Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Mar. 24, 2015 | Jun. 30, 2014 |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Forbes Energy Services Ltd. | ||
Entity Central Index Key | 1434842 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | -19 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Common Stock, Shares Outstanding | 21,895,844 | ||
Entity Public Float | $66 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets | ||
Cash and cash equivalents | $34,918 | $26,409 |
Accounts receivable - trade | 83,644 | 82,209 |
Accounts receivable - related parties | 342 | 185 |
Accounts receivable - other | 455 | 592 |
Prepaid expenses | 9,357 | 12,378 |
Other current assets | 1,180 | 1,626 |
Total current assets | 129,896 | 123,399 |
Property and equipment, net | 322,663 | 341,869 |
Intangible assets, net | 22,292 | 25,154 |
Deferred financing costs, net of accumulated amortization of $5.5 million and $3.7 million for 2014 and 2013, respectively | 5,053 | 6,860 |
Restricted cash | 1,381 | 1,380 |
Other assets | 2,328 | 1,896 |
Total assets | 483,613 | 500,558 |
Current liabilities | ||
Current portions of long-term debt | 11,204 | 9,374 |
Accounts payable - trade | 19,119 | 27,016 |
Accounts payable - related parties | 186 | 559 |
Accrued dividends | 61 | 61 |
Accrued interest payable | 1,364 | 1,367 |
Accrued expenses | 18,848 | 14,727 |
Total current liabilities | 50,782 | 53,104 |
Long-term debt | 286,687 | 290,266 |
Deferred tax liability | 17,653 | 21,610 |
Total liabilities | 355,122 | 364,980 |
Commitments and contingencies (Note 10) | 0 | 0 |
Temporary equity | ||
Series B senior convertible preferred stock | 14,602 | 14,560 |
Shareholders’ equity | ||
Common stock, $.04 par value, 112,500 shares authorized, 21,845 and 21,474 shares issued and outstanding at December 31, 2014 and 2013, respectively | 874 | 859 |
Additional paid-in capital | 194,704 | 193,527 |
Accumulated deficit | -81,689 | -73,368 |
Total shareholders’ equity | 113,889 | 121,018 |
Total liabilities and shareholders’ equity | $483,613 | $500,558 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Accumulated amortization of deferred financing costs | $5.50 | $3.70 |
Common stock, par value (in usd per share) | $0.04 | $0.04 |
Common stock, shares authorized (in shares) | 112,500,000 | 112,500,000 |
Common stock, shares issued (in shares) | 21,845,000 | 21,474,000 |
Common stock, shares outstanding (in shares) | 21,845,000 | 21,474,000 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues | |||
Well servicing | $285,338 | $231,930 | $202,670 |
Fluid logistics | 163,940 | 188,003 | 269,927 |
Total revenues | 449,278 | 419,933 | 472,597 |
Expenses | |||
Well servicing | 213,278 | 182,180 | 158,302 |
Fluid logistics | 127,775 | 141,957 | 196,383 |
General and administrative | 36,428 | 30,186 | 33,382 |
Depreciation and amortization | 54,959 | 54,838 | 50,997 |
Total expenses | 432,440 | 409,161 | 439,064 |
Operating income | 16,838 | 10,772 | 33,533 |
Other income (expense) | |||
Interest income | 9 | 27 | 78 |
Interest expense | -28,228 | -28,211 | -28,033 |
Income (loss) from continuing operations before taxes | -11,381 | -17,412 | 5,578 |
Income tax expense (benefit) | -3,060 | -4,615 | 3,359 |
Income (loss) from continuing operations | -8,321 | -12,797 | 2,219 |
Loss from discontinued operations, net of tax benefit of $0, $200, and $400, respectively | -293 | -633 | |
Net income (loss) | -8,321 | -13,090 | 1,586 |
Preferred stock dividends | -776 | -776 | -776 |
Net income (loss) attributable to common shareholders | ($9,097) | ($13,866) | $810 |
Income (loss) per share of common stock from continuing operations | |||
Basic and diluted (in usd per share) | ($0.42) | ($0.64) | $0.07 |
Loss per share of common stock from discontinued operations | |||
Basic and diluted (in usd per share) | $0 | ($0.01) | ($0.03) |
Income (loss) per share of common stock | |||
Basic and diluted (in usd per share) | ($0.42) | ($0.65) | $0.04 |
Weighted average number of shares of common stock outstanding | |||
Basic (in shares) | 21,749 | 21,388 | 21,062 |
Diluted (in shares) | 21,749 | 21,388 | 21,340 |
Consolidated_Statements_of_Ope1
Consolidated Statements of Operations (Parenthetical) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | |||
Tax benefit on income from discontinued operations, net of tax expense | $0 | ($0.20) | ($0.40) |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (Loss) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | ($8,321) | ($13,090) | $1,586 |
Other comprehensive income | |||
Foreign currency translation adjustment | 0 | 0 | 1,078 |
Comprehensive income (loss) | ($8,321) | ($13,090) | $2,664 |
Consolidated_Statements_of_Cha
Consolidated Statements of Changes in Shareholders' Equity (USD $) | Total | Preferred Shares | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (loss) | Accumulated Deficit |
In Thousands, except Share data, unless otherwise specified | ||||||
Beginning balance at Dec. 31, 2011 | $125,780 | $14,476 | $837 | $187,885 | ($1,078) | ($61,864) |
Beginning balance (in shares) at Dec. 31, 2011 | 588,000 | 20,918,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Share-based compensation | 3,619 | 3,619 | ||||
Net income (loss) | 1,586 | 1,586 | ||||
Foreign currency translation adjustment | 1,078 | 1,078 | ||||
Exercise of stock options | 65 | 1 | 64 | |||
Exercise of stock options (in shares) | 25,000 | |||||
Issuance of restricted stock | 816 | 6 | 810 | |||
Issuance of restricted stock (in shares) | 150,000 | |||||
Preferred stock dividends and accretion | -776 | 42 | -776 | |||
Preferred shares dividends, accretion, and offering costs (in shares) | 0 | |||||
Ending balance at Dec. 31, 2012 | 132,168 | 14,518 | 844 | 191,602 | 0 | -60,278 |
Ending balance (in shares) at Dec. 31, 2012 | 588,000 | 21,093,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Share-based compensation | 2,179 | 2,179 | ||||
Net income (loss) | -13,090 | -13,090 | ||||
Foreign currency translation adjustment | 0 | |||||
Exercise of stock options | 7 | 0 | 7 | |||
Exercise of stock options (in shares) | 2,500 | 3,000 | ||||
Issuance of restricted stock | 530 | 15 | 515 | |||
Issuance of restricted stock (in shares) | 378,000 | |||||
Preferred stock dividends and accretion | -776 | 42 | -776 | |||
Ending balance at Dec. 31, 2013 | 121,018 | 14,560 | 859 | 193,527 | 0 | -73,368 |
Ending balance (in shares) at Dec. 31, 2013 | 588,000 | 21,474,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Share-based compensation | 1,324 | 1,324 | ||||
Net income (loss) | -8,321 | -8,321 | ||||
Foreign currency translation adjustment | 0 | |||||
Exercise of stock options (in shares) | 0 | |||||
Issuance of restricted stock | 644 | 15 | 629 | |||
Issuance of restricted stock (in shares) | 371,000 | |||||
Preferred stock dividends and accretion | -776 | 42 | -776 | |||
Ending balance at Dec. 31, 2014 | $113,889 | $14,602 | $874 | $194,704 | $0 | ($81,689) |
Ending balance (in shares) at Dec. 31, 2014 | 588,000 | 21,845,000 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net income (loss) | ($8,321) | ($13,090) | $1,586 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation expense | 52,098 | 51,977 | 48,136 |
Amortization expense | 2,861 | 2,861 | 2,861 |
Share-based compensation | 3,264 | 2,852 | 4,430 |
Deferred tax benefit | -3,957 | -4,977 | -867 |
Loss on disposal of assets, net | -684 | 443 | 1,000 |
Gain on disposal of discontinued operations, net | 0 | 0 | -2,964 |
Bad debt expense | 967 | 1,353 | 807 |
Amortization of deferred financing cost | 1,807 | 1,518 | 1,471 |
Changes in operating assets and liabilities: | |||
Accounts receivable | -2,296 | 8,857 | 41,655 |
Accounts receivable - related parties | -157 | -125 | 1,552 |
Prepaid expenses and other current assets | 4,225 | -3,229 | -3,180 |
Accounts payable - trade | -5,514 | 6,363 | -19,535 |
Accounts payable - related parties | -373 | 405 | -1,148 |
Accrued expenses | 3,327 | 1,202 | -7,504 |
Accrued interest payable | -3 | 13 | 134 |
Net cash provided by operating activities | 47,244 | 56,423 | 68,434 |
Cash flows from investing activities: | |||
Purchases of property and equipment | -37,877 | -42,626 | -111,769 |
Proceeds from sale of property and equipment | 5,431 | 1,449 | 14,461 |
Restricted cash | -1 | 59 | 14,711 |
Net cash used in investing activities | -32,447 | -41,118 | -82,597 |
Cash flows from financing activities: | |||
Payments for debt issuance costs | 0 | -338 | -107 |
Proceeds from the exercise of stock options | 0 | 7 | 65 |
Proceeds from the issuance of restricted stock | 0 | 0 | 5 |
Repayments of other debt | -5,083 | -5,306 | -4,478 |
Dividends paid on Series B Senior Convertible Preferred Stock | -735 | -735 | -735 |
Payments of tax withholding obligations related to restricted stock | -470 | -143 | 0 |
Net cash used in financing activities | -6,288 | -6,515 | -5,250 |
Effect of currency translation on cash and cash equivalents | 0 | 0 | 432 |
Net increase (decrease) in cash and cash equivalents | 8,509 | 8,790 | -18,981 |
Cash and cash equivalents: | |||
Beginning of year | 26,409 | 17,619 | 36,600 |
End of year | $34,918 | $26,409 | $17,619 |
Organization_and_Nature_of_Ope
Organization and Nature of Operations | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Operations | Organization and Nature of Operations |
Nature of Business | |
Forbes Energy Services Ltd. (“FES Ltd”) is an independent oilfield services contractor that provides a wide range of well site services to oil and natural gas drilling and producing companies to help develop and enhance the production of oil and natural gas. These services include fluid hauling, fluid disposal, well maintenance, completion services, workovers and recompletions, plugging and abandonment, and tubing testing. Our operations are concentrated in the major onshore oil and natural gas producing regions of Texas, with additional locations in Mississippi, Pennsylvania and, prior to the disposition in January 2012, in Mexico. We believe that our broad range of services, which extends from initial drilling, through production, to eventual abandonment, is fundamental to establishing and maintaining the flow of oil and natural gas throughout the life cycle of our customers’ wells. | |
As used in these consolidated financial statements, the “Company,” the “Forbes Group,” “we,” and “our” mean FES Ltd and its direct and indirect subsidiaries, except as otherwise indicated. |
Risk_and_Uncertainties
Risk and Uncertainties | 12 Months Ended |
Dec. 31, 2014 | |
Risks and Uncertainties [Abstract] | |
Risk and Uncertainties | Risk and Uncertainties |
Our revenue, profitability, cash flows and future rate of growth are substantially dependent on our ability to (1) maintain adequate equipment utilization, (2) maintain adequate pricing for the services we provide, and (3) maintain a trained work force. Failure to do so could adversely affect our financial position, results of operations, and cash flows. | |
Because our revenues are generated primarily from customers who are subject to the same factors generally impacting the oil and natural gas industry, our operations are also susceptible to market volatility resulting from economic, cyclical, weather related, or other factors related to such industry. Changes in the level of operating and capital spending in the industry, decreases in oil and natural gas prices, or industry perception about future oil and natural gas prices could materially decrease the demand for our services, adversely affecting our financial position, results of operations and cash flows. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies | ||||||||||||||||
Reclassification | |||||||||||||||||
Certain prior year amounts have been reclassified to conform to the current year presentation. | |||||||||||||||||
Principles of Consolidation | |||||||||||||||||
The Company’s consolidated financial statements as of December 31, 2014 and 2013 and for each of the three years ended December 31, 2014, 2013, and 2012 include the accounts of FES Ltd and all of its wholly owned, direct and indirect subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. | |||||||||||||||||
Use of Estimates | |||||||||||||||||
The preparation of consolidated financial statements in conformity with Accounting Principles Generally Accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated balance sheets and the reported amounts of revenues and expenses during the reporting period. Actual results could materially differ from those estimates. Management believes that these estimates and assumptions provide a reasonable basis for the fair presentation of the consolidated financial statements. | |||||||||||||||||
Revenue Recognition | |||||||||||||||||
Well Servicing –Well servicing consists primarily of maintenance services, workover services, completion services, plugging and abandonment services, and tubing testing. The Forbes Group prices well servicing by the hour of service performed, or on occasion, bid/turnkey pricing. | |||||||||||||||||
Fluid Logistics – Fluid logistics consists primarily of the sale, transportation, storage, and disposal of fluids used in drilling, production, and maintenance of oil and natural gas wells. The Company prices fluid logistics services by the job, by the hour, or by the quantities sold, disposed, or hauled. | |||||||||||||||||
The Company recognizes revenue when services are performed, collection of the relevant receivables is probable, persuasive evidence of an arrangement exists, and the price is fixed or determinable. Revenues are presented net of any sales taxes collected by the Forbes Group from its customers that are remitted to governmental authorities. | |||||||||||||||||
Income Taxes | |||||||||||||||||
The Company recognizes deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using statutory tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rate is recognized in the period that includes the statutory enactment date. A valuation allowance for deferred tax assets is recognized when it is more likely than not that the benefit of deferred tax assets will not be realized. Additionally, the Company records uncertain tax positions at their net recognizable amount, based on the amount that management deems is more likely than not to be sustained upon ultimate settlement with tax authorities. | |||||||||||||||||
The Company’s policy for recording interest and penalties associated with uncertain tax positions is to record such items as a component of tax expense. The Company has not recognized any material uncertain tax positions for the years ended December 31, 2014, 2013 and 2012. | |||||||||||||||||
Cash and Cash Equivalents | |||||||||||||||||
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. | |||||||||||||||||
Restricted Cash | |||||||||||||||||
Restricted cash is serving as collateral for certain outstanding letters of credit. Restricted cash of $1.4 million at December 31, 2014 and 2013, is classified as a long-term asset as it collateralizes certain long-term insurance letters of credit. | |||||||||||||||||
Earnings per Share | |||||||||||||||||
The Company presents basic and diluted earnings per share “EPS” data for its common stock. Basic EPS is calculated by dividing the net income attributable to common shareholders of the Company by the weighted average number of shares of common stock outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to common shareholders and the weighted average number of shares of common stock outstanding adjusted for the effects of all dilutive potential common shares comprised of options granted, restricted stock, and restricted stock units. Preferred stock is a participating security under ASC 260 which means the security may participate in undistributed earnings with common stock. In accordance with ASC 260, securities are deemed to not be participating in losses if there is no obligation to fund such losses. The holders of the Series B Preferred Stock would be entitled to share in dividends, on an as-converted basis, if the holders of common stock were to receive dividends in excess of 5% of the then current common stock market price on a cumulative basis over the past twelve months, provided that the holders of the Series B Preferred Stock would only share in that portion of the dividend that exceeds 5%. The Series B Preferred Stock was not deemed to be participating since there were net losses from operations for the years ended December 31, 2014 and December 31, 2013. The Series B Preferred Stock was not deemed to be participating since income from operations was not in excess of the amounts above for the year ended December 31, 2012 . | |||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||
Fair value is the price that would be received to sell an asset or the amount paid to transfer a liability in an orderly transaction between market participants (an exit price) at the measurement date. Fair value is a market based measurement considered from the perspective of a market participant. The Company uses market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation. These inputs can be readily observable, market corroborated, or unobservable. If observable prices or inputs are not available, unobservable prices or inputs are used to estimate the current fair value, often using an internal valuation model. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the item being valued. The Company primarily applies a market approach for recurring fair value measurements using the best available information while utilizing valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. | |||||||||||||||||
There is a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). The Company classifies fair value balances based on the observability of those inputs. The three levels of the fair value hierarchy are as follows: | |||||||||||||||||
• | Level 1 - Quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. | ||||||||||||||||
• | Level 2 - Inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable. These inputs are either directly observable in the marketplace or indirectly observable through corroboration with market data for substantially the full contractual term of the asset or liability being measured. | ||||||||||||||||
• | Level 3 - Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. | ||||||||||||||||
In valuing certain assets and liabilities, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. For disclosure purposes, assets and liabilities are classified in their entirety in the fair value hierarchy level based on the lowest level of input that is significant to the overall fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the placement within the fair value hierarchy levels. | |||||||||||||||||
A description of the valuation methodologies used for assets measured at fair value on a recurring basis, as well as the general classification of such assets pursuant to the fair value hierarchy, is set forth below. | |||||||||||||||||
The carrying amounts of cash and cash equivalents, accounts receivable-trade, accounts receivable-related | |||||||||||||||||
parties, accounts receivable – other, other current assets, accounts payable – trade, prepaid expenses, accounts payable-related parties, accrued expenses, and insurance notes approximate fair value because of the short maturity of these instruments. The fair values of third party notes and equipment notes are level two inputs in the fair value hierarchy, and approximate their carrying values, based on current market rates at which the company could borrow funds with similar maturities. | |||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||
Carrying Amount | Fair Value | Carrying Amount | Fair Value | ||||||||||||||
(dollars in thousands) | |||||||||||||||||
9.0% Senior Notes | $ | 280,000 | $ | 165,200 | $ | 280,000 | $ | 275,800 | |||||||||
The fair value of our 9% Senior notes is based on dealer quoted market prices at December 31, 2014 and 2013. | |||||||||||||||||
and is considered Level 1 within the fair value hierarchy. | |||||||||||||||||
Accounts Receivable and Allowance for Doubtful Accounts | |||||||||||||||||
Accounts receivable are based on earned revenues. The Forbes Group provides an allowance for doubtful accounts, which is based on a review of outstanding receivables, historical collection information, and existing economic conditions. Provisions for doubtful accounts are recorded when it becomes evident that the customer will not be likely to make the required payments at either contractual due dates or in the future. The accounts are written off against the provision when it becomes evident that the account is not collectable. The allowance for doubtful accounts totaled $4.0 million and $4.0 million as of December 31, 2014 and 2013, respectively. | |||||||||||||||||
The following reflects changes in our allowance for doubtful accounts: | |||||||||||||||||
Balance as of January 1, 2012 | 6,433 | ||||||||||||||||
Provision | 807 | ||||||||||||||||
Bad debt write-off | (4,581 | ) | |||||||||||||||
Balance as of December 31, 2012 | 2,659 | ||||||||||||||||
Provision | 1,353 | ||||||||||||||||
Bad debt write-off | (60 | ) | |||||||||||||||
Balance as of December 31, 2013 | 3,952 | ||||||||||||||||
Provision | 967 | ||||||||||||||||
Bad debt write-off | (880 | ) | |||||||||||||||
Balance as of December 31, 2014 | $ | 4,039 | |||||||||||||||
Property and Equipment | |||||||||||||||||
Property and equipment are recorded at cost. Improvements or betterments that extend the useful life of the assets are capitalized. Expenditures for maintenance and repairs are charged to expense when incurred. The costs of assets retired or otherwise disposed of and the related accumulated depreciation are eliminated from the accounts in the period of disposal. Gains or losses resulting from property disposals are credited or charged to operations currently. Depreciation is recorded using the straight-line method over the estimated useful lives of the assets. Depreciation expense was $52.1 million, $52.0 million, and $48.1 million for the years ended December 31, 2014, 2013, and 2012, respectively. | |||||||||||||||||
Intangible Assets | |||||||||||||||||
Intangible assets are assets (not including financial assets) that lack physical substance. Intangible assets are subject to amortization for the period of time which the assets are expected to contribute directly or indirectly to future cash flows. | |||||||||||||||||
Impairments | |||||||||||||||||
Long-lived assets, such as property, and equipment, and finite-lived intangibles subject to amortization, are reviewed whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of such assets to estimated undiscounted future cash flows expected to be generated by the assets. Expected future cash flows and carrying values are aggregated at their lowest identifiable level. If the carrying amount of such assets exceeds their estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of such assets exceeds the fair value of the assets. The Company evaluated its asset group in accordance with ASC 360 which resulted in no impairment for the years ended December 31, 2014, 2013, and 2012. | |||||||||||||||||
Environmental | |||||||||||||||||
