Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 15, 2019 | Jul. 22, 2019 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Heritage-Crystal Clean, Inc. | |
Entity Central Index Key | 0001403431 | |
Current Fiscal Year End Date | --12-28 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 15, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 23,180,470 | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 15, 2019 | Dec. 29, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 52,168 | $ 43,579 |
Accounts receivable - net | 54,976 | 51,744 |
Inventory - net | 29,052 | 33,059 |
Other current assets | 7,422 | 6,835 |
Total current assets | 143,618 | 135,217 |
Property, plant and equipment - net | 145,599 | 139,987 |
Right of use assets | 70,160 | |
Equipment at customers - net | 23,866 | 23,814 |
Software and intangible assets - net | 16,756 | 14,681 |
Goodwill | 32,742 | 34,123 |
Total assets | 432,741 | 347,822 |
Current liabilities: | ||
Accounts payable | 38,323 | 32,630 |
Current portion of lease liabilities | 20,708 | |
Contract liabilities - net | 2,371 | 166 |
Accrued salaries, wages, and benefits | 4,890 | 6,024 |
Taxes payable | 6,924 | 6,120 |
Other current liabilities | 5,670 | 5,089 |
Total current liabilities | 78,886 | 50,029 |
Lease liabilities, net of current portion | 49,894 | |
Long-term debt | 29,186 | 29,046 |
Deferred income taxes | 15,666 | 14,516 |
Total liabilities | 173,632 | 93,591 |
STOCKHOLDERS' EQUITY: | ||
Common stock - 26,000,000 shares authorized at $0.01 par value, 23,180,012 shares and 23,058,584 shares issued and outstanding at June 15, 2019 and December 29, 2018, respectively | 232 | 231 |
Additional paid-in capital | 198,074 | 197,533 |
Retained earnings | 60,363 | 55,819 |
Total Heritage-Crystal Clean, Inc. stockholders' equity | 258,669 | 253,583 |
Noncontrolling interest | 440 | 648 |
Total equity | 259,109 | 254,231 |
Total liabilities and stockholders' equity | $ 432,741 | $ 347,822 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 15, 2019 | Dec. 29, 2018 |
Statement of Financial Position [Abstract] | ||
Common stock, shares authorized (in shares) | 26,000,000 | 26,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares issued (in shares) | 23,180,012 | 23,058,584 |
Common stock, shares outstanding (in shares) | 23,180,012 | 23,058,584 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 15, 2019 | Jun. 16, 2018 | Jun. 15, 2019 | Jun. 16, 2018 | |
Revenues | ||||
Rental income | $ 5,762 | $ 9,304 | ||
Total revenues | 105,000 | $ 100,303 | 200,773 | $ 183,450 |
Operating expenses | ||||
Operating costs | 78,849 | 76,272 | 161,332 | 144,658 |
Selling, general, and administrative expenses | 11,042 | 11,522 | 23,438 | 22,544 |
Depreciation and amortization | 4,061 | 3,659 | 8,196 | 7,302 |
Other expense - net | 1,514 | 341 | 1,457 | 729 |
Operating income | 9,534 | 8,509 | 6,350 | 8,217 |
Interest expense – net | 219 | 240 | 449 | 486 |
Income before income taxes | 9,315 | 8,269 | 5,901 | 7,731 |
Provision for income taxes | 2,151 | 2,149 | 1,165 | 1,713 |
Net income | 7,164 | 6,120 | 4,736 | 6,018 |
Income attributable to noncontrolling interest | 108 | 121 | 192 | 139 |
Net income attributable to Heritage-Crystal Clean, Inc. common stockholders | $ 7,056 | $ 5,999 | $ 4,544 | $ 5,879 |
Net income per share: basic (in dollars per share) | $ 0.30 | $ 0.26 | $ 0.20 | $ 0.26 |
Net income per share: diluted (in dollars per share) | $ 0.30 | $ 0.26 | $ 0.19 | $ 0.25 |
Number of weighted average shares outstanding: basic (in shares) | 23,137 | 23,029 | 23,127 | 22,995 |
Number of weighted average shares outstanding: diluted (in shares) | 23,368 | 23,361 | 23,366 | 23,246 |
Service revenues | ||||
Revenues | ||||
Total revenues | $ 57,936 | $ 60,014 | $ 114,309 | $ 114,151 |
Product revenues | ||||
Revenues | ||||
Total revenues | $ 41,302 | $ 40,289 | $ 77,160 | $ 69,299 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands | Total | Common | Additional Paid–in Capital | Retained Earnings | Total Heritage-Crystal Clean, Inc. Stockholders' Equity | Non-controlling Interest |
Beginning balance (in shares) at Dec. 30, 2017 | 22,891,674 | |||||
Beginning balance at Dec. 30, 2017 | $ 235,926 | $ 229 | $ 193,640 | $ 41,359 | $ 235,228 | $ 698 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 6,018 | 5,879 | 5,879 | 139 | ||
Distribution | (361) | (361) | ||||
Issuance of common stock – ESPP (in shares) | 9,641 | |||||
Issuance of common stock – ESPP | 204 | 204 | 204 | |||
Exercise of stock options (in shares) | 12,440 | |||||
Exercise of stock options | 91 | 91 | 91 | |||
Share-based compensation (in shares) | 129,217 | |||||
Share-based compensation | 1,869 | $ 1 | 1,868 | 1,869 | ||
Share repurchases to satisfy tax withholding obligations | (1,029) | (1,029) | (1,029) | |||
Ending balance (in shares) at Jun. 16, 2018 | 23,042,972 | |||||
Ending balance at Jun. 16, 2018 | 242,450 | $ 230 | 194,774 | 46,970 | 241,974 | 476 |
Beginning balance (in shares) at Mar. 24, 2018 | 23,010,733 | |||||
Beginning balance at Mar. 24, 2018 | 235,453 | $ 230 | 193,536 | 40,971 | 234,737 | 716 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 6,120 | 5,999 | 5,999 | 121 | ||
Distribution | (361) | (361) | ||||
Issuance of common stock – ESPP (in shares) | 4,819 | |||||
Issuance of common stock – ESPP | 104 | 104 | 104 | |||
Exercise of stock options (in shares) | 12,440 | |||||
Exercise of stock options | 91 | 91 | 91 | |||
Share-based compensation (in shares) | 14,980 | |||||
Share-based compensation | 1,041 | 1,041 | 1,041 | |||
Share repurchases to satisfy tax withholding obligations | 2 | 2 | 2 | |||
Ending balance (in shares) at Jun. 16, 2018 | 23,042,972 | |||||
Ending balance at Jun. 16, 2018 | $ 242,450 | $ 230 | 194,774 | 46,970 | 241,974 | 476 |
Beginning balance (in shares) at Dec. 29, 2018 | 23,058,584 | 23,058,584 | ||||
Beginning balance at Dec. 29, 2018 | $ 254,231 | $ 231 | 197,533 | 55,819 | 253,583 | 648 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 4,736 | 4,544 | 4,544 | 192 | ||
Distribution | (400) | (400) | ||||
Issuance of common stock – ESPP (in shares) | 9,451 | |||||
Issuance of common stock – ESPP | 228 | 228 | 228 | |||
Exercise of stock options (in shares) | 2,760 | |||||
Exercise of stock options | 20 | 20 | 20 | |||
Share-based compensation (in shares) | 109,217 | |||||
Share-based compensation | 1,721 | $ 1 | 1,720 | 1,721 | ||
Share repurchases to satisfy tax withholding obligations | $ (1,427) | (1,427) | (1,427) | |||
Ending balance (in shares) at Jun. 15, 2019 | 23,180,012 | 23,180,012 | ||||
Ending balance at Jun. 15, 2019 | $ 259,109 | $ 232 | 198,074 | 60,363 | 258,669 | 440 |
Beginning balance (in shares) at Mar. 23, 2019 | 23,120,998 | |||||
Beginning balance at Mar. 23, 2019 | 252,178 | $ 231 | 197,909 | 53,307 | 251,447 | 731 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 7,164 | 7,056 | 7,056 | 108 | ||
Distribution | (399) | (399) | ||||
Issuance of common stock – ESPP (in shares) | 4,476 | |||||
Issuance of common stock – ESPP | 117 | 117 | 117 | |||
Share-based compensation (in shares) | 54,538 | |||||
Share-based compensation | 832 | $ 1 | 831 | 832 | ||
Share repurchases to satisfy tax withholding obligations | $ (783) | (783) | (783) | |||
Ending balance (in shares) at Jun. 15, 2019 | 23,180,012 | 23,180,012 | ||||
Ending balance at Jun. 15, 2019 | $ 259,109 | $ 232 | $ 198,074 | $ 60,363 | $ 258,669 | $ 440 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 15, 2019 | Jun. 16, 2018 | Jun. 15, 2019 | Jun. 16, 2018 | Dec. 29, 2018 | |
Cash flows from Operating Activities: | |||||
Net income | $ 7,164 | $ 6,120 | $ 4,736 | $ 6,018 | |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | |||||
Depreciation and amortization | 4,061 | 3,659 | 8,196 | 7,302 | |
Bad debt provision | 572 | 352 | $ 628 | ||
Share-based compensation | 1,721 | 1,869 | |||
Deferred taxes | 1,151 | 1,704 | |||
Other, net | (248) | 94 | |||
Changes in operating assets and liabilities: | |||||
Increase in accounts receivable | (3,410) | (7,810) | |||
Decrease (increase) in inventory | 4,344 | (5,031) | |||
(Increase) decrease in other current assets | (587) | 854 | |||
Increase in accounts payable | 5,899 | 8,813 | |||
Increase (decrease) in accrued liabilities | 2,964 | (1,323) | |||
Cash provided by operating activities | 25,338 | 12,842 | |||
Cash flows from Investing Activities: | |||||
Capital expenditures | (12,597) | (7,371) | |||
Business acquisitions, net of cash acquired | (2,573) | (4,505) | |||
Proceeds from the disposal of assets | 0 | 71 | |||
Cash used in investing activities | (15,170) | (11,805) | |||
Cash flows from Financing Activities: | |||||
Proceeds from the exercise of stock options | 20 | 91 | |||
Share repurchases to satisfy tax withholding obligations | (1,427) | (1,029) | |||
Proceeds from the issuance of common stock | 228 | 204 | |||
Distributions to noncontrolling interest | (400) | (361) | |||
Cash used in financing activities | (1,579) | (1,095) | |||
Net increase (decrease) in cash and cash equivalents | 8,589 | (58) | |||
Cash and cash equivalents, beginning of period | 43,579 | 41,889 | 41,889 | ||
Cash and cash equivalents, end of period | $ 52,168 | $ 41,831 | 52,168 | 41,831 | $ 43,579 |
Supplemental disclosure of cash flow information: | |||||
Income taxes paid | 979 | 371 | |||
Cash paid for interest | 659 | 535 | |||
Supplemental disclosure of non-cash information: | |||||
Payables for construction in progress | $ 931 | $ 838 |
Organization and Nature of Oper
Organization and Nature of Operations | 6 Months Ended |
Jun. 15, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Operations | ORGANIZATION AND NATURE OF OPERATIONS Heritage-Crystal Clean, Inc., a Delaware corporation and its subsidiaries (collectively the “Company”), provide parts cleaning, hazardous and non-hazardous containerized waste, used oil collection, vacuum, antifreeze recycling and field services primarily to small and mid-sized industrial and vehicle maintenance customers. The Company owns and operates a used oil re-refinery where it re-refines used oils and sells high quality base oil for lubricants as well as other re-refinery products. The Company also has multiple locations where it dehydrates used oil. The oil processed at these locations is sold as recycled fuel oil. The Company also operates multiple wastewater treatment plants and antifreeze recycling facilities at which it produces virgin-quality antifreeze. The Company's locations are in the United States and Ontario, 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. The Company has two reportable segments: "Environmental Services" and "Oil Business." The Environmental Services segment consists of the Company's parts cleaning, containerized waste management, vacuum truck services, antifreeze recycling activities, and field services. The Oil Business segment consists of the Company's used oil collection, recycled fuel oil sales, used oil re-refining activities, and used oil filter removal and disposal services. No customer represented greater than 10% of consolidated revenues for any of the periods presented. There were no intersegment revenues. Both segments operate in the United States and, to an immaterial degree, in Ontario, Canada. As such, the Company is not disclosing operating results by geographic segment. The Company’s fiscal year ends on the Saturday closest to December 31. The most recent fiscal year ended on December 29, 2018 . 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, absorbent, accessories, and antifreeze; service revenues include servicing of parts cleaning machines, drum waste removal services, vacuum truck services, field services, and other services. In the Company's Oil Business segment, product revenues primarily consist of sales of re-refined base oil, re-refinery co-products and recycled fuel oil; service revenues include revenues from used oil collection activities, collecting and disposing of waste water and removal and disposal of used oil filters. 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 Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 15, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company's significant accounting policies are described in Note 2, "Summary of Significant Accounting Policies," in the Company's Annual Report on Form 10-K for the fiscal year ended December 29, 2018. There have been no material changes in these policies or their application during the first half of fiscal 2019 with the exception of our accounting for leases. See footnote 12 — Commitments and Contingencies for more information. Recently Issued Accounting Pronouncements Standard Issuance Date Description Our Effective Date Effect on the Financial Statements ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” June 2016 This update modifies the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to utilize a new forward-looking “expected loss” methodology that generally will result in the earlier recognition of allowance for losses. December 29, 2019 The Company is evaluating the impact this new standard would have on our consolidated financial statements. Recently Issued Accounting Standards Adopted Standard Issuance Date Description Effective Date Effect on the Financial Statements ASU 2016-02 February 2016 This update was issued to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Early application of the amendments in this update is permitted for all entities. December 30, 2018 The Company adopted the new leasing standard ASC 842 "Leases" on December 30, 2018. ASU 2016-02 provides for a modified retrospective transition approach requiring lessees to recognize and measure leases on the balance sheet at the beginning of either the earliest period presented or as of the beginning of the period of adoption. The Company elected to apply ASU 2016-02 as of the beginning of the period of adoption (December 30, 2018) and will not restate comparative periods. The adoption resulted in the recognition of $63.3 million of right of use assets and $63.3 million of lease liabilities. The Company recognized approximately $2.2 million of deferred rental income from certain embedded leases during the first quarter of 2019. Effective December 30, 2018, the Company adopted the requirements of Topic 842. The cumulative effects of the changes made to our Statement of Income and Balance Sheet are as follows: For the Second Quarter Ended, June 15, 2019 For the First Half Ended, June 15, 2019 As Reported Balances Without Adoption of Topic 842 Effect of Change As Reported Balances Without Adoption of Topic 842 Effect of Change (thousands, except share amounts) Higher/(Lower) Higher/(Lower) Statement of Income Service revenues $ 57,936 $ 63,654 $ (5,718 ) $ 114,309 $ 125,771 $ (11,462 ) Rental income 5,762 — 5,762 9,304 — 9,304 Total revenues 105,000 104,956 44 200,773 202,931 (2,158 ) Operating income 9,534 9,490 44 6,350 8,508 (2,158 ) Income before income taxes 9,315 9,271 44 5,901 8,059 (2,158 ) Provision for income taxes 2,151 2,141 10 1,165 1,590 (425 ) Net income 7,164 7,130 34 4,736 6,469 (1,733 ) Net income attributable to Heritage-Crystal Clean, Inc. common stockholders $ 7,056 $ 7,022 $ 34 $ 4,544 $ 6,277 $ (1,733 ) Net income per share: basic $ 0.30 $ 0.30 $ — $ 0.20 $ 0.27 $ (0.07 ) Net income per share: diluted $ 0.30 $ 0.30 $ — $ 0.19 $ 0.26 $ (0.07 ) June 15, 2019 As Reported Balances Without Adoption of Topic 842 Effect of Change (thousands) Higher/(Lower) Balance Sheet Right of use assets $ 70,160 $ — $ 70,160 Total assets 432,741 362,581 70,160 Current portion of lease liabilities 20,708 — 20,708 Contract liabilities - net 2,371 213 2,158 Other current liabilities 5,670 6,113 (443 ) Total current liabilities 78,886 56,463 22,423 Lease liabilities, net of current portion 49,894 — 49,894 Deferred income taxes 15,666 16,091 (425 ) Total liabilities 173,632 101,740 71,892 Retained earnings 60,363 62,095 (1,732 ) Heritage-Crystal Clean, Inc. stockholders' equity 258,669 260,401 (1,732 ) Total equity 259,109 260,841 (1,732 ) Total liabilities and stockholders' equity $ 432,741 $ 362,581 $ 70,160 |
