Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Nov. 09, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | PIONEER POWER SOLUTIONS, INC. | |
Entity Central Index Key | 1,449,792 | |
Document Type | 10-Q | |
Trading Symbol | PPSI | |
Document Period End Date | Sep. 30, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity's Reporting Status Current | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 8,726,045 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,018 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
Revenues | $ 25,956 | $ 25,494 | $ 74,024 | $ 77,835 |
Cost of goods sold | ||||
Cost of goods sold | 20,815 | 19,609 | 59,253 | 60,559 |
Restructuring and integration | 873 | 873 | ||
Total cost of goods sold | 20,815 | 20,482 | 59,253 | 61,432 |
Gross profit | 5,141 | 5,012 | 14,771 | 16,403 |
Operating expenses | ||||
Selling, general and administrative | 4,081 | 4,151 | 12,426 | 12,676 |
Restructuring and integration | 156 | |||
Foreign exchange gain | (889) | (194) | (617) | (465) |
Total operating expenses | 3,192 | 3,957 | 11,809 | 12,367 |
Income from continuing operations | 1,949 | 1,055 | 2,962 | 4,036 |
Interest expense | 727 | 632 | 2,126 | 1,792 |
Other expense | 19 | 112 | 158 | 165 |
Income before taxes | 1,203 | 311 | 678 | 2,079 |
Income tax expense | 415 | 530 | 550 | 396 |
Net income (loss) from continuing operations | 788 | (219) | 128 | 1,683 |
Loss from discontinued operations, net of income taxes | (730) | (576) | (1,440) | (1,084) |
Net income (loss) | $ 58 | $ (795) | $ (1,312) | $ 599 |
Basic and diluted | ||||
Income (loss) from continuing operations (in dollars per share) | $ 0.09 | $ (0.03) | $ 0.01 | $ 0.19 |
Loss from discontinued operations (in dollars per share) | (0.08) | (0.06) | (0.17) | (0.11) |
Net income (loss) (in dollars per share) | 0.01 | (0.09) | (0.16) | 0.08 |
Diluted | ||||
Income (loss) from continuing operations (in dollars per share) | 0.09 | (0.03) | 0.01 | 0.19 |
Loss from discontinued operations (in dollars per share) | (0.08) | (0.06) | (0.17) | (0.11) |
Net income (loss) (in dollars per share) | $ 0.01 | $ (0.09) | $ (0.16) | $ 0.08 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 8,726 | 8,725 | 8,726 | 8,713 |
Diluted (in shares) | 8,734 | 8,725 | 8,726 | 8,727 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
Net income (loss) | $ 58 | $ (795) | $ (1,312) | $ 599 |
Other comprehensive income (loss) | ||||
Foreign currency translation adjustments | 21 | (146) | 68 | |
Amortization of net prior service costs and net actuarial losses, net of tax | (7) | (42) | (23) | (15) |
Other comprehensive income (loss) | 14 | (42) | (169) | 53 |
Comprehensive income (loss) | $ 72 | $ (837) | $ (1,481) | $ 652 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 659 | $ 218 |
Accounts receivable, net | 14,956 | 13,432 |
Inventories, net | 26,010 | 23,192 |
Income taxes receivable | 447 | 743 |
Prepaid expenses and other current assets | 2,688 | 2,803 |
Current assets of discontinued operations | 6,066 | 7,073 |
Total current assets | 50,826 | 47,461 |
Property, plant and equipment, net | 5,889 | 6,335 |
Deferred income taxes | 3,047 | 2,729 |
Other assets | 5,204 | 4,281 |
Intangible assets, net | 3,913 | 4,922 |
Goodwill | 8,527 | 8,527 |
Total assets | 77,406 | 74,255 |
Current liabilities | ||
Bank overdrafts | 2,600 | 833 |
Revolving credit facilities | 19,580 | 17,814 |
Short term borrowings | 3,170 | 5,430 |
Accounts payable and accrued liabilities | 20,882 | 16,873 |
Current maturities of long-term debt and capital lease obligations | 1,316 | 782 |
Income taxes payable | 900 | 1,164 |
Current liabilities of discontinued operations | 3,791 | 3,856 |
Total current liabilities | 52,239 | 46,752 |
Long-term debt, net of current maturities | 3,127 | 4,153 |
Pension deficit | 291 | 283 |
Other long-term liabilities | 3,946 | 3,853 |
Deferred income taxes | 1,575 | 1,665 |
Total liabilities | 61,178 | 56,706 |
Stockholders' equity | ||
Preferred stock, $0.001 par value, 5,000,000 shares authorized; none issued | ||
Common stock, $0.001 par value, 30,000,000 shares authorized; 8,726,045 shares issued and outstanding on September 30, 2018 and December 31, 2017 | 9 | 9 |
Additional paid-in capital | 23,961 | 23,801 |
Accumulated other comprehensive loss | (5,967) | (5,798) |
Accumulated deficit | (1,775) | (463) |
Total stockholders' equity | 16,228 | 17,549 |
Total liabilities and stockholders' equity | $ 77,406 | $ 74,255 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized | 5,000,000 | 5,000,000 |
Preferred stock, issued | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized | 30,000,000 | 30,000,000 |
Common stock, issued | 8,726,045 | 8,726,045 |
Common stock, outstanding | 8,726,045 | 8,726,045 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Operating activities | ||
Net (loss) income | $ (1,312) | $ 599 |
Depreciation | 898 | 956 |
Amortization of intangible assets | 1,102 | 1,390 |
Amortization of right-of-use assets | 403 | 396 |
Amortization of debt issuance cost | 67 | 185 |
Deferred income tax benefit | (414) | (689) |
Change in receivable reserves | (374) | 53 |
Change in inventory reserves | 288 | 38 |
Accrued pension | (6) | (24) |
Stock-based compensation | 160 | 319 |
Other | 14 | (5) |
Foreign currency remeasurement loss/ (gain) | 85 | (40) |
Changes in current operating assets and liabilities: | ||
Accounts receivable | (455) | (1,434) |
Inventories | (3,558) | (1,678) |
Prepaid expenses and other assets | (509) | 76 |
Income taxes | 42 | (289) |
Accounts payable and accrued liabilities | 4,136 | (17) |
Net cash provided by/ (used in) operating activities | 567 | (164) |
Investing activities | ||
Additions to property, plant and equipment | (369) | (1,245) |
Proceeds from sale of fixed assets | 20 | |
Net cash used in investing activities | (369) | (1,225) |
Financing activities | ||
Bank overdrafts | 1,593 | 162 |
Short term borrowings | (2,260) | 1,365 |
Borrowing under debt agreement | 31,696 | 31,919 |
Repayment of debt | (30,462) | (30,465) |
Payment of debt issuance cost | (24) | (157) |
Net proceeds from the exercise of options for common stock | 120 | |
Principal repayments of financing leases | (376) | (309) |
Net cash provided by financing activities | 167 | 2,635 |
Increase in cash and cash equivalents | 365 | 1,246 |
Effect of foreign exchange on cash and cash equivalents | 76 | (542) |
Cash and cash equivalents | ||
Beginning of period | 218 | 246 |
End of period | $ 659 | $ 950 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | 1. BASIS OF PRESENTATION Overview Pioneer Power Solutions, Inc. and its wholly owned subsidiaries (referred to herein as the “Company,” “Pioneer,” “we,” “our” and “us”) manufacture, sell and service a broad range of specialty electrical transmission, distribution and on-site power generation equipment for applications in the utility, industrial, commercial and backup power markets. The Company is headquartered in Fort Lee, New Jersey and operates from twelve (12) additional locations in the U.S., Canada and Mexico for manufacturing, centralized distribution, engineering, sales and administration. We have two reportable segments as defined in our Annual Report on Form 10-K for the year ended December 31, 2017, as filed with the Securities and Exchange Commission (the “SEC”) on April 2, 2018: Transmission and Distribution Solutions (“T&D Solutions”) and Critical Power Solutions (“Critical Power”). Presentation The accompanying unaudited consolidated financial statements of the Company have been prepared pursuant to the rules of the SEC and reflect the accounts of the Company as of September 30, 2018. Certain information and footnote disclosures, normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”), have been condensed or omitted pursuant to those rules and regulations. We believe that the disclosures made are adequate to make the information presented not misleading to the reader. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary to fairly state the financial position, results of operations and cash flows with respect to the interim consolidated financial statements have been included. The results of operations for the interim period are not necessarily indicative of the results for the entire fiscal year. The year-end balance sheet data was derived from audited financial statements but does not include all disclosures required by U.S. GAAP for a year-end balance sheet. All dollar amounts (except share and per share data) presented in the notes to our unaudited consolidated financial statements are stated in thousands of dollars, unless otherwise noted. Amounts may not foot due to rounding. These unaudited consolidated financial statements include the accounts of Pioneer and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. During the fourth quarter of 2017, as part of the Company’s review of strategic alternatives, the Board of Directors of the Company approved efforts to sell the Company’s switchgear business unit operated as Pioneer Custom Electric Products, Inc. (“PCEP”). On May 2, 2018, Pioneer Custom Electric Products Corp. (“PCEP”), a wholly owned subsidiary of Pioneer Power Solutions, Inc. (the “Company”), entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with CleanSpark, Inc. (“CleanSpark”), pursuant to which PCEP will sell certain assets (the “Asset Sale”) comprising the PCEP business to CleanSpark (the “Purchased Assets”). No debt or significant liabilities are being assumed by CleanSpark in the Asset Sale. The Company has agreed to extend the closing of the sale through December 31, 2018 to allow all parties additional time to satisfy all closing conditions. Operating results for PCEP, which have been previously included in the T&D Solutions Segment, have now been reclassified as discontinued operations for all periods presented. See Note 5 – Discontinued Operations in Notes to Consolidated Financial Statements in Part I of this Form 10-Q. Unless noted otherwise, discussions in these notes pertain to our continuous operations. These unaudited consolidated financial statements should be read in conjunction with the risk factors and the audited consolidated financial statements and notes thereto of the Company and its subsidiaries included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company’s significant accounting policies are described in Note 2 to the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. There have been no significant changes in the Company’s accounting policies during the third quarter of 2018 except for the adoption of Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers, ASU No. 2016-02, Leases ASU No. 2017-07 Recent Accounting Pronouncements There have been no recent accounting pronouncements not yet adopted by the Company which would have a material impact on the Company’s financial statements. Revenue from Contracts with Customers. Revenue from Contracts with Customers Revenue from Contracts with Customers Principals versus Agent Considerations, Revenue from Contracts with Customers Identifying Performance Obligations and Licensing Revenue Recognition Revenue from Contracts with Customers Leases Leases Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Recession of Prior SEC Staff Announcements and Observer Comments, In July 2015, the FASB approved a one-year deferral of the effective date to January 1, 2018, with early adoption to be permitted as of the original effective date of January 1, 2017. Companies may retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures) (the “modified retrospective approach”). We completed a review of our various revenue streams within our two reportable segments: (i) T&D Solutions and (ii) Critical Power. We have gathered data to quantify the amount of sales by type of revenue stream and categorized the types of sales for our business units for the purpose of comparing how we recognized revenue to the new standard in order to quantify the impact of this ASU. We generally anticipate having substantially similar performance obligations under the new guidance when compared to previously existing U.S. GAAP. We have made policy elections within the amended standard that are consistent with our existing accounting. We adopted ASU 2014-09 in our first quarter of 2018 using the modified retrospective approach and concluded that there was no material impact to our financial statements other than enhanced disclosures and there are no changes to the opening retained earnings balance. Income Taxes. Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory. Retirement Standard. the FASB issued ASU No. 2017-07 Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost Leases. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Statement of Cash Flows. Statement of Cash Classification of Certain Cash Receipts and Cash Payments. Stock Compensation. Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. Fair Value Measurement. Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement |
REVENUES
REVENUES | 9 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUES | 3. REVENUES Adoption of ASC Topic 606, “Revenue from Contracts with Customers” On January 1, 2018, we adopted Topic 606 using the modified retrospective method applied to those contracts which were not completed as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under Topic 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under Topic 605. Nature of our products and services Our principal products and services include custom-engineered electrical transformers and engine-generator sets and controls, complemented by a national field-service network to maintain and repair power generation assets. Products We provide electrical transformers that help customers effectively and efficiently manage their electrical power distribution systems to desired specifications. We provide customers with sophisticated power generation equipment and an advanced data collection and monitoring platform, the combination of which is used to ensure smooth, uninterrupted power to operations during times of emergency. Services Power generation systems represent considerable investments that require proper maintenance and service in order to operate reliably during a time of emergency. Our power maintenance programs provide preventative maintenance, repair and support service for our customers’ power generation systems. Our principal source of revenue is derived from sales of products and fees for services. We measure revenue based upon the consideration specified in the customer arrangement, and revenue is recognized when the performance obligations in the customer arrangement are satisfied. A performance obligation is a promise in a contract to transfer a distinct product or service to the customer. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when or as, the customer receives the benefit of the performance obligation. Customers typically receive the benefit of our products when the risk of loss or control for the product transfers to the customer and for services as they are performed. Under ASC 606, revenue is recognized when a customer obtains control of promised products or services in an amount that reflects the consideration we expect to receive in exchange for those products or services. To achieve this core principal, the Company applies the following five steps: 1) Identify the contract with a customer A contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each party’s rights regarding the products or services to be transferred and identifies the payment terms related to these products or services, (ii) the contract has commercial substance and, (iii) the Company determines that collection of substantially all consideration for products or services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. The Company applies judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience or, in the case of a new customer, published credit and financial information pertaining to the customer. 2) Identify the performance obligations in the contract Performance obligations promised in a contract are identified based on the products or services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the product or service either on its own or together with other resources that are readily available from third parties or from the Company, and are distinct in the context of the contract, whereby the transfer of the products or services is separately identifiable from other promises in the contract. To the extent a contract includes multiple promised products or services, the Company must apply judgment to determine whether promised products or services are capable of being distinct and distinct in the context of the contract. If these criteria are not met the promised products or services are accounted for as a combined performance obligation. 3) Determine the transaction price The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring services to the customer. The customer payments are generally due in 30 days. 4) Allocate the transaction price to performance obligations in the contract If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price basis or cost of the product or service. The Company determines standalone selling price based on the price at which the performance obligation is sold separately. If the standalone selling price is not observable through past transactions, the Company estimates the standalone selling price taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. 5) Recognize revenue when or as the Company satisfies a performance obligation The Company satisfies performance obligations either over time or at a point in time. Revenue is recognized at the time the related performance obligation is satisfied by transferring a promised product or service to a customer. Substantially all of our revenue is recognized at a point of time, as the promised product passes to the customer. Service revenues include maintenance contracts that are recognized over time based on the contract term and repair services which are recognized as services are delivered. The following table presents our revenues disaggregated by revenue discipline: Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Products $ 23,051 $ 22,808 $ 66,365 $ 70,688 Services 2,905 2,686 7,659 7,147 Total Revenue $ 25,956 $ 25,494 $ 74,024 $ 77,835 See Note 14 - Business Segment and Geographic Information in Notes to Consolidated Financial Statements in Part I of this Form 10-Q. Financial Statement Impact of Adopting ASC 606 The Company adopted ASC 606 using the modified retrospective method. There was no adjustment to opening retained earnings due to the impact of adopting Topic 606. |
OTHER EXPENSE
OTHER EXPENSE | 9 Months Ended |
Sep. 30, 2018 | |
Other Income and Expenses [Abstract] | |
OTHER EXPENSE | 4. OTHER EXPENSE Other expense in the consolidated statements of operations reports certain losses associated with activities not directly related to our core operations. For the three and nine months ended September 30, 2018, other non-operating expense was $19 and $158, respectively, as compared to $112 and $165, respectively, during the same periods of 2017. |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | 5. DISCONTINUED OPERATIONS A discontinued operation is a component of the Company’s business that represents a separate major line of business that had been disposed of or is held for sale. Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if earlier. When an operation is classified as a discontinued operation, the comparative Consolidated Statement of Operations, Consolidated Statement of Cash Flows, and Consolidated Balance Sheets are presented as if the operation had been discontinued from the start of the comparative year. During the fourth quarter of 2017, as part of the Company’s review of strategic alternatives, the Board of Directors of the Company approved efforts to sell the Company’s switchgear business. On May 2, 2018, Pioneer Custom Electric Products Corp. (“PCEP”), a wholly owned subsidiary of Pioneer Power Solutions, Inc. (the “Company”), entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with CleanSpark, Inc. (“CleanSpark”), pursuant to which PCEP will sell certain assets (the “Asset Sale”) comprising the PCEP business to CleanSpark (the “Purchased Assets”). No debt or significant liabilities are being assumed by CleanSpark in the Asset Sale. As consideration for the Purchased Assets, CleanSpark has agreed to pay total consideration comprised of the following: (a) an 18-month promissory note at 9% interest, in principal amount equal to the net carrying value of the working capital of the business at closing; (b) a three-year equipment lease to be entered into at closing of the Asset Sale, providing for rent payments in the amount of $7,500 per month, which also includes two renewal terms of one-year each at CleanSpark’s option and a CleanSpark purchase option of $1,000,000; (c) 7,000,000 shares of CleanSpark common stock; (d) a five year warrant to purchase 1,000,000 shares of CleanSpark common stock at an exercise price of $1.60 per share; and (e) a five year warrant to purchase 1,000,000 shares of CleanSpark common stock at an exercise price of $2.00 per share. On June 29, 2018, each of PCEP and CleanSpark signed a letter agreement (the “Letter Agreement”) which extended the date on which, under certain specified conditions, either PCEP or CleanSpark may terminate the Asset Purchase Agreement if the Asset Sale has not been completed (the “Termination Date”) from June 30, 2018 to October 15, 2018. On July 16, 2018 each of PCEP and CleanSpark signed a second letter agreement (the “Second Letter Agreement”) which further extended the Termination Date to December 31, 2018. No other provisions of the Asset Purchase Agreement were otherwise amended or waived, and the Asset Purchase Agreement remains in full force and effect. Operating results for the switchgear business, which have been previously included in the T&D Solutions Segment, have now been reclassified as discontinued operations for all periods presented. The components of assets and liabilities that are attributable to discontinued operations are as follows: S eptember 30, December 31, (Unaudited) Assets of discontinued operations: Accounts receivable - trade, net $ 739 $ 1,568 Inventories, net 3,131 2,921 Prepaid expenses 209 214 Property, plant and equipment, net 354 524 Right of use asset — 129 Intangible assets, net 1,382 1,477 Other assets 251 240 Assets of discontinued operations $ 6,066 $ 7,073 Liabilities of discontinued operations: Bank overdrafts $ 150 $ 349 Accounts payable and accrued liabilities 3,641 3,507 Liabilities of discontinued operations $ 3,791 $ 3,856 The following table presents the discontinued operations of the switchgear business in the Consolidated Statement of Operations: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Revenues $ 1,274 $ 4,299 $ 5,858 $ 10,118 Costs and Expenses Cost of goods sold 1,504 4,052 5,619 8,957 Operating Expenses 438 692 1,503 1,763 Interest income (1 ) (1 ) (4 ) (4 ) Other expense 257 132 563 486 Total costs and expenses 2,198 4,875 7,681 11,202 Loss before provision for income taxes (924 ) (576 ) (1,823 ) (1,084 ) Income tax benefit (194 ) — (383 ) — Loss from discontinued operations, net of income taxes $ (730 ) $ (576 ) $ (1,440 ) $ (1,084 ) The following table presents the switchgear business in the Consolidated Statements of Cash Flows: Nine Months Ended September 30, 2018 2017 Net cash used in operating activities $ (299 ) $ (3,300 ) Net cash used in investing activities — (56 ) Net cash provided by financing activities 299 3,356 Increase in cash and cash equivalents $ — $ — |