The Company is subject to extensive federal, state, and local environmental laws and regulations. These laws, which are constantly changing, regulate the discharge of materials into the environment and may require the Forbes Group to remove or mitigate the adverse environmental effects of the disposal or release of petroleum or chemical substances at various sites. Environmental expenditures are expensed or capitalized depending on their future economic benefit. Expenditures that relate to an existing condition caused by past operations and that have no future economic benefits are expensed. Liabilities for expenditures of a non-capital nature are recorded when environmental assessment and/or remediation is probable and the costs can be reasonably estimated. | |||||||||||||||||
Deferred Financing Costs | |||||||||||||||||
The Company amortizes the deferred financing costs for the costs incurred with our 9% Senior Notes and for the loan agreement governing our revolving credit facility. These costs are amortized over the period of the agreements governing the 9% Senior Notes and the revolving credit facility on an effective interest basis, as a component of interest expense. For the years ended December 31, 2014, 2013, and 2012 amortization of deferred financing costs was $1.8 million, $1.5 million, and $1.5 million, respectively. | |||||||||||||||||
Share-Based Compensation | |||||||||||||||||
The Company measures share-based compensation cost as of the grant date based on the estimated fair value of the award less an estimated rate for pre-vesting forfeitures, and recognizes compensation expense on a straight-line basis over the vesting period. The Company classifies stock awards as either an equity award or a liability award. Equity classified awards are valued as of the grant date using market price. Liability classified awards are re-measured at fair value at the end of each reporting date until settled. | |||||||||||||||||
Foreign Currency Translation | |||||||||||||||||
The functional currency of our Mexican subsidiaries was the Mexican peso. Accordingly, all balance sheet accounts of this operation were translated into United States dollars using the current exchange rate in effect at the balance sheet date. The expenses of our Mexican subsidiaries were translated using the average exchange rates in effect during the period, and the gains and losses from foreign currency translation were recorded in accumulated other comprehensive income (loss). Our Mexican subsidiaries were substantially liquidated during 2012 and, consequently, the accumulated other comprehensive income (loss) totaling $0.8 million was recognized in the consolidated statement of operations for 2012 in discontinued operations. | |||||||||||||||||
Recent Accounting Pronouncements | |||||||||||||||||
In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU 2014-09 provides a framework that replaces the existing revenue recognition guidance. It is effective for annual periods beginning after December 15, 2016, including interim periods within that reporting period. The Company is in the process of determining if this pronouncement will have a material impact on its consolidated financial statements. | |||||||||||||||||
In June 2014, the FASB issued ASU No. 2014-12, “Compensation-Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period.” ASU 2014-12 requires a reporting entity to treat a performance target that affects vesting and that could be achieved after the requisite service period as a performance condition. It is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2015. ASU 2014-12 may be adopted either prospectively for share-based payment awards granted or modified on or after the effective date, or retrospectively, using a modified retrospective approach. The modified retrospective approach would apply to share-based payment awards outstanding as of the beginning of the earliest annual period presented in the financial statements on adoption, and to all new or modified awards thereafter. The Company is in the process of determining if this pronouncement will have a material impact on its consolidated financial statements. | |||||||||||||||||
In August 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2014-15, “Presentation of Financial Statements - Going Concern,” (ASU 2014-15). ASU 2014-15 provides guidance with regard to management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. This ASU clarified that management should perform its evaluation whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. The accounting standard is effective for annual periods ending after December 15, 2016 and interim periods thereafter. Early adoption is permitted. The adoption of this standard is not expected to have a material effect on our financial statements. |
Intangible_Assets
Intangible Assets | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||||||||||||||||||||||||
Intangible Assets | Intangible Assets | |||||||||||||||||||||||||
Our major classes of intangible assets subject to amortization under ASC 350 consist of our customer relationships, trade name, safety training program, and dispatch software. The Company expenses costs associated with extensions or renewals of intangibles assets. There were no such extensions or renewals in the years ended December 31, 2014, 2013 or 2012. Amortization expense is calculated using the straight-line method over the period indicated. Amortization expense for each of the years ended December 31, 2014, 2013, and 2012 was $2.9 million. Estimated amortization expense for the years 2015-2018 is $2.9 million per year and in 2019 the estimated amortization expense is $2.7 million. The weighted average amortization period remaining for intangible assets is 7.79 years. | ||||||||||||||||||||||||||
The following sets forth the identified intangible assets by major asset class: | ||||||||||||||||||||||||||
31-Dec-14 | 31-Dec-13 | |||||||||||||||||||||||||
Useful | Gross | Accumulated | Net Book | Gross | Accumulated | Net Book | ||||||||||||||||||||
Life | Carrying | Amortization | Value | Carrying | Amortization | Value | ||||||||||||||||||||
(years) | Value | Value | ||||||||||||||||||||||||
Customer relationships | 15 | $ | 31,896 | $ | 14,885 | $ | 17,011 | $ | 31,896 | $ | 12,758 | $ | 19,138 | |||||||||||||
Trade names | 15 | 8,050 | 3,756 | 4,294 | 8,050 | 3,220 | 4,830 | |||||||||||||||||||
Safety training program | 15 | 1,182 | 552 | 630 | 1,182 | 473 | 709 | |||||||||||||||||||
Dispatch software | 10 | 1,135 | 795 | 340 | 1,135 | 681 | 454 | |||||||||||||||||||
Other | 10 | 58 | 41 | 17 | 58 | 35 | 23 | |||||||||||||||||||
$ | 42,321 | $ | 20,029 | $ | 22,292 | $ | 42,321 | $ | 17,167 | $ | 25,154 | |||||||||||||||
ShareBased_Compensation
Share-Based Compensation | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Share-Based Compensation | Share-Based Compensation | ||||||||||||
Incentive Compensation Plans | |||||||||||||
From time to time, the Company grants stock options, restricted stock units, or other awards to its employees, including executive officers, and directors. Prior to July 9, 2012, these awards were granted pursuant to the Company's 2008 Incentive Compensation Plan, or the 2008 Plan. On July 9, 2012, at the Company's 2012 Annual Meeting of Shareholders, the Company's shareholders approved the Company's 2012 Incentive Compensation Plan, or the 2012 Plan. No further awards will be made under the 2008 Plan, however, outstanding awards granted under the 2008 Plan will remain subject to the terms and conditions of the 2008 Plan. Any shares of common stock that are available to be granted under the 2008 Plan, but which are not subject to outstanding awards under the 2008 Plan, including shares that become available due to the future lapse or forfeiture of outstanding awards, will be added to the 1,022,500 shares of common stock authorized for issuance under the 2012 Plan. After taking into account the restricted stock and restricted stock units granted during 2014 (as discussed in the Restricted Stock and Restricted Stock Units paragraph below), there were 1,301,350 shares available for future grants under the 2012 Incentive Compensation Plan. There have been no stock option awards issued under the 2012 Plan. | |||||||||||||
Stock Options | |||||||||||||
Stock options issued in 2008 originally vested over a three-year period. On August 11, 2011, the Company exchanged 667,500 of these 2008 options in a 0.72 to 1 exchange for 480,600 options (the “Exchange Options”). These Exchange Options vested one-third every four months from the exchange date and the Company recognized $0.1 million of compensation expense for this exchange over such 12 month period. For the 2011 stock option issuances other than the Exchange Options, the standard option vested over a three year period, with one-third vesting on the annual anniversary of the award date and one third vesting every year thereafter. These options are fully vested. For most grantees, options expire at the earlier of either one year after the termination of grantee’s employment by reason of death, disability or retirement, ninety days after termination of the grantee’s employment other than upon grantee’s death, disability or retirement, or ten years after the date of grant. | |||||||||||||
The following table presents a summary of the Company’s stock option activity for the years ended December 31, 2014 and 2013: | |||||||||||||
Shares | Weighted- | Weighted- | Aggregate | ||||||||||
Average | Average | Intrinsic | |||||||||||
Exercise | Remaining | Value | |||||||||||
Price | Contractual | ||||||||||||
Term | |||||||||||||
Options outstanding at December 31, 2012 | 1,997,925 | 7.51 | 7.73 years | $ | — | ||||||||
Stock options: | |||||||||||||
Granted | — | — | |||||||||||
Exercised | (2,500 | ) | 2.6 | ||||||||||
Forfeited | (595,000 | ) | 8.76 | ||||||||||
Options outstanding at December 31, 2013 | 1,400,425 | 6.99 | 6.47 years | 316,994 | |||||||||
Stock options: | |||||||||||||
Granted | — | — | |||||||||||
Exercised | — | — | |||||||||||
Forfeited | (251,800 | ) | 2.65 | ||||||||||
Options outstanding at December 31, 2014 | 1,148,625 | $ | 7.94 | 5.44 years | $ | — | |||||||
Vested and expected to vest at December 31, 2014 | 1,148,625 | $ | 7.94 | 5.44 years | $ | — | |||||||
Exercisable at December 31, 2014 | 1,148,625 | $ | 7.94 | 5.44 years | $ | — | |||||||
During the years ended December 31, 2014, 2013 and 2012, the Company recorded total stock-based compensation expense related to stock options of $1.2 million, $0.7 million, and $3.0 million, respectively. No stock-based compensation costs were capitalized in 2014, 2013 or 2012. As of December 31, 2014, there is no unrecognized cost for stock options. | |||||||||||||
There were no stock options granted during the year ended December 31, 2014 and 2013. | |||||||||||||
A summary of the status of the Company's nonvested options as of December 31, 2013, and the changes during the year ended December 31, 2014, is presented below. | |||||||||||||
Shares | Weighted- | ||||||||||||
Average | |||||||||||||
Grant-Date Fair Value | |||||||||||||
Nonvested at December 31, 2013 | 186,150 | 9.16 | |||||||||||
Granted | — | ||||||||||||
Vested | (186,150 | ) | |||||||||||
Forfeited | — | ||||||||||||
Nonvested at December 31, 2014 | — | — | |||||||||||
Restricted Stock | |||||||||||||
There was no restricted stock granted during 2014. The table below presents restricted stock activity for the year ended December 31, 2013. | |||||||||||||
Number of Units | Grant Date Average Fair Value Per Unit | ||||||||||||
Outstanding at December 31, 2012 | 41,666 | $ | 6.15 | ||||||||||
Granted | — | — | |||||||||||
Vested | (41,666 | ) | 6.15 | ||||||||||
Forfeited | — | — | |||||||||||
Nonvested at December 31, 2013 | — | $ | — | ||||||||||
There was zero, less than $0.1 million, and $1.0 million in stock based compensation expense recognized for these restricted stock grants for the years ended December 31, 2014, 2013, and 2012, respectively. | |||||||||||||
Restricted Stock Units | |||||||||||||
Restricted Stock Units granted to employees, executives, and directors range from immediately vesting to vesting over a period from one to five years. Unvested restricted stock units are forfeited upon termination of grantee's employment. | |||||||||||||
The following table presents a summary of restricted stock unit activity for the years ended December 31, 2014 and 2013: | |||||||||||||
Number of Units | Grant Date Average Fair Value Per Unit | ||||||||||||
Outstanding at December 31, 2012 | 124,753 | $ | 3.45 | ||||||||||
Granted | 930,284 | 3.44 | |||||||||||
Vested | (374,848 | ) | 3.38 | ||||||||||
Forfeited | (5,400 | ) | 2.65 | ||||||||||
Nonvested at December 31, 2013 | 674,789 | $ | 3.49 | ||||||||||
Granted | 461,527 | 3.85 | |||||||||||
Vested | (498,821 | ) | 3.84 | ||||||||||
Forfeited | — | — | |||||||||||
Nonvested at December 31, 2014 | 637,495 | $ | 3.47 | ||||||||||
In the years ended December 31, 2014 and 2013, participants utilized a net withholding exercise method, in which restricted stock units were surrendered to cover payroll withholding tax. The total pretax cash outflow, as included in withholding tax payments in our condensed consolidated statements of cash flows, for these net withholding exercises was $0.5 million and $0.1 million, respectively. | |||||||||||||
Stock compensation expense of $1.3 million, $1.6 million, and $0.1 million was recognized for the restricted stock units granted for the years ended 2014, 2013, and 2012, respectively. The remaining compensation expense to be recognized over a weighted-average period of 2.1 year is $1.1 million. | |||||||||||||
The following table summarizes the Company's equity and liability stock based compensation expense (in thousands): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Restricted stock expense | $ | — | $ | 41 | $ | 976 | |||||||
Restricted stock unit expense | 1,253 | 1,584 | 146 | ||||||||||
Stock option expense | 1,185 | 709 | 2,982 | ||||||||||
Performance based liability award expense | 826 | 518 | 326 | ||||||||||
Total stock-based compensation expense | $ | 3,264 | $ | 2,852 | $ | 4,430 | |||||||
Property_and_Equipment
Property and Equipment | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||
Property and Equipment | Property and Equipment | |||||||||
Property and equipment at December 31, 2014 and 2013 consisted of the following: | ||||||||||
Estimated Life in Years | December 31, | |||||||||
2014 | 2013 | |||||||||
(in thousands) | ||||||||||
Well servicing equipment | 3-15 years | $ | 417,561 | $ | 411,237 | |||||
Autos and trucks | 5-10 years | 124,338 | 103,443 | |||||||
Disposal wells | 5-15 years | 38,167 | 43,754 | |||||||
Building and improvements | 5-30 years | 14,423 | 13,544 | |||||||
Furniture and fixtures | 3-15 years | 6,157 | 5,395 | |||||||
Land | 1,452 | 1,876 | ||||||||
602,098 | 579,249 | |||||||||
Accumulated depreciation | (279,435 | ) | (237,380 | ) | ||||||
$ | 322,663 | $ | 341,869 | |||||||
The Company is obligated under various capital leases for certain vehicles and equipment that expire at various dates during the next five years. The gross amount of property and equipment and related accumulated depreciation recorded under capital leases and included above consists of the following: | ||||||||||
December 31, | ||||||||||
2014 | 2013 | |||||||||
(in thousands) | ||||||||||
Well servicing equipment | $ | 16,411 | $ | 16,396 | ||||||
Autos and trucks | 15,809 | 11,029 | ||||||||
32,220 | 27,425 | |||||||||
Accumulated depreciation | (10,786 | ) | (6,163 | ) | ||||||
$ | 21,434 | $ | 21,262 | |||||||
Depreciation of assets held under capital leases of approximately $4.6 million , $3.1 million, and $2.6 million for the years ended December 31, 2014, 2013, and 2012, respectively, is included in depreciation and amortization expense in the consolidated statements of operations. |
Accounts_Payable_and_Accrued_E
Accounts Payable and Accrued Expenses | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Payables and Accruals [Abstract] | ||||||||
Accounts Payable and Accrued Expenses | Accounts Payable and Accrued Expenses | |||||||
Accrued expenses and accounts payable – trade at December 31, 2014 and 2013, consisted of the following: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Accrued wages | $ | 8,387 | $ | 6,968 | ||||
Accrued insurance | 7,883 | 4,601 | ||||||
Other accrued expenses | 2,578 | 3,158 | ||||||
Total accrued expenses | $ | 18,848 | $ | 14,727 | ||||
Accounts payable - vendor financings | $ | 1,687 | $ | 4,082 | ||||
Accounts payable - other | 17,432 | 22,934 | ||||||
Total accounts payable - trade | $ | 19,119 | $ | 27,016 | ||||
LongTerm_Debt
Long-Term Debt | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Long-Term Debt | Long-Term Debt | |||||||
Debt at December 31, 2014 and 2013, consisted of the following : | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
9% Senior Notes | $ | 280,000 | $ | 280,000 | ||||
Third party equipment notes and capital leases | 12,170 | 15,109 | ||||||
Insurance notes | 5,721 | 4,531 | ||||||
297,891 | 299,640 | |||||||
Less: Current portion | (11,204 | ) | (9,374 | ) | ||||
$ | 286,687 | $ | 290,266 | |||||
Aggregate maturities of long-term debt as of December 31, 2014 are as follows (in thousands): | ||||||||
2015 | $ | 11,204 | ||||||
2016 | 3,903 | |||||||
2017 | 2,653 | |||||||
2018 | 131 | |||||||
2019 | 280,000 | |||||||
Total | $ | 297,891 | ||||||
9% Senior Notes | ||||||||
On June 7, 2011, FES Ltd issued $280.0 million in principal amount of 9% Senior Notes due 2019 (the “9% Senior Notes”). The 9% Senior Notes mature on June 15, 2019, and require semi-annual interest payments, in arrears, at an annual rate of 9% on June 15 and December 15 of each year until maturity. No principal payments are due until maturity. | ||||||||
The 9% Senior Notes are guaranteed by the current domestic subsidiaries (the “Guarantor Subs”) of FES Ltd, which include Forbes Energy Services LLC (“FES LLC”), C.C. Forbes, LLC (“CCF”), TX Energy Services, LLC (“TES”), Superior Tubing Testers, LLC (“STT”) and Forbes Energy International, LLC (“FEI LLC”). All of the Guarantor Subs are 100% owned and each guarantees the securities on a full and unconditional and joint and several basis, subject to customary release provisions which include: (i.) the transfer, sale or other disposition (by merger or otherwise) of all or substantially all of its assets of Guarantor, or of all of the capital stock; (ii) the proper designation of a Guarantor as an "Unrestricted Subsidiary;" (iii) the legal defeasance or satisfaction and discharge of the Indenture; and (iv) as may be provided in any intercreditor agreement entered into in connection with any current and future credit facilities, in each such case specified in clauses (i) through (iii) above in accordance with the requirements therefore set forth in the indenture governing the 9% senior notes. Prior to January 12, 2012, FES Ltd had two 100% owned indirect Mexican subsidiaries ("the Non-Guarantor Subs") that had not guaranteed the 9% Senior Notes. In January 2012, one of those two Mexican subsidiaries was sold along with the business and substantially all of our long-lived assets located in Mexico. Prior to January 12, 2012, FES Ltd had a branch office in Mexico and conducted operations independent of the Non-Guarantor Subs. The parent company has no independent assets or operations. There are no significant restrictions on the parent company's ability or the ability of any guarantor to obtain funds from its subsidiaries by such means as a dividend or loan. On or after June 15, 2015, the Forbes Group may, at its option, redeem all or part of the 9% Senior Notes from time to time at specified redemption prices and subject to certain conditions required by the indenture governing the 9% Senior Notes (the “9% Senior Indenture”). The Forbes Group is required to make an offer to purchase the notes and to repurchase any notes for which the offer is accepted at 101% of their principal amount, plus accrued and unpaid interest, if there is a change of control. The Forbes Group is required to make an offer to repurchase the notes and to repurchase any notes for which the offer is accepted at 100% of their principal amount, plus accrued and unpaid interest, following certain asset sales. | ||||||||
The Forbes Group is permitted under the terms of the 9% Senior Indenture to incur additional indebtedness in the future, provided that certain financial conditions set forth in the 9% Senior Indenture are satisfied. The Forbes Group is subject to certain covenants contained in the 9% Senior Indenture, including provisions that limit or restrict the Forbes Group’s and certain future subsidiaries’ abilities to incur additional debt, to create, incur or permit to exist certain liens on assets, to make certain dispositions of assets, to make payments on certain subordinated indebtedness, to pay dividends or certain other payments to equity holders, to engage in mergers, consolidations or other fundamental changes, to change the nature of its business or to engage in transactions with affiliates. Due to cross-default provisions in the indenture governing our 9% Senior Notes and the loan agreement governing our revolving credit facility, with certain exceptions, a default and acceleration of outstanding debt under one debt agreement would result in the default and possible acceleration of outstanding debt under the other debt agreement. Accordingly, an event of default could result in all or a portion of our outstanding debt under our debt agreements becoming immediately due and payable. If this occurred, we might not be able to obtain waivers or secure alternative financing to satisfy all of our obligations simultaneously, which would adversely affect our business and operations. | ||||||||
Details of two of the more significant restrictive covenants in the 9% Senior Indenture are set forth below: | ||||||||
• | Limitation on the Incurrence of Additional Debt - In addition to certain indebtedness defined in the 9% Senior Indenture as "Permitted Debt," which includes indebtedness under any credit facility not to exceed the greater of $75.0 million or 18% of the Company's Consolidated Tangible Assets (as defined in the 9% Senior Indenture), we may only incur additional debt if the Fixed Charge Coverage Ratio (as defined in the 9% Senior Indenture) for the most recently completed four full fiscal quarters is at least 2.0 to 1.0. | |||||||