Business Combinations
Business Combinations | 6 Months Ended |
Jun. 15, 2019 | |
Business Combinations [Abstract] | |
Business Combinations | BUSINESS COMBINATIONS On March 25, 2019, the Company completed the acquisition of certain assets of All Valley Disposal, Inc., an environmental services provider based in Fresno, California. Consideration for the acquisition paid at closing was $0.6 million . Contingent upon the achievement of certain business performance metrics, total consideration for the acquisition could reach a maximum of approximately $1.3 million . We are still in the process of completing our valuation, and accordingly our estimates and assumptions are subject to change within the measurement period. The Company is continuing to examine facts and circumstances that existed at the acquisition date and how those affect the estimated fair value of working capital, and the allocation of the estimated purchase price to other tangible and intangible assets. The results of All Valley Disposal are consolidated into the Company’s Environmental Services segment. On February 1, 2019, the Company purchased the assets of W.S. Supplies, Inc. ("WSS") pursuant to an Asset Purchase Agreement. The Company purchased the assets of WSS to expand the Company’s Environmental Services segment in the mid-west. The purchase price was set at $0.5 million subject to certain adjustments, including a contingent consideration provision, and is preliminarily allocated based on our estimates and assumptions of the approximate fair values of assets acquired on the acquisition date.We are still in the process of completing our valuation, and accordingly our estimates and assumptions are subject to change within the measurement period. The Company is continuing to examine facts and circumstances that existed at the acquisition date and how those affect the estimated fair value of working capital, and the allocation of the estimated purchase price to other tangible and intangible assets. The results of WSS are consolidated into the Company’s Environmental Services segment. On January 11, 2019, the Company purchased the assets of the consumer division of GlyEco, Inc. ("GlyEco") pursuant to an Asset Purchase Agreement. The Company purchased the assets of GlyEco's consumer division to expand the Company’s antifreeze line of business while expanding geographically. The purchase price was set at $1.6 million subject to certain adjustments, including working capital adjustments, and is preliminarily allocated based on our estimates and assumptions of the approximate fair values of assets acquired on the acquisition date. We are still in the process of completing our valuation, and accordingly our estimates and assumptions are subject to change within the measurement period. The Company is continuing to examine facts and circumstances that existed at the acquisition date and how those affect the estimated fair value of working capital, and the allocation of the estimated purchase price to other tangible and intangible assets. The results of GlyEco are consolidated into the Company’s Environmental Services segment. On May 3, 2018, the Company purchased the assets of Products Plus, Inc. and AO Holding Company-Kansas City, LLC (collectively "PPI") pursuant to an Asset Purchase Agreement. The Company purchased the assets of PPI to expand the Company’s market share in the collection, recycling, and sales of a full line of antifreeze products. The purchase price was set at $5.9 million subject to certain adjustments, including a working capital adjustment and a contingent consideration provision. During the measurement period, the Company finalized the purchase price allocation of the PPI business combination. Compared to the provisional values reported as of December 29, 2018, the fair values presented in the table below reflect increases to property, plant, & equipment of $0.2 million and other intangible assets of $1.5 million . Compared to the provisional values reported as of December 29, 2018, the finalized fair values presented in the table below reflect decreases to contingent consideration of $0.1 million and goodwill of $1.8 million . Contingent consideration to be paid subsequent to June 15, 2019 is contingent upon several business performance metrics over the three -year period starting with the acquisition date and ending May 3, 2021. The range of the potential contingent consideration, which is to be paid out subsequent to June 15, 2019, is between zero and $1.5 million . Goodwill recognized from the acquisition of PPI represents the excess of the estimated purchase consideration transferred over the estimated fair value of the assets acquired. Factors leading to goodwill being recognized are the Company's expectations of synergies from combining operations of PPI and the Company as well as the value of intangible assets that are not separately recognized, such as assembled workforce. The results of PPI are consolidated into the Company’s Environmental Services segment. On June 11, 2018, the Company purchased the assets of Kurt Lanse d/b/a Hot Tank Supply Company ("HTSC") pursuant to an Asset Purchase Agreement. The Company purchased the assets of HTSC to expand the Company’s market share in California. The purchase price was set at $0.7 million subject to certain adjustments, including a working capital adjustment and a deferred and contingent consideration provision, and is allocated based on our estimates and assumptions of the approximate fair values of assets acquired on the acquisition date. The Company estimates that contingent consideration to be paid subsequent to June 15, 2019 will be approximately $0.1 million . Goodwill recognized from the acquisition of HTSC represents the excess of the estimated purchase consideration transferred over the estimated fair value of the assets acquired. Factors leading to goodwill being recognized are the Company's expectations of synergies from combining operations of HTSC and the Company as well as the value of intangible assets that are not separately recognized, such as assembled workforce. The results of HTSC are consolidated into the Company’s Environmental Services segment. The following table summarizes the estimated fair values of the assets acquired, some of which are preliminary, related to each acquisition: As of June 15, 2019 (thousands) All Valley Disposal GlyEco WSS PPI HTSC Accounts receivable $ 36 $ 359 $ — $ 909 $ 40 Inventory 18 290 28 259 3 Property, plant, & equipment 252 746 154 2,154 47 Equipment at customers — — 24 — 104 Intangible assets 310 251 298 2,001 100 Goodwill 384 — — 406 377 Total purchase price, net of cash acquired $ 1,000 $ 1,646 $ 504 $ 5,729 $ 671 Less: working capital adjustment — 23 14 (62 ) (9 ) Less: deferred consideration — — — — 225 Less: contingent consideration 300 — 90 1,341 100 Less: to be placed in escrow 100 — 50 — — Net cash paid $ 600 $ 1,623 $ 350 $ 4,450 $ 355 Unaudited Pro-forma Financial Information Pro forma financial information was not presented as results were immaterial to the Company's consolidated results for the first half ended June 15, 2019. |
Revenue
Revenue | 6 Months Ended |
Jun. 15, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | REVENUE We account for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. Revenue is recognized when our performance obligations under the terms of a contract with our customers are satisfied. Recognition occurs when the Company transfers control by completing the specified services at the point in time the customer benefits from the services performed or once our products are delivered. The Company measures progress toward complete satisfaction of a performance obligation satisfied over time using a cost-based input method. This method of measuring progress provides a faithful depiction of the transfer of goods or services because the costs incurred are expected to be substantially proportionate to the Company’s satisfaction of the performance obligation. Revenue is measured as the amount of consideration we expect to receive in exchange for completing our performance obligations. Sales tax and other taxes we collect with revenue-producing activities are excluded from revenue. In the case of contracts with multiple performance obligations, the Company allocates the transaction price to each performance obligation based on the relative stand-alone selling prices of the various goods and/or services encompassed by the contract. We do not have any material significant payment terms as payment is generally due within 30 days after the performance obligation has been satisfactorily completed. The Company has elected the practical expedient to recognize the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that we otherwise would have recognized is one year or less. In applying the guidance in Topic 606, there were no judgments or estimates made that the Company deems significant. Accounts Receivable — Net, includes amounts billed and currently due from customers. The amounts due are stated at their net estimated realizable value. The allowance for doubtful accounts is the Company's best estimate of the amount of probable credit losses in the Company's existing accounts receivable. The Company determines the allowance based on analysis of customer credit worthiness and historical losses. Accounts receivable are written off once the Company determines the account to be uncollectible. The Company does not have any off-balance-sheet credit exposure related to its customers. Contract Balances — Contract assets primarily relate to the Company’s rights to consideration for work completed in relation to its services performed but not billed at the reporting date. Contract liabilities primarily consist of advance payments of performance obligations yet to be fully satisfied in the period reported. Our contract liabilities and contract assets are reported in a net position at the end of each reporting period. We disaggregate our revenue from contracts with customers by major lines of business for each of our segments, as we believe it best depicts how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. The following table disaggregates our revenue by major lines: For the Second Quarter Ended, For the First Half Ended, June 15, 2019 June 15, 2019 Total Net Sales by Major Lines of Business (thousands) Environmental Services Oil Business Total Environmental Services Oil Business Total Parts cleaning, containerized waste, & related products/services $ 39,431 $ — $ 39,431 $ 77,565 $ — $ 77,565 Vacuum Services & Wastewater Treatment 14,622 — 14,622 28,598 — 28,598 Antifreeze Business 6,139 — 6,139 12,797 — 12,797 Field Services 3,961 — 3,961 7,802 — 7,802 Environmental Services - Other 357 — 357 760 — 760 Re-refinery Product Sales — 27,292 27,292 — 51,326 51,326 Oil Collection Services & RFO — 6,330 6,330 — 10,300 10,300 Oil Filter Business — 1,106 1,106 — 2,321 2,321 Revenues from Contracts with Customers 64,510 34,728 99,238 127,522 63,947 191,469 Other Revenue 5,686 76 5,762 9,171 133 9,304 Total Revenues $ 70,196 $ 34,804 $ 105,000 $ 136,693 $ 64,080 $ 200,773 The following table provides information about contract assets and contract liabilities from contracts with customers: (thousands) June 15, 2019 December 29, 2018 Contract assets $ 87 $ 100 Contract liabilities 2,458 266 Contract liabilities - net $ 2,371 $ 166 During the quarter ended June 15, 2019, the Company recognized no revenue that was included in the contract liabilities balance as of December 29, 2018. During the two quarters ended June 15, 2019, the Company recognized $0.3 million of revenue that was included in the contract liabilities balance as of December 29, 2018. As a result of having adopted ASC 842 on December 30, 2018, the Company recognized within Contract liabilities - net approximately $2.2 million of deferred rental income. The Company has no assets recognized from costs to obtain or fulfill a contract with a customer. We do not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. |
Accounts Receivable
Accounts Receivable | 6 Months Ended |
Jun. 15, 2019 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |
Accounts Receivable | ACCOUNTS RECEIVABLE Accounts receivable for the second quarter ended June 15, 2019, and the fiscal year ended December 29, 2018 consisted of the following: (thousands) June 15, December 29, Trade $ 53,624 $ 51,118 Less: allowance for doubtful accounts 1,886 1,816 Trade - net 51,738 49,302 Related parties 2,536 1,595 Other 702 847 Total accounts receivable - net $ 54,976 $ 51,744 The following table provides the changes in the Company’s allowance for doubtful accounts for the second quarter ended June 15, 2019, and the fiscal year ended December 29, 2018: (thousands) June 15, December 29, Balance at beginning of period $ 1,816 $ 1,881 Provision for bad debts 572 628 Accounts written off, net of recoveries (502 ) (693 ) Balance at end of period $ 1,886 $ 1,816 |
