Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Jun. 14, 2014 | Jul. 18, 2014 | |
Document Information [Line Items] | ' | ' |
Entity Registrant Name | 'Heritage-Crystal Clean, Inc. | ' |
Entity Central Index Key | '0001403431 | ' |
Current Fiscal Year End Date | '--01-03 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Document Type | '10-Q | ' |
Document Period End Date | 14-Jun-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
Amendment Flag | 'false | ' |
Entity Common Stock, Shares Outstanding | ' | 18,620,802 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Jun. 14, 2014 | Dec. 28, 2013 |
In Thousands, unless otherwise specified | ||
Current Assets: | ' | ' |
Cash and cash equivalents | $18,029 | $22,632 |
Accounts receivable - net | 35,921 | 31,172 |
Inventory - net | 29,940 | 27,307 |
Deferred income taxes | 1,004 | 1,004 |
Other current assets | 3,980 | 3,661 |
Total Current Assets | 88,874 | 85,776 |
Property, plant and equipment - net | 87,829 | 85,039 |
Equipment at customers - net | 20,534 | 19,358 |
Software and intangible assets - net | 15,566 | 16,094 |
Goodwill | 9,787 | 9,691 |
Total Assets | 222,590 | 215,958 |
Current Liabilities: | ' | ' |
Accounts payable | 25,538 | 18,291 |
Current maturities of long-term debt and term loan | 2,410 | 2,906 |
Accrued salaries, wages, and benefits | 3,018 | 4,145 |
Taxes payable | 1,790 | 1,292 |
Other accrued expenses | 2,776 | 2,730 |
Total Current Liabilities | 35,532 | 29,364 |
Term loan, less current maturities | 17,125 | 17,500 |
Long-term debt, less current maturities | 448 | 552 |
Deferred income taxes | 9,205 | 9,238 |
Total Liabilities | 62,310 | 56,654 |
STOCKHOLDERS' EQUITY: | ' | ' |
Total Heritage-Crystal Clean, Inc. Stockholders' Equity | 159,426 | 158,370 |
Noncontrolling Interest | 854 | 934 |
Total Equity | 160,280 | 159,304 |
Total Liabilities and Stockholders' Equity | 222,590 | 215,958 |
Common Stock [Member] | ' | ' |
STOCKHOLDERS' EQUITY: | ' | ' |
Common stock - 26,000,000 shares authorized at $0.01 par value, 18,440,828 and 18,360,282 shares issued and outstanding at June 14, 2014 and December 28, 2013, respectively | 184 | 184 |
Additional Paid-in Capital [Member] | ' | ' |
STOCKHOLDERS' EQUITY: | ' | ' |
Additional paid-in capital | 146,829 | 146,043 |
Retained Earnings [Member] | ' | ' |
STOCKHOLDERS' EQUITY: | ' | ' |
Retained earnings | $12,413 | $12,143 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets Parenthetical (USD $) | Mar. 23, 2013 | Dec. 29, 2012 |
Common stock, shares authorized | 22,000,000 | 22,000,000 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares issued | 18,152,691 | 18,068,852 |
Common stock, shares outstanding | 18,152,691 | 18,068,852 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 14, 2014 | Jun. 15, 2013 | Jun. 14, 2014 | Jun. 15, 2013 |
Product Revenues | $38,614 | $28,906 | $67,917 | $55,464 |
Service Revenues | 39,467 | 34,644 | 76,129 | 68,093 |
Total revenues | 78,081 | 63,550 | 144,046 | 123,557 |
Operating expenses - | ' | ' | ' | ' |
Operating Costs | 63,525 | 52,201 | 120,890 | 104,487 |
Selling, general, and administrative expenses | 8,306 | 7,049 | 17,149 | 13,640 |
Selling General and Administrative Expenses Depreciation | -525 | 260 | 1,010 | 424 |
Depreciation and amortization | 2,692 | 2,163 | 5,318 | 4,022 |
Other expense - net | 236 | 101 | 185 | 93 |
Operating income | 3,322 | 2,036 | 504 | 1,315 |
Interest expense b net | 33 | 107 | 86 | 213 |
Income before income taxes | 3,289 | 1,929 | 418 | 1,102 |
Provision for income taxes | 1,304 | 872 | 69 | 465 |
Net income | 1,985 | 1,057 | 349 | 637 |
Income attributable to noncontrolling interest | 56 | 26 | 79 | 46 |
Net Income Attributable to Parent | 1,929 | 1,031 | 270 | 591 |
Net income per share: basic | $0.10 | $0.06 | $0.01 | $0.03 |
Net income per share: diluted | $0.10 | $0.06 | $0.01 | $0.03 |
Number of weighted average shares outstanding: basic | 18,423 | 18,138 | 18,412 | 18,125 |
Number of weighted average shares outstanding: diluted | 18,781 | 18,456 | 18,738 | 18,449 |
Noncontrolling Interest [Member] | ' | ' | ' | ' |
Operating expenses - | ' | ' | ' | ' |
Income attributable to noncontrolling interest | ' | ' | 79 | ' |
Retained Earnings [Member] | ' | ' | ' | ' |
Operating expenses - | ' | ' | ' | ' |
Net Income Attributable to Parent | ' | ' | 270 | ' |
Segment Reconciling Items [Member] | ' | ' | ' | ' |
Operating expenses - | ' | ' | ' | ' |
Selling, general, and administrative expenses | 8,306 | 7,049 | 17,149 | 13,640 |
Selling General and Administrative Expenses Depreciation | 525 | 260 | 1,010 | 424 |
Other expense - net | -236 | -101 | -185 | -93 |
Interest expense b net | ' | ' | $86 | $213 |
Consolidated_Statement_of_Stoc
Consolidated Statement of Stockholders' Equity (USD $) | 3 Months Ended | 6 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Jun. 14, 2014 | Jun. 14, 2014 | Dec. 28, 2013 |
Shares | 18,440,828 | 18,440,828 | 18,360,282 |
Total Heritage-Crystal Clean, Inc. Stockholders' Equity | $159,426 | $159,426 | $158,370 |
Noncontrolling Interest | 854 | 854 | 934 |
Total Equity | 160,280 | 160,280 | 159,304 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' |
Net Income Attributable to Parent | 1,929 | 270 | ' |
Income attributable to noncontrolling interest | 56 | 79 | ' |
Net Income, Including Portion Attributable to Noncontrolling Interest | 1,985 | 349 | ' |
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders | ' | -159 | ' |
Stock Issued During Period, Shares, Acquisitions | ' | 12,005 | ' |
Stock Issued During Period, Value, Acquisitions | ' | 193 | ' |
Issuance of common stock - ESPP | ' | 11,942 | ' |
Issuance of common stock - ESPP | ' | 201 | ' |
Exercise of stock options | ' | 0 | ' |
Share-based compensation | ' | 56,599 | ' |
Share-based compensation | ' | 392 | ' |
Common Stock [Member] | ' | ' | ' |
Par Value Common | 184 | 184 | 184 |
Additional Paid-in Capital [Member] | ' | ' | ' |
Additional Paid-in Capital | 146,829 | 146,829 | 146,043 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' |
Stock Issued During Period, Value, Acquisitions | ' | 193 | ' |
Issuance of common stock - ESPP | ' | 201 | ' |
Share-based compensation | ' | 392 | ' |
Retained Earnings [Member] | ' | ' | ' |
Retained earnings | 12,413 | 12,413 | 12,143 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' |
Net Income Attributable to Parent | ' | 270 | ' |
Parent [Member] | ' | ' | ' |
Total Heritage-Crystal Clean, Inc. Stockholders' Equity | 159,426 | 159,426 | 158,370 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' |
Net Income attributable to Heritage-Crystal Clean, Inc. common shareholders | ' | 270 | ' |
Stock Issued During Period, Value, Acquisitions | ' | 193 | ' |
Issuance of common stock - ESPP | ' | 201 | ' |
Share-based compensation | ' | 392 | ' |
Noncontrolling Interest [Member] | ' | ' | ' |
Noncontrolling Interest | 854 | 854 | 934 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' |
Income attributable to noncontrolling interest | ' | 79 | ' |
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders | ' | ($159) | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 14, 2014 | Jun. 15, 2013 |
Cash flows from Operating Activities: | ' | ' |
Net income | $349 | $637 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 5,318 | 4,022 |
Bad debt provision | 303 | 285 |
Share-based Compensation | 392 | 445 |
Loss on Disposal of Property Plant Equipment | 222 | 0 |
Deferred taxes | -33 | 377 |
Other, net | 23 | 15 |
Changes in operating assets and liabilities: | ' | ' |
Increase in accounts receivable | -4,856 | -4,201 |
Increase in inventory | -2,614 | -1,737 |
(Increase) decrease in other current assets | -310 | 53 |
Increase in accounts payable | 8,557 | 886 |
(Decrease) increase in accrued expenses | -438 | 1,643 |
Cash provided by operating activities | 6,913 | 2,425 |
Cash flows from Investing Activities: | ' | ' |
Capital expenditures | -9,229 | -6,614 |
Business acquisitions, net of cash acquired | -954 | -2,405 |
Cash used in investing activities | -10,183 | -9,019 |
Cash flows from Financing Activities: | ' | ' |
Proceeds from Term Loan | 0 | 750 |
Payments on Term Loan | -625 | -500 |
Payments of notes payable | -569 | -447 |
Payments of Contingent Consideration | -181 | -292 |
Payments to Noncontrolling Interests | -159 | ' |
Proceeds from the issuance of common stock | 201 | 225 |
Proceeds from the exercise of stock options | 0 | 76 |
Cash used in financing activities | -1,333 | -188 |
Net decrease in cash and cash equivalents | -4,603 | -6,782 |
Cash and cash equivalents, beginning of period | 22,632 | 47,766 |
Cash and cash equivalents, end of period | 18,029 | 40,984 |
Supplemental disclosure of cash flow information: | ' | ' |
Income taxes paid | 275 | 218 |
Cash paid for interest, net of capitalized interest of $118 and $54 respectively | 92 | 259 |
Supplemental disclosure of non-cash information: | ' | ' |
Payables for construction in process | 618 | 592 |
Business acquisition, note issued | 203 | 835 |
Business acquisition, common stock issued | 193 | ' |
Equity Component [Domain] | ' | ' |
Supplemental disclosure of non-cash information: | ' | ' |
Business acquisition, common stock issued | $193 | ' |
Basis_of_Presentation
Basis of Presentation | 6 Months Ended |
Jun. 14, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Basis of Presentation | ' |
ORGANIZATION AND NATURE OF OPERATIONS | |
Heritage-Crystal Clean, Inc., a Delaware corporation and its subsidiaries (collectively the “Company”), provides parts cleaning and hazardous and non-hazardous waste services to small and mid-sized customers in both the manufacturing and vehicle service sectors. The Company's service programs include parts cleaning, containerized waste management, used oil collection, vacuum truck services, and waste antifreeze collection and recycling. The Company also owns and operates a used oil re-refinery through which it recycles used oil into high quality lubricant base oil and byproducts. The Company's locations are in the United States and Canada. The Company conducts its primary business operations through Heritage-Crystal Clean, LLC, its wholly owned subsidiary, and all intercompany balances have been eliminated in consolidation. In the opinion of management, all adjustments (consisting of normal recurring accruals) necessary for a fair presentation have been included. The results for the quarter ended June 14, 2014 do not necessarily indicate the results that may be expected for the full year. | |
The Company’s fiscal year ends on the Saturday closest to December 31. The most recently completed fiscal year ended on December 28, 2013. The current fiscal year will end on January 3, 2015. Each of the Company's first three fiscal quarters consists of twelve weeks while the last fiscal quarter consists of sixteen or seventeen weeks. | |
In the Company's Environmental Services segment, product revenues include sales of solvent, machines, antifreeze, and accessories; and service revenues include drum waste removal services, servicing of parts cleaning machines, vacuum truck services, and other services. In the Company's Oil Business segment, product revenues include sales of re-refined base oil, byproducts, and used oil; and service revenues include revenues from collecting and disposing of waste water. Due to the Company's integrated business model, it is impracticable to separately present costs of tangible products and costs of services. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 6 Months Ended | ||||||||||||
Jun. 14, 2014 | |||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||||||||||
Use of Estimates | |||||||||||||
The preparation of financial statements in conformity with Generally Accepted Accounting Principles ("GAAP") requires the use of certain estimates by management in determining the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates and assumptions are the allowance for doubtful accounts receivable, valuation of inventory at lower of cost or market, valuation of goodwill and other intangible assets, and income taxes. Actual results could differ from those estimates. The results of operations for the interim periods are not necessarily indicative of the results for the entire fiscal year. | |||||||||||||
Revenue Recognition | |||||||||||||
The Company derives its revenues primarily from the services it performs and from the sale of processed oil from its used oil re-refinery. Parts cleaning and other service revenues are recognized as the service is performed. Product revenues are recognized at the time risk of loss passes to the customer. The risk of loss passes to customers at various times depending on the particular terms of the sales contract in force with each individual customer. Common thresholds for when risk of loss passes to the customer are at the time that product is loaded onto the shipping vessel or at the time that product is offloaded at the customer’s receiving location. Revenues are recognized only if collection of the relevant receivable is probable, persuasive evidence of an arrangement exists, and the sales price is fixed or determinable. | |||||||||||||