• | Limitation on Restricted Payments - Subject to certain limited exceptions, including specific permission to pay cash dividends on the Company's Series B Senior Convertible Preferred Stock up to $260,000 per quarter, the Company is prohibited from (i) declaring or paying dividends or other distributions on its equity securities (other than dividends or distributions payable in equity securities), (ii) purchasing or redeeming any of the Company's equity securities, (iii) making any payment on indebtedness contractually subordinated to the 9% Senior Notes, except a payment of interest or principal at the stated maturity thereof, or (iv) making any investment defined as a "Restricted Investment," unless, at the time of and after giving effect to such payment, the Company is not in default and the Company is able to incur at least $1.00 of additional Indebtedness pursuant to the Fixed Charge Coverage Ratio (as defined in the 9% Senior Indenture). Further, the amount of such payment plus all other such payments made by the Company since the issuance of the 9% Senior Notes must be less than the aggregate of (a) 50% of Consolidated Net Income (as defined in the 9% Senior Indenture) since the April 1, 2011 (or 100%, if such figure is a deficit), (b) 100% of the aggregate net cash proceeds from equity offerings since the issuance of the 9% Senior Notes, (c) if any Restricted Investments have been sold for cash, the proceeds from such sale (or the original cash investment if that amount is lower); and (d) 50% of any dividends received by the Company. | |||||||
The Company is in compliance with the covenants under the indenture governing the 9% Senior Notes at December 31, 2014. | ||||||||
Revolving Credit Facility | ||||||||
On September 9, 2011, FES Ltd. and its current domestic subsidiaries entered into a loan and security agreement with certain lenders, and Regions Bank, as agent for the secured parties, or the Agent. This loan and security agreement was amended in December 2011, July 2012 and July 2013. The loan and security agreement initially provided for an asset based revolving credit facility with a maximum initial borrowing credit of $75.0 million, subject to borrowing base availability and other limitations. The third amendment increased the maximum borrowing credit to $90.0 million, subject to borrowing base availability, any reserves established by the facility agent in its discretion, compliance with a fixed charge coverage ratio covenant if availability under the facility falls below certain thresholds and, for borrowings above $75.0 million, compliance with the debt incurrence covenant in the indenture governing the 9% Senior Notes. This indenture covenant prohibits the incurrence of debt except for certain limited exceptions, including indebtedness incurred under the permitted credit facility debt basket to the greater of $75.0 million or 18% of our Consolidated Tangible Assets (as defined in the 9% Senior Indenture) reported for the last fiscal quarter for which financial statements are available. As of December 31, 2014, 18% of our Consolidated Tangible Assets (as defined in the 9% Senior Indenture) was approximately $82.1 million. If our availability under the credit facility dropped below 15% of our total borrowing credit (as described above), we are required to maintain a trailing four-quarter fixed charge coverage ratio of at least 1.1 to 1. We would currently be in compliance with this covenant if it were applicable. | ||||||||
As of December 31, 2014, there were no amounts drawn and outstanding letters of credit in the amount of $7.6 million posted under the facility. Taking into account the limitations discussed above, we have at least $74.5 million of availability under our credit facility. As amended, the loan and security agreement has a stated maturity of July 26, 2018. The proceeds of this credit facility can be used for the purchase of well services equipment, permitted acquisitions, general operations, working capital and other general corporate purposes. | ||||||||
Under the loan and security agreement, our borrowing base at any time is equal to (i) 85% of eligible accounts, which are determined by Agent in its reasonable discretion, plus (ii) the lesser of 85% of the appraised value, subject to certain adjustments, of our well services equipment that has been properly pledged and appraised, is in good operating condition and is located in the United States, or 100% of the net book value of such equipment, minus (iii) any reserves established by the Agent in its reasonable discretion. | ||||||||
Prior to the third amendment, at our option, borrowings under this credit facility would have borne interest at a rate equal to either (i) the LIBOR rate plus an applicable margin of between 2.25% to 2.75% based on borrowing availability or (ii) a base rate plus an applicable margin of between 1.25% to 1.75% based on borrowing availability, where the base rate was equal to the greater of the prime rate established by Regions Bank, the overnight federal funds rate plus 0.50% or the LIBOR rate for a one month period plus 1.00%. The third amendment decreased the revolving interest rate whereby borrowings under the Loan Agreement will bear interest at a rate equal to either (a) the LIBOR rate plus an applicable margin of between 2.00% to 2.50% based on borrowing availability or (b) a base rate plus an applicable margin of between 1.00% to 1.50% based on borrowing availability, where the base rate is equal to the greater of the prime rate established by Regions Bank, the overnight federal funds rate plus 0.5% or the LIBOR rate for a one month period plus 1%. | ||||||||
In addition to paying interest on outstanding principal under the facility, a fee of 0.375% per annum will accrue on unutilized availability under the credit facility. We are required to pay a fee of between 2.25% to 2.75%, based on borrowing availability, with respect to the principal amount of any letters of credit outstanding under the facility. We are also responsible for certain other administrative fees and expenses. | ||||||||
FES LLC, FEI LLC, TES, CCF and STT are the borrowers under the loan and security agreement. Their obligations have been guaranteed by one another and by FES Ltd. Subject to certain exceptions and permitted encumbrances, including the exemption of real property interests from the collateral package, the obligations under this facility are secured by a first priority security interest in all of our assets. | ||||||||
We are able to voluntarily repay outstanding loans at any time without premium or penalty (subject to the fees discussed above). If at any time our outstanding loans under the credit facility exceed the availability under our borrowing base, we may be required to repay the excess. Further, we are required to use the net proceeds from certain events, including certain judgments, tax refunds or insurance awards to repay outstanding loans, however, we may reborrow following such repayments if the conditions to borrowing are met. | ||||||||
The loan and security agreement contains customary covenants for an asset-based credit facility, which include (i) restrictions on certain mergers, consolidations and sales of assets; (ii) restrictions on the creation or existence of liens; (iii) restrictions on making certain investments; (iv) restrictions on the incurrence or existence of indebtedness; (v) restrictions on transactions with affiliates; (vi) requirements to deliver financial statements, report and notices to the Agent and (vii) a springing requirement to maintain a consolidated Fixed Charge Coverage Ratio (which is defined in the loan and security agreement) of 1.1:1.0 in the event that our excess availability under the credit facility falls below the greater of $11.3 million or 15.0% of our maximum credit under the facility for sixty consecutive days; provided that, the restrictions described in (i)-(v) above are subject to certain exceptions and permissions limited in scope and dollar value. The loan and security agreement also contains customary representations and warranties and event of default provisions. As of December 31, 2014 we are in compliance with all applicable covenants in the loan and security agreement. | ||||||||
Third Party Equipment Notes and Capital Leases | ||||||||
During the past few years, the Forbes Group financed the purchase of certain vehicles and equipment through commercial loans with Paccar Financial Group, Mack Financial Services, Enterprise Fleet Management, and Regions Equipment Finance and capital leases, with aggregate principal amounts outstanding as of December 31, 2014 and 2013 of approximately $12.2 million and $15.1 million, respectively. These loans are repayable in a range of 42 to 60 monthly installments with the maturity dates ranging from July 2015 to June 2018. Interest accrues at rates ranging from 3.07% to 8.42% and is payable monthly. The loans are collateralized by equipment purchased with the proceeds of such loans. The Forbes Group paid total principal payments of approximately $5.1 million, $5.3 million, and $4.5 million for the years ended December 31, 2014, 2013, and 2012, respectively. | ||||||||
Insurance Notes | ||||||||
During 2014 and 2013, the Forbes Group entered into promissory notes with First Insurance Funding for the payment of insurance premiums in an aggregate principal amount outstanding as of December 31, 2014 and December 31, 2013 of approximately $5.7 million and $4.5 million, respectively during the period of the insurance coverage. These notes are or were payable in twelve monthly installments with maturity dates of October 15, 2015 and October 15, 2014, respectively. Interest accrues or accrued at a rate of approximately 2.9% and 2.9% for 2014 and 2013, respectively, and is payable monthly. The amount outstanding could be substantially offset by the cancellation of the related insurance coverage which is classified in prepaid insurance. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Related Party Transactions [Abstract] | |||||||||||||
Related Party Transactions | Related Party Transactions | ||||||||||||
The Forbes Group enters into transactions with related parties in the normal course of conducting business. The following tables summarizes the related party transactions. | |||||||||||||
As of December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
(in thousands) | |||||||||||||
Related parties cash and cash equivalents balances: | |||||||||||||
Balance at Texas Champion Bank (1) | $ | 1,040 | $ | 698 | |||||||||
Balance at Brush Country Bank (2) | 644 | 469 | |||||||||||
Related parties receivable: | |||||||||||||
Alice Environmental Services, LP/Alice Environmental Holding LLC (3) | $ | — | $ | 1 | |||||||||
Dorsal Services, Inc. (4) | 60 | 61 | |||||||||||
Wolverine Construction, Inc. (5) | 282 | 123 | |||||||||||
$ | 342 | $ | 185 | ||||||||||
Related parties payable: | |||||||||||||
Alice Environmental Services, LP/Alice Environmental Holding LLC (3) | $ | 83 | $ | 218 | |||||||||
Dorsal Services, Inc. (4) | 25 | 256 | |||||||||||
Tasco Tool Services, Inc. (6) | 59 | 16 | |||||||||||
JITSU Services, LLC (8) | — | 30 | |||||||||||
Texas Quality Gate Guard Services, LLC (9) | $ | 11 | $ | 29 | |||||||||
Texas Water Disposal, LLC (15) | 8 | 10 | |||||||||||
$ | 186 | $ | 559 | ||||||||||
Years ended December, 31 | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(in thousands) | |||||||||||||
Related parties capital expenditures: | |||||||||||||
Alice Environmental Services, LP/Alice Environmental Holding LLC (3) | $ | — | $ | — | $ | 15,567 | |||||||
Tasco Tool Services, Inc. (6) | 16 | 64 | 196 | ||||||||||
Resonant Technology Partners (7) | — | — | 289 | ||||||||||
JITSU Services, LLC (8) | 240 | — | — | ||||||||||
$ | 256 | $ | 64 | $ | 16,052 | ||||||||
Related parties revenue activity: | |||||||||||||
CJ Petroleum Service LLC (10) | $ | — | $ | — | $ | 18 | |||||||
Dorsal Services, Inc. (4) | — | 18 | — | ||||||||||
Tasco Tool Services, Inc. (6) | 2 | 3 | 1 | ||||||||||
Wolverine Construction, Inc. (5) | 249 | 152 | 41 | ||||||||||
Texas Quality Gate Guard Services, LLC (9) | — | — | 4 | ||||||||||
Testco Well Services, LLC (11) | — | 69 | 18 | ||||||||||
Texas Water Disposal, LLC (15) | 12 | 15 | 22 | ||||||||||
$ | 263 | $ | 257 | $ | 104 | ||||||||
Related parties expense activity: | |||||||||||||
Alice Environmental Services, LP/Alice Environmental Holding LLC (3) | $ | 1,861 | $ | 1,810 | $ | 3,832 | |||||||
CJ Petroleum Service LLC (10) | — | — | 294 | ||||||||||
Dorsal Services, Inc. (4) | 371 | 498 | 139 | ||||||||||
Tasco Tool Services, Inc. (6) | 224 | 128 | 179 | ||||||||||
FCJ Management, LLC (12) | 27 | 36 | 36 | ||||||||||
C&F Partners, LLC (13) | — | — | 199 | ||||||||||
Resonant Technology Partners (7) | — | — | 444 | ||||||||||
Wolverine Construction, Inc. (5) | — | — | 37 | ||||||||||
JITSU Services, LLC (8) | 243 | 396 | 405 | ||||||||||
Texas Quality Gate Guard Services, LLC (9) | 214 | 363 | 362 | ||||||||||
Animas Holdings, LLC (14) | 265 | 670 | 26 | ||||||||||
Testco Well Services, LLC (11) | — | 32 | 5 | ||||||||||
Texas Water Disposal, LLC (15) | — | 498 | 1,159 | ||||||||||
CJW Group, LLC (16) | 13 | — | — | ||||||||||
$ | 3,218 | $ | 4,431 | $ | 7,117 | ||||||||
(1)The Company has a deposit relationship with Texas Champion Bank. Travis Burris, one of the directors of FES Ltd., is also the President, Chief Executive Officer, and director of Texas Champion Bank. Mr. Crisp, our President and Chief Executive Officer, serves on the board of directors. | |||||||||||||
(2)Messrs. Crisp and Forbes are directors and shareholders of Brush Country Bank, an institution with which the Company conducts business and has deposits. | |||||||||||||
(3)Messrs. John E. Crisp and Charles C. Forbes, Jr., executive officers and directors of FES Ltd., are owners of Alice Environmental Services, LP, or AES. The Company leases or rents land and buildings, disposal wells, aircraft, and other equipment from AES. | |||||||||||||
(4)Dorsal Services, Inc. provides trucking services to the Company. Mr. Crisp, an executive officer and director is a partial owner of Dorsal Services, Inc. | |||||||||||||
(5)Wolverine Construction, Inc. is an entity that is owned by two sons of Mr. Crisp, an executive officer and director of FES Ltd. Wolverine provided construction and site preparation services to certain customers of the Company. | |||||||||||||
(6)Tasco Tool Services, Inc. is a down-hole tool company that is partially owned by Mr. Forbes, an executive officer and director of FES Ltd., and Mr. Robert Jenkins a manager of one of the subsidiaries of FES Ltd. Tasco rents and sells tools to the Company from time to time. | |||||||||||||
(7)Resonant Technology Partners is a computer networking group that provides services to the Company. Travis Burris, a director of the Company had a noncontrolling interest in the computer networking company, which was sold in July 2012. | |||||||||||||
(8)JITSU Services, LLC or JITSU, is a leasing company owned by Mr. Crisp and Janet Forbes, a former director of the Company. The Company currently leases vacuum trucks from JITSU. | |||||||||||||
(9)Texas Quality Gate Guard Services, LLC, or Texas Quality Gate Guard Services, is an entity owned by Messrs. Crisp and Forbes and a son of Mr. Crisp, an executive officer and director of FES Ltd. Texas Quality Gate Guard Services has provided security services to the Company. | |||||||||||||
(10)CJ Petroleum Service LLC or CJ Petroleum, is a company owned by Mr. Crisp, Mr. Forbes, two sons of Mr. Crisp and Janet Forbes, a former director of the Company. The Company paid CJ Petroleum to purchase its rights to certain disposal wells which are no longer rentred from CJ Petroleum. Nevertheless, the Company must still pay the underlying landowners for access to these wells. | |||||||||||||
(11)Testco Well Services, LLC is a company that provides valve and gathering system testing services to the Company. Mr. Crisp, Mr. Forbes, and a son of Mr. Crisp were partial owners of Testco. In August 2013, Testco Well Services, LLC was sold to an unrelated third party and as such is no longer a related party. The amounts for 2013 reflect only the period to the sale. Because Testco is not longer a related party, no amounts have been disclosed for fiscal year 2014. | |||||||||||||
(12)FCJ Management, LLC or FCJ, is an entity that leases land and facilities to the Company and is owned by Messrs. Crisp, and Forbes and Robert Jenkins, a manager of one of the subsidiaries of FES Ltd. | |||||||||||||
(13)C&F Partners, LLC is an entity that is owned by Messrs. Crisp and Forbes. The Company had expenses with regard to C&F Partners, LLC related to aircraft rental. | |||||||||||||
(14)Animas Holdings, LLC or Animas, is a property and disposal company that is owned by the two sons of Mr. Crisp and three children of Mr. Forbes and Ms. Forbes. The Company pays Animas for waste water disposal and lease facilities. | |||||||||||||
(15) Texas Water Disposal, LLC. is partially owned by a brother of Mr. Crisp, an executive officer and director of FES Ltd. Texas Water Disposal, LLC is a company that owns a salt water disposal well that is used by the Company. | |||||||||||||
(16) CJW Group, LLC is an entity that leases facilities to the Company and is partially owned by Messrs. Crisp and Forbes, executive officers and directors of FES Ltd. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||||||
Commitments and Contingencies | Commitments and Contingencies | |||||||||||
Concentrations of Credit Risk | ||||||||||||
Financial instruments which subject the Company to credit risk consist primarily of cash balances maintained in excess of federal depository insurance limits and trade receivables. Insurance coverage is currently $250,000 per depositor at each financial institution, and our non-interest bearing cash balances exceeded federally insured limits. The Company restricts investment of temporary cash investments to financial institutions with high credit standings. The Company’s customer base consists primarily of multi-national and independent oil and natural gas producers. The Company does not require collateral on its trade receivables. For the year ended December 31, 2014 the Company’s largest customer, five largest customers, and ten largest customers constituted 18.8%, 42.7%, and 56.6% of total revenues, respectively. For the year ended December 31, 2013 the Company’s largest customer, five largest customers, and ten largest customers constituted 10.5%, 34.6%, and 49.7% of total revenues, respectively. For the year ended December 31, 2012 the Company’s largest customer, five largest, and ten largest customers constituted 9.3%, 36.7%, and 57.5% of total revenues, respectively. The loss of any one of our top five customers would have a materially adverse effect on the revenues and profits of the Company. Further, the Company's trade accounts receivable are from companies within the oil and natural gas industry and as such the Company is exposed to normal industry credit risks. As of December 31, 2014, the Company's largest customer, five largest customers, and ten largest customers constituted 18.4%, 42.8%, and 57.5% of accounts receivable, respectively. As of December 31, 2013, the Company's largest customer, five largest customers, and ten largest customers consisted of 8.6%, 21%, and 30.5% of accounts receivable, respectively. The Company continually evaluates its reserves for potential credit losses and establishes reserves for such losses. | ||||||||||||
Major Customers | ||||||||||||
Major customers are defined as 10.0% or more of total revenue during a year. The Company had one customer that represented 18.8% of total revenues for the year ended December 31, 2014. The Company had one customer customer that represented 10.5% of total consolidated revenues for the year ended December 31, 2013. The Company did not have any customers that represented over 10.0% of total consolidated revenues for the year ended December 31, 2012. | ||||||||||||
Employee Benefit Plan | ||||||||||||
The Company has a 401(k) retirement plan for substantially all of its employees based on certain eligibility requirements. The Company may provide profit sharing contributions to the plan at the discretion of management. No such discretionary contributions have been made since inception of the plan. | ||||||||||||
Self-Insurance | ||||||||||||
The Company is self-insured under its Employee Group Medical Plan for the first $0.3 million per individual since October 15, 2013, the Company is self-insured for the first $0.5 million and $1.0 million, respectively, of auto and general liability insurance. The Company has accrued a liability of approximately $1.4 million and $1.2 million, as of December 31, 2014 and 2013, respectively, for insurance claims as of such date that it then anticipated paying in the future related to incidents that occurred during the two calendar years. In addition, to accruals for the self-insured portion of the Employee Group Medical Benefits Plan, the liability for incurred but not received claims also includes estimated “run off” liabilities payable at future dates related to the worker’s compensation, general liability and automobile liability self-insurance program that was eliminated in October 2009. | ||||||||||||
Litigation | ||||||||||||
The Company is subject to various other claims and legal actions that arise in the ordinary course of business. We do not believe that any of these claims and actions, separately or in the aggregate, will have a material adverse effect on our business, financial condition, results of operations, or cash flows, although we cannot guarantee that a material adverse effect will not occur. | ||||||||||||
Leases | ||||||||||||
Future minimum lease payments under non-cancellable operating leases as of December 31, 2014 are as follows (in thousands): | ||||||||||||
Related Party | Other | Total | ||||||||||
2015 | $ | 1,508 | $ | 10,594 | $ | 12,102 | ||||||
2016 | 1,508 | 5,229 | 6,737 | |||||||||
2017 | 1,086 | 629 | 1,715 | |||||||||
2018 | 376 | 23 | 398 | |||||||||
2019 | — | — | — | |||||||||
Thereafter | — | — | — | |||||||||
Total | $ | 4,478 | $ | 16,475 | $ | 20,952 | ||||||
Rent expense for the years ended December 31, 2014, 2013 and 2012 totaled approximately $20.6 million, $20.8 million and $23.3 million, respectively. |
Supplemental_Cash_Flow_Informa
Supplemental Cash Flow Information | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Supplemental Cash Flow Information [Abstract] | ||||||||||||
Supplemental Cash Flow Information | Supplemental Cash Flow Information | |||||||||||
Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Cash paid for | ||||||||||||
Interest | $ | 26,096 | $ | 26,635 | $ | 26,458 | ||||||
Income tax | 70 | (281 | ) | 3,731 | ||||||||
Supplemental schedule of non-cash investing and | ||||||||||||
financing activities | ||||||||||||
Financing of insurance notes | $ | 6,976 | $ | 6,198 | $ | 11,237 | ||||||
Change in accounts payable related to capital expenditures | (2,395 | ) | 2,692 | (13,693 | ) | |||||||
Capital leases on equipment | 2,144 | 1,990 | 13,872 | |||||||||
Preferred stock dividends and accretion costs | (42 | ) | (42 | ) | (42 | ) | ||||||
Change in deposit on assets held for sale | — | — | (13,700 | ) | ||||||||
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
Income tax expense (benefit) included in the consolidated statements of operations for the years ended December 31 was as follows (in thousands): | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Continuing operations: | ||||||||||||
Current: | ||||||||||||
Federal | $ | 238 | $ | (48 | ) | $ | 351 | |||||
State | 641 | 252 | 815 | |||||||||
Foreign | 18 | — | — | |||||||||
Total current income tax expense from continuing operations | $ | 897 | $ | 204 | $ | 1,166 | ||||||
Deferred: | ||||||||||||
