Cover
Cover - shares | 8 Months Ended | |
Sep. 11, 2021 | Oct. 19, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 11, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-33987 | |
Entity Registrant Name | HERITAGE-CRYSTAL CLEAN, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-0351454 | |
Entity Address, Address Line One | 2175 Point Boulevard | |
Entity Address, Address Line Two | Suite 375 | |
Entity Address, City or Town | Elgin | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60123 | |
City Area Code | 847 | |
Local Phone Number | 836-5670 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | HCCI | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 24,188,476 | |
Entity Central Index Key | 0001403431 | |
Current Fiscal Year End Date | --01-01 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 11, 2021 | Jan. 02, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 75,273 | $ 67,575 |
Accounts receivable - net | 60,293 | 48,479 |
Inventory - net | 27,854 | 24,978 |
Assets held for sale | 1,125 | 2,446 |
Other current assets | 9,032 | 8,005 |
Total current assets | 173,577 | 151,483 |
Property, plant and equipment - net | 157,972 | 153,016 |
Right of use assets | 79,855 | 78,942 |
Equipment at customers - net | 24,012 | 23,111 |
Software and intangible assets - net | 20,491 | 19,576 |
Goodwill | 48,185 | 35,541 |
Other assets | 742 | 0 |
Total assets | 504,834 | 461,669 |
Current liabilities: | ||
Accounts payable | 32,253 | 29,663 |
Current portion of lease liabilities | 21,849 | 19,198 |
Contract liabilities - net | 2,267 | 1,983 |
Accrued salaries, wages, and benefits | 7,636 | 6,647 |
Taxes payable | 17,173 | 10,592 |
Other current liabilities | 9,027 | 4,918 |
Total current liabilities | 90,205 | 73,001 |
Lease liabilities, net of current portion | 59,874 | 60,294 |
Long-term debt, less current maturities | 0 | 29,656 |
Other long term liabilities | 2,085 | 0 |
Contingent consideration | 2,819 | 0 |
Deferred income taxes | 27,287 | 21,218 |
Total liabilities | 182,270 | 184,169 |
STOCKHOLDERS' EQUITY: | ||
Common stock - 26,000,000 shares authorized at $0.01 par value, 23,450,869 and 23,340,700 shares issued and outstanding at September 11, 2021 and January 2, 2021, respectively | 234 | 233 |
Additional paid-in capital | 203,529 | 201,148 |
Retained earnings | 118,944 | 76,119 |
Accumulated other comprehensive loss | (143) | 0 |
Total stockholders' equity | 322,564 | 277,500 |
Total liabilities and stockholders' equity | $ 504,834 | $ 461,669 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 11, 2021 | Jan. 02, 2021 |
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) | 23,450,869 | 23,340,700 |
Common stock, shares outstanding (in shares) | 23,450,869 | 23,340,700 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 8 Months Ended | ||
Sep. 11, 2021 | Sep. 05, 2020 | Sep. 11, 2021 | Sep. 05, 2020 | |
Revenues | ||||
Revenues | $ 117,450 | $ 81,779 | $ 328,998 | $ 257,368 |
Rental income | 5,725 | 5,355 | 16,836 | 16,548 |
Total revenues | 123,175 | 87,134 | 345,834 | 273,916 |
Operating expenses | ||||
Operating costs | 79,486 | 67,125 | 234,584 | 222,669 |
Selling, general, and administrative expenses | 13,294 | 9,410 | 38,522 | 32,066 |
Depreciation and amortization | 5,767 | 5,635 | 15,168 | 16,358 |
Other (income) - net | (230) | (441) | (669) | (6,967) |
Operating income | 24,858 | 5,405 | 58,229 | 9,790 |
Interest expense – net | 206 | 284 | 707 | 842 |
Income before income taxes | 24,652 | 5,121 | 57,522 | 8,948 |
Provision for income taxes | 6,144 | 1,163 | 14,697 | 2,357 |
Net income | $ 18,508 | $ 3,958 | $ 42,825 | $ 6,591 |
Net income per share: basic (in dollars per share) | $ 0.79 | $ 0.17 | $ 1.83 | $ 0.28 |
Net income per share: diluted (in dollars per share) | $ 0.79 | $ 0.17 | $ 1.82 | $ 0.28 |
Number of weighted average shares outstanding: basic (in shares) | 23,431 | 23,294 | 23,403 | 23,277 |
Number of weighted average shares outstanding: diluted (in shares) | 23,570 | 23,479 | 23,548 | 23,456 |
Service revenues | ||||
Revenues | ||||
Revenues | $ 59,737 | $ 53,257 | $ 177,469 | $ 169,262 |
Product revenues | ||||
Revenues | ||||
Revenues | $ 57,713 | $ 28,522 | $ 151,529 | $ 88,106 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 8 Months Ended | ||
Sep. 11, 2021 | Sep. 05, 2020 | Sep. 11, 2021 | Sep. 05, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 18,508 | $ 3,958 | $ 42,825 | $ 6,591 |
Other comprehensive loss: | ||||
Currency translation adjustment | (143) | 0 | (143) | 0 |
Total other comprehensive loss: | $ (143) | $ 0 | $ (143) | $ 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid–in Capital | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Total Heritage-Crystal Clean, Inc. Stockholders' Equity | Non-controlling Interest |
Beginning balance (in shares) at Dec. 28, 2019 | 23,191,498 | ||||||
Beginning balance at Dec. 28, 2019 | $ 265,631 | $ 232 | $ 200,583 | $ 64,182 | $ 0 | $ 264,997 | $ 634 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 6,591 | 6,591 | 6,591 | ||||
Currency translation adjustment | 0 | ||||||
Currency translation adjustment | 0 | ||||||
Non-controlling interest acquisition | (2,678) | (2,678) | (2,678) | ||||
Distribution | (634) | (634) | |||||
Issuance of common stock – ESPP (in shares) | 20,560 | ||||||
Issuance of common stock – ESPP | 374 | 374 | 374 | ||||
Share-based compensation (in shares) | 83,542 | ||||||
Share-based compensation | 2,348 | $ 1 | 2,347 | 2,348 | |||
Share repurchases to satisfy tax withholding obligations | (791) | (791) | (791) | ||||
Ending balance (in shares) at Sep. 05, 2020 | 23,295,600 | ||||||
Ending balance at Sep. 05, 2020 | 270,841 | $ 233 | 199,835 | 70,773 | 0 | 270,841 | 0 |
Beginning balance (in shares) at Jun. 13, 2020 | 23,269,462 | ||||||
Beginning balance at Jun. 13, 2020 | 266,040 | $ 233 | 198,992 | 66,815 | 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 3,958 | 3,958 | |||||
Currency translation adjustment | 0 | ||||||
Issuance of common stock – ESPP (in shares) | 7,299 | ||||||
Issuance of common stock – ESPP | 117 | 117 | |||||
Share-based compensation (in shares) | 18,839 | ||||||
Share-based compensation | 726 | 726 | |||||
Ending balance (in shares) at Sep. 05, 2020 | 23,295,600 | ||||||
Ending balance at Sep. 05, 2020 | $ 270,841 | $ 233 | 199,835 | 70,773 | 0 | 270,841 | 0 |
Beginning balance (in shares) at Jan. 02, 2021 | 23,340,700 | 23,340,700 | |||||
Beginning balance at Jan. 02, 2021 | $ 277,500 | $ 233 | 201,148 | 76,119 | 0 | 277,500 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 42,825 | 42,825 | 42,825 | ||||
Currency translation adjustment | (143) | (143) | (143) | ||||
Non-controlling interest acquisition | 0 | ||||||
Issuance of common stock – ESPP (in shares) | 15,146 | ||||||
Issuance of common stock – ESPP | 371 | 371 | 371 | ||||
Share-based compensation (in shares) | 95,023 | ||||||
Share-based compensation | 3,607 | $ 1 | 3,606 | 3,607 | |||
Share repurchases to satisfy tax withholding obligations | $ (1,596) | (1,596) | (1,596) | ||||
Ending balance (in shares) at Sep. 11, 2021 | 23,450,869 | 23,450,869 | |||||
Ending balance at Sep. 11, 2021 | $ 322,564 | $ 234 | 203,529 | 118,944 | (143) | 322,564 | 0 |
Beginning balance (in shares) at Jun. 19, 2021 | 23,410,606 | ||||||
Beginning balance at Jun. 19, 2021 | 304,026 | $ 234 | 203,356 | 100,436 | 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 18,508 | 18,508 | |||||
Currency translation adjustment | (143) | (143) | |||||
Issuance of common stock – ESPP (in shares) | 4,324 | ||||||
Issuance of common stock – ESPP | 124 | 124 | |||||
Share-based compensation (in shares) | 35,939 | ||||||
Share-based compensation | 916 | 916 | |||||
Share repurchases to satisfy tax withholding obligations | $ (867) | (867) | |||||
Ending balance (in shares) at Sep. 11, 2021 | 23,450,869 | 23,450,869 | |||||
Ending balance at Sep. 11, 2021 | $ 322,564 | $ 234 | $ 203,529 | $ 118,944 | $ (143) | $ 322,564 | $ 0 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 8 Months Ended | 12 Months Ended | ||
Sep. 11, 2021 | Sep. 05, 2020 | Sep. 11, 2021 | Sep. 05, 2020 | Jan. 02, 2021 | |
Cash flows from Operating Activities: | |||||
Net income | $ 18,508 | $ 3,958 | $ 42,825 | $ 6,591 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||||
Depreciation and amortization | 5,767 | 5,635 | 15,168 | 16,358 | |
Reversal of provision for class action settlement in excess of payout | 0 | (6,502) | |||
Uncollectible provision | 1,069 | 1,210 | $ 1,919 | ||
Share-based compensation | 3,922 | 2,348 | |||
Deferred taxes | 6,068 | 2,487 | |||
Other, net | (165) | (766) | |||
Changes in operating assets and liabilities: | |||||
(Increase) decrease in accounts receivable | (12,883) | 6,252 | |||
(Increase) decrease in inventory | (2,803) | 4,538 | |||
(Increase) in other current assets | (1,032) | (1,373) | |||
Increase (decrease) in accounts payable | 2,254 | (9,012) | |||
Increase in accrued liabilities | 8,704 | 686 | |||
Cash provided by operating activities | 63,127 | 22,817 | |||
Cash flows from Investing Activities: | |||||
Capital expenditures | (12,039) | (16,465) | |||
Proceeds from sale of assets | 1,612 | 422 | |||
Business acquisitions, net of cash acquired | (11,373) | (10,129) | |||
Cash used in investing activities | (21,800) | (26,172) | |||
Cash flows from Financing Activities: | |||||
Payment of Term Loan | (30,000) | 0 | |||
Debt Issuance Costs | (822) | 0 | |||
Repayment of principal on finance leases | (1,582) | (762) | |||
Share repurchases to satisfy tax withholding obligations | (1,596) | (791) | |||
Proceeds from the issuance of common stock | 371 | 374 | |||
Payments of deferred and contingent consideration | 0 | (198) | |||
Distributions to noncontrolling interest | 0 | (3,312) | |||
Cash used in financing activities | (33,629) | (4,689) | |||
Net increase (decrease) in cash and cash equivalents | 7,698 | (8,044) | |||
Cash and cash equivalents, beginning of period | 67,575 | 60,694 | 60,694 | ||
Cash and cash equivalents, end of period | $ 75,273 | $ 52,650 | 75,273 | 52,650 | $ 67,575 |
Supplemental disclosure of cash flow information: | |||||
Income taxes paid | 637 | 286 | |||
Cash paid for interest | 125 | 743 | |||
Supplemental disclosure of non-cash information: | |||||
Payables for construction in progress | $ 719 | $ 447 |
ORGANIZATION AND NATURE OF OPER
ORGANIZATION AND NATURE OF OPERATIONS | 8 Months Ended |
Sep. 11, 2021 | |
