Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 21, 2020 | Jun. 28, 2019 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2019 | ||
Entity Registrant Name | ORION GROUP HOLDINGS INC | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 79.1 | ||
Entity Common Stock, Shares Outstanding | 29,607,285 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001402829 | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 128 | $ 8,684 |
Restricted cash | 958 | |
Accounts receivable: | ||
Trade, net of allowance of $2,600 and $4,280, respectively | 116,540 | 77,641 |
Retainage | 42,547 | 30,734 |
Other current | 2,680 | 4,257 |
Income taxes receivable | 962 | 467 |
Inventory | 1,114 | 1,056 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 41,389 | 9,217 |
Prepaid expenses and other | 5,647 | 5,000 |
Total current assets | 211,965 | 137,056 |
Property and equipment, net of depreciation | 132,348 | 148,003 |
Operating lease right-of-use assets, net of amortization | 17,997 | |
Financing lease right-of-use assets, net of amortization | 7,896 | |
Inventory, non-current | 7,037 | 7,598 |
Goodwill | 0 | |
Intangible assets, net of amortization | 12,147 | 14,787 |
Deferred income tax asset | 85 | |
Other non-current | 5,369 | 5,426 |
Total assets | 394,844 | 312,870 |
Current liabilities: | ||
Current debt, net of debt issuance costs | 3,668 | 2,946 |
Accounts payable: | ||
Trade | 70,421 | 42,023 |
Retainage | 562 | 736 |
Accrued liabilities | 16,966 | 18,840 |
Income taxes payable | 1,523 | 0 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 48,781 | 21,761 |
Current portion of operating lease liabilities | 5,043 | |
Current portion of financing lease liabilities | 2,788 | |
Total current liabilities | 149,752 | 86,306 |
Long-term debt, net of debt issuance costs | 68,029 | 76,119 |
Operating lease liabilities | 13,596 | |
Financing lease liabilities | 3,760 | |
Other long-term liabilities | 20,436 | 8,759 |
Deferred income tax liability | 205 | 49 |
Interest rate swap liability | 1,045 | 52 |
Total liabilities | 256,823 | 171,285 |
Stockholders’ equity: | ||
Preferred stock -- $0.01 par value, 10,000,000 authorized, none issued | 0 | 0 |
Common stock -- $0.01 par value, 50,000,000 authorized, 30,303,395 and 29,611,989 issued; 29,592,164 and 28,900,758 outstanding at December 31, 2019 and December 31, 2018, respectively | 303 | 296 |
Treasury stock, 711,231 shares, at cost, as of December 31, 2019 and December 31, 2018, respectively | (6,540) | (6,540) |
Other comprehensive loss | (1,045) | (52) |
Additional paid-in capital | 182,523 | 179,742 |
Retained earnings | (37,220) | (31,861) |
Total stockholders' equity | 138,021 | 141,585 |
Total liabilities and stockholders’ equity | $ 394,844 | $ 312,870 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Allowance for doubtful accounts | $ 2,600 | $ 4,280 |
Stockholders' Equity: | ||
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 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 30,303,395 | 29,611,989 |
Common stock, shares outstanding | 29,592,164 | 28,900,758 |
Treasury stock, shares (in shares) | 711,231 | 711,231 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||
Contract revenues | $ 708,390 | $ 520,894 | $ 578,553 |
Costs of contract revenues | 644,349 | 504,118 | 516,313 |
Gross profit | 64,041 | 16,776 | 62,240 |
Selling, general and administrative expenses | 61,012 | 53,197 | 56,640 |
Amortization of intangible assets | 2,640 | 3,390 | 4,736 |
Gain on sale of assets, net | (1,804) | (3,306) | (674) |
Goodwill impairment charges | 69,483 | 0 | |
Other gain from continuing operations | (5,448) | 0 | |
Operating income (loss) | 2,193 | (100,540) | 1,538 |
Other (expense) income: | |||
Other income | 771 | 1,692 | 41 |
Interest income | 353 | 136 | 11 |
Interest expense | (6,808) | (7,943) | (5,731) |
Other expense, net | (5,684) | (6,115) | (5,679) |
Loss before income taxes | (3,491) | (106,655) | (4,141) |
Income tax (benefit) expense | 1,868 | (12,233) | (4,541) |
Net (loss) income | $ (5,359) | $ (94,422) | $ 400 |
Basic (loss) income per share (in dollars per share) | $ (0.18) | $ (3.31) | $ 0.01 |
Diluted (loss) income per share (in dollars per share) | $ (0.18) | $ (3.31) | $ 0.01 |
Shares used to compute (loss) income per share: | |||
Basic (in shares) | 29,322,054 | 28,518,353 | 28,029,936 |
Diluted (in shares) | 29,322,054 | 28,518,353 | 28,354,280 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (5,359) | $ (94,422) | $ 400 |
Change in fair value of cash flow hedge, net of tax benefit of $228 for the year ended December 31, 2019 | (765) | ||
Change in fair value of cash flow hedge, net of tax benefit of $15 and net of tax expense of $53 for the years ended December 31, 2018 and 2017, respectively | (26) | 356 | |
Total comprehensive (loss) income | $ (6,124) | $ (94,448) | $ 756 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Change in fair value of cash flow hedge, tax (benefit) | $ (228) | ||
Change in fair value of cash flow hedge, net of tax | $ (15) | $ 53 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands | Common Stock | Treasury Stock | Other Comprehensive Income (Loss) | Additional Paid-In Capital | Retained Earnings | Total |
Beginning balance, shares at Dec. 31, 2016 | 28,405,850 | |||||
Beginning balance at Dec. 31, 2016 | $ 283 | $ (6,540) | $ (382) | $ 171,079 | $ 61,764 | $ 226,204 |
Beginning treasury stock, shares at Dec. 31, 2016 | (711,231) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock-based compensation | 2,303 | 2,303 | ||||
Deferred tax adjustment | 683 | $ 683 | ||||
Exercise of stock options, shares | 229,551 | 229,551 | ||||
Exercise of stock options | $ 2 | 1,318 | $ 1,320 | |||
Issue restricted stock, shares | 345,913 | |||||
Issuance of restricted stock | $ 3 | (3) | ||||
Cash flow hedge, net of tax | 356 | 356 | ||||
Forfeiture of restricted stock (in shares) | (120,353) | |||||
Net (loss) income | 400 | 400 | ||||
Ending balance, shares at Dec. 31, 2017 | 28,860,961 | |||||
Ending treasury stock, shares at Dec. 31, 2017 | (711,231) | |||||
Ending balance at Dec. 31, 2017 | $ 288 | $ (6,540) | (26) | 174,697 | 62,847 | 231,266 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock-based compensation | 2,238 | $ 2,238 | ||||
Exercise of stock options, shares | 488,303 | 488,303 | ||||
Exercise of stock options | $ 5 | 2,810 | $ 2,815 | |||
Issue restricted stock, shares | 333,864 | |||||
Issuance of restricted stock | $ 3 | (3) | ||||
Cash flow hedge, net of tax | (26) | (26) | ||||
Forfeiture of restricted stock (in shares) | (71,139) | |||||
Net (loss) income | (94,422) | $ (94,422) | ||||
Ending balance, shares at Dec. 31, 2018 | 29,611,989 | 29,611,989 | ||||
Ending treasury stock, shares at Dec. 31, 2018 | (711,231) | (711,231) | ||||
Ending balance at Dec. 31, 2018 | $ 296 | $ (6,540) | (52) | 179,742 | (31,861) | $ 141,585 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Adoption of ASC 606 (Note 2) | ASU 2014-09 | (286) | (286) | ||||
Stock-based compensation | 2,753 | $ 2,753 | ||||
Exercise of stock options, shares | 7,021 | 7,021 | ||||
Exercise of stock options | $ 8 | 35 | $ 35 | |||
Issue restricted stock, shares | 757,012 | |||||
Issuance of restricted stock | (8) | |||||
Cash flow hedge, net of tax | (993) | (993) | ||||
Forfeiture of restricted stock (in shares) | (72,627) | |||||
Forfeiture of restricted stock | $ (1) | 1 | ||||
Net (loss) income | (5,359) | $ (5,359) | ||||
Ending balance, shares at Dec. 31, 2019 | 30,303,395 | 30,303,395 | ||||
Ending treasury stock, shares at Dec. 31, 2019 | (711,231) | (711,231) | ||||
Ending balance at Dec. 31, 2019 | $ 303 | $ (6,540) | $ (1,045) | $ 182,523 | $ (37,220) | $ 138,021 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Cash flows from operating activities | |||
Net (loss) income | $ (5,359) | $ (94,422) | $ 400 |
Adjustments to reconcile net (loss) income to net cash used in operating activities: | |||
Depreciation and amortization | 26,096 | 31,799 | 29,491 |
Amortization of ROU operating leases | 5,177 | ||
Amortization of ROU finance leases | 2,312 | ||
Unamortized debt issuance costs upon debt modification | 399 | 2,164 | 0 |
Amortization of deferred debt issuance costs | 453 | 725 | 1,269 |
Deferred income taxes | 71 | (13,194) | (4,166) |
Stock-based compensation | 2,753 | 2,238 | 2,303 |
Gain on sale of property and equipment | (1,804) | (3,306) | (674) |
Goodwill impairment charges | 69,483 | 0 | |
Allowance for doubtful accounts | 0 | 4,280 | 0 |
Other gain from continuing operations | 0 | (5,448) | 0 |
Change in operating assets and liabilities: | |||
Accounts receivable | (51,709) | 10,936 | 15,022 |
Income tax receivable | (495) | (128) | (952) |
Inventory | 503 | 647 | 89 |
Prepaid expenses and other | 131 | 1,671 | (226) |
Costs and estimated earnings in excess of billings on uncompleted contracts | (32,172) | 36,789 | (6,030) |
Accounts payable | 28,894 | (4,584) | (5,666) |
Accrued liabilities | 1,334 | (5,301) | (1,519) |
Operating lease liabilities | (5,843) | ||
Income tax payable | 1,523 | (256) | (433) |
Billings in excess of costs and estimated earnings on uncompleted contracts | 27,020 | (12,162) | 5,225 |
Net cash (used in) provided by operating activities | (716) | 21,931 | 34,133 |
Cash flows from investing activities: | |||
Proceeds from sale of property and equipment | 2,015 | 3,234 | 6,826 |
Purchase of property and equipment | (17,199) | (17,714) | (10,729) |
Acquisition of TBC | 0 | 0 | (6,000) |
TBC acquisition adjustment | 0 | 0 | (557) |
Contributions to CSV life insurance | (721) | (260) | (545) |
Proceeds from return of investment | 94 | ||
Insurance claim proceeds related to property and equipment | 2,574 | 1,346 | 925 |
Net cash used in investing activities | (13,331) | (13,300) | (10,080) |
Cash flows from financing activities: | |||
Borrowings from Credit Facility | 63,000 | 39,861 | 72,000 |
Payments made on borrowings from Credit Facility | (70,210) | (48,111) | (87,813) |
Proceeds from sale-leaseback arrangement | 18,210 | ||
Loan costs from Credit Facility | (1,680) | (861) | (779) |
Capital lease liability | (2,737) | ||
Payments of finance lease liabilities | (2,906) | ||
Exercise of stock options | 35 | 2,815 | 1,320 |
Net cash used in financing activities | 6,449 | (9,033) | (15,272) |
Net change in cash and cash equivalents | (7,598) | (402) | 8,781 |
Cash and cash equivalents at beginning of period | 8,684 | 9,086 | 305 |
Cash and cash equivalents at end of period | 1,086 | 8,684 | 9,086 |
Cash and cash equivalents | 128 | 8,684 | 9,086 |
Restricted cash | 958 | ||
Supplemental disclosures of cash flow information, cash paid during the period for: | |||
Interest | 6,311 | 4,819 | 4,413 |
Taxes, net of refunds | $ 578 | 903 | $ 1,008 |
Non-cash investing activity | |||
Capital lease expenditures included in accrued expenses | $ 13,103 |
Description of Business and Bas
Description of Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | 1. Description of Business Orion Group Holdings, Inc., its subsidiaries and affiliates (hereafter collectively referred to as the "Company"), provide a broad range of specialty construction services in the infrastructure, industrial, and building sectors of the continental United States, Alaska, Canada and the Caribbean Basin. The Company’s marine segment services the infrastructure sector through marine transportation facility construction, marine pipeline construction, marine environmental structures, dredging of waterways, channels and ports, environmental dredging, design, and specialty services. Its concrete segment services the building sector by providing turnkey concrete construction services including pour and finish, dirt work, layout, forming, rebar, and mesh across the light commercial, structural and other associated business areas. The Company is headquartered in Houston, Texas with offices throughout its operating areas. The tools used by the chief operating decision maker ("CODM") to allocate resources and assess performance are based on two reportable and operating segments: marine, which operates under the Orion Marine Group brand and logo, and concrete, which operates under the TAS Commercial Concrete brand and logo. Although we describe the business in this report in terms of the services the Company provides, its base of customers and the areas in which it operates, the Company has determined that its operations currently comprise two reportable segments pursuant to Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 280, Segment Reporting . In making this determination, the Company considered the similar economic characteristics of its operations that comprise its marine segment. For the marine segment, the methods used, and the internal processes employed, to deliver marine construction services are similar throughout the segment, including standardized estimating, project controls and project management. This segment has the same customers with similar funding drivers, and it complies with regulatory environments driven through Federal agencies such as the U.S. Army Corps of Engineers, U.S. Fish and Wildlife Service, U.S. Environmental Protection Agency and U.S. Occupational Safety and Health Administration ("OSHA"), among others. Additionally, the segment is driven by macro-economic considerations including the level of import/export seaborne transportation, development of energy-related infrastructure, cruise line expansion and operations, marine bridge infrastructure development, waterway pipeline crossings and the maintenance of waterways. These considerations, and others, are key catalysts for future prospects and are similar across the segment. For the concrete segment, the Company also considered the similar economic characteristics of these operations. The methods used, and the internal processes employed, to deliver concrete construction services are similar throughout the segment, including standardized estimating, project controls and project management. This segment complies with regulatory environments such as OSHA. Additionally, this segment is driven by macro-economic considerations, including movements in population, commercial real estate development, institutional funding and expansion, and recreational development, specifically in metropolitan areas of Texas. These considerations, and others, are key catalysts for future prospects and are similar across the segment. Basis of Presentation These consolidated financial statements include the accounts of the parent company, Orion Group Holdings, Inc. and its wholly-owned subsidiaries and have been prepared in accordance with U.S. GAAP. All intercompany balances and transactions have been eliminated in consolidation. Certain amounts in the prior year financial statements have been reclassified to conform to the current year presentation in the Company’s condensed consolidated statement of operations. As part of the Company’s Invest, Scale and Grow (“ISG”) initiative it realigned its project management personnel within the operating groups for the combined company. As a result of the realignment, beginning in the second quarter of 2019, the Company elected to classify certain project management costs in Cost of contract revenue in its Consolidated Statements of Operations (the “Statements of Operations”) to better represent how those costs are managed and controlled. For periods reported prior to the second quarter of 2019, certain project management costs were included in Selling, general and administrative (“SG&A”) expenses. The Company’s SG&A expense for 2019 included project management costs of $1.1 million incurred in the first quarter of 2019, and SG&A expense for 2018 and 2017 included project management costs of $4.9 million and $4.7 million, respectively. |
Summary of Significant Accounti
Summary of Significant Accounting Principles | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Principles | 2. The preparation of consolidated financial statements in conformity with U.S. GAAP 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Management’s estimates, judgments and assumptions are continually evaluated based on available information and experience; however, actual amounts could differ from those estimates. On an ongoing basis, the Company evaluates the significant accounting policies used to prepare its consolidated financial statements, including, but not limited to, those related to: · Revenue recognition from construction contracts; · Accounts receivable and allowance for doubtful accounts; · Property, plant and equipment; · Leases; · Finite and infinite-lived intangible assets, testing for indicators of impairment; · Stock-based compensation; · Income taxes; and · Self-insurance Revenue Recognition The Company adopted ASU 2014‑09, Revenue from Contracts with Customers (Topic 606), on January 1, 2018, using the modified retrospective method. The Company recognized the cumulative effect of initially adopting Topic 606 guidance as an adjustment to the beginning balance of retained earnings. Contracts with customers that were not substantially complete in both the Company’s marine and concrete segments were evaluated in order to determine the impact as of the date of adoption. The Company’s revenue is derived from contracts to provide marine construction, dredging, turnkey concrete services, and other specialty services. The Company’s projects are typically short in duration and usually span a period of less than one year. The Company determines the appropriate accounting treatment for each contract before work begins and generally records revenue on contracts over time. Performance obligations are promises in a contract to transfer distinct goods or services to the customer and are the unit of account under Topic 606. The Company’s contracts and related change orders typically represent a single performance obligation because the Company provides a significant integrated service and individual goods and services are not separately identifiable. Revenue is recognized over time because control is continuously transferred to the customer. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation using its best estimate of the stand-alone selling price of each distinct good or service. Progress is measured by the percentage of actual contract costs incurred to date to total estimated costs for each contract. This method is used because management considers contract costs incurred to be the best available measure of progress on these contracts. Contract costs include all direct costs, such as material and labor, and those indirect costs incurred that are related to contract performance such as payroll taxes and insurance. General and administrative costs are charged to expense as incurred. Upfront costs, such as costs to mobilize personnel and equipment prior to satisfying a performance obligation are capitalized and amortized over the contract performance period. Changes in job performance, job conditions and estimated profitability, including those arising from final contract settlements, may result in revisions to costs and reported revenue and are recognized in the period in which the revisions are determined. The effect of changes in estimates of contract revenue or contract costs is recognized as an adjustment to recognized revenue on a cumulative catch-up basis. When losses on uncompleted contracts are anticipated, the entire loss is recognized in the period in which such losses are determined. Revenue is recorded net of any sales taxes collected and paid on behalf of the customer, if applicable. Contract revenue is derived from the original contract price as modified by agreed-upon change orders and estimates of variable consideration related to incentive fees and change orders or claims for which price has not yet been agreed by the customer. The Company estimates variable consideration based on its assessment of the most likely amount to which it expects to be entitled. Variable consideration is included in the estimated recognition of revenue to the extent it is probable that a significant reversal of cumulative recognized revenue will not occur. Based on its reading of the contract and its performance, the Company believes collection of these claims is probable, although the full amount of the recorded claims may not be collected. Contract assets and liabilities include the following: · Accounts Receivable: Trade, net of allowance - Represent amounts billed and currently due from customers and are stated at their estimated net realizable value. · Accounts Receivable: Retainage - Represent amounts which have not been billed to or paid by customers due to retainage provisions in construction contracts, which amounts generally become payable upon contract completion and acceptance by the customer. · Costs and Estimated Earnings in Excess of Billings on Uncompleted Contracts - Represent revenues recognized in excess of amounts billed, which management believes will be billed and collected within one year of the completion of the contract (i.e. Contract Assets) and are recorded as a current asset, until such amounts are either received or written off. · Billings in Excess of Costs and Estimated Earnings on Uncompleted Contracts - Represent billings in excess of revenues recognized (i.e. Contract Liabilities) and are recorded as a current liability, until the underlying obligation has been performed or discharged. The following table summarizes the cumulative effect of the changes made to the Company’s unaudited Consolidated Balance Sheet as of January 1, 2018 from the adoption of Topic 606: Balance at Adjustments Balance at December 31, Due to Topic January 1, 2017 606 2018 Assets Costs and estimated earnings in excess of billings on uncompleted contracts $ 46,006 $ 1,383 $ 47,389 Liabilities Billings in excess of costs and estimated earnings on uncompleted contracts $ 33,923 $ 1,745 $ 35,668 Deferred income tax liability 13,243 (76) 13,167 Equity Retained earnings $ 62,847 $ (286) $ 62,561 The following tables summarize the impact of adopting Topic 606 on the Company’s Consolidated Balance Sheet as of December 31, 2018 and Statement of Operations for the year ended December 31, 2018: Balances Without Adoption of Effect of Change As Reported Topic 606 Higher (Lower) Assets Costs and estimated earnings in excess of billings on uncompleted contracts $ 9,217 $ 10,040 $ (823) Liabilities Billings in excess of costs and estimated earnings on uncompleted contracts $ 21,761 $ 22,886 $ (1,125) Deferred income tax liability 49 (57) 106 Equity Retained earnings $ (31,861) $ (32,057) $ 196 Balances Without Adoption of Effect of Change As Reported Topic 606 Higher (Lower) Contract revenues $ 520,894 $ 519,769 $ 1,125 Cost of contract revenues 504,118 503,295 823 Gross profit 16,776 16,474 302 Income tax (benefit) expense (12,233) (12,339) 106 Net (loss) income $ (94,422) $ (94,618) $ 196 Basic (loss) income per share $ (3.31) $ (3.32) $ 0.01 Diluted (loss) income per share $ (3.31) $ (3.32) $ 0.01 Remaining performance obligations represent the transaction price of firm orders or other written contractual commitments from customers for which work has not been performed, or is partially completed and excludes unexercised contract options and potential orders. As of December 31, 2019, the aggregate amount of the remaining performance obligations was approximately $572.3 million. Of this amount, the Company expects to recognize $465.1 million, or 81%, in the next 12 months and the remaining balance thereafter. Classification of Current Assets and Liabilities The Company includes in current assets and liabilities amounts realizable and payable in the normal course of contract completion. Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. At times, cash held by financial institutions may exceed federally insured limits. The Company has not historically sustained losses on its cash balances in excess of federally insured limits. Cash equivalents at December 31, 2019 and 2018 consisted primarily of overnight bank deposits. Restricted cash as of December 31, 2019 consisted of $1.0 million of collateral related to a marine project and is classified in current assets. Risk Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk principally consist of accounts receivable. The Company depends on its ability to continue to obtain federal, state and local governmental contracts, and indirectly, on the amount of funding available to these agencies for new and current governmental projects. Therefore, a portion of the Company’s operations is dependent upon the level and timing of government funding. Statutory mechanics liens provide the Company high priority in the event of lien foreclosures following financial difficulties of private owners, thus minimizing credit risk with private customers. Accounts Receivable Accounts receivable are stated at the historical carrying value, less allowances for doubtful accounts. The Company has significant investments in billed and unbilled receivables as of December 31, 2019 and 2018. Billed receivables represent amounts billed upon the completion of small contracts and progress billings on large contracts in accordance with contract terms and milestone achievements. Unbilled receivables on contracts, which are included in costs in excess of billings, arise as revenues are recognized over time. Unbilled amounts on contracts represent recoverable costs and accrued profits not yet billed. Revenue associated with these billings is recorded net of any sales tax, if applicable. Past due balances over 90 days and other higher risk amounts are reviewed individually for collectability. In establishing an allowance for doubtful accounts, the Company evaluates its contract receivables and costs in excess of billings and thoroughly reviews historical collection experience, the financial condition of its customers, billing disputes and other factors. The Company writes off potentially uncollectible accounts receivable against the allowance for doubtful accounts if it is determined that the amounts will not be collected or if a settlement is reached for an amount that is less than the carrying value. As of December 31, 2019 and 2018, the Company has recorded an allowance for doubtful accounts of $2.6 million and $4.3 million, respectively. Balances billed to customers but not paid pursuant to retainage provisions in construction contracts generally become payable upon contract completion and acceptance by the owner. Retainage at December 31, 2019 totaled $42.5 million, of which $11.0 million is expected to be collected beyond 2020. Retainage at December 31, 2018 totaled $30.7 million. The Company negotiates change orders and claims with its customers. Unsuccessful negotiations of claims could result in a change to contract revenue that is less than amounts previously recorded, which could result in the recording of a loss in the amount of the shortfall. Successful claims negotiations could result in the recovery of previously recorded losses. Significant losses on receivables could adversely affect the Company’s financial position, results of operations and overall liquidity. Advertising Costs The Company primarily obtains contracts through the open bid process, and therefore advertising costs are not a significant component of expense. Advertising costs are expensed as incurred. Environmental Costs Costs related to environmental remediation are charged to expense. Other environmental costs are also charged to expense unless they increase the value of the property and/or provide future economic benefits, in which event the costs are capitalized. Environmental liabilities, if any, are recognized when the expenditure is considered probable and the amount can be reasonably estimated. The Company did not recognize any environmental liabilities as of December 31, 2019 or 2018, respectively. Fair Value Measurements The Company evaluates and presents certain amounts included in the accompanying consolidated financial statements at “fair value” in accordance with U.S. GAAP, which requires the Company to base its estimates on assumptions that market participants, in an orderly transaction, would use to price an asset or liability, and to establish a hierarchy that prioritizes the information used to determine fair value. Refer to Note 9 for more information regarding fair value determination. The Company generally applies fair value valuation techniques on a non-recurring basis associated with (1) valuing assets and liabilities acquired in connection with business combinations and other transactions; (2) valuing potential impairment loss related to long-lived assets ; and (3) valuing potential impairment loss related to goodwill and indefinite-lived intangible assets. Inventory Current inventory consists of parts and small equipment held for use in the ordinary course of business and is valued at the lower of cost (using historical average cost) or net realizable value. Where shipping and handling costs are incurred by the Company, these charges are included in inventory and charged to cost of contract revenue upon use. Non-current inventory consists of spare parts (including engines, cutters and gears) that require special order or long-lead times for manufacture or fabrication, but must be kept on hand to reduce downtime. Refer to Note 8 for more information regarding inventory. Property and Equipment Property and equipment are recorded at cost. Ordinary maintenance and repairs that do not improve or extend the useful life of the asset are expensed as incurred. Major renewals and betterments of equipment are capitalized and depreciated generally over three to seven years until the next scheduled maintenance. When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in results of operations for the respective period. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets for financial statement purposes, as follows: Automobiles and trucks 3 to 5 years Buildings and improvements 5 to 30 years Construction equipment 3 to 15 years Vessels and other equipment 1 to 15 years Office equipment 1 to 5 years The Company generally uses accelerated depreciation methods for tax purposes where appropriate. Dry-docking costs are capitalized and amortized using the straight-line method over a period ranging from three to 15 years. Dry-docking costs include, but are not limited to, the inspection, refurbishment and replacement of steel, engine components, tailshafts, mooring equipment and other parts of the vessel. Amortization related to dry-docking activities is included as a component of depreciation. These costs and the related amortization periods are periodically reviewed to determine if the estimates are accurate. If warranted, a significant upgrade of equipment may result in a revision to the useful life of the asset, in which case the change is accounted for prospectively. Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset or asset group 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 in the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of are separately presented in the balance sheet and reported at the lower of the carrying amount or the fair value, less the costs to sell, and are no longer depreciated. There were no assets classified as held for sale as of December 31, 2019 or December 31, 2018. Leases The Company adopted ASU 2016-02, Leases (Topic 842), on January 1, 2019, on a prospective basis, forgoing comparative reporting. The Company elected to utilize the transition guidance within the new standard, which allows the Company to carryforward the historical lease classification. The Company elected to not separate lease and non-lease components for all classes of underlying assets in which it is the lessee and made an accounting policy election to not account for leases with an initial term of 12 months or less on the balance sheet. Adoption of the standard resulted in the recording of additional net ROU operating lease assets of approximately $23.3 million and lease liabilities for operating leases of approximately $24.0 million on the Consolidated Balance Sheets as of January 1, 2019. The adoption of this guidance did not have an impact on net income. See Note 20 for more information regarding leases. Intangible Assets Intangible assets that have finite lives are amortized. In addition, the Company evaluates the remaining useful life of intangible assets in each reporting period to determine whether events and circumstances warrant a revision of the remaining period of amortization. If the estimate of an intangible asset’s remaining life is changed, the remaining carrying value of such asset is amortized prospectively over that revised remaining useful life. Intangible assets that have infinite lives are not amortized, but are subject to impairment testing at least annually or more frequently if events or circumstances indicate that the asset may be impaired. The Company has one infinite-lived intangible asset, a trade name, which is tested for impairment annually on October 31, or whenever events or circumstances indicate that the carrying amount of the trade name may not be recoverable. Impairment is calculated as the excess of the trade name’s carrying value over its fair value. The fair value of the trade name is determined using the relief from royalty method, a variation of the income approach. This method assumes that if a company owns intellectual property, it does not have to “rent” the asset and is, therefore, “relieved” from paying a royalty. Once a supportable royalty rate is determined, the rate is then applied to the projected revenues over the expected remaining life of the intangible assets to estimate the royalty savings. This approach is dependent on a number of factors, including estimates of future growth and trends, royalty rates, discount rates and other variables. See Note 10 for additional discussion of intangible assets and trade name impairment testing. Stock-Based Compensation The Company recognizes compensation expense for equity awards over the vesting period based on the fair value of these awards at the date of grant. The computed fair value of these awards is recognized as a non-cash cost over the period the employee provides services, which is typically the vesting period of the award. The fair value of options granted is estimated on the date of grant using the Black-Scholes option-pricing model. The Black-Scholes option-pricing model requires the use of subjective assumptions in the computation. Changes in these assumptions can cause significant fluctuations in the fair value of the option award. The fair value of restricted stock grants is equivalent to the fair value of the stock issued on the date of grant, and is measured as the closing price of the stock on the date of grant. Compensation expense is recognized only for share-based payments expected to vest. The Company estimates forfeitures at the date of grant based on historical experience and future expectations. This assessment is updated on a periodic basis. See Note 16 for further discussion of the Company’s stock-based compensation plan. Income Taxes The Company determines its consolidated income tax provision using the asset and liability method prescribed by U.S. GAAP, which requires the recognition of income tax expense for the amount of taxes payable or refundable for the current period and for deferred tax liabilities and assets for the future tax consequences of events that have been recognized in an entity’s financial statements or tax returns. The Company must make significant assumptions, judgments and estimates to determine its current provision for income taxes, its deferred tax assets and liabilities, and any valuation allowance to be recorded against any deferred tax asset. The current provision for income tax is based upon the current tax laws and the Company’s interpretation of these laws, as well as the probable outcomes of any tax audits. The value of any net deferred tax asset depends upon estimates of the amount and category of future taxable income reduced by the amount of any tax benefits that the Company does not expect to realize. Actual operating results and the underlying amount and category of income in future years could render current assumptions, judgments and estimates of recoverable net deferred taxes inaccurate, thus impacting the Company’s financial position and results of operations. The Company computes deferred income taxes using the liability method. Under the liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under the liability method, 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. The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740, Income Taxes which prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken, or expected to be taken, on its consolidated tax return. The Company evaluates and records any uncertain tax positions based on the amount that management deems is more likely than not to be sustained upon examination and ultimate settlement with the tax authorities in the tax jurisdictions in which it operates. See Note 14 for additional discussion of income taxes. Insurance Coverage The Company maintains insurance coverage for its business and operations. Insurance related to property, equipment, automobile, general liability, and a portion of workers’ compensation is provided through traditional policies, subject to a deductible or deductibles. A portion of the Company’s workers’ compensation exposure is covered through a mutual association, which is subject to supplemental calls. The marine segment maintains five levels of excess loss insurance coverage, totaling $200 million in excess of primary coverage. The marine segment’s excess loss coverage responds to most of its policies when a primary limit of $1 million has been exhausted; provided that the primary limit for Contingent Maritime Employer’s Liability is $10 million and the Watercraft Pollution Policy primary limit is $5 million. The concrete segment maintains five levels of excess loss insurance coverage, totaling $200 million in excess of primary coverage. The concrete segment’s excess loss coverage responds to most of its policies when a primary limit of $1 million has been exhausted. If a claim arises and a potential insurance recovery is probable, the impending gain is recognized separately from the related loss. The recovery will only be recognized up to the amount of the loss once the recovery of the claim is deemed probable and any excess gain will fall under contingency accounting and will only be recognized once it is realized. The Company does not net insurance recoveries against the related claim liability as the amount of the claim liability is determined without consideration of the anticipated insurance recoveries from third parties. Separately, the Company’s marine segment employee health care is paid for by general assets of the Company and currently administered by a third party. The administrator has purchased appropriate stop-loss coverage. Losses on these policies up to the deductible amounts are accrued based upon known claims incurred and an estimate of claims incurred but not reported. The accruals are derived from known facts, historical trends and industry averages to determine the best estimate of the ultimate expected loss. Actual claims may vary from estimates. Any adjustments to such reserves are included in the Consolidated Results of Operations in the period in which they become known. The Company’s concrete segment employee health care is provided through two policies. A fully funded policy is offered primarily to salaried employees and their dependents while a partially self-funded plan with an appropriate stop-loss is offered primarily to hourly employees and their dependents. The self-funded plan is funded to the maximum exposure and, as a result, is expected to receive a partial refund after the policy expiration. The accrued liability for insurance includes incurred but not reported claims of $3.7 million and $5.7 million at December 31, 2019 and 2018, respectively. Recent Accounting Pronouncements The Financial Accounting Standards Board (“FASB”) issues accounting standards and updates (each, an "ASU") from time to time to its Accounting Standards Codification (‘ASC’), which is the primary source of U.S. GAAP. The Company regularly monitors ASUs as they are issued and considers applicability to its business. All ASUs are adopted by their respective due dates and in the manner prescribed by the FASB. In June 2016, the FASB issued ASU 2016 - 13, Measurement of Credit Losses on Financial Instruments (Topic 326), which changes the way in which entities estimate and present credit losses for most financial assets, including accounts receivable. The guidance is effective for the Company’s fiscal year beginning January 1, 2020, including interim periods within that fiscal year. Early adoption is permitted, although the Company does not intend to do so. For the Company’s trade receivables, certain other receivables and certain other financial instruments, it will be required to use a new forward-looking “expected” credit loss model based on historical loss rates that will replace the existing “incurred” credit loss model, which will generally result in earlier recognition of allowances for credit losses. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements, but it does not anticipate the new standard will materially impact the financial statements. During the periods presented in these financial statements, the Company implemente d other new accounting pronouncements other than those noted above that are discussed in the notes where applicable. |
Business Acquisitions
Business Acquisitions | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Business Acquisitions | 3. TBC Acquisition On April 9, 2017, T.A.S. Commercial Concrete Construction, LLC, a wholly owned subsidiary of Orion Group Holdings, Inc. ("the Company") entered into a Stock Purchase Agreement ("the Agreement") for the purchase of all the issued and outstanding shares (the "shares") of Tony Bagliore Concrete, Inc. ("TBC"), a Texas corporation. The Company and the two sole shareholders of TBC closed the purchase transactions on April 10, 2017 (the "Closing Date"). Upon the terms of and subject to the conditions set forth in the Agreement, the total aggregate consideration paid on the Closing Date by the Company to the Sellers for the shares was $6.0 million in cash. In addition however, if certain target considerations were met in future periods, an additional cash payment of up to $2.0 million would become payable to the Seller. The purpose of the acquisition was primarily to achieve growth by expanding the Company’s current service offerings in addition to expansion into new markets. The tangible assets acquired include accounts receivable, retainage and fixed assets. Under the acquisition method of accounting, the total acquisition consideration is allocated to the acquired tangible and intangible assets and assumed liabilities of TBC based on their estimated fair values as of the closing of the acquisition. The table below outlines the total actual acquisition consideration allocated based on the preliminary fair values of TBC’s tangible and intangible assets and liabilities as of April 9, 2017: Accounts receivable $ 3,239 Retainage 1,860 Fixed assets, net 2,098 Other 9 Goodwill 2,562 Other intangible assets 878 Accounts payable (2,017) Accrued expenses and other current liabilities (1,080) Contingent consideration (456) Deferred tax liability (1,093) Total Acquisition Consideration at April 9, 2017 $ 6,000 Working capital adjustment (all attributable to Goodwill) 557 Total Acquisition Consideration $ 6,557 The excess of the acquisition consideration over the fair value of assets acquired and liabilities assumed was allocated to goodwill. The goodwill of $3.1 million arising from the acquisition consisted primarily of synergies and business opportunities that were expected to be realized from the purchase of TBC. The goodwill was not deductible for income tax purposes. In the fourth quarter of 2018, the Company’s annual goodwill impairment test indicated that its goodwill was fully impaired, primarily due to a decline in the Company’s market capitalization and as a result the goodwill related to the TBC acquisition was written off. Finite-lived intangible assets acquired include customer relationships and contractual backlog. (See Note 10 ). The fixed assets acquired include construction equipment as well as automobiles and trucks and will be depreciated in accordance with Company policy, generally three to 15 years. As stated in the Agreement, the Company agreed to pay the sellers up to $2.0 million in cash, if earned, as additional purchase consideration. The seller’s right to receive the contingent consideration, if any, was to be based on the Company’s achievement of certain future financial targets. The Company measured the fair value of the contingent consideration at the Acquisition Date, and determined that fair value to be approximately $0.5 million, as shown in the table above. This amount of contingent liability was initially classified on the Consolidated Balance Sheets as an other long-term liability. During 2019 it was determined that the financial targets had not been met. The $0.5 million liability was removed from the balance sheet and reflected as component of other income in the Consolidated Statement of Operations. |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | 4. Contract revenues are recognized when control of the promised goods or services is transferred to the customer in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The following table represents a disaggregation of the Company’s contract revenues by service line for the marine and concrete segments: Year ended December 31, 2019 2018 Marine Segment Construction $ 242,527 $ 156,925 Dredging 112,303 73,237 Specialty Services 14,308 13,721 Marine segment contract revenues $ 369,138 $ 243,883 Concrete Segment Light Commercial $ 284,624 $ 215,628 Structural 54,497 60,926 Other 131 457 Concrete segment contract revenues $ 339,252 $ 277,011 Total contract revenues $ 708,390 $ 520,894 The Company has determined that it has two reportable segments pursuant to FASB ASC Topic 280, Segment Reporting , but has disaggregated its contract revenues in the above chart in terms of services provided within such segments. In making this determination, the Company considered the similar characteristics of its operations as discussed in Note 1. Additionally, as discussed, both the marine and concrete segments have limited contracts with multiple performance obligations. The Company’s contracts often combine multiple services, such as engineering, dredging, diving and construction, into one distinct finished product which is transferred to the customer. These contracts are often estimated and bid as one project and evaluated as to performance as one project, not by individual services performed by each. Both the marine and concrete segments have a single chief operating decision maker (“CODM”) for the entire segment, not by service lines of the segments. Resources are allocated by segment and financial and budgetary information is compiled and reviewed by segment, not service line. Marine Segment Construction services include construction, restoration, maintenance, dredging and repair of marine transportation facilities, marine pipelines, bridges and causeways and marine environmental structures. Dredging services generally enhance or preserve the navigability of waterways or the protection of shorelines through the removal or replenishment of soil, sand or rock. Specialty services include design, salvage, demolition, surveying, towing, diving and underwater inspection, excavation and repair. Concrete Segment Structural services include elevated concrete pouring for products such as columns, elevated beams and structural walls. Light commercial services include horizontally poured concrete for products such as sidewalks, ramps, tilt walls and trenches. Other services comprise labor related to concrete pouring such as rebar installation and pumping services and typically support the Company’s structural and light commercial services. |
Concentration of Risk and Enter
Concentration of Risk and Enterprise Wide Disclosures | 12 Months Ended |
Dec. 31, 2019 | |
Risks and Uncertainties [Abstract] | |
Concentration of Risk and Enterprise Wide Disclosures | 5. In both reportable segments account s receivable include amounts billed to governmental agencies and private customers and do not bear interest. Balances billed to customers but not paid pursuant to retainage provisions generally become payable upon contract completion and acceptance by the owner. The table below presents the concentrations of current receivables (trade and retainage) at December 31, 2019 and December 31, 2018, respectively: December 31, 2019 December 31, 2018 Federal Government $ 4,765 3 % $ 2,319 2 % State Governments 5,864 4 % 916 1 % Local Governments 41,944 26 % 30,187 28 % Private Companies 106,514 67 % 74,953 69 % Total receivables $ 159,087 100 % $ 108,375 100 % At December 31, 2019 and 2018, no single customer accounted for more than 10.0% of total current receivables. Additionally, the table below represents concentrations of contract revenue by type of customer for the years ended December 31, 2019, 2018 and 2017. 2019 % 2018 % 2017 % Federal Government $ 46,425 6 % $ 42,143 8 % $ 63,823 11 % State Governments 47,831 7 % 30,470 6 % 42,613 7 % Local Government 212,958 30 % 107,478 21 % 91,591 16 % Private Companies 401,176 57 % 340,803 65 % 380,526 66 % Total contract revenues $ 708,390 100 % $ 520,894 100 % $ 578,553 100 % In the years ended December 31, 2019, 2018 and 2017, no single customer exceeded 10.0% of total contract revenues. The Company does not believe that the loss of any one of its customers would have a material adverse effect on the Company or its subsidiaries and affiliates since no single specific customer sustains such a large portion of receivables or contract revenue over time. The concrete segment primarily purchases concrete from select suppliers. The loss of any one of these suppliers could adversely impact short-term operations. Contract revenues generated outside the United States totaled 1.6%, 2.3% and 1.6% of total revenues for the years ended December 31, 2019, 2018 and 2017, respectively, and were primarily located in the Caribbean Basin and Mexico. |
Contracts in Progress
Contracts in Progress | 12 Months Ended |
Dec. 31, 2019 | |
Contractors [Abstract] | |