Federal | $ | (4,008 | ) | $ | (4,865 | ) | $ | 2,103 | ||||
State | 51 | 46 | 90 | |||||||||
Total deferred income tax expense (benefit) from continuing operations | $ | (3,957 | ) | $ | (4,819 | ) | $ | 2,193 | ||||
Total income tax expense (benefit) from continuing operations | $ | (3,060 | ) | $ | (4,615 | ) | $ | 3,359 | ||||
Discontinued operations: | ||||||||||||
Current: | ||||||||||||
Foreign | — | (88 | ) | 2,701 | ||||||||
Total current income tax expense (benefit) from discontinued operations | $ | — | $ | (88 | ) | $ | 2,701 | |||||
Deferred: | ||||||||||||
Federal | $ | — | $ | — | $ | (580 | ) | |||||
Foreign | — | (158 | ) | (2,480 | ) | |||||||
Total deferred income tax benefit from discontinued operations | $ | — | $ | (158 | ) | $ | (3,060 | ) | ||||
Total income tax benefit from discontinued operations | $ | — | $ | (246 | ) | $ | (359 | ) | ||||
Total income tax expense (benefit) | $ | (3,060 | ) | $ | (4,861 | ) | $ | 3,000 | ||||
The provision for income taxes attributable to loss from continuing operations differed from the amount obtained by applying the federal statutory income tax rate to loss from continuing operations before taxes, as follows: | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Income tax expense (benefit) at statutory rate of 35% | $ | (3,983 | ) | $ | (6,094 | ) | $ | 1,952 | ||||
Nondeductible expenses | 654 | 513 | 586 | |||||||||
State taxes, net of federal benefit | 374 | 354 | 619 | |||||||||
Revision related to tax basis of property and equipment | — | 553 | — | |||||||||
Change in state rate | (73 | ) | — | — | ||||||||
Other | (32 | ) | 59 | 202 | ||||||||
$ | (3,060 | ) | $ | (4,615 | ) | $ | 3,359 | |||||
Our income tax benefit attributable to loss from discontinued operations was $0.2 million (45.6% effective rate) on pre-tax loss of $0.5 million for the year ended December 31, 2013 and $0.4 million (36.2% effective rate) on pre-tax loss of $1.0 million for the year ended December 31, 2012. | ||||||||||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company's deferred tax liabilities and assets as of December 31 were as follows: | ||||||||||||
2014 | 2013 | |||||||||||
(in thousands) | ||||||||||||
Deferred tax assets: | ||||||||||||
Net operating loss carryforwards | $ | 11,013 | $ | 17,814 | ||||||||
Foreign tax credits | 796 | 796 | ||||||||||
Alternative minimum tax credit | 1,213 | 975 | ||||||||||
Stock - based compensation | 5,746 | 5,505 | ||||||||||
Bad debts | 1,444 | 1,392 | ||||||||||
Other | 2,936 | 1,572 | ||||||||||
Total gross deferred tax assets | 23,148 | 28,054 | ||||||||||
Less: valuation allowance | (796 | ) | (796 | ) | ||||||||
Total deferred tax assets, net | $ | 22,352 | $ | 27,258 | ||||||||
Deferred tax liabilities: | ||||||||||||
Tax over book depreciation | $ | (32,053 | ) | $ | (40,030 | ) | ||||||
Intangible assets | (7,952 | ) | (8,838 | ) | ||||||||
Other | — | — | ||||||||||
Total gross deferred tax liabilities | (40,005 | ) | (48,868 | ) | ||||||||
Net deferred tax liability | $ | (17,653 | ) | $ | (21,610 | ) | ||||||
We had a U.S. net operating loss carryforward at December 31, 2014 of approximately $31.5 million which is subject to expiration in various amounts from 2028 to 2031. We have no net operating loss carryforwards in Mexico at December 31, 2014. Realization of deferred tax assets associated with net operating loss carryforwards is dependent upon generating sufficient taxable income in the appropriate jurisdiction prior to their expiration. Management believes it is more likely than not that the U.S. deferred tax asset associated with the net operating loss carryforward will be realized through future taxable income or reversal of taxable temporary differences. The most recent provision reflected net operating loss utilization during 2014 of $20.6 million. | ||||||||||||
As of December 31, 2014, Management has elected to claim a deduction for foreign income taxes rather than a foreign tax credit due to the existence of an overall foreign loss position and the lack of future foreign source income, as a result of provisions of the sale of the Mexican operations. A valuation allowance in the amount of $0.8 million has been established as of December 31, 2014 and 2013 against the foreign tax credit generated in previous years. | ||||||||||||
Deferred taxes have not been recognized on undistributed earnings of foreign subsidiaries since these amounts were not material at December 31, 2014 and 2013. | ||||||||||||
The Company files U.S. federal, U.S. state, and foreign tax returns, and is generally no longer subject to tax examinations for fiscal years prior to 2010. |
Earning_loss_per_Share
Earning (loss) per Share | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Earning (loss) per Share | Earnings (loss) per Share | |||||||||||
Basic net earnings (loss) per share is computed by dividing net income (loss) available to common shareholders by the weighted average shares of common stock outstanding during the period. Diluted earnings (loss) per share takes into account the potential dilution that could occur if securities or other contracts to issue common shares, such as options, unvested restricted stock and restricted stock units, and convertible preferred stock, were exercised and converted into common stock. Potential common stock equivalents that have been issued by the Company relate to outstanding stock options, unvested restricted stock and restricted stock units, which are determined using the treasury stock method, and to the shares of Series B Senior Convertible Preferred Stock (the "Series B Preferred Stock"), which are determined using the “if converted” method. In applying the if-converted method, conversion is not assumed for purposes of computing diluted EPS if the effect would be antidilutive. As of December 31, 2014 and 2013, there were 1,148,625 and 1,400,425 options to purchase common stock outstanding, and 588,059 and 588,059 Series B Senior Convertible Preferred Stock outstanding, respectively. The preferred stock is convertible at a rate of nine common shares to one share of Series B Preferred Stock. | ||||||||||||
The Company has determined that the Series B Preferred Stock are participating securities under ASC 260. Under ASC 260, a security is considered a participating security if the security may participate in undistributed earnings with common stock, whether the participation is conditioned upon the occurrence of a specified event or not. In accordance with ASC 260, a company is required to use the two-class method when computing EPS when a company has a security that qualifies as a “participating security.” The two-class method is an earnings allocation formula that determines EPS for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. A participating security is included in the computation of basic EPS using the two-class method. Under the two-class method, basic EPS for the Company’s common stock is computed by dividing net income applicable to common stock by the weighted-average common stock outstanding during the period. Under the certificate of designation for our Series B Preferred Stock (the "Series B Certificate of Designation"), if at any time the Company declares a dividend in cash which is greater in value than five percent on a cumulative basis over the previous twelve month period of the then current "Common Share Fair Market Value," as that term is defined in the Series B Certificate of Designation, the Series B Preferred Stock will be entitled to receive a dividend payable in cash equal to the amount in excess of five percent of the then Common Share Fair Market Value per common share they would have received if all outstanding Series B Preferred Stock had been converted into common shares. There were no earnings allocated to the Series B Preferred Stock for the years ended December 31, 2014, 2013, or 2012 and there was a net loss from operations for the years ended December 31, 2014 and 2013 and earnings for the year ended December 31, 2012 were not in excess of amounts prescribed by the Series B Certificate of Designation for our Series B Preferred Stock. Diluted EPS for the Company’s common stock is computed using the more dilutive of the two-class method or the if-converted method. The following table sets forth the reconciliation of weighted average shares outstanding and diluted weighted average shares outstanding, in thousands: | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Weighted average shares outstanding | 21,749 | 21,388 | 21,062 | |||||||||
Dilutive effect of stock options and restricted stock | — | — | 278 | |||||||||
Diluted weighted average shares outstanding | 21,749 | 21,388 | 21,340 | |||||||||
2014 | ||||||||||||
There were 1,148,625 stock options, 637,495 units of unvested restricted stock units, and 5,292,531 shares of common stock equivalents underlying the series B Preferred stock outstanding as of December 31, 2014 that were not included in the calculation of diluted EPS because their effect would have been antidilutive. | ||||||||||||
2013 | ||||||||||||
There were 1,400,425 stock options, 674,789 units of unvested restricted stock units and 5,292,531 shares of common stock equivalents underlying the series B Preferred stock outstanding as of December 31, 2013 that were not included in the calculation of diluted EPS because the effect would have been antidilutive. | ||||||||||||
2012 | ||||||||||||
For the year ended December 31, 2012, the 5,292,531 shares of common stock equivalents underlying the series B Preferred stock that were not included in the calculation of diluted EPS because their effect would have been antidilutive. | ||||||||||||
The following table sets forth the computation of basic and diluted loss per share: | ||||||||||||
Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands, except per share amounts) | ||||||||||||
Basic: | ||||||||||||
Net income (loss) | $ | (8,321 | ) | $ | (13,090 | ) | $ | 1,586 | ||||
Preferred stock dividends and accretion | (776 | ) | (776 | ) | (776 | ) | ||||||
Net income (loss) attributable to common shareholders | (9,097 | ) | (13,866 | ) | 810 | |||||||
Weighted-average common shares | 21,749 | 21,388 | 21,062 | |||||||||
Basic earnings (loss) per share | (0.42 | ) | (0.65 | ) | 0.04 | |||||||
Diluted: | ||||||||||||
Net income (loss) | $ | (8,321 | ) | $ | (13,090 | ) | $ | 1,586 | ||||
Preferred stock dividends and accretion | (776 | ) | (776 | ) | (776 | ) | ||||||
Net income (loss) attributable to common shareholders | (9,097 | ) | (13,866 | ) | 810 | |||||||
Effect of dilutive securities | — | — | 278 | |||||||||
Weighted-average common shares | 21,749 | 21,388 | 21,062 | |||||||||
Weighted-average diluted shares | 21,749 | 21,388 | 21,340 | |||||||||
Diluted earnings (loss) per share | $ | (0.42 | ) | $ | (0.65 | ) | $ | 0.04 | ||||
Business_Segment_Information
Business Segment Information | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting, Measurement Disclosures [Abstract] | ||||||||||||
Business Segment Information | Business Segment Information | |||||||||||
The Company has determined that it has two reportable segments organized based on its products and services—well servicing and fluid logistics. The accounting policies of the segments are the same as those described in the summary of significant accounting policies. | ||||||||||||
Well Servicing | ||||||||||||
At December 31, 2014, our well servicing segment utilized our fleet of 169 owned well servicing rigs, which included 158 workover rigs and 11 swabbing rigs, six coiled tubing spreads, nine tubing testing units, four electromagnetic scan trucks and related assets and equipment. These assets are used to provide (i) well maintenance, including remedial repairs and removal and replacement of down-hole production, (ii) well workovers, including significant down-hole repairs, re-completions and re-perforations, (iii)completion and swabbing activities, (iv) plugging and abandonment services, and (v) pressure testing of oil and natural gas production tubing and scanning tubing for pitting and wall thickness using tubing testing units. | ||||||||||||
Fluid Logistics | ||||||||||||
The fluid logistics segment consists of operations in the U.S., which provide, transport, store and dispose of a variety of drilling and produced fluids used in and generated by oil and natural gas production activities. These services are required in most workover and completion projects and are routinely used in daily producing well operations. | ||||||||||||
The following table sets forth certain financial information from continuing operations with respect to the Company’s reportable segments (dollars in thousands): | ||||||||||||
Well Servicing | Fluid Logistics | Consolidated | ||||||||||
2014 | ||||||||||||
Operating revenues | $ | 285,338 | $ | 163,940 | $ | 449,278 | ||||||
Direct operating costs | 213,278 | 127,775 | 341,053 | |||||||||
Segment profits | $ | 72,060 | $ | 36,165 | $ | 108,225 | ||||||
Depreciation and amortization | $ | 24,396 | $ | 30,563 | $ | 54,959 | ||||||
Capital expenditures | 16,263 | 21,363 | 37,626 | |||||||||
Total assets | 646,912 | 485,944 | 1,132,856 | |||||||||
Long lived assets | 188,726 | 133,937 | 322,663 | |||||||||
2013 | ||||||||||||
Operating revenues | $ | 231,930 | $ | 188,003 | $ | 419,933 | ||||||
Direct operating costs | 182,180 | 141,957 | 324,137 | |||||||||
Segment profits | $ | 49,750 | $ | 46,046 | $ | 95,796 | ||||||
Depreciation and amortization | $ | 23,207 | $ | 31,631 | $ | 54,838 | ||||||
Capital expenditures | 22,979 | 24,329 | 47,308 | |||||||||
Total assets | 584,271 | 483,771 | 1,068,042 | |||||||||
Long lived assets | 199,692 | 142,177 | 341,869 | |||||||||
2012 | ||||||||||||
Operating revenues | $ | 202,670 | $ | 269,927 | $ | 472,597 | ||||||
Direct operating costs | 158,302 | 196,383 | 354,685 | |||||||||
Segment profits | $ | 44,368 | $ | 73,544 | $ | 117,912 | ||||||
Depreciation and amortization | $ | 22,902 | $ | 28,095 | $ | 50,997 | ||||||
Capital expenditures | 28,494 | 83,454 | 111,948 | |||||||||
Total assets | 530,986 | 468,402 | 999,388 | |||||||||
Long lived assets | 200,296 | 148,146 | 348,442 | |||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Reconciliation of the Forbes Group Operating Income (Loss) | ||||||||||||
As Reported: | ||||||||||||
Segment profits | $ | 108,225 | $ | 95,796 | $ | 117,912 | ||||||
General and administrative expense | 36,428 | 30,186 | 33,382 | |||||||||
Depreciation and amortization | 54,959 | 54,838 | 50,997 | |||||||||
Operating income | 16,838 | 10,772 | 33,533 | |||||||||
Other income and expenses, net | (28,219 | ) | (28,184 | ) | (27,955 | ) | ||||||
Income (loss) from continuing operations before taxes | $ | (11,381 | ) | $ | (17,412 | ) | $ | 5,578 | ||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Reconciliation of the Forbes Group Assets As Reported: | ||||||||||||
Total reportable segments | $ | 1,132,856 | $ | 1,068,042 | ||||||||
Elimination of internal transactions | (1,784,404 | ) | (1,640,530 | ) | ||||||||
Parent | 1,135,161 | 1,073,046 | ||||||||||
Total assets | $ | 483,613 | $ | 500,558 | ||||||||
Equity_Securities
Equity Securities | 12 Months Ended | |
Dec. 31, 2014 | ||
Equity [Abstract] | ||
Equity Securities | Equity Securities | |
Common Stock | ||
Holders of common stock have no pre-emptive, redemption, conversion, or sinking fund rights. Holders of common stock are entitled to one vote per share on all matters submitted to a vote of holders of common stock. Unless a different majority is required by law or by the bylaws, resolutions to be approved by holders of common stock require approval by a simple majority of votes cast at a meeting at which a quorum is present. In the event of the liquidation, dissolution, or winding up of the Company, the holders of common stock are entitled to share equally and ratably in the Company’s assets, if any, remaining after the payment of all of its debts and liabilities, subject to any liquidation preference on any issued and outstanding preferred stock. | ||
Series B Senior Convertible Preferred Stock | ||
Under our Certificate of Designation, we are authorized to issue 825,000 shares of Series B Senior Convertible Preferred Stock (the “Series B Preferred Stock”), par value $0.01 per share. On May 28, 2010 the Company completed a private placement of 580,800 shares of Series B Preferred Stock at a price per share of CAD $26.37 for an aggregate purchase price in the amount of USD $14.5 million based on the exchange rate between U.S. dollars and Canadian dollars then in effect of $1.00 to CDN $1.0547. The Company received net proceeds of USD $13.8 million after closing fee paid to investors of $0.3 million and legal fees and other offering costs of $0.4 million. This is presented as temporary equity on the balance sheet. The common stock into which the Series B Preferred Stock is convertible has certain demand and “piggyback” registration rights. | ||
The value of the Series B Preferred Stock, for accounting purposes, is being accreted up to redemption value from the date of issuance to the earliest redemption date of the instrument using the effective interest rate method. If the Series B Preferred Stock had been redeemed as of December 31, 2014 , the redemption amount would have been approximately $14.6 million. | ||
The primary terms of the Series B Preferred Stock is as follows: | ||
Rank - The Series B Preferred Stock ranks senior in right of payment to the common stock and any class or series of capital stock that is junior to the Series B Preferred Stock, and pari passu with any series of the Company's preferred stock that is by its terms ranks pari passu in right of payment as to dividends and liquidation with the Series B Preferred Stock. | ||
Conversion - The Series B Preferred Stock is convertible into the Company's common stock at an initial rate of nine common shares per share of Series B Preferred Stock (as adjusted for the Share Consolidation) (subject to further adjustment). If all such Series B Preferred Stock is converted, at the initial conversion rate, 5,292,531 shares of common stock will be issued to holders of the Series B Preferred Stock. Notwithstanding the foregoing, pursuant to Certificate of Designation, no holder of the Series B Preferred Stock is entitled to effect a conversion of Series B Preferred Stock if such conversion would result in the holder (and affiliates) beneficially owning 20% or more of the Company's common stock. Redeemable preferred stock (and, if ever, any other redeemable financial instrument we may enter into) is initially evaluated for possible classification as a liability or equity pursuant to ASC 480 "Distinguishing Liabilities from Equity". Redeemable preferred stock that does not, in its entirety, require liability classification is evaluated for embedded features that may require bifurcation and separate classification as derivative liabilities. In determining the appropriate accounting for the conversion feature for the Series B Preferred Stock, the Company determined that the conversion feature does not require bifurcation, and as a result is not considered a derivative under the provisions of ASC 815 - Derivatives and Hedging. | ||
Dividends Rights - The Series B Preferred Stock is entitled to receive preferential dividends equal to five percent (5%) per annum of the original issue price per share, payable quarterly in February, May, August and November of each year. Such dividends may be paid by the Company in cash or in kind (in the form of additional shares of Series B Preferred Stock). In the event that the payment in cash or in kind of any such dividend would cause the Company to violate a covenant under its debt agreements, the obligation to pay, in cash or in kind, will be suspended until the earlier to occur of (i) and only to the extent any restrictions under the debt agreements lapse or are no longer applicable or (ii) February 16, 2015. During any such suspension period, the preferential dividends shall continue to accrue and accumulate. As shares of the Series B Preferred Stock are convertible into shares of our common stock, each dividend paid in kind will have a dilutive effect on our shares of common stock. Dividends for all quarterly periods in the years ended December 31, 2014, 2013, and 2012 have been paid in cash. The Company intends to pay all future dividends in cash. | ||
Liquidation - Upon any voluntary or involuntary liquidation, dissolution or winding up of the Company, no distribution shall be made as follows: | ||
(i) | to the holders of shares ranking junior to the Series B Preferred Stock unless the holders of Series B Preferred Stock shall have received an amount equal to the original issue price per share of the Series B Preferred Stock (subject to adjustment) plus an amount equal to accumulated and unpaid dividends and distributions thereon to the date of such payment, and | |
(ii) | to the holders of shares ranking on a parity with the Series B Preferred Stock, unless simultaneously therewith distributions are made ratably on the Series B Preferred Stock and all other such parity stock in proportion to the total amounts to which the holders of Series B Preferred Stock are entitled. | |
Voting Rights - The holders of Series B Preferred Stock are not entitled to any voting rights except as provided in the following sentence, in the Company's bylaws or otherwise under the Texas law. If the preferential dividends on the Series B Preferred Stock have not been declared and paid in full in cash or in kind for eight or more quarterly dividend periods (whether or not consecutive), the holders of the Series B Preferred Stock shall be entitled to vote at any meeting of shareholders with the holders of common stock and to cast the number of votes equal to the number of whole Common Shares into which the Series B Preferred Stock held by such holders are then convertible. | ||
Redemption - All or any number of the shares of Series B Preferred Stock may be redeemed by the Company at any time after May 28, 2013 at a redemption price of $25 per share plus accrued and unpaid dividends and provided that the current equity value of our common stock exceeds a five day volume weighted average of $3.33 per share. On May 28, 2017, the Company is required to redeem any Series B Preferred Stock then outstanding at a redemption price determined in accordance with the Certificate of Designation plus accrued but unpaid dividends. Such mandatory redemption may, at the Company's election, be paid in cash or in common shares (valued for such purpose at 95% of the then fair market value of the common stock). In the event certain corporate transactions occur (such as a reorganization, recapitalization, reclassification, consolidation or merger) under which the Company's common stock (but not the Series B Preferred Stock) is converted into or exchanged for securities, cash or other property, then following such transaction, each share of Series B Preferred Stock shall thereafter be convertible into the same kind and amount of securities, cash or other property. | ||
Certain of the redemption features are outside of the Company's control, and as a result, the Series B Preferred Stock have been reflected in the consolidated balance sheet as temporary equity. | ||