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, wastewater 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 use in the manufacture of finished 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 primarily 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, wastewater vacuum, 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 January 2, 2021. 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, containerized waste removal services, wastewater vacuum services, field services, and other services; rental income includes embedded lease income from certain of our parts cleaning contracts. 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 wastewater 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. COVID-19 Pandemic We are closely monitoring the spread and impact of the COVID-19 pandemic and are continually assessing its potential effects on our business and our financial performance as well as the businesses of our customers and vendors. The Company cannot predict the duration or severity of the COVID-19 pandemic, and we cannot reasonably estimate the financial impact the COVID-19 outbreak will have on our results and significant estimates going forward. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 8 Months Ended |
Sep. 11, 2021 | |
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 January 2, 2021. There have been no material changes in these policies or their application during the third quarter of fiscal 2021. Recently Issued Accounting Standards Adopted Standard Issuance Date Description Effective Date Effect on the Financial Statements ASU 2020-04: Reference Rate Reform (Topic 848) March 12, 2020 In March 2020, the FASB issued ASU 2020-04: Reference Rate Reform which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by the discontinuance of LIBOR or another referenced rate. The guidance may be applied to any applicable contract entered into before December 31, 2022. The Company plans on applying the accounting standard to contracts, hedging relationships, and other transactions affected by the discontinuance of LIBOR on a prospective basis. As the Company does not have any outstanding borrowings under the financial instruments impacted by LIBOR, the effect on the financial statements is not material. |
BUSINESS COMBINATIONS
BUSINESS COMBINATIONS | 8 Months Ended |
Sep. 11, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
BUSINESS COMBINATIONS | BUSINESS COMBINATIONS On August 24, 2021, Heritage-Crystal Clean completed the acquisition of certain assets of Bakersfield Transfer, Inc., and Cole’s Services, Inc., together known as ("Cole's Environmental"), which processed, stored, and disposed of hazardous waste within the state of California. The purchase price was $17.3 million subject to certain adjustments, including a contingent consideration provision. Goodwill recognized from the acquisition of Cole's Environmental, represents the excess of the estimated purchase consideration transferred over the estimated fair value of the assets acquired and liabilities assumed. Factors leading to goodwill being recognized are the Company’s expectation of synergies from combining operations of Cole's Environmental, and the Company as well as the value of intangible assets that are not separately recognized, such as the assembled workforce. The results of Cole's Environmental are consolidated primarily into the Company’s Environmental Services segment and an immaterial amount in the Oil Business segment from the date of acquisition. On March 31, 2020, the Company completed the acquisition of certain assets of Gro America (“Gro”), which has expanded our network of wastewater processing facilities and augmented our field services capabilities to better serve our customers throughout the Midwestern United States. The purchase price was $10.0 million subject to certain adjustments, including a working capital adjustment, and was allocated based on the Company's estimates and assumptions of the approximate fair values of assets acquired and liabilities assumed on the acquisition date. To date, there have been no adjustments to the purchase price. Goodwill recognized from the acquisition of Gro America represents the excess of the estimated purchase consideration transferred over the estimated fair value of the assets acquired and liabilities assumed. Factors leading to goodwill being recognized consist of the Company's expectations of synergies from combining operations of Gro America and the Company as well as the value of intangible assets that are not separately recognized, such as assembled workforce. Transaction costs incurred in conjunction with the acquisition of Gro America were immaterial. The results of Gro America are consolidated into the Company’s Environmental Services segment from the date of acquisition. The following table summarizes the preliminary fair values for Cole's Environmental and finalized fair values for Gro America of the assets acquired and liabilities assumed, net of cash acquired, related to each acquisition: As of September 11, 2021 (thousands) Cole's Environmental Gro America Accounts receivable $ — $ 752 Inventory 73 — Property, plant, & equipment 2,455 1,490 Intangible assets 2,120 5,300 Goodwill 12,644 2,541 Accounts payable — (76) Total purchase price, net of cash acquired $ 17,292 $ 10,007 Less: contingent consideration 5,819 — Less: to be placed in escrow 100 — Net cash paid $ 11,373 $ 10,007 |
REVENUE
REVENUE | 8 Months Ended |
Sep. 11, 2021 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUEWe 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. 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: Third Quarter Ended, September 11, 2021 September 5, 2020 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 $ 40,232 $ — $ 40,232 $ 35,480 $ — $ 35,480 Wastewater Vacuum Services 15,131 — 15,131 12,529 — 12,529 Field Services 5,063 — 5,063 3,100 — 3,100 Antifreeze Business 5,730 — 5,730 5,649 — 5,649 Environmental Services - Other 458 — 458 371 — 371 Re-refinery Product Sales — 45,275 45,275 — 17,409 17,409 Oil Collection Services & RFO — 4,425 4,425 — 6,161 6,161 Oil Filter Business — 1,136 1,136 — 1,080 1,080 Revenues from Contracts with Customers 66,614 50,836 117,450 57,129 24,650 81,779 Rental income 5,725 — 5,725 5,310 45 5,355 Total Revenues $ 72,339 $ 50,836 $ 123,175 $ 62,439 $ 24,695 $ 87,134 First Three Quarters Ended, September 11, 2021 September 5, 2020 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 $ 119,805 $ — $ 119,805 $ 109,053 $ — $ 109,053 Wastewater Vacuum Services 43,671 — 43,671 38,705 — 38,705 Field Services 13,908 — 13,908 17,285 — 17,285 Antifreeze Business 19,003 — 19,003 16,887 — 16,887 Environmental Services - Other 1,306 — 1,306 1,278 1,278 Re-refinery Product Sales — 114,158 114,158 — 54,896 54,896 Oil Collection Services & RFO — 13,594 13,594 — 16,109 16,109 Oil Filter Business — 3,553 3,553 — 3,155 3,155 Revenues from Contracts with Customers 197,693 131,305 328,998 183,208 74,160 257,368 Rental income 16,818 18 16,836 16,483 65 16,548 Total Revenues $ 214,511 $ 131,323 $ 345,834 $ 199,691 $ 74,225 $ 273,916 The following table provides information about contract assets and contract liabilities from contracts with customers: (thousands) September 11, 2021 January 2, 2021 Contract assets $ 116 $ 71 Contract liabilities 2,383 2,054 Contract liabilities - net $ 2,267 $ 1,983 During the fiscal quarter ended September 11, 2021, the Company recognized zero revenue that was included in the contract liabilities balance as of January 2, 2021. During the first three quarters ended September 11, 2021, the Company recognized $2.1 million of revenue that was included in the contract liabilities balance as of January 2, 2021. 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 | 8 Months Ended |
Sep. 11, 2021 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |
ACCOUNTS RECEIVABLE | ACCOUNTS RECEIVABLE Accounts Receivable — Net, includes amounts billed to and currently due from customers. The amounts due are stated at their net estimated realizable value. The allowance for uncollectible accounts is our best estimate of the amount of probable lifetime-expected credit losses in existing accounts receivable and is determined based on our historical collections experience, age of the receivable, knowledge of the customer and the condition of the general economy and industry as a whole. The Company does not have any off-balance-sheet credit exposure related to its customers. Accounts receivable for the third quarter ended September 11, 2021, and the fiscal year ended January 2, 2021 consisted of the following: (thousands) September 11, 2021 January 2, Trade $ 54,875 $ 47,191 Less: allowance for uncollectible accounts 2,730 2,502 Trade - net 52,145 44,689 Related parties 7,421 3,276 Other 727 514 Total accounts receivable - net $ 60,293 $ 48,479 The following table provides the changes in the Company’s allowance for uncollectible accounts for the first three quarters ended September 11, 2021, and the fiscal year ended January 2, 2021: (thousands) September 11, January 2, Balance at beginning of period $ 2,502 $ 2,221 Provision for uncollectible accounts 1,069 1,919 Accounts written off, net of recoveries (841) (1,638) Balance at end of period $ 2,730 $ 2,502 |
INVENTORY
INVENTORY | 8 Months Ended |
Sep. 11, 2021 | |
Inventory Disclosure [Abstract] | |
INVENTORY | INVENTORY The carrying value of inventory consisted of the following: (thousands) September 11, 2021 January 2, Solvents and solutions $ 7,445 $ 6,672 Used oil and processed oil 8,764 6,345 Machines 5,127 5,704 Drums and supplies 4,771 4,423 Other 2,201 2,221 Total inventory 28,308 25,365 Less: machine refurbishing reserve 454 387 Total inventory - net $ 27,854 $ 24,978 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 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 third quarter of fiscal 2021 or 2020. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 8 Months Ended |
Sep. 11, 2021 | |