INVENTORIES
INVENTORIES | 9 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | 6. INVENTORIES The components of inventories are summarized below: September 30, December 31, (Unaudited) Raw materials $ 13,114 $ 9,229 Work in process 3,629 3,295 Finished goods 9,737 10,919 Provision for excess and obsolete inventory (470 ) (251 ) Total inventories $ 26,010 $ 23,192 Inventories are stated at the lower of cost or a net realizable basis determined on a FIFO method. Included in raw materials and finished goods at September 30, 2018 and December 31, 2017 are goods in transit of approximately $7.0 million and $3.1 million, respectively. At September 30, 2018 and December 31, 2017, raw materials in the amount of $6.8 million and $3.0 million, respectively, not pledged to our secured creditor were used for collateral to secure short term borrowings under a product financing arrangement. This short term borrowing agreement provides the Company with the ability to acquire raw materials utilized in connection with its manufacturing process. The Company generally satisfies its obligations within 60 days of the initial borrowings, which yields an interest expense that is immaterial. The aggregate borrowings under this agreement amounted to $3.2 million and $5.4 million as of September 30, 2018 and December 31, 2017, respectively. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 9 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | 7. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment are summarized below: September 30, December 31, (Unaudited) Land $ 48 $ 50 Buildings 2,468 2,547 Machinery and equipment 10,267 10,187 Furniture and fixtures 427 430 Computer hardware and software 1,093 1,097 Leasehold improvements 526 528 Construction in progress 164 18 14,993 14,857 Less: Accumulated depreciation (9,104 ) (8,522 ) Total property, plant and equipment, net $ 5,889 $ 6,335 Depreciation expense was $741 and $792 for the nine months ended September 30, 2018 and 2017, respectively. |
OTHER ASSETS
OTHER ASSETS | 9 Months Ended |
Sep. 30, 2018 | |
Other Assets [Abstract] | |
OTHER ASSETS | 8. OTHER ASSETS In December 2011 and January 2012, the Company made two secured loans, each in the amount of $300 to a developer of a renewable energy project in the U.S. The promissory notes accrue interest at a rate of 4.5% per annum with a final payment of all unpaid principal and interest becoming fully due and payable upon the earlier to occur of (i) the four year anniversary of the issuance date of the promissory notes, or (ii) an event of default. As defined in the promissory notes, an event of default includes, but is not limited to, the following: any bankruptcy, reorganization or similar proceeding involving the borrower, a sale or transfer of substantially all the assets of the borrower, a default by the borrower relating to any indebtedness due to third parties, the incurrence of additional indebtedness by the borrower without the Company’s written consent and failure of the borrower to perform its obligations pursuant to its other agreements with the Company, including its purchase order for pad mount transformers. The principal balance of the loan receivable is outstanding at September 30, 2018 and December 31, 2017. The Company expects to fully recover these amounts. At September 30, 2018 the Company has classified the principal of $600 as other assets as the Company does not anticipate the settlement of both notes in the next twelve months based upon ongoing negotiations with the debtor. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | 9. GOODWILL AND OTHER INTANGIBLE ASSETS There were no changes in the carrying values of goodwill for the nine months ended September 30, 2018. T&D Critical Power Total Gross Goodwill: Balance as of January 1, 2018 $ 6,533 $ 2,970 $ 9,503 No activity — — — Balance as of September 30, 2018 $ 6,533 $ 2,970 $ 9,503 Accumulated impairment losses: Balance as of January 1, 2018 $ (976 ) $ — $ (976 ) No activity — — — Balance as of September 30, 2018 $ (976 ) $ — $ (976 ) Net Goodwill as of September 30, 2018 $ 5,557 $ 2,970 $ 8,527 Changes in the carrying values of intangible assets for the nine months ended September 30, 2018, were as follows: T&D Critical Power Total Balance as of January 1, 2018, net $ 3,677 $ 1,245 $ 4,922 Amortization (166 ) (841 ) (1,007 ) Foreign currency translation (2 ) — (2 ) Balance as of September 30, 2018, net $ 3,509 $ 404 $ 3,913 The components of intangible assets as of September 30, 2018 are summarized below: Weighted Average Amortization Years Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Net Book Value Customer relationships 7 $ 6,689 $ (5,742 ) $ — $ 947 Non-compete agreements 4 155 (137 ) — 18 Trademarks Indefinite 1,816 — — 1,816 Internally developed software 7 289 (155 ) — 134 Developed technology 10 493 (183 ) — 310 Technology-related industry accreditations Indefinite 706 — (18 ) 688 Total intangible assets $ 10,148 $ (6,217 ) $ (18 ) $ 3,913 The amortization of intangible assets expense was $1,007 for the nine months ended September 30, 2018. |
DEBT
DEBT | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
DEBT | 10. DEBT Canadian Credit Facilities In April 2016, our wholly owned subsidiary, Pioneer Electrogroup Canada Inc. (“PECI”), entered into an Amended and Restated Credit Agreement (“CAD ARCA”) with Bank of Montreal (“BMO”) with respect to our existing Canadian credit facilities (as amended and restated, the “Canadian Facilities”) that replaced and superseded all of our businesses’ prior financing arrangements with the bank. This CAD ARCA extended the maturity date of our Canadian Facilities to July 31, 2017. Additionally, defaults relating to the breach of certain financial covenants under the prior financing arrangements with BMO existing as of December 31, 2015 were waived by BMO. The CAD ARCA was further amended (the “2017 CAD ARCA Amendment”) on March 15, 2017, and again on March 28, 2018 (the “2018 CAD ARCA Amendment”). The 2018 CAD ARCA Amendment extended the term of our Canadian Facilities to April 1, 2020. Our Canadian Facilities provided for up to $8.2 million Canadian dollars (“CAD”) (approximately $6.3 million expressed in U.S. dollars) consisting of a revolving $7.0 million CAD revolving credit facility (“Facility A”) to finance ongoing operations, a $471 CAD term credit facility (“Facility B”) that financed a plant expansion, and a $712 USD Facility that financed a business acquisition and the purchase and expansion of its manufacturing facilities. The 2017 CAD ARCA Amendment increased the Facility A to $8.0 million CAD, increasing the total amount of loans available under the Canadian Facilities to $9.2 million CAD. Facility A, as amended by the 2017 CAD ARCA Amendment and the 2018 CAD ARCA Amendment, is subject to margin criteria. Facility A, as amended by the 2017 CAD ARCA Amendment, bore interest at BMO’s prime rate plus 0.75% per annum on amounts borrowed in Canadian dollars, or BMO’s U.S. base rate plus 0.75% per annum or LIBOR plus 2.25% per annum on amounts borrowed in U.S. dollars. The 2018 CAD ARCA Amendment modified the interest rate on Facility A borrowings to BMO’s prime rate plus 0.50% per annum on amounts borrowed in Canadian dollars, or BMO’s U.S. base rate plus 0.50% per annum or LIBOR plus 2.0% per annum on amounts borrowed in U.S. dollars. Pursuant to the 2017 CAD ARCA Amendment, Facility A was to mature on July 31, 2018. The 2018 CAD ARCA Amendment extended the maturity of borrowings under Facility A to April 1, 2020. Consistent with the terms of the historical Facility A, including both a subjective acceleration clause and lockbox arrangement, will continue to be presented as a current liability. We believe based upon historical experience, that Facility A will remain in place to fund operations through maturity of this facility in April 2020. Borrowings under Facility B, as amended by the 2017 CAD ARCA Amendment, bore interest at BMO’s prime rate plus 1.25% per annum with principal repayments becoming due on a five year amortization schedule. Pursuant to the CAD ARCA, quarterly principal repayments were reduced to $47 CAD, with a balloon payment of $141 CAD due on July 31, 2017. The 2017 CAD ARCA Amendment amended the payment schedules so that the quarterly principal payments of $47 CAD was to continue after July 31, 2017 until our borrowings under the facility is fully paid on April 30, 2018. The 2018 CAD ARCA Amendment did not modify the interest rate on Facility B borrowings, which remained at BMO’s prime rate plus 1.25% per annum. Pursuant to the 2018 CAD ARCA Amendment, we made the final principal payment of $47 under Facility B on April 30, 2018. Borrowings under Facility C, as amended by the 2017 CAD ARCA, bore interest at BMO’s prime rate plus 1.50% per annum on amounts borrowed in Canadian dollars, or BMO’s U.S. base rate plus 1.50% per annum or LIBOR plus 2.75% per annum on amounts borrowed in U.S. dollars. Pursuant to the CAD ARCA, a principal repayment of $72 USD due on June 30, 2016, and the reduced quarterly principal repayments of $36 USD were to be made beginning on October 31, 2016, with a balloon payment of $496 USD due on July 31, 2017. The 2017 CAD ARCA Amendment amended the payment schedules so that the quarterly payments of $36 USD were to continue until July 31, 2018, with a balloon payment of $352 due on July 31, 2018. Pursuant to the 2018 CAD ARCA Amendment, quarterly principal repayments of $36 will continue until January 31, 2020, with a balloon payment of $136 