Contracts in Progress | 6. Contracts in progress are as follows at December 31, 2019 and December 31, 2018: December 31, December 31, 2019 2018 Costs incurred on uncompleted contracts $ 884,244 $ 461,144 Estimated earnings 144,160 73,170 1,028,404 534,314 Less: Billings to date (1,035,796) (546,858) $ (7,392) $ (12,544) Included in the accompanying Consolidated Balance Sheet under the following captions: Costs and estimated earnings in excess of billings on uncompleted contracts $ 41,389 $ 9,217 Billings in excess of costs and estimated earnings on uncompleted contracts (48,781) (21,761) $ (7,392) $ (12,544) Included in cost and estimated earnings in excess of billings on uncompleted projects is approximately $0.1 million and $1.1 million at December 31, 2019 and 2018, respectively, related to claims and unapproved change orders. See Note 2 - Summary of Significant Accounting Principles to the Company’s consolidated financial statements for discussion of the accounting for these claims. Contract costs include all direct costs, such as materials and labor, and those indirect costs incurred that are related to contract performance such as payroll taxes and insurance. General and administrative costs are charged to expense as incurred. Incentive fees, if available, are billed to the customer based on the terms and conditions of the contract. Pending claims are recognized as an increase in contract revenue only when the collection is deemed probable and if the amount can be reasonably estimated for purposes of calculating total profit or loss on long-term contracts. Changes in job performance, job conditions and estimated profitability, including those arising from final contract settlements, may result in revisions to costs and revenues and are recognized in the period in which the revisions are determined. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are determined, without regard to the percentage of completion. During the year-ended December 31, 2018, we recognized unfavorable changes in our estimates on two construction projects in our Marine Segment. These changes were caused by prolonged weather delays, unforeseen access and other client-imposed restrictions that impacted our productivity. The result of these changes in estimates is reflected as a decrease in revenue of $22.8 million in the consolidated statement of operations for the year-ended December 31, 2018 and included in billings in excess of costs and estimated earnings on uncompleted contracts. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 7. The following is a summary of property and equipment at December 31, 2019 and December 31, 2018: December 31, December 31, 2019 2018 Automobiles and trucks $ 2,161 $ 1,709 Building and improvements 44,278 43,628 Construction equipment 153,147 161,113 Vessels and other equipment 84,022 90,217 Office equipment 8,652 8,061 292,260 304,728 Less: Accumulated depreciation (196,973) (195,373) Net book value of depreciable assets 95,287 109,355 Construction in progress 1,198 2,785 Land 35,863 35,863 $ 132,348 $ 148,003 At December 31, 2018, the Company had $9.2 million of assets, net of accumulated depreciation, under capital leases which are reflected in the above table. For the years ended December 31, 2019, 2018 and 2017, depreciation expense was $23.5 million, $28.4 million and $24.8 million, respectively. Substantially all depreciation expense is included in the cost of contract revenue in the Company’s Consolidated Statements of Operations. Substantially all of the assets of the Company are pledged as collateral under the Company’s Credit Agreement (as defined in Note 12 ). Substantially all of the Company’s long-lived assets are located in the United States. The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group 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. Assets to be disposed of are separately presented in the balance sheet and reported at the lower of the carrying amount or the fair value, less the costs to sell, and are no longer depreciated. Approximately $6.4 million were classified as held for sale on the Company’s Consolidated Balance Sheet at December 31, 2016. During the year ended December 31, 2017, approximately $5.4 million of these assets were sold for cash of $4.5 million. The difference of $0.9 million is classified as a loss on the sale of assets on the Consolidated Statements of Operations. The remaining assets held for sale of $1.0 million was classified as a total loss as a result of Hurricane Harvey. Insurance claims of approximately $0.9 million were received in the fourth quarter of 2017. The difference of $0.1 million is classified as a loss on disposal of assets on the Consolidated Statements of Operations. No assets remained as held for sale on the Company’s Consolidated Balance Sheet at December 31, 2019 or December 31, 2018. |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Inventory | 8. Current inventory at both December 31, 2019 and 2018 of $1.1 million consisted primarily of spare parts and small equipment held for use in the ordinary course of business. Non-current inventory at December 31, 2019 and 2018 totaled $7.0 million and $7.6 million, respectively, and consisted primarily of spare engine components or items which require longer lead times for sourcing or fabrication for certain of the Company’s assets to reduce equipment downtime. |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value | 9. Recurring Fair Value Measurements The fair value of financial instruments is the amount at which the instrument could be exchanged in a current transaction between willing parties. Due to their short-term nature, the Company believes that the carrying value of its accounts receivable, other current assets, accounts payable and other current liabilities approximate their fair values. The Company classifies financial assets and liabilities into the following three levels based on the inputs used to measure fair value in the order of priority indicated: · Level 1‑ fair values are based on observable inputs such as quoted prices in active markets for identical assets or liabilities; · Level 2 - fair values are based on pricing inputs other than quoted prices in active markets for identical assets and liabilities and are either directly or indirectly observable as of the measurement date; and · Level 3‑ fair values are based on unobservable inputs in which little or no market data exists. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value requires judgment and may affect the placement of assets and liabilities within the fair value hierarchy levels. The following table sets forth by level within the fair value hierarchy the Company’s recurring financial assets and liabilities that were accounted for at fair value on a recurring basis as of December 31, 2019 and December 31, 2018: Fair Value Measurements Carrying Value Level 1 Level 2 Level 3 December 31, 2019 Assets: Cash surrender value of life insurance policy $ 2,714 — 2,714 — Liabilities: Derivatives $ 1,045 — 1,045 — December 31, 2018 Assets: Cash surrender value of life insurance policy $ 1,993 — 1,993 — Liabilities: Derivatives $ 79 — 79 — The Company’s derivatives, which are comprised of interest rate swaps, are valued using a discounted cash flow analysis that incorporates observable market parameters, such as interest rate yield curves and credit risk adjustments, that are necessary to reflect the probability of default by us or the counterparty. These derivatives are classified as a Level 2 measurement within the fair value hierarchy. See Note 12 for additional information on the Company’s derivative instrument. Our concrete segment has life insurance policies with a combined face value of $11.1 million as of December 31, 2019. The policies are invested in mutual funds and the fair value measurement of the cash surrender balance associated with these policies is determined using Level 2 inputs within the fair value hierarchy and will vary with investment performance. These assets are included in the "Other noncurrent" asset section in the Company’s Consolidated Balance Sheets. Non-Recurring Fair Value Measurements The Company generally applies fair value valuation techniques on a non-recurring basis associated with (1) valuing assets and liabilities acquired in connection with business combinations and other transactions; (2) valuing potential impairment loss related to long-lived assets; and (3) valuing potential impairment loss related to the infinite-lived intangible asset. Other Fair Value Measurements The fair value of the Company’s debt at December 31, 2019 and 2018 approximated its carrying value of $73.3 million and $80.5 million, respectively, as interest is based on current market interest rates for debt with similar risk and maturity. If the Company’s debt was measured at fair value, it would have been classified as Level 2 in the fair value hierarchy. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 10. Goodwill The table below summarizes changes in goodwill recorded by the Company during the periods ended December 31, 2019 and 2018: December 31, December 31, 2019 2018 Beginning balance, January 1 $ — $ 69,483 Impairments — (69,483) Ending balance $ — $ — In the fourth quarter of 2018, the Company’s annual goodwill impairment test indicated that its goodwill was fully impaired, primarily due to a decline in the Company’s market capitalization and as a result it incurred a goodwill impairment charge of $69.5 million with $33.8 million related to the Marine segment and $35.7 million related to the Concrete segment. Intangible assets The tables below present the activity and amortizations of finite-lived intangible assets: December 31, December 31, 2019 2018 Finite-lived intangible assets, beginning of period $ 35,240 $ Additions — — Total finite-lived intangible assets, end of period $ 35,240 $ 35,240 Accumulated amortization, beginning of period $ (27,345) $ (23,955) Current year amortization (2,640) (3,390) Total accumulated amortization (29,985) (27,345) Net finite-lived intangible assets, end of period $ 5,255 7,895 Infinite-lived intangible assets 6,892 6,892 Total net intangible assets $ 12,147 $ 14,787 Remaining net finite-lived intangible assets were acquired as part of the purchase of TAS during 2015 and TBC during 2017, and included customer relationships. Customer relationships were valued at approximately $18.8 million and are being amortized over eight years using an accelerated method based on the pattern in which the economic benefits of the assets are consumed. For the year ended December 31, 2019, $2.6 million of amortization expense was recognized for these assets. In 2019 and 2018, the Company evaluated the useful lives of these finite-lived intangible assets and no change was needed. Future expense remaining of approximately $5.3 million will be amortized as follows: 2020 2,069 2021 1,521 2022 1,239 2023 389 2024 37 $ 5,255 Additionally, the Company has one indefinite-lived intangible asset, a trade name, which is tested for impairment annually on October 31, or whenever events or circumstances indicate that the carrying amount of the trade name may not be recoverable. Impairment is calculated as the excess of the trade name’s carrying value over its fair value. The fair value of the trade name is determined using the relief from royalty method, a variation of the income approach. This method assumes that if a company owns intellectual property it does not have to "rent" the asset and is, therefore, "relieved" from paying a royalty. Once a supportable royalty rate is determined, the rate is then applied to the projected revenues over the expected remaining life of the intangible assets to estimate the royalty savings. This approach is dependent on a number of factors, including estimates of future growth and trends, royalty rates, discount rates and other variables. The impairment test concluded that the fair value of the trade name was in excess of the carrying value, therefore no impairment was recorded. |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | 11. Accrued liabilities at December 31, 2019 and 2018 consisted of the following: December 31, 2019 December 31, 2018 Accrued salaries, wages and benefits $ 7,323 $ 6,492 Accrual for insurance liabilities 3,714 5,680 Sales taxes 3,021 2,178 Property taxes 389 924 Sale-leaseback arrangement 482 — Accounting and audit fees 267 — Interest 76 — Capital lease liability (1) — 3,045 Other accrued expenses 1,694 521 Total accrued liabilities $ 16,966 $ 18,840 (1) December 31, 2018 balance relates to capital leases accounted for under ASC 840 and prior to the adoption of ASC 842 as of January 1, 2019. |
Long-term Debt And Line of Cred
Long-term Debt And Line of Credit | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-term Debt and Line of Credit | 12. The Company entered into an amended syndicated credit agreement (the “Credit Agreement” also known as the “Fourth Amendment”) on July 31, 2018 with Regions Bank, as administrative agent and collateral agent, and the following co-syndication agents: Bank of America, N.A., BOKF, NA dba Bank of Texas, KeyBank National Association, NBH Bank, IBERIABANK, Trustmark National Bank, First Tennessee Bank NA, and Branch Banking and Trust Company. The Credit Agreement, which may be amended from time to time, provides for borrowings under a revolving line of credit and a term loan (together, the “Credit Facility”). The Credit Facility is guaranteed by the subsidiaries of the Company, secured by the assets of the Company, including stock held in its subsidiaries, and may be used to finance general corporate and working capital purposes, to finance capital expenditures, to refinance existing indebtedness, to finance permitted acquisitions and associated fees, and to pay for all related expenses to the Credit Facility. Interest is due and is computed based on the designation of the loan, with the option of a Base Rate Loan (the base rate plus the Applicable Margin), or an Adjusted LIBOR Rate Loan (the adjusted LIBOR rate plus the Applicable Margin). Interest is due on the last day of each quarter end for Base Rate Loans and at the end of the LIBOR rate period for Adjusted LIBOR Rate Loans. Principal balances drawn under the Credit Facility may be prepaid at any time, in whole or in part, without premium or penalty. Amounts repaid under the revolving line of credit may be re-borrowed. The Credit Facility matures on July 31, 2023. Total debt issuance costs for the Fourth Amendment, which included underwriter fees, legal fees and syndication fees were approximately $0.9 million and were capitalized as non-current deferred charges and amortized using the effective interest rate method over the duration of the loan. Additionally, the Company executed the Fifth Amendment during March 2019, which was made effective as of December 31, 2018, and executed the Sixth Amendment during May 2019. The Company incurred additional debt issuance costs of approximately $0.6 million and $0.9 million respectively for the Fifth and Sixth Amendments. With the execution of the aforementioned Sixth Amendment, $50.0 million of the existing revolving line of credit was modified and accounted for under guidelines of ASC 470‑50, Debt, Modifications and Extinguishments, and a pro-rated portion of unamortized debt issuance costs of approximately $0.4 million was recognized as interest expense as of May 2019. The remaining debt issuance costs of approximately $0.9 million related to the Fourth, Fifth, and Sixth Amendments will be amortized over the duration of the loan. The yearly weighted average interest rate for the Credit Facility as of December 31, 2019 was 5.41%. The Company’s obligations under debt arrangements consisted of the following: December 31, 2019 December 31, 2018 Debt Issuance Debt Issuance Principal Costs (1) Total Principal Costs (1) Total Term loan - current $ 3,750 $ (82) $ 3,668 $ 3,000 $ (54) $ 2,946 Total current debt 3,750 (82) 3,668 3,000 (54) 2,946 Revolving line of credit 36,000 (782) 35,218 22,000 (213) 21,787 Term loan - long-term 33,540 (729) 32,811 55,500 (1,168) 54,332 Total long-term debt 69,540 (1,511) 68,029 77,500 (1,381) 76,119 Total debt $ 73,290 $ (1,593) $ 71,697 $ 80,500 $ (1,435) $ 79,065 (1) Total debt issuance costs, include underwriter fees, legal fees and syndication fees and fees related to the execution of the Fourth, Fifth, and Sixth Amendments to the Credit Agreement. Provisions of the revolving line of credit and accordion The Company has a maximum borrowing availability under the revolving line of credit and swingline loans (as defined in the Credit Agreement) of $50.0 million. There is a letter of credit sublimit that is equal to the lesser of $20.0 million and the aggregate unused amount of the revolving commitments then in effect. There is also a swingline sublimit equal to the lesser of $5.0 million and the aggregate unused amount of the revolving commitments then in effect. Revolving loans may be designated as Base Rate Loan or Adjusted LIBOR Rate Loans, at the Company’s request, and must be drawn in an aggregate minimum amount of $1.0 million and integral multiples of $250,000 in excess of that amount. Swingline loans must be drawn in an aggregate minimum amount of $250,000 and integral multiples of $50,000 in excess of that amount. The Company may convert, change, or modify such designations from time to time. The Company is subject to a commitment fee for the unused portion of the maximum borrowing availability under the revolving line of credit. The commitment fee, which is due quarterly in arrears, is equal to the Applicable Margin of the actual daily amount by which the Aggregate Revolving Commitments exceeds the Total Revolving Outstanding. The revolving line of credit termination date is the earlier of the Credit Facility termination date, July 31, 2023, or the date the outstanding balance is permanently reduced to zero, in accordance with the terms of the amended Credit Facility. The maturity date for amounts drawn under the revolving line of credit is the earlier of the Facility termination date of July 31, 2023, or the date the outstanding balance is permanently reduced to zero. Prior to the fourth quarter of 2018, the Company classified amounts drawn as current liabilities based on an intent and ability to repay the amounts using current assets within the next twelve months. During the fourth quarter of 2018, the Company determined it no longer has the intent to repay amounts drawn within the next twelve months. As of December 31, 2019, the Company determined that it still does not have the intent to repay amounts drawn within the next twelve months. Therefore, the Company has classified the entire outstanding balance of the revolving line of credit as non-current. As of December 31, 2019, the outstanding balance for all borrowings under the revolving line of credit was $36.0 million, where $32.0 million was designated as an Adjusted LIBOR Rate Loan at a weighted average rate of 4.50% and $4.0 million was designated as a Base Rate Loan at a rate of 6.50%. There were also $1.4 million in outstanding letters of credit as of December 31, 2019, which reduced the maximum borrowing availability on the revolving line of credit to $12.6 million as of December 31, 2019. During 2019, the Company drew down $63.0 million for general corporate purposes and made payments of $49.0 million on the revolving line of credit which resulted in a net increase of $14.0 million. Provisions of the term loan The original principal amount of $60.0 million for the term loan commitment is paid off in quarterly installment payments (as stated in the Credit Agreement). At December 31, 2019, the outstanding term loan component of the Credit Facility totaled $37.3 million and was secured by specific assets of the Company. The table below outlines the total remaining payment amounts annually for the term loan through maturity of the Credit Facility: 2020 3,750 2021 4,500 2022 5,250 2023 23,790 $ 37,290 During 2019 the Company made the scheduled quarterly principal payments of $3.0 million, and an additional principal paydown of $18.2 million with proceeds from a sale-leaseback arrangement. The current portion of debt is $3.8 million and the non-current portion is $33.5 million. As of December 31, 2019, the term loan was designated as an Adjusted LIBOR Rate Loan with an interest rate of 4.50%. Financial covenants Restrictive financial covenants under the Credit Facility include: · A consolidated Fixed Charge Coverage Ratio to not be less than the following during each noted period: -Fiscal Quarter Ending December 31, 2019 and each Fiscal Quarter thereafter, to not be less than 1.25 to 1.00. · A consolidated Leverage Ratio to not exceed the following during each noted period: -Fiscal Quarter Ending December 31, 2019, to not exceed 4.00 to 1.00; -Fiscal Quarter Ending March 31, 2020 and each Fiscal Quarter thereafter, to not exceed 3.00 to 1.00. · A consolidated Adjusted EBITDA to not be less than the following during each noted period: - Fiscal Year Ending December 31, 2019 : $21.7 million. In addition, the Credit Facility contains events of default that are usual and customary for similar arrangements, including non-payment of principal, interest or fees; breaches of representations and warranties that are not timely cured; violation of covenants; bankruptcy and insolvency events; and events constituting a change of control. The Company expects to meet its future internal liquidity and working capital needs and maintain or replace its equipment fleet through capital expenditure purchases and major repairs, from funds generated by its operating activities for at least the next 12 months. The Company believes that its cash position and available borrowings together with cash flow from its operations is adequate for general business requirements and to service its debt. The Company was in compliance with all financial covenants as of December 31, 2019. Derivative Financial Instruments On September 16, 2015, the Company entered into a series of receive-variable, pay-fixed interest rate swaps to hedge the variability in the interest payments on 50% of the aggregate principal amount of the Regions Term Loan outstanding, beginning with a notional amount of $67.5 million. There were a total of five sequential interest rate swaps to achieve the hedged position and each year on August 31, with the exception of the final swap, the existing interest rate swap was scheduled to expire and be immediately replaced with a new interest rate swap until the expiration of the final swap on July 31, 2020. On December 6, 2018, the Company entered into a sixth receive-variable, pay-fixed interest rate swap to hedge the variability of interest payments. The sixth swap will begin with a notional amount of $27.0 million on July 31, 2020 and will hedge the variability in the interest payments on the aggregate scheduled principal amount of the Regions Term Loan outstanding. The sixth swap is scheduled to expire on July 31, 2023. At inception, these interest rate swaps were designated as cash flow hedges for hedge accounting, and as such, the effective portion of unrealized changes in market value are recorded in accumulated other comprehensive (loss) income and reclassified into earnings during the period in which the hedged forecasted transaction affects earnings. Gains and losses from hedge ineffectiveness are recognized in current earnings. The change in fair market value of the swaps as of December 31, 2019 is approximately $1.0 million. The fair market value of the swaps as of December 31, 2019 is reflected as a liability of $1.0 million on the Consolidated Balance Sheets. See Note 9 for more information regarding the fair value of the Company’s derivative instruments. |
Other Long-Term Liabilities
Other Long-Term Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Liabilities, Other than Long-term Debt, Noncurrent [Abstract] | |