Dividends | ||
Preferred stock dividends are recorded at their fair value. If paid in cash, the amount paid represents fair value. If paid in kind, the fair value of the preferred stock dividends is determined using valuation techniques that include a component representing the intrinsic value of the dividends (which represents the fair value of the common stock into which the preferred stock could be converted) and an option component (which is determined using a Black-Scholes Option Pricing Model). Dividends and accretion for the years ended December 31, 2014, 2013, and 2012 were $0.8 million. The Company has paid the quarterly dividends through February 28, 2015. |
Discontinued_Operations
Discontinued Operations | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ||||||||||
Discontinued Operations | Discontinued Operations | |||||||||
On January 12, 2012, the Company completed the sale of substantially all of its assets located in Mexico, as well as its equity interest in Forbes Energy Services México Servicios de Personal, S. de R.L. de C.V., for aggregate cash consideration of approximately $30.0 million (excluding amounts paid to cover certain Mexican taxes). The Company recognized a gain on disposal of approximately $2.9 million this transaction. | ||||||||||
The following table presents the results of discontinued operations: | ||||||||||
2013 | 2012 | |||||||||
Revenues | $ | — | $ | 1,337 | ||||||
Expenses | ||||||||||
Direct costs | — | 2,882 | ||||||||
General and administrative | 534 | 2,408 | ||||||||
Depreciation and amortization | — | — | ||||||||
Total expenses | 534 | 5,290 | ||||||||
Operating income (loss) | (534 | ) | (3,953 | ) | ||||||
Interest income | — | — | ||||||||
Interest expense | (5 | ) | (3 | ) | ||||||
Other income | — | 2,964 | ||||||||
Income (loss) before income taxes | (539 | ) | (992 | ) | ||||||
Income tax expense (benefit) | (246 | ) | (359 | ) | ||||||
Net income (loss) | $ | (293 | ) | $ | (633 | ) |
Supplemental_Financial_Informa
Supplemental Financial Information Quarterly Financial Data (Unaudited) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Supplemental Financial Information Quarterly Financial Data (Unaudited) | Supplemental Financial Information Quarterly Financial Data (Unaudited) | |||||||||||||||
First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||
(in thousands except for per share amounts) | ||||||||||||||||
2014:00:00 | ||||||||||||||||
Revenues | $ | 109,911 | $ | 113,175 | $ | 114,466 | $ | 111,726 | ||||||||
Operating income | 5,421 | 4,896 | 4,902 | 1,619 | ||||||||||||
Net loss from continuing operations | (1,293 | ) | (1,493 | ) | (1,543 | ) | (3,992 | ) | ||||||||
Preferred stock dividends | (194 | ) | (194 | ) | (194 | ) | (194 | ) | ||||||||
Loss from continuing operations attributable to common shares | (1,487 | ) | (1,687 | ) | (1,737 | ) | (4,186 | ) | ||||||||
Loss per share: | ||||||||||||||||
Basic and diluted | (0.07 | ) | (0.08 | ) | (0.08 | ) | (0.19 | ) | ||||||||
2013:00:00 | ||||||||||||||||
Revenues | $ | 101,738 | $ | 103,682 | $ | 104,854 | $ | 109,660 | ||||||||
Operating income (loss) | 3,631 | 5,921 | (1,523 | ) | 2,743 | |||||||||||
Net loss from continuing operations | (2,599 | ) | (666 | ) | (5,652 | ) | (3,880 | ) | ||||||||
Preferred stock dividends | (194 | ) | (194 | ) | (194 | ) | (194 | ) | ||||||||
Loss from continuing operations attributable to common shares | (2,793 | ) | (860 | ) | (5,846 | ) | (4,074 | ) | ||||||||
Loss per share: | ||||||||||||||||
Basic and diluted | (0.13 | ) | (0.04 | ) | (0.27 | ) | (0.19 | ) |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Reclassification | Reclassification | |
Certain prior year amounts have been reclassified to conform to the current year presentation. | ||
Principles of Consolidation | Principles of Consolidation | |
The Company’s consolidated financial statements as of December 31, 2014 and 2013 and for each of the three years ended December 31, 2014, 2013, and 2012 include the accounts of FES Ltd and all of its wholly owned, direct and indirect subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. | ||
Use of Estimates | Use of Estimates | |
The preparation of consolidated financial statements in conformity with Accounting Principles Generally Accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated balance sheets and the reported amounts of revenues and expenses during the reporting period. Actual results could materially differ from those estimates. Management believes that these estimates and assumptions provide a reasonable basis for the fair presentation of the consolidated financial statements. | ||
Revenue Recognition | Revenue Recognition | |
Well Servicing –Well servicing consists primarily of maintenance services, workover services, completion services, plugging and abandonment services, and tubing testing. The Forbes Group prices well servicing by the hour of service performed, or on occasion, bid/turnkey pricing. | ||
Fluid Logistics – Fluid logistics consists primarily of the sale, transportation, storage, and disposal of fluids used in drilling, production, and maintenance of oil and natural gas wells. The Company prices fluid logistics services by the job, by the hour, or by the quantities sold, disposed, or hauled. | ||
The Company recognizes revenue when services are performed, collection of the relevant receivables is probable, persuasive evidence of an arrangement exists, and the price is fixed or determinable. Revenues are presented net of any sales taxes collected by the Forbes Group from its customers that are remitted to governmental authorities. | ||
Income Taxes | Income Taxes | |
The Company recognizes deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using statutory tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rate is recognized in the period that includes the statutory enactment date. A valuation allowance for deferred tax assets is recognized when it is more likely than not that the benefit of deferred tax assets will not be realized. Additionally, the Company records uncertain tax positions at their net recognizable amount, based on the amount that management deems is more likely than not to be sustained upon ultimate settlement with tax authorities. | ||
Cash and Cash Equivalents | Cash and Cash Equivalents | |
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. | ||
Restricted Cash | Restricted Cash | |
Restricted cash is serving as collateral for certain outstanding letters of credit. | ||
Earnings per Share | Earnings per Share | |
The Company presents basic and diluted earnings per share “EPS” data for its common stock. Basic EPS is calculated by dividing the net income attributable to common shareholders of the Company by the weighted average number of shares of common stock outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to common shareholders and the weighted average number of shares of common stock outstanding adjusted for the effects of all dilutive potential common shares comprised of options granted, restricted stock, and restricted stock units. Preferred stock is a participating security under ASC 260 which means the security may participate in undistributed earnings with common stock. In accordance with ASC 260, securities are deemed to not be participating in losses if there is no obligation to fund such losses. The holders of the Series B Preferred Stock would be entitled to share in dividends, on an as-converted basis, if the holders of common stock were to receive dividends in excess of 5% of the then current common stock market price on a cumulative basis over the past twelve months, provided that the holders of the Series B Preferred Stock would only share in that portion of the dividend that exceeds 5%. | ||
Fair Value of Financial Instruments | Fair Value of Financial Instruments | |
Fair value is the price that would be received to sell an asset or the amount paid to transfer a liability in an orderly transaction between market participants (an exit price) at the measurement date. Fair value is a market based measurement considered from the perspective of a market participant. The Company uses market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation. These inputs can be readily observable, market corroborated, or unobservable. If observable prices or inputs are not available, unobservable prices or inputs are used to estimate the current fair value, often using an internal valuation model. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the item being valued. The Company primarily applies a market approach for recurring fair value measurements using the best available information while utilizing valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. | ||
There is a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). The Company classifies fair value balances based on the observability of those inputs. The three levels of the fair value hierarchy are as follows: | ||
• | Level 1 - Quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. | |
• | Level 2 - Inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable. These inputs are either directly observable in the marketplace or indirectly observable through corroboration with market data for substantially the full contractual term of the asset or liability being measured. | |
• | Level 3 - Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. | |
In valuing certain assets and liabilities, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. For disclosure purposes, assets and liabilities are classified in their entirety in the fair value hierarchy level based on the lowest level of input that is significant to the overall fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the placement within the fair value hierarchy levels. | ||
A description of the valuation methodologies used for assets measured at fair value on a recurring basis, as well as the general classification of such assets pursuant to the fair value hierarchy, is set forth below. | ||
The carrying amounts of cash and cash equivalents, accounts receivable-trade, accounts receivable-related | ||
parties, accounts receivable – other, other current assets, accounts payable – trade, prepaid expenses, accounts payable-related parties, accrued expenses, and insurance notes approximate fair value because of the short maturity of these instruments. The fair values of third party notes and equipment notes are level two inputs in the fair value hierarchy, and approximate their carrying values, based on current market rates at which the company could borrow funds with similar maturities. | ||
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts | |
Accounts receivable are based on earned revenues. The Forbes Group provides an allowance for doubtful accounts, which is based on a review of outstanding receivables, historical collection information, and existing economic conditions. Provisions for doubtful accounts are recorded when it becomes evident that the customer will not be likely to make the required payments at either contractual due dates or in the future. The accounts are written off against the provision when it becomes evident that the account is not collectable. | ||
Property and Equipment | Property and Equipment | |
Property and equipment are recorded at cost. Improvements or betterments that extend the useful life of the assets are capitalized. Expenditures for maintenance and repairs are charged to expense when incurred. The costs of assets retired or otherwise disposed of and the related accumulated depreciation are eliminated from the accounts in the period of disposal. Gains or losses resulting from property disposals are credited or charged to operations currently. Depreciation is recorded using the straight-line method over the estimated useful lives of the assets. | ||
Intangible Assets | Intangible Assets | |
Intangible assets are assets (not including financial assets) that lack physical substance. Intangible assets are subject to amortization for the period of time which the assets are expected to contribute directly or indirectly to future cash flows. | ||
Impairments | Impairments | |
Long-lived assets, such as property, and equipment, and finite-lived intangibles subject to amortization, are reviewed whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of such assets to estimated undiscounted future cash flows expected to be generated by the assets. Expected future cash flows and carrying values are aggregated at their lowest identifiable level. If the carrying amount of such assets exceeds their estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of such assets exceeds the fair value of the assets. | ||
Environmental | Environmental | |
The Company is subject to extensive federal, state, and local environmental laws and regulations. These laws, which are constantly changing, regulate the discharge of materials into the environment and may require the Forbes Group to remove or mitigate the adverse environmental effects of the disposal or release of petroleum or chemical substances at various sites. Environmental expenditures are expensed or capitalized depending on their future economic benefit. Expenditures that relate to an existing condition caused by past operations and that have no future economic benefits are expensed. Liabilities for expenditures of a non-capital nature are recorded when environmental assessment and/or remediation is probable and the costs can be reasonably estimated. | ||
Deferred Financing Costs | Deferred Financing Costs | |
The Company amortizes the deferred financing costs for the costs incurred with our 9% Senior Notes and for the loan agreement governing our revolving credit facility. These costs are amortized over the period of the agreements governing the 9% Senior Notes and the revolving credit facility on an effective interest basis, as a component of interest expense. | ||
Share-Based Compensation | Share-Based Compensation | |
The Company measures share-based compensation cost as of the grant date based on the estimated fair value of the award less an estimated rate for pre-vesting forfeitures, and recognizes compensation expense on a straight-line basis over the vesting period. The Company classifies stock awards as either an equity award or a liability award. Equity classified awards are valued as of the grant date using market price. Liability classified awards are re-measured at fair value at the end of each reporting date until settled. | ||
Foreign Currency Translation | Foreign Currency Translation | |
The functional currency of our Mexican subsidiaries was the Mexican peso. Accordingly, all balance sheet accounts of this operation were translated into United States dollars using the current exchange rate in effect at the balance sheet date. The expenses of our Mexican subsidiaries were translated using the average exchange rates in effect during the period, and the gains and losses from foreign currency translation were recorded in accumulated other comprehensive income (loss). | ||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | |
In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU 2014-09 provides a framework that replaces the existing revenue recognition guidance. It is effective for annual periods beginning after December 15, 2016, including interim periods within that reporting period. The Company is in the process of determining if this pronouncement will have a material impact on its consolidated financial statements. | ||
In June 2014, the FASB issued ASU No. 2014-12, “Compensation-Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period.” ASU 2014-12 requires a reporting entity to treat a performance target that affects vesting and that could be achieved after the requisite service period as a performance condition. It is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2015. ASU 2014-12 may be adopted either prospectively for share-based payment awards granted or modified on or after the effective date, or retrospectively, using a modified retrospective approach. The modified retrospective approach would apply to share-based payment awards outstanding as of the beginning of the earliest annual period presented in the financial statements on adoption, and to all new or modified awards thereafter. The Company is in the process of determining if this pronouncement will have a material impact on its consolidated financial statements. | ||
In August 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2014-15, “Presentation of Financial Statements - Going Concern,” (ASU 2014-15). ASU 2014-15 provides guidance with regard to management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. This ASU clarified that management should perform its evaluation whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. The accounting standard is effective for annual periods ending after December 15, 2016 and interim periods thereafter. Early adoption is permitted. The adoption of this standard is not expected to have a material effect on our financial statements. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Fair value of financial instruments | |||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||
Carrying Amount | Fair Value | Carrying Amount | Fair Value | ||||||||||||||
(dollars in thousands) | |||||||||||||||||
9.0% Senior Notes | $ | 280,000 | $ | 165,200 | $ | 280,000 | $ | 275,800 | |||||||||
Allowance for doubtful accounts rollforward | The following reflects changes in our allowance for doubtful accounts: | ||||||||||||||||
Balance as of January 1, 2012 | 6,433 | ||||||||||||||||
Provision | 807 | ||||||||||||||||
Bad debt write-off | (4,581 | ) | |||||||||||||||
Balance as of December 31, 2012 | 2,659 | ||||||||||||||||
Provision | 1,353 | ||||||||||||||||
Bad debt write-off | (60 | ) | |||||||||||||||
Balance as of December 31, 2013 | 3,952 | ||||||||||||||||
Provision | 967 | ||||||||||||||||
Bad debt write-off | (880 | ) | |||||||||||||||
Balance as of December 31, 2014 | $ | 4,039 | |||||||||||||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||||||||||||||||||||||||
Intangible Assets | The following sets forth the identified intangible assets by major asset class: | |||||||||||||||||||||||||
31-Dec-14 | 31-Dec-13 | |||||||||||||||||||||||||
Useful | Gross | Accumulated | Net Book | Gross | Accumulated | Net Book | ||||||||||||||||||||
Life | Carrying | Amortization | Value | Carrying | Amortization | Value | ||||||||||||||||||||
(years) | Value | Value | ||||||||||||||||||||||||
Customer relationships | 15 | $ | 31,896 | $ | 14,885 | $ | 17,011 | $ | 31,896 | $ | 12,758 | $ | 19,138 | |||||||||||||
Trade names | 15 | 8,050 | 3,756 | 4,294 | 8,050 | 3,220 | 4,830 | |||||||||||||||||||
Safety training program | 15 | 1,182 | 552 | 630 | 1,182 | 473 | 709 | |||||||||||||||||||
Dispatch software | 10 | 1,135 | 795 | 340 | 1,135 | 681 | 454 | |||||||||||||||||||
Other | 10 | 58 | 41 | 17 | 58 | 35 | 23 | |||||||||||||||||||
$ | 42,321 | $ | 20,029 | $ | 22,292 | $ | 42,321 | $ | 17,167 | $ | 25,154 | |||||||||||||||
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Summary of Stock Option Activity | The following table presents a summary of the Company’s stock option activity for the years ended December 31, 2014 and 2013: | ||||||||||||
Shares | Weighted- | Weighted- | Aggregate | ||||||||||
Average | Average | Intrinsic | |||||||||||
Exercise | Remaining | Value | |||||||||||
Price | Contractual | ||||||||||||
Term | |||||||||||||
Options outstanding at December 31, 2012 | 1,997,925 | 7.51 | 7.73 years | $ | — | ||||||||
Stock options: | |||||||||||||
Granted | — | — | |||||||||||
Exercised | (2,500 | ) | 2.6 | ||||||||||
Forfeited | (595,000 | ) | 8.76 | ||||||||||
Options outstanding at December 31, 2013 | 1,400,425 | 6.99 | 6.47 years | 316,994 | |||||||||
Stock options: | |||||||||||||
Granted | — | — | |||||||||||
Exercised | — | — | |||||||||||
Forfeited | (251,800 | ) | 2.65 | ||||||||||
Options outstanding at December 31, 2014 | 1,148,625 | $ | 7.94 | 5.44 years | $ | — | |||||||
Vested and expected to vest at December 31, 2014 | 1,148,625 | $ | 7.94 | 5.44 years | $ | — | |||||||
Exercisable at December 31, 2014 | 1,148,625 | $ | 7.94 | 5.44 years | $ | — | |||||||
Summary of nonvested stock option activity | A summary of the status of the Company's nonvested options as of December 31, 2013, and the changes during the year ended December 31, 2014, is presented below. | ||||||||||||
Shares | Weighted- | ||||||||||||
Average | |||||||||||||
Grant-Date Fair Value | |||||||||||||
Nonvested at December 31, 2013 | 186,150 | 9.16 | |||||||||||
Granted | — | ||||||||||||
Vested | (186,150 | ) | |||||||||||
Forfeited | — | ||||||||||||
Nonvested at December 31, 2014 | — | — | |||||||||||
Summary of Restricted Stock Grant Activity | The table below presents restricted stock activity for the year ended December 31, 2013. | ||||||||||||
Number of Units | Grant Date Average Fair Value Per Unit | ||||||||||||
Outstanding at December 31, 2012 | 41,666 | $ | 6.15 | ||||||||||
Granted | — | — | |||||||||||
Vested | (41,666 | ) | 6.15 | ||||||||||
Forfeited | — | — | |||||||||||
Nonvested at December 31, 2013 | — | $ | — | ||||||||||
Summary of Restricted Stock Unit Grant Activity | The following table presents a summary of restricted stock unit activity for the years ended December 31, 2014 and 2013: | ||||||||||||
Number of Units | Grant Date Average Fair Value Per Unit | ||||||||||||
Outstanding at December 31, 2012 | 124,753 | $ | 3.45 | ||||||||||
Granted | 930,284 | 3.44 | |||||||||||
Vested | (374,848 | ) | 3.38 | ||||||||||
Forfeited | (5,400 | ) | 2.65 | ||||||||||
Nonvested at December 31, 2013 | 674,789 | $ | 3.49 | ||||||||||
Granted | 461,527 | 3.85 | |||||||||||
Vested | (498,821 | ) | 3.84 | ||||||||||
Forfeited | — | — | |||||||||||
Nonvested at December 31, 2014 | 637,495 | $ | 3.47 | ||||||||||
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | The following table summarizes the Company's equity and liability stock based compensation expense (in thousands): | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Restricted stock expense | $ | — | $ | 41 | $ | 976 | |||||||
Restricted stock unit expense | 1,253 | 1,584 | 146 | ||||||||||
Stock option expense | 1,185 | 709 | 2,982 | ||||||||||
Performance based liability award expense | 826 | 518 | 326 | ||||||||||
Total stock-based compensation expense | $ | 3,264 | $ | 2,852 | $ | 4,430 | |||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||
Summary of Property and equipment | Property and equipment at December 31, 2014 and 2013 consisted of the following: | |||||||||
Estimated Life in Years | December 31, | |||||||||
2014 | 2013 | |||||||||
(in thousands) | ||||||||||
Well servicing equipment | 3-15 years | $ | 417,561 | $ | 411,237 | |||||
Autos and trucks | 5-10 years | 124,338 | 103,443 | |||||||
Disposal wells | 5-15 years | 38,167 | 43,754 | |||||||
Building and improvements | 5-30 years | 14,423 | 13,544 | |||||||
Furniture and fixtures | 3-15 years | 6,157 | 5,395 | |||||||
Land | 1,452 | 1,876 | ||||||||
602,098 | 579,249 | |||||||||
Accumulated depreciation | (279,435 | ) | (237,380 | ) | ||||||
$ | 322,663 | $ | 341,869 | |||||||