due on April 1, 2020. The 2018 CAD ARCA Amendment modified the interest rate on Facility C borrowings to BMO’s prime rate plus 1.25% per annum on amounts borrowed in Canadian dollars, or BMO’s U.S. base rate plus 1.25% per annum or LIBOR plus 2.50% per annum on amounts borrowed in U.S. dollars. Pursuant to the CAD ARCA, as amended by the 2017 CAD ARCA Amendment and the 2018 CAD ARCA Amendment, financial covenant testing is performed on our consolidated financial statements. We are required to meet certain minimum working capital ratios, minimum EBITDA levels and effective tangible net worth levels for each fiscal quarter, as set forth in the 2017 CAD ARCA Amendment and the 2018 CAD ARCA Amendment. Pursuant to the 2018 CAD ARCA Amendment, BMO waived defaults on all financial covenants existing as of December 31, 2017, for which we were not in compliance. As of September 30, 2018, we had approximately $6.0 million in U.S. dollar equivalents outstanding under our Canadian Facilities. Our borrowings consisted of approximately $5.6 million outstanding under Facility A and $352 outstanding under Facility C. As of September 30, 2018, the Company was not in compliance with the financial covenant requirements of the Canadian Facilities and has received a waiver from BMO as of November 7, 2018 for the period ending September 30, 2018. United States Credit Facilities In April 2016, we entered into an Amended and Restated Credit Agreement (“US ARCA”) with BMO with respect to our U.S. Facilities that replaced and superseded all of our businesses’ prior financing arrangements with the bank (as amended and restated, the “U.S. Facilities”). Additionally, defaults relating to the breach of certain financial covenants under the prior financing arrangements with BMO existing as of December 31, 2015 were waived by BMO. The US ARCA was further amended (the “2017 US ARCA Amendment”) on March 15, 2017, and again on March 28, 2018 (the “2018 US ARCA Amendment”). The 2018 US ARCA Amendment extended the term of our US Facilities to April 1, 2020. Our U.S. Facilities, as amended and restated, provided for up to $19.1 million USD consisting of a $14.0 million USD demand revolving credit facility (“USD Facility A”) to finance ongoing operations, a $5.0 million USD term loan facility (“USD Facility B”) that financed the acquisition of Titan, and a new $100 revolving credit facility provided pursuant to a MasterCard is to be used to pay for and temporarily finance our day-to-day business expenses and for no other purpose. The 2017 US ARCA Amendment increased the USD Facility A to $15.0 million, increasing the total amount of loans available under the U.S. Facilities to $20.1 million USD. USD Facility A, as amended and restated per 2017 US ARCA, bore interest, at our option, at BMO’s prime rate plus 1.00% per annum on U.S. prime rate loans, or an adjusted LIBOR rate plus 2.25% per annum on Eurodollar loans. Pursuant to the 2018 US ARCA Amendment, borrowings under Facility A bears interest, at our option, at the BMO’s prime rate plus 0.75% per annum on U.S. prime rate loans, or an adjusted LIBOR rate plus 2.00% per annum on Eurodollar loans. USD Facility A had a maturity date of July 31, 2017, which was extended to July 31, 2018 pursuant to the 2017 US ARCA Amendment. The 2018 US ARCA Amendment extended the maturity of borrowings under USD Facility A to April 1, 2020. Consistent with the terms of the historical USD Facility A, including both a subjective acceleration clause and lockbox arrangement, will continue to be presented as a current liability. We believe based upon historical experience, that the USD Facility A will remain in place to fund operations through maturity in April 2020. Borrowings under USD Facility B bear interest, at our option, at U.S. base rate plus 1.25% per annum on U.S. prime loans, or an adjusted LIBOR rate plus 2.50% per annum on Eurodollar loans. Pursuant to the US ARCA, our quarterly principal payments were reduced to $31 USD for calendar year 2016, with the original amortization schedule continuing to apply to all quarterly principal payments made after December 31, 2016, and the final maturity date of December 2, 2019. The 2017 US ARCA Amendment reduced the scheduled quarterly principal payments to $31 USD, commencing March 31, 2017, to continue until July 31, 2018, with a balloon payment of $4,438 on July 31, 2018. Pursuant to the 2018 US ARCA Amendment, monthly principal repayments beginning on July 31, 2018 are increased to $100 and will continue until March 31, 2020, with a balloon payment of $2,338 due on April 1, 2020. The 2018 US ARCA Amendment did not change the USD Facility B interest rate. Pursuant to the US ARCA, as amended by the 2017 US ARCA Amendment and the 2018 US ARCA Amendment, financial covenant testing is performed on our consolidated financial statements. We are required to meet certain minimum working capital ratios, minimum EBITDA levels and effective tangible net worth levels for each fiscal quarter, as set forth in the 2017 US ARCA Amendment and the 2018 US ARCA Amendment. On March 6, 2017, we received a waiver from BMO on certain financial covenants existing as of December 31, 2016. On March 28, 2018, pursuant to the 2018 US ARCA Amendment, BMO waived defaults on all financial covenants existing as of December 31, 2017 for which we were not in compliance. Our obligations under the U.S. Facilities are guaranteed by all our wholly-owned U.S. subsidiaries. In addition, we and our wholly-owned U.S. subsidiaries granted a security interest in substantially all of our assets, including 65% of the shares of Pioneer Electrogroup Canada Inc. held by us, to secure our obligations for borrowed money under the U.S. Facilities. The U.S. Facilities also restrict our ability to incur indebtedness, create or incur liens, make investments, make distributions or dividends and enter into merger agreements or agreements for the sale of any or all our assets. As of September 30, 2018, we had approximately $18.1 million outstanding under our U.S. Facilities. Our borrowings consisted of approximately $14.0 million outstanding under USD Facility A, and $4.1 million outstanding under USD Facility B. As of September 30, 2018, the Company was not in compliance with the financial covenant requirements of the U.S. Facilities and has received a waiver from BMO as of November 7, 2018 for the period ending September 30, 2018. The Company’s debt consists of the following: September 30, December 31, (Unaudited) Term credit facilities, net (a) $ 4,442 $ 4,933 Capital lease obligations 1 2 Total debt 4,443 4,935 Less current portion (1,316 ) (782 ) Total long-term debt $ 3,127 $ 4,153 (a) The balances as of September 30, 2018 and December 31, 2017 are net of debt issuance costs of $47 and $102, respectively. |
PENSION PLAN
PENSION PLAN | 9 Months Ended |
Sep. 30, 2018 | |
Defined Benefit Plan [Abstract] | |
PENSION PLAN | 11. PENSION PLAN The Company’s Canadian subsidiary sponsors a defined benefit pension plan at one of its locations in which a majority of its employees are members. The subsidiary funds 100% of all contributions to the plan. The benefits, or the rate per year of credit service, are established by the Company and updated at its discretion. The components of the expense the Company incurred under the pension plan are as follows: Three Months Ended Nine Months Ended Affected Line Item 2018 2017 2018 2017 Consolidated Operations Current service cost, net of employee contributions $ 14 $ 10 $ 45 $ 35 Selling, general and administrative Interest cost on accrued benefit obligation 24 27 74 79 Other expense Expected return on plan assets (42 ) (44 ) (127 ) (128 ) Other expense Amortization of transitional obligation 3 3 6 9 Other expense Amortization of past service costs 2 2 4 6 Other expense Amortization of net actuarial gain 14 12 42 36 Other expense Total cost of benefit $ 15 $ 10 $ 44 $ 37 The Company’s policy is to fund the pension plan at or above the minimum level required by law. The Company made $58 and $56 of contributions to its defined benefit pension plan during the nine months ended September 30, 2018 and 2017, respectively. Changes in the discount rate and actual investment returns that are lower than the long-term expected return on plan assets could result in the Company making additional contributions. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 9 Months Ended |
Sep. 30, 2018 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | 12. STOCKHOLDERS’ EQUITY Common Stock The Company had 8,726,045 shares of common stock, $0.001 par value per share, outstanding as of September 30, 2018 and December 31, 2017. Warrants As of December 31, 2017, the Company had warrants outstanding to purchase 50,600 shares of common stock with a weighted average exercise price of $7.00 per share. All of the warrants expired on September 18, 2018. No warrants were exercised through the expiration date of September 18, 2018. The Company has no warrants outstanding as of September 30, 2018. Stock-Based Compensation A summary of stock option activity under the 2011 Long-Term Incentive Plan as of September 30, 2018, and changes during the nine months ended September 30, 2018, are presented below: Stock Weighted average Weighted Aggregate Outstanding as of January 1, 2018 435,800 $ 8.35 7.5 $ 216 Granted 7,000 5.60 Exercised — — Forfeited (16,500 ) 7.98 Outstanding as of September 30, 2018 426,300 $ 8.32 6.70 $ 16 Exercisable as of September 30, 2018 412,633 $ 8.38 6.60 $ 16 As of September 30, 2018, there were 247,367 shares available for future grants under the Company’s 2011 Long-Term Incentive Plan. Stock-based compensation expense recorded for the three and nine months ended September 30, 2018 was approximately $14 and $160, respectively, as compared to $148 and $319, during the three and nine months ended September 30, 2017, respectively. At September 30, 2018, the Company had total stock-based compensation expense remaining to be recognized in the consolidated statements of operations of approximately $19. Foreign Currency Translation Foreign assets and liabilities are translated using the exchange rate in effect at the balance sheet date, and results of operations are translated using an average rate for the period. Translation adjustments are accumulated and reported as a component of accumulated other comprehensive income (loss). The Company had foreign currency translation adjustments resulting in unrealized income of $21 for the three months ended September 30, 2018 and nominal unrealized loss for the three months ended September 30, 2017. For the nine months ended September 30, 2018 and 2017, the Company had foreign currency translation adjustments resulting in unrealized loss of $146 and unrealized income of $68, respectively. |
BASIC AND DILUTED INCOME (LOSS)
BASIC AND DILUTED INCOME (LOSS) PER COMMON SHARE | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
