion method of recognizing revenue requires the Company to estimate the outcome of its long-term contracts. The Company forecasts such outcomes to the best of its knowledge and belief of current and expected conditions and its expected course of action. Differences between the Company's estimates and actual results often occur resulting in changes to reported revenue and earnings. Such changes could have a material effect on future consolidated financial statements. | ||||||||
Direct costs of contract revenue consist primarily of that portion of technical and nontechnical salaries and wages that has been incurred in connection with revenue producing projects. Direct costs of contract revenue also include production expenses, subcontractor services and other expenses that are incurred in connection with revenue producing projects. | ||||||||
Direct costs of contract revenue exclude that portion of technical and nontechnical salaries and wages related to marketing efforts, vacations, holidays and other time not spent directly generating revenue under existing contracts. Such costs are included in general and administrative expenses. Additionally, payroll taxes, bonuses and employee benefit costs for all Company personnel are included in general and administrative expenses in the accompanying consolidated statements of operations since no allocation of these costs is made to direct costs of contract revenue. No allocation of facilities costs is made to direct costs of contract revenue. Other companies may classify as direct costs of contract revenue some of the costs that the Company classifies as general and administrative costs. The Company expenses direct costs of contract revenue when incurred. | ||||||||
Accounts receivable are carried at original invoice amount less an estimate made for doubtful accounts based upon a review of all outstanding amounts on a quarterly basis. Management determines the allowance for doubtful accounts by identifying troubled accounts and by using historical experience applied to an aging of accounts. Credit risk is generally minimal with governmental entities, but disputes may arise related to these receivable amounts. Accounts receivables are written off when deemed uncollectible. Recoveries of accounts receivables previously written off are recorded when received. | ||||||||
The value of retainage is included in accounts receivable in the accompanying consolidated financial statements. Retainage represents the billed amount that is retained by the customer, in accordance with the terms of the contract, generally until performance is substantially complete. | ||||||||
General and Administrative Expenses | General and Administrative Expenses | |||||||
General and administrative expenses include the costs of the marketing and support staffs, other marketing expenses, management and administrative personnel costs, payroll taxes, bonuses and employee benefits for all of the Company's employees and the portion of salaries and wages not allocated to direct costs of contract revenue for those employees who provide the Company's services. General and administrative expenses also include facility costs, depreciation and amortization, professional services, legal and accounting fees and administrative operating costs. Within general and administrative expenses, "Other" includes expenses such as provision for billed or unbilled receivables, professional services, legal and accounting, computer costs, travel and entertainment and marketing costs. The Company expenses general and administrative costs when incurred. | ||||||||
Leases | Leases | |||||||
All of the Company's office leases are classified as operating leases and rent expense is included in facilities expense in the accompanying consolidated statements of operations. Some of the lease terms include rent concessions and rent escalation clauses, all of which are taken into account in computing minimum lease payments. Minimum lease payments are recognized on a straight-line basis over the minimum lease term. The excess of rent expense recognized over the amounts contractually due pursuant to the underlying leases is reflected as a liability in the accompanying consolidated balance sheets. The cost of improvements that the Company makes to the leased office space is capitalized as leasehold improvements. The Company is subject to non-cancellable leases for offices or portions of offices for which use has ceased. For each of these abandoned leases, the present value of the future lease payments, net of estimated sublease payments, along with any unamortized tenant improvement costs, are recognized as lease abandonment expense in the Company's consolidated statements of operations with a corresponding liability in the Company's consolidated balance sheets. | ||||||||
Equipment and Leasehold Improvements | Equipment and Leasehold Improvements | |||||||
Equipment and leasehold improvements are stated at cost less accumulated depreciation and amortization. Equipment under capital leases is stated at the present value of the minimum lease payments as of the acquisition date. Depreciation and amortization on equipment are calculated using the straight-line method over estimated useful lives of two to five years. Leasehold improvements and assets under capital leases are amortized using the straight-line method over the shorter of estimated useful lives or the term of the related lease. | ||||||||
Following are the estimated useful lives used to calculate depreciation and amortization: | ||||||||
Category | Estimated Useful Life | |||||||
Furniture and fixtures | 5 years | |||||||
Computer hardware | 2 years | |||||||
Computer software | 3 years | |||||||
Automobiles and trucks | 3 years | |||||||
Field equipment | 5 years | |||||||
Equipment and leasehold improvements are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. | ||||||||
Goodwill | Goodwill | |||||||
Goodwill represents the excess of costs over fair value of the assets acquired. Goodwill, which has an indefinite useful life, is not amortized, but instead tested for impairment at least annually or more frequently if events and circumstances indicate that the asset might be impaired. Impairment losses for reporting units are recognized to the extent that a reporting unit's carrying amount exceeds its fair value. | ||||||||
Accounting for Claims Against the Company | Accounting for Claims Against the Company | |||||||
The Company accrues an undiscounted liability related to claims against it for which the incurrence of a loss is probable and the amount can be reasonably estimated. The Company discloses the amount accrued and an estimate of any reasonably possible loss in excess of the amount accrued, if such disclosure is necessary for its financial statements not to be misleading. The Company does not accrue liabilities related to claims when the likelihood that a loss has been incurred is probable but the amount cannot be reasonably estimated, or when the liability is believed to be only reasonably possible or remote. Losses related to recorded claims are included in general and administrative expenses. | ||||||||
Determining probability and estimating claim amounts is highly judgmental. Initial accruals and any subsequent changes in the Company's estimates could have a material effect on its consolidated financial statements. | ||||||||
Stock Options | Stock Options | |||||||
The Company accounts for stock options under the fair value recognition provisions of the accounting standard entitled "Compensation—Stock Compensation." This standard requires the measurement of compensation cost at the grant date, based upon the estimated fair value of the award, and requires amortization of the related expense over the employee's requisite service period. | ||||||||
Business Combinations | Business Combinations | |||||||
The acquisition method of accounting for business combinations requires the Company to use significant estimates and assumptions, including fair value estimates, as of the business combination date and to refine those estimates as necessary during the measurement period (defined as the period, not to exceed one year, in which the Company may adjust the provisional amounts recognized for a business combination) in a manner that is generally similar to the previous purchase method of accounting. | ||||||||
Under the acquisition method of accounting, the Company recognizes separately from goodwill the identifiable assets acquired, the liabilities assumed, and any noncontrolling interests in an acquiree, generally at the acquisition date fair value. The Company measures goodwill as of the acquisition date as the excess of consideration transferred, which it also measures at fair value, over the net of the acquisition date amounts of the identifiable assets acquired and liabilities assumed. Costs that the Company incurs to complete the business combination such as investment banking, legal and other professional fees are not considered part of consideration and the Company charges them to acquisition expense as they are incurred. | ||||||||
Income Taxes | Income Taxes | |||||||
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the financial reporting basis and tax basis of the Company's assets and liabilities, subject to judgmental assessment of the recoverability of deferred tax assets. 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 on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recorded when it is more likely than not that all or a portion of the deferred tax assets may not be realized. Significant judgment is applied when assessing the need for valuation allowances. Areas of estimation include the Company's consideration of future taxable income and ongoing prudent and feasible tax planning strategies. Should a change in circumstances lead to a change in judgment about the utilization of deferred tax assets in future years, the Company would adjust the related valuation allowances in the period that the change in circumstances occurs, along with a corresponding increase or charge to income. During fiscal year 2014, management assessed the available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets. Based on this evaluation, as of January 2, 2015, the Company reversed the valuation allowance on its deferred tax assets. The company will continue to assess the need for a valuation allowance in the future. The provision for income taxes represents the tax payable for the period and the change during the period in deferred tax assets and liabilities. | ||||||||