Inventory
Inventory | 6 Months Ended |
Jun. 15, 2019 | |
Inventory Disclosure [Abstract] | |
Inventory | INVENTORY The carrying value of inventory consisted of the following: (thousands) June 15, December 29, Used oil and processed oil $ 7,734 $ 12,124 Solvents and solutions 8,778 8,216 Machines 5,693 5,334 Drums and supplies 4,926 5,231 Other 2,272 2,378 Total inventory 29,403 33,283 Less: machine refurbishing reserve 351 224 Total inventory - net $ 29,052 $ 33,059 Inventory consists primarily of used oil, processed oil, solvents and solutions, new and refurbished parts cleaning machines, drums and supplies, and other items. Inventories are valued at the lower of first-in, first-out (FIFO) cost or net realizable value, net of any reserves for excess, obsolete, or unsalable inventory. The Company routinely 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. The Company had no inventory write downs during the first half of fiscal 2019 or fiscal 2018. |
Property, Plant, and Equipment
Property, Plant, and Equipment | 6 Months Ended |
Jun. 15, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | PROPERTY, PLANT, AND EQUIPMENT Property, plant, and equipment consisted of the following: (thousands) June 15, December 29, Machinery, vehicles, and equipment $ 103,843 $ 98,708 Buildings and storage tanks 70,208 69,791 Land 9,659 9,546 Leasehold improvements 5,770 5,701 Construction in progress 19,624 15,405 Assets held for sale 4 4 Total property, plant and equipment 209,108 199,155 Less: accumulated depreciation 63,509 59,168 Property, plant and equipment - net $ 145,599 $ 139,987 (thousands) June 15, December 29, Equipment at customers $ 75,152 $ 73,075 Less: accumulated depreciation 51,286 49,261 Equipment at customers - net $ 23,866 $ 23,814 Depreciation expense for the second quarters ended June 15, 2019 and June 16, 2018 was $3.3 million and $2.9 million , respectively. Depreciation expense for the first half ended June 15, 2019 and June 16, 2018 was $6.4 million and $5.9 million , respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 15, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | GOODWILL AND OTHER INTANGIBLE ASSETS 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 an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company's determination of fair value requires certain assumptions and estimates, such as margin expectations, market conditions, growth expectations, expected changes in working capital, etc., regarding expected future profitability and expected future cash flows. The Company tests goodwill for impairment at each of its two reporting units, Environmental Services and Oil Business. The following table shows changes to our goodwill balances by segment from December 29, 2018 to June 15, 2019: (thousands) Oil Business Environmental Services Total Goodwill at December 29, 2018 Gross carrying amount $ 3,952 $ 34,123 $ 38,075 Accumulated impairment loss (3,952 ) — (3,952 ) Net book value at December 29, 2018 $ — $ 34,123 $ 34,123 Acquisitions — 384 — Measurement period adjustments — (1,765 ) — Goodwill at June 15, 2019 Gross carrying amount 3,952 32,742 36,694 Accumulated impairment loss (3,952 ) — (3,952 ) Net book value at June 15, 2019 $ — $ 32,742 $ 32,742 The following is a summary of software and other intangible assets: June 15, 2019 December 29, 2018 (thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer & supplier relationships $ 25,280 $ 12,584 $ 12,696 $ 23,686 $ 11,445 $ 12,241 Software 6,549 4,527 2,022 5,040 4,094 946 Non-compete agreements 3,419 2,973 446 2,937 2,904 33 Patents, formulae, and licenses 1,769 738 1,031 1,769 708 1,061 Other 1,701 1,140 561 1,442 1,042 400 Total software and intangible assets - net $ 38,718 $ 21,962 $ 16,756 $ 34,874 $ 20,193 $ 14,681 Amortization expense was $0.7 million for the second quarters ended June 15, 2019, and June 16, 2018. Amortization expense was $1.8 million for the first half ended June 15, 2019, and $1.4 million for the first half ended June 16, 2018. The weighted average useful lives of software and other intangibles is as follows: Weighted average useful life (years) Patents, formulae, & licenses 15 Customer and supplier relationships 11 Software 10 Non-compete agreements 5 Other intangibles 7 The estimated amortization expense for the remainder of fiscal 2019 and each of the five succeeding fiscal years is as follows: (millions) Fiscal Year Amortization Expense 2019 $1.7 2020 3.0 2021 2.9 2022 2.7 2023 2.1 2024 0.6 The preceding expected amortization expense is an estimate. Actual amounts of amortization expense may differ from estimated amounts due to additional intangible asset acquisitions, the finalization of the fair value of intangible assets that have been acquired from business combinations, disposal of intangible assets, accelerated amortization of intangible assets, and other events. |
Accounts Payable
Accounts Payable | 6 Months Ended |
Jun. 15, 2019 | |
Payables and Accruals [Abstract] | |
Accounts Payable | ACCOUNTS PAYABLE Accounts payable consisted of the following: (thousands) June 15, December 29, Accounts payable $ 37,994 $ 32,471 Accounts payable - related parties 329 159 Total accounts payable $ 38,323 $ 32,630 |
Debt and Financing Arrangements
Debt and Financing Arrangements | 6 Months Ended |
Jun. 15, 2019 | |
Debt Disclosure [Abstract] | |
Debt and Financing Arrangements | DEBT AND FINANCING ARRANGEMENTS Bank Credit Facility The Company's Credit Agreement as amended ("Credit Agreement"), provides for borrowings of up to $95.0 million , subject to the satisfaction of certain terms and conditions, comprised of a term loan of $30.0 million and up to $65.0 million of borrowings under the revolving loan portion. The actual amount of borrowings available under the revolving loan portion of the Credit Agreement is limited by the Company's total leverage ratio. The amount available to draw at any point in time would be further reduced by any standby letters of credit issued. Loans made under the Credit Agreement may be Base Rate Loans or LIBOR Rate Loans, at the election of the Company subject to certain exceptions. Base Rate Loans have an interest rate equal to (i) the higher of (a) the federal funds rate plus 0.5% , (b) the London Interbank Offering Rate (“LIBOR”) plus 1% , or (c) Bank of America's prime rate, plus (ii) a variable margin of between 0.75% and 1.75% depending on the Company's total leverage ratio, calculated on a consolidated basis. LIBOR rate loans have an interest rate equal to (i) the LIBOR rate plus (ii) a variable margin of between 1.75% and 2.75% depending on the Company's total leverage ratio. Amounts borrowed under the Credit Agreement are secured by a security interest in substantially all of the Company's tangible and intangible assets. The Credit Agreement contains customary terms and provisions (including representations, covenants, and conditions) for transactions of this type. Certain covenants, among other things, restrict the Company's and its subsidiaries' ability to incur indebtedness, grant liens, make investments and sell assets. The Credit Agreement also contains customary events of default, covenants and representations and warranties. Financial covenants include: • An interest coverage ratio (based on interest expense and EBITDA) of at least 3.5 to 1.0 ; • A total leverage ratio no greater than 3.0 to 1.0 , provided that in the event of a permitted acquisition having an aggregate consideration equal to $10.0 million or more, at the Borrower’s election, the total leverage ratio shall be deemed to be 3.25 to 1.00 for the fiscal quarter in which such permitted acquisition occurs and the three immediately following fiscal quarters and thereafter will revert to 3.00 to 1.00 ; and • A capital expenditures covenant limiting capital expenditures to $100.0 million plus, if the capital expenditures permitted have been fully utilized, an additional amount for the remaining term of the Credit Agreement equal to 35% of EBITDA for the thirteen “four-week” periods most recently ended immediately prior to the full utilization of such $100.0 million basket. The Credit Agreement places certain limitations on acquisitions and the payment of dividends. Debt at June 15, 2019 and December 29, 2018 consisted of the following: (thousands) June 15, 2019 December 29, 2018 Principal amount $ 30,000 $ 30,000 Less: unamortized debt issuance costs 814 954 Debt less unamortized debt issuance costs $ 29,186 $ 29,046 For the second quarter ended June 15, 2019, the Company recorded interest expense of $0.4 million , of which $0.3 million is on our term loan, and $0.1 million for amortization of debt issuance costs. The Company recorded interest expense of $0.3 million for the second quarter ended June 16, 2018 which was primarily on our term loan. During the first half of fiscal 2019, the Company recorded interest expense of $0.8 million which was primarily on our term loan. In the first half of fiscal 2018 the Company recorded interest expense of $0.7 million . The Company's weighted average interest rate for all debt as of June 15, 2019, and June 16, 2018 was 4.4% and 3.6% , respectively. As of June 15, 2019 and December 29, 2018, the Company was in compliance with all covenants under its Credit Agreement. As of June 15, 2019 and December 29, 2018, the Company had $1.2 million and $1.3 million of standby letters of credit issued, respectively, and $62.4 million and $63.7 million was available for borrowing under the bank credit facility, respectively. We believe that the carrying value of our debt balance at June 15, 2019 approximates fair value. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 15, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION The Company has two reportable segments: "Environmental Services" and "Oil Business." The Environmental Services segment consists primarily of the Company's parts cleaning, containerized waste management, vacuum truck service, antifreeze recycling activities, and field services. The Oil Business segment consists primarily of the Company's used oil collection, used oil re-refining activities, and the dehydration of used oil to be sold as recycled fuel oil. 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. Both the Environmental Services and Oil Business segment operate in the United States and, to an immaterial degree, in Ontario, Canada. As such, the Company is not disclosing operating results by geographic segment. Segment results for the second quarters ended June 15, 2019, and June 16, 2018 were as follows: Second Quarter Ended, June 15, 2019 (thousands) Environmental Services Oil Business Corporate and Consolidated Revenues Service revenues $ 54,332 $ 3,604 $ — $ 57,936 Product revenues 10,178 31,124 — 41,302 Rental income 5,686 76 — 5,762 Total revenues $ 70,196 $ 34,804 $ — $ 105,000 Operating expenses Operating costs 49,374 29,475 — 78,849 Operating depreciation and amortization 1,872 1,436 — 3,308 Profit before corporate selling, general, and administrative expenses $ 18,950 $ 3,893 $ — $ 22,843 Selling, general, and administrative expenses 11,042 11,042 Depreciation and amortization from SG&A 753 753 Total selling, general, and administrative expenses $ 11,795 $ 11,795 Other expense - net 1,514 1,514 Operating income 9,534 Interest expense – net 219 219 Income before income taxes $ 9,315 Second Quarter Ended, June 16, 2018 (thousands) Environmental Services Oil Business Corporate and Consolidated Revenues Service revenues $ 56,924 $ 3,090 $ — $ 60,014 Product revenues 7,521 32,768 — 40,289 Total revenues $ 64,445 $ 35,858 $ — $ 100,303 Operating expenses Operating costs 46,456 29,816 — 76,272 Operating depreciation and amortization 1,502 1,389 — 2,891 Profit before corporate selling, general, and administrative expenses $ 16,487 $ 4,653 $ — $ 21,140 Selling, general, and administrative expenses 11,522 11,522 Depreciation and amortization from SG&A 768 768 Total selling, general, and administrative expenses $ 12,290 $ 12,290 Other expense - net 341 341 Operating income 8,509 Interest expense – net 240 240 Income before income taxes $ 8,269 Segment results for the first half ended June 15, 2019, and June 16, 2018 were as follows: First Half Ended, June 15, 2019 (thousands) Environmental Services Oil Business Corporate and Consolidated Revenues Service revenues $ 107,207 $ 7,102 $ — $ 114,309 Product revenues 20,315 56,845 — 77,160 Rental income 9,171 133 — 9,304 Total revenues $ 136,693 $ 64,080 $ — $ 200,773 Operating expenses Operating costs 99,538 61,794 — 161,332 Operating depreciation and amortization 3,508 2,868 — 6,376 Profit (loss) before corporate selling, general, and administrative expenses $ 33,647 $ (582 ) $ — $ 33,065 Selling, general, and administrative expenses 23,438 23,438 Depreciation and amortization from SG&A 1,820 1,820 Total selling, general, and administrative expenses $ 25,258 $ 25,258 Other expense - net 1,457 1,457 Operating income 6,350 Interest expense – net 449 449 Income before income taxes $ 5,901 First Half Ended, June 16, 2018 (thousands) Environmental Services Oil Business Corporate and Consolidated Revenues Service revenues $ 107,956 $ 6,195 $ — $ 114,151 Product revenues 13,964 55,335 — 69,299 Total revenues $ 121,920 $ 61,530 $ — $ 183,450 Operating expenses Operating costs 89,181 55,477 — 144,658 Operating depreciation and amortization 2,992 2,777 — 5,769 Profit before corporate selling, general, and administrative expenses $ 29,747 $ 3,276 $ — $ 33,023 Selling, general, and administrative expenses 22,544 22,544 Depreciation and amortization from SG&A 1,533 1,533 Total selling, general, and administrative expenses $ 24,077 $ 24,077 Other expense - net 729 729 Operating income 8,217 Interest expense – net 486 486 Income before income taxes $ 7,731 Total assets by segment as of June 15, 2019, and December 29, 2018 were as follows: (thousands) June 15, 2019 December 29, 2018 Total Assets: Environmental Services $ 206,386 $ 148,192 Oil Business 158,373 142,691 Unallocated Corporate Assets 67,982 56,939 Total $ 432,741 $ 347,822 Segment assets for the Environmental Services and Oil Business segments consist of property, plant, and equipment, right-of-use assets, 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. 15, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES LEASES Lessee The Company leases buildings and property, railcars, machinery and equipment, and various types of vehicles for use in our operations. Each arrangement is evaluated individually to determine if the arrangement is or contains a lease at inception. The Company has lease agreements with lease and non-lease components and we have elected to not separate lease and non-lease components for all classes of underlying assets. In addition, our lease agreements do not contain any material residual guarantees or restrictive covenants. Leases may include variable lease payments for common area maintenance, real estate taxes, and truck lease mileage. No leases are tied to a market index rate or CPI. Variable lease payments are not included in the initial measurement of the right-of-use assets or lease liabilities, and are recorded as lease expense in the period incurred. Options to extend or terminate a lease are included in the lease term when it is reasonably certain that we will exercise that option. We have elected not to record leases with an initial term of 12 months or less on the balance sheet and instead recognize those lease payments on a straight-line basis over the lease term. Leases with initial terms in excess of 12 months are recorded as operating leases in our Consolidated Balance Sheet. Right-of-use assets represent the Company's right to use an underlying asset during the lease term and lease liabilities represent the Company's obligation to make lease payments arising from the lease. Operating lease right-of-use assets are measured at the initial measurement of the lease liability, adjusted for any lease payments made prior to the lease commencement date, less any lease incentives received and other initial direct costs incurred. Operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most of our leases do not provide an implicit rate, we use an incremental borrowing rate based on the information available at commencement date, including lease term, in determining the present value of future payments. Our leases have remaining terms ranging from less than one month to 11 years and may include options to extend or terminate the lease when it is reasonably certain that the option will be exercised. Operating lease expense is recognized on a straight-line basis over the lease term. We have no finance leases as of June 15, 2019. The components of lease expense were as follows: (thousands) For the Second Quarter Ended, For the First Half Ended, Operating lease cost $ 6,421 $ 12,452 Short-term lease cost 667 2,071 Variable lease cost 874 1,967 Total lease cost $ 7,962 $ 16,490 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 6,554 $ 13,251 Right-of-use assets obtained in exchange for new operating lease liabilities $ 2,808 $ 80,127 Weighted-average remaining lease term 4.40 4.40 Weighted-average discount rate 5.6 % 5.6 % Future annual minimum lease payment commitments as of June 15, 2019 were as follows: (thousands) 2019 $ 13,431 2020 20,212 2021 16,117 2022 12,320 2023 8,908 2024 and thereafter 9,133 Total minimum lease payments $ 80,121 Less: imputed interest 9,519 Lease liability $ 70,602 As disclosed in our 2018 Annual Report on Form 10-K, and under the previous lease accounting standard 840, future minimum lease payments due under noncancelable operating lease agreements as of December 29, 2018 were as follows: (thousands) 2019 $ 22,226 2020 16,095 2021 12,458 2022 9,247 2023 6,020 2024 and thereafter 5,786 Total minimum lease payments $ 71,832 Lessor The Company is a lessor of portions of a building and property, railcars, and equipment such as embedded leases of parts cleaning machines. Each of the Company’s leases is classified as an operating lease, and the vast majority are short-term leases. Variable lease payments include real and personal property taxes, which are based on the lessee’s pro rata portion of such amounts, and excess mileage charges which are computed as the actual miles traveled in a calendar year minus the maximum average mileage allowance as specified per the contract. Options to extend the lease beyond the original terms range from day-to-day renewals to increments of five -year extensions. Options to terminate the lease range from immediate termination upon return of the asset to various written notification periods following a minimum lease term. Options for a lessee to purchase the underlying asset are not contractually specified but may be negotiated on a case-by-case basis. Significant judgments made in determining whether a contract contains a lease include assessments as to whether or not the contract conveys the right to direct the use of an identified asset. Significant judgments made in allocating consideration between lease and non-lease components include techniques applied in estimating the relative stand-alone selling prices of the lease and non-lease components of the contract in cases where a stand-alone selling price is not directly observable. As of June 15, 2019, the Company is party to a contract under which it leases railcars to the related party Calumet Specialty Products Partners, L.P. No leased assets are covered by residual value guarantees. The Company manages the risk associated with the residual value of leased assets through such means as performing periodic maintenance and upkeep activities and the inclusion of contractual terms that hold the lessee responsible for damage incurred to leased assets. Contained in Note 7, “Property, plant, and equipment,” are disclosures concerning the Company’s underlying assets under operating leases. The Company has made an accounting policy election to exclude from the consideration in the contract and from variable payments not included in the consideration in the contract all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific lease revenue-producing transaction and collected by the lessor from a lessee. The Company recognizes rental income on a straight-line basis for that portion of the consideration allocated to the embedded lease component of certain of our parts cleaning contracts. We also recognize rental income on certain subleases of railcars and portions of a building and property. Rental income for the second quarter and first half ended June 15, 2019 was as follows: Second Quarter Ended, First Half Ended, June 15, 2019 June 15, 2019 (thousands) Environmental Services Oil Business Total Environmental Services Oil Business Total Parts Cleaning $ 5,686 $ — $ 5,686 $ 9,171 $ — $ 9,171 Railcars — 56 56 — 113 113 Property — 20 20 — 20 20 Total rental income $ 5,686 $ 76 $ 5,762 $ 9,171 $ 133 $ 9,304 Purchase Obligations 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 $31.2 million as of June 15, 2019, and $18.6 million as of December 29, 2018, 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. The Company may also be subject to tax audits in a variety of jurisdictions. 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 15, 2019 and December 29, 2018, the Company had accrued $4.4 million and $4.2 million related to loss contingencies and other contingent liabilities, respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 15, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The Company deducted for federal income tax purposes accelerated "bonus" depreciation on the majority of its capital expenditures for assets placed in service in fiscal 2011 through the second quarter of 2019. Therefore, the Company recorded a noncurrent deferred tax liability as to the difference between the book basis and the tax basis of those assets. In addition, as a result of the federal bonus depreciation, the Company recorded a Federal Net Operating Loss ("NOL") of $19.5 million , which will begin to expire in 2031. The unexpired balance on the federal NOL generated in 2011 is $5.5 million as of June 15, 2019. The Company recorded additional Federal NOLs during 2012 - 2015 of $14 million . There are also state NOLs of varying amounts, dependent on each state’s conformity with bonus depreciation. The remaining deferred tax asset related to the Company's state and federal NOL was a tax effected balance of $4.5 million . The Company's effective tax rate for the second quarter of fiscal 2019 was 23.1% compared to 26.0% in the second quarter of fiscal 2018. The Company’s effective rate for the first half of fiscal 2019 was 19.7% compared to 22.2% in the first half of fiscal 2018. The rate difference is principally attributable to windfall tax benefits associated with stock compensation having a greater effect on the tax rate compared to the second quarter of 2018. 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 $2.5 million for uncertain tax positions as of June 15, 2019. The gross unrecognized tax benefits would, if recognized, decrease the Company's effective tax rate. |
Share-based Compensation
Share-based Compensation | 6 Months Ended |
Jun. 15, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation | SHARE-BASED COMPENSATION On February 20, 2019, the Compensation Committee and the Board of Directors of the Company adopted the 2019 Incentive Award Plan (the “2019 Plan”), to replace the Company’s 2008 Omnibus Incentive Plan (“2008 Plan”), which expired in March 2018. The 2019 Plan was approved during the second quarter of 2019 and allows 1,500,000 shares available for award grants. 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 common 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. In addition, the Company may grant restricted shares to certain members of management based on their services and contingent upon continued service with the Company. The restricted shares vest over a period of approximately three years from the grant date. The fair value of each restricted stock grant is based on the closing price of the Company's common stock on the date of grant. The following table shows a summary of restricted share grants and expense resulting from the awards: Compensation Expense (thousands, except share amounts) First Half Ended, Unrecognized Expense as of, Recipient of Grant Grant Date Restricted Shares June 15, 2019 June 16, 2018 June 15, 2019 December 29, 2018 Members of Management February, 2017 146,564 $ 160 $ 238 $ 207 $ 385 Chief Executive Officer February, 2017 500,000 422 716 808 1,230 Members of Management February, 2018 116,958 233 252 943 1,176 Special Incentive Grant April, 2018 350,000 317 353 4,231 6,633 Board of Directors May, 2018 13,800 — 44 — — Board of Directors May, 2019 10,590 132 — 153 — Members of Management May, 2019 23,560 86 — 550 — In February 2017, as part of Mr. Recatto's employment agreement, the Company granted a restricted stock award of 500,000 shares of common stock, which vests through January 2021 in an amount based on the vesting table below, with the common stock price increase to be determined based on the increase in the price of the Company’s common stock (if any) from the closing price of the common stock as reported by Nasdaq on the employment commencement date ( $15.00 ) and the common stock price on the potential vesting date (determined by using the weighted average closing price of a share of the Company's common stock for the 90-day period ending on the vesting date). If the stock price does not increase by $5.00 , then no shares shall vest. During the first half of fiscal 2019, the Company recorded approximately $0.4 million of compensation expense related to this award. In the future, the Company expects to recognize compensation expense of approximately $0.8 million over the remaining requisite service period, which ends January 31, 2021. The fair value of this restricted stock award as of the grant date was estimated using a Monte Carlo simulation model. Key assumptions used in the Monte Carlo simulation to estimate the grant date fair value of this award are a risk-free rate of 1.70% , expected dividend yield of zero , and an expected volatility assumption of 41.73% . Vesting Table Increase in Stock Price From the Employment Commencement Date to the Vesting Date Total Percentage of Restricted Stock Shares to Be Vested Less than $5 per share increase —% $5 per share increase 25% $10 per share increase 50% $15 per share increase 75% $20 or more per share increase 100% Provision for possible accelerated vesting of award If the average closing price of the Company's common stock increases by the marginal levels set forth in the above vesting table for any consecutive 180 day period between the award date and final vesting date, Mr. Recatto shall become vested in 50% of the corresponding total percentage of restricted shares earned on the last day of the 180 day period. Vestings On June 10, 2019, the average closing price of the Company's common stock met the 50% marginal level and Mr. Recatto became fully vested in half of the 125,000 vested shares. On March 14, 2018, the average closing price of the Company's common stock met the 25% marginal level and Mr. Recatto became fully vested in half of the 125,000 vested shares. The following table summarizes the restricted stock activity for the second quarter ended June 15, 2019: Restricted Stock (Nonvested Shares) Number of Shares Weighted Average Grant-Date Fair Value Per Share Nonvested shares outstanding at December 29, 2018 1,013,863 $ 18.20 Granted 34,150 26.54 Vested (158,372 ) 16.52 Forfeited (105,062 ) 22.01 Nonvested shares outstanding at June 15, 2019 784,579 $ 18.39 Employee Stock Purchase Plan As of June 15, 2019, the Company had reserved 119,811 shares of common stock available for purchase under the Employee Stock Purchase Plan. In the first half of fiscal 2019, employees purchased 9,451 shares of the Company’s common stock with a weighted average fair market value of $25.43 per share. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 15, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER SHARE The following table reconciles the number of shares outstanding for the second quarters and first half of fiscal 2019 and 2018, 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: Second Quarter Ended, First Half Ended, (thousands, except share amounts) June 15, 2019 June 16, 2018 June 15, 2019 June 16, 2018 Net income $ 7,164 $ 6,120 $ 4,736 $ 6,018 Less: income attributable to noncontrolling interest 108 121 192 139 Net income attributable to Heritage-Crystal Clean, Inc. available to common stockholders $ 7,056 $ 5,999 $ 4,544 $ 5,879 Weighted average basic shares outstanding 23,137 23,029 23,127 22,995 Dilutive shares for share–based compensation plans 231 332 239 251 Weighted average diluted shares outstanding 23,368 23,361 23,366 23,246 Net income per share: basic $ 0.30 $ 0.26 $ 0.20 $ 0.26 Net income per share: diluted $ 0.30 $ 0.26 $ 0.19 $ 0.25 |