Other Long-Term Liabilities | 13. Other long-term liabilities at December 31, 2019 and 2018 consisted of the following: December 31, 2019 December 31, 2018 Sale-leaseback arrangement $ 17,447 $ — Accrual for insurance liabilities 2,989 2,355 Capital lease liability (1) — 5,189 Deferred rent — 759 Contingent consideration - TBC acquisition — 456 Total other long-term liabilities $ 20,436 $ 8,759 (1) December 31, 2018 balance relates to capital leases accounted for under ASC 840 and prior to the adoption of ASC 842 as of January 1, 2019. Sale-Leaseback Arrangement On September 27, 2019, the Company entered into a purchase and sale agreement (the “Purchase and Sale Agreement”). Pursuant to the terms of the Purchase and Sale Agreement, the Company sold its 17300 & 17140 Market Street location in Channelview, Texas (the “Property”) for a purchase price of $19.1 million. Concurrent with the sale of the Property, the Company entered into a fifteen-year lease agreement (the “Lease Agreement”), whereby the Company will lease back the Property at an annual rental rate of approximately $1.5 million, subject to annual rent increases of 2.0%. Under the Lease Agreement, the Company has two consecutive options to extend the term of the Lease by ten years for each such option. This transaction was recorded as a failed sale-leaseback. The Company recorded a liability for the amounts received, will continue to depreciate the non-land portion of the asset, and has imputed an interest rate so that the net carrying amount of the financial liability and remaining assets will be zero at the end of the initial lease term. Concurrently with the sale, the Company paid $18.2 million towards the Term loan portion of the Company’s Credit Facility, consistent with terms of the Sixth Amendment. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14. The following table presents the components of our consolidated income tax (benefit) expense for the years ended December 31, 2019, 2018 and 2017: Current Deferred Total Year ended December 31, 2019 U.S. Federal $ — $ — $ — State and local 716 $ 104 $ 820 Foreign 1,081 (33) 1,048 $ 1,797 $ 71 $ 1,868 Year ended December 31, 2018 U.S. Federal $ (12) $ (12,664) $ (12,676) State and local 183 $ (471) $ (288) Foreign 731 — 731 $ 902 $ (13,135) $ (12,233) Year ended December 31, 2017 U.S. Federal (a) $ (780) $ (3,986) $ (4,766) State and local 550 (180) 370 Foreign (145) — (145) $ (375) $ (4,166) $ (4,541) (a) Includes a $5.9 million net benefit recorded in the fourth quarter of 2017 resulting from the enactment of the Act on December 22, 2017. The Company’s income tax provision reconciles to the provision at the statutory U.S. federal income tax rate for each year ended December 31, as follows: 2019 2018 2017 Statutory amount (computed at 21% in 2019 and 2018 and 35% in 2017) $ (733) $ (22,398) $ (1,449) Re-measurement of deferred tax assets (a) — — (7,451) Valuation allowance on foreign tax credits (a) 1,081 593 1,514 State income tax, net of federal benefit 991 (1,922) 168 Permanent differences, other 461 1,550 505 Permanent differences, incentive stock options 311 (24) 447 Valuation allowance, other (166) 10,384 (77) Uncertain tax provision — — 1,614 Other (77) (416) 188 Consolidated income tax provision $ 1,868 $ (12,233) $ (4,541) Consolidated effective tax rate (53.5) % 11.5 % 109.7 % (a) In 2017, represents impact resulting from the enactment of the Act on December 22, 2017. In the year ended 2019, the Company’s effective tax rate differed from the statutory rate of 21% primarily due to the In the year ended 2018, the Company’s effective tax rate differed from the statutory rate of 21% primarily due to recording an $11.0 million, or $0.39 per share, valuation allowance against the Company’s net deferred tax assets, including net operating losses and foreign tax credits. The Company also recorded tax expense of $1.2 million related to the $69.5 million goodwill impairment. Additionally, the Company recorded tax expense related to permanent differences from meals and entertainment. In the year ended 2017, the Company’s effective tax rate differed from the statutory rate of 35% primarily due to the impact of the Act enacted on December 22, 2017. We recorded a net tax benefit of $5.9 million, or $0.21 per share, resulting from the re-measurement of the Company’s net deferred tax liabilities to reflect the new, lower U.S. corporate income tax rate of 21%, partially offset by the addition of a partial valuation allowance recorded against existing foreign tax credit carryforwards not expected to be utilized in future tax years. This net tax benefit was partially offset by the addition of an uncertain tax position reserve as well as tax expense for permanent differences associated with incentive stock options and meals and entertainment. Deferred Taxes The Company’s deferred tax assets and liabilities are as follows: Long Term As of December 31, 2019 2018 Assets related to: Accrued liabilities $ 1,030 $ 1,105 Intangible assets 3,020 3,054 Net operating loss carryforward 15,246 15,970 Non-qualified stock options 586 672 Foreign tax credits 2,570 1,489 Goodwill 7,232 8,200 Leases 9,038 — Other 1,347 2,684 Total gross deferred tax assets 40,069 33,174 Less valuation allowance (16,960) (15,815) Total net deferred tax assets 23,109 17,359 Liabilities related to: Depreciation and amortization (22,634) (16,974) Other (595) (434) Total deferred tax liabilities (23,229) (17,408) Net deferred tax liabilities $ (120) $ (49) The Company has net operating loss carryforwards for federal income tax purposes of $44.1 million as of December 31, 2019, which are available to reduce future taxable income. The amount of net operating loss that arose before the 2018 tax year is $7.5 million. These net operating losses will expire beginning 2032 and continuing through 2037. In addition, the Company has $36.6 million of net operating losses that arose after the 2017 tax year. These carryforwards last for an indefinite period of time but are limited to offset 80% of taxable income in any given year. The Company assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to use the existing deferred tax assets. The Company considers the scheduled reversal of deferred tax liabilities, available carryback periods, and tax-planning strategies in making this assessment. According to ASC subtopic 740‑10, the Company’s three-year cumulative loss is a significant piece of objective evidence. This objective evidence is weighed more heavily than the Company’s subjective positive evidence such as our estimated future taxable income and growth. Therefore, as of December 31, 2019, the Company continued to maintain a valuation allowance of $17.0 million. This includes an increase of $1.1 million during the year ended December 31, 2019 primarily to offset the value of additional foreign tax credits generated during the year. Uncertain Tax Benefits The Company and its subsidiaries file consolidated federal income tax returns in the United States and also file in various states. With few exceptions, the Company remains subject to federal and state income tax examinations for the years of 2013-2019. As of December 31, 2019, the Company has recorded unrecognized tax benefits of $1.6 million for any uncertain tax positions. The Company does not expect that unrecognized tax benefits as of December 31, 2019 for certain federal income tax matters will significantly change over the next 12 months. The final outcome of these uncertain tax positions is not yet determinable. Our uncertain tax benefits, if recognized, would affect the Company’s effective tax rate. The change in the total gross unrecognized tax benefits and prior year audit resolutions of the Company during the years ended December 31, 2019 and 2018 are reconciled in the table below: 2019 2018 Balances at beginning of the year $ 1,614 $ 1,614 Additions based on tax position related to current year — — Additions based on tax positions related to prior years — — Reductions based on tax positions related to current year — — Reductions based on tax positions related to prior years — — Settlements with tax authorities — — Lapse of statute of limitations — — Balance at the end of year $ 1,614 $ 1,614 The Company’s policy is to recognize interest and penalties related to any unrecognized tax liabilities as additional tax expense. No interest or penalties have been accrued at December 31, 2019, 2018 and 2017. The Company believes it has appropriate and adequate support for the income tax positions taken and to be taken on its tax returns and that its accruals for tax liabilities are adequate for all open years based on an assessment of many factors including past experience and interpretations of tax law applied to the facts of each matter. Although the Company believes its recorded assets and liabilities are reasonable, tax regulations are subject to interpretation and tax litigation is inherently uncertain; therefore the Company’s assessments can involve both a series of complex judgments about future events and rely heavily on estimates and assumptions. Although the Company believes that the estimates and assumptions supporting its assessments are reasonable, the final determination of tax audit settlements and any related litigation could be materially different from that which is reflected in historical income tax provisions and recorded assets and liabilities. If the Company were to settle an audit or a matter under litigation, it could have a material effect on the income tax provision, net income, or cash flows in the period or periods for which that determination is made. Any accruals for tax contingencies are provided for in accordance with U.S. GAAP . The Company does not believe that its tax positions will significantly change due to any settlement and/or expiration of statutes of limitations prior to December 31, 2020. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | 15. Basic earnings (loss) per share is based on the weighted average number of common shares outstanding during each period. Diluted earnings (loss) per share is based on the weighted average number of common shares outstanding as well as the effect of all dilutive common stock equivalents during each period net income is generated. For the years ended December 31, 2019, 2018 and 2017, the Company had 1,636,656, 1,938,967, and 2,274,908, securities, respectively, that were potentially dilutive in earnings per share calculations. Such dilution is dependent on the excess of the market price of our stock over the exercise price and other components of the treasury stock method. The exercise price for certain stock options awarded by the Company exceeded the average market price of the Company’s common stock for the years ended December 31, 2019 and 2018. Such stock options are antidilutive and are not included in the computation of earnings (loss) per share for those periods. The following table reconciles the denominators used in the computations of both basic and diluted earnings (loss) per share: Year ended December 31, 2019 2018 2017 Basic: Weighted average shares outstanding 29,322,054 28,518,353 28,029,936 Diluted: Total basic weighted average shares outstanding 29,322,054 28,518,353 28,029,936 Effect of potentially dilutive securities: Common stock options — — 324,344 Total weighted average shares outstanding assuming dilution 29,322,054 28,518,353 28,354,280 |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | 16. The Compensation Committee of the Company’s Board of Directors is responsible for the administration of the Company’s stock incentive plans, which include the balance of shares remaining under the 2011 Long Term Incentive Plan (the "2011 LTIP") and 2017 Long Term Incentive Plan (the "2017 LTIP"), which was approved by shareholders in May 2017 and authorized the maximum aggregate number of shares to be issued of 2,400,000. In general, the Company’s 2017 LTIP provides for grants of restricted stock and stock options to be issued with a per-share price equal to the fair market value of a share of common stock on the date of grant. Option terms are specified at each grant date, but are generally are 10 years from the date of issuance. Options generally vest over a three to five year period. Restricted Stock The following table summarizes the restricted stock activity under the Company’s equity incentive plans : Weighted Number Average of Fair Value Shares Per Share Nonvested at January 1, 2017 372,306 $ 5.66 Granted 345,913 $ 7.22 Vested (225,406) $ 7.25 Forfeited/repurchased shares (120,353) $ 6.08 Nonvested at December 31, 2017 372,460 $ 6.01 Granted 333,864 $ 7.47 Vested (217,244) $ 6.61 Forfeited/repurchased shares (71,139) $ 6.85 Nonvested at December 31, 2018 417,941 $ 7.04 Granted 757,012 $ 2.52 Vested (585,754) $ 3.74 Forfeited/repurchased shares (72,627) $ 6.05 Nonvested at December 31, 2019 516,572 $ 4.29 Independent directors receive equity compensation in the form of grants. In January 2019, two new independent directors each received equity compensation grants of 8,427 shares, with a fair value of $4.45 per share. In May 2019, the Company’s independent directors each received equity compensation grants of 45,918 shares, with a fair value of $1.96 per share. In October 2019, a new independent director received an equity compensation grant of 14,218 shares, with a fair value of $4.22 per share. In May 2018, the Company’s independent directors each received equity compensation grants of 12,064 shares, with a fair value of $7.46 per share. In May 2017, the Company’s independent directors each received equity compensation grants of 12,465 shares, with a fair value of $7.22 per share. In March 2019, the Company granted an executive of the Company 168,350 shares of restricted common stock, which vested one-third at March 31, June 30, and September 30, 2019, respectively. The fair value of all shares awarded on the date of the grant was $2.97 per share. In May 2019, certain officers and executives of the Company were awarded 62,500 shares with a vesting period of three years and a fair value of $1.96 per share. In July 2019, certain officers and executives of the Company were awarded 46,500 shares with a vesting period of three years and a fair value of $3.66. In December 2019, certain officers and executives of the Company were awarded 31,500 shares with a vesting period of three years and a fair value of $5.08 per share. In May 2018, certain officers and executives of the Company were awarded 203,752 shares with a vesting period of three years and a fair value of $7.46 per share. In July 2018 an executive was awarded 2,769 shares of restricted common stock with a fair value of $9.03 per share. Additionally, in 2017, certain officers and executives of the Company were awarded 213,643 shares with a vesting period of three years and a weighted average fair value of $7.22 per share. Performance Stock In May 2019, the Company awarded certain executives 187,500 shares of performance stock. The performance-based stock will potentially vest 50% if the target is met, with 25% each vesting on the second and third anniversary of the grant, with 100% of the shares to be earned based on the achievement of an objective, tiered return on invested capital, measured over a one-year performance period. The Company evaluates the probability of achieving this each reporting period. The fair value of all shares awarded on the date of the grant was $1.96 per share. In May 2018, the Company awarded certain executives 67,023 shares of performance based stock, which will potentially vest at the end of fiscal 2021, with 100% of the shares to be earned based on the achievement of an objective, tiered return on invested capital measured over a three-year performance period. The Company evaluates the probability of achieving this each reporting period. The fair value of all shares awarded on the date of the grant was $7.46 per share. In May 2017, the Company awarded certain executives 69,945 shares of performance based stock, which vest based on the achievement of an objective return on invested capital measured over a two-year performance period covering the 2018 and 2019 fiscal years. The fair value on the date of grant was $7.22 per share. Stock Options The following table summarizes the stock option activity under the Company’s equity incentive plans: Weighted Weighted Average Average Number Exercise Contractual Aggregate of Price Life Intrinsic Shares Per Share (Years) Value Outstanding at January 1, 2017 2,349,446 $ 8.39 Granted 425,204 $ 7.22 Exercised (229,551) $ 5.75 Forfeited (633,978) $ 10.36 Outstanding at December 31, 2017 1,911,121 $ 7.79 Granted 374,215 $ 7.49 Exercised (488,303) $ 5.76 Forfeited (132,252) $ 7.89 Outstanding at December 31, 2018 1,664,781 $ 8.31 Granted — $ — Exercised (7,021) $ 4.94 Forfeited (192,994) $ 15.26 Outstanding at December 31, 2019 1,464,766 $ 7.41 Vested and expected to vest at December 31, 2019 1,460,181 $ 7.41 4.78 $ 91 Exercisable at December 31, 2019 1,293,830 $ 7.41 4.34 $ 91 The Company calculates the fair value of each option on the date of grant using the Black-Scholes pricing model and the following weighted-average assumptions in each year: 2018 2017 Weighted average grant-date fair value of options granted $ 2.78 $ 7.22 Risk-free interest rate 2.65 % 1.46 % Expected volatility 52 % 48 % Expected term of options (in years) 3.0 3.0 Dividend yield — % — % The risk-free interest rate is based on interest rates on U.S. Treasury zero-coupon issues that match the contractual terms of the stock option grants. The expected term represents the period in which the Company’s equity awards are expected to be outstanding, which for the years presented is based on the exercise history. For years ended December 31, 2019, 2018 and 2017, compensation expense related to stock based awards outstanding for the periods was $2.8 million, $2.2 million and $2.3 million, respectively. The Company applies a 3.2% and 5.5% forfeiture rate, which gets compounded over the vesting terms of the individual award, to its restricted stock and option grants, respectively, based on historical analysis. During the year ended December 31, 2018, certain officers and executives of the Company were awarded 374,215 options with a vesting period of three years and a weighted average exercise price of $7.49 per share. During the year ended December 31, 2017, certain officers and executives of the Company were awarded 425,204 options with a vesting period of three years and a weighted average exercise price of $7.22 per share. In the year ended December 31, 2019, the Company received proceeds of less than $0.1 million upon the exercise of 7,021 options. In the year ended December 31, 2018, the Company received proceeds of approximately $2.8 million upon the exercise of 488,303 options. In the year ended December 31, 2017, the Company received proceeds of $1.3 million upon the exercise of 229,551 options. As of December 31, 2019, total unrecognized compensation expense related to unvested stock and options was approximately $2.0 million, which is expected to be recognized over a period of approximately 1.5 years. 2019 2018 2017 Total intrinsic value of options exercised $ — $ 1,286 $ 706 Total fair value of shares vested $ 769 $ 705 $ 855 |
Employee Benefits
Employee Benefits | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Employee Benefits | 17. All of the Company’s marine segment employees except the Associate Divers, the Associate Tugmasters, and union employees in the Pacific Northwest, are eligible to participate in the Company’s 401(k) Retirement Plan after completing six months of service. Each participant may contribute between 1% and 80% of eligible compensation on a pre-tax basis, up to the annual IRS limit. The Company matches 100% on the first 2% of eligible compensation contributed to the Plan and 50% on the next 2% of eligible compensation contributed to the Plan. Participants’ contributions are fully vested at all times. Employer matching contributions vest over a four-year period. At its discretion, the Company may make additional matching and profit-sharing contributions. During the years ended December 31, 2019, 2018 and 2017 the Company contributed $1.3 million, $1.4 million and $1.4 million, respectively to the Plan. All of the Company’s concrete segment employees except Leads, Helpers, Laborers, Finishers, Formsetters, Carpenters, Rodbusters, Patchmen, Equipment Operators, Field Engineering Trainees and certain Highly Compensated Employees are eligible to participate in the AGC Southwest Chapters 401(k) Retirement Plan, a multiple employer plan, after completing three months of service. Each participant may contribute up to the annual IRS limit. The Company matches 50% on the first 6% of eligible compensation contributed to the Plan. Participants’ contributions are fully vested at all times. Employer matching contributions vest over a five-year period. At its discretion, the Company may make additional matching and profit-sharing contributions. During the year ended December 31, 2019, 2018 and 2017, the Company contributed $0.1 million, $0.2 million and $0.4 million, respectively. The Company’s contributes to several multi-employer defined pension plans under the terms of collective-bargaining agreements that cover its union-represented employees. Risks of participating in these multi-employer plans are different from single-employer plans in the following aspects: · Assets contributed to the multi-employer plan by one employer may be used to provide benefits to employees of other participating employers; · If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers; and · If the Company chooses to stop participating in its multi-employer plans, it may be required to pay a withdrawal liability based on the underfunded status of the plan. The following table presents the Company’s participation in these plans: Pension Protection Expiration Act ("PPA") of Employer Certified Zone Status FIP/RP Collective Identification (1) Status Contributions Surcharge Bargaining Pension Trust Fund Number 2019 2018 P/I (2) 2019 2018 2017 Imposed Agreement International Union of Operating Engineers - Employers Construction Industry Retirement Plan - Local 302 and 612 Trust Funds 91-6028571 Green Green N/A $ 3,021 $ 2,482 $ 1,974 — 2022 Washington Laborers 91-6022315 Green Green N/A $ 30 $ — $ — — 2023 Carpenters Retirement Plan of Western Washington 91-6029051 Green Green N/A $ 695 $ 932 $ 693 — 2022 Cement Masons & Plasterers Trust Funds 91-6066773 Green Green N/A $ 2 $ — $ — — 2023 Washington-Idaho-Montana Carpenters-Employers Retirement Trust Fund 91-6123987 Yellow Yellow I $ 36 $ — $ — — 2021 Engineers - AGC Retirement Trust of the Inland Empire 91-6070237 Yellow Yellow I $ 20 $ — $ — — 2021 Alaska Carpenters Trust Fund 92-0120866 Yellow Green I $ 377 $ 328 $ 396 — 2021 Alaska Laborers Trust Fund 91-6028298 Yellow Yellow I $ 552 $ 321 $ 218 — 2020 (1) The most recent PPA zone status available in 2019 and 2018 is for the plan’s year end during 2018 and 2017, respectively. Zone status is based on information received from the plan and is indicative of the plans funding status. Among other factors, plans in the red zone are generally less than 65 percent funded, plans in the orange zone are less than 80 percent funded and have an Accumulated Funding Deficiency in the current year or projected into the next six years, plans in the yellow zone are less than 80 percent funded, and plans in the green zone are at least 80 percent funded. (2) The FIP/RP Status P/I column indicates plans for which a financial improvement plan ("FIP") or a rehabilitation plan ("RP") is either pending ("P"), or implemented ("I"). There are currently no plans to withdraw from any of the multi-employer plans in which the Company participates. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 18. The Company and one former and two current officers are named defendants in a class action lawsuit filed on April 11, 2019 in the United States District Court for the Southern District of Texas, Houston Division, seeking unstated compensatory damages under the federal securities laws allegedly arising from materially false and misleading statements during the period of March 13, 2018 to March 18, 2019. The complaint asserts, among other things, that the current and former officers caused the Company to overstate goodwill in certain periods; overstate accounts receivable; that the company lacked effective internal controls over financial reporting related to goodwill impairment testing and accounts receivable; and that as a result the required adjustments to goodwill and accounts receivable materially impacted the company’s financial statements causing the company’s stock price to be artificially inflated during the class period. The Company has responded to the complaint, considers all of these allegations without merit and is vigorously contesting the allegations. In addition, from time to time, the Company is a party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of business. These actions typically seek, among other things, compensation for alleged personal injury, breach of contract, property damage, civil penalties or other losses, or injunctive or declaratory relief and on rare occasions punitive damages. With respect to such lawsuits, the Company accrues reserves when it is probable a liability has been incurred and the amount of loss can be reasonably estimated. The Company does not believe any of these or any other proceedings, individually or in the aggregate, would be expected to have a material adverse effect on results of operations, cash flows, or financial condition A legal matter was settled in the Company’s favor for $5.5 million during the first quarter of 2018. Settlement amounts were recorded in Other gain from continuing operations in the Consolidated Statement of Operations, Prepaid expenses and other (current portion of the notes receivable) and Other non-current assets (non-current portion of the notes receivable) in the Consolidated Balance Sheets. As of December 31, 2019, the current portion of the notes receivable was $0.8 million and the non-current portion was $2.5 million, net of $0.3 million of unamortized discount. Legal fees related to this matter were expensed as incurred during the respective reporting period. As a result of charges brought in September 2015 and October 2016 by the Houston Police Department, Environmental Enforcement, two subsidiaries of the Company were indicted at the request of the Harris County, Texas District Attorney’s Office by a duly organized Grand Jury of Harris County, Texas for separate but similar violations of the Texas Water Code, allegedly arising from the handling of construction concrete at certain work sites. Specifically, in each case the Company was charged with unlawfully, intentionally or knowingly discharging a waste or pollutant and is subject to a maximum fine of $250,000. The Company considers both cases without merit. However, without admitting to fault, the Company has, in both cases, agreed to diversion agreements under which the charges were dismissed, without prosecution, upon our payment of fines. None of these allegations nor the costs of defense, taken separately or as a whole, is expected to have a material impact on the Company’s balance sheet or its liquidity. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting | 19. The Company currently operates in two reportable segments: marine and concrete. The Company’s financial reporting systems present various data for management to run the business, including profit and loss statements prepared according to the segments presented. Management uses operating income to evaluate performance between the two segments. Segment information for the periods presented is provided as follows: Year Ended Year Ended December 31, 2019 December 31, 2018 Marine Contract revenues $ 369,138 $ 243,883 Operating income (loss) 1,057 (61,012) Depreciation and amortization expense (19,889) (22,657) Total assets $ 264,681 $ 190,503 Property, plant and equipment, net 114,873 128,168 Concrete Contract revenues $ 339,252 $ 277,011 Operating (loss) income 1,136 (39,528) Depreciation and amortization expense (8,519) (9,142) Total assets $ 130,163 $ 122,367 Property, plant and equipment, net 17,475 19,835 There were $1.2 million in intersegment revenues between the Company’s two reportable segments for the year ended December 31, 2019. There were $2.5 million in intersegment revenues between the Company’s two reportable segments for the year ended December 31, 2018. The marine segment had foreign revenues of $11.4 million and $12.2 million, respectively, for the years ended December 31, 2019 and 2018. These revenues are derived from projects in the Caribbean Basin and Mexico and are paid primarily in U.S. dollars. There was no foreign revenue for the concrete segment. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | 20. The Company has operating and finance leases for office space, equipment and vehicles. Management determines if a contract is or contains a lease at inception of the contract or modification of the contract. A contract is or contains a lease if the contract conveys the right to control the use of an identified asset for a period in exchange for consideration. Control over the use of the identified asset means the lessee has both (a) the right to obtain substantially all of the economic benefits from the use of the asset and (b) the right to direct the use of the asset. Finance and operating lease ROU assets and liabilities are recognized based on the present value of future minimum lease payments over the expected lease term at commencement date. As the implicit rate is not determinable in most of the Company’s leases, management uses the Company’s incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The expected lease term includes options to extend or terminate the lease when it is reasonably certain the Company will exercise such option. Lease expense for minimum lease payments is recognized on a straight-line basis over the expected lease term. The Company’s lease arrangements have lease and non-lease components. Leases with an expected term of 12 months or less are not accounted for on the balance sheet and the related lease expense is recognized on a straight-line basis over the expected lease term. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. Leases recorded on the balance sheet consists of the following: December 31, Leases 2019 Assets Operating lease right-of-use assets, net (1) $ 17,997 Financing lease right-of-use assets, net (2) 7,896 Total assets $ 25,893 Liabilities Current Operating $ 5,043 Financing 2,788 Total current 7,831 Noncurrent Operating 13,596 Financing 3,760 Total noncurrent 17,356 Total liabilities $ 25,187 (1) Operating lease right-of-use assets are recorded net of accumulated amortization of $5.2 million as of December 31, 2019. (2) Financing lease right-of-use assets are recorded net of accumulated amortization of $6.2 million as of December 31, 2019 Other information related to lease term and discount rate is as follows: December 31, 2019 Weighted Average Remaining Lease Term (in years) Operating leases 5.30 Financing leases 1.18 Weighted Average Discount Rate Operating leases (1) 4.80 % Financing leases 5.10 % (1) Upon adoption of the new lease standard, discount rates used for existing operating leases were established on January 1, 2019. The components of lease expense are as follows: Year Ended December 31, 2019 Operating lease costs: Operating lease cost $ 6,930 Short-term lease cost (1) 2,001 Financing lease costs: Interest on lease liabilities 362 Amortization of right-of-use assets 2,312 Total lease cost $ 11,605 (1) Includes expenses related to leases with a lease term of more than one month but less than one year. Supplemental cash flow information related to leases is as follows: Year Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 6,887 Operating cash flows for finance leases $ 362 Financing cash flows for finance leases $ 2,906 Non-cash activity: ROU assets obtained in exchange for new operating lease liabilities $ 25,743 ROU assets obtained in exchange for new financing lease liabilities $ 1,021 Maturities of lease liabilities are summarized as follows: Operating Leases Finance Leases Year ending December 31, 2020 $ 5,802 $ 3,572 2021 4,327 3,190 2022 2,871 49 2023 2,250 41 2024 1,791 7 Thereafter 4,215 — Total future minimum lease payments 21,256 6,859 Less - amount representing interest 2,617 311 Present value of future minimum lease payments 18,639 6,548 Less - current lease obligations 5,043 2,788 Long-term lease obligations $ 13,596 $ 3,760 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 21. Upon the completion of the TAS acquisition, the Company entered into a lease arrangement with an entity in which an employee owns an interest. This lease is for office space and yard facilities used by the concrete segment. Annual lease expense was approximately $478,000 for the year ending December 31, 2017. Due to the resignation of this employee, these transactions ceased to be related party transactions as of July 31, 2017. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data | 22. The following tables set forth selected unaudited financial information for the eight quarters in the two-year period ended December 31, 2019. This information has been prepared on the same basis as the audited financial statements and, in the opinion of management, contains all adjustments necessary for a fair presentation. First Second Third Fourth Total Quarter Quarter Quarter Quarter Year (in thousands, except per share data) 2019 Revenues $ 143,105 $ 165,985 $ 199,507 $ 199,793 $ 708,390 Gross profit 9,082 14,977 20,893 19,089 64,041 Operating (loss) income (6,177) (423) 6,092 2,701 2,193 (Loss) income before income taxes (7,331) (1,773) 4,506 1,107 (3,491) Net (loss) income (7,924) (1,633) 4,039 159 (5,359) (Loss) earnings per share: Basic $ (0.27) $ (0.06) $ 0.14 $ 0.01 $ (0.18) Diluted $ (0.27) $ (0.06) $ 0.14 $ 0.01 $ (0.18) First Second Third Fourth Total Quarter Quarter Quarter Quarter Year (in thousands, except per share data) 2018 Revenues $ 136,843 $ 159,767 $ 125,073 $ 99,211 $ 520,894 Gross profit (loss) 14,695 19,462 4,825 (22,206) 16,776 Operating income (loss) 7,069 4,591 (7,405) (104,795) (100,540) Income (loss) before income taxes 5,590 3,909 (9,427) (106,727) (106,655) Net income (loss) 4,101 2,249 (6,356) (94,416) (94,422) Earnings (loss) per share: Basic $ 0.15 $ 0.08 $ (0.22) $ (3.32) $ (3.31) Diluted $ 0.14 $ 0.08 $ (0.22) $ (3.32) $ (3.31) |
Schedule II - Valuation And Qua
Schedule II - Valuation And Qualifying Accounts | 12 Months Ended |
Dec. 31, 2019 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation And Qualifying Accounts | ORION GROUP HOLDINGS, INC. SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Dollars in thousands) Balance at the Charged to Balance at the Beginning of Revenue, Cost End of Description the Period or Expense Deduction the Period Year ended December 31, 2017 Provision for doubtful accounts $ — $ — $ — $ — Reserve for losses on uncompleted contracts $ — $ — $ — $ — Year ended December 31, 2018 Provision for doubtful accounts $ — $ 4,280 $ — $ 4,280 Reserve for losses on uncompleted contracts $ — $ 22,770 $ — $ 22,770 Year ended December 31, 2019 Provision for doubtful accounts $ 4,280 $ — $ 1,680 $ 2,600 Reserve for losses on uncompleted contracts $ 22,770 $ 2,455 $ 14,300 $ 10,925 |
Summary of Significant Accoun_2
Summary of Significant Accounting Principles (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These consolidated financial statements include the accounts of the parent company, Orion Group Holdings, Inc. and its wholly-owned subsidiaries and have been prepared in accordance with U.S. GAAP. All intercompany balances and transactions have been eliminated in consolidation. Certain amounts in the prior year financial statements have been reclassified to conform to the current year presentation in the Company’s condensed consolidated statement of operations. As part of the Company’s Invest, Scale and Grow (“ISG”) initiative it realigned its project management personnel within the operating groups for the combined company. As a result of the realignment, beginning in the second quarter of 2019, the Company elected to classify certain project management costs in Cost of contract revenue in its Consolidated Statements of Operations (the “Statements of Operations”) to better represent how those costs are managed and controlled. For periods reported prior to the second quarter of 2019, certain project management costs were included in Selling, general and administrative (“SG&A”) expenses. The Company’s SG&A expense for 2019 included project management costs of $1.1 million incurred in the first quarter of 2019, and SG&A expense for 2018 and 2017 included project management costs of $4.9 million and $4.7 million, respectively. |
Revenue Recognition | Revenue Recognition The Company adopted ASU 2014‑09, Revenue from Contracts with Customers (Topic 606), on January 1, 2018, using the modified retrospective method. The Company recognized the cumulative effect of initially adopting Topic 606 guidance as an adjustment to the beginning balance of retained earnings. Contracts with customers that were not substantially complete in both the Company’s marine and concrete segments were evaluated in order to determine the impact as of the date of adoption. The Company’s revenue is derived from contracts to provide marine construction, dredging, turnkey concrete services, and other specialty services. The Company’s projects are typically short in duration and usually span a period of less than one year. The Company determines the appropriate accounting treatment for each contract before work begins and generally records revenue on contracts over time. Performance obligations are promises in a contract to transfer distinct goods or services to the customer and are the unit of account under Topic 606. The Company’s contracts and related change orders typically represent a single performance obligation because the Company provides a significant integrated service and individual goods and services are not separately identifiable. Revenue is recognized over time because control is continuously transferred to the customer. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation using its best estimate of the stand-alone selling price of each distinct good or service. Progress is measured by the percentage of actual contract costs incurred to date to total estimated costs for each contract. This method is used because management considers contract costs incurred to be the best available measure of progress on these contracts. Contract costs include all direct costs, such as material and labor, and those indirect costs incurred that are related to contract performance such as payroll taxes and insurance. General and administrative costs are charged to expense as incurred. Upfront costs, such as costs to mobilize personnel and equipment prior to satisfying a performance obligation are capitalized and amortized over the contract performance period. Changes in job performance, job conditions and estimated profitability, including those arising from final contract settlements, may result in revisions to costs and reported revenue and are recognized in the period in which the revisions are determined. The effect of changes in estimates of contract revenue or contract costs is recognized as an adjustment to recognized revenue on a cumulative catch-up basis. When losses on uncompleted contracts are anticipated, the entire loss is recognized in the period in which such losses are determined. Revenue is recorded net of any sales taxes collected and paid on behalf of the customer, if applicable. Contract revenue is derived from the original contract price as modified by agreed-upon change orders and estimates of variable consideration related to incentive fees and change orders or claims for which price has not yet been agreed by the customer. The Company estimates variable consideration based on its assessment of the most likely amount to which it expects to be entitled. Variable consideration is included in the estimated recognition of revenue to the extent it is probable that a significant reversal of cumulative recognized revenue will not occur. Based on its reading of the contract and its performance, the Company believes collection of these claims is probable, although the full amount of the recorded claims may not be collected. Contract assets and liabilities include the following: · Accounts Receivable: Trade, net of allowance - Represent amounts billed and currently due from customers and are stated at their estimated net realizable value. · Accounts Receivable: Retainage - Represent amounts which have not been billed to or paid by customers due to retainage provisions in construction contracts, which amounts generally become payable upon contract completion and acceptance by the customer. · Costs and Estimated Earnings in Excess of Billings on Uncompleted Contracts - Represent revenues recognized in excess of amounts billed, which management believes will be billed and collected within one year of the completion of the contract (i.e. Contract Assets) and are recorded as a current asset, until such amounts are either received or written off. · Billings in Excess of Costs and Estimated Earnings on Uncompleted Contracts - Represent billings in excess of revenues recognized (i.e. Contract Liabilities) and are recorded as a current liability, until the underlying obligation has been performed or discharged. The following table summarizes the cumulative effect of the changes made to the Company’s unaudited Consolidated Balance Sheet as of January 1, 2018 from the adoption of Topic 606: Balance at Adjustments Balance at December 31, Due to Topic January 1, 2017 606 2018 Assets Costs and estimated earnings in excess of billings on uncompleted contracts $ 46,006 $ 1,383 $ 47,389 Liabilities Billings in excess of costs and estimated earnings on uncompleted contracts $ 33,923 $ 1,745 $ 35,668 Deferred income tax liability 13,243 (76) 13,167 Equity Retained earnings $ 62,847 $ (286) $ 62,561 The following tables summarize the impact of adopting Topic 606 on the Company’s Consolidated Balance Sheet as of December 31, 2018 and Statement of Operations for the year ended December 31, 2018: Balances Without Adoption of Effect of Change As Reported Topic 606 Higher (Lower) Assets Costs and estimated earnings in excess of billings on uncompleted contracts $ 9,217 $ 10,040 $ (823) Liabilities Billings in excess of costs and estimated earnings on uncompleted contracts $ 21,761 $ 22,886 $ (1,125) Deferred income tax liability 49 (57) 106 Equity Retained earnings $ (31,861) $ (32,057) $ 196 Balances Without Adoption of Effect of Change As Reported Topic 606 Higher (Lower) Contract revenues $ 520,894 $ 519,769 $ 1,125 Cost of contract revenues 504,118 503,295 823 Gross profit 16,776 16,474 302 Income tax (benefit) expense (12,233) (12,339) 106 Net (loss) income $ (94,422) $ (94,618) $ 196 Basic (loss) income per share $ (3.31) $ (3.32) $ 0.01 Diluted (loss) income per share $ (3.31) $ (3.32) $ 0.01 Remaining performance obligations represent the transaction price of firm orders or other written contractual commitments from customers for which work has not been performed, or is partially completed and excludes unexercised contract options and potential orders. As of December 31, 2019, the aggregate amount of the remaining performance obligations was approximately $572.3 million. Of this amount, the Company expects to recognize $465.1 million, or 81%, in the next 12 months and the remaining balance thereafter. |
Classification of Current Assets and Liabilities | Classification of Current Assets and Liabilities The Company includes in current assets and liabilities amounts realizable and payable in the normal course of contract completion. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. At times, cash held by financial institutions may exceed federally insured limits. The Company has not historically sustained losses on its cash balances in excess of federally insured limits. Cash equivalents at December 31, 2019 and 2018 consisted primarily of overnight bank deposits. Restricted cash as of December 31, 2019 consisted of $1.0 million of collateral related to a marine project and is classified in current assets. |
Risk Concentrations | Risk Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk principally consist of accounts receivable. The Company depends on its ability to continue to obtain federal, state and local governmental contracts, and indirectly, on the amount of funding available to these agencies for new and current governmental projects. Therefore, a portion of the Company’s operations is dependent upon the level and timing of government funding. Statutory mechanics liens provide the Company high priority in the event of lien foreclosures following financial difficulties of private owners, thus minimizing credit risk with private customers. |
Accounts Receivable | Accounts Receivable Accounts receivable are stated at the historical carrying value, less allowances for doubtful accounts. The Company has significant investments in billed and unbilled receivables as of December 31, 2019 and 2018. Billed receivables represent amounts billed upon the completion of small contracts and progress billings on large contracts in accordance with contract terms and milestone achievements. Unbilled receivables on contracts, which are included in costs in excess of billings, arise as revenues are recognized over time. Unbilled amounts on contracts represent recoverable costs and accrued profits not yet billed. Revenue associated with these billings is recorded net of any sales tax, if applicable. Past due balances over 90 days and other higher risk amounts are reviewed individually for collectability. In establishing an allowance for doubtful accounts, the Company evaluates its contract receivables and costs in excess of billings and thoroughly reviews historical collection experience, the financial condition of its customers, billing disputes and other factors. The Company writes off potentially uncollectible accounts receivable against the allowance for doubtful accounts if it is determined that the amounts will not be collected or if a settlement is reached for an amount that is less than the carrying value. As of December 31, 2019 and 2018, the Company has recorded an allowance for doubtful accounts of $2.6 million and $4.3 million, respectively. Balances billed to customers but not paid pursuant to retainage provisions in construction contracts generally become payable upon contract completion and acceptance by the owner. Retainage at December 31, 2019 totaled $42.5 million, of which $11.0 million is expected to be collected beyond 2020. Retainage at December 31, 2018 totaled $30.7 million. The Company negotiates change orders and claims with its customers. Unsuccessful negotiations of claims could result in a change to contract revenue that is less than amounts previously recorded, which could result in the recording of a loss in the amount of the shortfall. Successful claims negotiations could result in the recovery of previously recorded losses. Significant losses on receivables could adversely affect the Company’s financial position, results of operations and overall liquidity. |
Advertising Costs | Advertising Costs The Company primarily obtains contracts through the open bid process, and therefore advertising costs are not a significant component of expense. Advertising costs are expensed as incurred |
Environmental Costs | Environmental Costs Costs related to environmental remediation are charged to expense. Other environmental costs are also charged to expense unless they increase the value of the property and/or provide future economic benefits, in which event the costs are capitalized. Environmental liabilities, if any, are recognized when the expenditure is considered probable and the amount can be reasonably estimated. The Company did not recognize any environmental liabilities as of December 31, 2019 or 2018, respectively. |
Fair Value Measurements | Fair Value Measurements The Company evaluates and presents certain amounts included in the accompanying consolidated financial statements at “fair value” in accordance with U.S. GAAP, which requires the Company to base its estimates on assumptions that market participants, in an orderly transaction, would use to price an asset or liability, and to establish a hierarchy that prioritizes the information used to determine fair value. Refer to Note 9 for more information regarding fair value determination. The Company generally applies fair value valuation techniques on a non-recurring basis associated with (1) valuing assets and liabilities acquired in connection with business combinations and other transactions; (2) valuing potential impairment loss related to long-lived assets ; and (3) valuing potential impairment loss related to goodwill and indefinite-lived intangible assets. |
Inventory | Inventory Current inventory consists of parts and small equipment held for use in the ordinary course of business and is valued at the lower of cost (using historical average cost) or net realizable value. Where shipping and handling costs are incurred by the Company, these charges are included in inventory and charged to cost of contract revenue upon use. Non-current inventory consists of spare parts (including engines, cutters and gears) that require special order or long-lead times for manufacture or fabrication, but must be kept on hand to reduce downtime. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost. Ordinary maintenance and repairs that do not improve or extend the useful life of the asset are expensed as incurred. Major renewals and betterments of equipment are capitalized and depreciated generally over three to seven years until the next scheduled maintenance. When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in results of operations for the respective period. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets for financial statement purposes, as follows: Automobiles and trucks 3 to 5 years Buildings and improvements 5 to 30 years Construction equipment 3 to 15 years Vessels and other equipment 1 to 15 years Office equipment 1 to 5 years The Company generally uses accelerated depreciation methods for tax purposes where appropriate. Dry-docking costs are capitalized and amortized using the straight-line method over a period ranging from three to 15 years. Dry-docking costs include, but are not limited to, the inspection, refurbishment and replacement of steel, engine components, tailshafts, mooring equipment and other parts of the vessel. Amortization related to dry-docking activities is included as a component of depreciation. These costs and the related amortization periods are periodically reviewed to determine if the estimates are accurate. If warranted, a significant upgrade of equipment may result in a revision to the useful life of the asset, in which case the change is accounted for prospectively. Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset or asset group 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 in the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of are separately presented in the balance sheet and reported at the lower of the carrying amount or the fair value, less the costs to sell, and are no longer depreciated. There were no assets classified as held for sale as of December 31, 2019 or December 31, 2018. |
Leases | Leases The Company adopted ASU 2016-02, Leases (Topic 842), on January 1, 2019, on a prospective basis, forgoing comparative reporting. The Company elected to utilize the transition guidance within the new standard, which allows the Company to carryforward the historical lease classification. The Company elected to not separate lease and non-lease components for all classes of underlying assets in which it is the lessee and made an accounting policy election to not account for leases with an initial term of 12 months or less on the balance sheet. Adoption of the standard resulted in the recording of additional net ROU operating lease assets of approximately $23.3 million and lease liabilities for operating leases of approximately $24.0 million on the Consolidated Balance Sheets as of January 1, 2019. The adoption of this guidance did not have an impact on net income. See Note 20 for more information regarding leases. |
Intangible Assets | Intangible Assets Intangible assets that have finite lives are amortized. In addition, the Company evaluates the remaining useful life of intangible assets in each reporting period to determine whether events and circumstances warrant a revision of the remaining period of amortization. If the estimate of an intangible asset’s remaining life is changed, the remaining carrying value of such asset is amortized prospectively over that revised remaining useful life. Intangible assets that have infinite lives are not amortized, but are subject to impairment testing at least annually or more frequently if events or circumstances indicate that the asset may be impaired. The Company has one infinite-lived intangible asset, a trade name, which is tested for impairment annually on October 31, or whenever events or circumstances indicate that the carrying amount of the trade name may not be recoverable. Impairment is calculated as the excess of the trade name’s carrying value over its fair value. The fair value of the trade name is determined using the relief from royalty method, a variation of the income approach. This method assumes that if a company owns intellectual property, it does not have to “rent” the asset and is, therefore, “relieved” from paying a royalty. Once a supportable royalty rate is determined, the rate is then applied to the projected revenues over the expected remaining life of the intangible assets to estimate the royalty savings. This approach is dependent on a number of factors, including estimates of future growth and trends, royalty rates, discount rates and other variables. |