If the Company identifies changes to acquired deferred tax asset valuation allowances or liabilities related to uncertain tax positions during the measurement period and they relate to new information obtained about facts and circumstances that existed as of the acquisition date, those changes are considered a measurement period adjustment and the Company records the offset to goodwill. The Company records all other changes to deferred tax asset valuation allowances and liabilities related to uncertain tax positions in current period income tax expense. | ||||||||
The Company recognizes the tax benefit from uncertain tax positions if it is more likely than not that the tax positions will be sustained on examination by the tax authorities, based on the technical merits of the position. The tax benefit is measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company recognizes interest and penalties related to unrecognized tax benefits in income tax expense. | ||||||||
Operating Cycle | Operating Cycle | |||||||
In accordance with industry practice, amounts realizable and payable under contracts that extend beyond one year are included in current assets and liabilities. | ||||||||
Use of Estimates | Use of Estimates | |||||||
The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Estimates also affect the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | ||||||||
New Accounting Pronouncements | New Accounting Pronouncements | |||||||
Income Taxes | ||||||||
In July 2013, the FASB issued guidance that requires entities to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward when settlement in this manner is available under the tax law and the Company intends to use the deferred tax asset for that purpose. The amendments in this update are effective for fiscal years, and interim periods within these fixed years, beginning after December 15, 2013. The adoption of this guidance did not have a material impact on the Company's consolidated financial position, results of operations or cash flows. | ||||||||
Discontinued Operations | ||||||||
In April 2014, the FASB issued guidance on reporting discontinued operations. The new guidance changes the criteria for determining which disposals can be presented as discontinued operations and modifies related disclosure requirements. Under the new guidance, a discontinued operation is defined as a disposal of a component or group of components that is disposed of or is classified as held for sale and represents a strategic shift that has or will have a major effect on an entity's operations and financial results. The guidance applies prospectively to new disposals and new classifications of disposal groups as held for sale after the effective date. The standard is required to be adopted in annual periods beginning on or after December 15, 2014. The adoption of this guidance is not expected to have any impact on the Company's consolidated financial position, results of operations or cash flows. | ||||||||
Revenue Recognition | ||||||||
In May 2014, the FASB issued an amendment to the accounting guidance related to revenue recognition. Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers: Topic 606, provides for a single comprehensive principles based standard for the recognition of revenue across all industries through the application of the following five-step process: Step 1—Identify the contract(s) with a customer, Step 2—Identify the performance obligations in the contract, Step 3—Determine the transaction price, Step 4—Allocate the transaction price to the performance obligations in the contract, and Step 5—Recognize revenue when (or as) the entity satisfies a performance obligation. The new guidance is effective prospectively for annual periods beginning after December 15, 2016. Early application is not permitted. The Company is evaluating the impact that adopting this prospective guidance will have on its consolidated financial statements. | ||||||||
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | |||||||
Jan. 02, 2015 | ||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||
Schedule of cash and cash equivalents | ||||||||
January 2, | December 27, | |||||||
2015 | 2013 | |||||||
Wells Fargo Stage Coach Sweep Investment Account | $ | — | $ | 1,103,000 | ||||
Wells Fargo Money Market Mutual Fund | — | 1,002,000 | ||||||
Wells Fargo Advantage Heritage Fund | — | 48,000 | ||||||
Wells Fargo Collateral Investment Account | — | 5,003,000 | ||||||
BMO Harris Bank Master Control Operating Account | 20,317,000 | — | ||||||
Cash on hand in business checking accounts | 54,000 | 978,000 | ||||||
| | | | | | | | |
$ | 20,371,000 | $ | 8,134,000 | |||||
| | | | | | | | |
| | | | | | | | |
Schedule of the estimated useful lives used to calculate depreciation and amortization | ||||||||
Category | Estimated Useful Life | |||||||
Furniture and fixtures | 5 years | |||||||
Computer hardware | 2 years | |||||||
Computer software | 3 years | |||||||
Automobiles and trucks | 3 years | |||||||
Field equipment | 5 years | |||||||
GOODWILL_AND_OTHER_INTANGIBLE_1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended | ||||||||||||||||
Jan. 02, 2015 | |||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | |||||||||||||||||
Schedule of gross amounts and accumulated amortization of the Company's acquired identifiable intangible assets with finite useful lives | |||||||||||||||||
January 2, 2015 | December 27, 2013 | ||||||||||||||||
Gross | Accumulated | Gross | Accumulated | Amortization | |||||||||||||
Amount | Amortization | Amount | Amortization | Period (yrs) | |||||||||||||
Backlog | $ | 920,000 | $ | 920,000 | $ | 920,000 | $ | 920,000 | 1 | ||||||||
Training materials/courses | 282,000 | 282,000 | 282,000 | 282,000 | 5 | ||||||||||||
Non-compete agreements | 30,000 | 30,000 | 30,000 | 30,000 | 3 | ||||||||||||
| | | | | | | | | | | | | | | | | |
$ | 1,232,000 | $ | 1,232,000 | $ | 1,232,000 | $ | 1,232,000 | ||||||||||
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
EARNINGS_PER_SHARE_EPS_Tables
EARNINGS PER SHARE (EPS) (Tables) | 12 Months Ended | ||||||||||
Jan. 02, 2015 | |||||||||||
EARNINGS PER SHARE (EPS) | |||||||||||
Schedule of number of weighted-average shares used to compute basic and diluted EPS | |||||||||||
Fiscal Year | |||||||||||
2014 | 2013 | 2012 | |||||||||
Net income (loss) | $ | 9,416,000 | $ | 2,630,000 | $ | (17,300,000 | ) | ||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Weighted-average common shares outstanding | 7,488,000 | 7,355,000 | 7,310,000 | ||||||||
Effect of dilutive stock options and restricted stock awards | 251,000 | 140,000 | — | ||||||||
| | | | | | | | | | | |
Weighted-average common stock outstanding-diluted | 7,739,000 | 7,495,000 | 7,310,000 | ||||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Earnings (loss) per share: | |||||||||||
Basic | $ | 1.26 | $ | 0.36 | $ | (2.37 | ) | ||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Diluted | $ | 1.22 | $ | 0.35 | $ | (2.37 | ) | ||||
| | | | | | | | | | | |
| | | | | | | | | | | |
ACCOUNTS_RECEIVABLE_Tables
ACCOUNTS RECEIVABLE (Tables) | 12 Months Ended | ||||||||||
Jan. 02, 2015 | |||||||||||
ACCOUNTS RECEIVABLE | |||||||||||
Schedule of accounts receivable | |||||||||||
January 2, | December 27, | ||||||||||
2015 | 2013 | ||||||||||
Billed | $ | 13,151,000 | $ | 12,879,000 | |||||||
Unbilled | 12,170,000 | 9,635,000 | |||||||||
Contract retentions | 700,000 | 673,000 | |||||||||
| | | | | | | | ||||
26,021,000 | 23,187,000 | ||||||||||
Allowance for doubtful accounts | (662,000 | ) | (385,000 | ) | |||||||
| | | | | | | | ||||
$ | 25,359,000 | $ | 22,802,000 | ||||||||
| | | | | | | | ||||
| | | | | | | | ||||
Schedule of the movements in the allowance for doubtful accounts | |||||||||||
Fiscal Year | |||||||||||
2014 | 2013 | 2012 | |||||||||
Balance as of the beginning of the year | $ | 385,000 | $ | 303,000 | $ | 421,000 | |||||
Provision for doubtful accounts | 486,000 | 189,000 | 220,000 | ||||||||
Write-offs of uncollectible accounts | (209,000 | ) | (107,000 | ) | (341,000 | ) | |||||
Recoveries of accounts written off | — | — | 3,000 | ||||||||
| | | | | | | | | | | |
Balance as of the end of the year | $ | 662,000 | $ | 385,000 | $ | 303,000 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
EQUIPMENT_AND_LEASEHOLD_IMPROV1
EQUIPMENT AND LEASEHOLD IMPROVEMENTS (Tables) | 12 Months Ended | |||||||
Jan. 02, 2015 | ||||||||
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ||||||||
Schedule of equipment and leasehold improvements | ||||||||
January 2, | December 27, | |||||||
2015 | 2013 | |||||||
Furniture and fixtures | $ | 2,994,000 | $ | 3,039,000 | ||||
Computer hardware and software | 5,667,000 | 6,338,000 | ||||||
Leasehold improvements | 785,000 | 776,000 | ||||||
Equipment under capital leases | 919,000 | 831,000 | ||||||
Automobiles, trucks, and field equipment | 677,00 | 533,000 | ||||||
| | | | | | | | |
11,042,000 | 11,517,000 | |||||||
Accumulated depreciation and amortization | (9,658,000 | ) | (10,826,000 | ) | ||||
| | | | | | | | |
Equipment and leasehold improvements, net | $ | 1,384,000 | $ | 691,000 | ||||
| | | | | | | | |
| | | | | | | | |
ACCRUED_LIABILITIES_Tables