BASIC AND DILUTED (LOSS) INCOME PER COMMON SHARE | 13. BASIC AND DILUTED INCOME (LOSS) PER COMMON SHARE Basic and diluted income (loss) per common share are calculated based on the weighted average number of shares outstanding during the period. The Company’s employee and director stock option awards, as well as incremental shares issuable upon exercise of warrants, are not considered in the calculations if the effect would be anti-dilutive. The following table sets forth the computation of basic and diluted income (loss) per share (in thousands, except per share data): Three Months Ended Nine Months Ended 2018 2017 2018 2017 Numerator: Income (loss) from continuing operations $ 788 $ (219 ) $ 128 $ 1,683 Loss from discontinued operations, net of income taxes (730 ) (576 ) (1,440 ) (1,084 ) Net income (loss) $ 58 $ (795 ) $ (1,312 ) $ 599 Denominator: Weighted average basic shares outstanding $ 8,726 $ 8,725 $ 8,726 $ 8,713 Effect of dilutive securities - equity based compensation plans 8 — — 14 Denominator for diluted net income per common share $ 8,734 $ 8,725 $ 8,726 $ 8,727 Earnings (loss) per share: Basic Income (loss) from continuing operations $ 0.09 $ (0.03 ) $ 0.01 $ 0.19 Loss from discontinued operations (0.08 ) (0.06 ) (0.17 ) (0.11 ) Net income (loss) $ 0.01 $ (0.09 ) $ (0.16 ) $ 0.08 Diluted Income (loss) from continuing operations $ 0.09 $ (0.03 ) $ 0.01 $ 0.19 Loss from discontinued operations (0.08 ) (0.06 ) (0.17 ) (0.11 ) Net income (loss) $ 0.01 $ (0.09 ) $ (0.16 ) $ 0.08 |
BUSINESS SEGMENT AND GEOGRAPHIC
BUSINESS SEGMENT AND GEOGRAPHIC INFORMATION | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENT AND GEOGRAPHIC INFORMATION | 14. BUSINESS SEGMENT AND GEOGRAPHIC INFORMATION The Company follows ASC 280 Segment Reporting in determining its reportable segments. The Company considered the way its management team, most notably its chief operating decision maker, makes operating decisions and assesses performance and considered which components of the Company’s enterprise have discrete financial information available. As the Company makes decisions using a manufactured products vs. distributed products and services group focus, its analysis resulted in two reportable segments: T&D Solutions and Critical Power. The Critical Power reportable segment is the Company’s Titan Energy Systems Inc. business unit. The T&D Solutions reportable segment is an aggregation of our transformer business units. The T&D Solutions segment is involved in the design, manufacture and distribution of electrical transformers used primarily by utilities, large industrial and commercial operations to manage their electrical power distribution needs. The Critical Power segment provides power generation equipment, and aftermarket field-services primarily to help customers ensure smooth, uninterrupted power to operations during times of emergency. The following tables present information about segment income and loss: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Revenues T&D Solutions Transformers $ 22,663 $ 21,547 $ 65,194 $ 66,198 22,663 21,547 65,194 66,198 Critical Power Solutions Equipment 388 1,261 1,171 4,490 Service 2,905 2,686 7,659 7,147 3,293 3,947 8,830 11,637 Consolidated $ 25,956 $ 25,494 $ 74,024 $ 77,835 Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Depreciation and Amortization T&D Solutions $ 314 $ 348 $ 981 $ 1,028 Critical Power Solutions 369 577 1,122 1,399 Unallocated Corporate Overhead Expenses 16 18 49 55 Consolidated $ 699 $ 943 $ 2,152 $ 2,482 Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Operating Income T&D Solutions $ 2,449 $ 1,777 $ 5,594 $ 6,715 Critical Power Solutions 141 83 (533 ) (252 ) Unallocated Corporate Overhead Expenses (641 ) (805 ) (2,099 ) (2,427 ) Consolidated $ 1,949 $ 1,055 $ 2,962 $ 4,036 Revenues are attributable to countries based on the location of the Company’s customers: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Revenues United States $ 17,163 $ 16,504 $ 49,291 $ 49,672 Canada 8,793 8,990 24,733 28,163 Total $ 25,956 $ 25,494 $ 74,024 $ 77,835 |
LEASES
LEASES | 9 Months Ended |
Sep. 30, 2018 | |
Leases [Abstract] | |
LEASES | 15. LEASES The company leases certain offices, facilities and equipment under operating and financing leases. Our leases have remaining terms of 1 year to 8 years some of which contain options to extend up to 10 years. As of September 30, 2018 and 2017, assets recorded under finance leases were $3,565 and $3,359 respectively, and accumulated amortization associated with finance leases was $917 and $397, respectively. The components of the lease expense were as follows: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Operating lease cost $ 185 $ 170 $ 548 $ 509 Finance lease cost Amortization of right-of-use asset $ 137 $ 140 $ 403 $ 396 Interest on lease liabilities 38 42 117 126 Total finance lease cost $ 175 $ 182 $ 520 $ 522 Other information related to leases was as follows: Supplemental Cash Flows Information September 30, September 30, Cash paid for amounts included in the mesurement of lease liabilities Operating cash flows from operating leases $ 557 $ 517 Operating cash flows from finance leases 117 126 Financing cash flows from finance leases 376 309 Right-of-use assets obtained in exchange for lease obligations: Operating leases 484 435 Finance leases 409 396 Weighted Average Remaining Lease Term September 30, September 30, Operating leases 3 years 4 years Finance leases 7 years 7 years Weighted Average Discount Rate September 30, September 30, 2018 2017 Operating leases 5.5% 5.5% Finance leases 5.5% 5.5% Future minimum lease payments under non-cancellable leases as of September 30, 2018 were as follows: Operating Finance 2018 (excluding the nine months ended September 30, 2018) $ 212 $ 168 2019 793 635 2020 763 533 2021 410 489 2022 91 356 Thereafter — 1,157 Total future minmum lease payments 2,269 3,338 Less imputed interest (176 ) (548 ) Total future minmum lease payments $ 2,093 $ 2,790 Reported as of September 30, 2018: Operating Finance Accounts payable and accrued liabilities $ 709 $ 490 Other long-term liabilities 1,371 2,187 Total $ 2,080 $ 2,677 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements There have been no recent accounting pronouncements not yet adopted by the Company which would have a material impact on the Company’s financial statements. Revenue from Contracts with Customers. Revenue from Contracts with Customers Revenue from Contracts with Customers Principals versus Agent Considerations, Revenue from Contracts with Customers Identifying Performance Obligations and Licensing Revenue Recognition Revenue from Contracts with Customers Leases Leases Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Recession of Prior SEC Staff Announcements and Observer Comments, Income Taxes. Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory. Retirement Standard. Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost Leases. Leases (Topic 842) Statement of Cash Flows. Statement of Cash Classification of Certain Cash Receipts and Cash Payments. Stock Compensation. Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. Fair Value Measurement. Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement |
REVENUES (Tables)
REVENUES (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of revenues disaggregated by revenue discipline | The following table presents our revenues disaggregated by revenue discipline: Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Products $ 23,051 $ 22,808 $ 66,365 $ 70,688 Services 2,905 2,686 7,659 7,147 Total Revenue $ 25,956 $ 25,494 $ 74,024 $ 77,835 |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of the components of assets and liabilities that are attributable to discontinued operation | The components of assets and liabilities that are attributable to discontinued operations are as follows: S eptember 30, December 31, (Unaudited) Assets of discontinued operations: Accounts receivable - trade, net $ 739 $ 1,568 Inventories, net 3,131 2,921 Prepaid expenses 209 214 Property, plant and equipment, net 354 524 Right of use asset — 129 Intangible assets, net 1,382 1,477 Other assets 251 240 Assets of discontinued operations $ 6,066 $ 7,073 Liabilities of discontinued operations: Bank overdrafts $ 150 $ 349 Accounts payable and accrued liabilities 3,641 3,507 Liabilities of discontinued operations $ 3,791 $ 3,856 |
Schedule of discontinued operations in consolidated statement of operations | The following table presents the discontinued operations of the switchgear business in the Consolidated Statement of Operations: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Revenues $ 1,274 $ 4,299 $ 5,858 $ 10,118 Costs and Expenses Cost of goods sold 1,504 4,052 5,619 8,957 Operating Expenses 438 692 1,503 1,763 Interest income (1 ) (1 ) (4 ) (4 ) Other expense 257 132 563 486 Total costs and expenses 2,198 4,875 7,681 11,202 Loss before provision for income taxes (924 ) (576 ) (1,823 ) (1,084 ) Income tax benefit (194 ) — (383 ) — Loss from discontinued operations, net of income taxes $ (730 ) $ (576 ) $ (1,440 ) $ (1,084 ) |
Schedule of discontinued operations in consolidated statements of cash flows | The following table presents the switchgear business in the Consolidated Statements of Cash Flows: Nine Months Ended September 30, 2018 2017 Net cash used in operating activities $ (299 ) $ (3,300 ) Net cash used in investing activities — (56 ) Net cash provided by financing activities 299 3,356 Increase in cash and cash equivalents $ — $ — |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of the components of inventories | The components of inventories are summarized below: September 30, December 31, (Unaudited) Raw materials $ 13,114 $ 9,229 Work in process 3,629 3,295 Finished goods 9,737 10,919 Provision for excess and obsolete inventory (470 ) (251 ) Total inventories $ 26,010 $ 23,192 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | Property, plant and equipment are summarized below: September 30, December 31, (Unaudited) Land $ 48 $ 50 Buildings 2,468 2,547 Machinery and equipment 10,267 10,187 Furniture and fixtures 427 430 Computer hardware and software 1,093 1,097 Leasehold improvements 526 528 Construction in progress 164 18 14,993 14,857 Less: Accumulated depreciation (9,104 ) (8,522 ) Total property, plant and equipment, net $ 5,889 $ 6,335 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of activity of goodwill by segment | T&D Critical Power Total Gross Goodwill: Balance as of January 1, 2018 $ 6,533 $ 2,970 $ 9,503 No activity — — — Balance as of September 30, 2018 $ 6,533 $ 2,970 $ 9,503 Accumulated impairment losses: Balance as of January 1, 2018 $ (976 ) $ — $ (976 ) No activity — — — Balance as of September 30, 2018 $ (976 ) $ — $ (976 ) Net Goodwill as of September 30, 2018 $ 5,557 $ 2,970 $ 8,527 |
Schedule of changes in intangible asset balances | Changes in the carrying values of intangible assets for the nine months ended September 30, 2018, were as follows: T&D Critical Power Total Balance as of January 1, 2018, net $ 3,677 $ 1,245 $ 4,922 Amortization (166 ) (841 ) (1,007 ) Foreign currency translation (2 ) — (2 ) Balance as of September 30, 2018, net $ 3,509 $ 404 $ 3,913 |