Stock-Based Compensation | Stock-Based Compensation The Company recognizes compensation expense for equity awards over the vesting period based on the fair value of these awards at the date of grant. The computed fair value of these awards is recognized as a non-cash cost over the period the employee provides services, which is typically the vesting period of the award. The fair value of options granted is estimated on the date of grant using the Black-Scholes option-pricing model. The Black-Scholes option-pricing model requires the use of subjective assumptions in the computation. Changes in these assumptions can cause significant fluctuations in the fair value of the option award. The fair value of restricted stock grants is equivalent to the fair value of the stock issued on the date of grant, and is measured as the closing price of the stock on the date of grant. Compensation expense is recognized only for share-based payments expected to vest. The Company estimates forfeitures at the date of grant based on historical experience and future expectations. This assessment is updated on a periodic basis |
Income Taxes | Income Taxes The Company determines its consolidated income tax provision using the asset and liability method prescribed by U.S. GAAP, which requires the recognition of income tax expense for the amount of taxes payable or refundable for the current period and for deferred tax liabilities and assets for the future tax consequences of events that have been recognized in an entity’s financial statements or tax returns. The Company must make significant assumptions, judgments and estimates to determine its current provision for income taxes, its deferred tax assets and liabilities, and any valuation allowance to be recorded against any deferred tax asset. The current provision for income tax is based upon the current tax laws and the Company’s interpretation of these laws, as well as the probable outcomes of any tax audits. The value of any net deferred tax asset depends upon estimates of the amount and category of future taxable income reduced by the amount of any tax benefits that the Company does not expect to realize. Actual operating results and the underlying amount and category of income in future years could render current assumptions, judgments and estimates of recoverable net deferred taxes inaccurate, thus impacting the Company’s financial position and results of operations. The Company computes deferred income taxes using the liability method. Under the liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under the liability method, 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. The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740, Income Taxes which prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken, or expected to be taken, on its consolidated tax return. The Company evaluates and records any uncertain tax positions based on the amount that management deems is more likely than not to be sustained upon examination and ultimate settlement with the tax authorities in the tax jurisdictions in which it operates. See Note 14 for additional discussion of income taxes. |
Insurance Coverage | Insurance Coverage The Company maintains insurance coverage for its business and operations. Insurance related to property, equipment, automobile, general liability, and a portion of workers’ compensation is provided through traditional policies, subject to a deductible or deductibles. A portion of the Company’s workers’ compensation exposure is covered through a mutual association, which is subject to supplemental calls. The marine segment maintains five levels of excess loss insurance coverage, totaling $200 million in excess of primary coverage. The marine segment’s excess loss coverage responds to most of its policies when a primary limit of $1 million has been exhausted; provided that the primary limit for Contingent Maritime Employer’s Liability is $10 million and the Watercraft Pollution Policy primary limit is $5 million. The concrete segment maintains five levels of excess loss insurance coverage, totaling $200 million in excess of primary coverage. The concrete segment’s excess loss coverage responds to most of its policies when a primary limit of $1 million has been exhausted. If a claim arises and a potential insurance recovery is probable, the impending gain is recognized separately from the related loss. The recovery will only be recognized up to the amount of the loss once the recovery of the claim is deemed probable and any excess gain will fall under contingency accounting and will only be recognized once it is realized. The Company does not net insurance recoveries against the related claim liability as the amount of the claim liability is determined without consideration of the anticipated insurance recoveries from third parties. Separately, the Company’s marine segment employee health care is paid for by general assets of the Company and currently administered by a third party. The administrator has purchased appropriate stop-loss coverage. Losses on these policies up to the deductible amounts are accrued based upon known claims incurred and an estimate of claims incurred but not reported. The accruals are derived from known facts, historical trends and industry averages to determine the best estimate of the ultimate expected loss. Actual claims may vary from estimates. Any adjustments to such reserves are included in the Consolidated Results of Operations in the period in which they become known. The Company’s concrete segment employee health care is provided through two policies. A fully funded policy is offered primarily to salaried employees and their dependents while a partially self-funded plan with an appropriate stop-loss is offered primarily to hourly employees and their dependents. The self-funded plan is funded to the maximum exposure and, as a result, is expected to receive a partial refund after the policy expiration. The accrued liability for insurance includes incurred but not reported claims of $3.7 million and $5.7 million at December 31, 2019 and 2018, respectively. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The Financial Accounting Standards Board (“FASB”) issues accounting standards and updates (each, an "ASU") from time to time to its Accounting Standards Codification (‘ASC’), which is the primary source of U.S. GAAP. The Company regularly monitors ASUs as they are issued and considers applicability to its business. All ASUs are adopted by their respective due dates and in the manner prescribed by the FASB. In June 2016, the FASB issued ASU 2016 - 13, Measurement of Credit Losses on Financial Instruments (Topic 326), which changes the way in which entities estimate and present credit losses for most financial assets, including accounts receivable. The guidance is effective for the Company’s fiscal year beginning January 1, 2020, including interim periods within that fiscal year. Early adoption is permitted, although the Company does not intend to do so. For the Company’s trade receivables, certain other receivables and certain other financial instruments, it will be required to use a new forward-looking “expected” credit loss model based on historical loss rates that will replace the existing “incurred” credit loss model, which will generally result in earlier recognition of allowances for credit losses. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements, but it does not anticipate the new standard will materially impact the financial statements. During the periods presented in these financial statements, the Company implemente d other new accounting pronouncements other than those noted above that are discussed in the notes where applicable. |
Summary of Significant Accoun_3
Summary of Significant Accounting Principles (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedules of the impact of adoption of Topic 606 | The following table summarizes the cumulative effect of the changes made to the Company’s unaudited Consolidated Balance Sheet as of January 1, 2018 from the adoption of Topic 606: Balance at Adjustments Balance at December 31, Due to Topic January 1, 2017 606 2018 Assets Costs and estimated earnings in excess of billings on uncompleted contracts $ 46,006 $ 1,383 $ 47,389 Liabilities Billings in excess of costs and estimated earnings on uncompleted contracts $ 33,923 $ 1,745 $ 35,668 Deferred income tax liability 13,243 (76) 13,167 Equity Retained earnings $ 62,847 $ (286) $ 62,561 The following tables summarize the impact of adopting Topic 606 on the Company’s Consolidated Balance Sheet as of December 31, 2018 and Statement of Operations for the year ended December 31, 2018: Balances Without Adoption of Effect of Change As Reported Topic 606 Higher (Lower) Assets Costs and estimated earnings in excess of billings on uncompleted contracts $ 9,217 $ 10,040 $ (823) Liabilities Billings in excess of costs and estimated earnings on uncompleted contracts $ 21,761 $ 22,886 $ (1,125) Deferred income tax liability 49 (57) 106 Equity Retained earnings $ (31,861) $ (32,057) $ 196 Balances Without Adoption of Effect of Change As Reported Topic 606 Higher (Lower) Contract revenues $ 520,894 $ 519,769 $ 1,125 Cost of contract revenues 504,118 503,295 823 Gross profit 16,776 16,474 302 Income tax (benefit) expense (12,233) (12,339) 106 Net (loss) income $ (94,422) $ (94,618) $ 196 Basic (loss) income per share $ (3.31) $ (3.32) $ 0.01 Diluted (loss) income per share $ (3.31) $ (3.32) $ 0.01 |
Schedule of depreciable lives of property, plant and equipment | Automobiles and trucks 3 to 5 years Buildings and improvements 5 to 30 years Construction equipment 3 to 15 years Vessels and other equipment 1 to 15 years Office equipment 1 to 5 years |
Business Acquisition (Tables)
Business Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Schedule of recognized identified assets acquired and liabilities assumed | Accounts receivable $ 3,239 Retainage 1,860 Fixed assets, net 2,098 Other 9 Goodwill 2,562 Other intangible assets 878 Accounts payable (2,017) Accrued expenses and other current liabilities (1,080) Contingent consideration (456) Deferred tax liability (1,093) Total Acquisition Consideration at April 9, 2017 $ 6,000 Working capital adjustment (all attributable to Goodwill) 557 Total Acquisition Consideration $ 6,557 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of disaggregation of revenue | Year ended December 31, 2019 2018 Marine Segment Construction $ 242,527 $ 156,925 Dredging 112,303 73,237 Specialty Services 14,308 13,721 Marine segment contract revenues $ 369,138 $ 243,883 Concrete Segment Light Commercial $ 284,624 $ 215,628 Structural 54,497 60,926 Other 131 457 Concrete segment contract revenues $ 339,252 $ 277,011 Total contract revenues $ 708,390 $ 520,894 |
Concentration of Risk and Ent_2
Concentration of Risk and Enterprise Wide Disclosures (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Trade and contract retainage receivables | |
Concentration Risk [Line Items] | |
Schedules of concentration of risk, by risk factor | December 31, 2019 December 31, 2018 Federal Government $ 4,765 3 % $ 2,319 2 % State Governments 5,864 4 % 916 1 % Local Governments 41,944 26 % 30,187 28 % Private Companies 106,514 67 % 74,953 69 % Total receivables $ 159,087 100 % $ 108,375 100 % |
Contract revenues | |
Concentration Risk [Line Items] | |
Schedules of concentration of risk, by risk factor | 2019 % 2018 % 2017 % Federal Government $ 46,425 6 % $ 42,143 8 % $ 63,823 11 % State Governments 47,831 7 % 30,470 6 % 42,613 7 % Local Government 212,958 30 % 107,478 21 % 91,591 16 % Private Companies 401,176 57 % 340,803 65 % 380,526 66 % Total contract revenues $ 708,390 100 % $ 520,894 100 % $ 578,553 100 % |
Contracts in Progress (Tables)
Contracts in Progress (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Contractors [Abstract] | |
Schedule of contracts in progress | December 31, December 31, 2019 2018 Costs incurred on uncompleted contracts $ 884,244 $ 461,144 Estimated earnings 144,160 73,170 1,028,404 534,314 Less: Billings to date (1,035,796) (546,858) $ (7,392) $ (12,544) Included in the accompanying Consolidated Balance Sheet under the following captions: Costs and estimated earnings in excess of billings on uncompleted contracts $ 41,389 $ 9,217 Billings in excess of costs and estimated earnings on uncompleted contracts (48,781) (21,761) $ (7,392) $ (12,544) |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Summary of property and equipment | December 31, December 31, 2019 2018 Automobiles and trucks $ 2,161 $ 1,709 Building and improvements 44,278 43,628 Construction equipment 153,147 161,113 Vessels and other equipment 84,022 90,217 Office equipment 8,652 8,061 292,260 304,728 Less: Accumulated depreciation (196,973) (195,373) Net book value of depreciable assets 95,287 109,355 Construction in progress 1,198 2,785 Land 35,863 35,863 $ 132,348 $ 148,003 |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value, assets and liabilities measured on recurring basis | Fair Value Measurements Carrying Value Level 1 Level 2 Level 3 December 31, 2019 Assets: Cash surrender value of life insurance policy $ 2,714 — 2,714 — Liabilities: Derivatives $ 1,045 — 1,045 — December 31, 2018 Assets: Cash surrender value of life insurance policy $ 1,993 — 1,993 — Liabilities: Derivatives $ 79 — 79 — |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in goodwill | December 31, December 31, 2019 2018 Beginning balance, January 1 $ — $ 69,483 Impairments — (69,483) Ending balance $ — $ — |
Schedule of changes and amortization of finite-lived intangible assets | December 31, December 31, 2019 2018 Finite-lived intangible assets, beginning of period $ 35,240 $ Additions — — Total finite-lived intangible assets, end of period $ 35,240 $ 35,240 Accumulated amortization, beginning of period $ (27,345) $ (23,955) Current year amortization (2,640) (3,390) Total accumulated amortization (29,985) (27,345) Net finite-lived intangible assets, end of period $ 5,255 7,895 Infinite-lived intangible assets 6,892 6,892 Total net intangible assets $ 12,147 $ 14,787 |
Summary of finite-lived intangible assets amortization expense | 2020 2,069 2021 1,521 2022 1,239 2023 389 2024 37 $ 5,255 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of accrued liabilities | December 31, 2019 December 31, 2018 Accrued salaries, wages and benefits $ 7,323 $ 6,492 Accrual for insurance liabilities 3,714 5,680 Sales taxes 3,021 2,178 Property taxes 389 924 Sale-leaseback arrangement 482 — Accounting and audit fees 267 — Interest 76 — Capital lease liability (1) — 3,045 Other accrued expenses 1,694 521 Total accrued liabilities $ 16,966 $ 18,840 December 31, 2018 balance relates to capital leases accounted for under ASC 840 and prior to the adoption of ASC 842 as of January 1, 2019. |
Long-term Debt, Line of Credit
Long-term Debt, Line of Credit and Derivatives (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of debt | December 31, 2019 December 31, 2018 Debt Issuance Debt Issuance Principal Costs (1) Total Principal Costs (1) Total Term loan - current $ 3,750 $ (82) $ 3,668 $ 3,000 $ (54) $ 2,946 Total current debt 3,750 (82) 3,668 3,000 (54) 2,946 Revolving line of credit 36,000 (782) 35,218 22,000 (213) 21,787 Term loan - long-term 33,540 (729) 32,811 55,500 (1,168) 54,332 Total long-term debt 69,540 (1,511) 68,029 77,500 (1,381) 76,119 Total debt $ 73,290 $ (1,593) $ 71,697 $ 80,500 $ (1,435) $ 79,065 (1) Total debt issuance costs, include underwriter fees, legal fees and syndication fees and fees related to the execution of the Fourth, Fifth, and Sixth Amendments to the Credit Agreement. |
Schedule of debt maturity | 2020 3,750 2021 4,500 2022 5,250 2023 23,790 $ 37,290 |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Liabilities, Other than Long-term Debt, Noncurrent [Abstract] | |
Schedule of other long-term liabilities | December 31, 2019 December 31, 2018 Sale-leaseback arrangement $ 17,447 $ — Accrual for insurance liabilities 2,989 2,355 Capital lease liability (1) — 5,189 Deferred rent — 759 Contingent consideration - TBC acquisition — 456 Total other long-term liabilities $ 20,436 $ 8,759 December 31, 2018 balance relates to capital leases accounted for under ASC 840 and prior to the adoption of ASC 842 as of January 1, 2019. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of components of income tax expense (benefit) | Current Deferred Total Year ended December 31, 2019 U.S. Federal $ — $ — $ — State and local 716 $ 104 $ 820 Foreign 1,081 (33) 1,048 $ 1,797 $ 71 $ 1,868 Year ended December 31, 2018 U.S. Federal $ (12) $ (12,664) $ (12,676) State and local 183 $ (471) $ (288) Foreign 731 — 731 $ 902 $ (13,135) $ (12,233) Year ended December 31, 2017 U.S. Federal (a) $ (780) $ (3,986) $ (4,766) State and local 550 (180) 370 Foreign (145) — (145) $ (375) $ (4,166) $ (4,541) (a) Includes a $5.9 million net benefit recorded in the fourth quarter of 2017 resulting from the enactment of the Act on December 22, 2017. |
Schedule of effective income tax reconciliation | 2019 2018 2017 Statutory amount (computed at 21% in 2019 and 2018 and 35% in 2017) $ (733) $ (22,398) $ (1,449) Re-measurement of deferred tax assets (a) — — (7,451) Valuation allowance on foreign tax credits (a) 1,081 593 1,514 State income tax, net of federal benefit 991 (1,922) 168 Permanent differences, other 461 1,550 505 Permanent differences, incentive stock options 311 (24) 447 Valuation allowance, other (166) 10,384 (77) Uncertain tax provision — — 1,614 Other (77) (416) 188 Consolidated income tax provision $ 1,868 $ (12,233) $ (4,541) Consolidated effective tax rate (53.5) % 11.5 % 109.7 % (a) In 2017, represents impact resulting from the enactment of the Act on December 22, 2017. |
Schedule of deferred tax assets and liabilities | Long Term As of December 31, 2019 2018 Assets related to: Accrued liabilities $ 1,030 $ 1,105 Intangible assets 3,020 3,054 Net operating loss carryforward 15,246 15,970 Non-qualified stock options 586 672 Foreign tax credits 2,570 1,489 Goodwill 7,232 8,200 Leases 9,038 — Other 1,347 2,684 Total gross deferred tax assets 40,069 33,174 Less valuation allowance (16,960) (15,815) Total net deferred tax assets 23,109 17,359 Liabilities related to: Depreciation and amortization (22,634) (16,974) Other (595) (434) Total deferred tax liabilities (23,229) (17,408) Net deferred tax liabilities $ (120) $ (49) |
Schedule of Unrecognized tax benefits | 2019 2018 Balances at beginning of the year $ 1,614 $ 1,614 Additions based on tax position related to current year — — Additions based on tax positions related to prior years — — Reductions based on tax positions related to current year — — Reductions based on tax positions related to prior years — — Settlements with tax authorities — — Lapse of statute of limitations — — Balance at the end of year $ 1,614 $ 1,614 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share, basic and diluted | Year ended December 31, 2019 2018 2017 Basic: Weighted average shares outstanding 29,322,054 28,518,353 28,029,936 Diluted: Total basic weighted average shares outstanding 29,322,054 28,518,353 28,029,936 Effect of potentially dilutive securities: Common stock options — — 324,344 Total weighted average shares outstanding assuming dilution 29,322,054 28,518,353 28,354,280 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of restricted stock activity | Weighted Number Average of Fair Value Shares Per Share Nonvested at January 1, 2017 372,306 $ 5.66 Granted 345,913 $ 7.22 Vested (225,406) $ 7.25 Forfeited/repurchased shares (120,353) $ 6.08 Nonvested at December 31, 2017 372,460 $ 6.01 Granted 333,864 $ 7.47 Vested (217,244) $ 6.61 Forfeited/repurchased shares (71,139) $ 6.85 Nonvested at December 31, 2018 417,941 $ 7.04 Granted 757,012 $ 2.52 Vested (585,754) $ 3.74 Forfeited/repurchased shares (72,627) $ 6.05 Nonvested at December 31, 2019 516,572 $ 4.29 |
Schedule of stock options activity | Weighted Weighted Average Average Number Exercise Contractual Aggregate of Price Life Intrinsic Shares Per Share (Years) Value Outstanding at January 1, 2017 2,349,446 $ 8.39 Granted 425,204 $ 7.22 Exercised (229,551) $ 5.75 Forfeited (633,978) $ 10.36 Outstanding at December 31, 2017 1,911,121 $ 7.79 Granted 374,215 $ 7.49 Exercised (488,303) $ 5.76 Forfeited (132,252) $ 7.89 Outstanding at December 31, 2018 1,664,781 $ 8.31 Granted — $ — Exercised (7,021) $ 4.94 Forfeited (192,994) $ 15.26 Outstanding at December 31, 2019 1,464,766 $ 7.41 Vested and expected to vest at December 31, 2019 1,460,181 $ 7.41 4.78 $ 91 Exercisable at December 31, 2019 1,293,830 $ 7.41 4.34 $ 91 |
Schedule of stock option valuation assumptions using Black-Scholes pricing model | 2018 2017 Weighted average grant-date fair value of options granted $ 2.78 $ 7.22 Risk-free interest rate 2.65 % 1.46 % Expected volatility 52 % 48 % Expected term of options (in years) 3.0 3.0 Dividend yield — % — % |
Schedule of intrinsic value of options exercised and fair value of shares vested | 2019 2018 2017 Total intrinsic value of options exercised $ — $ 1,286 $ 706 Total fair value of shares vested $ 769 $ 705 $ 855 |
Employee Benefits (Tables)
Employee Benefits (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Schedule of multi-employer plans | Pension Protection Expiration Act ("PPA") of Employer Certified Zone Status FIP/RP Collective Identification (1) Status Contributions Surcharge Bargaining Pension Trust Fund Number 2019 2018 P/I (2) 2019 2018 2017 Imposed Agreement International Union of Operating Engineers - Employers Construction Industry Retirement Plan - Local 302 and 612 Trust Funds 91-6028571 Green Green N/A $ 3,021 $ 2,482 $ 1,974 — 2022 Washington Laborers 91-6022315 Green Green N/A $ 30 $ — $ — — 2023 Carpenters Retirement Plan of Western Washington 91-6029051 Green Green N/A $ 695 $ 932 $ 693 — 2022 Cement Masons & Plasterers Trust Funds 91-6066773 Green Green N/A $ 2 $ — $ — — 2023 Washington-Idaho-Montana Carpenters-Employers Retirement Trust Fund 91-6123987 Yellow Yellow I $ 36 $ — $ — — 2021 Engineers - AGC Retirement Trust of the Inland Empire 91-6070237 Yellow Yellow I $ 20 $ — $ — — 2021 Alaska Carpenters Trust Fund 92-0120866 Yellow Green I $ 377 $ 328 $ 396 — 2021 Alaska Laborers Trust Fund 91-6028298 Yellow Yellow I $ 552 $ 321 $ 218 — 2020 (1) The most recent PPA zone status available in 2019 and 2018 is for the plan’s year end during 2018 and 2017, respectively. Zone status is based on information received from the plan and is indicative of the plans funding status. Among other factors, plans in the red zone are generally less than 65 percent funded, plans in the orange zone are less than 80 percent funded and have an Accumulated Funding Deficiency in the current year or projected into the next six years, plans in the yellow zone are less than 80 percent funded, and plans in the green zone are at least 80 percent funded. (2) The FIP/RP Status P/I column indicates plans for which a financial improvement plan ("FIP") or a rehabilitation plan ("RP") is either pending ("P"), or implemented ("I"). |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting | Year Ended Year Ended December 31, 2019 December 31, 2018 Marine Contract revenues $ 369,138 $ 243,883 Operating income (loss) 1,057 (61,012) Depreciation and amortization expense (19,889) (22,657) Total assets $ 264,681 $ 190,503 Property, plant and equipment, net 114,873 128,168 Concrete Contract revenues $ 339,252 $ 277,011 Operating (loss) income 1,136 (39,528) Depreciation and amortization expense (8,519) (9,142) Total assets $ 130,163 $ 122,367 Property, plant and equipment, net 17,475 19,835 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Schedule of leases recorded on the balance sheet | December 31, Leases 2019 Assets Operating lease right-of-use assets, net (1) $ 17,997 Financing lease right-of-use assets, net (2) 7,896 Total assets $ 25,893 Liabilities Current Operating $ 5,043 Financing 2,788 Total current 7,831 Noncurrent Operating 13,596 Financing 3,760 Total noncurrent 17,356 Total liabilities $ 25,187 (1) Operating lease right-of-use assets are recorded net of accumulated amortization of $5.2 million as of December 31, 2019. (2) Financing lease right-of-use assets are recorded net of accumulated amortization of $6.2 million as of December 31, 2019 |
Schedule of information related to lease terms and discount rates | December 31, 2019 Weighted Average Remaining Lease Term (in years) Operating leases 5.30 Financing leases 1.18 Weighted Average Discount Rate Operating leases (1) 4.80 % Financing leases 5.10 % (1) Upon adoption of the new lease standard, discount rates used for existing operating leases were established on January 1, 2019. |
Schedule of components of lease expense | Year Ended December 31, 2019 Operating lease costs: Operating lease cost $ 6,930 Short-term lease cost (1) 2,001 Financing lease costs: Interest on lease liabilities 362 Amortization of right-of-use assets 2,312 Total lease cost $ 11,605 (1) Includes expenses related to leases with a lease term of more than one month but less than one year. |
Schedule of supplemental cash flow information | Year Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 6,887 Operating cash flows for finance leases $ 362 Financing cash flows for finance leases $ 2,906 Non-cash activity: ROU assets obtained in exchange for new operating lease liabilities $ 25,743 ROU assets obtained in exchange for new financing lease liabilities $ 1,021 |
Schedule of finance lease maturities | Operating Leases Finance Leases Year ending December 31, 2020 $ 5,802 $ 3,572 2021 4,327 3,190 2022 2,871 49 2023 2,250 41 2024 1,791 7 Thereafter 4,215 — Total future minimum lease payments 21,256 6,859 Less - amount representing interest 2,617 311 Present value of future minimum lease payments 18,639 6,548 Less - current lease obligations 5,043 2,788 Long-term lease obligations $ 13,596 $ 3,760 |