ACCRUED LIABILITIES (Tables) | 12 Months Ended | |||||||
Jan. 02, 2015 | ||||||||
ACCRUED LIABILITIES | ||||||||
Schedule of accrued liabilities | ||||||||
January 2, | December 27, | |||||||
2015 | 2013 | |||||||
Accrued bonuses | $ | 1,450,000 | $ | 31,000 | ||||
Paid leave bank | 1,404,000 | 1,243,000 | ||||||
Compensation and payroll taxes | 1,371,000 | 749,000 | ||||||
Accrued legal | 556,000 | 356,000 | ||||||
Accrued workers' compensation insurance | 192,000 | 141,000 | ||||||
Accrued rent | 149,000 | 367,000 | ||||||
Employee withholdings | 637,000 | 343,000 | ||||||
Client deposits | 79,000 | 232,000 | ||||||
Unvouchered accounts payable | 4,462,000 | 2,282,000 | ||||||
Other | 368,000 | 64,000 | ||||||
| | | | | | | | |
Total accrued liabilities | $ | 10,668,000 | $ | 5,808,000 | ||||
| | | | | | | | |
| | | | | | | | |
EQUITY_PLANS_Tables
EQUITY PLANS (Tables) | 12 Months Ended | ||||||||||
Jan. 02, 2015 | |||||||||||
EQUITY PLANS | |||||||||||
Schedule of assumptions | |||||||||||
2014 | 2013 | 2012 | |||||||||
Expected volatility | 38.35% - 40.00% | 40% | 39% | ||||||||
Expected dividends | 0% | 0% | 0% | ||||||||
Expected term (in years) | 6 | 5.75 - 6.00 | 5.75 - 6.00 | ||||||||
Risk-free rate | 1.63% - 1.73% | 1.31% - 1.36% | 0.65% - 1.09% | ||||||||
Summary of option activity and changes during the period | |||||||||||
Options | Weighted- | Weighted- | |||||||||
Average | Average | ||||||||||
Exercise | Remaining | ||||||||||
Price | Contractual | ||||||||||
Term (Years) | |||||||||||
Outstanding at December 27, 2013 | 978,000 | $ | 3.86 | 6.95 | |||||||
Granted | 235,000 | 10.23 | 9.68 | ||||||||
Exercised | (198,000 | ) | 2.24 | 4.74 | |||||||
Forfeited or expired | (89,000 | ) | 2.57 | — | |||||||
| | | | | | | | | | | |
Outstanding at January 2, 2015 | 926,000 | $ | 5.84 | 6.44 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Vested at January 2, 2015 | 595,000 | $ | 4.47 | 4.92 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Exercisable at January 2, 2015 | 595,000 | $ | 4.47 | 4.92 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Options | Weighted- | Weighted- | |||||||||
Average | Average | ||||||||||
Exercise | Remaining | ||||||||||
Price | Contractual | ||||||||||
Term (Years) | |||||||||||
Outstanding at December 28, 2012 | 992,000 | $ | 3.86 | 6.95 | |||||||
Granted | 100,000 | 3.62 | 2.44 | ||||||||
Exercised | (9,000 | ) | 1.65 | 5.67 | |||||||
Forfeited or expired | (105,000 | ) | — | — | |||||||
| | | | | | | | | | | |
Outstanding at December 27, 2013 | 978,000 | $ | 3.95 | 3.35 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Vested at December 27, 2013 | 796,000 | $ | 4.04 | 7.9 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Exercisable at December 27, 2013 | 796,000 | $ | 4.04 | 7.9 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Options | Weighted- | Weighted- | |||||||||
Average | Average | ||||||||||
Exercise | Remaining | ||||||||||
Price | Contractual | ||||||||||
Term (Years) | |||||||||||
Outstanding at December 30, 2011 | 912,000 | $ | 3.94 | 7.47 | |||||||
Granted | 202,000 | 3.3 | 9.34 | ||||||||
Exercised | (5,000 | ) | 1.81 | 6.73 | |||||||
Forfeited or expired | (117,000 | ) | — | — | |||||||
| | | | | | | | | | | |
Outstanding at December 28, 2012 | 992,000 | $ | 3.86 | 6.95 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Vested at December 28, 2012 | 700,000 | $ | 4.09 | 6.19 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Exercisable at December 28, 2012 | 700,000 | $ | 4.09 | 6.19 | |||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Summary of the status of the nonvested options and changes in nonvested options | |||||||||||
Options | Weighted- | ||||||||||
Average | |||||||||||
Grant-Date | |||||||||||
Fair Value | |||||||||||
Nonvested at December 27, 2013 | 207,000 | $ | 3.55 | ||||||||
Granted | 235,000 | 4.15 | |||||||||
Vested | (108,000 | ) | 3.41 | ||||||||
Forfeited | (3,000 | ) | 3.85 | ||||||||
| | | | | | | | ||||
Nonvested at January 2, 2015 | 331,000 | 3.37 | |||||||||
| | | | | | | | ||||
| | | | | | | | ||||
Options | Weighted- | ||||||||||
Average | |||||||||||
Grant-Date | |||||||||||
Fair Value | |||||||||||
Nonvested at December 28, 2012 | 293,000 | $ | 1.28 | ||||||||
Granted | 100,000 | 3.62 | |||||||||
Vested | (143,000 | ) | 3.17 | ||||||||
Forfeited | (43,000 | ) | 3.33 | ||||||||
| | | | | | | | ||||
Nonvested at December 27, 2013 | 207,000 | 3.55 | |||||||||
| | | | | | | | ||||
| | | | | | | | ||||
Options | Weighted- | ||||||||||
Average | |||||||||||
Grant-Date | |||||||||||
Fair Value | |||||||||||
Nonvested at December 30, 2011 | 341,000 | $ | 1.13 | ||||||||
Granted | 202,000 | 1.27 | |||||||||
Vested | (212,000 | ) | 1.07 | ||||||||
Forfeited | (38,000 | ) | 1.1 | ||||||||
| | | | | | | | ||||
Nonvested at December 28, 2012 | 293,000 | 1.28 | |||||||||
| | | | | | | | ||||
| | | | | | | | ||||
Summary of restricted stock activity | |||||||||||
Restricted | Weighted- | ||||||||||
Stock | Average | ||||||||||
Grant Date | |||||||||||
Fair Value | |||||||||||
Outstanding at December 27, 2013 | 25,000 | $ | 2.96 | ||||||||
Granted | 25,000 | 7.13 | |||||||||
Vested | (12,500 | ) | 2.96 | ||||||||
Forfeited | — | ||||||||||
| | | | | | | | ||||
Outstanding at January 2, 2015 | 37,500 | $ | 5.74 | ||||||||
| | | | | | | | ||||
| | | | | | | | ||||
DEBT_OBLIGATIONS_Tables
DEBT OBLIGATIONS (Tables) | 12 Months Ended | |||||||
Jan. 02, 2015 | ||||||||
DEBT OBLIGATIONS | ||||||||
Schedule of debt obligations, excluding obligations under capital leases | ||||||||
2014 | 2013 | |||||||
Outstanding borrowings on line of credit | $ | — | $ | — | ||||
Notes payable for vehicles, 36 month term, bearing interest at 1.9%, payable in monthly principal and interest installments of $6,000 through January 2014, secured by vehicles | — | 7,000 | ||||||
Notes payable for insurance, 9 month term, bearing interest at 1.9%, payable in monthly principal and interest installments of $28,000 through August 2014 | — | 462,000 | ||||||
Notes payable for insurance, 9 month term, bearing interest at 1.8%, payable in monthly principal and interest installments of $50,000 through August 2015 | 352,000 | — | ||||||
Other | 3,000 | 48,000 | ||||||
| | | | | | | | |
355,000 | 517,000 | |||||||
Less current portion | 355,000 | 517,000 | ||||||
| | | | | | | | |
Debt obligations, less current portion | $ | — | $ | — | ||||
| | | | | | | | |
| | | | | | | | |
COMMITMENTS_Tables
COMMITMENTS (Tables) | 12 Months Ended | |||||||
Jan. 02, 2015 | ||||||||
COMMITMENTS | ||||||||
Summary of future minimum rental payments under capital and non-cancelable operating leases | ||||||||
Capital | Operating | |||||||
Fiscal year: | ||||||||
2015 | $ | 352,000 | $ | 1,862,000 | ||||
2016 | 259,000 | 965,000 | ||||||
2017 | 56,000 | 695,000 | ||||||
2018 | — | 502,000 | ||||||
2019 | — | 494,000 | ||||||
Thereafter | — | 49,000 | ||||||
| | | | | | | | |
Total future minimum lease payments | 667,000 | $ | 4,567,000 | |||||
| | | | | | | | |
| | | | | | | | |
Amount representing maintenance | (24,000 | ) | ||||||
Amount representing interest (at rates ranging from 3.25% to 3.75%) | (13,000 | ) | ||||||
| | | | | | | | |
Present value of net minimum lease payments under capital leases | 630,000 | |||||||
Less current portion | 324,000 | |||||||
| | | | | | | | |
$ | 306,000 | |||||||
| | | | | | | | |
| | | | | | | | |
Schedule of reconciliation of the liability for lease abandonment expense | ||||||||
Fiscal 2014 | Fiscal 2013 | |||||||
Liability for abandoned leases as of beginning of year | $ | 122,000 | $ | 162,000 | ||||
Lease abandonment expense, net | 9,000 | 30,000 | ||||||
Lease payments on abandoned leases, net of sublease payments | (153,000 | ) | (189,000 | ) | ||||
Other | 66,000 | 119,000 | ||||||
| | | | | | | | |
Liability for abandoned leases as of the end of the year | $ | 44,000 | $ | 122,000 | ||||
| | | | | | | | |
| | | | | | | | |
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 12 Months Ended | ||||||||||
Jan. 02, 2015 | |||||||||||
INCOME TAXES | |||||||||||
Schedule of provision (benefit) for income taxes | |||||||||||
Fiscal Year | |||||||||||
2014 | 2013 | 2012 | |||||||||
Current federal taxes | $ | 274,000 | $ | 88,000 | $ | 88,000 | |||||
Current state taxes | 164,000 | 44,000 | 77,000 | ||||||||
Deferred federal taxes (benefit) | (782,000 | ) | — | (1,830,000 | ) | ||||||
Deferred state taxes (benefit) | (646,000 | ) | — | (418,000 | ) | ||||||
| | | | | | | | | | | |
$ | (990,000 | ) | $ | 132,000 | $ | (2,083,000 | ) | ||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Schedule of sources and tax effects of the differences | |||||||||||
2014 | 2013 | 2012 | |||||||||
Computed "expected" federal income tax expense (benefit) | $ | 2,864,000 | $ | 940,000 | $ | (6,590,000 | ) | ||||
Permanent differences | 139,000 | 93,000 | 93,000 | ||||||||
Current and deferred state income tax expense (benefit), net of federal benefit | 586,000 | (19,000 | ) | (1,081,000 | ) | ||||||
Change in valuation allowances on deferred tax assets | (4,576,000 | ) | (897,000 | ) | 5,473,000 | ||||||
Other | (3,000 | ) | 15,000 | 22,000 | |||||||
| | | | | | | | | | | |
$ | (990,000 | ) | $ | 132,000 | $ | (2,083,000 | ) | ||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Schedule of the tax effects of temporary differences that give rise to significant portions of the net deferred tax assets and liabilities | |||||||||||
January 2, | December 27, | December 28, | |||||||||
2015 | 2013 | 2012 | |||||||||
Current deferred tax assets: | |||||||||||
Accounts receivable allowance | $ | 265,000 | $ | 156,000 | $ | 119,000 | |||||
Other accrued liabilities | 1,482,000 | 764,000 | 866,000 | ||||||||
| | | | | | | | | | | |
1,747,000 | 920,000 | 985,000 | |||||||||
Valuation allowance | — | (483,000 | ) | (570,000 | ) | ||||||
| | | | | | | | | | | |