Operating Costs | |||||||||||||
Within operating costs are cost of sales. Cost of sales in the Environmental Services segment includes the costs of the materials the Company sells and provides in its services, such as solvents and other chemicals, cleaning machines sold to customers, transportation of inventory and waste, and payments to third parties to recycle or dispose of the waste materials that the Company collects. The Company’s used solvent that it retrieves from customers in its product reuse program is accounted for as a reduction in net cost of solvent under cost of sales, whether placed in inventory or sold to a purchaser for reuse. If the used solvent is placed in inventory it is recorded at lower of cost or net realizable value. Cost of sales in the Oil Business include the costs paid to customers for used oil, transportation out to customers, and costs to operate the used oil re-refinery, including personnel costs and utilities. | |||||||||||||
Operating costs also include the Company's costs of operating its branch system and hubs. These costs include personnel costs (including commissions), facility rent and utilities, truck leases, fuel, transportation, and maintenance. Operating costs are not presented separately for products and services. | |||||||||||||
Inventory | |||||||||||||
Inventory consists primarily of used oil, processed oil, new and used solvents, new and refurbished parts cleaning machines, drums, catalyst, accessories, and absorbents. Inventories are valued at the lower of first-in, first-out ("FIFO") cost or market, net of any reserves for excess, obsolete, or unsalable inventory. The Company performs physical inventory counts on a periodic basis and uses the results of these counts to determine inventory quantities. The quantities are used to help determine the value of our inventory. The Company continually monitors its inventory levels at each of our distribution locations and evaluate inventories for excess or slow-moving items. If circumstances indicate the cost of inventories exceed their recoverable value, inventories are reduced to net realizable value. | |||||||||||||
Acquisitions | |||||||||||||
The Company accounts for acquired businesses using the purchase method of accounting, which requires that the assets acquired, liabilities assumed, and contingent consideration be recorded at the date of acquisition at their respective fair values. It further requires that acquisition-related costs be recognized separately from the acquisition and expensed as incurred and restructuring costs to be expensed in periods subsequent to the acquisition date. The Company records a preliminary purchase price allocation for its acquisitions and finalizes purchase price allocations as additional information relative to the fair values of the assets acquired becomes known. | |||||||||||||
Identifiable Intangible Assets | |||||||||||||
The fair value of identifiable intangible assets is based on significant judgments made by management. The Company has engaged third party valuation appraisal firms to assist the Company in determining the fair values and useful lives of the assets acquired. Such valuations and useful life determinations require the Company to make significant estimates and assumptions. These estimates and assumptions are based on historical experience and information obtained from the management of the acquired companies and also include, but are not limited to, future expected cash flows to be earned from the continued operation of the acquired business and discount rates applied in determining the present value of those cash flows. Unanticipated events and circumstances may occur that could affect the accuracy or validity of such assumptions, estimates, or actual results. Acquisition-related finite lived intangible assets are amortized on a straight-line basis over their estimated economic lives. The Company evaluates the estimated benefit periods and recoverability of its intangible assets when facts and circumstances indicate that the lives may not be appropriate and/or the carrying value of the asset may not be recoverable. If the carrying value is not recoverable, impairment is measured as the amount by which the carrying value exceeds its estimated fair value. | |||||||||||||
Fair Value of Financial Instruments | |||||||||||||
The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. These tiers include: Level 1, defined as quoted market prices in active markets for identical assets or liabilities; Level 2, defined as inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, model-based valuation techniques for which all significant assumptions are observable in the market, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3, defined as unobservable inputs that are not corroborated by market data. | |||||||||||||
The Company’s financial instruments consist primarily of cash and cash equivalents, trade receivables, trade payables, notes payable, contingent consideration, and term debt. As of June 14, 2014 and December 28, 2013, the carrying values of cash and cash equivalents, trade receivables, trade payables, notes payable, and contingent consideration, are considered to be representative of their respective fair values due to the short maturity of these instruments. Term debt is representative of its fair value due to the interest rates being applied. | |||||||||||||
Goodwill | |||||||||||||
Goodwill is measured as a residual amount as of the acquisition date, which in most cases results in measuring goodwill as an excess of the purchase consideration transferred plus the fair value of any noncontrolling interest in the acquiree over the fair value of the net assets acquired, including any contingent consideration. The Company tests goodwill for impairment annually in the fourth quarter and in interim periods if changes in circumstances indicate that the carrying amount of goodwill may not be recoverable. The Company's determination of fair value requires certain assumptions and estimates, such as margin expectations, growth expectations, expected changes in working capital, etc., regarding future profitability and cash flows of acquired businesses and market conditions. In the fourth quarter of fiscal 2013, the Company tested goodwill for impairment on a quantitative basis and determined that the fair value of each reporting unit substantially exceeded the carrying value of the assets. The Company intends to test goodwill for impairment in the fourth quarter of fiscal 2014. | |||||||||||||
The change in the carrying amount of goodwill by segment from December 28, 2013 to June 14, 2014 is as follows (in thousands) | |||||||||||||
Environmental Services | Oil Business | Total | |||||||||||
Balance at December 28, 2013 | $ | 5,753 | $ | 3,938 | $ | 9,691 | |||||||
Sav-Tech Acquisition | 96 | — | 96 | ||||||||||
Balance at June 14, 2014 | $ | 5,849 | $ | 3,938 | $ | 9,787 | |||||||
Recently Issued Accounting Pronouncements | |||||||||||||
In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09). ASU 2014-09 outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. This new guidance is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2016; early adoption is not permitted. Entities have the option of using either a full retrospective or a modified approach to adopt the guidance. This update could impact the timing and amounts of revenue recognized. The Company is currently evaluating the effect that implementation of this update will have on its consolidated financial position and results of operations upon adoption. |
Business_Combination
Business Combination | 6 Months Ended | |||||||||||||||
Jun. 14, 2014 | ||||||||||||||||
Business Combinations [Abstract] | ' | |||||||||||||||
Business Combination Disclosure [Text Block] | ' | |||||||||||||||
BUSINESS COMBINATIONS | ||||||||||||||||
On June 26, 2013, the Company purchased substantially all of the operating assets of Recycling Fluid Technologies, Inc. (RFTI), which was based in Battle Creek, Michigan. RFTI's business consisted of collecting and recycling waste antifreeze, producing a line of high quality antifreeze products which were sold for use in vehicle engine applications. The Company purchased RFTI for $4.9 million in cash and $1.2 million of the Company's common stock, or 82,000 shares. | ||||||||||||||||
On July 19, 2013, the Company purchased substantially all of the operating assets of Recycle Technologies, Inc. (RTI), which was based in Wood Dale, Illinois. RTI's business and operations were very similar to the business and operations of the former RFTI, which is described above. The Company purchased RTI for $2.9 million in cash at the time of closing, $0.4 million in the form of a note payable, and $1.0 million of the Company's common stock or 69,322 shares. | ||||||||||||||||
The acquisitions of RFTI and RTI provided the Company with a presence in the antifreeze recycling market. | ||||||||||||||||
On November 1, 2013, the Company acquired certain assets and liabilities of the northern territory of RS Used Oil Services, Inc., a subsidiary of Universal Lubricants, LLC ("ULNT/RS"), in exchange for $11.0 million in cash. The Company purchased these service routes in order to add used oil collection volume in Indiana, Ohio, Wisconsin, and parts of Illinois. The Company has retrospectively adjusted amounts with respect to the ULNT/RS acquisition that were recognized at the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date. These adjustments are related to the Company's valuation of property and equipment, intangible assets, and goodwill acquired. Such adjustments resulted in a net decrease of less than $0.1 million in property and equipment and an increase of less than $0.1 million to both intangible assets and goodwill. The Company's balance sheet as of December 28, 2013 has been retrospectively adjusted to reflect the adjustments. | ||||||||||||||||
On May 14, 2014, the Company, through a new subsidiary, Heritage-Crystal Clean, Ltd., acquired the outstanding stock of Sav-Tech Solvent, Inc. ("Sav-Tech"), which is based in Ontario, Canada. Sav-Tech's services included parts cleaning and containerized waste management. The Company purchased the stock of Sav-Tech in order to expand operations into Canada. The Company paid $1.4 million consisting of $1.0 million in cash at the time of closing, $0.2 million in the form of notes payable, and $0.2 million of the Company's common stock, or 12,005 shares. | ||||||||||||||||
The results of RFTI, RTI, and Sav-Tech are consolidated into the Company's Environmental Services segment subsequent to the closing date. The results of ULNT/RS are consolidated into the Company's Oil Business segment subsequent to the date of closing. | ||||||||||||||||
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed, net of cash acquired, related to the each acquisition (in thousands): | ||||||||||||||||
RFTI | RTI | ULNT/RS(a) | Sav-Tech(a) | |||||||||||||
Accounts receivable | $ | 348 | $ | 136 | $ | — | $ | 196 | ||||||||
Other current assets | — | — | 101 | 7 | ||||||||||||
Inventory | 211 | 106 | 955 | 19 | ||||||||||||
Property, plant, & equipment | 1,283 | 793 | 1,463 | 691 | ||||||||||||
Intangible assets | 1,590 | 1,340 | 6,314 | 458 | ||||||||||||
Goodwill | 3,027 | 1,917 | 2,137 | 96 | ||||||||||||
Accounts payable | (91 | ) | — | — | (81 | ) | ||||||||||
Accrued expenses | — | — | — | (36 | ) | |||||||||||
Total purchase price, net of cash acquired | $ | 6,368 | $ | 4,292 | $ | 10,970 | $ | 1,350 | ||||||||
Less: common stock issued | 1,230 | 1,000 | — | 193 | ||||||||||||
Less: note issued | — | 430 | — | 203 | ||||||||||||
Less: working capital adjustment | 218 | (8 | ) | — | — | |||||||||||
Net cash paid | $ | 4,920 | $ | 2,870 | $ | 10,970 | $ | 954 | ||||||||
______________ | ||||||||||||||||
(a) The Company is continuing to evaluate the purchase price allocations. Preliminary purchase price allocations are tentative and subject to revision as the Company finalizes appraisals and other analyses. Final determination of the fair values may result in further adjustments to the values presented above. | ||||||||||||||||
Unaudited Pro Forma Financial Information | ||||||||||||||||