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 January 2, 2021 to September 11, 2021: (thousands) Environmental Services Total Goodwill at January 2, 2021 Gross carrying amount $ 35,541 $ 35,541 Accumulated impairment loss — — Net book value at January 2, 2021 $ 35,541 $ 35,541 Acquisitions 12,644 12,644 Goodwill at September 11, 2021 Gross carrying amount 48,185 $ 48,185 Accumulated impairment loss — — Net book value at September 11, 2021 $ 48,185 $ 48,185 The following is a summary of software and other intangible assets: September 11, 2021 January 2, 2021 (thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer & supplier relationships $ 32,858 $ 19,655 $ 13,203 $ 30,857 $ 16,934 $ 13,923 Software 11,528 6,105 5,423 9,592 5,645 3,947 Non-compete agreements 3,647 3,299 348 3,607 3,212 395 Patents, formulae, and licenses 1,769 886 883 1,769 850 919 Other 2,047 1,413 634 1,738 1,346 392 Total software and intangible assets $ 51,849 $ 31,358 $ 20,491 $ 47,563 $ 27,987 $ 19,576 Amortization expense was $1.1 million for the third quarter ended September 11, 2021, and $1.1 million for the third quarter ended September 5, 2020. Amortization expense was $3.4 million for the first three quarters ended September 11, 2021, and $2.9 million for the first three quarters ended September 5, 2020. The weighted average useful lives of software and other intangibles are as follows: Weighted Average Useful Life (years) Patents, formulae, & licenses 15 Customer and supplier relationships 10 Software 9 Non-compete agreements 5 Other intangibles 7 The estimated amortization expense for the remainder of fiscal 2021 and each of the five succeeding fiscal years is as follows: (millions) Fiscal Year Amortization Expense 2021 $1.5 2022 4.6 2023 4.0 2024 2.4 2025 1.4 2026 0.8 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 | 8 Months Ended |
Sep. 11, 2021 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE | ACCOUNTS PAYABLE Accounts payable consisted of the following: (thousands) September 11, January 2, Accounts payable $ 31,544 $ 29,263 Accounts payable - related parties 709 400 Total accounts payable $ 32,253 $ 29,663 |
DEBT AND FINANCING ARRANGEMENTS
DEBT AND FINANCING ARRANGEMENTS | 8 Months Ended |
Sep. 11, 2021 | |
Debt Disclosure [Abstract] | |
DEBT AND FINANCING ARRANGEMENTS | DEBT AND FINANCING ARRANGEMENTS Bank Credit Facility On March 18, 2021, Heritage-Crystal Clean, LLC, (the “Company”), entered into an Amended and Restated Credit Agreement (the "Agreement"), by and among the Company, its parent, Heritage-Crystal Clean, Inc., and the Company’s subsidiaries identified therein and Bank of America, N.A., as administrative agent, JPMorgan Chase Bank, N.A., and Wells Fargo Bank, National Association. The Agreement replaces the Company's previous Credit Agreement dated as of February 21, 2017. During the first quarter the Company paid down its previous term loan, in full, of $30.0 million. The new Agreement provides for borrowings of up to $100.0 million, in the form of a revolving facility, of which $15 million can be used in the form of a Swing Line loan. Loans made under the Agreement, as amended, may be Base Rate Loans or LIBOR Rate Loans, at the election of the Borrower 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 0.50% and 1.25% 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 1.50% and 2.25% depending on the Company's total leverage ratio. Amounts borrowed under the Agreement are secured by a security interest in substantially all of the Company's tangible and intangible assets. The Company incurred $0.8 million of debt issuance costs related to the amended credit agreement. 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 foregoing 3.00 to 1.00 shall be deemed to be 3.50 to 1.00 for the fiscal quarter in which such permitted acquisition occurs and the three immediately following fiscal quarters and will thereafter revert to 3.00 to 1.00. The Credit Agreement places certain limitations on acquisitions and the payment of dividends. On July 27, 2017, the Financial Conduct Authority, which regulates LIBOR, announced that it intends to phase out the London Interbank Offered Rate by the end of 2021. We expect that widespread use of LIBOR will transition to alternative interest rates in the near future. Since loans made under our Credit Agreement may be LIBOR based loans, the phasing out of LIBOR may adversely affect interest rates that could result in higher borrowing costs and higher interest expense. The Company is currently evaluating its options under our Credit Agreement. Debt at September 11, 2021 and January 2, 2021 consisted of the following: (thousands) September 11, 2021 January 2, 2021 Principal amount $ — $ 30,000 Less: unamortized debt issuance costs — 344 Long-term debt, less current maturities $ — $ 29,656 For the third quarter ended September 11, 2021, the Company recorded interest expense of $0.2 million with respect to our credit line and related amortization of debt issuance costs. For the third quarter ended September 5, 2020, the Company recorded interest expense of $0.3 million of which $0.2 million was with respect to our term loan, and $0.1 million related to amortization of debt issuance costs. For the first three quarters ended September 11, 2021, the Company recorded interest expense of $0.7 million with respect to our term loan and credit line, and related amortization of debt issuance costs. For the first three quarters ended September 5, 2020, the Company recorded interest expense of $1.2 million, of which $1.0 million was with respect to our term loan, and $0.2 million related to amortization of debt issuance costs. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 8 Months Ended |
Sep. 11, 2021 | |
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, wastewater vacuum 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 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. Segment results for the third quarters ended September 11, 2021 and September 5, 2020 were as follows: Third Quarter Ended, September 11, 2021 (thousands) Environmental Oil Business Corporate and Consolidated Revenues Service revenues $ 56,887 $ 2,850 $ — $ 59,737 Product revenues 9,727 47,986 — 57,713 Rental income 5,725 — — 5,725 Total revenues $ 72,339 $ 50,836 $ — $ 123,175 Operating expenses Operating costs 52,598 26,888 — 79,486 Operating depreciation and amortization 2,482 2,175 — 4,657 Profit before corporate selling, general, and administrative expenses $ 17,259 $ 21,773 $ — $ 39,032 Selling, general, and administrative expenses 13,294 13,294 Depreciation and amortization from SG&A 1,110 1,110 Total selling, general, and administrative expenses $ 14,404 $ 14,404 Other (income) - net (230) (230) Operating income 24,858 Interest expense – net 206 206 Income before income taxes $ 24,652 Third Quarter Ended, September 5, 2020 (thousands) Environmental Services Oil Business Corporate and Consolidated Revenues Service revenues $ 47,532 $ 5,725 $ — $ 53,257 Product revenues 9,597 18,925 — 28,522 Rental income 5,310 45 — 5,355 Total revenues $ 62,439 $ 24,695 $ — $ 87,134 Operating expenses Operating costs 45,383 21,742 — 67,125 Operating depreciation and amortization 2,431 2,102 — 4,533 Profit before corporate selling, general, and administrative expenses $ 14,625 $ 851 $ — $ 15,476 Selling, general, and administrative expenses 9,410 9,410 Depreciation and amortization from SG&A 1,102 1,102 Total selling, general, and administrative expenses $ 10,512 $ 10,512 Other (income) - net (441) (441) Operating income 5,405 Interest expense – net 284 284 Income before income taxes $ 5,121 Segment results for the first three quarters ended September 11, 2021, and September 5, 2020 were as follows: First Three Quarters Ended, September 11, 2021 (thousands) Environmental Oil Business Corporate and Consolidated Revenues Service revenues $ 166,593 $ 10,876 $ 177,469 Product revenues 31,100 120,429 — 151,529 Rental income 16,818 18 16,836 Total revenues $ 214,511 $ 131,323 $ — $ 345,834 Operating expenses Operating costs 155,596 78,988 — 234,584 Operating depreciation and amortization 6,490 5,233 11,723 Profit before corporate selling, general, and administrative expenses $ 52,425 $ 47,102 $ — $ 99,527 Selling, general, and administrative expenses 38,522 38,522 Depreciation and amortization from SG&A 3,445 3,445 Total selling, general, and administrative expenses $ 41,967 $ 41,967 Other (income) - net (669) (669) Operating income 58,229 Interest expense – net 707 707 Income before income taxes $ 57,522 First Three Quarters Ended, September 5, 2020 (thousands) Environmental Services Oil Business Corporate and Eliminations Consolidated Revenues Service revenues $ 154,589 $ 14,673 $ — $ 169,262 Product revenues 28,619 59,487 — 88,106 Rental income 16,483 65 — 16,548 Total revenues $ 199,691 $ 74,225 $ — $ 273,916 Operating expenses Operating costs 150,891 71,778 — 222,669 Operating depreciation and amortization 7,049 6,238 — 13,287 Profit (loss) before corporate selling, general, and administrative expenses $ 41,751 $ (3,791) $ — $ 37,960 Selling, general, and administrative expenses 32,066 32,066 Depreciation and amortization from SG&A 3,071 3,071 Total selling, general, and administrative expenses $ 35,137 $ 35,137 Other (income) - net (6,967) (6,967) Operating income 9,790 Interest expense – net 842 842 Income before income taxes $ 8,948 Total assets by segment as of September 11, 2021 and January 2, 2021 were as follows: (thousands) September 11, 2021 January 2, 2021 Total Assets: Environmental Services $ 237,841 $ 217,297 Oil Business 176,094 160,165 Unallocated Corporate Assets 90,899 84,207 Total $ 504,834 $ 461,669 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 8 Months Ended |
Sep. 11, 2021 | |
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 and trailers 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. 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 either operating or financing 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. Our leased 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. Our 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 approximately 11 years and may include options to extend or terminate the lease when it is reasonably certain that the option will be exercised. Lease expense is recognized on a straight-line basis over the lease term. Our finance leases include a fleet of mobile equipment. Lessor The Company is a lessor of portions of buildings 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. 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 buildings and property. Rental income was as follows: Third Quarter Ended, September 11, 2021 September 5, 2020 (thousands) Environmental Services Oil Business Total Environmental Services Oil Business Total Parts Cleaning $ 5,701 $ — $ 5,701 $ 5,310 $ — $ 5,310 Railcars — — — — — — Property 24 — 24 — 45 45 Total rental income $ 5,725 $ — $ 5,725 $ 5,310 $ 45 $ 5,355 First Three Quarters Ended, September 11, 2021 September 5, 2020 (thousands) Environmental Services Oil Business Total Environmental Services Oil Business Total Parts Cleaning $ 16,744 $ — $ 16,744 $ 16,483 $ — $ 16,483 Railcars — — — — 16 16 Property 74 18 92 — 49 49 Total rental income $ 16,818 $ 18 $ 16,836 $ 16,483 $ 65 $ 16,548 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 cancellable 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 $27.8 million as of September 11, 2021, and $20.0 million as of January 2, 2021, primarily for used oil, solvent, machine purchases, disposal and transportation expenses, and capital expenditures. |