Net deferred tax assets | 1,747,000 | 437,000 | 415,000 | ||||||||
| | | | | | | | | | | |
Current deferred tax liabilities: | |||||||||||
Deferred revenue | (4,878,000 | ) | (4,125,000 | ) | (3,867,000 | ) | |||||
| | | | | | | | | | | |
(4,878,000 | ) | (4,125,000 | ) | (3,867,000 | ) | ||||||
| | | | | | | | | | | |
Net current deferred tax liability | $ | (3,131,000 | ) | $ | (3,688,000 | ) | $ | (3,452,000 | ) | ||
| | | | | | | | | | | |
| | | | | | | | | | | |
Deferred tax assets, net of current portion: | |||||||||||
Federal and state net operating losses | $ | 244,000 | $ | 3,157,000 | $ | 3,370,000 | |||||
Intangible assets | 4,016,000 | 4,571,000 | 4,962,000 | ||||||||
Other | 409,000 | 64,000 | 143,000 | ||||||||
| | | | | | | | | | | |
4,669,000 | 7,792,000 | 8,475,000 | |||||||||
Valuation allowance | — | (4,093,000 | ) | (4,903,000 | ) | ||||||
| | | | | | | | | | | |
Net deferred tax assets | 4,669,000 | 3,699,000 | 3,572,000 | ||||||||
Deferred tax liabilities, net of current portion: | |||||||||||
Fixed assets | (111,000 | ) | (11,000 | ) | (67,000 | ) | |||||
Other | — | — | (53,000 | ) | |||||||
| | | | | | | | | | | |
Net non-current deferred tax assets | $ | 4,558,000 | $ | 3,688,000 | $ | 3,452,000 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
SEGMENT_INFORMATION_Tables
SEGMENT INFORMATION (Tables) | 12 Months Ended | ||||||||||||||||||||||
Jan. 02, 2015 | |||||||||||||||||||||||
SEGMENT INFORMATION | |||||||||||||||||||||||
Schedule of financial information with respect to the reportable segments and reconciliation to the amounts reported in the consolidated financial statements | |||||||||||||||||||||||
Engineering | Energy | Public | Homeland | Unallocated | Intersegment | Consolidated | |||||||||||||||||
Services | Efficiency | Finance | Security | Corporate(2) | Total | ||||||||||||||||||
Services | Services | Services | |||||||||||||||||||||
Fiscal Year 2014: | |||||||||||||||||||||||
Contract revenue | $ | 40,783,000 | $ | 52,941,000 | $ | 10,630,000 | $ | 3,726,000 | $ | — | $ | — | $ | 108,080,000 | |||||||||
Depreciation and amortization | 191,000 | 212,000 | 39,000 | 18,000 | — | — | 459,000 | ||||||||||||||||
Interest expense (income) | 17,000 | (33,000 | ) | 2,000 | (2,000 | ) | (16,000 | ) | |||||||||||||||
Segment profit (loss) before income tax expense | 4,008,000 | 4,814,000 | 661,000 | 443,000 | (1,500,000 | ) | — | 8,426,000 | |||||||||||||||
Income tax (benefit) expense | (454,000 | ) | (599,000 | ) | (64,000 | ) | (49,000 | ) | 176,000 | — | (990,000 | ) | |||||||||||
Net income (loss) | 4,462,000 | 5,413,000 | 725,000 | 492,000 | (1,676,000 | ) | — | 9,416,000 | |||||||||||||||
Segment assets(1) | 11,166,000 | 11,769,000 | 3,944,000 | 708,000 | 50,202,000 | (23,130,000 | ) | 54,659,000 | |||||||||||||||
Fiscal Year 2013: | |||||||||||||||||||||||
Contract revenue | $ | 35,217,000 | $ | 36,041,000 | $ | 9,845,000 | $ | 4,407,000 | $ | — | $ | — | $ | 85,510,000 | |||||||||
Depreciation and amortization | 214,000 | 223,000 | 41,000 | 39,000 | — | — | 517,000 | ||||||||||||||||
Interest (income) expense | (68,000 | ) | (25,000 | ) | (3,000 | ) | 2,000 | — | — | (94,000 | ) | ||||||||||||
Segment profit before income tax expense | 1,125,000 | 710,000 | 535,000 | 392,000 | — | — | 2,762,000 | ||||||||||||||||
Income tax expense (benefit) | 53,000 | 45,000 | 17,000 | 17,000 | — | — | 132,000 | ||||||||||||||||
Net income | 1,072,000 | 665,000 | 518,000 | 375,000 | — | — | 2,630,000 | ||||||||||||||||
Segment assets(1) | 10,436,000 | 10,305,000 | 3,528,000 | 1,406,000 | 35,692,000 | (23,130,000 | ) | 38,237,000 | |||||||||||||||
Fiscal Year 2012: | |||||||||||||||||||||||
Contract revenue | $ | 34,026,000 | $ | 45,549,000 | $ | 9,780,000 | $ | 4,088,000 | $ | — | $ | — | $ | 93,443,000 | |||||||||
Depreciation and amortization | 256,000 | 262,000 | 53,000 | 100,000 | — | — | 671,000 | ||||||||||||||||
Interest expense (income) | 50,000 | 52,000 | 1,000 | 3,000 | — | — | 106,000 | ||||||||||||||||
Segment (loss) profit before income tax expense | (726,000 | ) | (19,314,000 | ) | 930,000 | (273,000 | ) | — | — | (19,383,000 | ) | ||||||||||||
Income tax expense (benefit) | (115,000 | ) | (2,211,000 | ) | 344,000 | (101,000 | ) | — | — | (2,083,000 | ) | ||||||||||||
Net (loss) income | (611,000 | ) | (17,103,000 | ) | 586,000 | (172,000 | ) | — | — | (17,300,000 | ) | ||||||||||||
Segment assets(1) | 9,237,000 | 13,256,000 | 3,411,000 | 1,371,000 | 37,831,000 | (23,129,000 | ) | 41,977,000 | |||||||||||||||
-1 | Segment assets are presented net of intercompany receivables. | ||||||||||||||||||||||
-2 | The following sets forth the assets that are included in Unallocated Corporate as of January 2, 2015, December 27, 2013 and December 30, 2011. | ||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
Assets: | |||||||||||||||||||||||
Cash and cash equivalents | $ | 20,371,000 | $ | 7,341,000 | $ | 9,881,000 | |||||||||||||||||
Prepaid expenses | 1,404,000 | 1,206,000 | 1,041,000 | ||||||||||||||||||||
Intercompany receivables | 85,259,000 | 114,800,000 | 113,615,000 | ||||||||||||||||||||
Other receivables | 19,000 | 73,000 | 49,000 | ||||||||||||||||||||
Equipment and leasehold improvements, net | 440,000 | 177,000 | 194,000 | ||||||||||||||||||||
Investments in subsidiaries | 23,130,000 | 23,130,000 | 23,130,000 | ||||||||||||||||||||
Other | 4,640,000 | 3,765,000 | 3,536,000 | ||||||||||||||||||||
| | | | | | | | | | | |||||||||||||
$ | 135,263,000 | $ | 150,492,000 | $ | 151,446,000 | ||||||||||||||||||
| | | | | | | | | | | |||||||||||||
| | | | | | | | | | | |||||||||||||
Schedule of assets included in Unallocated Corporate | |||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
Assets: | |||||||||||||||||||||||
Cash and cash equivalents | $ | 20,371,000 | $ | 7,341,000 | $ | 9,881,000 | |||||||||||||||||
Prepaid expenses | 1,404,000 | 1,206,000 | 1,041,000 | ||||||||||||||||||||
Intercompany receivables | 85,259,000 | 114,800,000 | 113,615,000 | ||||||||||||||||||||
Other receivables | 19,000 | 73,000 | 49,000 | ||||||||||||||||||||
Equipment and leasehold improvements, net | 440,000 | 177,000 | 194,000 | ||||||||||||||||||||
Investments in subsidiaries | 23,130,000 | 23,130,000 | 23,130,000 | ||||||||||||||||||||
Other | 4,640,000 | 3,765,000 | 3,536,000 | ||||||||||||||||||||
| | | | | | | | | | | |||||||||||||
$ | 135,263,000 | $ | 150,492,000 | $ | 151,446,000 | ||||||||||||||||||
| | | | | | | | | | | |||||||||||||
| | | | | | | | | | | |||||||||||||
QUARTERLY_FINANCIAL_INFORMATIO1
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended | |||||||||||||
Jan. 02, 2015 | ||||||||||||||
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | ||||||||||||||
Schedule of selected quarterly information | ||||||||||||||
Fiscal Three Months Ended | ||||||||||||||
March 28, | June 27, | September 26, | January 2, | |||||||||||
2014 | 2014 | 2014 | 2015 | |||||||||||
(in thousands except per share amounts) | ||||||||||||||
Contract revenue | $ | 22,686 | $ | 26,970 | $ | 28,187 | $ | 30,237 | ||||||
Income from operations | 1,312 | 1,941 | 2,651 | 2,405 | ||||||||||
Income tax expense (benefit) | 44 | 64 | (1,464 | ) | 366 | |||||||||
Net income | 1,315 | 1,893 | 4,161 | 2,047 | ||||||||||
Earnings per share: | ||||||||||||||
Basic | $ | 0.18 | $ | 0.26 | $ | 0.55 | $ | 0.27 | ||||||
Diluted | $ | 0.17 | $ | 0.25 | $ | 0.53 | $ | 0.26 | ||||||
Weighted-average shares outstanding: | ||||||||||||||
Basic | 7,397 | 7,405 | 7,507 | 7,618 | ||||||||||
Diluted | 7,609 | 7,661 | 7,855 | 7,986 | ||||||||||
Fiscal Three Months Ended | ||||||||||||||
March 29, | June 28, | September 27, | December 27, | |||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||
(in thousands except per share amounts) | ||||||||||||||
Contract revenue | $ | 21,385 | $ | 20,496 | $ | 21,167 | $ | 22,462 | ||||||
Income from operations | 457 | 718 | 882 | 551 | ||||||||||
Income tax expense (benefit) | 49 | (8 | ) | 44 | 47 | |||||||||
Net income | 399 | 688 | 842 | 701 | ||||||||||
Earnings per share: | ||||||||||||||
Basic | $ | 0.05 | $ | 0.09 | $ | 0.11 | $ | 0.1 | ||||||
Diluted | $ | 0.05 | $ | 0.09 | $ | 0.11 | $ | 0.09 | ||||||
Weighted-average shares outstanding: | ||||||||||||||
Basic | 7,335 | 7,353 | 7,359 | 7,375 | ||||||||||
Diluted | 7,382 | 7,401 | 7,526 | 7,520 | ||||||||||
SUMMARY_OF_SIGNIFICANT_ACCOUNT3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) | 12 Months Ended | 3 Months Ended | ||
Jan. 02, 2015 | Dec. 27, 2013 | Dec. 28, 2012 | Jan. 02, 2015 | |
Summary of Significant Accounting Policies [Line Items] | ||||
Length of fiscal year | 371 days | 364 days | 364 days | |
Minimum | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Length of fiscal year | 364 days | 91 days | ||
Maximum | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Length of fiscal year | 371 days | 98 days |
SUMMARY_OF_SIGNIFICANT_ACCOUNT4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) (USD $) | 12 Months Ended | |||
Jan. 02, 2015 | Dec. 27, 2013 | Dec. 28, 2012 | Dec. 30, 2011 | |
subsidiary | ||||
segment | ||||
Cash, Cash Equivalents and Liquid Investments | ||||
Cash and cash equivalents | $20,371,000 | $8,134,000 | $10,006,000 | $3,001,000 |
Segment Information | ||||
Number of wholly owned subsidiaries | 6 | |||
Number of subsidiaries aggregated as one reporting segment | 3 | |||
Number of reportable segments into which three of the six subsidiaries are aggregated | 1 | |||
Number of subsidiaries each of which comprise separate reporting segments | 3 | |||
Wells Fargo Stage Coach Sweep Investment Account | ||||
Cash, Cash Equivalents and Liquid Investments | ||||
Cash and cash equivalents | 1,103,000 | |||
Money Market Funds | ||||
Cash, Cash Equivalents and Liquid Investments | ||||
Cash and cash equivalents | 1,002,000 | |||
Wells Fargo Advantage Heritage Fund | ||||
Cash, Cash Equivalents and Liquid Investments | ||||