The pro forma financial information in the table below presents the combined results of the Company as if the acquisitions that occurred in fiscal 2013 had occurred December 30, 2012 (in thousands, except per share data). The pro forma information is shown for illustrative purposes only and is not necessarily indicative of future results of operations of the Company or results of operations of the Company that would have actually occurred had the transactions been in effect for the period presented. | ||||||||||||||||
Second Quarter Ended, | First Half Ended, | |||||||||||||||
15-Jun-13 | 15-Jun-13 | |||||||||||||||
Total revenues | $ | 68,870 | $ | 134,081 | ||||||||||||
Net income (loss) | 553 | -95 | ||||||||||||||
Income (loss) per share | ||||||||||||||||
Basic | $ | 0.03 | $ | — | ||||||||||||
Diluted | 0.03 | — | ||||||||||||||
Accounts_Receivable
Accounts Receivable | 6 Months Ended | |||||||
Jun. 14, 2014 | ||||||||
Accounts Receivable [Abstract] | ' | |||||||
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | ' | |||||||
ACCOUNTS RECEIVABLE | ||||||||
Accounts receivable consisted of the following (in thousands): | ||||||||
June 14, | December 28, | |||||||
2014 | 2013 | |||||||
Trade | $ | 34,873 | $ | 29,663 | ||||
Less: allowance for doubtful accounts | 1,163 | 1,121 | ||||||
Trade - net | 33,710 | 28,542 | ||||||
Related parties | 1,965 | 2,045 | ||||||
Other | 246 | 585 | ||||||
Total accounts receivable - net | $ | 35,921 | $ | 31,172 | ||||
The following table provides the changes in the Company’s allowance for doubtful accounts for the first half ended June 14, 2014 and the fiscal year ended December 28, 2013 (in thousands): | ||||||||
June 14, | December 28, | |||||||
2014 | 2013 | |||||||
Balance at beginning of period | $ | 1,121 | $ | 1,244 | ||||
Bad debt provision | 303 | 444 | ||||||
Accounts written off, net of recoveries | (261 | ) | (567 | ) | ||||
Balance at end of period | $ | 1,163 | $ | 1,121 | ||||
Inventory
Inventory | 6 Months Ended | |||||||
Jun. 14, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Inventory | ' | |||||||
INVENTORY | ||||||||
The carrying value of inventory consisted of the following (in thousands): | ||||||||
June 14, | December 28, | |||||||
2014 | 2013 | |||||||
Used oil and processed oil | $ | 14,099 | $ | 12,112 | ||||
Solvents and solutions | 8,294 | 8,235 | ||||||
Machines | 3,352 | 2,934 | ||||||
Drums and supplies | 2,824 | 2,629 | ||||||
Other | 1,604 | 1,614 | ||||||
Total inventory | 30,173 | 27,524 | ||||||
Less: machine refurbishing reserve | 233 | 217 | ||||||
Total inventory - net | $ | 29,940 | $ | 27,307 | ||||
Inventory consists primarily of used oil, processed oil, new and used solvents, new and refurbished parts cleaning machines, drums, catalyst, accessories, and absorbents. Inventories are valued at the lower of first-in, first-out (FIFO) cost or market, net of any reserves for excess, obsolete, or unsalable inventory. The Company continually monitors its inventory levels at each of its locations and evaluates inventories for excess or slow-moving items. If circumstances indicate the cost of inventories exceed their recoverable value, inventories are reduced to net realizable value. |
Property_Plant_and_Equipment
Property, Plant and Equipment | 6 Months Ended | |||||||
Jun. 14, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property, Plant and Equipment | ' | |||||||
PROPERTY, PLANT, AND EQUIPMENT | ||||||||
Property, plant, and equipment consisted of the following (in thousands): | ||||||||
June 14, | December 28, | |||||||
2014 | 2013 | |||||||
Buildings and storage tanks (a) | $ | 52,857 | $ | 53,106 | ||||
Machinery, vehicles, and equipment (a) | 34,698 | 33,659 | ||||||
Leasehold improvements (a) | 2,866 | 2,877 | ||||||
Land (a) | 1,070 | 835 | ||||||
Construction in progress | 15,297 | 11,047 | ||||||
Total property, plant and equipment | 106,788 | 101,524 | ||||||
Less: accumulated depreciation | 18,959 | 16,485 | ||||||
Property, plant and equipment - net | $ | 87,829 | $ | 85,039 | ||||
June 14, | December 28, | |||||||
2014 | 2013 | |||||||
Equipment at customers | $ | 50,329 | $ | 47,078 | ||||
Less: accumulated depreciation | 29,795 | 27,720 | ||||||
Equipment at customers - net | $ | 20,534 | $ | 19,358 | ||||
_______________ | ||||||||
(a) Numbers include preliminary fair values of assets acquired in the acquisitions described in Note 3 that may be adjusted as additional information becomes known. The amounts for machinery, vehicles, and equipment and leasehold improvements have been retrospectively adjusted as of December 28, 2013 by less than $0.1 million. | ||||||||
Depreciation expense for the second quarters ended June 14, 2014 and June 15, 2013 were $2.2 million and $2.0 million, respectively. Depreciation expense for the first halves ended June 14, 2014 and June 15, 2013 were $4.4 million and $3.7 million, respectively. |
Intangible_Assets_Notes
Intangible Assets (Notes) | 6 Months Ended | |||||||||||||||||||||||
Jun. 14, 2014 | ||||||||||||||||||||||||
Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Intangible Assets Disclosure [Text Block] | ' | |||||||||||||||||||||||
SOFTWARE AND OTHER INTANGIBLE ASSETS | ||||||||||||||||||||||||
Following is a summary of software and other intangible assets (in thousands): | ||||||||||||||||||||||||
June 14, 2014 | December 28, 2013 | |||||||||||||||||||||||
Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | |||||||||||||||||||
Customer & supplier relationships(a) | $ | 10,896 | $ | 1,318 | $ | 9,578 | $ | 10,529 | $ | 826 | $ | 9,703 | ||||||||||||
Software | 4,537 | 2,930 | 1,607 | 4,799 | 2,815 | 1,984 | ||||||||||||||||||
Non-compete agreements(a) | 2,973 | 946 | 2,027 | 2,794 | 713 | 2,081 | ||||||||||||||||||
Patents, formulae, and licenses(a) | 1,829 | 405 | 1,424 | 1,825 | 370 | 1,455 | ||||||||||||||||||
Other (a) | 1,102 | 172 | 930 | 1,008 | 137 | 871 | ||||||||||||||||||
Total software and intangible assets | $ | 21,337 | $ | 5,771 | $ | 15,566 | $ | 20,955 | $ | 4,861 | $ | 16,094 | ||||||||||||
_______________ | ||||||||||||||||||||||||
(a) Numbers include preliminary fair values of assets acquired in the acquisitions described in Note 3 that may be adjusted as additional information becomes known. The amount for Customer & supplier relationships has been retrospectively adjusted as of December 28, 2013 by less than $0.1 million. | ||||||||||||||||||||||||
Amortization expense was $0.5 million for the second quarter ended June 14, 2014 and $0.2 million for second quarter ended June 15, 2013. Amortization expense was $0.9 million for the first half ended June 14, 2014 and $0.4 million for the first half ended June 15, 2013. The weighted average useful lives of software; customer relationships; patents, formulae, and licenses; non-compete agreements, and other intangibles were 10 years, 12 years, 15 years, 5 years, and 8 years, respectively. | ||||||||||||||||||||||||
The expected amortization expense for the remainder of fiscal 2014 and for fiscal years 2015, 2016, 2017, and 2018 is $1.5 million, $1.9 million, $1.7 million, $1.6 million, and $1.5 million, respectively. The preceding expected amortization expense is an estimate. Actual amounts of amortization expense may differ from estimated amounts due to additional intangible asset acquisitions, disposal of intangible assets, accelerated amortization of intangible assets, and other events. |
Accounts_Payable
Accounts Payable | 6 Months Ended | |||||||
Jun. 14, 2014 | ||||||||
Accounts Payable Disclosure [Abstract] | ' | |||||||
Accounts Payable | ' | |||||||
ACCOUNTS PAYABLE | ||||||||
Accounts payable consisted of the following (in thousands): | ||||||||
June 14, | December 28, | |||||||
2014 | 2013 | |||||||
Accounts payable | $ | 24,971 | $ | 17,908 | ||||
Accounts payable - related parties | 567 | 383 | ||||||
Total accounts payable | $ | 25,538 | $ | 18,291 | ||||
Debt_And_Financing_Arrangement
Debt And Financing Arrangements | 6 Months Ended |
Jun. 14, 2014 | |
Debt Disclosure [Abstract] | ' |
Debt Disclosure [Text Block] | ' |
DEBT AND FINANCING ARRANGEMENTS | |
Bank Credit Facility | |
On February 5, 2013, the Company entered into an Amended and Restated Credit Agreement ("Credit Agreement") that allows for up to $38.6 million in borrowings. As of June 14, 2014 and December 28, 2013, the Company's total borrowings were $18.6 million and $19.3 million, respectively, under the term loan which has a maturity date of February 5, 2018. The remaining portion of the credit facility is a revolving loan which expires on February 5, 2018. There were no amounts outstanding under the revolver at June 14, 2014 and December 28, 2013. | |
During the second quarter of fiscal 2014, the Company recorded interest of $0.1 million on the term loan and capitalized less than $0.1 million for various capital projects. During the first half of fiscal 2014, the Company recorded interest of $0.2 million on the term loan and capitalized $0.1 million for various capital projects. During the second quarter of fiscal 2013, the Company recorded interest of $0.1 million on the term loan, of which less than $0.1 million was capitalized for various capital projects. During the first half of fiscal 2013, the Company recorded interest of $0.2 million on the term loan and capitalized $0.1 million for various capital projects. | |
As of June 14, 2014 and December 28, 2013, the Company was in compliance with all covenants under the Credit Agreement. As of June 14, 2014 and December 28, 2013, the Company had $0.3 million of standby letters of credit issued, and $19.7 million was available for borrowing under the revolving loan portion of the bank credit facility. The actual amount available under the revolving loan portion of the Credit Agreement is limited by the Company's total leverage ratio. | |
Notes Payable | |
At June 14, 2014 and December 28, 2013, the Company had outstanding notes payable related to business acquisitions of $1.4 million and $1.7 million, respectively, of which $0.9 million and $1.2 million were recorded as current maturities. | |
The Company's weighted average interest rate for all debt as of June 14, 2014 and June 15, 2013 was 1.9% and 2.5%, respectively. |
Segment_Information
Segment Information | 6 Months Ended | |||||||||||||||||
Jun. 14, 2014 | ||||||||||||||||||
Segment Reporting Information, Profit (Loss) [Abstract] | ' | |||||||||||||||||
Segment Reporting Disclosure [Text Block] | ' | |||||||||||||||||
SEGMENT INFORMATION | ||||||||||||||||||
The Company reports in two segments: "Environmental Services" and "Oil Business." The Environmental Services segment consists of the Company's parts cleaning, containerized waste management, vacuum truck service, and antifreeze recycling activities. The Oil Business segment consists of the Company's used oil collection and used oil re-refining activities. | ||||||||||||||||||
No single customer in either segment accounted for more than 10.0% of consolidated revenues in any of the periods presented. There were no intersegment revenues. | ||||||||||||||||||
Operating segment results for the second quarters and first halves ended June 14, 2014, and June 15, 2013 were as follows (in thousands): | ||||||||||||||||||
Second Quarter Ended, | ||||||||||||||||||
June 14, 2014 | ||||||||||||||||||
Environmental | Oil Business | Corporate and | Consolidated | |||||||||||||||
Services | Eliminations | |||||||||||||||||
Revenues | ||||||||||||||||||
Product revenues | $ | 4,401 | $ | 34,213 | $ | — | $ | 38,614 | ||||||||||
Service revenues | 37,249 | 2,218 | 39,467 | |||||||||||||||
Total revenues | $ | 41,650 | $ | 36,431 | $ | — | $ | 78,081 | ||||||||||
Operating expenses | ||||||||||||||||||
Operating costs | 28,580 | 34,945 | — | 63,525 | ||||||||||||||
Operating depreciation and amortization | 1,251 | 916 | — | 2,167 | ||||||||||||||
Profit before corporate selling, general, and administrative expenses | $ | 11,819 | $ | 570 | $ | — | $ | 12,389 | ||||||||||
Selling, general, and administrative expenses | 8,306 | 8,306 | ||||||||||||||||
Depreciation and amortization from SG&A | 525 | 525 | ||||||||||||||||
Total selling, general, and administrative expenses | $ | 8,831 | $ | 8,831 | ||||||||||||||
Other expense - net | 236 | 236 | ||||||||||||||||
Operating income | 3,322 | |||||||||||||||||
Interest expense – net | 33 | 33 | ||||||||||||||||
Income before income taxes | $ | 3,289 | ||||||||||||||||
Second Quarter Ended, | ||||||||||||||||||
June 15, 2013 | ||||||||||||||||||
Environmental | Oil Business | Corporate and | Consolidated | |||||||||||||||
Services | Eliminations | |||||||||||||||||
Revenues | ||||||||||||||||||
Product revenues | $ | 2,853 | $ | 26,053 | $ | — | $ | 28,906 | ||||||||||
Service revenues | 32,980 | 1,664 | 34,644 | |||||||||||||||
Total revenues | $ | 35,833 | $ | 27,717 | $ | — | $ | 63,550 | ||||||||||