INCOME TAXES
INCOME TAXES | 8 Months Ended |
Sep. 11, 2021 | |
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 third quarter of 2021. Therefore, the Company recorded a noncurrent deferred tax liability as to the difference between the book basis and the tax basis of those assets. The accelerated tax depreciation generated tax losses in most years from fiscal 2011 through fiscal 2019 which resulted in Net Operating Loss (“NOL”) carryovers that would begin to expire in 2031. We expect to fully utilize substantially all of the NOLs during 2021. In December 2019, the FASB issued ASU 2019-12, (Topic 740): Simplifying the Accounting for Income Taxes. ASU 2019-12 intends to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application of Topic 740. This guidance is effective for fiscal years beginning after December 15, 2020, including interim periods therein. The adoption of ASU 2019-12 does not have a material effect on the Company’s financial statements. The Company's effective tax rate for the third quarter of fiscal 2021 was 25.1% compared to 22.7% in the third quarter of fiscal 2020. The rate increase is principally attributable to consistent levels of profitability as compared to the same quarter in the previous year. The Company’s effective rate for the first three quarters of fiscal 2021 was 25.6% compared to 26.3% in the first three quarters of fiscal 2020. The rate decrease is principally attributable to income taxes which are computed on a tax base that reflects substantial modifications to federal taxable income, and that has created comparatively lower anticipated tax expense due to higher pre-tax income for fiscal 2021. 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 $2.8 million for uncertain tax positions as of September 11, 2021. The gross unrecognized tax benefits would, if recognized, decrease the Company's effective tax rate. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 8 Months Ended |
Sep. 11, 2021 | |
Share-based Payment Arrangement [Abstract] | |
SHARE-BASED COMPENSATION | SHARE-BASED COMPENSATION 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 Three Quarters Ended, Unrecognized Expense as of, Recipient of Grant Grant Date Restricted Shares September 11, 2021 September 5, 2020 September 11, 2021 September 5, 2020 Chief Executive Officer February, 2017 500,000 $ — $ 319 $ — $ 187 Members of Management February, 2018 116,958 — 373 — 193 Special Incentive Grant April, 2018 350,000 1,123 548 798 2,073 Members of Management May, 2019 23,560 36 132 — 326 Members of Management February, 2020 41,138 75 165 114 453 Board of Directors April, 2020 14,988 — 197 — 88 Chief Executive Officer February, 2021 500,000 1,619 — 4,698 — Members of Management February, 2021 35,898 114 — 517 — Board of Directors April, 2021 11,487 227 — 105 — On January 8, 2021, the Company and Mr. Brian Recatto entered into an amended Executive Employment Agreement (the “Amended Agreement”) which was effective on February 1, 2021. Pursuant to the Amended Agreement, the Company replaced in its entirety section 4.3 of the First Amendment to the Executive Employment Agreement relating to equity compensation that was effective February 1, 2017. As of February 1, 2021, Mr. Recatto received a one-time award of 500,000 shares of restricted stock, subject to the achievement of performance criteria established by the Compensation Committee of the Board of Directors pursuant to the Company's 2019 Incentive Plan. The award date for such Performance-Based Restricted Stock was on February 1, 2021. Such award was granted pursuant to and governed by the terms of the 2019 Incentive Plan and an award agreement in a form provided by the Company. The Performance-Based Restricted Stock one-time award of 500,000 shares received on February 1, 2021, shall vest on January 31, 2025 if Mr. Recatto is employed by the Company on that date, in an amount determined by applying the applicable percentages from the chart below, with the common stock price increases 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 amended agreement commencement date ($21.77) 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 third quarter of fiscal 2021, the Company recorded approximately $0.6 million of compensation expense related to this award. In the future, the Company expects to recognize compensation expense of approximately $4.7 million over the remaining requisite service period, which ends January 31, 2025. 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 0.29%, expected dividend yield of zero, and an expected volatility assumption of 53.07%. Vesting Table Increase in Stock Price From the Amended Agreement Commencement Date to the Vesting Date Total Percentage of Restricted Stock Less than $5 per share increase —% $5 per share increase 25% (vest in 125,000 shares) $10 per share increase 50% (vest in 250,000 shares) $15 per share increase 75% (vest in 375,000 shares) $20 or more per share increase 100% (vest in 500,000 shares) 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 February 1, 2021 and January 31, 2025, 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. In addition, on each of December 31, 2021, December 31, 2022, and December 31, 2023, to the extent Mr. Recatto remains employed by the Company under the Amended Agreement on such date, Mr. Recatto shall receive a grant of restricted stock as of such date valued at Five Hundred Thousand Dollars ($500,000), with the number of shares of restricted stock constituting such grant determined by applying the average closing price for a share of the Company’s common stock for the 90-day period ending on such date. Such awards of Time-Based Restricted Stock shall be granted pursuant to and governed by the terms of the 2019 Incentive Plan and an award agreement in a form provided by the Company. The Time-Based Restricted Stock shall vest only if Mr. Recatto remains employed by the Company under the Amended Agreement through December 31, 2023; provided, that, upon a Change of Control of the Company (as such term is defined in the Amended Agreement), all shares of the Time-Based Restricted Stock awarded up through the date of closing of the Change in Control shall become vested, and no further award of Time-Based Restricted Stock shall be awarded. During the third quarter of fiscal 2021, the Company recorded approximately $0.1 million of compensation expense related to this award. During the first three quarters of fiscal 2021, the Company recorded approximately $0.3 million of compensation expense related to this award. The following table summarizes the restricted stock activity for the third quarter ended September 11, 2021: Restricted Stock (Nonvested Shares) Number of Shares Weighted Average Grant-Date Fair Value Per Share Nonvested shares outstanding at January 2, 2021 646,634 $ 18.28 Granted 547,385 22.17 Vested (86,007) 18.49 Forfeited (370,405) 15.52 Nonvested shares outstanding at September 11, 2021 737,607 $ 22.48 Employee Stock Purchase Plan |
EARNINGS PER SHARE
EARNINGS PER SHARE | 8 Months Ended |
Sep. 11, 2021 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE The following table reconciles the number of shares outstanding for the third quarters and first three quarters of fiscal 2021 and 2020, 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: Third Quarter Ended, First Three Quarters Ended, (thousands, except per share amounts) September 11, 2021 September 5, 2020 September 11, 2021 September 5, 2020 Net income $ 18,508 $ 3,958 $ 42,825 $ 6,591 Weighted average basic shares outstanding 23,431 23,294 23,403 23,277 Dilutive shares for share–based compensation plans 139 185 145 179 Weighted average diluted shares outstanding 23,570 23,479 23,548 23,456 Net income per share: basic $ 0.79 $ 0.17 $ 1.83 $ 0.28 Net income per share: diluted $ 0.79 $ 0.17 $ 1.82 $ 0.28 |
OTHER (INCOME) EXPENSE - NET
OTHER (INCOME) EXPENSE - NET | 8 Months Ended |
Sep. 11, 2021 | |
Other Income and Expenses [Abstract] | |
OTHER (INCOME) EXPENSE - NET | OTHER (INCOME) EXPENSE - NETOther (income) expense - net was $0.2 million of income for the third quarter of fiscal 2021, compared to a net $0.4 million of income in the third quarter of 2020. Other (income) expense - net was $0.7 million of income for the first three quarters of fiscal 2021, compared to a net $7.0 million of income in the first three quarters of fiscal 2020. The 2020 other income included approximately $6.5 million of income from the reversal of a portion of the expense accrual for a class action lawsuit settlement. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 8 Months Ended |
Sep. 11, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On September 13, 2021, the Company completed the acquisition of Raider Environmental Services of Florida, Inc., which has expanded our network of wastewater processing, oil collection and non-hazardous waste solidification to better serve our customers in Florida and throughout the Southern United States. Total consideration for the acquisition was approximately $13.5 million. This acquisition provides the Company with another wastewater treatment facility as well as assets to help further our initiative to increase our non-hazardous containerized waste processing capabilities. This also provides us exposure to industry verticals in which we didn't previously participate. The valuation is currently being performed and is expected to be completed before year-end. On September 27, 2021, the Company completed the acquisition of Source Environmental, Inc., which increases the Company's penetration in the hazardous and non-hazardous waste business in several markets in the western U.S.. This transaction also provides us the opportunity to internalize the performance of certain field service activities in the western U.S. Total consideration for the acquisition was approximately $20.5 million. The valuation is currently being performed and is expected to be completed before year-end. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 8 Months Ended |