Cash and cash equivalents | 48,000 | |||
Wells Fargo Collateral Investment Account | ||||
Cash, Cash Equivalents and Liquid Investments | ||||
Cash and cash equivalents | 5,003,000 | |||
B M O Harris Bank Master Control Operating Account | ||||
Cash, Cash Equivalents and Liquid Investments | ||||
Cash and cash equivalents | 20,317,000 | |||
Cash | ||||
Cash, Cash Equivalents and Liquid Investments | ||||
Cash and cash equivalents | $54,000 | $978,000 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 3) (USD $) | 12 Months Ended | ||
Jan. 02, 2015 | Dec. 27, 2013 | Dec. 28, 2012 | |
item | |||
Accounting for Contracts | |||
Number of principal types of pricing provisions | 3 | ||
Costs of contract revenue | |||
Payroll taxes, bonuses and employee benefit costs for all Company personnel | $21,394,000 | $20,555,000 | $22,421,000 |
Facilities costs | 4,371,000 | 4,654,000 | 4,871,000 |
Cost of Sales | |||
Costs of contract revenue | |||
Payroll taxes, bonuses and employee benefit costs for all Company personnel | 0 | ||
Facilities costs | $0 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 4) | 12 Months Ended |
Jan. 02, 2015 | |
Equipment | Minimum | |
Equipment and Leasehold Improvements | |
Estimated Useful Life | 2 years |
Equipment | Maximum | |
Equipment and Leasehold Improvements | |
Estimated Useful Life | 5 years |
Furniture and fixtures | |
Equipment and Leasehold Improvements | |
Estimated Useful Life | 5 years |
Computer Equipment | |
Equipment and Leasehold Improvements | |
Estimated Useful Life | 2 years |
Software and Software Development Costs | |
Equipment and Leasehold Improvements | |
Estimated Useful Life | 3 years |
Vehicles | |
Equipment and Leasehold Improvements | |
Estimated Useful Life | 3 years |
Other Machinery and Equipment | |
Equipment and Leasehold Improvements | |
Estimated Useful Life | 5 years |
GOODWILL_AND_OTHER_INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 1) (USD $) | 12 Months Ended | ||
Jan. 02, 2015 | Dec. 27, 2013 | Dec. 28, 2012 | |
Goodwill and other intangible assets | |||
Goodwill | $0 | $0 | |
Gross Amount | 1,232,000 | 1,232,000 | |
Accumulated Amortization | 1,232,000 | 1,232,000 | |
Amortization expense for acquired identifiable intangible assets | 0 | 12,000 | 37,000 |
Estimated future amortization expense | 0 | ||
Backlog | |||
Goodwill and other intangible assets | |||
Gross Amount | 920,000 | 920,000 | |
Accumulated Amortization | 920,000 | 920,000 | |
Amortization Period | 1 year | ||
Training materials/courses | |||
Goodwill and other intangible assets | |||
Gross Amount | 282,000 | 282,000 | |
Accumulated Amortization | 282,000 | 282,000 | |
Amortization Period | 5 years | ||
Non-compete agreements | |||
Goodwill and other intangible assets | |||
Gross Amount | 30,000 | 30,000 | |
Accumulated Amortization | $30,000 | $30,000 | |
Amortization Period | 3 years |
EARNINGS_PER_SHARE_EPS_Details
EARNINGS PER SHARE (EPS) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 02, 2015 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 27, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Jan. 02, 2015 | Dec. 27, 2013 | Dec. 28, 2012 | |
Earnings per share | |||||||||||
Net income (loss) | $2,047,000 | $4,161,000 | $1,893,000 | $1,315,000 | $701,000 | $842,000 | $688,000 | $399,000 | $9,416,000 | $2,630,000 | ($17,300,000) |
Weighted-average common shares outstanding-basic | 7,618,000 | 7,507,000 | 7,405,000 | 7,397,000 | 7,375,000 | 7,359,000 | 7,353,000 | 7,335,000 | 7,488,000 | 7,355,000 | 7,310,000 |
Effect of dilutive stock options and restricted stock awards (in shares) | 251,000 | 140,000 | |||||||||
Weighted-average common shares outstanding-diluted | 7,986,000 | 7,855,000 | 7,661,000 | 7,609,000 | 7,520,000 | 7,526,000 | 7,401,000 | 7,382,000 | 7,739,000 | 7,495,000 | 7,310,000 |
Earnings per share: | |||||||||||
Basic (in dollars per share) | $0.27 | $0.55 | $0.26 | $0.18 | $0.10 | $0.11 | $0.09 | $0.05 | $1.26 | $0.36 | ($2.37) |
Diluted (in dollars per share) | $0.26 | $0.53 | $0.25 | $0.17 | $0.09 | $0.11 | $0.09 | $0.05 | $1.22 | $0.35 | ($2.37) |
Stock options | |||||||||||
Anti-dilutive securities excluded from the computation of earnings per share | |||||||||||
Number of awards excluded from calculation of dilutive potential common shares (in shares) | 251,000 | 459,000 | 654,000 |
ACCOUNTS_RECEIVABLE_Details
ACCOUNTS RECEIVABLE (Details) (USD $) | 12 Months Ended | ||
Jan. 02, 2015 | Dec. 27, 2013 | Dec. 28, 2012 | |
Accounts receivable | |||
Gross | $26,021,000 | $23,187,000 | |
Allowance for doubtful accounts | -662,000 | -385,000 | -303,000 |
Net | 25,359,000 | 22,802,000 | |
Movements in the allowance for doubtful accounts | |||
Balance as of the beginning of the year | 385,000 | 303,000 | 421,000 |
Provision for doubtful accounts | 486,000 | 189,000 | 220,000 |
Write-offs of uncollectible accounts | -209,000 | -107,000 | -341,000 |
Recoveries of accounts written off | 3,000 | ||
Balance as of the end of the year | 662,000 | 385,000 | 303,000 |
Accounts Receivable. | Credit concentration risk | |||
Movements in the allowance for doubtful accounts | |||
Number of clients representing concentration risk on outstanding receivables | 1 | ||
Percentage of outstanding receivables accounted for by one client | 17.00% | 26.00% | |
Billed | |||
Accounts receivable | |||
Gross | 13,151,000 | 12,879,000 | |
Unbilled | |||
Accounts receivable | |||
Gross | 12,170,000 | 9,635,000 | |
Contract retentions | |||
Accounts receivable | |||
Gross | $700,000 | $673,000 |
EQUIPMENT_AND_LEASEHOLD_IMPROV2
EQUIPMENT AND LEASEHOLD IMPROVEMENTS (Details) (USD $) | Jan. 02, 2015 | Dec. 27, 2013 |
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ||
Equipment and leasehold improvements, Gross | $11,042,000 | $11,517,000 |
Accumulated depreciation and amortization | -9,658,000 | -10,826,000 |
Equipment and leasehold improvements, net | 1,384,000 | 691,000 |
Furniture and fixtures | ||
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ||
Equipment and leasehold improvements, Gross | 2,994,000 | 3,039,000 |
Computer hardware and software | ||
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ||
Equipment and leasehold improvements, Gross | 5,667,000 | 6,338,000 |
Leasehold improvements | ||
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ||
Equipment and leasehold improvements, Gross | 785,000 | 776,000 |
Equipment under capital leases | ||
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ||
Equipment and leasehold improvements, Gross | 919,000 | 831,000 |
Accumulated depreciation and amortization | -176,000 | -152,000 |
Automobiles, trucks, and field equipment | ||
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ||
Equipment and leasehold improvements, Gross | $677,000 | $533,000 |
ACCRUED_LIABILITIES_Details
ACCRUED LIABILITIES (Details) (USD $) | Jan. 02, 2015 | Dec. 27, 2013 |
ACCRUED LIABILITIES | ||
Accrued bonuses | $1,450,000 | $31,000 |
Paid leave bank | 1,404,000 | 1,243,000 |
Compensation and payroll taxes | 1,371,000 | 749,000 |
Accrued legal | 556,000 | 356,000 |
Accrued workers' compensation insurance | 192,000 | 141,000 |
Accrued rent | 149,000 | 367,000 |
Employee withholdings | 637,000 | 343,000 |
Client deposits | 79,000 | 232,000 |
Unvouchered accounts payable | 4,462,000 | 2,282,000 |
Other | 368,000 | 64,000 |
Total accrued liabilities | $10,668,000 | $5,808,000 |
EQUITY_PLANS_Details
EQUITY PLANS (Details) (USD $) | 12 Months Ended | 1 Months Ended | 82 Months Ended | 1 Months Ended | 12 Months Ended | 103 Months Ended | 82 Months Ended | 103 Months Ended | ||||
Jan. 02, 2015 | Dec. 27, 2013 | Dec. 28, 2012 | Jun. 30, 2006 | Jan. 02, 2015 | Mar. 31, 2008 | Dec. 31, 2010 | Dec. 30, 2011 | Jan. 02, 2015 | Jan. 02, 2015 | Jan. 02, 2015 | Jun. 30, 2008 | |
plan | ||||||||||||
Equity plans | ||||||||||||
Number of share-based compensation plans | 2 | |||||||||||
Compensation expense recognized for stock options issued (in dollars) | $258,000 | $150,000 | $227,000 | |||||||||
Fully-vested options | ||||||||||||
Stock price at the end of the year (in dollars per share) | $14.50 | 14.5 | 14.5 | 14.5 | 14.5 | |||||||
Unrecognized compensation expense | ||||||||||||
Weighted-average period over which unrecognized expense is expected to be recognized | 6 years 15 days | |||||||||||
2006 Plan | ||||||||||||
Equity plans | ||||||||||||
Termination period of the plan | 10 years | |||||||||||
Granted (in shares) | 0 | |||||||||||
Number of shares of common stock reserved for issuance | 300,000 | |||||||||||
Number of shares of common stock reserved for issuance | 168,500 | 168,500 | 168,500 | 168,500 | 168,500 | |||||||
Options | ||||||||||||
Granted (in shares) | 0 | |||||||||||
Nonvested Options | ||||||||||||
Granted (in shares) | 0 | |||||||||||
2008 Plan | ||||||||||||
Equity plans | ||||||||||||
Termination period of the plan | 10 years | |||||||||||
Number of shares of common stock reserved for issuance | 426,602 | 426,602 | 450,000 | 426,602 | 426,602 | 426,602 | ||||||
Shares available for grant under 2008 Plan from 2006 Plan | 70,333 | |||||||||||
Number of additional shares authorized | 500,000 | 350,000 | ||||||||||
2006 Employee Stock Purchase Plan | ||||||||||||
Equity plans | ||||||||||||
Number of shares of common stock reserved for issuance | 300,000 | |||||||||||
Employee Stock Purchase Plan | ||||||||||||
Shares issuable in any one calendar year | 100,000 | |||||||||||
Purchase price per share as a percentage of fair market value | 95.00% | |||||||||||
Number of shares available for issuance | 81,113 | 81,113 | 81,113 | 81,113 | 81,113 | |||||||
Stock options | ||||||||||||
Equity plans | ||||||||||||
Granted (in shares) | 235,000 | 100,000 | 202,000 | |||||||||
Assumptions | ||||||||||||
Expected volatility (as a percent) | 40.00% | 39.00% | ||||||||||
Expected volatility, minimum (as a percent) | 38.35% | |||||||||||