Schedule of Capital Leased Assets | The gross amount of property and equipment and related accumulated depreciation recorded under capital leases and included above consists of the following: | |||||||||
December 31, | ||||||||||
2014 | 2013 | |||||||||
(in thousands) | ||||||||||
Well servicing equipment | $ | 16,411 | $ | 16,396 | ||||||
Autos and trucks | 15,809 | 11,029 | ||||||||
32,220 | 27,425 | |||||||||
Accumulated depreciation | (10,786 | ) | (6,163 | ) | ||||||
$ | 21,434 | $ | 21,262 | |||||||
Accounts_Payable_and_Accrued_E1
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Payables and Accruals [Abstract] | ||||||||
Accrued expenses and accounts payable – trade | Accrued expenses and accounts payable – trade at December 31, 2014 and 2013, consisted of the following: | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Accrued wages | $ | 8,387 | $ | 6,968 | ||||
Accrued insurance | 7,883 | 4,601 | ||||||
Other accrued expenses | 2,578 | 3,158 | ||||||
Total accrued expenses | $ | 18,848 | $ | 14,727 | ||||
Accounts payable - vendor financings | $ | 1,687 | $ | 4,082 | ||||
Accounts payable - other | 17,432 | 22,934 | ||||||
Total accounts payable - trade | $ | 19,119 | $ | 27,016 | ||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Schedule of Long Term Debt | Debt at December 31, 2014 and 2013, consisted of the following : | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
9% Senior Notes | $ | 280,000 | $ | 280,000 | ||||
Third party equipment notes and capital leases | 12,170 | 15,109 | ||||||
Insurance notes | 5,721 | 4,531 | ||||||
297,891 | 299,640 | |||||||
Less: Current portion | (11,204 | ) | (9,374 | ) | ||||
$ | 286,687 | $ | 290,266 | |||||
Aggregate maturities of long-term debt | Aggregate maturities of long-term debt as of December 31, 2014 are as follows (in thousands): | |||||||
2015 | $ | 11,204 | ||||||
2016 | 3,903 | |||||||
2017 | 2,653 | |||||||
2018 | 131 | |||||||
2019 | 280,000 | |||||||
Total | $ | 297,891 | ||||||
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Related Party Transactions [Abstract] | |||||||||||||
Schedule of Related Party Transactions | The following tables summarizes the related party transactions. | ||||||||||||
As of December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
(in thousands) | |||||||||||||
Related parties cash and cash equivalents balances: | |||||||||||||
Balance at Texas Champion Bank (1) | $ | 1,040 | $ | 698 | |||||||||
Balance at Brush Country Bank (2) | 644 | 469 | |||||||||||
Related parties receivable: | |||||||||||||
Alice Environmental Services, LP/Alice Environmental Holding LLC (3) | $ | — | $ | 1 | |||||||||
Dorsal Services, Inc. (4) | 60 | 61 | |||||||||||
Wolverine Construction, Inc. (5) | 282 | 123 | |||||||||||
$ | 342 | $ | 185 | ||||||||||
Related parties payable: | |||||||||||||
Alice Environmental Services, LP/Alice Environmental Holding LLC (3) | $ | 83 | $ | 218 | |||||||||
Dorsal Services, Inc. (4) | 25 | 256 | |||||||||||
Tasco Tool Services, Inc. (6) | 59 | 16 | |||||||||||
JITSU Services, LLC (8) | — | 30 | |||||||||||
Texas Quality Gate Guard Services, LLC (9) | $ | 11 | $ | 29 | |||||||||
Texas Water Disposal, LLC (15) | 8 | 10 | |||||||||||
$ | 186 | $ | 559 | ||||||||||
Years ended December, 31 | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(in thousands) | |||||||||||||
Related parties capital expenditures: | |||||||||||||
Alice Environmental Services, LP/Alice Environmental Holding LLC (3) | $ | — | $ | — | $ | 15,567 | |||||||
Tasco Tool Services, Inc. (6) | 16 | 64 | 196 | ||||||||||
Resonant Technology Partners (7) | — | — | 289 | ||||||||||
JITSU Services, LLC (8) | 240 | — | — | ||||||||||
$ | 256 | $ | 64 | $ | 16,052 | ||||||||
Related parties revenue activity: | |||||||||||||
CJ Petroleum Service LLC (10) | $ | — | $ | — | $ | 18 | |||||||
Dorsal Services, Inc. (4) | — | 18 | — | ||||||||||
Tasco Tool Services, Inc. (6) | 2 | 3 | 1 | ||||||||||
Wolverine Construction, Inc. (5) | 249 | 152 | 41 | ||||||||||
Texas Quality Gate Guard Services, LLC (9) | — | — | 4 | ||||||||||
Testco Well Services, LLC (11) | — | 69 | 18 | ||||||||||
Texas Water Disposal, LLC (15) | 12 | 15 | 22 | ||||||||||
$ | 263 | $ | 257 | $ | 104 | ||||||||
Related parties expense activity: | |||||||||||||
Alice Environmental Services, LP/Alice Environmental Holding LLC (3) | $ | 1,861 | $ | 1,810 | $ | 3,832 | |||||||
CJ Petroleum Service LLC (10) | — | — | 294 | ||||||||||
Dorsal Services, Inc. (4) | 371 | 498 | 139 | ||||||||||
Tasco Tool Services, Inc. (6) | 224 | 128 | 179 | ||||||||||
FCJ Management, LLC (12) | 27 | 36 | 36 | ||||||||||
C&F Partners, LLC (13) | — | — | 199 | ||||||||||
Resonant Technology Partners (7) | — | — | 444 | ||||||||||
Wolverine Construction, Inc. (5) | — | — | 37 | ||||||||||
JITSU Services, LLC (8) | 243 | 396 | 405 | ||||||||||
Texas Quality Gate Guard Services, LLC (9) | 214 | 363 | 362 | ||||||||||
Animas Holdings, LLC (14) | 265 | 670 | 26 | ||||||||||
Testco Well Services, LLC (11) | — | 32 | 5 | ||||||||||
Texas Water Disposal, LLC (15) | — | 498 | 1,159 | ||||||||||
CJW Group, LLC (16) | 13 | — | — | ||||||||||
$ | 3,218 | $ | 4,431 | $ | 7,117 | ||||||||
(1)The Company has a deposit relationship with Texas Champion Bank. Travis Burris, one of the directors of FES Ltd., is also the President, Chief Executive Officer, and director of Texas Champion Bank. Mr. Crisp, our President and Chief Executive Officer, serves on the board of directors. | |||||||||||||
(2)Messrs. Crisp and Forbes are directors and shareholders of Brush Country Bank, an institution with which the Company conducts business and has deposits. | |||||||||||||
(3)Messrs. John E. Crisp and Charles C. Forbes, Jr., executive officers and directors of FES Ltd., are owners of Alice Environmental Services, LP, or AES. The Company leases or rents land and buildings, disposal wells, aircraft, and other equipment from AES. | |||||||||||||
(4)Dorsal Services, Inc. provides trucking services to the Company. Mr. Crisp, an executive officer and director is a partial owner of Dorsal Services, Inc. | |||||||||||||
(5)Wolverine Construction, Inc. is an entity that is owned by two sons of Mr. Crisp, an executive officer and director of FES Ltd. Wolverine provided construction and site preparation services to certain customers of the Company. | |||||||||||||
(6)Tasco Tool Services, Inc. is a down-hole tool company that is partially owned by Mr. Forbes, an executive officer and director of FES Ltd., and Mr. Robert Jenkins a manager of one of the subsidiaries of FES Ltd. Tasco rents and sells tools to the Company from time to time. | |||||||||||||
(7)Resonant Technology Partners is a computer networking group that provides services to the Company. Travis Burris, a director of the Company had a noncontrolling interest in the computer networking company, which was sold in July 2012. | |||||||||||||
(8)JITSU Services, LLC or JITSU, is a leasing company owned by Mr. Crisp and Janet Forbes, a former director of the Company. The Company currently leases vacuum trucks from JITSU. | |||||||||||||
(9)Texas Quality Gate Guard Services, LLC, or Texas Quality Gate Guard Services, is an entity owned by Messrs. Crisp and Forbes and a son of Mr. Crisp, an executive officer and director of FES Ltd. Texas Quality Gate Guard Services has provided security services to the Company. | |||||||||||||
(10)CJ Petroleum Service LLC or CJ Petroleum, is a company owned by Mr. Crisp, Mr. Forbes, two sons of Mr. Crisp and Janet Forbes, a former director of the Company. The Company paid CJ Petroleum to purchase its rights to certain disposal wells which are no longer rentred from CJ Petroleum. Nevertheless, the Company must still pay the underlying landowners for access to these wells. | |||||||||||||
(11)Testco Well Services, LLC is a company that provides valve and gathering system testing services to the Company. Mr. Crisp, Mr. Forbes, and a son of Mr. Crisp were partial owners of Testco. In August 2013, Testco Well Services, LLC was sold to an unrelated third party and as such is no longer a related party. The amounts for 2013 reflect only the period to the sale. Because Testco is not longer a related party, no amounts have been disclosed for fiscal year 2014. | |||||||||||||
(12)FCJ Management, LLC or FCJ, is an entity that leases land and facilities to the Company and is owned by Messrs. Crisp, and Forbes and Robert Jenkins, a manager of one of the subsidiaries of FES Ltd. | |||||||||||||
(13)C&F Partners, LLC is an entity that is owned by Messrs. Crisp and Forbes. The Company had expenses with regard to C&F Partners, LLC related to aircraft rental. | |||||||||||||
(14)Animas Holdings, LLC or Animas, is a property and disposal company that is owned by the two sons of Mr. Crisp and three children of Mr. Forbes and Ms. Forbes. The Company pays Animas for waste water disposal and lease facilities. | |||||||||||||
(15) Texas Water Disposal, LLC. is partially owned by a brother of Mr. Crisp, an executive officer and director of FES Ltd. Texas Water Disposal, LLC is a company that owns a salt water disposal well that is used by the Company. | |||||||||||||
(16) CJW Group, LLC is an entity that leases facilities to the Company and is partially owned by Messrs. Crisp and Forbes, executive officers and directors of FES Ltd. |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||||||
Future minimum lease payments under non-cancellable operating leases | Future minimum lease payments under non-cancellable operating leases as of December 31, 2014 are as follows (in thousands): | |||||||||||
Related Party | Other | Total | ||||||||||
2015 | $ | 1,508 | $ | 10,594 | $ | 12,102 | ||||||
2016 | 1,508 | 5,229 | 6,737 | |||||||||
2017 | 1,086 | 629 | 1,715 | |||||||||
2018 | 376 | 23 | 398 | |||||||||
2019 | — | — | — | |||||||||
Thereafter | — | — | — | |||||||||
Total | $ | 4,478 | $ | 16,475 | $ | 20,952 | ||||||
Supplemental_Cash_Flow_Informa1
Supplemental Cash Flow Information (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Supplemental Cash Flow Information [Abstract] | ||||||||||||
Supplemental cash flow information | ||||||||||||
Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Cash paid for | ||||||||||||
Interest | $ | 26,096 | $ | 26,635 | $ | 26,458 | ||||||
Income tax | 70 | (281 | ) | 3,731 | ||||||||
Supplemental schedule of non-cash investing and | ||||||||||||
financing activities | ||||||||||||
Financing of insurance notes | $ | 6,976 | $ | 6,198 | $ | 11,237 | ||||||
Change in accounts payable related to capital expenditures | (2,395 | ) | 2,692 | (13,693 | ) | |||||||
Capital leases on equipment | 2,144 | 1,990 | 13,872 | |||||||||
Preferred stock dividends and accretion costs | (42 | ) | (42 | ) | (42 | ) | ||||||
Change in deposit on assets held for sale | — | — | (13,700 | ) | ||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income tax expense (benefit) included in the consolidated statements of operations | Income tax expense (benefit) included in the consolidated statements of operations for the years ended December 31 was as follows (in thousands): | |||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Continuing operations: | ||||||||||||
Current: | ||||||||||||
Federal | $ | 238 | $ | (48 | ) | $ | 351 | |||||
State | 641 | 252 | 815 | |||||||||
Foreign | 18 | — | — | |||||||||
Total current income tax expense from continuing operations | $ | 897 | $ | 204 | $ | 1,166 | ||||||
Deferred: | ||||||||||||
Federal | $ | (4,008 | ) | $ | (4,865 | ) | $ | 2,103 | ||||
State | 51 | 46 | 90 | |||||||||
Total deferred income tax expense (benefit) from continuing operations | $ | (3,957 | ) | $ | (4,819 | ) | $ | 2,193 | ||||
Total income tax expense (benefit) from continuing operations | $ | (3,060 | ) | $ | (4,615 | ) | $ | 3,359 | ||||
Discontinued operations: | ||||||||||||
Current: | ||||||||||||
Foreign | — | (88 | ) | 2,701 | ||||||||
Total current income tax expense (benefit) from discontinued operations | $ | — | $ | (88 | ) | $ | 2,701 | |||||
Deferred: | ||||||||||||
Federal | $ | — | $ | — | $ | (580 | ) | |||||
Foreign | — | (158 | ) | (2,480 | ) | |||||||
Total deferred income tax benefit from discontinued operations | $ | — | $ | (158 | ) | $ | (3,060 | ) | ||||
Total income tax benefit from discontinued operations | $ | — | $ | (246 | ) | $ | (359 | ) | ||||
Total income tax expense (benefit) | $ | (3,060 | ) | $ | (4,861 | ) | $ | 3,000 | ||||
Effective income tax reconciliation | The provision for income taxes attributable to loss from continuing operations differed from the amount obtained by applying the federal statutory income tax rate to loss from continuing operations before taxes, as follows: | |||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Income tax expense (benefit) at statutory rate of 35% | $ | (3,983 | ) | $ | (6,094 | ) | $ | 1,952 | ||||
Nondeductible expenses | 654 | 513 | 586 | |||||||||
State taxes, net of federal benefit | 374 | 354 | 619 | |||||||||
Revision related to tax basis of property and equipment | — | 553 | — | |||||||||
Change in state rate | (73 | ) | — | — | ||||||||
Other | (32 | ) | 59 | 202 | ||||||||
$ | (3,060 | ) | $ | (4,615 | ) | $ | 3,359 | |||||
Tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities | Significant components of the Company's deferred tax liabilities and assets as of December 31 were as follows: | |||||||||||
2014 | 2013 | |||||||||||
(in thousands) | ||||||||||||
Deferred tax assets: | ||||||||||||
Net operating loss carryforwards | $ | 11,013 | $ | 17,814 | ||||||||
Foreign tax credits | 796 | 796 | ||||||||||
Alternative minimum tax credit | 1,213 | 975 | ||||||||||
Stock - based compensation | 5,746 | 5,505 | ||||||||||
Bad debts | 1,444 | 1,392 | ||||||||||
Other | 2,936 | 1,572 | ||||||||||
Total gross deferred tax assets | 23,148 | 28,054 | ||||||||||
Less: valuation allowance | (796 | ) | (796 | ) | ||||||||
Total deferred tax assets, net | $ | 22,352 | $ | 27,258 | ||||||||
Deferred tax liabilities: | ||||||||||||
Tax over book depreciation | $ | (32,053 | ) | $ | (40,030 | ) | ||||||
Intangible assets | (7,952 | ) | (8,838 | ) | ||||||||
Other | — | — | ||||||||||
Total gross deferred tax liabilities | (40,005 | ) | (48,868 | ) | ||||||||
Net deferred tax liability | $ | (17,653 | ) | $ | (21,610 | ) |
Earning_loss_per_Share_Tables
Earning (loss) per Share (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Schedule of Weighted Average Number of Shares | The following table sets forth the reconciliation of weighted average shares outstanding and diluted weighted average shares outstanding, in thousands: | |||||||||||
2014 | 2013 | 2012 | ||||||||||
Weighted average shares outstanding | 21,749 | 21,388 | 21,062 | |||||||||
Dilutive effect of stock options and restricted stock | — | — | 278 | |||||||||
Diluted weighted average shares outstanding | 21,749 | 21,388 | 21,340 | |||||||||
Computation of basic and diluted earnings (loss) per share | The following table sets forth the computation of basic and diluted loss per share: | |||||||||||
Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands, except per share amounts) | ||||||||||||
Basic: | ||||||||||||
Net income (loss) | $ | (8,321 | ) | $ | (13,090 | ) | $ | 1,586 | ||||
Preferred stock dividends and accretion | (776 | ) | (776 | ) | (776 | ) | ||||||
Net income (loss) attributable to common shareholders | (9,097 | ) | (13,866 | ) | 810 | |||||||
Weighted-average common shares | 21,749 | 21,388 | 21,062 | |||||||||
Basic earnings (loss) per share | (0.42 | ) | (0.65 | ) | 0.04 | |||||||
Diluted: | ||||||||||||
Net income (loss) | $ | (8,321 | ) | $ | (13,090 | ) | $ | 1,586 | ||||
Preferred stock dividends and accretion | (776 | ) | (776 | ) | (776 | ) | ||||||
Net income (loss) attributable to common shareholders | (9,097 | ) | (13,866 | ) | 810 | |||||||
Effect of dilutive securities | — | — | 278 | |||||||||
Weighted-average common shares | 21,749 | 21,388 | 21,062 | |||||||||
Weighted-average diluted shares | 21,749 | 21,388 | 21,340 | |||||||||
Diluted earnings (loss) per share | $ | (0.42 | ) | $ | (0.65 | ) | $ | 0.04 | ||||
Business_Segment_Information_T
Business Segment Information (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting, Measurement Disclosures [Abstract] | ||||||||||||
Financial information with respect to reportable segments | The following table sets forth certain financial information from continuing operations with respect to the Company’s reportable segments (dollars in thousands): | |||||||||||
Well Servicing | Fluid Logistics | Consolidated | ||||||||||
2014 | ||||||||||||
Operating revenues | $ | 285,338 | $ | 163,940 | $ | 449,278 | ||||||
Direct operating costs | 213,278 | 127,775 | 341,053 | |||||||||
Segment profits | $ | 72,060 | $ | 36,165 | $ | 108,225 | ||||||
Depreciation and amortization | $ | 24,396 | $ | 30,563 | $ | 54,959 | ||||||
Capital expenditures | 16,263 | 21,363 | 37,626 | |||||||||
Total assets | 646,912 | 485,944 | 1,132,856 | |||||||||
Long lived assets | 188,726 | 133,937 | 322,663 | |||||||||
2013 | ||||||||||||
Operating revenues | $ | 231,930 | $ | 188,003 | $ | 419,933 | ||||||
Direct operating costs | 182,180 | 141,957 | 324,137 | |||||||||
Segment profits | $ | 49,750 | $ | 46,046 | $ | 95,796 | ||||||
Depreciation and amortization | $ | 23,207 | $ | 31,631 | $ | 54,838 | ||||||
Capital expenditures | 22,979 | 24,329 | 47,308 | |||||||||
Total assets | 584,271 | 483,771 | 1,068,042 | |||||||||
Long lived assets | 199,692 | 142,177 | 341,869 | |||||||||
2012 | ||||||||||||
Operating revenues | $ | 202,670 | $ | 269,927 | $ | 472,597 | ||||||
Direct operating costs | 158,302 | 196,383 | 354,685 | |||||||||
Segment profits | $ | 44,368 | $ | 73,544 | $ | 117,912 | ||||||
Depreciation and amortization | $ | 22,902 | $ | 28,095 | $ | 50,997 | ||||||
Capital expenditures | 28,494 | 83,454 | 111,948 | |||||||||
Total assets | 530,986 | 468,402 | 999,388 | |||||||||
Long lived assets | 200,296 | 148,146 | 348,442 | |||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Reconciliation of the Forbes Group Operating Income (Loss) | ||||||||||||
As Reported: | ||||||||||||
Segment profits | $ | 108,225 | $ | 95,796 | $ | 117,912 | ||||||
General and administrative expense | 36,428 | 30,186 | 33,382 | |||||||||
Depreciation and amortization | 54,959 | 54,838 | 50,997 | |||||||||
Operating income | 16,838 | 10,772 | 33,533 | |||||||||
Other income and expenses, net | (28,219 | ) | (28,184 | ) | (27,955 | ) | ||||||
Income (loss) from continuing operations before taxes | $ | (11,381 | ) | $ | (17,412 | ) | $ | 5,578 | ||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Reconciliation of the Forbes Group Assets As Reported: | ||||||||||||
Total reportable segments | $ | 1,132,856 | $ | 1,068,042 | ||||||||
Elimination of internal transactions | (1,784,404 | ) | (1,640,530 | ) | ||||||||
Parent | 1,135,161 | 1,073,046 | ||||||||||
Total assets | $ | 483,613 | $ | 500,558 | ||||||||
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ||||||||||
Summary of discontinued operations | The following table presents the results of discontinued operations: | |||||||||
2013 | 2012 | |||||||||
Revenues | $ | — | $ | 1,337 | ||||||
Expenses | ||||||||||
Direct costs | — | 2,882 | ||||||||
General and administrative | 534 | 2,408 | ||||||||
Depreciation and amortization | — | — | ||||||||
Total expenses | 534 | 5,290 | ||||||||
Operating income (loss) | (534 | ) | (3,953 | ) | ||||||
Interest income | — | — | ||||||||
Interest expense | (5 | ) | (3 | ) | ||||||
Other income | — | 2,964 | ||||||||
Income (loss) before income taxes | (539 | ) | (992 | ) | ||||||
Income tax expense (benefit) | (246 | ) | (359 | ) | ||||||
Net income (loss) | $ | (293 | ) | $ | (633 | ) |
Supplemental_Financial_Informa1
Supplemental Financial Information Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Supplemental Financial Information Quarterly Financial Data (Unaudited) from continuing operations | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||
(in thousands except for per share amounts) | ||||||||||||||||
2014:00:00 | ||||||||||||||||
Revenues | $ | 109,911 | $ | 113,175 | $ | 114,466 | $ | 111,726 | ||||||||
Operating income | 5,421 | 4,896 | 4,902 | 1,619 | ||||||||||||
Net loss from continuing operations | (1,293 | ) | (1,493 | ) | (1,543 | ) | (3,992 | ) | ||||||||
Preferred stock dividends | (194 | ) | (194 | ) | (194 | ) | (194 | ) | ||||||||
Loss from continuing operations attributable to common shares | (1,487 | ) | (1,687 | ) | (1,737 | ) | (4,186 | ) | ||||||||
Loss per share: | ||||||||||||||||
Basic and diluted | (0.07 | ) | (0.08 | ) | (0.08 | ) | (0.19 | ) | ||||||||
2013:00:00 | ||||||||||||||||
Revenues | $ | 101,738 | $ | 103,682 | $ | 104,854 | $ | 109,660 | ||||||||
Operating income (loss) | 3,631 | 5,921 | (1,523 | ) | 2,743 | |||||||||||
Net loss from continuing operations | (2,599 | ) | (666 | ) | (5,652 | ) | (3,880 | ) | ||||||||
Preferred stock dividends | (194 | ) | (194 | ) | (194 | ) | (194 | ) | ||||||||
Loss from continuing operations attributable to common shares | (2,793 | ) | (860 | ) | (5,846 | ) | (4,074 | ) | ||||||||
Loss per share: | ||||||||||||||||
Basic and diluted | (0.13 | ) | (0.04 | ) | (0.27 | ) | (0.19 | ) |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Fair Value of Financial Instruments) (Details) (Senior Notes [Member], 9% Senior Notes [Member], USD $) | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 07, 2011 |
In Thousands, unless otherwise specified | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Stated interest rate | 9.00% | 9.00% | 9.00% | 9.00% | 9.00% |
Carrying (Reported) Amount, Fair Value Disclosure [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Fair Value | 280,000 | 280,000 | |||
Estimate of Fair Value, Fair Value Disclosure [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Fair Value | 165,200 | 275,800 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Allowance for Doubtful Accounts Rollforward) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Accounting Policies [Abstract] | |||
Allowance for doubtful accounts | $4,000,000 | $4,000,000 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Allowance for doubtful accounts, beginning balance | 3,952,000 | 2,659,000 | 6,433,000 |
Provision | 967,000 | 1,353,000 | 807,000 |
Bad debt write-off | -880,000 | -60,000 | -4,581,000 |
Allowance for doubtful accounts, ending balance | $4,039,000 | $3,952,000 | $2,659,000 |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Narrative) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Accounting Policies [Abstract] | |||
Restricted cash | $1,381,000 | $1,380,000 | |
Foreign currency translation loss recognized | 800,000 | ||
Common stock contingent dividend threshold percent | 5.00% | ||
Depreciation expense | 52,100,000 | 52,000,000 | 48,100,000 |
Asset impairment charges | 0 | 0 | 0 |
Amortization of deferred financing cost | $1,807,000 | $1,518,000 | $1,471,000 |
Intangible_Assets_Details
Intangible Assets (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Intangible Assets | ||
Gross Carrying Value | $42,321 | $42,321 |
Accumulated Amortization | 20,029 | 17,167 |
Net Book Value | 22,292 | 25,154 |
Customer relationships [Member] | ||
Intangible Assets | ||
Useful Life (years) | 15 years | |