Schedule of operating lease maturities | Operating Leases Finance Leases Year ending December 31, 2020 $ 5,802 $ 3,572 2021 4,327 3,190 2022 2,871 49 2023 2,250 41 2024 1,791 7 Thereafter 4,215 — Total future minimum lease payments 21,256 6,859 Less - amount representing interest 2,617 311 Present value of future minimum lease payments 18,639 6,548 Less - current lease obligations 5,043 2,788 Long-term lease obligations $ 13,596 $ 3,760 |
Selected Quarterly Financial _2
Selected Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of quarterly financial information | First Second Third Fourth Total Quarter Quarter Quarter Quarter Year (in thousands, except per share data) 2019 Revenues $ 143,105 $ 165,985 $ 199,507 $ 199,793 $ 708,390 Gross profit 9,082 14,977 20,893 19,089 64,041 Operating (loss) income (6,177) (423) 6,092 2,701 2,193 (Loss) income before income taxes (7,331) (1,773) 4,506 1,107 (3,491) Net (loss) income (7,924) (1,633) 4,039 159 (5,359) (Loss) earnings per share: Basic $ (0.27) $ (0.06) $ 0.14 $ 0.01 $ (0.18) Diluted $ (0.27) $ (0.06) $ 0.14 $ 0.01 $ (0.18) First Second Third Fourth Total Quarter Quarter Quarter Quarter Year (in thousands, except per share data) 2018 Revenues $ 136,843 $ 159,767 $ 125,073 $ 99,211 $ 520,894 Gross profit (loss) 14,695 19,462 4,825 (22,206) 16,776 Operating income (loss) 7,069 4,591 (7,405) (104,795) (100,540) Income (loss) before income taxes 5,590 3,909 (9,427) (106,727) (106,655) Net income (loss) 4,101 2,249 (6,356) (94,416) (94,422) Earnings (loss) per share: Basic $ 0.15 $ 0.08 $ (0.22) $ (3.32) $ (3.31) Diluted $ 0.14 $ 0.08 $ (0.22) $ (3.32) $ (3.31) |
Description of Business and B_2
Description of Business and Basis of Presentation (Details) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2019USD ($) | Dec. 31, 2019segment | Dec. 31, 2018USD ($)segment | Dec. 31, 2017USD ($) | |
Number of operating segments | 2 | |||
Number of reportable segments | 2 | 2 | ||
Selling, General and Administrative Expenses | ||||
Project management costs | $ | $ 1.1 | $ 4.9 | $ 4.7 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Revenue, Major Customer [Line Items] | ||||||||||||
Costs and estimated earnings in excess of billings on uncompleted contracts | $ 41,389 | $ 9,217 | $ 41,389 | $ 9,217 | $ 46,006 | $ 47,389 | ||||||
Billings in excess of costs and estimated earnings on uncompleted contracts | 48,781 | 21,761 | 48,781 | 21,761 | 33,923 | 35,668 | ||||||
Deferred income tax liability | 205 | 49 | 205 | 49 | 13,243 | 13,167 | ||||||
Retained earnings | (37,220) | (31,861) | (37,220) | (31,861) | 62,847 | 62,561 | ||||||
Contract revenues | 199,793 | $ 199,507 | $ 165,985 | $ 143,105 | 99,211 | $ 125,073 | $ 159,767 | $ 136,843 | 708,390 | 520,894 | 578,553 | |
Costs of contract revenues | 644,349 | 504,118 | 516,313 | |||||||||
Gross profit | 19,089 | 20,893 | 14,977 | 9,082 | (22,206) | 4,825 | 19,462 | 14,695 | 64,041 | 16,776 | 62,240 | |
Income tax (benefit) expense | 1,868 | (12,233) | (4,541) | |||||||||
Net (loss) income | $ 159 | $ 4,039 | $ (1,633) | $ (7,924) | $ (94,416) | $ (6,356) | $ 2,249 | $ 4,101 | $ (5,359) | $ (94,422) | $ 400 | |
Basic (loss) income per share (in dollars per share) | $ 0.01 | $ 0.14 | $ (0.06) | $ (0.27) | $ (3.32) | $ (0.22) | $ 0.08 | $ 0.15 | $ (0.18) | $ (3.31) | $ 0.01 | |
Diluted (loss) income per share (in dollars per share) | $ 0.01 | $ 0.14 | $ (0.06) | $ (0.27) | $ (3.32) | $ (0.22) | $ 0.08 | $ 0.14 | $ (0.18) | $ (3.31) | $ 0.01 | |
Calculated under Revenue Guidance in Effect before Topic 606 | ||||||||||||
Revenue, Major Customer [Line Items] | ||||||||||||
Costs and estimated earnings in excess of billings on uncompleted contracts | $ 10,040 | $ 10,040 | ||||||||||
Billings in excess of costs and estimated earnings on uncompleted contracts | 22,886 | 22,886 | ||||||||||
Deferred income tax asset | (57) | (57) | ||||||||||
Retained earnings | (32,057) | (32,057) | ||||||||||
Contract revenues | 519,769 | |||||||||||
Costs of contract revenues | 503,295 | |||||||||||
Gross profit | 16,474 | |||||||||||
Income tax (benefit) expense | (12,339) | |||||||||||
Net (loss) income | $ (94,618) | |||||||||||
Basic (loss) income per share (in dollars per share) | $ (3.32) | |||||||||||
Diluted (loss) income per share (in dollars per share) | $ (3.32) | |||||||||||
Difference between Revenue Guidance in Effect before and after Topic 606 | ||||||||||||
Revenue, Major Customer [Line Items] | ||||||||||||
Costs and estimated earnings in excess of billings on uncompleted contracts | (823) | $ (823) | 1,383 | |||||||||
Billings in excess of costs and estimated earnings on uncompleted contracts | (1,125) | (1,125) | 1,745 | |||||||||
Deferred income tax liability | 106 | 106 | (76) | |||||||||
Retained earnings | $ 196 | 196 | $ (286) | |||||||||
Contract revenues | 1,125 | |||||||||||
Costs of contract revenues | 823 | |||||||||||
Gross profit | 302 | |||||||||||
Income tax (benefit) expense | 106 | |||||||||||
Net (loss) income | $ 196 | |||||||||||
Basic (loss) income per share (in dollars per share) | $ 0.01 | |||||||||||
Diluted (loss) income per share (in dollars per share) | $ 0.01 |
Summary of Significant Accoun_5
Summary of Significant Accounting Principles - Remaining Performance Obligation (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Performance obligations expected to be satisfied | $ 572.3 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Performance obligations expected to be satisfied | $ 465.1 |
Performance obligations expected to be satisfied, percentage | 81.00% |
Performance obligations expected to be satisfied, expected timing | 12 months |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Restricted Cash and Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Restricted cash | ||
Restricted cash | $ 958 | |
Accounts Receivable [Abstract] | ||
Allowance for doubtful accounts receivable | 2,600 | $ 4,300 |
Retainage | 42,547 | $ 30,734 |
Retainage, long-term | $ 11,000 |
Summary of Significant Accoun_7
Summary of Significant Accounting Principles - Property and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment | ||||
Assets classified as held-for-sale | $ 0 | $ 0 | $ 1 | $ 6.4 |
Equipment improvement | Minimum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 3 years | |||
Equipment improvement | Maximum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 7 years | |||
Automobiles and trucks | Minimum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 3 years | |||
Automobiles and trucks | Maximum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 5 years | |||
Building and improvements | Minimum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 5 years | |||
Building and improvements | Maximum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 30 years | |||
Construction equipment | Minimum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 3 years | |||
Construction equipment | Maximum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 15 years | |||
Vessels and other equipment | Minimum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 1 year | |||
Vessels and other equipment | Maximum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 15 years | |||
Office equipment | Minimum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 1 year | |||
Office equipment | Maximum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 5 years | |||
Dry-docking capitalized costs | Minimum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 3 years | |||
Dry-docking capitalized costs | Maximum | ||||
Property, Plant and Equipment | ||||
Property and equipment useful life | 15 years |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Leases and Intangible Assets (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019USD ($)Asset | Jan. 01, 2019USD ($) | |
Operating lease assets and liabilities | ||
Operating lease, right-of-use assets | $ 17,997 | |
Operating lease, liability | $ 18,639 | |
Infinite-lived intangible assets | ||
Number of infinite-lived intangible assets | Asset | 1 | |
ASU 2016-02 | Restatement Adjustment | ||
Operating lease assets and liabilities | ||
Operating lease, right-of-use assets | $ 23,300 | |
Operating lease, liability | $ 24,000 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Insurance Coverage (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019USD ($)policyitem | Dec. 31, 2018USD ($) | |
Insurance Coverage | ||
Levels of insurance coverage maintained by the Company | item | 5 | |
Number Of Insurance Policies | policy | 2 | |
Accrual for insurance liabilities | $ 3,714 | $ 5,680 |
Marine | ||
Insurance Coverage | ||
Levels of insurance coverage maintained by the Company | item | 5 | |
Amount in excess of primary insurance coverage | $ 200,000 | |
Marine | Other liability policies | ||
Insurance Coverage | ||
Primary limit of insurance coverage | 1,000 | |
Marine | Maritime employer's liability | ||
Insurance Coverage | ||
Primary limit of insurance coverage | 10,000 | |
Marine | Watercraft pollution policy | ||
Insurance Coverage | ||
Primary limit of insurance coverage | $ 5,000 | |
Concrete | ||
Insurance Coverage | ||
Levels of insurance coverage maintained by the Company | item | 5 | |
Amount in excess of primary insurance coverage | $ 200,000 | |
Concrete | Other liability policies | ||
Insurance Coverage | ||
Primary limit of insurance coverage | $ 1,000 |
Business Acquisition - Narrativ
Business Acquisition - Narrative (Details) - USD ($) $ in Thousands | Apr. 10, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Apr. 09, 2017 |
Business Acquisition [Line Items] | |||||
Federal statutory tax rate | 21.00% | 21.00% | 35.00% | ||
Contingent consideration | $ 456 | ||||
Other Income | |||||
Business Acquisition [Line Items] | |||||
Reduction in contingent liability | $ 500 | ||||
Other Long-term Liability | |||||
Business Acquisition [Line Items] | |||||
Contingent consideration | $ 500 | ||||
Tony Bagliore Concrete, Inc. (TBC) | |||||
Business Acquisition [Line Items] | |||||
Payments to acquire businesses | $ 6,000 | ||||
Maximum contingent consideration | 2,000 | ||||
Contingent consideration | 456 | ||||
Goodwill, net of working capital adjustment | $ 3,100 | ||||
Minimum | Tony Bagliore Concrete, Inc. (TBC) | |||||
Business Acquisition [Line Items] | |||||
Property and equipment useful life | 3 years | ||||
Maximum | Tony Bagliore Concrete, Inc. (TBC) | |||||
Business Acquisition [Line Items] | |||||
Property and equipment useful life | 15 years |
Business Acquisition - Recogniz
Business Acquisition - Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Apr. 09, 2017 | Dec. 31, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | |||
Goodwill | $ 0 | $ 69,483 | |
Contingent consideration | $ (456) | ||
Tony Bagliore Concrete, Inc. (TBC) | |||
Business Acquisition [Line Items] | |||
Accounts receivable | $ 3,239 | ||
Retainage | 1,860 | ||
Fixed assets, net | 2,098 | ||
Other | 9 | ||
Goodwill | 2,562 | ||
Other intangible assets | 878 | ||
Accounts payable | (2,017) | ||
Accrued expenses and other current liabilities | (1,080) | ||
Contingent consideration | (456) | ||
Deferred tax liability | (1,093) | ||
Total Acquisition Consideration, Final | 6,000 | ||
Working capital adjustment (all attributable to Goodwill) | 557 | ||
Total Acquisition Consideration | $ 6,557 |
Revenue (Details)
Revenue (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2019USD ($)segment | Dec. 31, 2018USD ($)segment | Dec. 31, 2017USD ($) | |
Disaggregation of Revenue [Line Items] | |||||||||||
Contract revenues | $ 199,793 | $ 199,507 | $ 165,985 | $ 143,105 | $ 99,211 | $ 125,073 | $ 159,767 | $ 136,843 | $ 708,390 | $ 520,894 | $ 578,553 |
Number of reportable segments | segment | 2 | 2 | |||||||||
Marine | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Contract revenues | $ 369,138 | $ 243,883 | |||||||||
Marine | Construction | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Contract revenues | 242,527 | 156,925 | |||||||||
Marine | Dredging | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Contract revenues | 112,303 | 73,237 | |||||||||
Marine | Specialty Services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Contract revenues | 14,308 | 13,721 | |||||||||
Concrete | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Contract revenues | 339,252 | 277,011 | |||||||||
Concrete | Structural | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Contract revenues | 284,624 | 215,628 | |||||||||
Concrete | Light Commercial | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Contract revenues | 54,497 | 60,926 | |||||||||
Concrete | Other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Contract revenues | $ 131 | $ 457 |
Concentration of Risk and Ent_3
Concentration of Risk and Enterprise Wide Disclosures (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Concentration Risk [Line Items] | |||||||||||
Contract revenues | $ 199,793 | $ 199,507 | $ 165,985 | $ 143,105 | $ 99,211 | $ 125,073 | $ 159,767 | $ 136,843 | $ 708,390 | $ 520,894 | $ 578,553 |
Foreign | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Contract revenues, percent | 1.60% | 2.30% | 1.60% | ||||||||
Customer concentration risk | Trade and contract retainage receivables | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Trade and retainage receivables | 159,087 | 108,375 | $ 159,087 | $ 108,375 | |||||||
Concentration risk, percentage | 100.00% | 100.00% | |||||||||
Customer concentration risk | Contract revenues | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk, percentage | 100.00% | 100.00% | 100.00% | ||||||||
Contract revenues | $ 708,390 | $ 520,894 | $ 578,553 | ||||||||
Customer concentration risk | Federal Government | Trade and contract retainage receivables | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Trade and retainage receivables | 4,765 | 2,319 | $ 4,765 | $ 2,319 | |||||||
Concentration risk, percentage | 3.00% | 2.00% | |||||||||
Customer concentration risk | Federal Government | Contract revenues | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk, percentage | 6.00% | 8.00% | 11.00% | ||||||||
Contract revenues | $ 46,425 | $ 42,143 | $ 63,823 | ||||||||
Customer concentration risk | State Governments | Trade and contract retainage receivables | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Trade and retainage receivables | 5,864 | 916 | $ 5,864 | $ 916 | |||||||
Concentration risk, percentage | 4.00% | 1.00% | |||||||||
Customer concentration risk | State Governments | Contract revenues | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk, percentage | 7.00% | 6.00% | 7.00% | ||||||||
Contract revenues | $ 47,831 | $ 30,470 | $ 42,613 | ||||||||
Customer concentration risk | Local Governments | Trade and contract retainage receivables | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Trade and retainage receivables | 41,944 | 30,187 | $ 41,944 | $ 30,187 | |||||||
Concentration risk, percentage | 26.00% | 28.00% | |||||||||
Customer concentration risk | Local Governments | Contract revenues | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk, percentage | 30.00% | 21.00% | 16.00% | ||||||||
Contract revenues | $ 212,958 | $ 107,478 | $ 91,591 | ||||||||
Customer concentration risk | Private Companies | Trade and contract retainage receivables | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Trade and retainage receivables | $ 106,514 | $ 74,953 | $ 106,514 | $ 74,953 | |||||||
Concentration risk, percentage | 67.00% | 69.00% | |||||||||
Customer concentration risk | Private Companies | Contract revenues | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk, percentage | 57.00% | 65.00% | 66.00% | ||||||||
Contract revenues | $ 401,176 | $ 340,803 | $ 380,526 |
Contracts in Progress (Details)
Contracts in Progress (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2017 |
Contractors [Abstract] | ||||
Costs incurred on uncompleted contracts | $ 884,244 | $ 461,144 | ||
Estimated earnings | 144,160 | 73,170 | ||
Costs incurred and estimated earnings on uncompleted contracts | 1,028,404 | 534,314 | ||
Less: Billings to date | (1,035,796) | (546,858) | ||
Costs and estimated earnings in excess of billings on uncompleted contracts, net | (7,392) | (12,544) | ||
Costs and estimated earnings in excess of billings on uncompleted contracts | 41,389 | 9,217 | $ 46,006 | $ 47,389 |
Billings in excess of costs and estimated earnings on uncompleted contracts | $ (48,781) | $ (21,761) | $ (33,923) | $ (35,668) |
Contracts in Progress - Additio
Contracts in Progress - Additional Information (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2018USD ($)project | Dec. 31, 2019USD ($) | |
Costs And Estimated Earnings In Excess Of Billings On Uncompleted Contracts | ||
Unbilled contract claims and change orders | ||
Claims and unapproved change orders | $ 1.1 | $ 0.1 |
Marine | ||
Disaggregation of Revenue [Line Items] | ||
Number of construction projects with unfavorable changes in estimates | project | 2 | |
Decrease in revenue | $ 22.8 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment | ||
Property, plant and equipment, gross | $ 292,260 | $ 304,728 |
Less: accumulated depreciation | (196,973) | (195,373) |
Property, plant and equipment net book value of depreciable assets | 95,287 | 109,355 |
Property and equipment, net of depreciation | 132,348 | 148,003 |
Automobiles and trucks | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 2,161 | 1,709 |
Building and improvements | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 44,278 | 43,628 |
Construction equipment | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 153,147 | 161,113 |
Vessels and other equipment | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 84,022 | 90,217 |
Office equipment | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 8,652 | 8,061 |
Construction in progress | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 1,198 | 2,785 |
Land | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | $ 35,863 | 35,863 |
Assets Held under Capital Leases [Member] | ||
Property, Plant and Equipment | ||
Property and equipment, net of depreciation | $ 9,200 |
Property and Equipment Narrativ
Property and Equipment Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Long Lived Assets Held-for-sale [Line Items] | |||||
Depreciation expense | $ 23,500 | $ 28,400 | $ 24,800 | ||
Assets disposed of in 2017 | 5,400 | ||||
Proceeds from sale of property and equipment | 2,015 | 3,234 | 6,826 | ||
Loss on Disposition of Property Plant Equipment | (1,804) | (3,306) | (674) | ||
Assets classified as held-for-sale | $ 1,000 | $ 0 | $ 0 | 1,000 | $ 6,400 |
Insurance claims pending | 900 | 900 | |||
Marine | |||||
Long Lived Assets Held-for-sale [Line Items] | |||||
Proceeds from sale of property and equipment | 4,500 | ||||
Loss on Disposition of Property Plant Equipment | $ 100 | $ 900 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Inventory | $ 1,114 | $ 1,056 |
Inventory, non-current | $ 7,037 | $ 7,598 |
Fair Value - Schedule of Fair V
Fair Value - Schedule of Fair Value Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Reported Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash surrender value of life insurance | $ 2,714 | $ 1,993 |
Derivatives | (1,045) | (79) |
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash surrender value of life insurance | 0 | 0 |
Derivatives | 0 | 0 |
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash surrender value of life insurance | 2,714 | 1,993 |
Derivatives | (1,045) | (79) |
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash surrender value of life insurance | 0 | 0 |
Derivatives | $ 0 | $ 0 |
Fair Value - Other Fair Value M
Fair Value - Other Fair Value Measurements (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Life Insurance, face amount | $ 11.1 | |
Reported Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of debt | $ 73.3 | $ 80.5 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Goodwill Roll Forward (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill [Roll Forward] | |||
Beginning balance, January 1 | $ 69,483 | ||
Impairments | $ (69,500) | (69,483) | $ 0 |
Ending balance | $ 0 | $ 0 | $ 69,483 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Finite-lived Intangible Assets Roll Forward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Finite-lived Intangible Assets, Gross [Roll Forward] | |||
Intangible assets, January 1 | $ 35,240 | $ 35,240 | |
Additions | 0 | ||
Total intangible assets, end of year | 35,240 | 35,240 | $ 35,240 |
Accumulated Amortization [Roll Forward] | |||
Accumulated amortization, January 1 | (27,345) | (23,955) | |
Current year amortization | (2,640) | (3,390) | (4,736) |
Total accumulated amortization | (29,985) | (27,345) | $ (23,955) |
Net intangible assets | |||
Net intangible assets, end of year | 5,255 | 7,895 | |
Infinite-lived intangible assets | 6,892 | 6,892 | |
Total net intangible assets | $ 12,147 | $ 14,787 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2019USD ($)Asset | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2015USD ($) | |
Business Acquisition [Line Items] | |||||
Goodwill impairment charges | $ 69,500 | $ 69,483 | $ 0 | ||
Amortization expense | $ 2,640 | 3,390 | $ 4,736 | ||
Net intangible assets, end of year | 7,895 | $ 5,255 | $ 7,895 | ||
Number of infinite-lived intangible assets | Asset | 1 | ||||
Tony Bagliore Concrete, Inc. (TBC) | Customer Relationships | |||||
Business Acquisition [Line Items] | |||||
Amortization expense | $ 2,600 | ||||
TAS Commercial Concrete | Customer Relationships | |||||
Business Acquisition [Line Items] | |||||
Finite-lived intangibles acquired | $ 18,800 | ||||
Acquired finite-lived intangible assets, useful life | 8 years | ||||
Marine | |||||
Business Acquisition [Line Items] | |||||
Goodwill impairment charges | 33,800 | ||||
Concrete | |||||
Business Acquisition [Line Items] | |||||
Goodwill impairment charges | $ 35,700 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Future Amortization Expense of Finite-lived Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2020 | $ 2,069 | |
2021 | 1,521 | |
2022 | 1,239 | |
2023 | 389 | |
2024 | 37 | |
Net intangible assets, end of year | $ 5,255 | $ 7,895 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Accrued Liabilities, Current [Abstract] | ||
Accrued salaries, wages and benefits | $ 7,323 | $ 6,492 |
Accrual for insurance liabilities | 3,714 | 5,680 |
Sales taxes | 3,021 | 2,178 |
Property taxes | 389 | 924 |
Sale-leaseback arrangement | 482 | 0 |
Accounting and audit fees | 267 | 0 |
Interest | 76 | 0 |
Capital lease liability | 0 | 3,045 |
Other accrued expenses | 1,694 | 521 |
Total accrued liabilities | $ 16,966 | $ 18,840 |
Long-term Debt, Line of Credi_2
Long-term Debt, Line of Credit and Derivatives - Obligations under Debt Arrangements (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
May 31, 2019 | Mar. 31, 2019 | Jul. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||||||
Amortization of debt issuance costs | $ 453 | $ 725 | $ 1,269 | |||
Net Value, current | 3,668 | 2,946 | ||||
Net Value, long-term | 68,029 | 76,119 | ||||
Total debt | $ 71,697 | 79,065 | ||||
Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Weighted average interest rate | 5.41% | |||||
Principal current | $ 3,750 | 3,000 | ||||
Principal, long-term | 69,540 | 77,500 | ||||
Principal | 73,290 | 80,500 | ||||
Deferred Finance Costs, current | (82) | (54) | ||||
Deferred Issuance Costs, long-term | (1,511) | (1,381) | ||||
Debt Issuance Costs, Net, Total | (1,593) | (1,435) | ||||
Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Net Value, long-term | 35,218 | 21,787 | ||||
Revolving Credit Facility | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 50,000 | |||||
Debt issuance expense | $ 400 | |||||
Principal, long-term | 36,000 | 22,000 | ||||
Deferred Issuance Costs, long-term | (782) | (213) | ||||
Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Net Value, current | 3,668 | 2,946 | ||||
Net Value, long-term | 32,811 | 54,332 | ||||
Term Loan | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 60,000 | |||||
Principal current | 3,750 | 3,000 | ||||
Principal, long-term | 33,540 | 55,500 | ||||
Principal | 37,290 | |||||
Deferred Finance Costs, current | (82) | (54) | ||||
Deferred Issuance Costs, long-term | (729) | $ (1,168) | ||||
Fourth, Fifth And Sixth Amendments To Credit Agreement | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Debt Issuance Costs, Net, Total | $ (900) | |||||
Fourth Amendment to Credit Agreement | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance cost | $ 900 | |||||
Fifth Amendment To Credit Agreement | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance cost | $ 600 | |||||
Sixth Amendment To Credit Agreement | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance cost | $ 900 |
Long-term Debt, Line of Credi_3
Long-term Debt, Line of Credit and Derivatives - Provisions of Revolving Line of Credit and Accordion (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||
Repayments of Debt | $ 70,210,000 | $ 48,111,000 | $ 87,813,000 |
Proceeds from lines of credit | $ 63,000,000 | $ 39,861,000 | $ 72,000,000 |
Line of Credit | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate | 5.41% | ||
Revolving Credit Facility | Line of Credit | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 50,000,000 | ||
Minimum additional borrowing amount | 1,000,000 | ||
Amount over minimum additional borrowing amount, integral multiples | 250,000 | ||
Fair value of amount outstanding | 36,000,000 | ||
Remaining borrowing capacity | 12,600,000 | ||
Repayments of Debt | 49,000,000 | ||
Net increase in remaining borrowing capacity | 14,000,000 | ||
Proceeds from lines of credit | 63,000,000 | ||
Revolving Credit Facility | Line of Credit | LIBOR | |||
Debt Instrument [Line Items] | |||
Fair value of amount outstanding | $ 32,000,000 | ||
Weighted average interest rate | 4.50% | ||
Revolving Credit Facility | Line of Credit | Base Rate | |||