Sep. 11, 2021 | |
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 January 2, 2021. 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 Standards Adopted | Recently Issued Accounting Standards Adopted Standard Issuance Date Description Effective Date Effect on the Financial Statements ASU 2020-04: Reference Rate Reform (Topic 848) March 12, 2020 In March 2020, the FASB issued ASU 2020-04: Reference Rate Reform which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by the discontinuance of LIBOR or another referenced rate. The guidance may be applied to any applicable contract entered into before December 31, 2022. The Company plans on applying the accounting standard to contracts, hedging relationships, and other transactions affected by the discontinuance of LIBOR on a prospective basis. As the Company does not have any outstanding borrowings under the financial instruments impacted by LIBOR, the effect on the financial statements is not material. |
BUSINESS COMBINATIONS (Tables)
BUSINESS COMBINATIONS (Tables) | 8 Months Ended |
Sep. 11, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule Estimated Fair Values of Assets Acquired, Net of Cash Acquired | The following table summarizes the preliminary fair values for Cole's Environmental and finalized fair values for Gro America of the assets acquired and liabilities assumed, net of cash acquired, related to each acquisition: As of September 11, 2021 (thousands) Cole's Environmental Gro America Accounts receivable $ — $ 752 Inventory 73 — Property, plant, & equipment 2,455 1,490 Intangible assets 2,120 5,300 Goodwill 12,644 2,541 Accounts payable — (76) Total purchase price, net of cash acquired $ 17,292 $ 10,007 Less: contingent consideration 5,819 — Less: to be placed in escrow 100 — Net cash paid $ 11,373 $ 10,007 |
REVENUE (Tables)
REVENUE (Tables) | 8 Months Ended |
Sep. 11, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue by Major Lines | The following table disaggregates our revenue by major lines: Third Quarter Ended, September 11, 2021 September 5, 2020 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 $ 40,232 $ — $ 40,232 $ 35,480 $ — $ 35,480 Wastewater Vacuum Services 15,131 — 15,131 12,529 — 12,529 Field Services 5,063 — 5,063 3,100 — 3,100 Antifreeze Business 5,730 — 5,730 5,649 — 5,649 Environmental Services - Other 458 — 458 371 — 371 Re-refinery Product Sales — 45,275 45,275 — 17,409 17,409 Oil Collection Services & RFO — 4,425 4,425 — 6,161 6,161 Oil Filter Business — 1,136 1,136 — 1,080 1,080 Revenues from Contracts with Customers 66,614 50,836 117,450 57,129 24,650 81,779 Rental income 5,725 — 5,725 5,310 45 5,355 Total Revenues $ 72,339 $ 50,836 $ 123,175 $ 62,439 $ 24,695 $ 87,134 First Three Quarters Ended, September 11, 2021 September 5, 2020 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 $ 119,805 $ — $ 119,805 $ 109,053 $ — $ 109,053 Wastewater Vacuum Services 43,671 — 43,671 38,705 — 38,705 Field Services 13,908 — 13,908 17,285 — 17,285 Antifreeze Business 19,003 — 19,003 16,887 — 16,887 Environmental Services - Other 1,306 — 1,306 1,278 1,278 Re-refinery Product Sales — 114,158 114,158 — 54,896 54,896 Oil Collection Services & RFO — 13,594 13,594 — 16,109 16,109 Oil Filter Business — 3,553 3,553 — 3,155 3,155 Revenues from Contracts with Customers 197,693 131,305 328,998 183,208 74,160 257,368 Rental income 16,818 18 16,836 16,483 65 16,548 Total Revenues $ 214,511 $ 131,323 $ 345,834 $ 199,691 $ 74,225 $ 273,916 |
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) September 11, 2021 January 2, 2021 Contract assets $ 116 $ 71 Contract liabilities 2,383 2,054 Contract liabilities - net $ 2,267 $ 1,983 |
ACCOUNTS RECEIVABLE (Tables)
ACCOUNTS RECEIVABLE (Tables) | 8 Months Ended |
Sep. 11, 2021 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |
Schedule of Accounts Receivable and Allowance for Uncollectible Accounts | Accounts receivable for the third quarter ended September 11, 2021, and the fiscal year ended January 2, 2021 consisted of the following: (thousands) September 11, 2021 January 2, Trade $ 54,875 $ 47,191 Less: allowance for uncollectible accounts 2,730 2,502 Trade - net 52,145 44,689 Related parties 7,421 3,276 Other 727 514 Total accounts receivable - net $ 60,293 $ 48,479 The following table provides the changes in the Company’s allowance for uncollectible accounts for the first three quarters ended September 11, 2021, and the fiscal year ended January 2, 2021: (thousands) September 11, January 2, Balance at beginning of period $ 2,502 $ 2,221 Provision for uncollectible accounts 1,069 1,919 Accounts written off, net of recoveries (841) (1,638) Balance at end of period $ 2,730 $ 2,502 |
INVENTORY (Tables)
INVENTORY (Tables) | 8 Months Ended |
Sep. 11, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | The carrying value of inventory consisted of the following: (thousands) September 11, 2021 January 2, Solvents and solutions $ 7,445 $ 6,672 Used oil and processed oil 8,764 6,345 Machines 5,127 5,704 Drums and supplies 4,771 4,423 Other 2,201 2,221 Total inventory 28,308 25,365 Less: machine refurbishing reserve 454 387 Total inventory - net $ 27,854 $ 24,978 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 8 Months Ended |
Sep. 11, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table shows changes to our goodwill balances by segment from January 2, 2021 to September 11, 2021: (thousands) Environmental Services Total Goodwill at January 2, 2021 Gross carrying amount $ 35,541 $ 35,541 Accumulated impairment loss — — Net book value at January 2, 2021 $ 35,541 $ 35,541 Acquisitions 12,644 12,644 Goodwill at September 11, 2021 Gross carrying amount 48,185 $ 48,185 Accumulated impairment loss — — Net book value at September 11, 2021 $ 48,185 $ 48,185 |
Schedule of Finite-Lived Intangible Assets | The following is a summary of software and other intangible assets: September 11, 2021 January 2, 2021 (thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer & supplier relationships $ 32,858 $ 19,655 $ 13,203 $ 30,857 $ 16,934 $ 13,923 Software 11,528 6,105 5,423 9,592 5,645 3,947 Non-compete agreements 3,647 3,299 348 3,607 3,212 395 Patents, formulae, and licenses 1,769 886 883 1,769 850 919 Other 2,047 1,413 634 1,738 1,346 392 Total software and intangible assets $ 51,849 $ 31,358 $ 20,491 $ 47,563 $ 27,987 $ 19,576 The weighted average useful lives of software and other intangibles are as follows: Weighted Average Useful Life (years) Patents, formulae, & licenses 15 Customer and supplier relationships 10 Software 9 Non-compete agreements 5 Other intangibles 7 |
Finite-lived Intangible Assets Amortization Expense | The estimated amortization expense for the remainder of fiscal 2021 and each of the five succeeding fiscal years is as follows: (millions) Fiscal Year Amortization Expense 2021 $1.5 2022 4.6 2023 4.0 2024 2.4 2025 1.4 2026 0.8 |
ACCOUNTS PAYABLE (Tables)
ACCOUNTS PAYABLE (Tables) | 8 Months Ended |
Sep. 11, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable | Accounts payable consisted of the following: (thousands) September 11, January 2, Accounts payable $ 31,544 $ 29,263 Accounts payable - related parties 709 400 Total accounts payable $ 32,253 $ 29,663 |
DEBT AND FINANCING ARRANGEMEN_2
DEBT AND FINANCING ARRANGEMENTS (Tables) | 8 Months Ended |
Sep. 11, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt at September 11, 2021 and January 2, 2021 consisted of the following: (thousands) September 11, 2021 January 2, 2021 Principal amount $ — $ 30,000 Less: unamortized debt issuance costs — 344 Long-term debt, less current maturities $ — $ 29,656 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 8 Months Ended |
Sep. 11, 2021 | |
Segment Reporting [Abstract] | |
Reconciliation of Segment Results to Consolidated | Segment results for the third quarters ended September 11, 2021 and September 5, 2020 were as follows: Third Quarter Ended, September 11, 2021 (thousands) Environmental Oil Business Corporate and Consolidated Revenues Service revenues $ 56,887 $ 2,850 $ — $ 59,737 Product revenues 9,727 47,986 — 57,713 Rental income 5,725 — — 5,725 Total revenues $ 72,339 $ 50,836 $ — $ 123,175 Operating expenses Operating costs 52,598 26,888 — 79,486 Operating depreciation and amortization 2,482 2,175 — 4,657 Profit before corporate selling, general, and administrative expenses $ 17,259 $ 21,773 $ — $ 39,032 Selling, general, and administrative expenses 13,294 13,294 Depreciation and amortization from SG&A 1,110 1,110 Total selling, general, and administrative expenses $ 14,404 $ 14,404 Other (income) - net (230) (230) Operating income 24,858 Interest expense – net 206 206 Income before income taxes $ 24,652 Third Quarter Ended, September 5, 2020 (thousands) Environmental Services Oil Business Corporate and Consolidated Revenues Service revenues $ 47,532 $ 5,725 $ — $ 53,257 Product revenues 9,597 18,925 — 28,522 Rental income 5,310 45 — 5,355 Total revenues $ 62,439 $ 24,695 $ — $ 87,134 Operating expenses Operating costs 45,383 21,742 — 67,125 Operating depreciation and amortization 2,431 2,102 — 4,533 Profit before corporate selling, general, and administrative expenses $ 14,625 $ 851 $ — $ 15,476 Selling, general, and administrative expenses 9,410 9,410 Depreciation and amortization from SG&A 1,102 1,102 Total selling, general, and administrative expenses $ 10,512 $ 10,512 Other (income) - net (441) (441) Operating income 5,405 Interest expense – net 284 284 Income before income taxes $ 5,121 Segment results for the first three quarters ended September 11, 2021, and September 5, 2020 were as follows: First Three Quarters Ended, September 11, 2021 (thousands) Environmental Oil Business Corporate and Consolidated Revenues Service revenues $ 166,593 $ 10,876 $ 177,469 Product revenues 31,100 120,429 — 151,529 Rental income 16,818 18 16,836 Total revenues $ 214,511 $ 131,323 $ — $ 345,834 Operating expenses Operating costs 155,596 78,988 — 234,584 Operating depreciation and amortization 6,490 5,233 11,723 Profit before corporate selling, general, and administrative expenses $ 52,425 $ 47,102 $ — $ 99,527 Selling, general, and administrative expenses 38,522 38,522 Depreciation and amortization from SG&A 3,445 3,445 Total selling, general, and administrative expenses $ 41,967 $ 41,967 Other (income) - net (669) (669) Operating income 58,229 Interest expense – net 707 707 Income before income taxes $ 57,522 First Three Quarters Ended, September 5, 2020 (thousands) Environmental Services Oil Business Corporate and Eliminations Consolidated Revenues Service revenues $ 154,589 $ 14,673 $ — $ 169,262 Product revenues 28,619 59,487 — 88,106 Rental income 16,483 65 — 16,548 Total revenues $ 199,691 $ 74,225 $ — $ 273,916 Operating expenses Operating costs 150,891 71,778 — 222,669 Operating depreciation and amortization 7,049 6,238 — 13,287 Profit (loss) before corporate selling, general, and administrative expenses $ 41,751 $ (3,791) $ — $ 37,960 Selling, general, and administrative expenses 32,066 32,066 Depreciation and amortization from SG&A 3,071 3,071 Total selling, general, and administrative expenses $ 35,137 $ 35,137 Other (income) - net (6,967) (6,967) Operating income 9,790 Interest expense – net 842 842 Income before income taxes $ 8,948 |