Other Expense - Net
Other Expense - Net | 6 Months Ended |
Jun. 15, 2019 | |
Other Income and Expenses [Abstract] | |
Other Expense - Net | OTHER EXPENSE - NET Other expense - net was $1.5 million of expense for the first half of fiscal 2019 primarily relating to $1.5 million of site closure costs for a facility in Wilmington, DE. Other expense of $0.7 million for the first half of fiscal 2018 primarily represents $0.5 million of site closure costs for the same Wilmington, Delaware facility. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 15, 2019 | |
Accounting Policies [Abstract] | |
Fiscal Period | The Company’s fiscal year ends on the Saturday closest to December 31. The most recent fiscal year ended on December 29, 2018 . Each of the Company's first three fiscal quarters consists of twelve weeks while the last fiscal quarter consists of sixteen or seventeen weeks. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Standard Issuance Date Description Our Effective Date Effect on the Financial Statements ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” June 2016 This update modifies the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to utilize a new forward-looking “expected loss” methodology that generally will result in the earlier recognition of allowance for losses. December 29, 2019 The Company is evaluating the impact this new standard would have on our consolidated financial statements. Recently Issued Accounting Standards Adopted Standard Issuance Date Description Effective Date Effect on the Financial Statements ASU 2016-02 February 2016 This update was issued to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Early application of the amendments in this update is permitted for all entities. December 30, 2018 The Company adopted the new leasing standard ASC 842 "Leases" on December 30, 2018. ASU 2016-02 provides for a modified retrospective transition approach requiring lessees to recognize and measure leases on the balance sheet at the beginning of either the earliest period presented or as of the beginning of the period of adoption. The Company elected to apply ASU 2016-02 as of the beginning of the period of adoption (December 30, 2018) and will not restate comparative periods. The adoption resulted in the recognition of $63.3 million of right of use assets and $63.3 million of lease liabilities. The Company recognized approximately $2.2 million of deferred rental income from certain embedded leases during the first quarter of 2019. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 15, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Cumulative Effects of Changes | Effective December 30, 2018, the Company adopted the requirements of Topic 842. The cumulative effects of the changes made to our Statement of Income and Balance Sheet are as follows: For the Second Quarter Ended, June 15, 2019 For the First Half Ended, June 15, 2019 As Reported Balances Without Adoption of Topic 842 Effect of Change As Reported Balances Without Adoption of Topic 842 Effect of Change (thousands, except share amounts) Higher/(Lower) Higher/(Lower) Statement of Income Service revenues $ 57,936 $ 63,654 $ (5,718 ) $ 114,309 $ 125,771 $ (11,462 ) Rental income 5,762 — 5,762 9,304 — 9,304 Total revenues 105,000 104,956 44 200,773 202,931 (2,158 ) Operating income 9,534 9,490 44 6,350 8,508 (2,158 ) Income before income taxes 9,315 9,271 44 5,901 8,059 (2,158 ) Provision for income taxes 2,151 2,141 10 1,165 1,590 (425 ) Net income 7,164 7,130 34 4,736 6,469 (1,733 ) Net income attributable to Heritage-Crystal Clean, Inc. common stockholders $ 7,056 $ 7,022 $ 34 $ 4,544 $ 6,277 $ (1,733 ) Net income per share: basic $ 0.30 $ 0.30 $ — $ 0.20 $ 0.27 $ (0.07 ) Net income per share: diluted $ 0.30 $ 0.30 $ — $ 0.19 $ 0.26 $ (0.07 ) June 15, 2019 As Reported Balances Without Adoption of Topic 842 Effect of Change (thousands) Higher/(Lower) Balance Sheet Right of use assets $ 70,160 $ — $ 70,160 Total assets 432,741 362,581 70,160 Current portion of lease liabilities 20,708 — 20,708 Contract liabilities - net 2,371 213 2,158 Other current liabilities 5,670 6,113 (443 ) Total current liabilities 78,886 56,463 22,423 Lease liabilities, net of current portion 49,894 — 49,894 Deferred income taxes 15,666 16,091 (425 ) Total liabilities 173,632 101,740 71,892 Retained earnings 60,363 62,095 (1,732 ) Heritage-Crystal Clean, Inc. stockholders' equity 258,669 260,401 (1,732 ) Total equity 259,109 260,841 (1,732 ) Total liabilities and stockholders' equity $ 432,741 $ 362,581 $ 70,160 |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Jun. 15, 2019 | |
Business Combinations [Abstract] | |
Schedule of Estimated Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of the assets acquired, some of which are preliminary, related to each acquisition: As of June 15, 2019 (thousands) All Valley Disposal GlyEco WSS PPI HTSC Accounts receivable $ 36 $ 359 $ — $ 909 $ 40 Inventory 18 290 28 259 3 Property, plant, & equipment 252 746 154 2,154 47 Equipment at customers — — 24 — 104 Intangible assets 310 251 298 2,001 100 Goodwill 384 — — 406 377 Total purchase price, net of cash acquired $ 1,000 $ 1,646 $ 504 $ 5,729 $ 671 Less: working capital adjustment — 23 14 (62 ) (9 ) Less: deferred consideration — — — — 225 Less: contingent consideration 300 — 90 1,341 100 Less: to be placed in escrow 100 — 50 — — Net cash paid $ 600 $ 1,623 $ 350 $ 4,450 $ 355 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 15, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue by Major Lines | The following table disaggregates our revenue by major lines: For the Second Quarter Ended, For the First Half Ended, June 15, 2019 June 15, 2019 Total Net Sales by Major Lines of Business (thousands) Environmental Services Oil Business Total Environmental Services Oil Business Total Parts cleaning, containerized waste, & related products/services $ 39,431 $ — $ 39,431 $ 77,565 $ — $ 77,565 Vacuum Services & Wastewater Treatment 14,622 — 14,622 28,598 — 28,598 Antifreeze Business 6,139 — 6,139 12,797 — 12,797 Field Services 3,961 — 3,961 7,802 — 7,802 Environmental Services - Other 357 — 357 760 — 760 Re-refinery Product Sales — 27,292 27,292 — 51,326 51,326 Oil Collection Services & RFO — 6,330 6,330 — 10,300 10,300 Oil Filter Business — 1,106 1,106 — 2,321 2,321 Revenues from Contracts with Customers 64,510 34,728 99,238 127,522 63,947 191,469 Other Revenue 5,686 76 5,762 9,171 133 9,304 Total Revenues $ 70,196 $ 34,804 $ 105,000 $ 136,693 $ 64,080 $ 200,773 |
Contract Assets and Contract Liabilities from Contracts with Customers | The following table provides information about contract assets and contract liabilities from contracts with customers: (thousands) June 15, 2019 December 29, 2018 Contract assets $ 87 $ 100 Contract liabilities 2,458 266 Contract liabilities - net $ 2,371 $ 166 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 6 Months Ended |
Jun. 15, 2019 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |
Schedule of Accounts Receivable and Allowance for Doubtful Accounts | Accounts receivable for the second quarter ended June 15, 2019, and the fiscal year ended December 29, 2018 consisted of the following: (thousands) June 15, December 29, Trade $ 53,624 $ 51,118 Less: allowance for doubtful accounts 1,886 1,816 Trade - net 51,738 49,302 Related parties 2,536 1,595 Other 702 847 Total accounts receivable - net $ 54,976 $ 51,744 The following table provides the changes in the Company’s allowance for doubtful accounts for the second quarter ended June 15, 2019, and the fiscal year ended December 29, 2018: (thousands) June 15, December 29, Balance at beginning of period $ 1,816 $ 1,881 Provision for bad debts 572 628 Accounts written off, net of recoveries (502 ) (693 ) Balance at end of period $ 1,886 $ 1,816 |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Jun. 15, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | The carrying value of inventory consisted of the following: (thousands) June 15, December 29, Used oil and processed oil $ 7,734 $ 12,124 Solvents and solutions 8,778 8,216 Machines 5,693 5,334 Drums and supplies 4,926 5,231 Other 2,272 2,378 Total inventory 29,403 33,283 Less: machine refurbishing reserve 351 224 Total inventory - net $ 29,052 $ 33,059 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 6 Months Ended |
Jun. 15, 2019 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant, and Equipment | Property, plant, and equipment consisted of the following: (thousands) June 15, December 29, Machinery, vehicles, and equipment $ 103,843 $ 98,708 Buildings and storage tanks 70,208 69,791 Land 9,659 9,546 Leasehold improvements 5,770 5,701 Construction in progress 19,624 15,405 Assets held for sale 4 4 Total property, plant and equipment 209,108 199,155 Less: accumulated depreciation 63,509 59,168 Property, plant and equipment - net $ 145,599 $ 139,987 (thousands) June 15, December 29, Equipment at customers $ 75,152 $ 73,075 Less: accumulated depreciation 51,286 49,261 Equipment at customers - net $ 23,866 $ 23,814 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 15, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table shows changes to our goodwill balances by segment from December 29, 2018 to June 15, 2019: (thousands) Oil Business Environmental Services Total Goodwill at December 29, 2018 Gross carrying amount $ 3,952 $ 34,123 $ 38,075 Accumulated impairment loss (3,952 ) — (3,952 ) Net book value at December 29, 2018 $ — $ 34,123 $ 34,123 Acquisitions — 384 — Measurement period adjustments — (1,765 ) — Goodwill at June 15, 2019 Gross carrying amount 3,952 32,742 36,694 Accumulated impairment loss (3,952 ) — (3,952 ) Net book value at June 15, 2019 $ — $ 32,742 $ 32,742 |
Schedule of Intangible Assets | The following is a summary of software and other intangible assets: June 15, 2019 December 29, 2018 (thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer & supplier relationships $ 25,280 $ 12,584 $ 12,696 $ 23,686 $ 11,445 $ 12,241 Software 6,549 4,527 2,022 5,040 4,094 946 Non-compete agreements 3,419 2,973 446 2,937 2,904 33 Patents, formulae, and licenses 1,769 738 1,031 1,769 708 1,061 Other 1,701 1,140 561 1,442 1,042 400 Total software and intangible assets - net $ 38,718 $ 21,962 $ 16,756 $ 34,874 $ 20,193 $ 14,681 The weighted average useful lives of software and other intangibles is as follows: Weighted average useful life (years) Patents, formulae, & licenses 15 Customer and supplier relationships 11 Software 10 Non-compete agreements 5 Other intangibles 7 |
Schedule of Expected Amortization Expense | The estimated amortization expense for the remainder of fiscal 2019 and each of the five succeeding fiscal years is as follows: (millions) Fiscal Year Amortization Expense 2019 $1.7 2020 3.0 2021 2.9 2022 2.7 2023 2.1 2024 0.6 |
Accounts Payable (Tables)
Accounts Payable (Tables) | 6 Months Ended |
Jun. 15, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable | Accounts payable consisted of the following: (thousands) June 15, December 29, Accounts payable $ 37,994 $ 32,471 Accounts payable - related parties 329 159 Total accounts payable $ 38,323 $ 32,630 |
Debt and Financing Arrangemen_2
Debt and Financing Arrangements (Tables) | 6 Months Ended |
Jun. 15, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt at June 15, 2019 and December 29, 2018 consisted of the following: (thousands) June 15, 2019 December 29, 2018 Principal amount $ 30,000 $ 30,000 Less: unamortized debt issuance costs 814 954 Debt less unamortized debt issuance costs $ 29,186 $ 29,046 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 15, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Segment results for the second quarters ended June 15, 2019, and June 16, 2018 were as follows: Second Quarter Ended, June 15, 2019 (thousands) Environmental Services Oil Business Corporate and Consolidated Revenues Service revenues $ 54,332 $ 3,604 $ — $ 57,936 Product revenues 10,178 31,124 — 41,302 Rental income 5,686 76 — 5,762 Total revenues $ 70,196 $ 34,804 $ — $ 105,000 Operating expenses Operating costs 49,374 29,475 — 78,849 Operating depreciation and amortization 1,872 1,436 — 3,308 Profit before corporate selling, general, and administrative expenses $ 18,950 $ 3,893 $ — $ 22,843 Selling, general, and administrative expenses 11,042 11,042 Depreciation and amortization from SG&A 753 753 Total selling, general, and administrative expenses $ 11,795 $ 11,795 Other expense - net 1,514 1,514 Operating income 9,534 Interest expense – net 219 219 Income before income taxes $ 9,315 Second Quarter Ended, June 16, 2018 (thousands) Environmental Services Oil Business Corporate and Consolidated Revenues Service revenues $ 56,924 $ 3,090 $ — $ 60,014 Product revenues 7,521 32,768 — 40,289 Total revenues $ 64,445 $ 35,858 $ — $ 100,303 Operating expenses Operating costs 46,456 29,816 — 76,272 Operating depreciation and amortization 1,502 1,389 — 2,891 Profit before corporate selling, general, and administrative expenses $ 16,487 $ 4,653 $ — $ 21,140 Selling, general, and administrative expenses 11,522 11,522 Depreciation and amortization from SG&A 768 768 Total selling, general, and administrative expenses $ 12,290 $ 12,290 Other expense - net 341 341 Operating income 8,509 Interest expense – net 240 240 Income before income taxes $ 8,269 Segment results for the first half ended June 15, 2019, and June 16, 2018 were as follows: First Half Ended, June 15, 2019 (thousands) Environmental Services Oil Business Corporate and Consolidated Revenues Service revenues $ 107,207 $ 7,102 $ — $ 114,309 Product revenues 20,315 56,845 — 77,160 Rental income 9,171 133 — 9,304 Total revenues $ 136,693 $ 64,080 $ — $ 200,773 Operating expenses Operating costs 99,538 61,794 — 161,332 Operating depreciation and amortization 3,508 2,868 — 6,376 Profit (loss) before corporate selling, general, and administrative expenses $ 33,647 $ (582 ) $ — $ 33,065 Selling, general, and administrative expenses 23,438 23,438 Depreciation and amortization from SG&A 1,820 1,820 Total selling, general, and administrative expenses $ 25,258 $ 25,258 Other expense - net 1,457 1,457 Operating income 6,350 Interest expense – net 449 449 Income before income taxes $ 5,901 |