Expected volatility, maximum (as a percent) | 40.00% | |||||||||||
Expected dividends (as a percent) | 0.00% | 0.00% | 0.00% | |||||||||
Expected term | 6 years | |||||||||||
Risk-free rate, minimum (as a percent) | 1.63% | 1.31% | 0.65% | |||||||||
Risk-free rate, maximum (as a percent) | 1.73% | 1.36% | 1.09% | |||||||||
Fully-vested options | ||||||||||||
Intrinsic value of the fully-vested options (in dollars) | 5,960,000 | 5,960,000 | 5,960,000 | 5,960,000 | 5,960,000 | |||||||
Options | ||||||||||||
Outstanding at the beginning of the period (in shares) | 978,000 | 992,000 | 912,000 | |||||||||
Granted (in shares) | 235,000 | 100,000 | 202,000 | |||||||||
Exercised (in shares) | -198,000 | -9,000 | -5,000 | |||||||||
Forfeited or expired (in shares) | -89,000 | -105,000 | -117,000 | |||||||||
Outstanding at the end of the period (in shares) | 926,000 | 978,000 | 992,000 | 926,000 | 912,000 | 926,000 | 926,000 | 926,000 | ||||
Vested at the end of the period (in shares) | 595,000 | 796,000 | 700,000 | 595,000 | 595,000 | 595,000 | 595,000 | |||||
Exercisable at the end of the period (in shares) | 595,000 | 796,000 | 700,000 | 595,000 | 595,000 | 595,000 | 595,000 | |||||
Weighted-Average Exercise Price | ||||||||||||
Outstanding at the beginning of the period (in dollars per share) | $3.95 | $3.86 | $3.94 | |||||||||
Granted (in dollars per share) | $10.23 | $3.62 | $3.30 | |||||||||
Exercised (in dollars per share) | $2.24 | $1.65 | $1.81 | |||||||||
Forfeited or expired | $2.57 | |||||||||||
Outstanding at the end of the period (in dollars per share) | $5.84 | $3.95 | $3.86 | 5.84 | $3.94 | 5.84 | 5.84 | 5.84 | ||||
Vested at the end of the period (in dollars per share) | $4.47 | $4.04 | $4.09 | 4.47 | 4.47 | 4.47 | 4.47 | |||||
Exercisable at the end of the period (in dollars per share) | $4.47 | $4.04 | $4.09 | 4.47 | 4.47 | 4.47 | 4.47 | |||||
Weighted-Average Remaining Contractual Term | ||||||||||||
Outstanding at the beginning of the period | 6 years 5 months 9 days | 3 years 4 months 6 days | 6 years 11 months 12 days | 7 years 5 months 19 days | ||||||||
Granted | 9 years 8 months 5 days | 2 years 5 months 9 days | 9 years 4 months 2 days | |||||||||
Exercised | 4 years 8 months 27 days | 5 years 8 months 1 day | 6 years 8 months 23 days | |||||||||
Outstanding at the end of the period | 6 years 5 months 9 days | 3 years 4 months 6 days | 6 years 11 months 12 days | 7 years 5 months 19 days | ||||||||
Vested at the end of the period | 4 years 11 months 1 day | 7 years 10 months 24 days | 6 years 2 months 9 days | |||||||||
Exercisable at the end of the period | 4 years 11 months 1 day | 7 years 10 months 24 days | 6 years 2 months 9 days | |||||||||
Nonvested Options | ||||||||||||
Nonvested outstanding at the beginning of the period (in shares) | 207,000 | 293,000 | 341,000 | |||||||||
Granted (in shares) | 235,000 | 100,000 | 202,000 | |||||||||
Vested (in shares) | -108,000 | -143,000 | -212,000 | |||||||||
Forfeited (in shares) | -3,000 | -43,000 | -38,000 | |||||||||
Nonvested outstanding at the end of the period (in shares) | 331,000 | 207,000 | 293,000 | 331,000 | 341,000 | 331,000 | 331,000 | 331,000 | ||||
Nonvested Options, Weighted Average Grant-Date Fair Value | ||||||||||||
Nonvested at the beginning of the period (in dollars per share) | $3.55 | $1.28 | $1.13 | |||||||||
Granted (in dollars per share) | $4.15 | $3.62 | $1.27 | |||||||||
Vested (in dollars per share) | $3.41 | $3.17 | $1.07 | |||||||||
Forfeited (in dollars per share) | $3.85 | $3.33 | $1.10 | |||||||||
Nonvested at the end of the period (in dollars per share) | $3.37 | $3.55 | $1.28 | 3.37 | $1.13 | 3.37 | 3.37 | 3.37 | ||||
Awards granted that were immediately vested (in shares) | 0 | 0 | 0 | |||||||||
Unrecognized compensation expense | ||||||||||||
Unrecognized compensation expense related to non-vested stock options (in dollars) | 422,000 | 422,000 | 422,000 | 422,000 | 422,000 | |||||||
Stock options | Minimum | ||||||||||||
Assumptions | ||||||||||||
Expected term | 5 years 9 months | 5 years 9 months | ||||||||||
Stock options | Maximum | ||||||||||||
Assumptions | ||||||||||||
Expected term | 6 years | 6 years | ||||||||||
Stock options | 2008 Plan | ||||||||||||
Equity plans | ||||||||||||
Maximum number of shares a participant may be granted in options to purchase during fiscal year | 100,000 | |||||||||||
Incentive stock options | 2006 Plan | ||||||||||||
Equity plans | ||||||||||||
Options granted, net of forfeitures, expirations and exercises (in shares) | 162,500 | |||||||||||
Incentive stock options | 2008 Plan | ||||||||||||
Equity plans | ||||||||||||
Options granted, net of forfeitures, expirations and exercises (in shares) | 646,234 | |||||||||||
Incentive stock options | 2008 Plan | Maximum | ||||||||||||
Equity plans | ||||||||||||
Expiration period from date of grant | 10 years | |||||||||||
Non-statutory/Nonqualified stock options | 2006 Plan | ||||||||||||
Equity plans | ||||||||||||
Options granted, net of forfeitures, expirations and exercises (in shares) | 6,000 | |||||||||||
Non-statutory/Nonqualified stock options | 2006 Plan | Maximum | ||||||||||||
Equity plans | ||||||||||||
Expiration period from date of grant | 10 years | |||||||||||
Non-statutory/Nonqualified stock options | 2008 Plan | ||||||||||||
Equity plans | ||||||||||||
Options granted, net of forfeitures, expirations and exercises (in shares) | 111,000 | |||||||||||
Non-statutory/Nonqualified stock options | 2008 Plan | Maximum | ||||||||||||
Equity plans | ||||||||||||
Expiration period from date of grant | 10 years | |||||||||||
Restricted stock | ||||||||||||
Unrecognized compensation expense | ||||||||||||
Unrecognized compensation expense related to non-vested restricted stock grants (in dollars) | 142,000 | 142,000 | 142,000 | 142,000 | 142,000 | |||||||
Restricted stock | 2008 Plan | ||||||||||||
Equity plans | ||||||||||||
Shares granted | 50,000 | |||||||||||
Assumptions | ||||||||||||
Vesting period | 2 years | |||||||||||
Restricted Stock Activity | ||||||||||||
Intrinsic value of the fully-vested awards (in dollars) | $144,000 | |||||||||||
Restricted Stock | ||||||||||||
Outstanding at the beginning of period (in shares) | 25,000 | |||||||||||
Granted (in shares) | 25,000 | |||||||||||
Vested (in shares) | -12,500 | |||||||||||
Outstanding at the end of period (in shares) | 37,500 | 37,500 | 37,500 | 37,500 | 37,500 | |||||||
Weighted-Average Grant Date Fair Value | ||||||||||||
Outstanding at the beginning of period (in dollars per share) | $2.96 | |||||||||||
Granted (in dollars per share) | $7.13 | |||||||||||
Vested (in dollars per share) | $2.96 | |||||||||||
Outstanding at the end of period (in dollars per share) | $5.74 | 5.74 | 5.74 | 5.74 | 5.74 |
DEBT_OBLIGATIONS_Details
DEBT OBLIGATIONS (Details) (USD $) | 0 Months Ended | 13 Months Ended | 9 Months Ended | 1 Months Ended | |||
Dec. 23, 2013 | Mar. 24, 2014 | Jan. 31, 2014 | Aug. 31, 2014 | Jan. 02, 2015 | Dec. 27, 2013 | Mar. 20, 2014 | |
Debt obligations | |||||||
Total debt obligations, excluding capital lease obligations | $355,000 | $517,000 | |||||
Less current portion | 355,000 | 517,000 | |||||
Revolving Credit Facility | Wells Fargo | |||||||
Debt obligations | |||||||
Maximum borrowing capacity | 5,000,000 | 75,905 | |||||
Fee on unused commitments (as a percent) | 0.25% | ||||||
Revolving Credit Facility | BMO | |||||||
Debt obligations | |||||||
Maximum borrowing capacity | 7,500,000 | ||||||
Restricted cash | 0 | ||||||
Ebitda threshold as of the 3rd fiscal quarter of 2015 | 5,000,000 | ||||||
Period in which maturity date may be extended | 1 year | ||||||
Maximum total leverage ratio of total funded debt to EBITDA | 2 | ||||||
Minimum fixed charge coverage ratio | 1.25 | ||||||
Minimum tangible net worth required to be maintained (as a percent) | 85.00% | ||||||
Step ups amount equal to net income required to be maintained (as a percent) | 50.00% | ||||||
Percentage of increased interest rate in case of default | 2.00% | ||||||
Revolving Credit Facility | Maximum | BMO | |||||||
Debt obligations | |||||||
Total consideration for all permitted acquisitions | 2,500,000 | ||||||
Total consideration for individual permitted acquisitions | 750,000 | ||||||
Revolving Credit Facility | LIBOR | Wells Fargo | |||||||
Debt obligations | |||||||
Spread on floating interest rate (as a percent) | 2.25% | ||||||
Revolving line of credit | BMO | |||||||
Debt obligations | |||||||
Percentage of eligible accounts receivable used to determine maximum borrowing base | 75.00% | ||||||
Percentage of the lower of cost or market value of eligible inventory used to determine maximum borrowing base | 50.00% | ||||||
Borrowings outstanding | 0 | ||||||
Amount available for borrowing | 7,500,000 | ||||||
Revolving line of credit | Maximum | BMO | |||||||
Debt obligations | |||||||
Fee on unused commitments (as a percent) | 0.30% | ||||||
Revolving line of credit | LIBOR | BMO | |||||||
Debt obligations | |||||||
Spread on floating interest rate (as a percent) | 1.75% | ||||||
Revolving line of credit | Base rate | BMO | |||||||
Debt obligations | |||||||
Spread on floating interest rate (as a percent) | 0.75% | ||||||
Standby letter of credit sub-facility | BMO | |||||||
Debt obligations | |||||||
Maximum borrowing capacity | 5,000,000 | ||||||
Delayed draw term loan facility | BMO | |||||||
Debt obligations | |||||||
Maximum borrowing capacity | 2,500,000 | ||||||
Amount available for borrowing | 2,500,000 | ||||||
Notes payable for vehicles | |||||||
Debt obligations | |||||||
Total debt obligations, excluding capital lease obligations | 7,000 | ||||||
Maturity term | 36 months | ||||||
Interest rate (as a percent) | 1.90% | ||||||
Monthly principal and interest installment (in dollars) | 6,000 | ||||||
Notes bearing interest at 1.9 percent payable through August, 2014 | |||||||