Operating expenses | ||||||||||||||||||
Operating costs | 24,792 | 27,409 | — | 52,201 | ||||||||||||||
Operating depreciation and amortization | 1,079 | 824 | — | 1,903 | ||||||||||||||
Profit (loss) before corporate selling, general, and administrative expenses | $ | 9,962 | $ | (516 | ) | $ | — | $ | 9,446 | |||||||||
Selling, general, and administrative expenses | 7,049 | 7,049 | ||||||||||||||||
Depreciation and amortization from SG&A | 260 | 260 | ||||||||||||||||
Total selling, general, and administrative expenses | $ | 7,309 | $ | 7,309 | ||||||||||||||
Other expense - net | 101 | 101 | ||||||||||||||||
Operating income | 2,036 | |||||||||||||||||
Interest expense – net | 107 | 107 | ||||||||||||||||
Income before income taxes | $ | 1,929 | ||||||||||||||||
First Half Ended, | ||||||||||||||||||
June 14, 2014 | ||||||||||||||||||
Environmental | Oil Business | Corporate and | Consolidated | |||||||||||||||
Services | Eliminations | |||||||||||||||||
Revenues | ||||||||||||||||||
Product revenues | $ | 8,645 | $ | 59,272 | $ | — | $ | 67,917 | ||||||||||
Service revenues | 71,914 | 4,215 | 76,129 | |||||||||||||||
Total revenues | $ | 80,559 | $ | 63,487 | $ | — | $ | 144,046 | ||||||||||
Operating expenses | ||||||||||||||||||
Operating costs | 57,459 | 63,431 | — | 120,890 | ||||||||||||||
Operating depreciation and amortization | 2,505 | 1,803 | — | 4,308 | ||||||||||||||
Profit (loss) before corporate selling, general, and administrative expenses | $ | 20,595 | $ | (1,747 | ) | $ | — | $ | 18,848 | |||||||||
Selling, general, and administrative expenses | 17,149 | 17,149 | ||||||||||||||||
Depreciation and amortization from SG&A | 1,010 | 1,010 | ||||||||||||||||
Total selling, general, and administrative expenses | $ | 18,159 | $ | 18,159 | ||||||||||||||
Other expense - net | 185 | 185 | ||||||||||||||||
Operating income | 504 | |||||||||||||||||
Interest expense – net | 86 | 86 | ||||||||||||||||
Income before income taxes | $ | 418 | ||||||||||||||||
First Half Ended, | ||||||||||||||||||
June 15, 2013 | ||||||||||||||||||
Environmental | Oil Business | Corporate and | Consolidated | |||||||||||||||
Services | Eliminations | |||||||||||||||||
Revenues | ||||||||||||||||||
Product revenues | $ | 5,523 | $ | 49,941 | $ | — | $ | 55,464 | ||||||||||
Service revenues | 65,101 | 2,992 | 68,093 | |||||||||||||||
Total revenues | $ | 70,624 | $ | 52,933 | $ | — | $ | 123,557 | ||||||||||
Operating expenses | ||||||||||||||||||
Operating costs | 50,340 | 54,147 | — | 104,487 | ||||||||||||||
Operating depreciation and amortization | 2,160 | 1,438 | — | 3,598 | ||||||||||||||
Profit (loss) before corporate selling, general, and administrative expenses | $ | 18,124 | $ | (2,652 | ) | $ | — | $ | 15,472 | |||||||||
Selling, general, and administrative expenses | 13,640 | 13,640 | ||||||||||||||||
Depreciation and amortization from SG&A | 424 | 424 | ||||||||||||||||
Total selling, general, and administrative expenses | $ | 14,064 | $ | 14,064 | ||||||||||||||
Other expense - net | 93 | 93 | ||||||||||||||||
Operating income | 1,315 | |||||||||||||||||
Interest expense – net | 213 | 213 | ||||||||||||||||
Income before income taxes | $ | 1,102 | ||||||||||||||||
Total assets by segment as of June 14, 2014 and December 28, 2013 were as follows (in thousands): | ||||||||||||||||||
June 14, 2014 | December 28, 2013 | |||||||||||||||||
Total Assets: | ||||||||||||||||||
Environmental Services | $ | 77,901 | $ | 80,451 | ||||||||||||||
Oil Business | 119,851 | 110,040 | ||||||||||||||||
Unallocated Corporate Assets | 24,838 | 25,467 | ||||||||||||||||
Total | $ | 222,590 | $ | 215,958 | ||||||||||||||
Segment assets for the Environmental Services and Oil Business segments consist of property, plant, and equipment, intangible assets, accounts receivable, goodwill, and inventories. Assets for the corporate unallocated amounts consist of property, plant, and equipment used at the corporate headquarters, as well as cash and net deferred tax assets. |
Commitments_And_Contingencies
Commitments And Contingencies | 6 Months Ended |
Jun. 14, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies Disclosure [Text Block] | ' |
COMMITMENTS AND CONTINGENCIES | |
The Company may enter into purchase obligations with certain vendors. They represent expected payments to third party service providers and other commitments entered into during the normal course of our business. These purchase obligations are generally cancelable with or without notice, without penalty, although certain vendor agreements provide for cancellation fees or penalties depending on the terms of the contract. | |
The Company has purchase obligations in the form of open purchase orders of $20.0 million as of June 14, 2014, primarily for used oil, solvent, machine purchases, disposal and transportation expenses, and capital expenditures. | |
The Company may be subject to investigations, claims or lawsuits as a result of operating its business, including matters governed by environmental laws and regulations. When claims are asserted, the Company evaluates the likelihood that a loss will occur and records a liability for those instances when the likelihood is deemed probable and the exposure is reasonably estimable. The Company carries insurance at levels it believes are adequate to cover loss contingencies based on historical claims activity. When the potential loss exposure is limited to the insurance deductible and the likelihood of loss is determined to be probable, the Company accrues for the amount of the required deductible, unless a lower amount of exposure is estimated. As of June 14, 2014 and December 28, 2013, the Company had accrued $0.5 million and $0.4 million related to loss contingencies, respectively. |
Income_Taxes
Income Taxes | 6 Months Ended |
Jun. 14, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Tax Disclosure [Text Block] | ' |
INCOME TAXES | |
In fiscal 2011, the Company deducted for federal income tax purposes 100% bonus depreciation on the majority of its capital expenditures for assets placed in service in fiscal 2011. Therefore, the Company recorded a noncurrent deferred tax liability to reflect the temporary book-tax difference for the resulting inability to deduct the federal income tax depreciation on those same 2011 capital expenditures in future years. As a result of the temporary differences related to the tax treatment of the federal bonus depreciation, the Company recorded a gross Net Operating Loss ("NOL") of $44.7 million, which will expire in 2031. In addition, in fiscal 2012 and 2013, the Company deducted 50% bonus depreciation for federal income tax purposes on certain capital expenditures. These deductions added $2.0 million to the NOL in fiscal 2012 and provided for an additional deduction from taxable income of an estimated $3.0 million in fiscal 2013. The balance on the NOL as of June 14, 2014 was $33.6 million. As of June 14, 2014, the remaining deferred tax asset related to the Company's state and federal NOL was a tax effected balance of $12.4 million. | |
The Company recognizes windfall tax benefits associated with the exercise of stock options directly to stockholders' equity only when realized. Consequently, deferred tax assets are not recognized for NOLs resulting from windfall tax benefits. At June 14, 2014, deferred tax assets do not include $0.9 million of excess tax benefits from share-based compensation. | |
The Company's effective tax rate for the second quarter of fiscal 2014 was 39.6% compared to 45.2% in the second quarter of fiscal 2013. The rate decrease is attributed to discrete items having a more favorable effect on the rate in fiscal 2014 than in the same period in fiscal 2013. The Company's effective tax rate for the first half of fiscal 2014 was 16.5% compared to 42.2% in the first half of fiscal 2013. The rate decrease is attributable to year-to-date pre-tax income being relatively low compared to the favorable discrete items such as the release of reserves on uncertain tax positions for 2011 and 2012, as well as to tax credits received in fiscal 2014 for the prior year. | |
The Company establishes reserves when it is more likely than not that the Company will not realize the full tax benefit of a position. The Company had a reserve of $0.2 million and $0.3 million for uncertain tax positions as of June 14, 2014 and December 28, 2013, respectively. The gross unrecognized tax benefits would, if recognized, decrease the Company's effective tax rate. |
Sharebased_Compensation
Share-based Compensation | 6 Months Ended | |||||||||||||
Jun. 14, 2014 | ||||||||||||||
Share-based Compensation [Abstract] | ' | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | ' | |||||||||||||
SHARE-BASED COMPENSATION | ||||||||||||||
The aggregate number of shares of common stock which may be issued under the Company’s 2008 Omnibus Plan ("Plan") is 1,902,077 plus any common stock that becomes available for issuance pursuant to the reusage provision of the Plan. As of June 14, 2014, the number of shares available for issuance under the Plan was 649,387 shares. | ||||||||||||||
Stock Option Awards | ||||||||||||||
A summary of stock option activity under this Plan is as follows: | ||||||||||||||
Outstanding Stock Options | Number of | Weighted Average | Weighted Average | Aggregate | ||||||||||
Options | Exercise Price | Remaining | Intrinsic Value as of Date Listed | |||||||||||
Outstanding | Contractual Term | (in thousands) | ||||||||||||
(in years) | ||||||||||||||
Options outstanding at December 28, 2013 | 579,614 | $ | 10.98 | 4.35 | $ | 5,133 | ||||||||
Exercised | — | — | ||||||||||||
Options outstanding at June 14, 2014 | 579,614 | $ | 10.98 | 3.89 | $ | 3,533 | ||||||||
Restricted Stock Compensation/Awards | ||||||||||||||
Annually, the Company grants restricted shares to its Board of Directors. The shares become fully vested one year from their grant date. The fair value of each restricted stock grant is based on the closing price of the Company's stock on the date of grant. The Company amortizes the expense over the service period, which is the fiscal year in which the award is granted. On May 3, 2014, 18,666 restricted shares that had been granted for service in fiscal 2013 vested. On May 1, 2014, the Company granted 17,772 restricted shares for service in fiscal 2014. Expense related to the Board of Directors' restricted stock in the first halves of fiscal 2014 and 2013 was $0.1 million and $0.1 million, respectively. As of June 14, 2014, there was $0.2 million unrecognized expense associated with these awards, which will be recorded throughout fiscal 2014. | ||||||||||||||
In March 2011, the Company granted 92,909 restricted shares to certain members of management under the Company's 2010 Long Term Incentive Plan (LTIP). In October 2011, the Company granted 12,783 restricted shares based on the completion of the front part of the used oil re-refinery. These restricted shares were subject to a graded vesting schedule over a three year period starting January 1, 2012. On January 1, 2014, the final shares related to these grants vested. | ||||||||||||||
In February 2012, the Company granted 59,502 restricted shares to certain members of management under the Company's 2011 LTIP. These restricted shares are subject to a graded vesting schedule over a three year period starting January 1, 2013. There was approximately $0.2 million and $0.3 million of unrecognized compensation expense remaining related to these awards as of June 14, 2014 and December 28, 2013 respectively. In the first halves of fiscal 2014 and 2013, $0.2 million and $0.2 million of compensation expense was recorded related to these awards, respectively. | ||||||||||||||
In February 2013, the Company granted 10,000 restricted shares to a member of management based on the performance of the individual in fiscal 2012 and having met certain goals. The restricted shares are subject to a graded vesting schedule over a three year period. There was less than $0.1 million of unrecognized compensation expense remaining related to this award as of June 14, 2014 and December 28, 2013. In each of the first halves of fiscal 2014 and 2013, less than $0.1 million of compensation expense was recorded related to this award. | ||||||||||||||
In February 2014, the Company granted certain members of management 132,107 restricted shares based on the Company's performance in fiscal 2013. These restricted shares are subject to a graded vesting schedule over a three year period starting January 1, 2015. There was approximately $1.4 million and $1.7 million in unrecognized compensation expense remaining related to these awards as of June 14, 2014 and December 28, 2013, respectively. In the first halves of fiscal 2014 and 2013, $0.3 million and $0.2 million of compensation expense was recorded related to these awards, respectively. | ||||||||||||||