Reconciliation of Assets from Segment to Consolidated | Total assets by segment as of June 15, 2019, and December 29, 2018 were as follows: (thousands) June 15, 2019 December 29, 2018 Total Assets: Environmental Services $ 206,386 $ 148,192 Oil Business 158,373 142,691 Unallocated Corporate Assets 67,982 56,939 Total $ 432,741 $ 347,822 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 15, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Components of Lease Expense | The components of lease expense were as follows: (thousands) For the Second Quarter Ended, For the First Half Ended, Operating lease cost $ 6,421 $ 12,452 Short-term lease cost 667 2,071 Variable lease cost 874 1,967 Total lease cost $ 7,962 $ 16,490 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 6,554 $ 13,251 Right-of-use assets obtained in exchange for new operating lease liabilities $ 2,808 $ 80,127 Weighted-average remaining lease term 4.40 4.40 Weighted-average discount rate 5.6 % 5.6 % |
Future Annual Minimum Lease Payment Commitments | Future annual minimum lease payment commitments as of June 15, 2019 were as follows: (thousands) 2019 $ 13,431 2020 20,212 2021 16,117 2022 12,320 2023 8,908 2024 and thereafter 9,133 Total minimum lease payments $ 80,121 Less: imputed interest 9,519 Lease liability $ 70,602 |
Schedule of Future Minimum Rental Payments for Operating Leases | As disclosed in our 2018 Annual Report on Form 10-K, and under the previous lease accounting standard 840, future minimum lease payments due under noncancelable operating lease agreements as of December 29, 2018 were as follows: (thousands) 2019 $ 22,226 2020 16,095 2021 12,458 2022 9,247 2023 6,020 2024 and thereafter 5,786 Total minimum lease payments $ 71,832 |
Rental Income | Rental income for the second quarter and first half ended June 15, 2019 was as follows: Second Quarter Ended, First Half Ended, June 15, 2019 June 15, 2019 (thousands) Environmental Services Oil Business Total Environmental Services Oil Business Total Parts Cleaning $ 5,686 $ — $ 5,686 $ 9,171 $ — $ 9,171 Railcars — 56 56 — 113 113 Property — 20 20 — 20 20 Total rental income $ 5,686 $ 76 $ 5,762 $ 9,171 $ 133 $ 9,304 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 6 Months Ended |
Jun. 15, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Restricted Stock Unit Activity | The following table shows a summary of restricted share grants and expense resulting from the awards: Compensation Expense (thousands, except share amounts) First Half Ended, Unrecognized Expense as of, Recipient of Grant Grant Date Restricted Shares June 15, 2019 June 16, 2018 June 15, 2019 December 29, 2018 Members of Management February, 2017 146,564 $ 160 $ 238 $ 207 $ 385 Chief Executive Officer February, 2017 500,000 422 716 808 1,230 Members of Management February, 2018 116,958 233 252 943 1,176 Special Incentive Grant April, 2018 350,000 317 353 4,231 6,633 Board of Directors May, 2018 13,800 — 44 — — Board of Directors May, 2019 10,590 132 — 153 — Members of Management May, 2019 23,560 86 — 550 — The following table summarizes the restricted stock activity for the second quarter ended June 15, 2019: Restricted Stock (Nonvested Shares) Number of Shares Weighted Average Grant-Date Fair Value Per Share Nonvested shares outstanding at December 29, 2018 1,013,863 $ 18.20 Granted 34,150 26.54 Vested (158,372 ) 16.52 Forfeited (105,062 ) 22.01 Nonvested shares outstanding at June 15, 2019 784,579 $ 18.39 |
Schedule of Restricted Stock Vesting Percentages | Vesting Table Increase in Stock Price From the Employment Commencement Date to the Vesting Date Total Percentage of Restricted Stock Shares to Be Vested Less than $5 per share increase —% $5 per share increase 25% $10 per share increase 50% $15 per share increase 75% $20 or more per share increase 100% |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 15, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Earnings Per Share | The following table reconciles the number of shares outstanding for the second quarters and first half of fiscal 2019 and 2018, 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: Second Quarter Ended, First Half Ended, (thousands, except share amounts) June 15, 2019 June 16, 2018 June 15, 2019 June 16, 2018 Net income $ 7,164 $ 6,120 $ 4,736 $ 6,018 Less: income attributable to noncontrolling interest 108 121 192 139 Net income attributable to Heritage-Crystal Clean, Inc. available to common stockholders $ 7,056 $ 5,999 $ 4,544 $ 5,879 Weighted average basic shares outstanding 23,137 23,029 23,127 22,995 Dilutive shares for share–based compensation plans 231 332 239 251 Weighted average diluted shares outstanding 23,368 23,361 23,366 23,246 Net income per share: basic $ 0.30 $ 0.26 $ 0.20 $ 0.26 Net income per share: diluted $ 0.30 $ 0.26 $ 0.19 $ 0.25 |
Organization and Nature of Op_2
Organization and Nature of Operations (Details) | 6 Months Ended |
Jun. 15, 2019segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of reportable segments | 2 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Recently Issued Accounting Standards Adopted (Details) - USD ($) | Dec. 30, 2018 | Jun. 15, 2019 | Jun. 15, 2019 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Right of use assets | $ 70,160,000 | $ 70,160,000 | |
Lease liabilities | 70,602,000 | 70,602,000 | |
Deferred rental income | 0 | 300,000 | |
ASU 2016-02 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Right of use assets | $ 63,300,000 | $ 70,160,000 | $ 70,160,000 |
Lease liabilities | 63,300,000 | ||
Deferred rental income | $ 2,200,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Cumulative Effects of Changes (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||||
Jun. 15, 2019 | Jun. 16, 2018 | Jun. 15, 2019 | Jun. 16, 2018 | Mar. 23, 2019 | Dec. 30, 2018 | Dec. 29, 2018 | Mar. 24, 2018 | Dec. 30, 2017 | |
Statement of Income | |||||||||
Revenues | $ 105,000 | $ 100,303 | $ 200,773 | $ 183,450 | |||||
Rental income | 5,762 | 9,304 | |||||||
Operating income | 9,534 | 8,509 | 6,350 | 8,217 | |||||
Income before income taxes | 9,315 | 8,269 | 5,901 | 7,731 | |||||
Provision for income taxes | 2,151 | 2,149 | 1,165 | 1,713 | |||||
Net income | 7,164 | 6,120 | 4,736 | 6,018 | |||||
Net income attributable to Heritage-Crystal Clean, Inc. common stockholders | $ 7,056 | $ 5,999 | $ 4,544 | $ 5,879 | |||||
Net income per share: basic (in dollars per share) | $ 0.30 | $ 0.26 | $ 0.20 | $ 0.26 | |||||
Net income per share: diluted (in dollars per share) | $ 0.30 | $ 0.26 | $ 0.19 | $ 0.25 | |||||
Balance Sheet | |||||||||
Right of use assets | $ 70,160 | $ 70,160 | |||||||
Total assets | 432,741 | 432,741 | $ 347,822 | ||||||
Current portion of lease liabilities | 20,708 | 20,708 | |||||||
Contract liabilities - net | 2,371 | 2,371 | 166 | ||||||
Other Liabilities, Current | 5,670 | 5,670 | 5,089 | ||||||
Total current liabilities | 78,886 | 78,886 | 50,029 | ||||||
Lease liabilities, net of current portion | 49,894 | 49,894 | |||||||
Deferred income taxes | 15,666 | 15,666 | 14,516 | ||||||
Total liabilities | 173,632 | 173,632 | 93,591 | ||||||
Retained earnings | 60,363 | 60,363 | 55,819 | ||||||
Heritage-Crystal Clean, Inc. stockholders' equity | 258,669 | 258,669 | 253,583 | ||||||
Total equity | 259,109 | $ 242,450 | 259,109 | $ 242,450 | $ 252,178 | 254,231 | $ 235,453 | $ 235,926 | |
Total liabilities and stockholders' equity | 432,741 | 432,741 | $ 347,822 | ||||||
Service revenues | |||||||||
Statement of Income | |||||||||
Revenues | 57,936 | $ 60,014 | 114,309 | $ 114,151 | |||||
ASU 2016-02 | |||||||||
Statement of Income | |||||||||
Revenues | 44 | (2,158) | |||||||
Rental income | 5,762 | 9,304 | |||||||
Operating income | 44 | (2,158) | |||||||
Income before income taxes | 44 | (2,158) | |||||||
Provision for income taxes | 10 | (425) | |||||||
Net income | 34 | (1,733) | |||||||
Net income attributable to Heritage-Crystal Clean, Inc. common stockholders | $ 34 | $ (1,733) | |||||||
Net income per share: basic (in dollars per share) | $ 0 | $ (0.07) | |||||||
Net income per share: diluted (in dollars per share) | $ 0 | $ (0.07) | |||||||
Balance Sheet | |||||||||
Right of use assets | $ 70,160 | $ 70,160 | $ 63,300 | ||||||
Total assets | 70,160 | 70,160 | |||||||
Current portion of lease liabilities | 20,708 | 20,708 | |||||||
Contract liabilities - net | 2,158 | 2,158 | |||||||
Other Liabilities, Current | (443) | (443) | |||||||
Total current liabilities | 22,423 | 22,423 | |||||||
Lease liabilities, net of current portion | 49,894 | 49,894 | |||||||
Deferred income taxes | (425) | (425) | |||||||
Total liabilities | 71,892 | 71,892 | |||||||
Retained earnings | (1,732) | (1,732) | |||||||
Heritage-Crystal Clean, Inc. stockholders' equity | (1,732) | (1,732) | |||||||
Total equity | (1,732) | (1,732) | |||||||
Total liabilities and stockholders' equity | 70,160 | 70,160 | |||||||
ASU 2016-02 | Service revenues | |||||||||
Statement of Income | |||||||||
Revenues | (5,718) | (11,462) | |||||||
Balances Without Adoption of Topic 842 | |||||||||
Statement of Income | |||||||||
Revenues | 104,956 | 202,931 | |||||||
Rental income | 0 | 0 | |||||||
Operating income | 9,490 | 8,508 | |||||||
Income before income taxes | 9,271 | 8,059 | |||||||
Provision for income taxes | 2,141 | 1,590 | |||||||
Net income | 7,130 | 6,469 | |||||||
Net income attributable to Heritage-Crystal Clean, Inc. common stockholders | $ 7,022 | $ 6,277 | |||||||
Net income per share: basic (in dollars per share) | $ 0.30 | $ 0.27 | |||||||
Net income per share: diluted (in dollars per share) | $ 0.30 | $ 0.26 | |||||||
Balance Sheet | |||||||||
Right of use assets | $ 0 | $ 0 | |||||||
Total assets | 362,581 | 362,581 | |||||||
Current portion of lease liabilities | 0 | 0 | |||||||
Contract liabilities - net | 213 | 213 | |||||||
Other Liabilities, Current | 6,113 | 6,113 | |||||||
Total current liabilities | 56,463 | 56,463 | |||||||
Lease liabilities, net of current portion | 0 | 0 | |||||||
Deferred income taxes | 16,091 | 16,091 | |||||||
Total liabilities | 101,740 | 101,740 | |||||||
Retained earnings | 62,095 | 62,095 | |||||||
Heritage-Crystal Clean, Inc. stockholders' equity | 260,401 | 260,401 | |||||||
Total equity | 260,841 | 260,841 | |||||||
Total liabilities and stockholders' equity | 362,581 | 362,581 | |||||||
Balances Without Adoption of Topic 842 | Service revenues | |||||||||
Statement of Income | |||||||||
Revenues | $ 63,654 | $ 125,771 |
Business Combinations - Narrati
Business Combinations - Narrative (Details) - USD ($) | Mar. 25, 2019 | Feb. 01, 2019 | Jan. 11, 2019 | Jun. 11, 2018 | May 03, 2018 | Jun. 15, 2019 | Jul. 25, 2019 |
Business Acquisition [Line Items] | |||||||
Decrease to goodwill | $ 0 | ||||||
All Valley Disposal, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Purchase price | $ 600,000 | ||||||
GlyEco | |||||||
Business Acquisition [Line Items] | |||||||
Purchase price | $ 1,600,000 | ||||||
Less: contingent consideration | 0 | ||||||
WSS | |||||||
Business Acquisition [Line Items] | |||||||
Purchase price | $ 500,000 | ||||||
Less: contingent consideration | 90,000 | ||||||
PPI | |||||||
Business Acquisition [Line Items] | |||||||
Purchase price | $ 5,900,000 | ||||||
Increase to property, plant, & equipment | 200,000 | ||||||
Increase to other intangible assets | 1,500,000 | ||||||
Decrease to contingent consideration | 100,000 | ||||||
Decrease to goodwill | 1,800,000 | ||||||
Performance metrics period | 3 years | ||||||
Minimum contingent consideration | 0 | ||||||
Maximum contingent consideration | 1,500,000 | ||||||
HTSC | |||||||
Business Acquisition [Line Items] | |||||||
Purchase price | $ 700,000 | ||||||
Less: contingent consideration | $ 100,000 | ||||||
Estimate | HTSC | |||||||
Business Acquisition [Line Items] | |||||||
Less: contingent consideration | $ 100,000 | ||||||
Maximum | All Valley Disposal, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Total consideration | $ 1,300,000 |
Business Combinations - Assets
Business Combinations - Assets and Liabilities Acquired (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 15, 2019 | Jun. 16, 2018 | Dec. 29, 2018 | |
Business Acquisition [Line Items] | |||
Goodwill | $ 32,742 | $ 34,123 | |
Net cash paid | 2,573 | $ 4,505 | |
All Valley Disposal | |||
Business Acquisition [Line Items] | |||
Accounts receivable | 36 | ||
Inventory | 18 | ||
Property, plant, & equipment | 252 | ||
Equipment at customers | 0 | ||
Intangible assets | 310 | ||
Goodwill | 384 | ||
Total purchase price, net of cash acquired | 1,000 | ||
Less: working capital adjustment | 0 | ||
Less: deferred consideration | 0 | ||
Less: contingent consideration | 300 | ||
Less: to be placed in escrow | 100 | ||
Net cash paid | 600 | ||
GlyEco | |||
Business Acquisition [Line Items] | |||
Accounts receivable | 359 | ||
Inventory | 290 | ||
Property, plant, & equipment | 746 | ||
Equipment at customers | 0 | ||
Intangible assets | 251 | ||
Goodwill | 0 | ||
Total purchase price, net of cash acquired | 1,646 | ||
Less: working capital adjustment | 23 | ||
Less: deferred consideration | 0 | ||
Less: contingent consideration | 0 | ||
Less: to be placed in escrow | 0 | ||
Net cash paid | 1,623 | ||
WSS | |||
Business Acquisition [Line Items] | |||
Accounts receivable | 0 | ||
Inventory | 28 | ||
Property, plant, & equipment | 154 | ||
Equipment at customers | 24 | ||
Intangible assets | 298 | ||
Goodwill | 0 | ||
Total purchase price, net of cash acquired | 504 | ||
Less: working capital adjustment | 14 | ||
Less: deferred consideration | 0 | ||
Less: contingent consideration | 90 | ||
Less: to be placed in escrow | 50 | ||
Net cash paid | 350 | ||
PPI | |||
Business Acquisition [Line Items] | |||
Accounts receivable | 909 | ||
Inventory | 259 | ||
Property, plant, & equipment | 2,154 | ||
Equipment at customers | 0 | ||
Intangible assets | 2,001 | ||
Goodwill | 406 | ||
Total purchase price, net of cash acquired | 5,729 | ||
Less: working capital adjustment | (62) | ||
Less: deferred consideration | 0 | ||
Less: contingent consideration | 1,341 | ||
Less: to be placed in escrow | 0 | ||
Net cash paid | 4,450 | ||
HTSC | |||
Business Acquisition [Line Items] | |||
Accounts receivable | 40 | ||
Inventory | 3 | ||
Property, plant, & equipment | 47 | ||
Equipment at customers | 104 | ||
Intangible assets | 100 | ||