Reconciliation of Assets by Segment to Consolidated | Total assets by segment as of September 11, 2021 and January 2, 2021 were as follows: (thousands) September 11, 2021 January 2, 2021 Total Assets: Environmental Services $ 237,841 $ 217,297 Oil Business 176,094 160,165 Unallocated Corporate Assets 90,899 84,207 Total $ 504,834 $ 461,669 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 8 Months Ended |
Sep. 11, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Rental Income | Rental income was as follows: Third Quarter Ended, September 11, 2021 September 5, 2020 (thousands) Environmental Services Oil Business Total Environmental Services Oil Business Total Parts Cleaning $ 5,701 $ — $ 5,701 $ 5,310 $ — $ 5,310 Railcars — — — — — — Property 24 — 24 — 45 45 Total rental income $ 5,725 $ — $ 5,725 $ 5,310 $ 45 $ 5,355 First Three Quarters Ended, September 11, 2021 September 5, 2020 (thousands) Environmental Services Oil Business Total Environmental Services Oil Business Total Parts Cleaning $ 16,744 $ — $ 16,744 $ 16,483 $ — $ 16,483 Railcars — — — — 16 16 Property 74 18 92 — 49 49 Total rental income $ 16,818 $ 18 $ 16,836 $ 16,483 $ 65 $ 16,548 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 8 Months Ended |
Sep. 11, 2021 | |
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 Three Quarters Ended, Unrecognized Expense as of, Recipient of Grant Grant Date Restricted Shares September 11, 2021 September 5, 2020 September 11, 2021 September 5, 2020 Chief Executive Officer February, 2017 500,000 $ — $ 319 $ — $ 187 Members of Management February, 2018 116,958 — 373 — 193 Special Incentive Grant April, 2018 350,000 1,123 548 798 2,073 Members of Management May, 2019 23,560 36 132 — 326 Members of Management February, 2020 41,138 75 165 114 453 Board of Directors April, 2020 14,988 — 197 — 88 Chief Executive Officer February, 2021 500,000 1,619 — 4,698 — Members of Management February, 2021 35,898 114 — 517 — Board of Directors April, 2021 11,487 227 — 105 — The following table summarizes the restricted stock activity for the third quarter ended September 11, 2021: Restricted Stock (Nonvested Shares) Number of Shares Weighted Average Grant-Date Fair Value Per Share Nonvested shares outstanding at January 2, 2021 646,634 $ 18.28 Granted 547,385 22.17 Vested (86,007) 18.49 Forfeited (370,405) 15.52 Nonvested shares outstanding at September 11, 2021 737,607 $ 22.48 |
Schedule of Restricted Stock Vesting Percentages | Vesting Table Increase in Stock Price From the Amended Agreement Commencement Date to the Vesting Date Total Percentage of Restricted Stock Less than $5 per share increase —% $5 per share increase 25% (vest in 125,000 shares) $10 per share increase 50% (vest in 250,000 shares) $15 per share increase 75% (vest in 375,000 shares) $20 or more per share increase 100% (vest in 500,000 shares) |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 8 Months Ended |
Sep. 11, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Basic and Diluted Shares Outstanding | The following table reconciles the number of shares outstanding for the third quarters and first three quarters of fiscal 2021 and 2020, 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: Third Quarter Ended, First Three Quarters Ended, (thousands, except per share amounts) September 11, 2021 September 5, 2020 September 11, 2021 September 5, 2020 Net income $ 18,508 $ 3,958 $ 42,825 $ 6,591 Weighted average basic shares outstanding 23,431 23,294 23,403 23,277 Dilutive shares for share–based compensation plans 139 185 145 179 Weighted average diluted shares outstanding 23,570 23,479 23,548 23,456 Net income per share: basic $ 0.79 $ 0.17 $ 1.83 $ 0.28 Net income per share: diluted $ 0.79 $ 0.17 $ 1.82 $ 0.28 |
ORGANIZATION AND NATURE OF OP_2
ORGANIZATION AND NATURE OF OPERATIONS (Details) | 8 Months Ended |
Sep. 11, 2021segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of reportable segments | 2 |
BUSINESS COMBINATIONS - Narrati
BUSINESS COMBINATIONS - Narrative (Details) - USD ($) $ in Millions | Aug. 24, 2021 | Mar. 31, 2020 |
Cole's Environmental | ||
Business Acquisition [Line Items] | ||
Purchase price | $ 17.3 | |
Gro | ||
Business Acquisition [Line Items] | ||
Purchase price | $ 10 |
BUSINESS COMBINATIONS - Estimat
BUSINESS COMBINATIONS - Estimated Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | 8 Months Ended | ||
Sep. 11, 2021 | Sep. 05, 2020 | Jan. 02, 2021 | |
Business Acquisition [Line Items] | |||
Goodwill | $ 48,185 | $ 35,541 | |
Net cash paid | 11,373 | $ 10,129 | |
Cole's Environmental | |||
Business Acquisition [Line Items] | |||
Accounts receivable | 0 | ||
Inventory | 73 | ||
Property, plant, & equipment | 2,455 | ||
Intangible assets | 2,120 | ||
Goodwill | 12,644 | ||
Accounts payable | 0 | ||
Total purchase price, net of cash acquired | 17,292 | ||
Less: contingent consideration | 5,819 | ||
Less: to be placed in escrow | 100 | ||
Net cash paid | 11,373 | ||
Gro America | |||
Business Acquisition [Line Items] | |||
Accounts receivable | 752 | ||
Inventory | 0 | ||
Property, plant, & equipment | 1,490 | ||
Intangible assets | 5,300 | ||
Goodwill | 2,541 | ||
Accounts payable | (76) | ||
Total purchase price, net of cash acquired | 10,007 | ||
Less: contingent consideration | 0 | ||
Less: to be placed in escrow | 0 | ||
Net cash paid | $ 10,007 |
REVENUE - Schedule of Disaggreg
REVENUE - Schedule of Disaggregation of Revenue by Major Lines (Details) - USD ($) $ in Thousands | 3 Months Ended | 8 Months Ended | ||
Sep. 11, 2021 | Sep. 05, 2020 | Sep. 11, 2021 | Sep. 05, 2020 | |
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. In applying the guidance in Topic 606, there were no judgments or estimates made that the Company deems significant. | |||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | $ 117,450 | $ 81,779 | $ 328,998 | $ 257,368 |
Rental income | 5,725 | 5,355 | 16,836 | 16,548 |
Total revenues | 123,175 | 87,134 | 345,834 | 273,916 |
Parts cleaning, containerized waste, & related products/services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 40,232 | 35,480 | 119,805 | 109,053 |
Wastewater Vacuum Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 15,131 | 12,529 | 43,671 | 38,705 |
Field Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 5,063 | 3,100 | 13,908 | 17,285 |
Antifreeze Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 5,730 | 5,649 | 19,003 | 16,887 |
Environmental Services - Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 458 | 371 | 1,306 | 1,278 |
Re-refinery Product Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 45,275 | 17,409 | 114,158 | 54,896 |
Oil Collection Services & RFO | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 4,425 | 6,161 | 13,594 | 16,109 |
Oil Filter Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 1,136 | 1,080 | 3,553 | 3,155 |
Environmental Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 66,614 | 57,129 | 197,693 | 183,208 |
Rental income | 5,725 | 5,310 | 16,818 | 16,483 |
Total revenues | 72,339 | 62,439 | 214,511 | 199,691 |
Environmental Services | Parts cleaning, containerized waste, & related products/services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 40,232 | 35,480 | 119,805 | 109,053 |
Environmental Services | Wastewater Vacuum Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 15,131 | 12,529 | 43,671 | 38,705 |
Environmental Services | Field Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 5,063 | 3,100 | 13,908 | 17,285 |
Environmental Services | Antifreeze Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 5,730 | 5,649 | 19,003 | 16,887 |
Environmental Services | Environmental Services - Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 458 | 371 | 1,306 | 1,278 |
Environmental Services | Re-refinery Product Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 0 | 0 | 0 | 0 |
Environmental Services | Oil Collection Services & RFO | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 0 | 0 | 0 | 0 |
Environmental Services | Oil Filter Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 0 | 0 | 0 | 0 |
Oil Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 50,836 | 24,650 | 131,305 | 74,160 |
Rental income | 0 | 45 | 18 | 65 |
Total revenues | 50,836 | 24,695 | 131,323 | 74,225 |
Oil Business | Parts cleaning, containerized waste, & related products/services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 0 | 0 | 0 | 0 |
Oil Business | Wastewater Vacuum Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 0 | 0 | 0 | 0 |
Oil Business | Field Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 0 | 0 | 0 | 0 |
Oil Business | Antifreeze Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 0 | 0 | 0 | 0 |
Oil Business | Environmental Services - Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 0 | 0 | 0 | |
Oil Business | Re-refinery Product Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 45,275 | 17,409 | 114,158 | 54,896 |
Oil Business | Oil Collection Services & RFO | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | 4,425 | 6,161 | 13,594 | 16,109 |
Oil Business | Oil Filter Business | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from Contracts with Customers | $ 1,136 | $ 1,080 | $ 3,553 | $ 3,155 |
REVENUE - Contract Assets and C
REVENUE - Contract Assets and Contract Liabilities from Contracts with Customers (Details) - USD ($) | 3 Months Ended | 8 Months Ended | |
Sep. 11, 2021 | Sep. 11, 2021 | Jan. 02, 2021 | |