Schedule of components of intangible assets | The components of intangible assets as of September 30, 2018 are summarized below: Weighted Average Amortization Years Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Net Book Value Customer relationships 7 $ 6,689 $ (5,742 ) $ — $ 947 Non-compete agreements 4 155 (137 ) — 18 Trademarks Indefinite 1,816 — — 1,816 Internally developed software 7 289 (155 ) — 134 Developed technology 10 493 (183 ) — 310 Technology-related industry accreditations Indefinite 706 — (18 ) 688 Total intangible assets $ 10,148 $ (6,217 ) $ (18 ) $ 3,913 |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | The Company’s debt consists of the following: September 30, December 31, (Unaudited) Term credit facilities, net (a) $ 4,442 $ 4,933 Capital lease obligations 1 2 Total debt 4,443 4,935 Less current portion (1,316 ) (782 ) Total long-term debt $ 3,127 $ 4,153 (a) The balances as of September 30, 2018 and December 31, 2017 are net of debt issuance costs of $47 and $102, respectively. |
PENSION PLAN (Tables)
PENSION PLAN (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Defined Benefit Plan [Abstract] | |
Schedule of pension plan expenses | The components of the expense the Company incurred under the pension plan are as follows: Three Months Ended Nine Months Ended Affected Line Item 2018 2017 2018 2017 Consolidated Operations Current service cost, net of employee contributions $ 14 $ 10 $ 45 $ 35 Selling, general and administrative Interest cost on accrued benefit obligation 24 27 74 79 Other expense Expected return on plan assets (42 ) (44 ) (127 ) (128 ) Other expense Amortization of transitional obligation 3 3 6 9 Other expense Amortization of past service costs 2 2 4 6 Other expense Amortization of net actuarial gain 14 12 42 36 Other expense Total cost of benefit $ 15 $ 10 $ 44 $ 37 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Schedule of stock option activity under the 2011 Long-Term Incentive Plan | A summary of stock option activity under the 2011 Long-Term Incentive Plan as of September 30, 2018, and changes during the nine months ended September 30, 2018, are presented below: Stock Weighted average Weighted Aggregate Outstanding as of January 1, 2018 435,800 $ 8.35 7.5 $ 216 Granted 7,000 5.60 Exercised — — Forfeited (16,500 ) 7.98 Outstanding as of September 30, 2018 426,300 $ 8.32 6.70 $ 16 Exercisable as of September 30, 2018 412,633 $ 8.38 6.60 $ 16 |
BASIC AND DILUTED INCOME (LOS_2
BASIC AND DILUTED INCOME (LOSS) PER COMMON SHARE (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of computation of basic and diluted income per share | The following table sets forth the computation of basic and diluted income (loss) per share (in thousands, except per share data): Three Months Ended Nine Months Ended 2018 2017 2018 2017 Numerator: Income (loss) from continuing operations $ 788 $ (219 ) $ 128 $ 1,683 Loss from discontinued operations, net of income taxes (730 ) (576 ) (1,440 ) (1,084 ) Net income (loss) $ 58 $ (795 ) $ (1,312 ) $ 599 Denominator: Weighted average basic shares outstanding $ 8,726 $ 8,725 $ 8,726 $ 8,713 Effect of dilutive securities - equity based compensation plans 8 — — 14 Denominator for diluted net income per common share $ 8,734 $ 8,725 $ 8,726 $ 8,727 Earnings (loss) per share: Basic Income (loss) from continuing operations $ 0.09 $ (0.03 ) $ 0.01 $ 0.19 Loss from discontinued operations (0.08 ) (0.06 ) (0.17 ) (0.11 ) Net income (loss) $ 0.01 $ (0.09 ) $ (0.16 ) $ 0.08 Diluted Income (loss) from continuing operations $ 0.09 $ (0.03 ) $ 0.01 $ 0.19 Loss from discontinued operations (0.08 ) (0.06 ) (0.17 ) (0.11 ) Net income (loss) $ 0.01 $ (0.09 ) $ (0.16 ) $ 0.08 |
BUSINESS SEGMENT AND GEOGRAPH_2
BUSINESS SEGMENT AND GEOGRAPHIC INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of information about segment income and loss | The following tables present information about segment income and loss: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Revenues T&D Solutions Transformers $ 22,663 $ 21,547 $ 65,194 $ 66,198 22,663 21,547 65,194 66,198 Critical Power Solutions Equipment 388 1,261 1,171 4,490 Service 2,905 2,686 7,659 7,147 3,293 3,947 8,830 11,637 Consolidated $ 25,956 $ 25,494 $ 74,024 $ 77,835 Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Depreciation and Amortization T&D Solutions $ 314 $ 348 $ 981 $ 1,028 Critical Power Solutions 369 577 1,122 1,399 Unallocated Corporate Overhead Expenses 16 18 49 55 Consolidated $ 699 $ 943 $ 2,152 $ 2,482 Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Operating Income T&D Solutions $ 2,449 $ 1,777 $ 5,594 $ 6,715 Critical Power Solutions 141 83 (533 ) (252 ) Unallocated Corporate Overhead Expenses (641 ) (805 ) (2,099 ) (2,427 ) Consolidated $ 1,949 $ 1,055 $ 2,962 $ 4,036 |
Schedule of revenues attributable to countries | Revenues are attributable to countries based on the location of the Company’s customers: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Revenues United States $ 17,163 $ 16,504 $ 49,291 $ 49,672 Canada 8,793 8,990 24,733 28,163 Total $ 25,956 $ 25,494 $ 74,024 $ 77,835 |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Leases [Abstract] | |
Schedule of component of lease expense | The components of the lease expense were as follows: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Operating lease cost $ 185 $ 170 $ 548 $ 509 Finance lease cost Amortization of right-of-use asset $ 137 $ 140 $ 403 $ 396 Interest on lease liabilities 38 42 117 126 Total finance lease cost $ 175 $ 182 $ 520 $ 522 |
Schedule of other information related to leases | Other information related to leases was as follows: Supplemental Cash Flows Information September 30, 2018 September 30, 2017 Cash paid for amounts included in the mesurement of lease liabilities Operating cash flows from operating leases $ 557 $ 517 Operating cash flows from finance leases 117 126 Financing cash flows from finance leases 376 309 Right-of-use assets obtained in exchange for lease obligations: Operating leases 484 435 Finance leases 409 396 Weighted Average Remaining Lease Term September 30, 2018 September 30, 2017 Operating leases 3 years 4 years Finance leases 7 years 7 years Weighted Average Discount Rate September 30, September 30, 2018 2017 Operating leases 5.5% 5.5% Finance leases 5.5% 5.5% |
Schedule of future minimum lease payments | Future minimum lease payments under non-cancellable leases as of September 30, 2018 were as follows: Operating Leases Finance Leases 2018 (excluding the nine months ended September 30, 2018) $ 212 $ 168 2019 793 635 2020 763 533 2021 410 489 2022 91 356 Thereafter — 1,157 Total future minmum lease payments 2,269 3,338 Less imputed interest (176 ) (548 ) Total future minmum lease payments $ 2,093 $ 2,790 |
Schedule of reported amounts of lease liabilities | Reported as of September 30, 2018: Operating Leases Finance Leases Accounts payable and accrued liabilities $ 709 $ 490 Other long-term liabilities 1,371 2,187 Total $ 2,080 $ 2,677 |
BASIS OF PRESENTATION (Details
BASIS OF PRESENTATION (Details Narrative) - Segment | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Number of reportable segments | 2 | 2 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018Segment | Dec. 31, 2017USD ($)Segment | |
Accounting Policies [Abstract] | ||
Number of reportable segments | Segment | 2 | 2 |
Increase (decrease) in retained earnings | $ (100) | |
Increase (decrease) in assets | 5,300 | |
Increase (decrease) in liabilities | $ 5,200 |
REVENUES (Details)
REVENUES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Total Revenue | $ 25,956 | $ 25,494 | $ 74,024 | $ 77,835 |
Products [Member] | ||||
Total Revenue | 23,051 | 22,808 | 66,365 | 70,688 |
Services [Member] | ||||
Total Revenue | $ 2,905 | $ 2,686 | $ 7,659 | $ 7,147 |
OTHER EXPENSE (Details Narrativ
OTHER EXPENSE (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Other Income and Expenses [Abstract] | ||||
Other expense | $ 19 | $ 112 | $ 158 | $ 165 |
DISCONTINUED OPERATIONS (Detail
DISCONTINUED OPERATIONS (Details) - Switchgear Business [Member] - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Assets of discontinued operations: | ||
Accounts receivable - trade, net | $ 739 | $ 1,568 |
Inventories, net | 3,131 | 2,921 |
Prepaid expenses | 209 | 214 |
Property, plant and equipment, net | 354 | 524 |
Right of use asset | 129 | |
Intangible assets, net | 1,382 | 1,477 |
Other assets | 251 | 240 |
Assets of discontinued operations | 6,066 | 7,073 |
Liabilities of discontinued operations: | ||
Bank overdrafts | 150 | 349 |
Accounts payable and accrued liabilities | 3,641 | 3,507 |
Liabilities of discontinued operations | $ 3,791 | $ 3,856 |
DISCONTINUED OPERATIONS (Deta_2
DISCONTINUED OPERATIONS (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Costs and Expenses | ||||
Loss from discontinued operations, net of income taxes | $ (730) | $ (576) | $ (1,440) | $ (1,084) |
Switchgear Business [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Revenues | 1,274 | 4,299 | 5,858 | 10,118 |
Costs and Expenses | ||||
Cost of goods sold | 1,504 | 4,052 | 5,619 | 8,957 |
Operating Expenses | 438 | 692 | 1,503 | 1,763 |
Interest income | (1) | (1) | (4) | (4) |
Other expense | 257 | 132 | 563 | 486 |
Total costs and expenses | 2,198 | 4,875 | 7,681 | 11,202 |
Loss before provision for income taxes | (924) | (576) | (1,823) | (1,084) |
Income tax benefit | (194) | (383) | ||
Loss from discontinued operations, net of income taxes | $ (730) | $ (576) | $ (1,440) | $ (1,084) |
DISCONTINUED OPERATIONS (Deta_3
DISCONTINUED OPERATIONS (Details 2) - Switchgear Business [Member] - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Schedule of Equity Method Investments [Line Items] | ||
Net cash used in operating activities | $ (299) | $ (3,300) |
Net cash used in investing activities | (56) | |
Net cash provided by financing activities | $ 299 | $ 3,356 |
DISCONTINUED OPERATIONS (Deta_4
DISCONTINUED OPERATIONS (Details Narrative) - Switchgear Business [Member] - CleanSpark, Inc [Member] | May 02, 2018USD ($)$ / sharesshares |
Description of the consideration for the Purchased Assets CleanSpark has agreed to pay | (a) an 18-month promissory note at 9% interest, in principal amount equal to the net carrying value of the working capital of the business at closing; (b) a three-year equipment lease to be entered into at closing of the Asset Sale, providing for rent payments in the amount of $7,500 per month, which also includes two renewal terms of one-year each at CleanSpark’s option and a CleanSpark purchase option of $1,000,000; (c) 7,000,000 shares of CleanSpark common stock; (d) a five year warrant to purchase 1,000,000 shares of CleanSpark common stock at an exercise price of $1.60 per share; and (e) a five year warrant to purchase 1,000,000 shares of CleanSpark common stock at an exercise price of $2.00 per share. |
Consideration from sale | $ | $ 1,000,000 |
Monthly rental payments | $ | $ 7,500 |
Number of shares to be received from CleanSpark (shares) | 7,000,000 |
Promissory note term | 18 months |
Promissory note interest rate | 9.00% |