Goodwill | 377 | ||
Total purchase price, net of cash acquired | 671 | ||
Less: working capital adjustment | (9) | ||
Less: deferred consideration | 225 | ||
Less: contingent consideration | 100 | ||
Less: to be placed in escrow | 0 | ||
Net cash paid | $ 355 |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Revenue by Major Lines (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 15, 2019 | Jun. 16, 2018 | Jun. 15, 2019 | Jun. 16, 2018 | |
Revenue from Contract with Customer [Abstract] | ||||
Performance obligation timing | We do not have any material significant payment terms as payment is generally due within 30 days after the performance obligation has been satisfactorily completed. The Company has elected the practical expedient to recognize the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that we otherwise would have recognized is one year or less. | |||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 99,238 | $ 191,469 | ||
Other Revenue | 5,762 | 9,304 | ||
Total revenues | 105,000 | $ 100,303 | 200,773 | $ 183,450 |
Parts cleaning, containerized waste, & related products/services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 39,431 | 77,565 | ||
Vacuum Services & Wastewater Treatment | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 14,622 | 28,598 | ||
Antifreeze Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 6,139 | 12,797 | ||
Field Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,961 | 7,802 | ||
Environmental Services - Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 357 | 760 | ||
Re-refinery Product Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 27,292 | 51,326 | ||
Oil Collection Services & RFO | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 6,330 | 10,300 | ||
Oil Filter Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,106 | 2,321 | ||
Environmental Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 64,510 | 127,522 | ||
Other Revenue | 5,686 | 9,171 | ||
Total revenues | 70,196 | 136,693 | ||
Environmental Services | Parts cleaning, containerized waste, & related products/services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 39,431 | 77,565 | ||
Environmental Services | Vacuum Services & Wastewater Treatment | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 14,622 | 28,598 | ||
Environmental Services | Antifreeze Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 6,139 | 12,797 | ||
Environmental Services | Field Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,961 | 7,802 | ||
Environmental Services | Environmental Services - Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 357 | 760 | ||
Environmental Services | Re-refinery Product Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Environmental Services | Oil Collection Services & RFO | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Environmental Services | Oil Filter Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Oil Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 34,728 | 63,947 | ||
Other Revenue | 76 | 133 | ||
Total revenues | 34,804 | 64,080 | ||
Oil Business | Parts cleaning, containerized waste, & related products/services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Oil Business | Vacuum Services & Wastewater Treatment | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Oil Business | Antifreeze Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Oil Business | Field Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Oil Business | Environmental Services - Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | ||
Oil Business | Re-refinery Product Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 27,292 | 51,326 | ||
Oil Business | Oil Collection Services & RFO | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 6,330 | 10,300 | ||
Oil Business | Oil Filter Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 1,106 | $ 2,321 |
Revenue - Contract Assets and C
Revenue - Contract Assets and Contract Liabilities from Contracts with Customers (Details) - USD ($) | Dec. 30, 2018 | Jun. 15, 2019 | Jun. 15, 2019 | Dec. 29, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Contract assets | $ 87,000 | $ 87,000 | $ 100,000 | |
Contract liabilities | 2,458,000 | 2,458,000 | 266,000 | |
Contract liabilities - net | 2,371,000 | 2,371,000 | $ 166,000 | |
Deferred rental income | $ 0 | $ 300,000 | ||
ASU 2016-02 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Deferred rental income | $ 2,200,000 | |||
ASU 2016-02 | Rental Income | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Deferred rental income | $ 2,200,000 |
Accounts Receivable - Component
Accounts Receivable - Components of Accounts Receivable (Details) - USD ($) $ in Thousands | Jun. 15, 2019 | Dec. 29, 2018 | Dec. 30, 2017 |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |||
Trade | $ 53,624 | $ 51,118 | |
Less: allowance for doubtful accounts | 1,886 | 1,816 | $ 1,881 |
Trade - net | 51,738 | 49,302 | |
Related parties | 2,536 | 1,595 | |
Other | 702 | 847 | |
Total accounts receivable - net | $ 54,976 | $ 51,744 |
Accounts Receivable - Allowance
Accounts Receivable - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 15, 2019 | Jun. 16, 2018 | Dec. 29, 2018 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Balance at beginning of period | $ 1,816 | $ 1,881 | $ 1,881 |
Provision for bad debts | 572 | $ 352 | 628 |
Accounts written off, net of recoveries | (502) | (693) | |
Balance at end of period | $ 1,886 | $ 1,816 |
Inventory (Details)
Inventory (Details) - USD ($) | 6 Months Ended | ||
Jun. 15, 2019 | Jun. 16, 2018 | Dec. 29, 2018 | |
Inventory Disclosure [Abstract] | |||
Used oil and processed oil | $ 7,734,000 | $ 12,124,000 | |
Solvents and solutions | 8,778,000 | 8,216,000 | |
Machines | 5,693,000 | 5,334,000 | |
Drums and supplies | 4,926,000 | 5,231,000 | |
Other | 2,272,000 | 2,378,000 | |
Total inventory | 29,403,000 | 33,283,000 | |
Less: machine refurbishing reserve | 351,000 | 224,000 | |
Total inventory - net | 29,052,000 | $ 33,059,000 | |
Inventory write-down | $ 0 | $ 0 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 15, 2019 | Jun. 16, 2018 | Jun. 15, 2019 | Jun. 16, 2018 | Dec. 29, 2018 | |
Property, Plant and Equipment [Abstract] | |||||
Machinery, vehicles, and equipment | $ 103,843 | $ 103,843 | $ 98,708 | ||
Buildings and storage tanks | 70,208 | 70,208 | 69,791 | ||
Land | 9,659 | 9,659 | 9,546 | ||
Leasehold improvements | 5,770 | 5,770 | 5,701 | ||
Construction in progress | 19,624 | 19,624 | 15,405 | ||
Assets held for sale | 4 | 4 | 4 | ||
Total property, plant and equipment | 209,108 | 209,108 | 199,155 | ||
Less: accumulated depreciation | 63,509 | 63,509 | 59,168 | ||
Property, plant and equipment - net | 145,599 | 145,599 | 139,987 | ||
Equipment at customers | 75,152 | 75,152 | 73,075 | ||
Less: accumulated depreciation | 51,286 | 51,286 | 49,261 | ||
Equipment at customers - net | 23,866 | 23,866 | $ 23,814 | ||
Depreciation expense | $ 3,300 | $ 2,900 | $ 6,400 | $ 5,900 |
Goodwill and Other Intangibles
Goodwill and Other Intangibles Assets - Narrative (Details) (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 15, 2019USD ($) | Jun. 16, 2018USD ($) | Jun. 15, 2019USD ($)reporting_unit | Jun. 16, 2018USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Number of reporting units | reporting_unit | 2 | |||
Amortization of intangible assets | $ | $ 0.7 | $ 0.7 | $ 1.8 | $ 1.4 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 15, 2019 | Dec. 29, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 36,694 | $ 38,075 |
Accumulated impairment loss | (3,952) | (3,952) |
Goodwill [Roll Forward] | ||
Net book value, beginning balance | 34,123 | |
Acquisitions | 0 | |
Measurement period adjustments | 0 | |
Net book value, ending balance | 32,742 | |
Oil Business | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 3,952 | 3,952 |
Accumulated impairment loss | (3,952) | (3,952) |
Goodwill [Roll Forward] | ||
Net book value, beginning balance | 0 | |
Acquisitions | 0 | |
Measurement period adjustments | 0 | |
Net book value, ending balance | 0 | |
Environmental Services | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 32,742 | 34,123 |
Accumulated impairment loss | 0 | $ 0 |
Goodwill [Roll Forward] | ||
Net book value, beginning balance | 34,123 | |
Acquisitions | 384 | |
Measurement period adjustments | (1,765) | |
Net book value, ending balance | $ 32,742 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Summary of Intangibles (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 15, 2019 | Dec. 29, 2018 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 38,718 | $ 34,874 |
Accumulated Amortization | 21,962 | 20,193 |
Net Carrying Amount | 16,756 | 14,681 |
Customer & supplier relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 25,280 | 23,686 |
Accumulated Amortization | 12,584 | 11,445 |
Net Carrying Amount | $ 12,696 | 12,241 |
Weighted average useful life (years) | 11 years | |
Software | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 6,549 | 5,040 |
Accumulated Amortization | 4,527 | 4,094 |
Net Carrying Amount | $ 2,022 | 946 |
Weighted average useful life (years) | 10 years | |
Non-compete agreements | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 3,419 | 2,937 |
Accumulated Amortization | 2,973 | 2,904 |
Net Carrying Amount | $ 446 | 33 |
Weighted average useful life (years) | 5 years | |
Patents, formulae, and licenses | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,769 | 1,769 |
Accumulated Amortization | 738 | 708 |
Net Carrying Amount | $ 1,031 | 1,061 |
Weighted average useful life (years) | 15 years | |
Other | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,701 | 1,442 |
Accumulated Amortization | 1,140 | 1,042 |
Net Carrying Amount | $ 561 | $ 400 |
Weighted average useful life (years) | 7 years |
Goodwill and Other Intangible_5
Goodwill and Other Intangibles Assets - Schedule of Expected Amortization Expense (Details) $ in Millions | Jun. 15, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2019 | $ 1.7 |
2020 | 3 |
2021 | 2.9 |
2022 | 2.7 |
2023 | 2.1 |
2024 | $ 0.6 |
Accounts Payable (Details)
Accounts Payable (Details) - USD ($) $ in Thousands | Jun. 15, 2019 | Dec. 29, 2018 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 37,994 | $ 32,471 |
Accounts payable - related parties | 329 | 159 |
Total accounts payable | $ 38,323 | $ 32,630 |
Debt and Financing Arrangemen_3
Debt and Financing Arrangements - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 15, 2019 | Jun. 16, 2018 | Jun. 15, 2019 | Jun. 16, 2018 | Dec. 29, 2018 | |
Debt Instrument [Line Items] | |||||
Interest costs incurred | $ 400,000 | $ 800,000 | $ 700,000 | ||
Amortization of debt issuance costs | $ 100,000 | ||||
Weighted average interest rate | 4.40% | 3.60% | 4.40% | 3.60% | |
Letters of credit outstanding | $ 1,200,000 | $ 1,200,000 | $ 1,300,000 | ||
Current borrowing capacity | 62,400,000 | $ 62,400,000 | $ 63,700,000 | ||
Term Loan | |||||
Debt Instrument [Line Items] | |||||
Interest costs incurred | 300,000 | $ 300,000 | |||
Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Minimum interest coverage ratio | 3.5 | ||||
Maximum total leverage ratio | 3 | ||||
Aggregate consideration limit | $ 10,000,000 | ||||
Leverage ratio at time of acquisition | 3.25 | ||||
Capital expenditures covenant limit | $ 100,000,000 | ||||
Percentage of EBITDA | 35.00% | ||||
Credit Agreement | Bank Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 95,000,000 | $ 95,000,000 | |||
Credit Agreement | Bank Credit Facility | Federal Funds Rate | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.50% | ||||
Credit Agreement | Bank Credit Facility | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.00% | ||||
Credit Agreement | Bank Credit Facility | LIBOR | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.75% | ||||
Credit Agreement | Bank Credit Facility | LIBOR | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.75% | ||||
Credit Agreement | Bank Credit Facility | Bank of America's Prime Rate | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.75% | ||||
Credit Agreement | Bank Credit Facility | Bank of America's Prime Rate | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.75% | ||||
Credit Agreement | Term Loan | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 30,000,000 | $ 30,000,000 | |||
Credit Agreement | Revolving Loan Portion | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 65,000,000 | $ 65,000,000 |
Debt and Financing Arrangemen_4
Debt and Financing Arrangements - Summary of Debt (Details) - USD ($) $ in Thousands | Jun. 15, 2019 | Dec. 29, 2018 |
Debt Disclosure [Abstract] | ||
Principal amount | $ 30,000 | $ 30,000 |
Less: unamortized debt issuance costs | 814 | 954 |
Debt less unamortized debt issuance costs | $ 29,186 | $ 29,046 |
Segment Information - Operating
Segment Information - Operating Segment Results (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 15, 2019USD ($) | Jun. 16, 2018USD ($) | Jun. 15, 2019USD ($)segment | Jun. 16, 2018USD ($) | |
Segment Reporting [Abstract] | ||||
Number of reportable segments | segment | 2 | |||
Revenues | ||||
Revenues | $ 105,000 | $ 100,303 | $ 200,773 | $ 183,450 |
Rental income | 5,762 | 9,304 | ||
Operating expenses | ||||
Operating costs | 78,849 | 76,272 | 161,332 | 144,658 |
Operating depreciation and amortization | 3,308 | 2,891 | 6,376 | 5,769 |
Profit before corporate selling, general, and administrative expenses | 22,843 | 21,140 | 33,065 | 33,023 |
Selling, general, and administrative expenses | 11,042 | 11,522 | 23,438 | 22,544 |
Depreciation and amortization from SG&A | 753 | 768 | 1,820 | 1,533 |
Total selling, general, and administrative expenses | 11,795 | 12,290 | 25,258 | 24,077 |
Other expense - net | 1,514 | 341 | 1,457 | 729 |
Operating income | 9,534 | 8,509 | 6,350 | 8,217 |
Interest expense – net | 219 | 240 | 449 | 486 |
Income before income taxes | 9,315 | 8,269 | 5,901 | 7,731 |
Corporate and Eliminations | ||||
Revenues | ||||
Revenues | 0 | 0 | 0 | 0 |
Rental income | 0 | 0 | ||
Operating expenses | ||||
Operating costs | 0 | 0 | 0 | 0 |
Operating depreciation and amortization | 0 | 0 | 0 | 0 |
Profit before corporate selling, general, and administrative expenses | 0 | 0 | 0 | 0 |
Selling, general, and administrative expenses | 11,042 | 11,522 | 23,438 | 22,544 |
Depreciation and amortization from SG&A | 753 | 768 | 1,820 | 1,533 |