Debt obligations | |||||||
Total debt obligations, excluding capital lease obligations | 462,000 | ||||||
Maturity term | 9 months | ||||||
Interest rate (as a percent) | 1.90% | ||||||
Monthly principal and interest installment (in dollars) | 28,000 | ||||||
Notes bearing interest at 1.9 percent payable through August, 2015 | |||||||
Debt obligations | |||||||
Total debt obligations, excluding capital lease obligations | 352,000 | ||||||
Maturity term | 9 months | ||||||
Interest rate (as a percent) | 1.80% | ||||||
Monthly principal and interest installment (in dollars) | 50,000 | ||||||
Other | |||||||
Debt obligations | |||||||
Total debt obligations, excluding capital lease obligations | $3,000 | $48,000 |
COMMITMENTS_Details
COMMITMENTS (Details) (USD $) | 12 Months Ended | ||
Jan. 02, 2015 | Dec. 27, 2013 | Dec. 28, 2012 | |
Future minimum rental payments under capital leases | |||
2015 | $352,000 | ||
2016 | 259,000 | ||
2017 | 56,000 | ||
Total future minimum lease payments | 667,000 | ||
Amount representing maintenance | -24,000 | ||
Amount representing interest | -13,000 | ||
Interest rate, minimum (as a percent) | 3.25% | ||
Interest rate, maximum (as a percent) | 3.75% | ||
Present value of net minimum lease payments under capital leases | 630,000 | ||
Less current portion | 324,000 | 129,000 | |
Capital lease noncurrent | 306,000 | 85,000 | |
Future minimum rental payments under non-cancelable operating leases | |||
2015 | 1,862,000 | ||
2016 | 965,000 | ||
2017 | 695,000 | ||
2018 | 502,000 | ||
2019 | 494,000 | ||
Thereafter | 49,000 | ||
Total future minimum lease payments | 4,567,000 | ||
Operating leases rental income or expense | |||
Rent expense and related charges for common area maintenance for all facility operating leases | 3,004,000 | 3,405,000 | 3,615,000 |
Reconciliation of the liability for lease abandonment (recovery) expense | |||
Liability for abandoned leases as of the beginning of the year | 122,000 | 162,000 | |
Lease abandonment expense (recovery), net | 9,000 | 30,000 | 26,000 |
Lease payments on abandoned leases, net of sublease payments | -153,000 | -189,000 | |
Other | 66,000 | 119,000 | |
Liability for abandoned leases as of the end of the year | 44,000 | 122,000 | 162,000 |
Employee Benefit Plans | |||
Maximum employee contribution as a percentage of compensation under 401 (k) Plan | 50.00% | ||
Matching contributions by the company under 401(k) Plan | 624,000 | 507,000 | 248,000 |
Bonus expense under discretionary bonus plan | 1,500,000 | 262,000 | 258,000 |
Bonus expense included in accrued liabilities as of the balance sheet date | 1,450,000 | 31,000 | |
Post Employment Health Benefits | |||
Unamortized compensation cost | 0 | ||
Present value of expected payments for health insurance coverage | $139,000 | $137,000 |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 02, 2015 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 27, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Jan. 02, 2015 | Dec. 27, 2013 | Dec. 28, 2012 | |
Provision (benefit) for income taxes | |||||||||||
Current federal taxes | $274,000 | $88,000 | $88,000 | ||||||||
Current state taxes | 164,000 | 44,000 | 77,000 | ||||||||
Deferred federal taxes (benefit) | -782,000 | -1,830,000 | |||||||||
Deferred state taxes (benefit) | -646,000 | -418,000 | |||||||||
Total provision (benefit) for income taxes | 366,000 | -1,464,000 | 64,000 | 44,000 | 47,000 | 44,000 | -8,000 | 49,000 | -990,000 | 132,000 | -2,083,000 |
U.S. federal statutory rate (as a percent) | 34.00% | 34.00% | 34.00% | ||||||||
Sources and tax effects of the differences | |||||||||||
Computed "expected" federal income tax expense (benefit) | 2,864,000 | 940,000 | -6,590,000 | ||||||||
Permanent differences | 139,000 | 93,000 | 93,000 | ||||||||
Current and deferred state income tax (benefit) expense, net of federal benefit | 586,000 | -19,000 | -1,081,000 | ||||||||
Change in valuation allowances on deferred tax assets | -4,576,000 | -897,000 | 5,473,000 | ||||||||
Other | -3,000 | 15,000 | 22,000 | ||||||||
Total provision (benefit) for income taxes | 366,000 | -1,464,000 | 64,000 | 44,000 | 47,000 | 44,000 | -8,000 | 49,000 | -990,000 | 132,000 | -2,083,000 |
Current deferred tax assets: | |||||||||||
Accounts receivable allowance | 265,000 | 156,000 | 265,000 | 156,000 | 119,000 | ||||||
Other accrued liabilities | 1,482,000 | 764,000 | 1,482,000 | 764,000 | 866,000 | ||||||
Total current deferred tax assets | 1,747,000 | 920,000 | 1,747,000 | 920,000 | 985,000 | ||||||
Valuation allowance | -483,000 | -483,000 | -570,000 | ||||||||
Net deferred tax assets | 1,747,000 | 437,000 | 1,747,000 | 437,000 | 415,000 | ||||||
Current deferred tax liabilities: | |||||||||||
Deferred revenue | -4,878,000 | -4,125,000 | -4,878,000 | -4,125,000 | -3,867,000 | ||||||
Current deferred tax liability | -4,878,000 | -4,125,000 | -4,878,000 | -4,125,000 | -3,867,000 | ||||||
Net current deferred tax liability | -3,131,000 | -3,688,000 | -3,131,000 | -3,688,000 | -3,452,000 | ||||||
Deferred tax assets, net of current portion: | |||||||||||
Federal and state net operating losses | 244,000 | 3,157,000 | 244,000 | 3,157,000 | 3,370,000 | ||||||
Intangible assets | 4,016,000 | 4,571,000 | 4,016,000 | 4,571,000 | 4,962,000 | ||||||
Other | 409,000 | 64,000 | 409,000 | 64,000 | 143,000 | ||||||
Deferred tax assets, net of current portion | 4,669,000 | 7,792,000 | 4,669,000 | 7,792,000 | 8,475,000 | ||||||
Valuation allowance | -4,093,000 | -4,093,000 | -4,903,000 | ||||||||
Net deferred tax assets, net of current portion | 4,669,000 | 3,699,000 | 4,669,000 | 3,699,000 | 3,572,000 | ||||||
Deferred tax liabilities, net of current portion: | |||||||||||
Fixed assets | -111,000 | -11,000 | -111,000 | -11,000 | -67,000 | ||||||
Other | -53,000 | ||||||||||
Net non-current deferred tax assets | $4,558,000 | $3,688,000 | $4,558,000 | $3,688,000 | $3,452,000 |
INCOME_TAXES_Details_2
INCOME TAXES (Details 2) (USD $) | 12 Months Ended | |
Jan. 02, 2015 | Dec. 27, 2013 | |
Income taxes | ||
Evaluation period of cumulative earnings | 3 years | |
Reversal of valuation allowance | $4,600,000 | |
Unrecognized tax benefits | 0 | 0 |
State | ||
Income taxes | ||
Operating loss carryovers | $4,000,000 |
SEGMENT_INFORMATION_Details
SEGMENT INFORMATION (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||
Jan. 02, 2015 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 27, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Jan. 02, 2015 | Dec. 27, 2013 | Dec. 28, 2012 | Dec. 30, 2011 | |
segment | ||||||||||||
SEGMENT INFORMATION | ||||||||||||
Number of reporting segments | 4 | |||||||||||
Number of operating segments | 4 | |||||||||||
Contract revenue | $30,237,000 | $28,187,000 | $26,970,000 | $22,686,000 | $22,462,000 | $21,167,000 | $20,496,000 | $21,385,000 | $108,080,000 | $85,510,000 | $93,443,000 | |
Depreciation and amortization | 459,000 | 517,000 | 671,000 | |||||||||
Interest (income) expense | 16,000 | 94,000 | 106,000 | |||||||||
Segment profit before income taxes | 8,426,000 | 2,762,000 | -19,383,000 | |||||||||
Income tax (benefit) expense | 366,000 | -1,464,000 | 64,000 | 44,000 | 47,000 | 44,000 | -8,000 | 49,000 | -990,000 | 132,000 | -2,083,000 | |
Net income (loss) | 2,047,000 | 4,161,000 | 1,893,000 | 1,315,000 | 701,000 | 842,000 | 688,000 | 399,000 | 9,416,000 | 2,630,000 | -17,300,000 | |
Segment assets | 54,659,000 | 38,237,000 | 54,659,000 | 38,237,000 | 41,977,000 | |||||||
Assets: | ||||||||||||
Cash and cash equivalents | 20,371,000 | 8,134,000 | 20,371,000 | 8,134,000 | 10,006,000 | 3,001,000 | ||||||
Prepaid expenses | 2,244,000 | 2,377,000 | 2,244,000 | 2,377,000 | ||||||||
Other receivables | 208,000 | 212,000 | 208,000 | 212,000 | ||||||||
Equipment and leasehold improvements, net | 1,384,000 | 691,000 | 1,384,000 | 691,000 | ||||||||
Other | 535,000 | 333,000 | 535,000 | 333,000 | ||||||||
Engineering Services | ||||||||||||
SEGMENT INFORMATION | ||||||||||||
Contract revenue | 40,783,000 | 35,217,000 | 34,026,000 | |||||||||
Depreciation and amortization | 191,000 | 214,000 | 256,000 | |||||||||
Interest (income) expense | -17,000 | 68,000 | 50,000 | |||||||||
Segment profit before income taxes | 1,125,000 | -726,000 | ||||||||||
Income tax (benefit) expense | 53,000 | -115,000 | ||||||||||
Net income (loss) | 1,072,000 | -611,000 | ||||||||||
Energy Efficiency Services | ||||||||||||
SEGMENT INFORMATION | ||||||||||||
Contract revenue | 52,941,000 | 36,041,000 | 45,549,000 | |||||||||
Depreciation and amortization | 212,000 | 223,000 | 262,000 | |||||||||
Interest (income) expense | 33,000 | 25,000 | 52,000 | |||||||||
Segment profit before income taxes | 710,000 | -19,314,000 | ||||||||||
Income tax (benefit) expense | 45,000 | -2,211,000 | ||||||||||
Net income (loss) | 665,000 | -17,103,000 | ||||||||||
Public Finance Services | ||||||||||||
SEGMENT INFORMATION | ||||||||||||
Contract revenue | 10,630,000 | 9,845,000 | 9,780,000 | |||||||||
Depreciation and amortization | 39,000 | 41,000 | 53,000 | |||||||||
Interest (income) expense | -2,000 | 3,000 | 1,000 | |||||||||
Segment profit before income taxes | 535,000 | 930,000 | ||||||||||
Income tax (benefit) expense | 17,000 | 344,000 | ||||||||||
Net income (loss) | 518,000 | 586,000 | ||||||||||
Homeland Security Services | ||||||||||||
SEGMENT INFORMATION | ||||||||||||
Contract revenue | 3,726,000 | 4,407,000 | 4,088,000 | |||||||||
Depreciation and amortization | 18,000 | 39,000 | 100,000 | |||||||||
Interest (income) expense | 2,000 | -2,000 | 3,000 | |||||||||
Segment profit before income taxes | 392,000 | -273,000 | ||||||||||
Income tax (benefit) expense | 17,000 | -101,000 | ||||||||||
Net income (loss) | 375,000 | -172,000 | ||||||||||
Reporting Segments | Engineering Services | ||||||||||||
SEGMENT INFORMATION | ||||||||||||
Segment profit before income taxes | 4,008,000 | |||||||||||