In February 2014, as part of management's annual compensation for fiscal 2014, the Company approved a plan to grant certain members of management restricted shares in the future based on the Company's performance in fiscal 2014. Based on the relevant guidance, the Company determined that the service inception date for these awards was prior to the grant date and therefore began accruing compensation expense in fiscal 2014, based on the Company's assessment as to the probability that the performance criteria would be achieved. As such, there was approximately $1.7 million in unrecognized compensation expense relating to these awards as of June 14, 2014. In the first half of fiscal 2014, $0.2 million of compensation expense was recorded related to these awards. | ||||||||||||||
The following table summarizes information about restricted stock awards for the period ended June 14, 2014: | ||||||||||||||
Restricted Stock (Nonvested Shares) | Number of Shares | Weighted Average Grant-Date Fair Value Per Share | ||||||||||||
Nonvested shares outstanding at December 28, 2013 | 100,052 | $ | 16.97 | |||||||||||
Granted | 149,879 | 16.59 | ||||||||||||
Vested | (76,935 | ) | 15.73 | |||||||||||
Nonvested shares outstanding at June 14, 2014 | 172,996 | $ | 17.19 | |||||||||||
Employee Stock Purchase Plan | ||||||||||||||
As of June 14, 2014, the Company had reserved 152,265 shares of common stock available for purchase under the Employee Stock Purchase Plan of 2008, including 125,000 additional shares made available for purchase under the Plan at the Company's fiscal 2014 annual meeting. In the first half of fiscal 2014, employees purchased 11,942 shares of the Company’s common stock with a weighted average fair market value of $17.71 per share. |
Earnings_Per_Share
Earnings Per Share | 6 Months Ended | |||||||||||||||
Jun. 14, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Earnings Per Share [Text Block] | ' | |||||||||||||||
EARNINGS PER SHARE | ||||||||||||||||
The following table reconciles the number of shares outstanding for the second quarters of fiscal 2014 and 2013, respectively, to the number of weighted average basic shares outstanding and the number of weighted average diluted shares outstanding for the purposes of calculating basic and diluted earnings per share (in thousands, except per share data): | ||||||||||||||||
Second Quarter Ended, | First Half Ended, | |||||||||||||||
June 14, 2014 | June 15, 2013 | June 14, 2014 | June 15, 2013 | |||||||||||||
Net income | $ | 1,985 | $ | 1,057 | $ | 349 | $ | 637 | ||||||||
Less: Income attributable to noncontrolling interest | 56 | 26 | 79 | 46 | ||||||||||||
Net income attributable to Heritage-Crystal Clean, Inc. available to common stockholders | $ | 1,929 | $ | 1,031 | $ | 270 | $ | 591 | ||||||||
Weighted average basic shares outstanding | 18,423 | 18,138 | 18,412 | 18,125 | ||||||||||||
Dilutive shares for share–based compensation plans | 358 | 318 | 326 | 324 | ||||||||||||
Weighted average diluted shares outstanding | 18,781 | 18,456 | 18,738 | 18,449 | ||||||||||||
Net income per share: basic | $ | 0.1 | $ | 0.06 | $ | 0.01 | $ | 0.03 | ||||||||
Net income per share: diluted | $ | 0.1 | $ | 0.06 | $ | 0.01 | $ | 0.03 | ||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 14, 2014 | |
Accounting Policies [Abstract] | ' |
Use of Estimates, Policy [Policy Text Block] | ' |
Use of Estimates | |
The preparation of financial statements in conformity with Generally Accepted Accounting Principles ("GAAP") requires the use of certain estimates by management in determining the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates and assumptions are the allowance for doubtful accounts receivable, valuation of inventory at lower of cost or market, valuation of goodwill and other intangible assets, and income taxes. Actual results could differ from those estimates. | |
Revenue Recognition, Policy [Policy Text Block] | ' |
Revenue Recognition | |
The Company derives its revenues primarily from the services it performs and from the sale of processed oil from its used oil re-refinery. Parts cleaning and other service revenues are recognized as the service is performed. Product revenues are recognized at the time risk of loss passes to the customer. The risk of loss passes to customers at various times depending on the particular terms of the sales contract in force with each individual customer. Common thresholds for when risk of loss passes to the customer are at the time that product is loaded onto the shipping vessel or at the time that product is offloaded at the customer’s receiving location. Revenues are recognized only if collection of the relevant receivable is probable, persuasive evidence of an arrangement exists, and the sales price is fixed or determinable. | |
Cost of Sales, Policy [Policy Text Block] | ' |
Operating Costs | |
Within operating costs are cost of sales. Cost of sales in the Environmental Services segment includes the costs of the materials the Company sells and provides in its services, such as solvents and other chemicals, cleaning machines sold to customers, transportation of inventory and waste, and payments to third parties to recycle or dispose of the waste materials that the Company collects. The Company’s used solvent that it retrieves from customers in its product reuse program is accounted for as a reduction in net cost of solvent under cost of sales, whether placed in inventory or sold to a purchaser for reuse. If the used solvent is placed in inventory it is recorded at lower of cost or net realizable value. Cost of sales in the Oil Business include the costs paid to customers for used oil, transportation out to customers, and costs to operate the used oil re-refinery, including personnel costs and utilities. | |
Operating costs also include the Company's costs of operating its branch system and hubs. These costs include personnel costs (including commissions), facility rent and utilities, truck leases, fuel, transportation, and maintenance. Operating costs are not presented separately for products and services. | |
Business Combinations Policy [Policy Text Block] | ' |
Acquisitions | |
The Company accounts for acquired businesses using the purchase method of accounting, which requires that the assets acquired, liabilities assumed, and contingent consideration be recorded at the date of acquisition at their respective fair values. It further requires that acquisition-related costs be recognized separately from the acquisition and expensed as incurred and restructuring costs to be expensed in periods subsequent to the acquisition date. The Company records a preliminary purchase price allocation for its acquisitions and finalizes purchase price allocations as additional information relative to the fair values of the assets acquired becomes known. | |
Goodwill and Intangible Assets, Policy [Policy Text Block] | ' |
Identifiable Intangible Assets | |
The fair value of identifiable intangible assets is based on significant judgments made by management. The Company has engaged third party valuation appraisal firms to assist the Company in determining the fair values and useful lives of the assets acquired. Such valuations and useful life determinations require the Company to make significant estimates and assumptions. These estimates and assumptions are based on historical experience and information obtained from the management of the acquired companies and also include, but are not limited to, future expected cash flows to be earned from the continued operation of the acquired business and discount rates applied in determining the present value of those cash flows. Unanticipated events and circumstances may occur that could affect the accuracy or validity of such assumptions, estimates, or actual results. Acquisition-related finite lived intangible assets are amortized on a straight-line basis over their estimated economic lives. The Company evaluates the estimated benefit periods and recoverability of its intangible assets when facts and circumstances indicate that the lives may not be appropriate and/or the carrying value of the asset may not be recoverable. If the carrying value is not recoverable, impairment is measured as the amount by which the carrying value exceeds its estimated fair value. | |
Fair Value of Financial Instruments, Policy [Policy Text Block] | ' |
Fair Value of Financial Instruments | |
The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. These tiers include: Level 1, defined as quoted market prices in active markets for identical assets or liabilities; Level 2, defined as inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, model-based valuation techniques for which all significant assumptions are observable in the market, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3, defined as unobservable inputs that are not corroborated by market data. | |
The Company’s financial instruments consist primarily of cash and cash equivalents, trade receivables, trade payables, notes payable, contingent consideration, and term debt. As of June 14, 2014 and December 28, 2013, the carrying values of cash and cash equivalents, trade receivables, trade payables, notes payable, and contingent consideration, are considered to be representative of their respective fair values due to the short maturity of these instruments. Term debt is representative of its fair value due to the interest rates being applied. | |
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | ' |
Goodwill | |
Goodwill is measured as a residual amount as of the acquisition date, which in most cases results in measuring goodwill as an excess of the purchase consideration transferred plus the fair value of any noncontrolling interest in the acquiree over the fair value of the net assets acquired, including any contingent consideration. The Company tests goodwill for impairment annually in the fourth quarter and in interim periods if changes in circumstances indicate that the carrying amount of goodwill may not be recoverable. The Company's determination of fair value requires certain assumptions and estimates, such as margin expectations, growth expectations, expected changes in working capital, etc., regarding future profitability and cash flows of acquired businesses and market conditions. In the fourth quarter of fiscal 2013, the Company tested goodwill for impairment on a quantitative basis and determined that the fair value of each reporting unit substantially exceeded the carrying value of the assets. The Company intends to test goodwill for impairment in the fourth quarter of fiscal 2014. | |
Fiscal Period, Policy [Policy Text Block] | ' |
The Company’s fiscal year ends on the Saturday closest to December 31. The most recently completed fiscal year ended on December 28, 2013. The current fiscal year will end on January 3, 2015. Each of the Company's first three fiscal quarters consists of twelve weeks while the last fiscal quarter consists of sixteen or seventeen weeks. |
Business_Combination_Tables
Business Combination (Tables) | 6 Months Ended | |||||||||||||||
Jun. 14, 2014 | ||||||||||||||||
Business Acquisition [Line Items] | ' | |||||||||||||||
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | ' | |||||||||||||||
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed, net of cash acquired, related to the each acquisition (in thousands): | ||||||||||||||||
RFTI | RTI | ULNT/RS(a) | Sav-Tech(a) | |||||||||||||
Accounts receivable | $ | 348 | $ | 136 | $ | — | $ | 196 | ||||||||
Other current assets | — | — | 101 | 7 | ||||||||||||
Inventory | 211 | 106 | 955 | 19 | ||||||||||||
Property, plant, & equipment | 1,283 | 793 | 1,463 | 691 | ||||||||||||
Intangible assets | 1,590 | 1,340 | 6,314 | 458 | ||||||||||||
Goodwill | 3,027 | 1,917 | 2,137 | 96 | ||||||||||||
Accounts payable | (91 | ) | — | — | (81 | ) | ||||||||||
Accrued expenses | — | — | — | (36 | ) | |||||||||||
Total purchase price, net of cash acquired | $ | 6,368 | $ | 4,292 | $ | 10,970 | $ | 1,350 | ||||||||
Less: common stock issued | 1,230 | 1,000 | — | 193 | ||||||||||||
Less: note issued | — | 430 | — | 203 | ||||||||||||
Less: working capital adjustment | 218 | (8 | ) | — | — | |||||||||||
Net cash paid | $ | 4,920 | $ | 2,870 | $ | 10,970 | $ | 954 | ||||||||
Business Acquisition, Pro Forma Information [Table Text Block] | ' | |||||||||||||||
The pro forma information is shown for illustrative purposes only and is not necessarily indicative of future results of operations of the Company or results of operations of the Company that would have actually occurred had the transactions been in effect for the period presented. | ||||||||||||||||