Lease term | 3 years |
Lease renewal term | 1 year |
Purchase Warrant One [Member] | |
Number of securities into which the warrant converted (shares) | 1,000,000 |
Exercise price of warrant (per share) | $ / shares | $ 1.60 |
Warrant term | 5 years |
Purchase Warrant Two [Member] | |
Number of securities into which the warrant converted (shares) | 1,000,000 |
Exercise price of warrant (per share) | $ / shares | $ 2 |
Warrant term | 5 years |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 13,114 | $ 9,229 |
Work in process | 3,629 | 3,295 |
Finished goods | 9,737 | 10,919 |
Provision for excess and obsolete inventory | (470) | (251) |
Total inventories | $ 26,010 | $ 23,192 |
INVENTORIES (Details Narrative)
INVENTORIES (Details Narrative) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Goods in transit | $ 7,000 | $ 3,100 |
Short term borrowings | 3,170 | 5,430 |
Inventory [Member] | ||
Collateral pledged | $ 6,800 | $ 3,000 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 14,993 | $ 14,857 |
Less: Accumulated depreciation | (9,104) | (8,522) |
Total property, plant and equipment, net | 5,889 | 6,335 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 48 | 50 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 2,468 | 2,547 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 10,267 | 10,187 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 427 | 430 |
Computer Hardware And Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 1,093 | 1,097 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 526 | 528 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 164 | $ 18 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT (Details Narrative) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 741 | $ 792 |
OTHER ASSETS (Details Narrative
OTHER ASSETS (Details Narrative) - Notes Receivable - Developer [Member] $ in Thousands | Jan. 31, 2012USD ($)Segment | Dec. 31, 2011USD ($)Segment |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Principal amount | $ | $ 300 | $ 300 |
Number of promissory notes | Segment | 2 | 2 |
Accrued interest rate (in percent) | 4.50% | 4.50% |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Goodwill | |
Balance, beginning | $ 9,503 |
No activity | |
Balance, ending | 9,503 |
Accumulated impairment losses: | |
Balance, beginning | (976) |
Balance, ending | (976) |
Net Goodwill | 8,527 |
T And D Segment [Member] | |
Goodwill | |
Balance, beginning | 6,533 |
No activity | |
Balance, ending | 6,533 |
Accumulated impairment losses: | |
Balance, beginning | (976) |
No activity | |
Balance, ending | (976) |
Net Goodwill | 5,557 |
Critical Power Segment [Member] | |
Goodwill | |
Balance, beginning | 2,970 |
No activity | |
Balance, ending | 2,970 |
Accumulated impairment losses: | |
Net Goodwill | $ 2,970 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 1) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Intangible assets, balance | $ 4,922 | |
Amortization | (1,102) | $ (1,390) |
Intangible assets, balance | 3,913 | |
Total Intangible [Member] | ||
Intangible assets, balance | 4,922 | |
Amortization | (1,007) | |
Foreign currency translation | (2) | |
Intangible assets, balance | 3,913 | |
T And D Segment [Member] | ||
Intangible assets, balance | 3,677 | |
Amortization | (166) | |
Foreign currency translation | (2) | |
Intangible assets, balance | 3,509 | |
Critical Power Segment [Member] | ||
Intangible assets, balance | 1,245 | |
Amortization | (841) | |
Intangible assets, balance | $ 404 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 2) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Gross carrying amount | $ 10,148 | |
Accumulated amortization | (6,217) | |
Foreign currency translation | (18) | |
Intangible assets, net | 3,913 | $ 4,922 |
Technology Related Industry Accreditations [Member] | ||
Gross carrying amount | 706 | |
Foreign currency translation | (18) | |
Intangible assets, net | $ 688 | |
Customer Relationships [Member] | ||
Weighted average amortization years | 7 years | |
Gross carrying amount | $ 6,689 | |
Accumulated amortization | (5,742) | |
Intangible assets, net | $ 947 | |
Noncompete Agreements [Member] | ||
Weighted average amortization years | 4 years | |
Gross carrying amount | $ 155 | |
Accumulated amortization | (137) | |
Intangible assets, net | $ 18 | |
Internally Developed Software [Member] | ||
Weighted average amortization years | 7 years | |
Gross carrying amount | $ 289 | |
Accumulated amortization | (155) | |
Intangible assets, net | $ 134 | |
Developed Technology [Member] | ||
Weighted average amortization years | 10 years | |
Gross carrying amount | $ 493 | |
Accumulated amortization | (183) | |
Intangible assets, net | 310 | |
Trademarks [Member] | ||
Gross carrying amount | 1,816 | |
Intangible assets, net | $ 1,816 |
GOODWILL AND OTHER INTANGIBLE_6
GOODWILL AND OTHER INTANGIBLE ASSETS (Details Narrative) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Amortization expense | $ 1,007 |
DEBT (Details)
DEBT (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||
Total debt | $ 4,443 | $ 4,935 | |
Less current portion | (1,316) | (782) | |
Total long-term debt | 3,127 | 4,153 | |
Term Credit Facilities, Net [Member] | |||
Debt Instrument [Line Items] | |||
Total debt | [1] | 4,442 | 4,933 |
Capital Lease Obligations [Member] | |||
Debt Instrument [Line Items] | |||
Total debt | $ 1 | $ 2 | |
[1] | The balances as of September 30, 2018 and December 31, 2017 are net of debt issuance costs of $47 and $102, respectively. |
DEBT (Details Narrative)
DEBT (Details Narrative) - USD ($) $ in Thousands | Mar. 28, 2018 | Mar. 15, 2017 | Jun. 30, 2016 | Apr. 30, 2016 | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||||||
Credit facilities amount outstanding | $ 19,580 | $ 17,814 | ||||
Canadian Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum credit facilities amount to borrow | $ 6,300 | |||||
Credit facilities amount outstanding | 6,000 | |||||
Canadian Facilities [Member] | Canada, Dollars | ||||||
Debt Instrument [Line Items] | ||||||
Maximum credit facilities amount to borrow | $ 8,200 | |||||
Canadian Credit Facilities A [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit facilities amount outstanding | 5,600 | |||||
Canadian Credit Facilities A [Member] | 2017 CAD ARCA Amendment [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 0.75% | |||||
Variable rate description | BMO's prime rate plus | |||||
Canadian Credit Facilities A [Member] | 2017 CAD ARCA Amendment [Member] | U.S. Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 0.75% | |||||
Variable rate description | U.S. base rate plus | |||||
Canadian Credit Facilities A [Member] | 2017 CAD ARCA Amendment [Member] | LIBOR [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 2.25% | |||||
Variable rate description | LIBOR plus | |||||
Canadian Credit Facilities A [Member] | 2018 CAD ARCA Amendment [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 0.50% | |||||
Variable rate description | BMO's prime rate plus | |||||
Canadian Credit Facilities A [Member] | 2018 CAD ARCA Amendment [Member] | U.S. Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 0.50% | |||||
Variable rate description | U.S. base rate plus | |||||
Canadian Credit Facilities A [Member] | 2018 CAD ARCA Amendment [Member] | LIBOR [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 2.00% | |||||
Variable rate description | LIBOR plus | |||||
Canadian Credit Facilities A [Member] | Canada, Dollars | ||||||
Debt Instrument [Line Items] | ||||||
Maximum credit facilities amount to borrow | $ 7,000 | |||||
Canadian Credit Facilities B [Member] | Canada, Dollars | ||||||
Debt Instrument [Line Items] | ||||||
Maximum credit facilities amount to borrow | $ 471 | |||||
Canadian Credit Facilities B [Member] | Canada, Dollars | 2017 CAD ARCA Amendment [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 1.25% | |||||
Variable rate description | BMO's prime rate plus | |||||
Frequency of payments | Quarterly | Quarterly | ||||
Quarterly principal payment | $ 47 | $ 47 | ||||
Balloon payment | $ 141 | |||||
Debt instrument amortization period | 5 years | |||||
Canadian Credit Facilities B [Member] | Canada, Dollars | 2018 CAD ARCA Amendment [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 1.25% | |||||
Variable rate description | BMO's prime rate plus | |||||
Frequency of payments | Quarterly | |||||
Quarterly principal payment | $ 47 | |||||
Canadian Credit Facilities C [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum credit facilities amount to borrow | $ 712 | |||||
Credit facilities amount outstanding | 352 | |||||
Canadian Credit Facilities C [Member] | 2017 CAD ARCA Amendment [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Frequency of payments | Quarterly | |||||
Quarterly principal payment | $ 36 | |||||
Balloon payment | $ 352 | |||||
Canadian Credit Facilities C [Member] | 2017 CAD ARCA Amendment [Member] | U.S. Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 1.50% | |||||
Variable rate description | U.S. base rate plus | |||||
Canadian Credit Facilities C [Member] | 2017 CAD ARCA Amendment [Member] | LIBOR [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 2.75% | |||||
Variable rate description | LIBOR plus | |||||
Canadian Credit Facilities C [Member] | 2018 CAD ARCA Amendment [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Frequency of payments | Quarterly | |||||
Quarterly principal payment | $ 36 | |||||
Balloon payment | $ 136 | |||||
Canadian Credit Facilities C [Member] | 2018 CAD ARCA Amendment [Member] | U.S. Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 1.25% | |||||
Variable rate description | U.S. base rate plus | |||||
Canadian Credit Facilities C [Member] | 2018 CAD ARCA Amendment [Member] | LIBOR [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 2.50% | |||||
Variable rate description | LIBOR plus | |||||
Canadian Credit Facilities C [Member] | CAD ARCA Amendment [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Quarterly principal payment | $ 72 | |||||
Balloon payment | $ 496 | |||||
Canadian Credit Facilities C [Member] | Canada, Dollars | 2017 CAD ARCA Amendment [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 1.50% | |||||
Variable rate description | BMO's prime rate plus | |||||
Frequency of payments | Quarterly | |||||
Quarterly principal payment | $ 36 | |||||
Canadian Credit Facilities C [Member] | Canada, Dollars | 2018 CAD ARCA Amendment [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate spread on variable rate | 1.25% | |||||
Variable rate description | BMO's prime rate plus | |||||
U.S. Credit Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum credit facilities amount to borrow | $ 19,100 | |||||
Credit facilities amount outstanding | 18,100 | |||||
U.S. Credit Facilities A [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum credit facilities amount to borrow | 14,000 | |||||
Credit facilities amount outstanding | 14,000 | |||||
United States Credit Facilities B [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum credit facilities amount to borrow | $ 5,000 | |||||