Gross Carrying Value | 31,896 | 31,896 |
Accumulated Amortization | 14,885 | 12,758 |
Net Book Value | 17,011 | 19,138 |
Trade names [Member] | ||
Intangible Assets | ||
Useful Life (years) | 15 years | |
Gross Carrying Value | 8,050 | 8,050 |
Accumulated Amortization | 3,756 | 3,220 |
Net Book Value | 4,294 | 4,830 |
Safety training program [Member] | ||
Intangible Assets | ||
Useful Life (years) | 15 years | |
Gross Carrying Value | 1,182 | 1,182 |
Accumulated Amortization | 552 | 473 |
Net Book Value | 630 | 709 |
Dispatch software [Member] | ||
Intangible Assets | ||
Useful Life (years) | 10 years | |
Gross Carrying Value | 1,135 | 1,135 |
Accumulated Amortization | 795 | 681 |
Net Book Value | 340 | 454 |
Other [Member] | ||
Intangible Assets | ||
Useful Life (years) | 10 years | |
Gross Carrying Value | 58 | 58 |
Accumulated Amortization | 41 | 35 |
Net Book Value | $17 | $23 |
Intangible_Assets_Narrative_De
Intangible Assets (Narrative) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Intangible Assets (Textual) [Abstract] | |||
Amortization expenses | $2.90 | $2.90 | $2.90 |
Estimated amortization expenses for intangible assets year 1 | 2.9 | ||
Estimated amortization expenses for intangible assets year 2 | 2.9 | ||
Estimated amortization expenses for intangible assets year 3 | 2.9 | ||
Estimated amortization expenses for intangible assets year 4 | 2.9 | ||
Estimated amortization expenses for intangible assets year 5 | $2.70 | ||
Weighted average amortization period remaining for intangible assets | 7 years 9 months 15 days |
ShareBased_Compensation_Stock_
Share-Based Compensation (Stock Option Activities) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Options outstanding, shares, beginning balance (in shares) | 1,400,425 | 1,997,925 | |
Granted (in shares) | 0 | 0 | |
Exercised (in shares) | 0 | -2,500 | |
Forfeited (in shares) | -251,800 | -595,000 | |
Options outstanding, shares, ending balance (in shares) | 1,148,625 | 1,400,425 | 1,997,925 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | |||
Options outstanding, weighted average exercise price, beginning balance (in usd per share) | $6.99 | $7.51 | |
Granted, weighted average exercise price (in usd per share) | $0 | $0 | |
Exercised, weighted average exercise price (in usd per share) | $0 | $2.60 | |
Forfeited, weighted average exercise price (in usd per share) | $2.65 | $8.76 | |
Options outstanding, weighted average exercise price, ending balance (in usd per share) | $7.94 | $6.99 | $7.51 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Options outstanding, weighted average remaining contractual term | 5 years 5 months 10 days | 6 years 5 months 20 days | 7 years 8 months 23 days |
Options outstanding, aggregate intrinsic value | $0 | $316,994 | $0 |
Vested and expected to vest (in shares) | 1,148,625 | ||
Vested and expected to vest, weighted average exercise price (in usd per share) | $7.94 | ||
Vested and expected to vest, weighted average remaining contractual term | 5 years 5 months 10 days | ||
Vested and expected to vest, aggregate intrinsic value | 0 | ||
Exercisable (in shares) | 1,148,625 | ||
Exercisable, weighted average exercise price (in usd per share) | $7.94 | ||
Exercisable, weighted average remaining contractual term | 5 years 5 months 10 days | ||
Exercisable, aggregate intrinsic value | $0 |
ShareBased_Compensation_Nonves
Share-Based Compensation (Nonvested Option Activity) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | ||
Nonvested, options, beginning balance (in shares) | 186,150 | |
Granted (in shares) | 0 | 0 |
Vested (in shares) | -186,150 | |
Forfeited (in shares) | 0 | |
Nonvested, options, ending balance (in shares) | 0 | 186,150 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Nonvested, options, Weighted- Average Grant-Date Fair Value, beginning balance (in usd per share) | $0 | $9.16 |
Nonvested, options, Weighted- Average Grant-Date Fair Value, ending balance (in usd per share) | $0 |
ShareBased_Compensation_Restri
Share-Based Compensation (Restricted Stock and Restricted Stock Unit Grant Activity) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Outstanding beginning balance, number of units (in shares) | 41,666 | |
Granted, number of units (in shares) | 0 | |
Vested, number of units (in shares) | -41,666 | |
Forfeited, number of units (in shares) | 0 | |
Outstanding ending balance, number of units (in shares) | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||
Outstanding beginning balance, grant date average fair value per unit (in usd per share) | $6.15 | |
Granted, grant date average fair value per unit (in usd per share) | $0 | |
Vested, grant date average fair value per unit (in usd per share) | $6.15 | |
Forfeited, grant date average fair value per unit (in usd per share) | $0 | |
Outstanding ending balance, grant date average fair value per unit (in usd per share) | $0 | |
Restricted Stock Units (RSUs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Outstanding beginning balance, number of units (in shares) | 674,789 | 124,753 |
Granted, number of units (in shares) | 461,527 | 930,284 |
Vested, number of units (in shares) | -498,821 | -374,848 |
Forfeited, number of units (in shares) | 0 | -5,400 |
Outstanding ending balance, number of units (in shares) | 637,495 | 674,789 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||
Outstanding beginning balance, grant date average fair value per unit (in usd per share) | $3.49 | $3.45 |
Granted, grant date average fair value per unit (in usd per share) | $3.85 | $3.44 |
Vested, grant date average fair value per unit (in usd per share) | $3.84 | $3.38 |
Forfeited, grant date average fair value per unit (in usd per share) | $0 | $2.65 |
Outstanding ending balance, grant date average fair value per unit (in usd per share) | $3.47 | $3.49 |
ShareBased_Compensation_Narrat
Share-Based Compensation (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 05, 2012 | Dec. 31, 2008 | Aug. 11, 2011 | Aug. 11, 2012 | Jul. 09, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Exchange options, exchange ratio | 900.00% | |||||||
Stock-based compensation expense | $3,264,000 | $2,852,000 | $4,430,000 | |||||
Capitalized share-based compensation expense | 0 | 0 | ||||||
Granted (in shares) | 0 | 0 | ||||||
Options outstanding, weighted average remaining contractual term | 5 years 5 months 10 days | 6 years 5 months 20 days | 7 years 8 months 23 days | |||||
Tax payable, share-based compensation arrangement, net withholding exercise method | 500,000 | 100,000 | ||||||
Stock based compensation expense | 3,264,000 | 2,852,000 | 4,430,000 | |||||
Stock Options [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted stock unit vesting period | 3 years | |||||||
Unrecognized stock-based compensation costs | 0 | |||||||
Capitalized share-based compensation expense | 0 | |||||||
Stock based compensation expense | 1,185,000 | 709,000 | 2,982,000 | |||||
Stock Options [Member] | Minimum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vested options expiration period after termination of grantee's employment | 90 days | |||||||
Stock Options [Member] | Maximum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vested options expiration period after termination of grantee's employment | 1 year | |||||||
Vested options expiration period after termination of grantee's employment, extension period | 10 years | |||||||
Restricted Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vested, number of units (in shares) | 41,666 | |||||||
Stock based compensation expense | 0 | 41,000 | 976,000 | |||||
Equity instruments other than options, grants in period (in shares) | 0 | |||||||
Restricted Stock Units (RSUs) [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unrecognized stock-based compensation costs, period for recognition | 2 years 0 months 27 days | |||||||
Vested, number of units (in shares) | 498,821 | 374,848 | ||||||
Stock based compensation expense | 1,253,000 | 1,584,000 | 146,000 | |||||
Equity instruments other than options, grants in period (in shares) | 461,527 | 930,284 | ||||||
Stock based compensation expense yet to be recognized | 1,100,000 | |||||||
Restricted Stock Units (RSUs) [Member] | Monthly Vesting [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based payment award vesting percentage | 8.33% | |||||||
Restricted Stock Units (RSUs) [Member] | Minimum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted stock unit vesting period | 1 year | |||||||
Restricted Stock Units (RSUs) [Member] | Maximum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted stock unit vesting period | 5 years | |||||||
2012 Plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares of common stock authorized for issuance under the 2012 Plan (in shares) | 1,022,500 | |||||||
Options granted in period (in shares) | 0 | |||||||
2012 Plan [Member] | Stock Options [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares available for future grants (in shares) | 1,301,350 | |||||||
2008 Plan [Member] | Stock Options [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted stock unit vesting period | 3 years | |||||||
2008 Plan [Member] | Stock Options [Member] | Annual Vesting [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based payment award vesting percentage | 33.33% | |||||||
2008 Plan [Member] | Stock Options [Member] | Semi-Annual Vesting [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based payment award vesting percentage | 25.00% | |||||||
2008 Plan [Member] | Exchange Options [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Exchange options, exchanged (in shares) | 667,500 | |||||||
Exchange options, exchange ratio | 72.00% | |||||||
Exchange options, issued (in shares) | 480,600 | |||||||
Stock-based compensation expense | $100,000 | |||||||
Unrecognized stock-based compensation costs, period for recognition | 12 months | |||||||
2008 Plan [Member] | Exchange Options [Member] | Four Month Vesting [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based payment award vesting percentage | 33.33% |
ShareBased_Compensation_Compan
Share-Based Compensation (Company's equity and liability stock based compensation expense) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | $3,264 | $2,852 | $4,430 |
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | 0 | 41 | 976 |
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | 1,253 | 1,584 | 146 |
Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | 1,185 | 709 | 2,982 |
Performance Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | $826 | $518 | $326 |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of Property and equipment | |||
Property and equipment, total | $602,098 | $579,249 | |
Accumulated depreciation | -279,435 | -237,380 | |
Property and equipment, net | 322,663 | 341,869 | |
Capital Leases, Balance Sheet, Assets by Major Class, Net [Abstract] | |||
Capital leased assets, gross | 32,220 | 27,425 | |
Capital leases, lessee balance sheet, assets by major class, accumulated depreciation | -10,786 | -6,163 | |
Capital leases, balance sheet, assets by major class, net | 21,434 | 21,262 | |
Depreciation and amortization | 54,959 | 54,838 | 50,997 |
Well servicing equipment [Member] | |||
Summary of Property and equipment | |||
Property and equipment, total | 417,561 | 411,237 | |
Capital Leases, Balance Sheet, Assets by Major Class, Net [Abstract] | |||
Capital leased assets, gross | 16,411 | 16,396 | |
Well servicing equipment [Member] | Minimum [Member] | |||
Summary of Property and equipment | |||
Property and equipment, estimated life | 3 years | ||
Well servicing equipment [Member] | Maximum [Member] | |||
Summary of Property and equipment | |||
Property and equipment, estimated life | 15 years | ||
Autos and trucks [Member] | |||
Summary of Property and equipment | |||
Property and equipment, total | 124,338 | 103,443 | |
Capital Leases, Balance Sheet, Assets by Major Class, Net [Abstract] | |||
Capital leased assets, gross | 15,809 | 11,029 | |
Autos and trucks [Member] | Minimum [Member] | |||
Summary of Property and equipment | |||
Property and equipment, estimated life | 5 years | ||
Autos and trucks [Member] | Maximum [Member] | |||
Summary of Property and equipment | |||
Property and equipment, estimated life | 10 years | ||
Disposal wells [Member] | |||
Summary of Property and equipment | |||
Property and equipment, total | 38,167 | 43,754 | |
Disposal wells [Member] | Minimum [Member] | |||
Summary of Property and equipment | |||
Property and equipment, estimated life | 5 years | ||
Disposal wells [Member] | Maximum [Member] | |||
Summary of Property and equipment | |||
Property and equipment, estimated life | 15 years | ||
Building and improvements [Member] | |||
Summary of Property and equipment | |||
Property and equipment, total | 14,423 | 13,544 | |
Building and improvements [Member] | Minimum [Member] | |||
Summary of Property and equipment | |||
Property and equipment, estimated life | 5 years | ||
Building and improvements [Member] | Maximum [Member] | |||
Summary of Property and equipment | |||
Property and equipment, estimated life | 30 years | ||
Furniture and fixtures [Member] | |||
Summary of Property and equipment | |||
Property and equipment, total | 6,157 | 5,395 | |
Furniture and fixtures [Member] | Minimum [Member] | |||
Summary of Property and equipment | |||
Property and equipment, estimated life | 3 years | ||
Furniture and fixtures [Member] | Maximum [Member] | |||
Summary of Property and equipment | |||
Property and equipment, estimated life | 15 years | ||
Land [Member] | |||
Summary of Property and equipment | |||
Property and equipment, total | 1,452 | 1,876 | |
Assets Held under Capital Leases [Member] | |||
Capital Leases, Balance Sheet, Assets by Major Class, Net [Abstract] | |||
Depreciation and amortization | $4,600 | $3,100 | $2,600 |
Accounts_Payable_and_Accrued_E2
Accounts Payable and Accrued Expenses (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Payables and Accruals [Abstract] | ||
Accrued wages | $8,387 | $6,968 |
Accrued insurance | 7,883 | 4,601 |
Other accrued expenses | 2,578 | 3,158 |
Total accrued expenses | 18,848 | 14,727 |
Accounts payable - vendor financings | 1,687 | 4,082 |
Accounts payable - other | 17,432 | 22,934 |
Total accounts payable - trade | $19,119 | $27,016 |
LongTerm_Debt_Details
Long-Term Debt (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instruments [Abstract] | ||
Long-term debt, total | $297,891 | $299,640 |
Less: Current portion | -11,204 | -9,374 |
Long-term debt - net | 286,687 | 290,266 |
Senior Notes [Member] | 9% Senior Notes [Member] | ||
Debt Instruments [Abstract] | ||
Long-term debt, total | 280,000 | 280,000 |
Notes Payable, Other Payables [Member] | ||
Debt Instruments [Abstract] | ||
Long-term debt, total | 12,170 | 15,109 |
Insurance Notes [Member] | ||
Debt Instruments [Abstract] | ||
Long-term debt, total | $5,721 | $4,531 |
LongTerm_Debt_Aggregate_Maturi
Long-Term Debt (Aggregate Maturities of Long-Term Debt) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Maturities of Long-term Debt [Abstract] | ||
2015 | $11,204 | |
2016 | 3,903 | |
2017 | 2,653 | |
2018 | 131 | |
2019 | 280,000 | |
Long-term debt, total | $297,891 | $299,640 |
LongTerm_Debt_Narrative_Notes_
Long-Term Debt (Narrative - Notes) (Details) (USD $) | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Jun. 07, 2011 | |
Debt Instrument [Line Items] | |||||
Long-term debt, total | $297,891,000 | $299,640,000 | |||
Long Term Debt (Textual) [Abstract] | |||||
Guarantor subsidiaries ownership percentage | 100.00% | ||||
Number of non-guarantor subsidiaries | 2 | ||||
Non-Guarantor subsidiaries ownership percentage | 100.00% | ||||
Senior Notes [Member] | 9% Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | 280,000,000 | ||||
Debt instrument, maturity date | 15-Jun-19 | ||||
Debt instrument, stated interest rate | 9.00% | 9.00% | 9.00% | 9.00% | 9.00% |
Percentage of principal amount for debt repurchase post change in control | 101.00% | ||||
Percentage of principal amount for debt repurchase post certain asset sales | 100.00% | ||||
Restrictive covenants for senior notes, additional debt, maximum | 75,000,000 | ||||
Restrictive covenants for senior notes, additional debt, percentage of consolidated tangible assets, maximum | 18.00% | ||||
Restrictive covenants for senior notes, fixed charge coverage ratio, minimum | 200.00% | ||||
Restrictive covenants for senior notes, quarterly payments of dividends, preferred stock, maximum | 260,000 | ||||
Restrictive covenants for senior notes, additional indebtedness threshold | 1 | ||||
Restrictive covenants for senior notes, debt payment threshold, percentage of net income | 50.00% | ||||
Restrictive covenants for senior notes, debt payment threshold, percentage of deficit | 100.00% | ||||
Restrictive covenants for senior notes, debt payment threshold, percentage of net proceeds from equity offering | 100.00% | ||||
Restrictive covenants for senior notes, debt payment threshold, percentage of dividends received | 50.00% | ||||
Long-term debt, total | 280,000,000 | 280,000,000 | |||
Notes Payable, Other Payables [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, total | 12,170,000 | 15,109,000 | |||
Debt instrument, principal payments made | 5,100,000 | 5,300,000 | 4,500,000 | ||
Notes Payable, Other Payables [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, number of installments | 42 | ||||
Debt instrument, effective interest rate | 3.07% | ||||
Notes Payable, Other Payables [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, number of installments | 60 | ||||
Debt instrument, effective interest rate | 8.42% | ||||
Insurance Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, total | $5,721,000 | $4,531,000 | |||
Debt instrument, number of installments | 12 | ||||
Debt instrument, effective interest rate | 2.90% | 2.90% |
LongTerm_Debt_Narrative_Revolv
Long-Term Debt (Narrative - Revolving Credit Facility) (Details) (USD $) | 12 Months Ended | 1 Months Ended | 6 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Jul. 31, 2013 | Jun. 30, 2013 | Sep. 09, 2011 |
quarter | ||||
Line of Credit Facility [Line Items] | ||||
Number of trailing quarters for fixed charge coverage ratio | 4 | |||
Revolving Credit Facility [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | 90 | $75 | ||
Line of credit facility, current borrowing capacity, asset restriction amount | 82.1 | |||
Consolidated fixed charge coverage ratio | 110.00% | |||
Letters of credit outstanding | 7.6 | |||
Line of credit facility, remaining borrowing capacity | 74.5 | |||
Line of credit facility, expiration date | 26-Jul-18 | |||
Borrowing base percentage eligible accounts | 85.00% | |||
Borrowing base percentage of the appraised Value | 85.00% | |||
Percentage of net book value of such equipment | 100.00% | |||
Line of credit facility, unused capacity, commitment fee percentage | 0.38% | |||
Customary covenants for asset based credit facility | 11.3 | |||
Percentage of maximum credit under the facility | 15.00% | |||
Revolving Credit Facility [Member] | Minimum [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit facility, letter of credit, principal borrowing fees Percentage | 2.25% | |||
Revolving Credit Facility [Member] | Maximum [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit facility, letter of credit, principal borrowing fees Percentage | 2.75% | |||
Revolving Credit Facility [Member] | LIBOR [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, variable rate basis | LIBOR | LIBOR | ||
Revolving Credit Facility [Member] | LIBOR [Member] | Minimum [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 2.00% | 2.25% | ||
Revolving Credit Facility [Member] | LIBOR [Member] | Maximum [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 2.50% | 2.75% | ||
Revolving Credit Facility [Member] | Prime Rate [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, variable rate basis | prime rate | prime rate | ||
Revolving Credit Facility [Member] | Prime Rate [Member] | Minimum [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.00% | 1.25% | ||
Revolving Credit Facility [Member] | Prime Rate [Member] | Maximum [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.50% | 1.75% | ||
Revolving Credit Facility [Member] | Overnight Federal Funds Rate [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, variable rate basis | overnight federal funds rate | overnight federal funds rate | ||
Debt instrument, basis spread on variable rate | 0.50% | 0.50% | ||
Revolving Credit Facility [Member] | One Month LIBOR [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, variable rate basis | LIBOR rate for a one month period | LIBOR rate for a one month period | ||
Debt instrument, basis spread on variable rate | 1.00% | 1.00% |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Related Party Transactions (Textual) [Abstract] | ||||||
Accounts receivable - related parties | $342 | $185 | ||||
Accounts payable - related parties | 186 | 559 | ||||
Related party transaction, capital expenditures from transactions with related party | 256 | 64 | 16,052 | |||
Revenue from related party | 263 | 257 | 104 | |||
Related party transaction, purchases from related party | 3,218 | 4,431 | 7,117 | |||
Texas Champion Bank [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Related party transaction, bank deposits | 1,040 | [1] | 698 | [1] | ||
Brush Country Bank [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Related party transaction, bank deposits | 644 | [2] | 469 | [2] | ||
AES [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Accounts receivable - related parties | 0 | [3] | 1 | [3] | ||
Accounts payable - related parties | 83 | [3] | 218 | [3] | ||
Related party transaction, capital expenditures from transactions with related party | 0 | [3] | 0 | [3] | 15,567 | [3] |
Related party transaction, purchases from related party | 1,861 | [3] | 1,810 | [3] | 3,832 | [3] |
Dorsal Services [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Accounts receivable - related parties | 60 | [4] | 61 | [4] | ||
Accounts payable - related parties | 25 | [4] | 256 | [4] | ||
Revenue from related party | 0 | [4] | 18 | [4] | 0 | [4] |
Related party transaction, purchases from related party | 371 | [4] | 498 | [4] | 139 | [4] |
Wolverine Construction Inc [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Accounts receivable - related parties | 282 | [5] | 123 | [5] | ||
Revenue from related party | 249 | [5] | 152 | [5] | 41 | [5] |
Related party transaction, purchases from related party | 0 | [5] | 0 | [5] | 37 | [5] |
Tasco Tool Services [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Accounts payable - related parties | 59 | [6] | 16 | [6] | ||
Related party transaction, capital expenditures from transactions with related party | 16 | [6] | 64 | [6] | 196 | [6] |
Revenue from related party | 2 | [6] | 3 | [6] | 1 | [6] |
Related party transaction, purchases from related party | 224 | [6] | 128 | [6] | 179 | [6] |
Resonant Technology Partners [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Related party transaction, capital expenditures from transactions with related party | 0 | [7] | 0 | [7] | 289 | [7] |
Related party transaction, purchases from related party | 0 | [7] | 0 | [7] | 444 | [7] |