Second Quarter Ended, | First Half Ended, | |||||||||||||||
15-Jun-13 | 15-Jun-13 | |||||||||||||||
Total revenues | $ | 68,870 | $ | 134,081 | ||||||||||||
Net income (loss) | 553 | -95 | ||||||||||||||
Income (loss) per share | ||||||||||||||||
Basic | $ | 0.03 | $ | — | ||||||||||||
Diluted | 0.03 | — | ||||||||||||||
Accounts_Receivable_Tables
Accounts Receivable (Tables) | 6 Months Ended | |||||||
Jun. 14, 2014 | ||||||||
Accounts Receivable [Abstract] | ' | |||||||
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | ' | |||||||
Accounts receivable consisted of the following (in thousands): | ||||||||
June 14, | December 28, | |||||||
2014 | 2013 | |||||||
Trade | $ | 34,873 | $ | 29,663 | ||||
Less: allowance for doubtful accounts | 1,163 | 1,121 | ||||||
Trade - net | 33,710 | 28,542 | ||||||
Related parties | 1,965 | 2,045 | ||||||
Other | 246 | 585 | ||||||
Total accounts receivable - net | $ | 35,921 | $ | 31,172 | ||||
The following table provides the changes in the Company’s allowance for doubtful accounts for the first half ended June 14, 2014 and the fiscal year ended December 28, 2013 (in thousands): | ||||||||
June 14, | December 28, | |||||||
2014 | 2013 | |||||||
Balance at beginning of period | $ | 1,121 | $ | 1,244 | ||||
Bad debt provision | 303 | 444 | ||||||
Accounts written off, net of recoveries | (261 | ) | (567 | ) | ||||
Balance at end of period | $ | 1,163 | $ | 1,121 | ||||
Inventory_Tables
Inventory (Tables) | 6 Months Ended | |||||||
Jun. 14, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Schedule of Inventory, Current [Table Text Block] | ' | |||||||
The carrying value of inventory consisted of the following (in thousands): | ||||||||
June 14, | December 28, | |||||||
2014 | 2013 | |||||||
Used oil and processed oil | $ | 14,099 | $ | 12,112 | ||||
Solvents and solutions | 8,294 | 8,235 | ||||||
Machines | 3,352 | 2,934 | ||||||
Drums and supplies | 2,824 | 2,629 | ||||||
Other | 1,604 | 1,614 | ||||||
Total inventory | 30,173 | 27,524 | ||||||
Less: machine refurbishing reserve | 233 | 217 | ||||||
Total inventory - net | $ | 29,940 | $ | 27,307 | ||||
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 6 Months Ended | |||||||
Jun. 14, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property, Plant and Equipment [Table Text Block] | ' | |||||||
Property, plant, and equipment consisted of the following (in thousands): | ||||||||
June 14, | December 28, | |||||||
2014 | 2013 | |||||||
Buildings and storage tanks (a) | $ | 52,857 | $ | 53,106 | ||||
Machinery, vehicles, and equipment (a) | 34,698 | 33,659 | ||||||
Leasehold improvements (a) | 2,866 | 2,877 | ||||||
Land (a) | 1,070 | 835 | ||||||
Construction in progress | 15,297 | 11,047 | ||||||
Total property, plant and equipment | 106,788 | 101,524 | ||||||
Less: accumulated depreciation | 18,959 | 16,485 | ||||||
Property, plant and equipment - net | $ | 87,829 | $ | 85,039 | ||||
June 14, | December 28, | |||||||
2014 | 2013 | |||||||
Equipment at customers | $ | 50,329 | $ | 47,078 | ||||
Less: accumulated depreciation | 29,795 | 27,720 | ||||||
Equipment at customers - net | $ | 20,534 | $ | 19,358 | ||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 6 Months Ended | |||||||||||||||||||||||
Jun. 14, 2014 | ||||||||||||||||||||||||
Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Schedule of Intangible Assets [Table Text Block] | ' | |||||||||||||||||||||||
Following is a summary of software and other intangible assets (in thousands): | ||||||||||||||||||||||||
June 14, 2014 | December 28, 2013 | |||||||||||||||||||||||
Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | |||||||||||||||||||
Customer & supplier relationships(a) | $ | 10,896 | $ | 1,318 | $ | 9,578 | $ | 10,529 | $ | 826 | $ | 9,703 | ||||||||||||
Software | 4,537 | 2,930 | 1,607 | 4,799 | 2,815 | 1,984 | ||||||||||||||||||
Non-compete agreements(a) | 2,973 | 946 | 2,027 | 2,794 | 713 | 2,081 | ||||||||||||||||||
Patents, formulae, and licenses(a) | 1,829 | 405 | 1,424 | 1,825 | 370 | 1,455 | ||||||||||||||||||
Other (a) | 1,102 | 172 | 930 | 1,008 | 137 | 871 | ||||||||||||||||||
Total software and intangible assets | $ | 21,337 | $ | 5,771 | $ | 15,566 | $ | 20,955 | $ | 4,861 | $ | 16,094 | ||||||||||||
_______________ | ||||||||||||||||||||||||
(a) Numbers include preliminary fair values of assets acquired in the acquisitions described in Note 3 that may be adjusted as additional information becomes known. |
Accounts_Payable_Tables
Accounts Payable (Tables) | 6 Months Ended | |||||||
Jun. 14, 2014 | ||||||||
Accounts Payable, Current [Abstract] | ' | |||||||
Accounts Payable [Table Text Block] | ' | |||||||
Accounts payable consisted of the following (in thousands): | ||||||||
June 14, | December 28, | |||||||
2014 | 2013 | |||||||
Accounts payable | $ | 24,971 | $ | 17,908 | ||||
Accounts payable - related parties | 567 | 383 | ||||||
Total accounts payable | $ | 25,538 | $ | 18,291 | ||||
Segment_Information_Tables
Segment Information (Tables) | 6 Months Ended | |||||||||||||||||
Jun. 14, 2014 | ||||||||||||||||||
SEGMENT INFORMATION [Abstract] | ' | |||||||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | ' | |||||||||||||||||
Operating segment results for the second quarters and first halves ended June 14, 2014, and June 15, 2013 were as follows (in thousands): | ||||||||||||||||||
Second Quarter Ended, | ||||||||||||||||||
June 14, 2014 | ||||||||||||||||||
Environmental | Oil Business | Corporate and | Consolidated | |||||||||||||||
Services | Eliminations | |||||||||||||||||
Revenues | ||||||||||||||||||
Product revenues | $ | 4,401 | $ | 34,213 | $ | — | $ | 38,614 | ||||||||||
Service revenues | 37,249 | 2,218 | 39,467 | |||||||||||||||
Total revenues | $ | 41,650 | $ | 36,431 | $ | — | $ | 78,081 | ||||||||||
Operating expenses | ||||||||||||||||||
Operating costs | 28,580 | 34,945 | — | 63,525 | ||||||||||||||
Operating depreciation and amortization | 1,251 | 916 | — | 2,167 | ||||||||||||||
Profit before corporate selling, general, and administrative expenses | $ | 11,819 | $ | 570 | $ | — | $ | 12,389 | ||||||||||
Selling, general, and administrative expenses | 8,306 | 8,306 | ||||||||||||||||
Depreciation and amortization from SG&A | 525 | 525 | ||||||||||||||||
Total selling, general, and administrative expenses | $ | 8,831 | $ | 8,831 | ||||||||||||||
Other expense - net | 236 | 236 | ||||||||||||||||
Operating income | 3,322 | |||||||||||||||||
Interest expense – net | 33 | 33 | ||||||||||||||||
Income before income taxes | $ | 3,289 | ||||||||||||||||
Second Quarter Ended, | ||||||||||||||||||
June 15, 2013 | ||||||||||||||||||
Environmental | Oil Business | Corporate and | Consolidated | |||||||||||||||
Services | Eliminations | |||||||||||||||||
Revenues | ||||||||||||||||||
Product revenues | $ | 2,853 | $ | 26,053 | $ | — | $ | 28,906 | ||||||||||
Service revenues | 32,980 | 1,664 | 34,644 | |||||||||||||||
Total revenues | $ | 35,833 | $ | 27,717 | $ | — | $ | 63,550 | ||||||||||
Operating expenses | ||||||||||||||||||
Operating costs | 24,792 | 27,409 | — | 52,201 | ||||||||||||||
Operating depreciation and amortization | 1,079 | 824 | — | 1,903 | ||||||||||||||
Profit (loss) before corporate selling, general, and administrative expenses | $ | 9,962 | $ | (516 | ) | $ | — | $ | 9,446 | |||||||||
Selling, general, and administrative expenses | 7,049 | 7,049 | ||||||||||||||||
Depreciation and amortization from SG&A | 260 | 260 | ||||||||||||||||
Total selling, general, and administrative expenses | $ | 7,309 | $ | 7,309 | ||||||||||||||
Other expense - net | 101 | 101 | ||||||||||||||||
Operating income | 2,036 | |||||||||||||||||
Interest expense – net | 107 | 107 | ||||||||||||||||
Income before income taxes | $ | 1,929 | ||||||||||||||||
First Half Ended, | ||||||||||||||||||
June 14, 2014 | ||||||||||||||||||
Environmental | Oil Business | Corporate and | Consolidated | |||||||||||||||
Services | Eliminations | |||||||||||||||||
Revenues | ||||||||||||||||||
Product revenues | $ | 8,645 | $ | 59,272 | $ | — | $ | 67,917 | ||||||||||
Service revenues | 71,914 | 4,215 | 76,129 | |||||||||||||||
Total revenues | $ | 80,559 | $ | 63,487 | $ | — | $ | 144,046 | ||||||||||
Operating expenses | ||||||||||||||||||
Operating costs | 57,459 | 63,431 | — | 120,890 | ||||||||||||||
Operating depreciation and amortization | 2,505 | 1,803 | — | 4,308 | ||||||||||||||
Profit (loss) before corporate selling, general, and administrative expenses | $ | 20,595 | $ | (1,747 | ) | $ | — | $ | 18,848 | |||||||||
Selling, general, and administrative expenses | 17,149 | 17,149 | ||||||||||||||||
Depreciation and amortization from SG&A | 1,010 | 1,010 | ||||||||||||||||
Total selling, general, and administrative expenses | $ | 18,159 | $ | 18,159 | ||||||||||||||
Other expense - net | 185 | 185 | ||||||||||||||||
Operating income | 504 | |||||||||||||||||
Interest expense – net | 86 | 86 | ||||||||||||||||
Income before income taxes | $ | 418 | ||||||||||||||||
First Half Ended, | ||||||||||||||||||
June 15, 2013 | ||||||||||||||||||
Environmental | Oil Business | Corporate and | Consolidated | |||||||||||||||
Services | Eliminations | |||||||||||||||||
Revenues | ||||||||||||||||||
Product revenues | $ | 5,523 | $ | 49,941 | $ | — | $ | 55,464 | ||||||||||
Service revenues | 65,101 | 2,992 | 68,093 | |||||||||||||||
Total revenues | $ | 70,624 | $ | 52,933 | $ | — | $ | 123,557 | ||||||||||
Operating expenses | ||||||||||||||||||
Operating costs | 50,340 | 54,147 | — | 104,487 | ||||||||||||||
Operating depreciation and amortization | 2,160 | 1,438 | — | 3,598 | ||||||||||||||
Profit (loss) before corporate selling, general, and administrative expenses | $ | 18,124 | $ | (2,652 | ) | $ | — | $ | 15,472 | |||||||||
Selling, general, and administrative expenses | 13,640 | 13,640 | ||||||||||||||||
Depreciation and amortization from SG&A | 424 | 424 | ||||||||||||||||
Total selling, general, and administrative expenses | $ | 14,064 | $ | 14,064 | ||||||||||||||
Other expense - net | 93 | 93 | ||||||||||||||||
Operating income | 1,315 | |||||||||||||||||
Interest expense – net | 213 | 213 | ||||||||||||||||
Income before income taxes | $ | 1,102 | ||||||||||||||||
Reconciliation of Assets from Segment to Consolidated [Table Text Block] | ' | |||||||||||||||||
Total assets by segment as of June 14, 2014 and December 28, 2013 were as follows (in thousands): | ||||||||||||||||||
June 14, 2014 | December 28, 2013 | |||||||||||||||||
Total Assets: | ||||||||||||||||||
Environmental Services | $ | 77,901 | $ | 80,451 | ||||||||||||||
Oil Business | 119,851 | 110,040 | ||||||||||||||||
Unallocated Corporate Assets | 24,838 | 25,467 | ||||||||||||||||
Total | $ | 222,590 | $ | 215,958 | ||||||||||||||
Sharebased_Compensation_Tables
Share-based Compensation (Tables) | 6 Months Ended | |||||||||||||
Jun. 14, 2014 | ||||||||||||||
Share-based Compensation [Abstract] | ' | |||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | ' | |||||||||||||
A summary of stock option activity under this Plan is as follows: | ||||||||||||||
Outstanding Stock Options | Number of | Weighted Average | Weighted Average | Aggregate | ||||||||||
Options | Exercise Price | Remaining | Intrinsic Value as of Date Listed | |||||||||||
Outstanding | Contractual Term | (in thousands) | ||||||||||||
(in years) | ||||||||||||||
Options outstanding at December 28, 2013 | 579,614 | $ | 10.98 | 4.35 | $ | 5,133 | ||||||||
Exercised | — | — | ||||||||||||
Options outstanding at June 14, 2014 | 579,614 | $ | 10.98 | 3.89 | $ | 3,533 | ||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | ' | |||||||||||||
The following table summarizes information about restricted stock awards for the period ended June 14, 2014: | ||||||||||||||
Restricted Stock (Nonvested Shares) | Number of Shares | Weighted Average Grant-Date Fair Value Per Share | ||||||||||||
Nonvested shares outstanding at December 28, 2013 | 100,052 | $ | 16.97 | |||||||||||
Granted | 149,879 | 16.59 | ||||||||||||
Vested | (76,935 | ) | 15.73 | |||||||||||
Nonvested shares outstanding at June 14, 2014 | 172,996 | $ | 17.19 | |||||||||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 6 Months Ended | |||||||||||||||
Jun. 14, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | ' | |||||||||||||||
The following table reconciles the number of shares outstanding for the second quarters of fiscal 2014 and 2013, respectively, to the number of weighted average basic shares outstanding and the number of weighted average diluted shares outstanding for the purposes of calculating basic and diluted earnings per share (in thousands, except per share data): | ||||||||||||||||