Total selling, general, and administrative expenses | 11,795 | 12,290 | 25,258 | 24,077 |
Other expense - net | 1,514 | 341 | 1,457 | 729 |
Interest expense – net | 219 | 240 | 449 | 486 |
Environmental Services | ||||
Revenues | ||||
Revenues | 70,196 | 136,693 | ||
Rental income | 5,686 | 9,171 | ||
Environmental Services | Segments | ||||
Revenues | ||||
Revenues | 70,196 | 64,445 | 136,693 | 121,920 |
Rental income | 5,686 | 9,171 | ||
Operating expenses | ||||
Operating costs | 49,374 | 46,456 | 99,538 | 89,181 |
Operating depreciation and amortization | 1,872 | 1,502 | 3,508 | 2,992 |
Profit before corporate selling, general, and administrative expenses | 18,950 | 16,487 | 33,647 | 29,747 |
Oil Business | ||||
Revenues | ||||
Revenues | 34,804 | 64,080 | ||
Rental income | 76 | 133 | ||
Oil Business | Segments | ||||
Revenues | ||||
Revenues | 34,804 | 35,858 | 64,080 | 61,530 |
Rental income | 76 | 133 | ||
Operating expenses | ||||
Operating costs | 29,475 | 29,816 | 61,794 | 55,477 |
Operating depreciation and amortization | 1,436 | 1,389 | 2,868 | 2,777 |
Profit before corporate selling, general, and administrative expenses | 3,893 | 4,653 | (582) | 3,276 |
Service revenues | ||||
Revenues | ||||
Revenues | 57,936 | 60,014 | 114,309 | 114,151 |
Service revenues | Corporate and Eliminations | ||||
Revenues | ||||
Revenues | 0 | 0 | 0 | 0 |
Service revenues | Environmental Services | Segments | ||||
Revenues | ||||
Revenues | 54,332 | 56,924 | 107,207 | 107,956 |
Service revenues | Oil Business | Segments | ||||
Revenues | ||||
Revenues | 3,604 | 3,090 | 7,102 | 6,195 |
Product revenues | ||||
Revenues | ||||
Revenues | 41,302 | 40,289 | 77,160 | 69,299 |
Product revenues | Corporate and Eliminations | ||||
Revenues | ||||
Revenues | 0 | 0 | 0 | 0 |
Product revenues | Environmental Services | Segments | ||||
Revenues | ||||
Revenues | 10,178 | 7,521 | 20,315 | 13,964 |
Product revenues | Oil Business | Segments | ||||
Revenues | ||||
Revenues | $ 31,124 | $ 32,768 | $ 56,845 | $ 55,335 |
Segment Information - Assets by
Segment Information - Assets by Segment (Details) - USD ($) $ in Thousands | Jun. 15, 2019 | Dec. 29, 2018 |
Segment Reporting Information [Line Items] | ||
Assets | $ 432,741 | $ 347,822 |
Segments | Environmental Services | ||
Segment Reporting Information [Line Items] | ||
Assets | 206,386 | 148,192 |
Segments | Oil Business | ||
Segment Reporting Information [Line Items] | ||
Assets | 158,373 | 142,691 |
Unallocated Corporate Assets | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 67,982 | $ 56,939 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | Jun. 15, 2019 | Dec. 29, 2018 |
Lessee, Lease, Description [Line Items] | ||
Remaining lease term | 4 years 4 months 24 days | |
Remaining amount committed | $ 31.2 | $ 18.6 |
Loss contingency accrual | $ 4.4 | $ 4.2 |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease term | 1 month | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease term | 11 years | |
Lease renewal term | 5 years |
Commitments and Contingencies_2
Commitments and Contingencies - Components of Lease Expense (Details) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 15, 2019USD ($) | Jun. 15, 2019USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating lease cost | $ 6,421 | $ 12,452 |
Short-term lease cost | 667 | 2,071 |
Variable lease cost | 874 | 1,967 |
Total lease cost | 7,962 | 16,490 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | 6,554 | 13,251 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 2,808 | $ 80,127 |
Weighted-average remaining lease term | 4 years 4 months 24 days | 4 years 4 months 24 days |
Weighted-average discount rate | 5.60% | 5.60% |
Commitments and Contingencies_3
Commitments and Contingencies - Future Annual Minimum Lease Payment Commitments (Details) $ in Thousands | Jun. 15, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2019 | $ 13,431 |
2020 | 20,212 |
2021 | 16,117 |
2022 | 12,320 |
2023 | 8,908 |
2024 and thereafter | 9,133 |
Total minimum lease payments | 80,121 |
Less: imputed interest | 9,519 |
Lease liability | $ 70,602 |
Commitments and Contingencies_4
Commitments and Contingencies - Rental Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 15, 2019 | Jun. 15, 2019 | |
Lessor, Lease, Description [Line Items] | ||
Rental income | $ 5,762 | $ 9,304 |
Environmental Services | ||
Lessor, Lease, Description [Line Items] | ||
Rental income | 5,686 | 9,171 |
Oil Business | ||
Lessor, Lease, Description [Line Items] | ||
Rental income | 76 | 133 |
Parts Cleaning | ||
Lessor, Lease, Description [Line Items] | ||
Rental income | 5,686 | 9,171 |
Parts Cleaning | Environmental Services | ||
Lessor, Lease, Description [Line Items] | ||
Rental income | 5,686 | 9,171 |
Parts Cleaning | Oil Business | ||
Lessor, Lease, Description [Line Items] | ||
Rental income | 0 | 0 |
Railcars | ||
Lessor, Lease, Description [Line Items] | ||
Rental income | 56 | 113 |
Railcars | Environmental Services | ||
Lessor, Lease, Description [Line Items] | ||
Rental income | 0 | 0 |
Railcars | Oil Business | ||
Lessor, Lease, Description [Line Items] | ||
Rental income | 56 | 113 |
Property | ||
Lessor, Lease, Description [Line Items] | ||
Rental income | 20 | 20 |
Property | Environmental Services | ||
Lessor, Lease, Description [Line Items] | ||
Rental income | 0 | 0 |
Property | Oil Business | ||
Lessor, Lease, Description [Line Items] | ||
Rental income | $ 20 | $ 20 |
Commitments and Contingencies_5
Commitments and Contingencies - Schedule of Future Minimum Rental Payments for Operating Leases (Details) $ in Thousands | Dec. 29, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2019 | $ 22,226 |
2020 | 16,095 |
2021 | 12,458 |
2022 | 9,247 |
2023 | 6,020 |
2024 and thereafter | 5,786 |
Total minimum lease payments | $ 71,832 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 15, 2019 | Jun. 16, 2018 | Jun. 15, 2019 | Jun. 16, 2018 | |
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss | $ 19.5 | $ 19.5 | ||
Deferred tax asset, state and federal NOL | $ 4.5 | $ 4.5 | ||
Effective tax rate | 23.10% | 26.00% | 19.70% | 22.20% |
Reserve balance | $ 2.5 | $ 2.5 | ||
2011 | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss | 5.5 | 5.5 | ||
2012 - 2015 | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss | $ 14 | $ 14 |
Share-based Compensation - Rest
Share-based Compensation - Restricted Stock Compensation/Awards (Details) - USD ($) $ / shares in Units, $ in Millions | Jun. 10, 2019 | Mar. 14, 2018 | Feb. 28, 2017 | Jun. 15, 2019 | Feb. 20, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares available for grant | 1,500,000 | ||||
Vested (in shares) | 158,372 | ||||
Mr. Recatto | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Closing share price as of employment commencement date (in dollars per share) | $ 15 | ||||
Restricted stock | Board of Directors | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period (in years) | 1 year | ||||
Restricted stock | Members of Management | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period (in years) | 3 years | ||||
Restricted stock | Mr. Recatto | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grants in period (in shares) | 500,000 | ||||
Vesting threshold (in dollars per share) | $ 5 | ||||
Shares vested upon achievement of share price threshold (in shares) | 0 | ||||
Compensation Expense | $ 0.4 | ||||
Unrecognized compensation expense | $ 0.8 | ||||
Risk-free rate | 1.70% | ||||
Expected dividend yield | 0.00% | ||||
Expected volatility rate | 41.73% | ||||
Vested (in shares) | 125,000 | ||||
Restricted stock | Mr. Recatto | Less than $5 per share increase | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period (in years) | 180 days | ||||
Vesting percentage | 0.00% | 50.00% | |||
Restricted stock | Mr. Recatto | $5 per share increase | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting percentage | 50.00% | 25.00% | 25.00% |
Share-based Compensation - Sche
Share-based Compensation - Schedule of Restricted Stock Unit Activity (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | ||||||
May 31, 2019 | May 31, 2018 | Apr. 30, 2018 | Feb. 28, 2018 | Feb. 28, 2017 | Jun. 15, 2019 | Jun. 16, 2018 | Dec. 29, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted shares granted (in shares) | 34,150 | |||||||
Restricted stock | April, 2018 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted shares granted (in shares) | 350,000 | |||||||
Compensation Expense | $ 317 | $ 353 | ||||||
Unrecognized compensation expense | 4,231 | $ 6,633 | ||||||
Restricted stock | Members of Management | February, 2017 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted shares granted (in shares) | 146,564 | |||||||
Compensation Expense | 160 | 238 | ||||||
Unrecognized compensation expense | 207 | 385 | ||||||
Restricted stock | Members of Management | February, 2018 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted shares granted (in shares) | 116,958 | |||||||
Compensation Expense | 233 | 252 | ||||||
Unrecognized compensation expense | 943 | 1,176 | ||||||
Restricted stock | Members of Management | May, 2019 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted shares granted (in shares) | 23,560 | |||||||
Compensation Expense | 86 | 0 | ||||||
Unrecognized compensation expense | 550 | 0 | ||||||
Restricted stock | Chief Executive Officer | February, 2017 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted shares granted (in shares) | 500,000 | |||||||
Compensation Expense | 422 | 716 | ||||||
Unrecognized compensation expense | 808 | 1,230 | ||||||
Restricted stock | Board of Directors | May, 2018 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted shares granted (in shares) | 13,800 | |||||||
Compensation Expense | 0 | 44 | ||||||
Unrecognized compensation expense | 0 | 0 | ||||||
Restricted stock | Board of Directors | May, 2019 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted shares granted (in shares) | 10,590 | |||||||
Compensation Expense | 132 | $ 0 | ||||||
Unrecognized compensation expense | $ 153 | $ 0 |
Share-based Compensation - Re_2
Share-based Compensation - Restricted Stock Vesting Schedule by Percentage (Details) - Mr. Recatto - Restricted stock - $ / shares | Jun. 10, 2019 | Mar. 14, 2018 | Feb. 28, 2017 | Jun. 15, 2019 |
Less than $5 per share increase | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Increase in stock price from employment commencement date (in dollars per share) | $ 5 | |||
Total Percentage of Restricted Stock Shares to Be Vested | 0.00% | 50.00% | ||
$5 per share increase | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Increase in stock price from employment commencement date (in dollars per share) | $ 5 | |||
Total Percentage of Restricted Stock Shares to Be Vested | 50.00% | 25.00% | 25.00% | |
$10 per share increase | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Increase in stock price from employment commencement date (in dollars per share) | $ 10 | |||
Total Percentage of Restricted Stock Shares to Be Vested | 50.00% | |||
$15 per share increase | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Increase in stock price from employment commencement date (in dollars per share) | $ 15 | |||
Total Percentage of Restricted Stock Shares to Be Vested | 75.00% | |||
$20 or more per share increase | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Increase in stock price from employment commencement date (in dollars per share) | $ 20 | |||
Total Percentage of Restricted Stock Shares to Be Vested | 100.00% |
Share-based Compensation - Nonv
Share-based Compensation - Nonvested Restricted Stock (Details) | 6 Months Ended |
Jun. 15, 2019$ / sharesshares | |
Number of Shares | |
Nonvested shares outstanding at Beginning of Period (in shares) | shares | 1,013,863 |
Granted (in shares) | shares | 34,150 |
Vested (in shares) | shares | (158,372) |
Forfeited (in shares) | shares | (105,062) |
Nonvested shares outstanding at End of Period (in shares) | shares | 784,579 |
Weighted Average Grant-Date Fair Value Per Share | |
Nonvested shares outstanding at Beginning of Period (in dollars per share) | $ / shares | $ 18.20 |
Granted (in dollars per share) | $ / shares | 26.54 |
Vested (in dollars per share) | $ / shares | 16.52 |
Forfeited (in dollars per share) | $ / shares | 22.01 |
Nonvested shares outstanding at End of Period (in dollars per share) | $ / shares | $ 18.39 |
Share-based Compensation - Empl
Share-based Compensation - Employee Stock Purchase Plan (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 15, 2019 | Jun. 16, 2018 | Jun. 15, 2019 | Jun. 16, 2018 | |
Common stock | ||||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | ||||
Issuance of common stock – ESPP (in shares) | 4,476 | 4,819 | 9,451 | 9,641 |
Employee Stock Purchase Plan | Employee stock | ||||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | ||||
Shares available employee stock purchase plan (in shares) | 119,811 | 119,811 | ||
Weighted average fair value per share ESPP (in dollars per share) | $ 25.43 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 15, 2019 | Jun. 16, 2018 | Jun. 15, 2019 | Jun. 16, 2018 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 7,164 | $ 6,120 | $ 4,736 | $ 6,018 |
Less: income attributable to noncontrolling interest | 108 | 121 | 192 | 139 |
Net income attributable to Heritage-Crystal Clean, Inc. common stockholders | $ 7,056 | $ 5,999 | $ 4,544 | $ 5,879 |
Weighted average basic shares outstanding (in shares) | 23,137 | 23,029 | 23,127 | 22,995 |
Dilutive shares for share–based compensation plans (in shares) | 231 | 332 | 239 | 251 |
Weighted average diluted shares outstanding (in shares) | 23,368 | 23,361 | 23,366 | 23,246 |
Net income per share: basic (in dollars per share) | $ 0.30 | $ 0.26 | $ 0.20 | $ 0.26 |
Net income per share: diluted (in dollars per share) | $ 0.30 | $ 0.26 | $ 0.19 | $ 0.25 |
Other Expense - Net (Details)
Other Expense - Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 15, 2019 | Jun. 16, 2018 | Jun. 15, 2019 | Jun. 16, 2018 | |
Restructuring Cost and Reserve [Line Items] | ||||
Other expense - net | $ 1,514 | $ 341 | $ 1,457 | $ 729 |
Facility closing | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Other expense - net | $ 1,500 | $ 500 |
Uncategorized Items - hcci-2019
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (268,000) |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (268,000) |
Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (268,000) |