Revenue from Contract with Customer [Abstract] | |||
Contract assets | $ 116,000 | $ 116,000 | $ 71,000 |
Contract liabilities | 2,383,000 | 2,383,000 | 2,054,000 |
Contract liabilities - net | 2,267,000 | 2,267,000 | $ 1,983,000 |
Revenue recognized | $ 0 | $ 2,100,000 |
ACCOUNTS RECEIVABLE - Summary o
ACCOUNTS RECEIVABLE - Summary of Accounts Receivable (Details) - USD ($) $ in Thousands | Sep. 11, 2021 | Jan. 02, 2021 | Dec. 28, 2019 |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |||
Trade | $ 54,875 | $ 47,191 | |
Less: allowance for uncollectible accounts | 2,730 | 2,502 | $ 2,221 |
Trade - net | 52,145 | 44,689 | |
Related parties | 7,421 | 3,276 | |
Other | 727 | 514 | |
Total accounts receivable - net | $ 60,293 | $ 48,479 |
ACCOUNTS RECEIVABLE - Rollforwa
ACCOUNTS RECEIVABLE - Rollforward of Allowance (Details) - USD ($) $ in Thousands | 8 Months Ended | 12 Months Ended | |
Sep. 11, 2021 | Sep. 05, 2020 | Jan. 02, 2021 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Balance at beginning of period | $ 2,502 | $ 2,221 | $ 2,221 |
Provision for uncollectible accounts | 1,069 | $ 1,210 | 1,919 |
Accounts written off, net of recoveries | (841) | (1,638) | |
Balance at end of period | $ 2,730 | $ 2,502 |
INVENTORY - Carrying Value of I
INVENTORY - Carrying Value of Inventory (Details) - USD ($) | 3 Months Ended | ||
Sep. 11, 2021 | Sep. 05, 2020 | Jan. 02, 2021 | |
Inventory Disclosure [Abstract] | |||
Solvents and solutions | $ 7,445,000 | $ 6,672,000 | |
Used oil and processed oil | 8,764,000 | 6,345,000 | |
Machines | 5,127,000 | 5,704,000 | |
Drums and supplies | 4,771,000 | 4,423,000 | |
Other | 2,201,000 | 2,221,000 | |
Total inventory | 28,308,000 | 25,365,000 | |
Less: machine refurbishing reserve | 454,000 | 387,000 | |
Total inventory - net | 27,854,000 | $ 24,978,000 | |
Inventory impairment charge | $ 0 | $ 0 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS - Narrative (Details) $ in Millions | 3 Months Ended | 8 Months Ended | ||
Sep. 11, 2021USD ($) | Sep. 05, 2020USD ($) | Sep. 11, 2021USD ($)reporting_unit | Sep. 05, 2020USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Number of reporting units | reporting_unit | 2 | |||
Amortization of intangible assets | $ | $ 1.1 | $ 1.1 | $ 3.4 | $ 2.9 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS - Goodwill Balances (Details) - USD ($) $ in Thousands | 8 Months Ended | |
Sep. 11, 2021 | Jan. 02, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 48,185 | $ 35,541 |
Accumulated impairment loss | 0 | 0 |
Net book value | 48,185 | 35,541 |
Acquisitions | 12,644 | |
Environmental Services | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 48,185 | 35,541 |
Accumulated impairment loss | 0 | 0 |
Net book value | 48,185 | $ 35,541 |
Acquisitions | $ 12,644 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS - Software and Other Intangible Assets (Details) - USD ($) $ in Thousands | 8 Months Ended | |
Sep. 11, 2021 | Jan. 02, 2021 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 51,849 | $ 47,563 |
Accumulated Amortization | 31,358 | 27,987 |
Net Carrying Amount | 20,491 | 19,576 |
Customer & supplier relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 32,858 | 30,857 |
Accumulated Amortization | 19,655 | 16,934 |
Net Carrying Amount | $ 13,203 | 13,923 |
Weighted Average Useful Life (years) | 10 years | |
Software | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 11,528 | 9,592 |
Accumulated Amortization | 6,105 | 5,645 |
Net Carrying Amount | $ 5,423 | 3,947 |
Weighted Average Useful Life (years) | 9 years | |
Non-compete agreements | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 3,647 | 3,607 |
Accumulated Amortization | 3,299 | 3,212 |
Net Carrying Amount | $ 348 | 395 |
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 | 886 | 850 |
Net Carrying Amount | $ 883 | 919 |
Weighted Average Useful Life (years) | 15 years | |
Other | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 2,047 | 1,738 |
Accumulated Amortization | 1,413 | 1,346 |
Net Carrying Amount | $ 634 | $ 392 |
Weighted Average Useful Life (years) | 7 years |
GOODWILL AND OTHER INTANGIBLE_6
GOODWILL AND OTHER INTANGIBLE ASSETS - Schedule of Expected Amortization Expense (Details) $ in Millions | Sep. 11, 2021USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2021 | $ 1.5 |
2022 | 4.6 |
2023 | 4 |
2024 | 2.4 |
2025 | 1.4 |
2026 | $ 0.8 |
ACCOUNTS PAYABLE (Details)
ACCOUNTS PAYABLE (Details) - USD ($) $ in Thousands | Sep. 11, 2021 | Jan. 02, 2021 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 31,544 | $ 29,263 |
Accounts payable - related parties | 709 | 400 |
Total accounts payable | $ 32,253 | $ 29,663 |
DEBT AND FINANCING ARRANGEMEN_3
DEBT AND FINANCING ARRANGEMENTS - Narrative (Details) - USD ($) | Mar. 18, 2021 | Sep. 11, 2021 | Mar. 27, 2021 | Sep. 05, 2020 | Sep. 11, 2021 | Sep. 05, 2020 | Jan. 02, 2021 |
Debt Instrument [Line Items] | |||||||
Repayment of term loan | $ 30,000,000 | $ 0 | |||||
Debt issuance costs | 822,000 | 0 | |||||
Interest costs incurred | $ 200,000 | $ 300,000 | $ 700,000 | 1,200,000 | |||
Term loan interest costs incurred | 200,000 | 1,000,000 | |||||
Amortization of debt issuance costs | $ 100,000 | $ 200,000 | |||||
Weighted average interest rate | 2.04% | 3.20% | 2.04% | 3.20% | |||
Letters of credit outstanding | $ 5,600,000 | $ 5,600,000 | $ 3,900,000 | ||||
Current borrowing capacity | $ 94,400,000 | $ 94,400,000 | $ 61,000,000 | ||||
Previous term loan | |||||||
Debt Instrument [Line Items] | |||||||
Repayment of term loan | $ 30,000,000 | ||||||
Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Debt issuance costs | $ 800,000 | ||||||
Minimum interest coverage ratio | 3.5 | ||||||
Maximum total leverage ratio | 3 | ||||||
Aggregate consideration limit | $ 10,000,000 | ||||||
Leverage ratio at time of acquisition | 3 | ||||||
Agreement | Fiscal quarter of acquisition occurs and three immediately following fiscal quarters | |||||||
Debt Instrument [Line Items] | |||||||
Leverage ratio at time of acquisition | 3.50 | ||||||
Agreement | Revolving Loan Portion | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 100,000,000 | ||||||
Agreement | Revolving Loan Portion | Swing Line loan | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 15,000,000 | ||||||
Agreement | Bank Credit Facility | Federal Funds Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 0.50% | ||||||
Agreement | Bank Credit Facility | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.00% | ||||||
Agreement | Bank Credit Facility | LIBOR | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.50% | ||||||
Agreement | Bank Credit Facility | LIBOR | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.25% | ||||||
Agreement | Bank Credit Facility | Bank of America's Prime Rate | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 0.50% | ||||||
Agreement | Bank Credit Facility | Bank of America's Prime Rate | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.25% |
DEBT AND FINANCING ARRANGEMEN_4
DEBT AND FINANCING ARRANGEMENTS - Summary of Debt (Details) - USD ($) $ in Thousands | Sep. 11, 2021 | Jan. 02, 2021 |
Debt Disclosure [Abstract] | ||
Principal amount | $ 0 | $ 30,000 |
Less: unamortized debt issuance costs | 0 | 344 |
Long-term debt, less current maturities | $ 0 | $ 29,656 |
SEGMENT INFORMATION - Operating
SEGMENT INFORMATION - Operating Segment Results (Details) $ in Thousands | 3 Months Ended | 8 Months Ended | ||
Sep. 11, 2021USD ($) | Sep. 05, 2020USD ($) | Sep. 11, 2021USD ($)segment | Sep. 05, 2020USD ($) | |
Segment Reporting [Abstract] | ||||
Number of reportable segments | segment | 2 | |||
Revenues | ||||
Revenues | $ 117,450 | $ 81,779 | $ 328,998 | $ 257,368 |
Rental income | 5,725 | 5,355 | 16,836 | 16,548 |
Total revenues | 123,175 | 87,134 | 345,834 | 273,916 |
Operating expenses | ||||
Operating costs | 79,486 | 67,125 | 234,584 | 222,669 |
Operating depreciation and amortization | 4,657 | 4,533 | 11,723 | 13,287 |
Profit (loss) before corporate selling, general, and administrative expenses | 39,032 | 15,476 | 99,527 | 37,960 |
Selling, general, and administrative expenses | 13,294 | 9,410 | 38,522 | 32,066 |
Depreciation and amortization from SG&A | 1,110 | 1,102 | 3,445 | 3,071 |
Total selling, general, and administrative expenses | 14,404 | 10,512 | 41,967 | 35,137 |
Other (income) - net | (230) | (441) | (669) | (6,967) |
Operating income | 24,858 | 5,405 | 58,229 | 9,790 |
Interest expense – net | 206 | 284 | 707 | 842 |
Income before income taxes | 24,652 | 5,121 | 57,522 | 8,948 |
Environmental Services | ||||
Revenues | ||||
Revenues | 66,614 | 57,129 | 197,693 | 183,208 |
Rental income | 5,725 | 5,310 | 16,818 | 16,483 |
Total revenues | 72,339 | 62,439 | 214,511 | 199,691 |
Oil Business | ||||
Revenues | ||||
Revenues | 50,836 | 24,650 | 131,305 | 74,160 |
Rental income | 0 | 45 | 18 | 65 |
Total revenues | 50,836 | 24,695 | 131,323 | 74,225 |
Service revenues | ||||
Revenues | ||||
Revenues | 59,737 | 53,257 | 177,469 | 169,262 |
Product revenues | ||||
Revenues | ||||
Revenues | 57,713 | 28,522 | 151,529 | 88,106 |
Segments | Environmental Services | ||||
Revenues | ||||
Rental income | 5,725 | 5,310 | 16,818 | 16,483 |
Total revenues | 72,339 | 62,439 | 214,511 | 199,691 |
Operating expenses | ||||
Operating costs | 52,598 | 45,383 | 155,596 | 150,891 |
Operating depreciation and amortization | 2,482 | 2,431 | 6,490 | 7,049 |
Profit (loss) before corporate selling, general, and administrative expenses | 17,259 | 14,625 | 52,425 | 41,751 |
Segments | Oil Business | ||||
Revenues | ||||
Rental income | 45 | 18 | 65 | |
Total revenues | 50,836 | 24,695 | 131,323 | 74,225 |
Operating expenses | ||||
Operating costs | 26,888 | 21,742 | 78,988 | 71,778 |
Operating depreciation and amortization | 2,175 | 2,102 | 5,233 | 6,238 |
Profit (loss) before corporate selling, general, and administrative expenses | 21,773 | 851 | 47,102 | (3,791) |
Segments | Service revenues | Environmental Services | ||||
Revenues | ||||
Revenues | 56,887 | 47,532 | 166,593 | 154,589 |
Segments | Service revenues | Oil Business | ||||
Revenues | ||||
Revenues | 2,850 | 5,725 | 10,876 | 14,673 |
Segments | Product revenues | Environmental Services | ||||
Revenues | ||||
Revenues | 9,727 | 9,597 | 31,100 | 28,619 |
Segments | Product revenues | Oil Business | ||||
Revenues | ||||
Revenues | 47,986 | 18,925 | 120,429 | 59,487 |
Corporate and Eliminations | ||||
Revenues | ||||