Second Quarter Ended, | First Half Ended, | |||||||||||||||
June 14, 2014 | June 15, 2013 | June 14, 2014 | June 15, 2013 | |||||||||||||
Net income | $ | 1,985 | $ | 1,057 | $ | 349 | $ | 637 | ||||||||
Less: Income attributable to noncontrolling interest | 56 | 26 | 79 | 46 | ||||||||||||
Net income attributable to Heritage-Crystal Clean, Inc. available to common stockholders | $ | 1,929 | $ | 1,031 | $ | 270 | $ | 591 | ||||||||
Weighted average basic shares outstanding | 18,423 | 18,138 | 18,412 | 18,125 | ||||||||||||
Dilutive shares for share–based compensation plans | 358 | 318 | 326 | 324 | ||||||||||||
Weighted average diluted shares outstanding | 18,781 | 18,456 | 18,738 | 18,449 | ||||||||||||
Net income per share: basic | $ | 0.1 | $ | 0.06 | $ | 0.01 | $ | 0.03 | ||||||||
Net income per share: diluted | $ | 0.1 | $ | 0.06 | $ | 0.01 | $ | 0.03 | ||||||||
Basis_of_Presentation_Details
Basis of Presentation (Details) (USD $) | Jun. 14, 2014 | Dec. 28, 2013 |
In Thousands, unless otherwise specified | ||
Deferred income taxes | $9,205 | $9,238 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Millions, unless otherwise specified | Jun. 14, 2014 | Jun. 15, 2013 | Jun. 14, 2014 | Jun. 15, 2013 |
Amortization of Intangible Assets | $0.50 | $0.20 | $0.90 | $0.40 |
Interest Costs Capitalized | ' | ' | 0.1 | 0.1 |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 1.9 | ' | 1.9 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 1.7 | ' | 1.7 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 1.6 | ' | 1.6 | ' |
Schedule of Expected Amortization Expense [Table Text Block] | $1.50 | ' | $1.50 | ' |
Software [Member] | ' | ' | ' | ' |
Finite-Lived Intangible Asset, Useful Life | ' | ' | '10 years | ' |
Noncompete Agreements [Member] | ' | ' | ' | ' |
Finite-Lived Intangible Asset, Useful Life | ' | ' | '5 years | ' |
Other Intangible Assets [Member] | ' | ' | ' | ' |
Finite-Lived Intangible Asset, Useful Life | ' | ' | '8 years | ' |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies Goodwill (Details) (USD $) | 6 Months Ended | 6 Months Ended | 6 Months Ended | 6 Months Ended | |||||
Jun. 14, 2014 | Dec. 28, 2013 | Jun. 14, 2014 | Dec. 28, 2013 | Jun. 14, 2014 | Dec. 28, 2013 | Jun. 14, 2014 | Jun. 26, 2013 | Jul. 19, 2013 | |
Oil Business Segment [Member] | Oil Business Segment [Member] | Environmental Services Segment [Member] | Environmental Services Segment [Member] | Sav-Tech [Member] | RFTI [Member] | RTI [Member] | |||
Goodwill [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill, Gross | $9,787,000 | $9,691,000 | $3,938,000 | $3,938,000 | $5,849,000 | $5,753,000 | ' | ' | ' |
Goodwill, Acquired During Period | 96,000 | ' | 0 | ' | 96,000 | ' | 96,000 | ' | ' |
Goodwill | $9,787,000 | $9,691,000 | ' | ' | ' | ' | ' | $3,027,000 | $1,917,000 |
Business_Combination_Details
Business Combination (Details) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 6 Months Ended | 6 Months Ended | ||||||
Jun. 15, 2013 | Jun. 14, 2014 | Jun. 15, 2013 | Dec. 28, 2013 | Dec. 28, 2013 | Jun. 26, 2013 | Dec. 28, 2013 | Jul. 19, 2013 | Dec. 28, 2013 | Nov. 01, 2013 | Jun. 14, 2014 | 14-May-14 | Jun. 14, 2014 | |
RFTI [Member] | RFTI [Member] | RTI [Member] | RTI [Member] | UL-NT/RS [Member] | UL-NT/RS [Member] | Sav-Tech [Member] | Sav-Tech [Member] | Environmental Services Segment [Member] | |||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payments to Acquire Businesses, Gross | ' | ' | ' | ' | $4,900,000 | ' | $2,900,000 | ' | $11,000,000 | ' | $954,000 | ' | ' |
Goodwill, Purchase Accounting Adjustments | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Value, Acquisitions | ' | 193,000 | ' | ' | 1,200,000 | ' | 1,000,000 | ' | ' | ' | 193,000 | ' | ' |
Stock Issued During Period, Shares, Acquisitions | ' | 12,005 | ' | ' | 82,000 | ' | 69,322 | ' | ' | ' | 12,005 | ' | ' |
Accounts Receivable, Net | ' | ' | ' | ' | ' | 348,000 | ' | 136,000 | ' | ' | ' | 196,000 | ' |
Other current assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | 101,000 | ' | 7,000 | ' |
Inventory | ' | ' | ' | ' | ' | 211,000 | ' | 106,000 | ' | 955,000 | ' | 19,000 | ' |
Property, Plant, & Equipment | ' | ' | ' | ' | ' | 1,283,000 | ' | 793,000 | ' | 1,463,000 | ' | 691,000 | ' |
Intangible Assets | ' | ' | ' | ' | ' | 1,590,000 | ' | 1,340,000 | ' | 6,314,000 | ' | 458,000 | ' |
Goodwill | ' | 9,787,000 | ' | 9,691,000 | ' | 3,027,000 | ' | 1,917,000 | ' | 2,137,000 | ' | ' | ' |
Goodwill, Acquired During Period | ' | 96,000 | ' | ' | ' | ' | ' | ' | ' | ' | 96,000 | ' | 96,000 |
Accounts Payable | ' | ' | ' | ' | ' | -91,000 | ' | ' | ' | ' | ' | -81,000 | ' |
Accrued expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -36,000 | ' |
Total purchase price - net of cash acquired | ' | ' | ' | ' | ' | 6,368,000 | ' | 4,292,000 | ' | 10,970,000 | ' | 1,350,000 | ' |
Less: common stock issued | ' | ' | ' | ' | ' | 1,230,000 | ' | 1,000,000 | ' | ' | ' | ' | ' |
Less: note issued | ' | ' | ' | ' | ' | ' | ' | -430,000 | ' | ' | ' | -203,000 | ' |
Less: working capital adjustment | ' | ' | ' | ' | ' | 218,000 | ' | -8,000 | ' | ' | ' | ' | ' |
Net cash paid | ' | ' | ' | ' | ' | 4,920,000 | ' | 2,870,000 | ' | 10,970,000 | ' | ' | ' |
Total Revenues | 68,870,000 | ' | 134,081,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Income | $553,000 | ' | ($95,000) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic | $0.03 | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Diluted | $0.03 | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business_Combination_Pro_Forma
Business Combination Pro Forma Business Combination (Details) (USD $) | 3 Months Ended | 6 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Jun. 15, 2013 | Jun. 15, 2013 |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ' | ' |
Total Revenues | $68,870 | $134,081 |
Net Income | $553 | ($95) |
Basic | $0.03 | $0 |
Diluted | $0.03 | $0 |
Accounts_Receivable_Details
Accounts Receivable (Details) (USD $) | 6 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 14, 2014 | Jun. 15, 2013 | Dec. 28, 2013 | Dec. 29, 2012 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' | ' | ' |
Trade | $34,873 | ' | $29,663 | ' |
Less allowance for doubtful accounts | 1,163 | ' | 1,121 | 1,244 |
Trade - net | 33,710 | ' | 28,542 | ' |
Trade - affiliates | 1,965 | ' | 2,045 | ' |
Other | 246 | ' | 585 | ' |
Total accounts receivable - net | 35,921 | ' | 31,172 | ' |
Bad debt provision | 303 | 285 | 444 | ' |
Accounts written off, net of recoveries | ($261) | ' | ($567) | ' |
Inventory_Details
Inventory (Details) (USD $) | Jun. 14, 2014 | Dec. 28, 2013 |
In Thousands, unless otherwise specified | ||
Used oil and processed oil | $14,099 | $12,112 |
Solvents and solutions | 8,294 | 8,235 |
Machines | 3,352 | 2,934 |
Drums and supplies | 2,824 | 2,629 |
Other | 1,604 | 1,614 |
Total inventory | 30,173 | 27,524 |
Less: Machine refurbishing reserve | 233 | 217 |
Total inventory - net | $29,940 | $27,307 |
Property_Plant_and_Equipment_D
Property, Plant and Equipment (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||||||
Jun. 14, 2014 | Jun. 15, 2013 | Jun. 14, 2014 | Jun. 15, 2013 | Dec. 28, 2013 | ||||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' | |||
Depreciation | $2,200,000 | $2,000,000 | $4,000,000 | $3,700,000 | ' | |||
Buildings and storage tanks | 52,857,000 | [1] | ' | 52,857,000 | [1] | ' | 53,106,000 | [1] |
Machinery, vehicles and equipment (a) | 34,698,000 | [1] | ' | 34,698,000 | [1] | ' | 33,659,000 | [1] |
Leasehold improvements | 2,866,000 | [1] | ' | 2,866,000 | [1] | ' | 2,877,000 | [1] |
Land | 1,070,000 | [1] | ' | 1,070,000 | [1] | ' | 835,000 | [1] |
Construction in progress | 15,297,000 | ' | 15,297,000 | ' | 11,047,000 | |||
Total property, plant and equipment | 106,788,000 | ' | 106,788,000 | ' | 101,524,000 | |||
Less accumulated depreciation | 18,959,000 | ' | 18,959,000 | ' | 16,485,000 | |||
Property, plant and equipment - net | 87,829,000 | ' | 87,829,000 | ' | 85,039,000 | |||
Equipment at customers | 50,329,000 | ' | 50,329,000 | ' | 47,078,000 | |||
Less accumulated depreciation | 29,795,000 | ' | 29,795,000 | ' | 27,720,000 | |||
Equipment at customers - net | 20,534,000 | ' | 20,534,000 | ' | 19,358,000 | |||
Goodwill, Purchase Accounting Adjustments | ' | ' | $100,000 | ' | ' | |||
[1] | (a) Numbers include preliminary fair values of assets acquired in the acquisitions described in Note 3 that may be adjusted as additional information becomes known. The amounts for machinery, vehicles, and equipment and leasehold improvements have been retrospectively adjusted as of December 28, 2013 by less than $0.1 million. |
Intangible_Assets_Details
Intangible Assets (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||||||
Jun. 14, 2014 | Jun. 15, 2013 | Jun. 14, 2014 | Jun. 15, 2013 | Dec. 28, 2013 | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | |||
Intangible Assets, Gross | $21,337,000 | ' | $21,337,000 | ' | $20,955,000 | |||
Finite-Lived Intangible Assets, Accumulated Amortization | 5,771,000 | ' | 5,771,000 | ' | 4,861,000 | |||
Intangible Assets, Net (Excluding Goodwill) | 15,566,000 | ' | 15,566,000 | ' | 16,094,000 | |||
Amortization of Intangible Assets | 500,000 | 200,000 | 900,000 | 400,000 | ' | |||
Finite-Lived Intangible Assets, Amortization Expense, Remainder of Fiscal Year | 1,500,000 | ' | 1,500,000 | ' | ' | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 1,900,000 | ' | 1,900,000 | ' | ' | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 1,700,000 | ' | 1,700,000 | ' | ' | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 1,600,000 | ' | 1,600,000 | ' | ' | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 1,500,000 | ' | 1,500,000 | ' | ' | |||
Finite-Lived Intangible Assets, Purchase Accounting Adjustments | ' | ' | 100,000 | ' | ' | |||
Customer Relationships [Member] | ' | ' | ' | ' | ' | |||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | |||
Finite-Lived Intangible Asset, Useful Life | ' | ' | '12 years | ' | ' | |||
Software [Member] | ' | ' | ' | ' | ' | |||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | |||
Finite-Lived Intangible Asset, Useful Life | ' | ' | '10 years | ' | ' | |||
Patents, formulae, and licenses [Member] | ' | ' | ' | ' | ' | |||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | |||
Finite-Lived Intangible Asset, Useful Life | ' | ' | '15 years | ' | ' | |||
Noncompete Agreements [Member] | ' | ' | ' | ' | ' | |||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | |||
Finite-Lived Intangible Asset, Useful Life | ' | ' | '5 years | ' | ' | |||
Other Intangible Assets [Member] | ' | ' | ' | ' | ' | |||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | |||
Finite-Lived Intangible Asset, Useful Life | ' | ' | '8 years | ' | ' | |||
Customer Relationships [Member] | ' | ' | ' | ' | ' | |||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | |||
Intangible Assets, Gross | 10,896,000 | [1] | ' | 10,896,000 | [1] | ' | 10,529,000 | [1] |
Finite-Lived Intangible Assets, Accumulated Amortization | 1,318,000 | [1] | ' | 1,318,000 | [1] | ' | 826,000 | [1] |
Intangible Assets, Net (Excluding Goodwill) | 9,578,000 | [1] | ' | 9,578,000 | [1] | ' | 9,703,000 | [1] |
Software [Member] | ' | ' | ' | ' | ' | |||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | |||
Intangible Assets, Gross | 4,537,000 | ' | 4,537,000 | ' | 4,799,000 | |||
Finite-Lived Intangible Assets, Accumulated Amortization | 2,930,000 | ' | 2,930,000 | ' | 2,815,000 | |||
Intangible Assets, Net (Excluding Goodwill) | 1,607,000 | ' | 1,607,000 | ' | 1,984,000 | |||
Patents, formulae, and licenses [Member] | ' | ' | ' | ' | ' | |||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | |||
Intangible Assets, Gross | 1,829,000 | [1] | ' | 1,829,000 | [1] | ' | 1,825,000 | [1] |
Finite-Lived Intangible Assets, Accumulated Amortization | 405,000 | [1] | ' | 405,000 | [1] | ' | 370,000 | [1] |
Intangible Assets, Net (Excluding Goodwill) | 1,424,000 | [1] | ' | 1,424,000 | [1] | ' | 1,455,000 | [1] |
Noncompete Agreements [Member] | ' | ' | ' | ' | ' | |||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | |||
Intangible Assets, Gross | 2,973,000 | [1] | ' | 2,973,000 | [1] | ' | 2,794,000 | [1] |
Finite-Lived Intangible Assets, Accumulated Amortization | 946,000 | [1] | ' | 946,000 | [1] | ' | 713,000 | [1] |
Intangible Assets, Net (Excluding Goodwill) | 2,027,000 | [1] | ' | 2,027,000 | [1] | ' | 2,081,000 | [1] |
Other Intangible Assets [Member] | ' | ' | ' | ' | ' | |||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | |||
Intangible Assets, Gross | 1,102,000 | [1] | ' | 1,102,000 | [1] | ' | 1,008,000 | [1] |
Finite-Lived Intangible Assets, Accumulated Amortization | 172,000 | [1] | ' | 172,000 | [1] | ' | 137,000 | [1] |