Income tax (benefit) expense | -454,000 | |||||||||||
Net income (loss) | 4,462,000 | |||||||||||
Segment assets | 11,166,000 | 10,436,000 | 11,166,000 | 10,436,000 | 9,237,000 | |||||||
Reporting Segments | Energy Efficiency Services | ||||||||||||
SEGMENT INFORMATION | ||||||||||||
Segment profit before income taxes | 4,814,000 | |||||||||||
Income tax (benefit) expense | -599,000 | |||||||||||
Net income (loss) | 5,413,000 | |||||||||||
Segment assets | 11,769,000 | 10,305,000 | 11,769,000 | 10,305,000 | 13,256,000 | |||||||
Reporting Segments | Public Finance Services | ||||||||||||
SEGMENT INFORMATION | ||||||||||||
Segment profit before income taxes | 661,000 | |||||||||||
Income tax (benefit) expense | -64,000 | |||||||||||
Net income (loss) | 725,000 | |||||||||||
Segment assets | 3,944,000 | 3,528,000 | 3,944,000 | 3,528,000 | 3,411,000 | |||||||
Reporting Segments | Homeland Security Services | ||||||||||||
SEGMENT INFORMATION | ||||||||||||
Segment profit before income taxes | 443,000 | |||||||||||
Income tax (benefit) expense | -49,000 | |||||||||||
Net income (loss) | 492,000 | |||||||||||
Segment assets | 708,000 | 1,406,000 | 708,000 | 1,406,000 | 1,371,000 | |||||||
Unallocated Corporate | ||||||||||||
SEGMENT INFORMATION | ||||||||||||
Segment profit before income taxes | -1,500,000 | |||||||||||
Income tax (benefit) expense | 176,000 | |||||||||||
Net income (loss) | -1,676,000 | |||||||||||
Segment assets | 50,202,000 | 35,692,000 | 50,202,000 | 35,692,000 | 37,831,000 | |||||||
Assets: | ||||||||||||
Cash and cash equivalents | 20,371,000 | 7,341,000 | 20,371,000 | 7,341,000 | 9,881,000 | |||||||
Prepaid expenses | 1,404,000 | 1,206,000 | 1,404,000 | 1,206,000 | 1,041,000 | |||||||
Intercompany receivables | 85,259,000 | 114,800,000 | 85,259,000 | 114,800,000 | 113,615,000 | |||||||
Other receivables | 19,000 | 73,000 | 19,000 | 73,000 | 49,000 | |||||||
Equipment and leasehold improvements, net | 440,000 | 177,000 | 440,000 | 177,000 | 194,000 | |||||||
Investments in subsidiaries | 23,130,000 | 23,130,000 | 23,130,000 | 23,130,000 | 23,130,000 | |||||||
Other | 4,640,000 | 3,765,000 | 4,640,000 | 3,765,000 | 3,536,000 | |||||||
Total assets | 135,263,000 | 150,492,000 | 135,263,000 | 150,492,000 | 151,446,000 | |||||||
Intersegment | ||||||||||||
SEGMENT INFORMATION | ||||||||||||
Segment assets | ($23,130,000) | ($23,130,000) | ($23,130,000) | ($23,130,000) | ($23,129,000) |
CONTINGENCIES_Details
CONTINGENCIES (Details) (COSA, Subsidiaries, USD $) | 0 Months Ended |
Jul. 16, 2014 | |
COSA | Subsidiaries | |
Loss Contingencies [Line Items] | |
Minimum revenue shortfall alleged in lawsuit | $9,000,000 |
Alleged cost to retain another consultant | 130,000 |
Alleged costs associated with noticing and conducting public hearings | $83,052 |
QUARTERLY_FINANCIAL_INFORMATIO2
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 02, 2015 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 27, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Jan. 02, 2015 | Dec. 27, 2013 | Dec. 28, 2012 | |
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | |||||||||||
Contract revenue | $30,237,000 | $28,187,000 | $26,970,000 | $22,686,000 | $22,462,000 | $21,167,000 | $20,496,000 | $21,385,000 | $108,080,000 | $85,510,000 | $93,443,000 |
Income from operations | 2,405,000 | 2,651,000 | 1,941,000 | 1,312,000 | 551,000 | 882,000 | 718,000 | 457,000 | 8,309,000 | 2,608,000 | -19,255,000 |
Income tax expense (benefit) | 366,000 | -1,464,000 | 64,000 | 44,000 | 47,000 | 44,000 | -8,000 | 49,000 | -990,000 | 132,000 | -2,083,000 |
Net income | $2,047,000 | $4,161,000 | $1,893,000 | $1,315,000 | $701,000 | $842,000 | $688,000 | $399,000 | $9,416,000 | $2,630,000 | ($17,300,000) |
Earnings per share: | |||||||||||
Basic (in dollars per share) | $0.27 | $0.55 | $0.26 | $0.18 | $0.10 | $0.11 | $0.09 | $0.05 | $1.26 | $0.36 | ($2.37) |
Diluted (in dollars per share) | $0.26 | $0.53 | $0.25 | $0.17 | $0.09 | $0.11 | $0.09 | $0.05 | $1.22 | $0.35 | ($2.37) |
Weighted-average shares outstanding: | |||||||||||
Basic | 7,618,000 | 7,507,000 | 7,405,000 | 7,397,000 | 7,375,000 | 7,359,000 | 7,353,000 | 7,335,000 | 7,488,000 | 7,355,000 | 7,310,000 |
Diluted | 7,986,000 | 7,855,000 | 7,661,000 | 7,609,000 | 7,520,000 | 7,526,000 | 7,401,000 | 7,382,000 | 7,739,000 | 7,495,000 | 7,310,000 |
SUBSEQUENT_EVENTS_Details
SUBSEQUENT EVENTS (Details) (USD $) | 0 Months Ended | ||||
Mar. 24, 2014 | Jan. 15, 2015 | Jan. 14, 2015 | Jan. 02, 2015 | Dec. 27, 2013 | |
item | |||||
Subsequent Event [Line Items] | |||||
Common stock, par value (in dollars per share) | 0.01 | $0.01 | $0.01 | ||
BMO | Revolving Credit Facility | |||||
Amended Credit Facility | |||||
Minimum tangible net worth required to be maintained (as a percent) | 85.00% | ||||
Period in which maturity date may be extended | 1 year | ||||
Ebitda threshold as of the 3rd fiscal quarter of 2015 | $5,000,000 | ||||
BMO | Delayed draw term loan facility | |||||
Amended Credit Facility | |||||
Amount available for borrowing | 2,500,000 | ||||
BMO | Revolving line of credit | |||||
Subsequent Event [Line Items] | |||||
Borrowings outstanding | 0 | ||||
Amended Credit Facility | |||||
Amount available for borrowing | 7,500,000 | ||||
BMO | Revolving line of credit | Base rate | |||||
Amended Credit Facility | |||||
Spread on floating interest rate (as a percent) | 0.75% | ||||
BMO | Revolving line of credit | LIBOR | |||||
Amended Credit Facility | |||||
Spread on floating interest rate (as a percent) | 1.75% | ||||
BMO | Maximum | Revolving Credit Facility | |||||
Amended Credit Facility | |||||
Total consideration for all permitted acquisitions | 2,500,000 | ||||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Number of acquisitions | 2 | ||||
Subsequent Event | BMO | Revolving Credit Facility | |||||
Amended Credit Facility | |||||
Maximum total leverage ratio for the first four fiscal quarters | 2.25% | ||||
Maximum total leverage ratio thereafter | 2.00% | ||||
Minimum tangible net worth required to be maintained | 5,000,000 | ||||
Minimum tangible net worth required to be maintained (as a percent) | 85.00% | ||||
Amount equal to net income required to be maintained for the first quarter of 2015 (as a percent) | 50.00% | ||||
Amount equal to net income required to be maintained for each fiscal quarter ending thereafter (as a percent) | 50.00% | ||||
Adjustments to the tangible net worth arising as a result of consummation of acquisition (as a percent) | 80.00% | ||||
Period in which maturity date may be extended | 1 year | ||||
Ebitda threshold as of the 3rd fiscal quarter of 2015 | 10,000,000 | ||||
Subsequent Event | BMO | Delayed draw term loan facility | |||||
Amended Credit Facility | |||||
Amount available for borrowing | 3,000,000 | ||||
Increase in interest rate (as a percent) | 0.25% | ||||
Subsequent Event | BMO | Minimum | Delayed draw term loan facility | Base rate | |||||
Amended Credit Facility | |||||
Spread on floating interest rate (as a percent) | 1.25% | ||||
Subsequent Event | BMO | Minimum | Delayed draw term loan facility | LIBOR | |||||
Amended Credit Facility | |||||
Spread on floating interest rate (as a percent) | 2.25% | ||||
Subsequent Event | BMO | Minimum | Revolving line of credit | Base rate | |||||
Amended Credit Facility | |||||
Spread on floating interest rate (as a percent) | 0.75% | ||||
Subsequent Event | BMO | Minimum | Revolving line of credit | LIBOR | |||||
Amended Credit Facility | |||||
Spread on floating interest rate (as a percent) | 1.75% | ||||
Subsequent Event | BMO | Maximum | Revolving Credit Facility | |||||
Amended Credit Facility | |||||
Total consideration for all permitted acquisitions | 1,500,000 | ||||
Subsequent Event | BMO | Maximum | Delayed draw term loan facility | Base rate | |||||
Amended Credit Facility | |||||
Spread on floating interest rate (as a percent) | 1.75% | ||||
Subsequent Event | BMO | Maximum | Delayed draw term loan facility | LIBOR | |||||
Amended Credit Facility | |||||
Spread on floating interest rate (as a percent) | 2.75% | ||||
Subsequent Event | BMO | Maximum | Revolving line of credit | Base rate | |||||
Amended Credit Facility | |||||
Spread on floating interest rate (as a percent) | 1.25% | ||||
Subsequent Event | BMO | Maximum | Revolving line of credit | LIBOR | |||||
Amended Credit Facility | |||||
Spread on floating interest rate (as a percent) | 2.25% | ||||
Subsequent Event | Abacus | |||||
Subsequent Event [Line Items] | |||||
Cash paid at closing | 2,500,000 | ||||
Common stock shares issued | 75,758 | ||||
Common stock value | 1,000,000 | ||||
Number of trading days | 10 days | ||||
Principal amount of promissory notes issued | 1,250,000 | ||||
Cash payable upon achieving financial targets | 1,400,000 | ||||
Initial principal amount of promissory notes issued | 625,000 | ||||
Fixed interest rate | 4.00% | ||||
Subsequent Event | Abacus | Maximum | |||||
Subsequent Event [Line Items] | |||||
Purchase price | 6,150,000 | ||||
Subsequent Event | 360 Energy | |||||
Subsequent Event [Line Items] | |||||
Cash paid at closing | 4,875,000 | ||||
Common stock shares issued | 47,348 | ||||
Common stock value | 625,000 | ||||
Number of trading days | 10 days | ||||
Principal amount of promissory notes issued | 3,000,000 | ||||
Cash payable upon achieving financial targets | 6,500,000 | ||||
Initial principal amount of promissory notes issued | 3,000,000 | ||||
Fixed interest rate | 4.00% | ||||
Subsequent Event | 360 Energy | Maximum | |||||
Subsequent Event [Line Items] | |||||
Purchase price | 15,000,000 | ||||
Subsequent Event | Abacus and 360 Energy | |||||
Subsequent Event [Line Items] | |||||
Amount paid with cash on hand | 5,375,000 | ||||
Subsequent Event | Abacus and 360 Energy | BMO | Delayed draw term loan facility | |||||
Subsequent Event [Line Items] | |||||
Borrowings outstanding | 2,000,000 |