Debt Instrument [Line Items] | |||
Fair value of amount outstanding | $ 4,000,000 | ||
Stated interest rate | 6.50% | ||
Letter of Credit | Line of Credit | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 20,000,000 | ||
Letters of credit outstanding | 1,400,000 | ||
Swingline Loan | Line of Credit | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | 5,000,000 | ||
Minimum additional borrowing amount | 250,000 | ||
Amount over minimum additional borrowing amount, integral multiples | $ 50,000 |
Long-term Debt, Line of Credi_4
Long-term Debt, Line of Credit and Derivatives - Provisions of Term Loan (Details) - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | |||
Additional principal paydown | $ 18,200 | ||
Line of Credit | |||
Debt Instrument [Line Items] | |||
Outstanding principal balance | $ 73,290 | $ 80,500 | |
Term Loan | |||
Debt Instrument [Line Items] | |||
Current portion of debt | 3,800 | ||
Quarterly principal payments | 3,000 | ||
Additional principal paydown | 18,200 | ||
Non-current portion of debt | $ 33,500 | ||
Term Loan | LIBOR | |||
Debt Instrument [Line Items] | |||
Effective interest rate | 4.50% | ||
Term Loan | Line of Credit | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 60,000 | ||
Fair value of amount outstanding | $ 37,300 | ||
Outstanding principal balance | $ 37,290 |
Long-term Debt, Line of Credi_5
Long-term Debt, Line of Credit and Derivatives - Debt Maturity Schedule (Details) - Line of Credit - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Principal | $ 73,290 | $ 80,500 |
Term Loan | ||
Debt Instrument [Line Items] | ||
2020 | 3,750 | |
2021 | 4,500 | |
2022 | 5,250 | |
2023 | 23,790 | |
Principal | $ 37,290 |
Long-term Debt, Line of Credi_6
Long-term Debt, Line of Credit and Derivatives - Financial covenants (Details) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019USD ($) | |
Debt Instrument [Line Items] | ||
Covenant compliance, Fixed Charge Coverage Ratio, minimum | 1.25 | |
Covenant compliance, Leverage Ratio, maximum | 4 | |
Covenant compliance, EBITDA, minimum | $ 21.7 | |
Scenario, Forecast | ||
Debt Instrument [Line Items] | ||
Covenant compliance, Leverage Ratio, maximum | 3 |
Long-term Debt, Line of Credi_7
Long-term Debt, Line of Credit and Derivatives - Derivative Financial Instruments (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 06, 2018USD ($) | Sep. 16, 2015USD ($)contract | |
Debt Instrument [Line Items] | |||
Percent Of aggregate principal amount hedged | 50.00% | ||
Interest Rate Swap | |||
Debt Instrument [Line Items] | |||
Derivative, notional amount | $ 27 | $ 67.5 | |
Derivative, number of instruments held | contract | 5 | ||
Change in fair market value of interest rate swaps | $ 1 | ||
Fair market value of interest rate swap liability | $ 1 |
Other Long-Term Liabilities - C
Other Long-Term Liabilities - Components (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Other long-term liabilities | ||
Sale-leaseback arrangement | $ 17,447 | |
Accrual for insurance liabilities | 2,989 | $ 2,355 |
Capital lease liability | 5,189 | |
Deferred rent | 759 | |
Contingent consideration - TBC acquisition | 456 | |
Total other long-term liabilities | $ 20,436 | $ 8,759 |
Other Long-Term Liabilities - S
Other Long-Term Liabilities - Sale-Leaseback (Details) $ in Millions | Sep. 27, 2019USD ($)Options |
Failed Sale Leaseback | |
Paydown of Term loan | $ 18.2 |
Failed Sale Leaseback | |
Failed Sale Leaseback | |
Sale price of properties sold | $ 19.1 |
Lease term | 15 years |
Annual rent | $ 1.5 |
Annual percentage rent increase | 2.00% |
Number of consecutive options to extend term | Options | 2 |
Term of available options | 10 years |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | 24 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | |
Operating Loss Carryforwards [Line Items] | ||||||||||||
Federal statutory tax rate | 21.00% | 21.00% | 35.00% | |||||||||
Tax Cuts And Jobs Act Of 2017, change in tax rate, provisional income tax benefit | $ 5,900 | |||||||||||
Deferred tax liabilities, provisional income tax benefit (dollars per share) | $ 0.21 | |||||||||||
Valuation allowance per share (in dollars per share) | $ 0.39 | $ 0.39 | ||||||||||
Valuation allowance | $ 16,960 | $ 15,815 | $ 16,960 | $ 15,815 | $ 16,960 | |||||||
Goodwill impairment charges | 69,500 | 69,483 | $ 0 | |||||||||
(Loss) income before income taxes | 1,107 | $ 4,506 | $ (1,773) | $ (7,331) | (106,727) | $ (9,427) | $ 3,909 | $ 5,590 | (3,491) | (106,655) | (4,141) | |
Goodwill impairment, permanent tax difference | 1,200 | |||||||||||
Increase in valuation allowance | 1,100 | 11,000 | ||||||||||
Unrecognized tax benefit | 1,614 | 1,614 | 1,614 | 1,614 | 1,614 | 1,614 | ||||||
Accrued interest and penalties on unrecognized tax benefits | 0 | $ 0 | 0 | $ 0 | 0 | 0 | ||||||
Federal | ||||||||||||
Operating Loss Carryforwards [Line Items] | ||||||||||||
Net operating loss carryforwards | $ 44,100 | $ 44,100 | $ 7,500 | 44,100 | ||||||||
Operating losses incurred | $ 36,600 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) by Jurisdiction and by Classification (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
U.S. Federal | |||
Current | $ (12) | $ (780) | |
Deferred | (12,664) | (3,986) | |
Total | (12,676) | (4,766) | |
State and local | |||
Current | $ 716 | 183 | 550 |
Deferred | 104 | (471) | (180) |
Total | 820 | (288) | 370 |
Foreign | |||
Current | 1,081 | 731 | (145) |
Deferred | (33) | ||
Total | 1,048 | 731 | (145) |
Total Income Taxes | |||
Current | 1,797 | 902 | (375) |
Deferred | 71 | (13,135) | (4,166) |
Total | $ 1,868 | $ (12,233) | $ (4,541) |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Expense (Benefit) Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Statutory amount (computed at 21% in 2019 and 2018 and 35% in 2017) | $ (733) | $ (22,398) | $ (1,449) |
Re-measurement of deferred tax assets | (7,451) | ||
Valuation allowance on foreign tax credits | 1,081 | 593 | 1,514 |
State income tax, net of federal benefit | 991 | (1,922) | 168 |
Permanent differences, other | 461 | 1,550 | 505 |
Permanent differences, incentive stock options | 311 | (24) | 447 |
Valuation allowance, other | (166) | 10,384 | (77) |
Uncertain tax provision | 1,614 | ||
Other | (77) | (416) | 188 |
Total | $ 1,868 | $ (12,233) | $ (4,541) |
Consolidated effective tax rate | (53.50%) | 11.50% | 109.70% |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Assets related to: | ||
Accrued liabilities | $ 1,030 | $ 1,105 |
Intangible assets | 3,020 | 3,054 |
Net operating loss carryforward | 15,246 | 15,970 |
Non-qualified stock options | 586 | 672 |
Foreign tax credits | 2,570 | 1,489 |
Goodwill | 7,232 | 8,200 |
Leases | 9,038 | |
Other | 1,347 | 2,684 |
Total gross deferred tax assets | 40,069 | 33,174 |
Less valuation allowance | (16,960) | (15,815) |
Total net deferred tax assets | 23,109 | 17,359 |
Liabilities related to: | ||
Depreciation and amortization | (22,634) | (16,974) |
Other | (595) | (434) |
Total liabilities | (23,229) | (17,408) |
Net deferred tax liabilities | $ (120) | $ (49) |
Income Taxes - Net Operating Lo
Income Taxes - Net Operating Loss Carryforwards (Details) - USD ($) $ in Thousands | 12 Months Ended | 24 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2017 | |
Operating loss carryforwards | ||||
Valuation allowance | $ 16,960 | $ 15,815 | $ 16,960 | |
Increase in valuation allowance | 1,100 | $ 11,000 | ||
Federal | ||||
Operating loss carryforwards | ||||
Net operating loss carryforwards | $ 44,100 | 44,100 | $ 7,500 | |
Operating losses incurred | $ 36,600 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Balances at beginning of the year | $ 1,614 | $ 1,614 |
Additions based on tax position related to current year | 0 | 0 |
Additions based on tax positions related to prior years | 0 | 0 |
Reductions based on tax positions related to current year | 0 | 0 |
Reductions based on tax positions related to prior years | 0 | 0 |
Settlements with tax authorities | 0 | 0 |
Lapse of statute of limitations | 0 | 0 |
Balance at the end of year | $ 1,614 | $ 1,614 |
Earnings (Loss) Per Share - Ant
Earnings (Loss) Per Share - Anti-dilutive Securities (Details) - shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||
Potential antidilutive securities excluded from computations of earnings per share | 1,636,656 | 1,938,967 | 2,274,908 |
Earnings (Loss) Per Share - Bas
Earnings (Loss) Per Share - Basic and Diluted (Details) - shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Basic: | |||
Weighted average shares outstanding, basic | 29,322,054 | 28,518,353 | 28,029,936 |
Effect of dilutive securities: | |||
Common stock options | 0 | 0 | 324,344 |
Total weighted average shares outstanding assuming dilution | 29,322,054 | 28,518,353 | 28,354,280 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Thousands | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2019USD ($)$ / sharesshares | Oct. 31, 2019$ / sharesshares | Sep. 30, 2019 | Jul. 31, 2019$ / sharesshares | May 31, 2019$ / sharesshares | Mar. 31, 2019$ / sharesshares | Jan. 31, 2019director$ / sharesshares | Jul. 31, 2018$ / sharesshares | May 31, 2018$ / sharesshares | May 31, 2017$ / sharesshares | May 31, 2011 | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Approved and authorized maximum number of shares to be issued | 2,400,000 | |||||||||||||||
Compensation expense related to stock based awards outstanding | $ | $ 2,800 | $ 2,200 | $ 2,300 | |||||||||||||
Granted (in shares) | 374,215 | 425,204 | ||||||||||||||
Granted (in dollars per share) | $ / shares | $ 7.49 | $ 7.22 | ||||||||||||||
Proceeds received upon exercise of stock options | $ | $ 35 | $ 2,815 | $ 1,320 | |||||||||||||
Exercise of stock options, shares | 7,021 | 488,303 | 229,551 | |||||||||||||
Total share-based compensation cost not yet recognized | $ | $ 2,000 | $ 2,000 | ||||||||||||||
Share-based compensation cost not yet recognized, period for recognition | 1 year 6 months | |||||||||||||||
Total intrinsic value of options exercised | $ | $ 1,286 | $ 706 | ||||||||||||||
Total fair value of shares vested | $ | $ 769 | $ 705 | $ 855 | |||||||||||||
Independent Directors | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Number of new directors | director | 2 | |||||||||||||||
Officers And Executives | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Vesting period | 3 years | |||||||||||||||
Performance period | 3 years | |||||||||||||||
Weighted average grant-date fair value of options granted (in USD per share) | $ / shares | $ 7.49 | $ 7.22 | ||||||||||||||
Granted (in shares) | 374,215 | 425,204 | ||||||||||||||
Maximum | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Proceeds received upon exercise of stock options | $ | $ 100 | |||||||||||||||
Stock options | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Expiration period | 10 years | |||||||||||||||
Forfeiture rate applied to options | 5.50% | |||||||||||||||
Stock options | Minimum | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Vesting period | 3 years | |||||||||||||||
Stock options | Maximum | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Vesting period | 5 years | |||||||||||||||
Restricted stock | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Awards granted in period (in shares) | 757,012 | 333,864 | 345,913 | |||||||||||||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 2.52 | $ 7.47 | $ 7.22 | |||||||||||||
Restricted stock | Independent Directors | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Awards granted in period (in shares) | 14,218 | 45,918 | 8,427 | 12,064 | 12,465 | |||||||||||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 4.22 | $ 1.96 | $ 4.45 | $ 7.46 | $ 7.22 | |||||||||||
Restricted stock | Officers And Executives | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Vesting period | 3 years | 3 years | 3 years | 3 years | 3 years | |||||||||||
Awards granted in period (in shares) | 31,500 | 46,500 | 62,500 | 2,769 | 203,752 | 213,643 | ||||||||||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 5.08 | $ 3.66 | $ 1.96 | $ 9.03 | $ 7.46 | $ 7.22 | ||||||||||
Restricted stock | Certain Executives | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Vesting percentage | 33.30% | 33.30% | 33.30% | |||||||||||||
Awards granted in period (in shares) | 168,350 | |||||||||||||||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 2.97 | |||||||||||||||
Performance Shares | Certain Executives | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Shares earned based on achievement of objective, percent | 100.00% | |||||||||||||||
Awards granted in period (in shares) | 187,500 | 67,023 | 69,945 | |||||||||||||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 1.96 | $ 7.46 | $ 7.22 | |||||||||||||
Performance period | 1 year | 3 years | 2 years | |||||||||||||
Performance Shares | Vesting If Performance Target Is Met | Certain Executives | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Vesting percentage | 50.00% | |||||||||||||||
Performance Shares | Vesting On Second And Third Anniversary Of Grant | Certain Executives | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Vesting percentage | 25.00% | |||||||||||||||
2017 LTIP | Stock options | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Forfeiture rate applied to options | 3.20% |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Activity (Details) - Restricted stock - $ / shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Number of Shares | |||
Beginning nonvested shares (in shares) | 417,941 | 372,460 | 372,306 |
Granted (in shares) | 757,012 | 333,864 | 345,913 |
Vested (in shares) | (585,754) | (217,244) | (225,406) |
Forfeited/repurchased shares (in shares) | (72,627) | (71,139) | (120,353) |
Ending nonvested shares (in shares) | 516,572 | 417,941 | 372,460 |
Weighted Average Fair Value Per Share | |||
Beginning nonvested shares (in dollars per share) | $ 7.04 | $ 6.01 | $ 5.66 |
Granted (in dollars per share) | 2.52 | 7.47 | 7.22 |
Vested (in dollars per share) | 3.74 | 6.61 | 7.25 |
Forfeited/repurchased shares (in dollars per share) | 6.05 | 6.85 | 6.08 |
Ending nonvested shares (in dollars per share) | $ 4.29 | $ 7.04 | $ 6.01 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Number of Shares | |||
Beginning stock options outstanding (in shares) | 1,664,781 | 1,911,121 | 2,349,446 |
Granted (in shares) | 374,215 | 425,204 | |
Exercised (in shares) | (7,021) | (488,303) | (229,551) |
Forfeited (in shares) | (192,994) | (132,252) | (633,978) |
Ending stock options outstanding (in shares) | 1,464,766 | 1,664,781 | 1,911,121 |
Weighted Average Exercise Price Per Share | |||
Beginning stock options outstanding (in dollars per share) | $ 8.31 | $ 7.79 | $ 8.39 |
Granted (in dollars per share) | 7.49 | 7.22 | |
Exercised (in dollars per share) | 4.94 | 5.76 | 5.75 |
Forfeited (in dollars per share) | 15.26 | 7.89 | 10.36 |
Ending stock options outstanding (in dollars per share) | $ 7.41 | $ 8.31 | $ 7.79 |
Vested and expected to vest at December 31, 2017 | |||
Number of Shares | 1,460,181 | ||
Weighted Average Exercise Price Per Share (in dollars per share) | $ 7.41 | ||
Weighted Average Contractual Life | 4 years 9 months 11 days | ||
Aggregate Intrinsic Value | $ 91 | ||
December 31, 2018 | |||
Number of Shares | 1,293,830 | ||
Weighted Average Exercise Price Per Share (in dollars per share) | $ 7.41 | ||
Weighted Average Contractual Life | 4 years 4 months 2 days | ||
Aggregate Intrinsic Value | $ 91 |
Stock-Based Compensation - St_2
Stock-Based Compensation - Stock Option Valuation Assumptions (Details) - Stock Option - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Weighted average grant-date fair value of options granted (in USD per share) | $ 2.78 | $ 7.22 |
Risk-free interest rate | 2.65% | 1.46% |
Expected volatility | 52.00% | 48.00% |
Expected term of options | 3 years | 3 years |
Dividend yield | 0.00% | 0.00% |
Employee Benefits - Narrative (
Employee Benefits - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
401 (k) Retirement Plan [Abstract] | |||
Minimum service period for plan eligibility | 6 months | ||
Minimum allowable contribution to the plan by each employee, percent | 1.00% | ||
Maximum allowable contribution to the plan by each employee, percent | 80.00% | ||
Employers matching contribution, vesting period | 4 years | ||
Company contributions to the plan | $ 1.3 | $ 1.4 | $ 1.4 |
Range 1 | |||
401 (k) Retirement Plan [Abstract] | |||
Employer matching contribution, percent | 100.00% | ||
Employer matching contribution, percent of employees' gross pay | 2.00% | ||
Range 2 | |||
401 (k) Retirement Plan [Abstract] | |||
Employer matching contribution, percent | 50.00% | ||
Employer matching contribution, percent of employees' gross pay | 2.00% | ||
AGC Southwest Chapters 401(k) Retirement Plan | |||
401 (k) Retirement Plan [Abstract] | |||
Employer matching contribution, percent | 50.00% | ||
Employers matching contribution, vesting period | 5 years | ||
Employer matching contribution, percent of employees' gross pay | 6.00% | ||
Employer discretionary contribution amount | $ 0.1 | $ 0.2 | $ 0.4 |
Employee Benefits - Multiemploy
Employee Benefits - Multiemployer Plans (Details) - Multiemployer Plans, Pension - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
International Union of Operating Engineers - Employers Construction Industry Retirement Plan - Local 302 and 612 Trust Funds | |||
Multiemployer Plans [Line Items] | |||
Certified Zone Status | Green | Green | |
Contributions | $ 3,021 | $ 2,482 | $ 1,974 |
Washington Laborers | |||
Multiemployer Plans [Line Items] | |||
Certified Zone Status | Green | Green | |
Contributions | $ 30 | ||
Carpenters Retirement Plan of Western Washington | |||
Multiemployer Plans [Line Items] | |||
Certified Zone Status | Green | Green | |
Contributions | $ 695 | $ 932 | 693 |
Cement Masons & Plasterers Trust Funds | |||
Multiemployer Plans [Line Items] | |||
Certified Zone Status | Green | Green | |
Contributions | $ 2 | ||
Washington-Idaho-Montana Carpenters-Employers Retirement Trust Fund | |||
Multiemployer Plans [Line Items] | |||
Certified Zone Status | Yellow | Yellow | |
Contributions | $ 36 | ||
Engineers - AGC Retirement Trust of the Inland Empire | |||
Multiemployer Plans [Line Items] | |||
Certified Zone Status | Yellow | Yellow | |
Contributions | $ 20 | ||
Alaska Carpenters Trust Fund | |||
Multiemployer Plans [Line Items] | |||
Certified Zone Status | Yellow | Green | |
Contributions | $ 377 | $ 328 | 396 |
Alaska Laborers Trust Fund | |||
Multiemployer Plans [Line Items] | |||
Certified Zone Status | Yellow | Yellow | |
Contributions | $ 552 | $ 321 | $ 218 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018USD ($) | Oct. 31, 2016defendant | Dec. 31, 2019USD ($) | |
Other Commitments [Line Items] | |||
Legal settlement | $ 5,500,000 | ||
Notes receivable, current | $ 800,000 | ||
Notes receivables, noncurrent | 2,500,000 | ||
Receivable, unamortized discount | 300,000 | ||
Houston Police Department, Environmental Enforcement | Pending Litigation | |||
Other Commitments [Line Items] | |||
Number of defendants | defendant | 2 | ||
Estimate of possible loss | $ 250,000 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2019USD ($)segment | Dec. 31, 2018USD ($)segment | Dec. 31, 2017USD ($) | |
Segment Reporting Information [Line Items] | |||||||||||
Number of reportable segments | segment | 2 | 2 | |||||||||
Contract revenues | $ 199,793 | $ 199,507 | $ 165,985 | $ 143,105 | $ 99,211 | $ 125,073 | $ 159,767 | $ 136,843 | $ 708,390 | $ 520,894 | $ 578,553 |
Operating income (loss) | 2,701 | $ 6,092 | $ (423) | $ (6,177) | (104,795) | $ (7,405) | $ 4,591 | $ 7,069 | 2,193 | (100,540) | 1,538 |
Depreciation and amortization | (26,096) | (31,799) | $ (29,491) | ||||||||
Assets | 394,844 | 312,870 | 394,844 | 312,870 | |||||||
Property and equipment, net of depreciation | 132,348 | 148,003 | 132,348 | 148,003 | |||||||
Marine | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Contract revenues | 369,138 | 243,883 | |||||||||
Marine | Mexico and the Caribbean | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Contract revenues | 11,400 | 12,200 | |||||||||
Concrete | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Contract revenues | 339,252 | 277,011 | |||||||||
Concrete | Foreign | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Contract revenues | 0 | 0 | |||||||||
Operating Segments | Marine | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Contract revenues | 369,138 | 243,883 | |||||||||
Operating income (loss) | 1,057 | (61,012) | |||||||||
Depreciation and amortization | (19,889) | (22,657) | |||||||||
Assets | 264,681 | 190,503 | 264,681 | 190,503 | |||||||
Property and equipment, net of depreciation | 114,873 | 128,168 | 114,873 | 128,168 | |||||||
Operating Segments | Concrete | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Contract revenues | 339,252 | 277,011 | |||||||||
Operating income (loss) | 1,136 | (39,528) | |||||||||
Depreciation and amortization | (8,519) | (9,142) | |||||||||
Assets | 130,163 | 122,367 | 130,163 | 122,367 | |||||||
Property and equipment, net of depreciation | $ 17,475 | $ 19,835 | 17,475 | 19,835 | |||||||
Intersegment Eliminations | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Contract revenues | $ 1,200 | $ 2,500 |
Leases - Assets and Liabilities
Leases - Assets and Liabilities (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
Operating lease right-of-use assets, net of amortization | $ 17,997 |
Financing lease right-of-use assets, net of amortization | 7,896 |
Total assets | 25,893 |
Current portion of operating lease liabilities | 5,043 |
Current portion of financing lease liabilities | 2,788 |
Total current | 7,831 |
Operating lease liabilities | 13,596 |
Financing lease liabilities | 3,760 |
Total noncurrent | 17,356 |
Total liabilities | 25,187 |
Operating lease, right-of-use asset, accumulated amortization | 5,200 |
Finance lease, right-of-use asset, accumulated amortization | $ 6,200 |
Leases - Term and Discount Rate
Leases - Term and Discount Rate (Details) | Dec. 31, 2019 |
Leases [Abstract] | |
Weighted Average Remaining Lease Term, operating lease | 5 years 3 months 18 days |
Weighted Average Remaining Lease Term, finance lease | 1 year 2 months 5 days |
Weighted Average Discount Rate, operating lease | 4.80% |
Weighted Average Discount Rate, finance lease | 5.10% |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating lease cost | $ 6,930 |
Short-term lease cost | 2,001 |
Interest on lease liabilities | 362 |
Amortization of right-of-use assets | 2,312 |
Total lease cost | $ 11,605 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flows (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating cash flows for operating leases | $ 6,887 |
Operating cash flows for finance leases | 362 |
Financing cash flows for finance leases | 2,906 |
ROU assets obtained in exchange for new operating lease liabilities | 25,743 |
ROU assets obtained in exchange for new financing lease liabilities | $ 1,021 |
Leases - Maturities (Details)
Leases - Maturities (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Operating Leases | |
2020 | $ 5,802 |
2021 | 4,327 |
2022 | 2,871 |
2023 | 2,250 |
2024 | 1,791 |
Thereafter | 4,215 |
Total future minimum lease payments | 21,256 |
Less - amount representing interest | 2,617 |
Operating Lease, Liability, Total | 18,639 |
Less - current lease obligations | 5,043 |
Long-term lease obligations | 13,596 |
Finance Leases | |
2020 | 3,572 |
2021 | 3,190 |
2022 | 49 |
2023 | 41 |
2024 | 7 |
Total future minimum lease payments | 6,859 |
Less - amount representing interest | 311 |
Present value of future minimum lease payments | 6,548 |
Less - current lease obligations | 2,788 |
Long-term lease obligations | $ 3,760 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Affiliated Entity | Lease Arrangement | |
Related Party Transaction [Line Items] | |
Operating leases, annual lease amount | $ 478 |
Selected Quarterly Financial _3
Selected Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Selected Quarterly Financial Information [Abstract] | |||||||||||
Revenues | $ 199,793 | $ 199,507 | $ 165,985 | $ 143,105 | $ 99,211 | $ 125,073 | $ 159,767 | $ 136,843 | $ 708,390 | $ 520,894 | $ 578,553 |
Gross profit | 19,089 | 20,893 | 14,977 | 9,082 | (22,206) | 4,825 | 19,462 | 14,695 | 64,041 | 16,776 | 62,240 |
Operating (loss) income | 2,701 | 6,092 | (423) | (6,177) | (104,795) | (7,405) | 4,591 | 7,069 | 2,193 | (100,540) | 1,538 |
(Loss) income before income taxes | 1,107 | 4,506 | (1,773) | (7,331) | (106,727) | (9,427) | 3,909 | 5,590 | (3,491) | (106,655) | (4,141) |
Net (loss) income | $ 159 | $ 4,039 | $ (1,633) | $ (7,924) | $ (94,416) | $ (6,356) | $ 2,249 | $ 4,101 | $ (5,359) | $ (94,422) | $ 400 |
Earnings Per Share, Basic and Diluted [Abstract] | |||||||||||
Basic (USD per share) | $ 0.01 | $ 0.14 | $ (0.06) | $ (0.27) | $ (3.32) | $ (0.22) | $ 0.08 | $ 0.15 | $ (0.18) | $ (3.31) | $ 0.01 |
Diluted (loss) income per share (in dollars per share) | $ 0.01 | $ 0.14 | $ (0.06) | $ (0.27) | $ (3.32) | $ (0.22) | $ 0.08 | $ 0.14 | $ (0.18) | $ (3.31) | $ 0.01 |
Schedule II - Valuation And Q_2
Schedule II - Valuation And Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Provision for doubtful accounts | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at the Beginning of the Period | $ 4,280 | $ 0 | $ 0 |
Charged to Revenue, Cost or Expense | 0 | 4,280 | 0 |
Deduction | 1,680 | 0 | 0 |
Balance at the End of the Period | 2,600 | 4,280 | 0 |
Reserve for losses on uncompleted contracts | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at the Beginning of the Period | 22,770 | 0 | 0 |
Charged to Revenue, Cost or Expense | 2,455 | 22,770 | 0 |
Deduction | 14,300 | 0 | 0 |
Balance at the End of the Period | $ 10,925 | $ 22,770 | $ 0 |