Rental income | 0 | 0 | 0 | |
Total revenues | 0 | 0 | 0 | 0 |
Operating expenses | ||||
Operating costs | 0 | 0 | 0 | 0 |
Operating depreciation and amortization | 0 | 0 | 0 | |
Profit (loss) before corporate selling, general, and administrative expenses | 0 | 0 | 0 | 0 |
Selling, general, and administrative expenses | 13,294 | 9,410 | 38,522 | 32,066 |
Depreciation and amortization from SG&A | 1,110 | 1,102 | 3,445 | 3,071 |
Total selling, general, and administrative expenses | 14,404 | 10,512 | 41,967 | 35,137 |
Other (income) - net | (230) | (441) | (669) | (6,967) |
Interest expense – net | 206 | 284 | 707 | 842 |
Corporate and Eliminations | Service revenues | ||||
Revenues | ||||
Revenues | 0 | 0 | 0 | |
Corporate and Eliminations | Product revenues | ||||
Revenues | ||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 |
SEGMENT INFORMATION - Assets by
SEGMENT INFORMATION - Assets by Segment (Details) - USD ($) $ in Thousands | Sep. 11, 2021 | Jan. 02, 2021 |
Segment Reporting Information [Line Items] | ||
Assets | $ 504,834 | $ 461,669 |
Segments | Environmental Services | ||
Segment Reporting Information [Line Items] | ||
Assets | 237,841 | 217,297 |
Segments | Oil Business | ||
Segment Reporting Information [Line Items] | ||
Assets | 176,094 | 160,165 |
Unallocated Corporate Assets | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 90,899 | $ 84,207 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Details) - USD ($) $ in Millions | Sep. 11, 2021 | Jan. 02, 2021 |
Lessee, Lease, Description [Line Items] | ||
Lease renewal term | 5 years | |
Remaining amount committed | $ 27.8 | $ 20 |
Loss contingency accrual | $ 3.2 | $ 3.9 |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease term | 1 month | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease term | 11 years |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Rental Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 8 Months Ended | ||
Sep. 11, 2021 | Sep. 05, 2020 | Sep. 11, 2021 | Sep. 05, 2020 | |
Lessor, Lease, Description [Line Items] | ||||
Rental income | $ 5,725 | $ 5,355 | $ 16,836 | $ 16,548 |
Environmental Services | ||||
Lessor, Lease, Description [Line Items] | ||||
Rental income | 5,725 | 5,310 | 16,818 | 16,483 |
Oil Business | ||||
Lessor, Lease, Description [Line Items] | ||||
Rental income | 0 | 45 | 18 | 65 |
Parts Cleaning | ||||
Lessor, Lease, Description [Line Items] | ||||
Rental income | 5,701 | 5,310 | 16,744 | 16,483 |
Parts Cleaning | Environmental Services | ||||
Lessor, Lease, Description [Line Items] | ||||
Rental income | 5,701 | 5,310 | 16,744 | 16,483 |
Parts Cleaning | Oil Business | ||||
Lessor, Lease, Description [Line Items] | ||||
Rental income | 0 | 0 | 0 | 0 |
Railcars | ||||
Lessor, Lease, Description [Line Items] | ||||
Rental income | 0 | 0 | 0 | 16 |
Railcars | Environmental Services | ||||
Lessor, Lease, Description [Line Items] | ||||
Rental income | 0 | 0 | 0 | 0 |
Railcars | Oil Business | ||||
Lessor, Lease, Description [Line Items] | ||||
Rental income | 0 | 0 | 0 | 16 |
Property | ||||
Lessor, Lease, Description [Line Items] | ||||
Rental income | 24 | 45 | 92 | 49 |
Property | Environmental Services | ||||
Lessor, Lease, Description [Line Items] | ||||
Rental income | 24 | 0 | 74 | 0 |
Property | Oil Business | ||||
Lessor, Lease, Description [Line Items] | ||||
Rental income | $ 0 | $ 45 | $ 18 | $ 49 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | ||
Sep. 11, 2021 | Sep. 05, 2020 | Sep. 11, 2021 | Sep. 05, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate, percent | 25.10% | 22.70% | 25.60% | 26.30% |
Uncertain tax positions | ||||
Valuation Allowance [Line Items] | ||||
Valuation allowance | $ 2.8 | $ 2.8 |
SHARE-BASED COMPENSATION - Narr
SHARE-BASED COMPENSATION - Narrative (Details) - USD ($) | Feb. 01, 2021 | Sep. 11, 2021 | Sep. 11, 2021 |
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) | $ 21.77 | ||
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] | |||
Vesting period (in years) | 180 days | ||
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 | $ 600,000 | ||
Unrecognized compensation expense | 4,700,000 | $ 4,700,000 | |
Risk-free rate | 0.29% | ||
Expected dividend yield | 0.00% | ||
Expected volatility rate | 53.07% | ||
Vesting percentage | 50.00% | ||
Time-Based Restricted Stock | Mr. Recatto | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | $ 100,000 | $ 300,000 | |
Grant of restricted stock | $ 500,000 |
SHARE-BASED COMPENSATION - Rest
SHARE-BASED COMPENSATION - Restricted Stock Compensation/Awards (Details) - USD ($) $ in Thousands | 1 Months Ended | 8 Months Ended | ||||||||
Apr. 30, 2021 | Feb. 28, 2021 | Apr. 30, 2020 | Feb. 29, 2020 | May 31, 2019 | Apr. 30, 2018 | Feb. 28, 2018 | Feb. 28, 2017 | Sep. 11, 2021 | Sep. 05, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Restricted shares granted (in shares) | 547,385 | |||||||||
Restricted stock | April, 2018 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Restricted shares granted (in shares) | 350,000 | |||||||||
Compensation Expense | $ 36 | $ 548 | ||||||||
Unrecognized Expense | 798 | 2,073 | ||||||||
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 | 0 | 319 | ||||||||
Unrecognized Expense | 0 | 187 | ||||||||
Restricted stock | Chief Executive Officer | February, 2021 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Restricted shares granted (in shares) | 500,000 | |||||||||
Compensation Expense | 227 | 0 | ||||||||
Unrecognized Expense | 4,698 | 0 | ||||||||
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 | 0 | 373 | ||||||||
Unrecognized Expense | 0 | 193 | ||||||||
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 | 75 | 132 | ||||||||
Unrecognized Expense | 0 | 326 | ||||||||
Restricted stock | Members of Management | February, 2020 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Restricted shares granted (in shares) | 41,138 | |||||||||
Compensation Expense | 114 | 165 | ||||||||
Unrecognized Expense | 114 | 453 | ||||||||
Restricted stock | Members of Management | February, 2021 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Restricted shares granted (in shares) | 35,898 | |||||||||
Compensation Expense | 0 | |||||||||
Unrecognized Expense | 517 | 0 | ||||||||
Restricted stock | Board of Directors | April, 2020 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Restricted shares granted (in shares) | 14,988 | |||||||||
Compensation Expense | 0 | 197 | ||||||||
Unrecognized Expense | 0 | 88 | ||||||||
Restricted stock | Board of Directors | April, 2021 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Restricted shares granted (in shares) | 11,487 | |||||||||
Compensation Expense | 1,123 | 0 | ||||||||
Unrecognized Expense | $ 105 | $ 0 |
SHARE-BASED COMPENSATION - Re_2
SHARE-BASED COMPENSATION - Restricted Stock Vesting Schedule by Percentage (Details) - $ / shares | 1 Months Ended | 8 Months Ended |
Feb. 28, 2017 | Sep. 11, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vested (in shares) | 86,007 | |
Mr. Recatto | Restricted stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total Percentage of Restricted Stock Shares to Be Vested | 50.00% | |
Mr. Recatto | Restricted stock | 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% | |
Mr. Recatto | Restricted stock | $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 | 25.00% | |
Vested (in shares) | 125,000 | |
Mr. Recatto | Restricted stock | $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% | |
Vested (in shares) | 250,000 | |
Mr. Recatto | Restricted stock | $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% | |
Vested (in shares) | 375,000 | |
Mr. Recatto | Restricted stock | $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% | |
Vested (in shares) | 500,000 |
SHARE-BASED COMPENSATION - Re_3
SHARE-BASED COMPENSATION - Restricted Stock Rollforward (Details) | 8 Months Ended |
Sep. 11, 2021$ / sharesshares | |
Number of Shares | |
Nonvested shares outstanding at Beginning of Period (in shares) | shares | 646,634 |
Granted (in shares) | shares | 547,385 |
Vested (in shares) | shares | (86,007) |
Forfeited (in shares) | shares | (370,405) |
Nonvested shares outstanding at End of Period (in shares) | shares | 737,607 |
Weighted Average Grant-Date Fair Value Per Share | |
Nonvested shares outstanding at Beginning of Period (in dollars per share) | $ / shares | $ 18.28 |
Granted (in dollars per share) | $ / shares | 22.17 |
Vested (in dollars per share) | $ / shares | 18.49 |
Forfeited (in dollars per share) | $ / shares | 15.52 |
Nonvested shares outstanding at End of Period (in dollars per share) | $ / shares | $ 22.48 |
SHARE-BASED COMPENSATION - Empl
SHARE-BASED COMPENSATION - Employee Stock Purchase Plan (Details) - Employee Stock Purchase Plan - Employee stock | 8 Months Ended |
Sep. 11, 2021$ / sharesshares | |
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |
Shares available employee stock purchase plan (in shares) | 64,488 |
Issuance of common stock – ESPP (in shares) | 4,324 |
Weighted average fair value per share ESPP (in dollars per share) | $ / shares | $ 25.78 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 8 Months Ended | ||
Sep. 11, 2021 | Sep. 05, 2020 | Sep. 11, 2021 | Sep. 05, 2020 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 18,508 | $ 3,958 | $ 42,825 | $ 6,591 |
Weighted average basic shares outstanding (in shares) | 23,431 | 23,294 | 23,403 | 23,277 |
Dilutive shares for share–based compensation plans (in shares) | 139 | 185 | 145 | 179 |
Weighted average diluted shares outstanding (in shares) | 23,570 | 23,479 | 23,548 | 23,456 |
Net income per share: basic (in dollars per share) | $ 0.79 | $ 0.17 | $ 1.83 | $ 0.28 |
Net income per share: diluted (in dollars per share) | $ 0.79 | $ 0.17 | $ 1.82 | $ 0.28 |
OTHER (INCOME) EXPENSE - NET (D
OTHER (INCOME) EXPENSE - NET (Details) - USD ($) $ in Thousands | 3 Months Ended | 8 Months Ended | ||
Sep. 11, 2021 | Sep. 05, 2020 | Sep. 11, 2021 | Sep. 05, 2020 | |
Other Income and Expenses [Abstract] | ||||
Other income, net | $ 230 | $ 441 | $ 669 | $ 6,967 |
Reversal of a portion of expense accrual | $ 0 | $ 6,502 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Subsequent event - USD ($) $ in Millions | Sep. 27, 2021 | Sep. 13, 2021 |
Raider Environmental Services of Florida, Inc. | ||
Subsequent Event [Line Items] | ||
Consideration | $ 13.5 | |
Source Environmental, Inc. | ||
Subsequent Event [Line Items] | ||
Consideration | $ 20.5 |