Intangible Assets, Net (Excluding Goodwill) | $930,000 | [1] | ' | $930,000 | [1] | ' | $871,000 | [1] |
[1] | (a) Numbers include preliminary fair values of assets acquired in the acquisitions described in Note 3 that may be adjusted as additional information becomes known. |
Accounts_Payable_Details
Accounts Payable (Details) (USD $) | Jun. 14, 2014 | Dec. 28, 2013 |
In Thousands, unless otherwise specified | ||
Accounts payable | $24,971 | $17,908 |
Accounts payable - related parties | 567 | 383 |
Accounts payable | $25,538 | $18,291 |
Debt_And_Financing_Arrangement1
Debt And Financing Arrangements (Details) (USD $) | 6 Months Ended | 3 Months Ended | ||||||
In Millions, unless otherwise specified | Jun. 14, 2014 | Jun. 15, 2013 | Dec. 28, 2013 | Jun. 14, 2014 | Jun. 15, 2013 | Dec. 28, 2013 | Jun. 14, 2014 | Dec. 28, 2013 |
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Notes Payable, Other Payables [Member] | Notes Payable, Other Payables [Member] | ||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | $38.60 | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt | 18.6 | ' | 19.3 | ' | ' | ' | ' | ' |
Line of Credit Facility, Amount Outstanding | ' | ' | ' | 0 | ' | 0 | ' | ' |
Interest Costs Incurred | 0.2 | 0.2 | ' | 0.1 | 0.1 | ' | ' | ' |
Interest Costs Capitalized | 0.1 | 0.1 | ' | 0.1 | 0.1 | ' | ' | ' |
Debt, Weighted Average Interest Rate | 1.90% | 2.50% | ' | ' | ' | ' | ' | ' |
Letters of Credit Outstanding, Amount | 0.3 | ' | 0.3 | ' | ' | ' | ' | ' |
Line of Credit Facility, Current Borrowing Capacity | 19.7 | ' | 19.7 | ' | ' | ' | ' | ' |
Long-term Debt, Fair Value | ' | ' | ' | ' | ' | ' | 1.4 | 1.7 |
Notes Payable, Current | ' | ' | ' | ' | ' | ' | $0.90 | $1.20 |
Debt_And_Financing_Arrangement2
Debt And Financing Arrangements Future Maturities of Long Term Debt (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 14, 2014 | Jun. 15, 2013 |
Repayments of Long-term Debt | $625 | $500 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 14, 2014 | Jun. 15, 2013 |
Related Party Transaction [Line Items] | ' | ' |
Payments of Contingent Consideration | $181 | $292 |
Payments to Acquire Businesses, Net of Cash Acquired | 954 | 2,405 |
Proceeds from Issuance of Common Stock | $201 | $225 |
Segment_Information_Details
Segment Information (Details) (USD $) | 3 Months Ended | 6 Months Ended | |||
In Thousands, unless otherwise specified | Jun. 14, 2014 | Jun. 15, 2013 | Jun. 14, 2014 | Jun. 15, 2013 | Dec. 28, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Product Revenues | $38,614 | $28,906 | $67,917 | $55,464 | ' |
Service Revenues | 39,467 | 34,644 | 76,129 | 68,093 | ' |
Total revenues | 78,081 | 63,550 | 144,046 | 123,557 | ' |
Operating Costs | 63,525 | 52,201 | 120,890 | 104,487 | ' |
Operating depreciation and amortization | 2,167 | 1,903 | 4,308 | 3,598 | ' |
Profit (Loss) Before Corporate Selling General and Administrative Expenses | 12,389 | 9,446 | 18,848 | 15,472 | ' |
Selling, general, and administrative expenses | 8,306 | 7,049 | 17,149 | 13,640 | ' |
Depreciation and amortization from SG&A | 525 | -260 | -1,010 | -424 | ' |
Total selling, general, and administrative expenses | 8,831 | 7,309 | 18,159 | 14,064 | ' |
Other expense - net | 236 | 101 | 185 | 93 | ' |
Operating loss | 3,322 | 2,036 | 504 | 1,315 | ' |
Interest expense b net | 33 | 107 | 86 | 213 | ' |
Income before income taxes | 3,289 | 1,929 | 418 | 1,102 | ' |
Provision for income taxes | 1,304 | 872 | 69 | 465 | ' |
Total Assets | 222,590 | ' | 222,590 | ' | 215,958 |
Environmental Services Segment [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Concentration Risk, Customer | ' | ' | '.1 | '.1 | ' |
Product Revenues | 4,401 | 2,853 | 8,645 | 5,523 | ' |
Service Revenues | 37,249 | 32,980 | 71,914 | 65,101 | ' |
Total revenues | 41,650 | 35,833 | 80,559 | 70,624 | ' |
Operating Costs | 28,580 | 24,792 | 57,459 | 50,340 | ' |
Operating depreciation and amortization | 1,251 | 1,079 | 2,505 | 2,160 | ' |
Profit (Loss) Before Corporate Selling General and Administrative Expenses | 11,819 | 9,962 | 20,595 | 18,124 | ' |
Total Assets | 77,901 | ' | 77,901 | ' | 80,451 |
Oil Business Segment [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Concentration Risk, Customer | ' | ' | '0.1 | '.1 | ' |
Product Revenues | 34,213 | 26,053 | 59,272 | 49,941 | ' |
Service Revenues | 2,218 | 1,664 | 4,215 | 2,992 | ' |
Total revenues | 36,431 | 27,717 | 63,487 | 52,933 | ' |
Operating Costs | 34,945 | 27,409 | 63,431 | 54,147 | ' |
Operating depreciation and amortization | 916 | 824 | 1,803 | 1,438 | ' |
Profit (Loss) Before Corporate Selling General and Administrative Expenses | 570 | -516 | -1,747 | -2,652 | ' |
Total Assets | 119,851 | ' | 119,851 | ' | 110,040 |
Corporate and Eliminations [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Selling, general, and administrative expenses | 8,306 | 7,049 | 17,149 | 13,640 | ' |
Depreciation and amortization from SG&A | -525 | -260 | -1,010 | -424 | ' |
Total selling, general, and administrative expenses | 8,831 | 7,309 | 18,159 | 14,064 | ' |
Other expense - net | -236 | -101 | -185 | -93 | ' |
Interest expense b net | ' | ' | 86 | 213 | ' |
Total Assets | $24,838 | ' | $24,838 | ' | $25,467 |
Commitments_And_Contingencies_
Commitments And Contingencies (Details) (USD $) | Jun. 14, 2014 | Dec. 28, 2013 |
In Millions, unless otherwise specified | ||
Purchase Commitment, Remaining Minimum Amount Committed | $20 | ' |
Loss Contingency Accrual, at Carrying Value | $0.50 | $0.40 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
In Millions, unless otherwise specified | Jun. 14, 2014 | Jun. 15, 2013 | Jun. 14, 2014 | Jun. 15, 2013 | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Operating Loss Carryforwards | $33.60 | ' | $33.60 | ' | ' | ' | $44.70 |
Addition to Net Operating Loss | ' | ' | ' | ' | ' | 2 | ' |
Additional deduction from taxable income | ' | ' | ' | ' | 3 | ' | ' |
Deferred Tax Assets, Gross | 12.4 | ' | 12.4 | ' | ' | ' | ' |
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Share-based Compensation Cost | 0.9 | ' | 0.9 | ' | ' | ' | ' |
Effective Income Tax Rate, Continuing Operations | 39.60% | 45.20% | 16.50% | 42.20% | ' | ' | ' |
Valuation Allowances and Reserves, Balance | $0.20 | ' | $0.20 | ' | $0.30 | ' | ' |
Sharebased_Compensation_Detail
Share-based Compensation (Details) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 3 Months Ended | 4 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 6 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Mar. 22, 2014 | Jun. 14, 2014 | Dec. 28, 2013 | Dec. 28, 2013 | Jun. 14, 2014 | Jun. 14, 2014 | Mar. 26, 2011 | Dec. 31, 2011 | Mar. 23, 2013 | Mar. 24, 2012 | Jun. 14, 2014 | Jun. 15, 2013 | Dec. 28, 2013 | Mar. 23, 2013 | Jun. 14, 2014 | Dec. 28, 2013 | Mar. 22, 2014 | Mar. 23, 2013 | Jun. 14, 2014 | Jun. 15, 2013 | Dec. 28, 2013 | Jun. 14, 2014 |
2013 Board of Director Stock [Member] | 2012 Board of Director Stock [Member] | 2014 Board of Director Stock [Member] | 2010 LTI Grant [Member] | 2010 LTI Grant [Member] | 2011 LTI Grant [Member] | 2011 LTI Grant [Member] | 2011 LTI Grant [Member] | 2011 LTI Grant [Member] | 2011 LTI Grant [Member] | 2012 Performance Grant [Member] | 2012 Performance Grant [Member] | 2012 Performance Grant [Member] | 2013 Long Term Incentive Plan [Member] | 2013 Long Term Incentive Plan [Member] | 2013 Long Term Incentive Plan [Member] | 2013 Long Term Incentive Plan [Member] | 2013 Long Term Incentive Plan [Member] | 2014 Long Term Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Options Outstanding, Weighted Average Remaining Contractual Term | '3 years 10 months 20 days | ' | '4 years 4 months 6 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | ' | 1,902,077 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | ' | 649,387 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | ' | ' | ' | ' | ' | $200 | ' | ' | ' | ' | $200 | ' | $300 | ' | $100 | $100 | ' | ' | $1,400 | ' | $1,700 | $1,700 |
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | ' | 56,599 | ' | 18,666 | ' | ' | 92,909 | 12,783 | ' | 59,502 | ' | ' | ' | 10,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | ' | $392 | ' | ' | $100 | $100 | ' | ' | $100 | ' | $200 | $200 | ' | $100 | $100 | ' | ' | $100 | $300 | $200 | ' | $200 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Nonvested shares outstanding at Period Start, Number of Shares | 100,052 | 100,052 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted, Number of Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 132,107 | ' | 149,879 | ' | ' | ' |
Vested, Number of Shares | ' | -76,935 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Nonvested shares outstanding at Period End, Number of Shares | ' | 172,996 | 100,052 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Nonvested shares outstanding at Period Start, Weighted Average Grant Date Fair Value Per Share | $16.97 | $16.97 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted, Weighted Average Grant Date Fair Value Per Share | ' | $16.59 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vested, Weighted Average Grant Date Fair Value Per Share (dollars per share) | ' | $15.73 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Nonvested shares outstanding at Period End, Weighted Average Grant Date Fair Value Per Share | ' | $17.19 | $16.97 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sharebased_Compensation_Stock_
Share-based Compensation Stock Option Vesting Schedule (Details) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Mar. 22, 2014 | Jun. 14, 2014 | Dec. 28, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' | ' | ' |
Number of Options Outstanding at Period Start | 579,614 | 579,614 | ' |
Exercised, Granted, Number of Options Outstanding | ' | 0 | ' |
Number of Options Outstanding at Period End | ' | 579,614 | 579,614 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ' | ' | ' |
Weighted Average Exercise Price of Stock Options Outstanding at Period Start (dollars per share) | $10.98 | $10.98 | ' |
Exercised, Weighted Average Exercise Price of Stock Options Outstanding (dollars per share) | ' | $0 | ' |
Weighted Average Exercise Price of Stock Options Outstanding at Period End (dollars per share) | ' | $10.98 | $10.98 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ' | ' | ' |
Stock Options Outstanding, Aggregate Intrinsic Value as of Date Listed | ' | $3,533 | $5,133 |
Stock Options Outstanding, Weighted Average Remaining Contractual Term | '3 years 10 months 20 days | ' | '4 years 4 months 6 days |
Sharebased_Compensation_Employ
Share-based Compensation Employee Stock Purchase Plan (Details) (USD $) | 6 Months Ended |
Jun. 14, 2014 | |
Share-based Compensation [Abstract] | ' |
Shares Available Employee Stock Purchase Plan | 152,265 |
ESPP Shares Made Available | 125,000 |
Issuance of common stock - ESPP | 11,942 |
Weighted Average Fair Value Per Share ESPP | $17.71 |
Earnings_Per_Share_Details
Earnings Per Share (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 14, 2014 | Jun. 15, 2013 | Jun. 14, 2014 | Jun. 15, 2013 |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ' | ' | ' | ' |
Net income | $1,985 | $1,057 | $349 | $637 |
Net Income (Loss) Attributable to Noncontrolling Interest | 56 | 26 | 79 | 46 |
Net Income Attributable to Parent | $1,929 | $1,031 | $270 | $591 |
Number of weighted average shares outstanding: basic | 18,423 | 18,138 | 18,412 | 18,125 |
Dilutive shares for sharebbased compensation plans | 358 | 318 | 326 | 324 |
Number of weighted average shares outstanding: diluted | 18,781 | 18,456 | 18,738 | 18,449 |
Net income per share: basic | $0.10 | $0.06 | $0.01 | $0.03 |
Net income per share: diluted | $0.10 | $0.06 | $0.01 | $0.03 |
Selected_Quarterly_Data_Detail
Selected Quarterly Data (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 14, 2014 | Jun. 15, 2013 | Jun. 14, 2014 | Jun. 15, 2013 |
Product Revenues | $38,614 | $28,906 | $67,917 | $55,464 |
Service Revenues | 39,467 | 34,644 | 76,129 | 68,093 |
Total revenues | 78,081 | 63,550 | 144,046 | 123,557 |
Selling, general, and administrative expenses | 8,306 | 7,049 | 17,149 | 13,640 |
Depreciation and amortization | 2,692 | 2,163 | 5,318 | 4,022 |
Other expense - net | 236 | 101 | 185 | 93 |
Operating income | 3,322 | 2,036 | 504 | 1,315 |
Loss before income taxes | 3,289 | 1,929 | 418 | 1,102 |
Provision for income taxes | 1,304 | 872 | 69 | 465 |
Net Income Attributable to Parent | 1,929 | 1,031 | 270 | 591 |
Basic | 18,423 | 18,138 | 18,412 | 18,125 |
Diluted | 18,781 | 18,456 | 18,738 | 18,449 |
Segment Reconciling Items [Member] | ' | ' | ' | ' |
Selling, general, and administrative expenses | 8,306 | 7,049 | 17,149 | 13,640 |
Other expense - net | ($236) | ($101) | ($185) | ($93) |