Credit facilities amount outstanding | $ 4,100 |
DEBT (Details Narrative 1)
DEBT (Details Narrative 1) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2018 | Mar. 15, 2018 | Dec. 31, 2017 | Apr. 30, 2016 | |
Line of Credit Facility [Line Items] | ||||
Credit facilities amount outstanding | $ 19,580 | $ 17,814 | ||
Debt issuance costs | $ 47 | $ 102 | ||
U.S. Credit Facilities [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Maximum Credit Facilities Amount to Borrow | $ 19,100 | |||
Percentage of subsidiary shares used to secure borrowings in facility | 65.00% | |||
Credit facilities amount outstanding | $ 18,100 | |||
U.S. Credit Facilities [Member] | 2017 US ARCA Amendment [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Maximum Credit Facilities Amount to Borrow | $ 20,100 | |||
U.S. Credit Facilities A [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Maximum Credit Facilities Amount to Borrow | 14,000 | |||
Credit facilities amount outstanding | $ 14,000 | |||
U.S. Credit Facilities A [Member] | 2017 US ARCA Amendment [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Maximum Credit Facilities Amount to Borrow | $ 15,000 | |||
U.S. Credit Facilities A [Member] | 2017 US ARCA Amendment [Member] | Bank's Prime Rate [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Interest rate spread | 1.00% | |||
Variable rate description | bank's prime rate on U.S. prime rate loans | |||
U.S. Credit Facilities A [Member] | 2017 US ARCA Amendment [Member] | LIBOR [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Interest rate spread | 2.25% | |||
Variable rate description | adjusted LIBOR rate on Eurodollar loans | |||
U.S. Credit Facilities A [Member] | 2018 US ARCA Amendment [Member] | Bank's Prime Rate [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Interest rate spread | 0.75% | |||
Variable rate description | bank's prime rate on U.S. prime rate loans | |||
U.S. Credit Facilities A [Member] | 2018 US ARCA Amendment [Member] | LIBOR [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Interest rate spread | 2.00% | |||
Variable rate description | adjusted LIBOR rate on Eurodollar loans | |||
United States Credit Facilities B [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Maximum Credit Facilities Amount to Borrow | 5,000 | |||
Credit facilities amount outstanding | $ 4,100 | |||
United States Credit Facilities B [Member] | 2017 US ARCA Amendment [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Frequency of payments | Quarterly | |||
Quarterly principal payment | $ 31 | |||
Balloon payment | $ 4,438 | |||
United States Credit Facilities B [Member] | 2017 US ARCA Amendment [Member] | LIBOR [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Interest rate spread | 2.50% | |||
Variable rate description | adjusted LIBOR rate on Eurodollar loans | |||
United States Credit Facilities B [Member] | 2017 US ARCA Amendment [Member] | U.S. Base Rate [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Interest rate spread | 1.25% | |||
Variable rate description | bank's prime rate on U.S. prime rate loans | |||
United States Credit Facilities B [Member] | 2018 US ARCA Amendment [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Frequency of payments | Quarterly | |||
Quarterly principal payment | $ 100 | |||
Balloon payment | $ 2,338 | |||
U.S. Credit Facility - MasterCard [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Maximum Credit Facilities Amount to Borrow | $ 100 | |||
Credit Facility B [Member] | 2017 US ARCA Amendment [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Frequency of payments | Quarterly | |||
Quarterly principal payment | $ 31 |
PENSION PLAN (Details)
PENSION PLAN (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Total cost of benefit | $ 15 | $ 10 | $ 44 | $ 37 |
Selling, General and Administrative [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Current service cost, net of employee contributions | 14 | 10 | 45 | 35 |
Other Expense [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost on accrued benefit obligation | 24 | 27 | 74 | 79 |
Expected return on plan assets | (42) | (44) | (127) | (128) |
Amortization of transitional obligation | 3 | 3 | 6 | 9 |
Amortization of past service costs | 2 | 2 | 4 | 6 |
Amortization of net actuarial gain | $ 14 | $ 12 | $ 42 | $ 36 |
PENSION PLAN (Details Narrative
PENSION PLAN (Details Narrative) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Defined Benefit Plan [Abstract] | ||
Funded contributions by subsidiary (percent) | 100.00% | |
Defined benefit contributions | $ 58 | $ 56 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Stock options | ||
Outstanding at beginning of period | 435,800 | |
Granted | 7,000 | |
Forfeited | (16,500) | |
Outstanding at end of period | 426,300 | 435,800 |
Exercisable at end of period | 412,633 | |
Weighted average exercise price | ||
Outstanding at beginning of period | $ 8.35 | |
Granted | 5.60 | |
Forfeited | 7.98 | |
Outstanding at end of period | 8.32 | $ 8.35 |
Exercisable at end of period | $ 8.38 | |
Weighted average remaining contractual term | ||
Outstanding at end of period | 6 years 8 months 12 days | 7 years 6 months |
Exercisable at the end of period | 6 years 7 months 6 days | |
Aggregate intrinsic value | ||
Outstanding at beginning of period | $ 216 | |
Outstanding at end of period | 16 | $ 216 |
Exercisable at end of period | $ 16 |
STOCKHOLDERS' EQUITY (Details N
STOCKHOLDERS' EQUITY (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Common stock, outstanding shares | 8,726,045 | 8,726,045 | 8,726,045 | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | ||
Outstanding purchase of warrants (in shares) | 50,600 | ||||
Weighted average exercise price - warrants | $ 7 | ||||
Warrant expiration date range end | Sep. 18, 2018 | ||||
Stock-based compensation | $ 14 | $ 148 | $ 160 | $ 319 | |
Stock-based compensation not yet recognized | 19 | 19 | |||
Foreign currency translation adjustments | $ 21 | $ (146) | $ 68 | ||
Incentive Stock Option [Member] | |||||
Number of shares available for future grants | 247,367 | 247,367 |
BASIC AND DILUTED INCOME (LOS_3
BASIC AND DILUTED INCOME (LOSS) PER COMMON SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Numerator: | ||||
Income (loss) from continuing operations | $ 788 | $ (219) | $ 128 | $ 1,683 |
Loss from discontinued operations, net of income taxes | (730) | (576) | (1,440) | (1,084) |
Net income (loss) | $ 58 | $ (795) | $ (1,312) | $ 599 |
Denominator: | ||||
Weighted average basic shares outstanding | 8,726 | 8,725 | 8,726 | 8,713 |
Effect of dilutive securities - equity based compensation plans | 8 | 14 | ||
Denominator for diluted net income per common share | 8,734 | 8,725 | 8,726 | 8,727 |
Basic | ||||
Income (loss) from continuing operations | $ 0.09 | $ (0.03) | $ 0.01 | $ 0.19 |
Loss from discontinued operations | (0.08) | (0.06) | (0.17) | (0.11) |
Net income (loss) | 0.01 | (0.09) | (0.16) | 0.08 |
Diluted | ||||
Income (loss) from continuing operations | 0.09 | (0.03) | 0.01 | 0.19 |
Loss from discontinued operations | (0.08) | (0.06) | (0.17) | (0.11) |
Net income (loss) | $ 0.01 | $ (0.09) | $ (0.16) | $ 0.08 |
BUSINESS SEGMENT AND GEOGRAPH_3
BUSINESS SEGMENT AND GEOGRAPHIC INFORMATION (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues | ||||
Revenues | $ 25,956 | $ 25,494 | $ 74,024 | $ 77,835 |
Depreciation and Amortization | 699 | 943 | 2,152 | 2,482 |
Operating Income | 1,949 | 1,055 | 2,962 | 4,036 |
T And D Segment [Member] | ||||
Revenues | ||||
Transformers | 22,663 | 21,547 | 65,194 | 66,198 |
Revenues | 22,663 | 21,547 | 65,194 | 66,198 |
Depreciation and Amortization | 314 | 348 | 981 | 1,028 |
Operating Income | 2,449 | 1,777 | 5,594 | 6,715 |
Critical Power Segment [Member] | ||||
Revenues | ||||
Equipment | 388 | 1,261 | 1,171 | 4,490 |
Service | 2,905 | 2,686 | 7,659 | 7,147 |
Revenues | 3,293 | 3,947 | 8,830 | 11,637 |
Depreciation and Amortization | 369 | 577 | 1,122 | 1,399 |
Operating Income | 141 | 83 | (533) | (252) |
Unallocated Corporate Overhead Expenses [Member] | ||||
Revenues | ||||
Depreciation and Amortization | 16 | 18 | 49 | 55 |
Operating Income | $ (641) | $ (805) | $ (2,099) | $ (2,427) |
BUSINESS SEGMENT AND GEOGRAPH_4
BUSINESS SEGMENT AND GEOGRAPHIC INFORMATION (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues | $ 25,956 | $ 25,494 | $ 74,024 | $ 77,835 |
United States [Member] | ||||
Revenues | 17,163 | 16,504 | 49,291 | 49,672 |
Canada [Member] | ||||
Revenues | $ 8,793 | $ 8,990 | $ 24,733 | $ 28,163 |
BUSINESS SEGMENT AND GEOGRAPH_5
BUSINESS SEGMENT AND GEOGRAPHIC INFORMATION (Details Narrative) - Segment | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Segment Reporting [Abstract] | ||
Number of reportable segments | 2 | 2 |
LEASES (Details)
LEASES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Leases [Abstract] | ||||
Operating lease cost | $ 185 | $ 170 | $ 548 | $ 509 |
Finance lease cost | ||||
Amortization of right-of-use asset | 137 | 140 | 403 | 396 |
Interest on lease liabilities | 38 | 42 | 117 | 126 |
Total finance lease cost | $ 175 | $ 182 | $ 520 | $ 522 |
LEASES (Details 1)
LEASES (Details 1) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash paid for amounts included in the mesurement of lease liabilities | ||
Operating cash flows from operating leases | $ 557 | $ 517 |
Operating cash flows from finance leases | 117 | 126 |
Financing cash flows from finance leases | 376 | 309 |
Right-of-use assets obtained in exchange for lease obligations: | ||
Operating leases | 484 | 435 |
Finance leases | $ 409 | $ 396 |
Operating leases (in years) | 3 years | 4 years |
Finance leases (in years) | 7 years | 7 years |
Operating leases (in percent) | 5.50% | 5.50% |
Finance leases (in percent) | 5.50% | 5.50% |
LEASES (Details 2)
LEASES (Details 2) $ in Thousands | Sep. 30, 2018USD ($) |
Operating Leases | |
2018 (excluding the nine months ended September 30, 2018) | $ 212 |
2,019 | 793 |
2,020 | 763 |
2,021 | 410 |
2,022 | 91 |
Total lease commitments | 2,269 |
Less imputed interest | (176) |
Total future minimum lease payments | 2,093 |
Finance Leases | |
2018 (excluding the nine months ended September 30, 2018) | 168 |
2,019 | 635 |
2,020 | 533 |
2,021 | 489 |
2,022 | 356 |
Thereafter | 1,157 |
Total lease commitments | 3,338 |
Less imputed interest | (548) |
Total future minimum lease payments | $ 2,790 |
LEASES (Details 3)
LEASES (Details 3) $ in Thousands | Sep. 30, 2018USD ($) |
Operating leases | $ 2,080 |
Finance leases | 2,677 |
Accounts Payable and Accrued Liabilities [Member] | |
Operating leases | 709 |
Finance leases | 490 |
Other Long Term Liabilities [Member] | |
Operating leases | 1,371 |
Finance leases | $ 2,187 |
LEASES (Details Narrative)
LEASES (Details Narrative) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Lease extended term (in years) | 10 years | |
Assets under finance leases | $ 3,565 | $ 3,359 |
Accumulated amortization associated with finance leases | $ 917 | $ 397 |
Minimum [Member] | ||
Remaining lease term (in years) | 1 year | |
Maximum [Member] | ||
Remaining lease term (in years) | 8 years |