JITSU Inc [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Accounts payable - related parties | 0 | [8] | 30 | [8] | ||
Related party transaction, capital expenditures from transactions with related party | 240 | [8] | 0 | [8] | 0 | [8] |
Related party transaction, purchases from related party | 243 | [8] | 396 | [8] | 405 | [8] |
Texas Quality Gate Guard Inc [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Accounts payable - related parties | 11 | [9] | 29 | [9] | ||
Revenue from related party | 0 | [9] | 0 | [9] | 4 | [9] |
Related party transaction, purchases from related party | 214 | [9] | 363 | [9] | 362 | [9] |
Texas Water Disposal [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Accounts payable - related parties | 8 | [10] | 10 | [10] | ||
Revenue from related party | 12 | [10] | 15 | [10] | 22 | [10] |
Related party transaction, purchases from related party | 0 | [10] | 498 | [10] | 1,159 | [10] |
CJ Petroleum Service [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Revenue from related party | 0 | [11] | 0 | [11] | 18 | [11] |
Related party transaction, purchases from related party | 0 | [11] | 0 | [11] | 294 | [11] |
Testco [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Revenue from related party | 0 | [12] | 69 | [12] | 18 | [12] |
Related party transaction, purchases from related party | 0 | [12] | 32 | [12] | 5 | [12] |
C&F Partners [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Related party transaction, purchases from related party | 0 | [13] | 0 | [13] | 199 | [13] |
FCJ Management [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Related party transaction, purchases from related party | 27 | [14] | 36 | [14] | 36 | [14] |
Animas Holding Inc [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Related party transaction, purchases from related party | 265 | [15] | 670 | [15] | 26 | [15] |
CJW Group, LLC [Member] | ||||||
Related Party Transactions (Textual) [Abstract] | ||||||
Related party transaction, purchases from related party | $13 | [16] | $0 | [16] | $0 | [16] |
[1] | The Company has a deposit relationship with Texas Champion Bank. Travis Burris, one of the directors of FES Ltd., is also the President, Chief Executive Officer, and director of Texas Champion Bank. Mr. Crisp, our President and Chief Executive Officer, serves on the board of directors. | |||||
[2] | Messrs. Crisp and Forbes are directors and shareholders of Brush Country Bank, an institution with which the Company conducts business and has deposits. | |||||
[3] | Messrs. John E. Crisp and Charles C. Forbes, Jr., executive officers and directors of FES Ltd., are owners of Alice Environmental Services, LP, or AES. The Company leases or rents land and buildings, disposal wells, aircraft, and other equipment from AES. | |||||
[4] | Dorsal Services, Inc. provides trucking services to the Company. Mr. Crisp, an executive officer and director is a partial owner of Dorsal Services, Inc. | |||||
[5] | Wolverine Construction, Inc. is an entity that is owned by two sons of Mr. Crisp, an executive officer and director of FES Ltd. Wolverine provided construction and site preparation services to certain customers of the Company. | |||||
[6] | Tasco Tool Services, Inc. is a down-hole tool company that is partially owned by Mr. Forbes, an executive officer and director of FES Ltd., and Mr. Robert Jenkins a manager of one of the subsidiaries of FES Ltd. Tasco rents and sells tools to the Company from time to time. | |||||
[7] | Resonant Technology Partners is a computer networking group that provides services to the Company. Travis Burris, a director of the Company had a noncontrolling interest in the computer networking company, which was sold in July 2012. | |||||
[8] | )JITSU Services, LLC or JITSU, is a leasing company owned by Mr. Crisp and Janet Forbes, a former director of the Company. The Company currently leases vacuum trucks from JITSU. | |||||
[9] | Texas Quality Gate Guard Services, LLC, or Texas Quality Gate Guard Services, is an entity owned by Messrs. Crisp and Forbes and a son of Mr. Crisp, an executive officer and director of FES Ltd. Texas Quality Gate Guard Services has provided security services to the Company. | |||||
[10] | Texas Water Disposal, LLC. is partially owned by a brother of Mr. Crisp, an executive officer and director of FES Ltd. Texas Water Disposal, LLC is a company that owns a salt water disposal well that is used by the Company. | |||||
[11] | )CJ Petroleum Service LLC or CJ Petroleum, is a company owned by Mr. Crisp, Mr. Forbes, two sons of Mr. Crisp and Janet Forbes, a former director of the Company. The Company paid CJ Petroleum to purchase its rights to certain disposal wells which are no longer rentred from CJ Petroleum. Nevertheless, the Company must still pay the underlying landowners for access to these wells. | |||||
[12] | Testco Well Services, LLC is a company that provides valve and gathering system testing services to the Company. Mr. Crisp, Mr. Forbes, and a son of Mr. Crisp were partial owners of Testco. In August 2013, Testco Well Services, LLC was sold to an unrelated third party and as such is no longer a related party. The amounts for 2013 reflect only the period to the sale. Because Testco is not longer a related party, no amounts have been disclosed for fiscal year 2014. | |||||
[13] | C&F Partners, LLC is an entity that is owned by Messrs. Crisp and Forbes. The Company had expenses with regard to C&F Partners, LLC related to aircraft rental. | |||||
[14] | FCJ Management, LLC or FCJ, is an entity that leases land and facilities to the Company and is owned by Messrs. Crisp, and Forbes and Robert Jenkins, a manager of one of the subsidiaries of FES Ltd. | |||||
[15] | Animas Holdings, LLC or Animas, is a property and disposal company that is owned by the two sons of Mr. Crisp and three children of Mr. Forbes and Ms. Forbes. The Company pays Animas for waste water disposal and lease facilities. | |||||
[16] | CJW Group, LLC is an entity that leases facilities to the Company and is partially owned by Messrs. Crisp and Forbes, executive officers and directors of FES Ltd. |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Operating Leased Assets [Line Items] | |
2015 | $12,102 |
2016 | 6,737 |
2017 | 1,715 |
2018 | 398 |
2019 | 0 |
Thereafter | 0 |
Total | 20,952 |
Related Party [Member] | |
Operating Leased Assets [Line Items] | |
2015 | 1,508 |
2016 | 1,508 |
2017 | 1,086 |
2018 | 376 |
2019 | 0 |
Thereafter | 0 |
Total | 4,478 |
Other [Member] | |
Operating Leased Assets [Line Items] | |
2015 | 10,594 |
2016 | 5,229 |
2017 | 629 |
2018 | 23 |
2019 | 0 |
Thereafter | 0 |
Total | $16,475 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Concentration of Risk) (Details) (Customer Concentration Risk [Member]) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Largest Customer [Member] | Consolidated Revenues [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 18.80% | 10.50% | 9.30% |
Largest Customer [Member] | Accounts Receivable [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 18.40% | 8.60% | |
Five Largest Customers [Member] | Consolidated Revenues [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 42.70% | 34.60% | 36.70% |
Five Largest Customers [Member] | Accounts Receivable [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 42.80% | 21.00% | |
Ten Largest Customers [Member] | Consolidated Revenues [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 56.60% | 49.70% | 57.50% |
Ten Largest Customers [Member] | Accounts Receivable [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 57.50% | 30.50% |
Commitments_and_Contingencies_3
Commitments and Contingencies (Narrative) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Commitments And Contingencies (Textual) [Abstract] | |||
Insurance coverage | $250,000 | ||
Rent expense | 20,600,000 | 20,800,000 | 23,300,000 |
Auto Liability and General Liability Insurances [Member] | |||
Gain Contingencies [Line Items] | |||
Self insurance reserve basic coverage | 500,000 | 1,000,000 | |
Employee Group Medical Plan [Member] | |||
Gain Contingencies [Line Items] | |||
Self insurance reserve basic coverage | 300,000 | ||
Self insurance reserve | $1,400,000 | $1,200,000 | |
Sales Revenue, Net [Member] | Largest Customer [Member] | Customer Concentration Risk [Member] | |||
Commitments And Contingencies (Textual) [Abstract] | |||
Concentration Risk, Percentage | 18.80% | 10.50% | 9.30% |
Supplemental_Cash_Flow_Informa2
Supplemental Cash Flow Information (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash paid for | |||
Interest | $26,096 | $26,635 | $26,458 |
Income tax | 70 | -281 | 3,731 |
Supplemental schedule of non-cash investing and financing activities | |||
Financing of insurance notes | 6,976 | 6,198 | 11,237 |
Change in accounts payable related to capital expenditures | -2,395 | 2,692 | -13,693 |
Capital leases on equipment | 2,144 | 1,990 | 13,872 |
Preferred stock dividends and accretion costs | -42 | -42 | -42 |
Change in deposit on assets held for sale | $0 | $0 | ($13,700) |
Income_Taxes_Income_Tax_Expens
Income Taxes (Income Tax Expense (Benefit)) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Federal | $238 | ($48) | $351 |
State | 641 | 252 | 815 |
Foreign | 18 | 0 | 0 |
Total current income tax expense from continuing operations | 897 | 204 | 1,166 |
Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Federal | -4,008 | -4,865 | 2,103 |
State | 51 | 46 | 90 |
Total deferred income tax expense (benefit) from continuing operations | -3,957 | -4,819 | 2,193 |
Total income tax expense (benefit) from continuing operations | -3,060 | -4,615 | 3,359 |
Current Income Tax Expense (Benefit), Discontinued Operations [Abstract] | |||
Foreign | 0 | -88 | 2,701 |
Total current income tax expense (benefit) from discontinued operations | 0 | -88 | 2,701 |
Deferred Income Tax Expense (Benefit), Discontinued Operations [Abstract] | |||
Federal | 0 | 0 | -580 |
Foreign | 0 | -158 | -2,480 |
Total deferred income tax benefit from discontinued operations | 0 | -158 | -3,060 |
Total income tax benefit from discontinued operations | 0 | -246 | -359 |
Total income tax expense (benefit) | ($3,060) | ($4,861) | $3,000 |
Income_Taxes_Income_Tax_Reconc
Income Taxes (Income Tax Reconciliation) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Expense (Benefit), Continuing Operations, Income Tax Reconciliation [Abstract] | |||
Income tax expense (benefit) at statutory rate of 35% | ($3,983) | ($6,094) | $1,952 |
Nondeductible expenses | 654 | 513 | 586 |
State taxes, net of federal benefit | 374 | 354 | 619 |
Revision related to tax basis of property and equipment | 0 | 553 | 0 |
Change in state rate | -73 | 0 | 0 |
Other | -32 | 59 | 202 |
Total income tax expense (benefit) from continuing operations | ($3,060) | ($4,615) | $3,359 |
Income_Taxes_Deferred_Tax_Asse
Income Taxes (Deferred Tax Assets and Liabilities) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ||
Net operating loss carryforwards | $11,013 | $17,814 |
Foreign tax credits | 796 | 796 |
Alternative minimum tax credit | 1,213 | 975 |
Stock - based compensation | 5,746 | 5,505 |
Bad debts | 1,444 | 1,392 |
Other | 2,936 | 1,572 |
Total gross deferred tax assets | 23,148 | 28,054 |
Less: valuation allowance | -796 | -796 |
Total deferred tax assets, net | 22,352 | 27,258 |
Deferred tax liabilities: | ||
Tax over book depreciation | -32,053 | -40,030 |
Intangible assets | -7,952 | -8,838 |
Other | 0 | 0 |
Total gross deferred tax liabilities | -40,005 | -48,868 |
Net deferred tax liability | ($17,653) | ($21,610) |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards, utilized amount | $20,600,000 | ||
Tax benefit attributable to discontinued operations, income net of tax expense | 0 | -200,000 | -400,000 |
Discontinued operations, income before income taxes | 500,000 | 1,000,000 | |
Effective income tax rate | 45.60% | 36.20% | |
Valuation allowance | 796,000 | 796,000 | |
United States [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | 31,500,000 | ||
Mexico [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | $0 |
Earning_loss_per_Share_Narrati
Earning (loss) per Share (Narrative) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Class of Stock [Line Items] | |||
Stock options outstanding (in shares) | 1,148,625 | 1,400,425 | 1,997,925 |
Series B Preferred Stock [Member] | |||
Class of Stock [Line Items] | |||
Convertible preferred shares outstanding (in shares) | 588,059 | 588,059 | |
Dividend payable excess percentage of common share fair market value per common share | 5.00% | ||
Stock earnings allocation | $0 | $0 | $0 |
Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Preferred stock convertible rate to common shares (in shares) | 9 | ||
Restricted Stock [Member] | |||
Class of Stock [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 637,495 | 674,789 | |
Common Stock, Shares, Equivalent of Series B Preferred Stock [Member] | |||
Class of Stock [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 5,292,531 | 5,292,531 | 5,292,531 |
Earning_loss_per_Share_Details
Earning (loss) per Share (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Earnings Per Share, Basic and Diluted [Abstract] | |||||||||||
Net income (loss) | ($8,321) | ($13,090) | $1,586 | ||||||||
Preferred stock dividends and accretion | -194 | -194 | -194 | -194 | -194 | -194 | -194 | -194 | -776 | -776 | -776 |
Net income (loss) attributable to common shareholders | -9,097 | -13,866 | 810 | ||||||||
Basic earnings (loss) per share (in shares) | 21,749 | 21,388 | 21,062 | ||||||||
Earnings per share, basic (in usd per share) | ($0.42) | ($0.65) | $0.04 | ||||||||
Dilutive securities, effect on basic earnings per share | $0 | $0 | $0 | ||||||||
Weighted average number of shares outstanding, diluted (in shares) | 21,749 | 21,388 | 21,340 | ||||||||
Earnings (loss) per share, diluted (in usd per share) | ($0.42) | ($0.65) | $0.04 | ||||||||
Dilutive effect of stock options and restricted stock (in shares) | 0 | 0 | 278 | ||||||||
Diluted weighted average shares outstanding (in shares) | 21,749 | 21,388 | 21,340 |
Business_Segment_Information_D
Business Segment Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
coiled_tubing_spread | segment | ||||||||||
swabbing_rig | coiled_tubing_spread | ||||||||||
workover_rig | swabbing_rig | ||||||||||
tubing_testing | workover_rig | ||||||||||
well_servicing_rig | tubing_testing | ||||||||||
well_servicing_rig | |||||||||||
Segment Reporting, Measurement Disclosures [Abstract] | |||||||||||
Number of reportable segments | 2 | ||||||||||
Oil and Gas Property, Number of Well Servicing Rigs | 169 | 169 | |||||||||
Oil and Gas Property, Number of Workover Rigs | 158 | 158 | |||||||||
Oil and Gas Property, Number of Swabbing Rigs | 11 | 11 | |||||||||
Oil and Gas Property Number of Coiled Tubing Spreads | 6 | 6 | |||||||||
Oil and Gas Property, Number of Tubing Testing Units | 9 | 9 | |||||||||
Segment Reporting Information, Operating Income (Loss) [Abstract] | |||||||||||
Operating revenues | $111,726 | $114,466 | $113,175 | $109,911 | $109,660 | $104,854 | $103,682 | $101,738 | $449,278 | $419,933 | $472,597 |
Depreciation and amortization | 54,959 | 54,838 | 50,997 | ||||||||
Total assets | 483,613 | 500,558 | 483,613 | 500,558 | |||||||
Segment Reporting Information, Additional Elements for Bank Presentation [Abstract] | |||||||||||
General and administrative | 36,428 | 30,186 | 33,382 | ||||||||
Depreciation and amortization | 54,959 | 54,838 | 50,997 | ||||||||
Operating income | 1,619 | 4,902 | 4,896 | 5,421 | 2,743 | -1,523 | 5,921 | 3,631 | 16,838 | 10,772 | 33,533 |
Income (loss) from continuing operations before taxes | -11,381 | -17,412 | 5,578 | ||||||||
Operating Segments [Member] | |||||||||||
Segment Reporting Information, Operating Income (Loss) [Abstract] | |||||||||||
Operating revenues | 449,278 | 419,933 | 472,597 | ||||||||
Direct operating costs | 341,053 | 324,137 | 354,685 | ||||||||
Segment profits | 108,225 | 95,796 | 117,912 | ||||||||
Depreciation and amortization | 54,959 | 54,838 | 50,997 | ||||||||
Capital expenditures | 37,626 | 47,308 | 111,948 | ||||||||
Total assets | 1,132,856 | 1,068,042 | 1,132,856 | 1,068,042 | 999,388 | ||||||
Long lived assets | 322,663 | 341,869 | 322,663 | 341,869 | 348,442 | ||||||
Segment Reporting Information, Additional Elements for Bank Presentation [Abstract] | |||||||||||
Segment profits | 108,225 | 95,796 | 117,912 | ||||||||
General and administrative | 36,428 | 30,186 | 33,382 | ||||||||
Depreciation and amortization | 54,959 | 54,838 | 50,997 | ||||||||
Operating income | 16,838 | 10,772 | 33,533 | ||||||||
Other income and expenses, net | -28,219 | -28,184 | -27,955 | ||||||||
Income (loss) from continuing operations before taxes | -11,381 | -17,412 | 5,578 | ||||||||
Operating Segments [Member] | Fluid Logistics [Member] | |||||||||||
Segment Reporting Information, Operating Income (Loss) [Abstract] | |||||||||||
Operating revenues | 163,940 | 188,003 | 269,927 | ||||||||
Direct operating costs | 127,775 | 141,957 | 196,383 | ||||||||
Segment profits | 36,165 | 46,046 | 73,544 | ||||||||
Depreciation and amortization | 30,563 | 31,631 | 28,095 | ||||||||
Capital expenditures | 21,363 | 24,329 | 83,454 | ||||||||
Total assets | 485,944 | 483,771 | 485,944 | 483,771 | 468,402 | ||||||
Long lived assets | 133,937 | 142,177 | 133,937 | 142,177 | 148,146 | ||||||
Segment Reporting Information, Additional Elements for Bank Presentation [Abstract] | |||||||||||
Segment profits | 36,165 | 46,046 | 73,544 | ||||||||
Depreciation and amortization | 30,563 | 31,631 | 28,095 | ||||||||
Operating Segments [Member] | Well Servicing [Member] | |||||||||||
Segment Reporting Information, Operating Income (Loss) [Abstract] | |||||||||||
Operating revenues | 285,338 | 231,930 | 202,670 | ||||||||
Direct operating costs | 213,278 | 182,180 | 158,302 | ||||||||
Segment profits | 72,060 | 49,750 | 44,368 | ||||||||
Depreciation and amortization | 24,396 | 23,207 | 22,902 | ||||||||
Capital expenditures | 16,263 | 22,979 | 28,494 | ||||||||
Total assets | 646,912 | 584,271 | 646,912 | 584,271 | 530,986 | ||||||
Long lived assets | 188,726 | 199,692 | 188,726 | 199,692 | 200,296 | ||||||
Segment Reporting Information, Additional Elements for Bank Presentation [Abstract] | |||||||||||
Segment profits | 72,060 | 49,750 | 44,368 | ||||||||
Depreciation and amortization | 24,396 | 23,207 | 22,902 | ||||||||
Elimination of internal transaction [Member] | |||||||||||
Segment Reporting Information, Operating Income (Loss) [Abstract] | |||||||||||
Total assets | -1,784,404 | -1,640,530 | -1,784,404 | -1,640,530 | |||||||
Parent [Member] | |||||||||||
Segment Reporting Information, Operating Income (Loss) [Abstract] | |||||||||||
Total assets | $1,135,161 | $1,073,046 | $1,135,161 | $1,073,046 |
Equity_Securities_Details
Equity Securities (Details) | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 28-May-13 | 28-May-10 | 28-May-10 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | |
USD ($) | USD ($) | USD ($) | Series B Senior Convertible Preferred Shares [Member] | Series B Senior Convertible Preferred Shares [Member] | Series B Senior Convertible Preferred Shares [Member] | Series B Senior Convertible Preferred Shares [Member] | Series B Senior Convertible Preferred Shares [Member] | Series B Senior Convertible Preferred Shares [Member] | Common Stock [Member] | Minimum [Member] | Convertible Preferred Stock Subject to Mandatory Redemption [Member] | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | CAD | Series B Senior Convertible Preferred Shares [Member] | ||||||
Class of Stock [Line Items] | ||||||||||||
Series B preferred shares, authorized (in shares) | 825,000 | 825,000 | ||||||||||
Series B preferred shares, par value (in usd per share) | $0.01 | |||||||||||
Series B preferred shares, private placement (in shares) | 580,800 | 580,800 | ||||||||||
Series B preferred shares, private placement price per share (in shares) | 26.37 | |||||||||||
Series B preferred shares, gross proceeds | $14,500,000 | |||||||||||
Exchange rate between USD and CAD | 1.0547 | |||||||||||
Series B preferred shares net proceeds received | 13,800,000 | |||||||||||
Closing fee | 300,000 | |||||||||||
Legal fees and other costs | 400,000 | |||||||||||
Redemption amount if Series B preferred stock is redeemed | 14,600,000 | |||||||||||
Conversion of stock, conversion ratio | 900.00% | |||||||||||
Stock issued during period, shares, conversion of convertible securities (in shares) | 5,292,531 | |||||||||||
Common stock owned, percent | 20.00% | |||||||||||
Preferred stock dividend rate, percentage | 5.00% | |||||||||||
Preferred stock, redemption price per share (in usd per share) | $25 | |||||||||||
Preferred stock redemption, minimum weighted average, price per share five day volume (in usd per share) | $3.33 | |||||||||||
Financial instruments subject to mandatory redemption, settlement terms, fair value of common stock, percent | 95.00% | |||||||||||
Preferred shares dividends and accretion costs | $42,000 | $42,000 | $42,000 | $800,000 | $800,000 | $800,000 |
Discontinued_Operations_Detail
Discontinued Operations (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
General and administrative | $36,428 | $30,186 | $33,382 |
Total expenses | 432,440 | 409,161 | 439,064 |
Interest expense | -28,228 | -28,211 | -28,033 |
Income (loss) before income taxes | -500 | -1,000 | |
Net income (loss) | -293 | -633 | |
Segment, Discontinued Operations [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Revenues | 0 | 1,337 | |
Direct costs | 0 | 2,882 | |
General and administrative | 534 | 2,408 | |
Depreciation and amortization | 0 | 0 | |
Total expenses | 534 | 5,290 | |
Operating income (loss) | -534 | -3,953 | |
Interest income | 0 | 0 | |
Interest expense | -5 | -3 | |
Other income | 0 | 2,964 | |
Income (loss) before income taxes | -539 | -992 | |
Income tax expense (benefit) | -246 | -359 | |
Net income (loss) | $0 | ($293) | ($633) |
Discontinued_Operations_Narrat
Discontinued Operations (Narrative) (Details) (USD $) | 0 Months Ended |
In Millions, unless otherwise specified | Jan. 12, 2012 |
Discontinued Operations and Disposal Groups [Abstract] | |
Cash consideration | $30 |
Gain on disposal | $2.90 |
Supplemental_Financial_Informa2
Supplemental Financial Information Quarterly Financial Data (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenues | $111,726 | $114,466 | $113,175 | $109,911 | $109,660 | $104,854 | $103,682 | $101,738 | $449,278 | $419,933 | $472,597 |
Operating income | 1,619 | 4,902 | 4,896 | 5,421 | 2,743 | -1,523 | 5,921 | 3,631 | 16,838 | 10,772 | 33,533 |
Net loss from continuing operations | -3,992 | -1,543 | -1,493 | -1,293 | -3,880 | -5,652 | -666 | -2,599 | -8,321 | -12,797 | 2,219 |
Preferred stock dividends | -194 | -194 | -194 | -194 | -194 | -194 | -194 | -194 | -776 | -776 | -776 |
Loss from continuing operations attributable to common shares | ($4,186) | ($1,737) | ($1,687) | ($1,487) | ($4,074) | ($5,846) | ($860) | ($2,793) | |||
Loss per share, Basic and diluted (in usd per share) | ($0.19) | ($0.08) | ($0.08) | ($0.07) | ($0.19) | ($0.27) | ($0.04) | ($0.13) | ($0.42) | ($0.65) | $0.04 |