Document_And_Entity_Informatio
Document And Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 14, 2013 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'true | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'SAEX | ' |
Entity Common Stock, Shares Outstanding | ' | 13,402,664 |
Entity Registrant Name | 'SAExploration Holdings, Inc. | ' |
Entity Central Index Key | '0001514732 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Amendment Description | 'This Form 10-Q/A is being filed as an amendment (“Amendment No. 1”) to the Quarterly Report on Form 10-Q filed by SAExploration Holdings, Inc., formerly known as Trio Merger Corp., with the Securities and Exchange Commission on November 14, 2013 (the “Original Filing”), to amend (i) Item 1 of Part I, “Financial Information,” (ii) Item 2 of Part I, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and (iii) Item 4 of Part I, “Controls and Procedures” in connection with the restatement of our interim financial statements as of and for the three and nine months ended September 30, 2013, which were included in the Original Filing. The restatement is necessary to correct certain errors in accounting relating to the recognition of share-based compensation expense of our accounting predecessor in the second quarter of 2013, and the improper capitalization of certain work-in-progress expenses attributable to our operations in Colombia in the second and third quarters of 2013 and in Peru in the third quarter of 2013 and to adjust our income tax (benefit) provision for such corrections. This Amendment No. 1 also includes currently dated certifications of our Chief Executive Officer and Chief Financial Officer as Exhibits 31.1, 31.2, 32.1 and 32.2 and restated versions of our financial statements formatted in Extensible Business Reporting Language (XBRL) as Exhibit 101, and we have updated the Exhibit Index accordingly. Except as described above, no other sections of the Original Filing were affected; however, for the convenience of the reader, this Amendment No. 1 restates in its entirety, as amended, the Original Filing. This Amendment No. 1 is presented as of November 14, 2013, the filing date of the Original Filing, and has not been updated to reflect other events, other than those identified above related to the restatement, occurring after the date of the Original Filing, or to modify or update those disclosures affected by subsequent events. Without limiting the foregoing, this filing does not purport to update Management's Discussion and Analysis of Financial Condition and Results of Operations contained in the Original Filing for any information, uncertainties, transactions, risks, events or trends known to management occurring subsequent to the date of the Original Filing. More current information is contained in our other filings with the Securities and Exchange Commission[, including our Annual Report on Form 10-K for the year ended December 31, 2013. | ' |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $16,762 | $15,721 |
Restricted cash | 798 | 3,701 |
Accounts receivable | 46,264 | 27,585 |
Deferred costs on contracts | 5,375 | 5,911 |
Prepaid expenses | 8,401 | 8,553 |
Deferred tax asset, net | 122 | 902 |
Total current assets | 77,722 | 62,373 |
Property and equipment, net | 61,637 | 70,456 |
Intangible assets, net | 1,339 | 1,478 |
Goodwill | 2,232 | 2,306 |
Deferred loan issuance costs, net | 8,700 | 9,066 |
Deferred tax asset, net | 590 | 1,622 |
Other assets | 680 | 674 |
Total assets | 152,900 | 147,975 |
Current liabilities: | ' | ' |
Accounts payable | 31,369 | 12,309 |
Accrued liabilities | 3,787 | 5,435 |
Income and other taxes payable | 8,478 | 5,896 |
Accrued payroll liabilities | 2,800 | 3,247 |
Notes payable - current portion | 800 | 800 |
Notes payable to related parties | 500 | 53 |
Deferred revenue - current portion | 5,506 | 6,145 |
Capital lease - current portion | 616 | 818 |
Total current liabilities | 53,856 | 34,703 |
Long-term portion of notes payable, net | 79,532 | 78,493 |
Long-term portion of notes payable to related parties | 12,267 | 0 |
Long-term portion of capital leases | 717 | 1,054 |
Deferred revenue - non-current portion | 0 | 3,175 |
Deferred tax liabilities, net | 241 | 241 |
Warrant liabilities | 0 | 1,244 |
Total liabilities | 146,613 | 118,910 |
Commitments and contingencies (See Note 3) | ' | ' |
Preferred Stock, Value | 0 | 0 |
Stockholders' equity: | ' | ' |
Common Stock, $0.0001 par value, 55,000,000 authorized, and 13,402,664 and 6,321,848 issued and outstanding at September 30, 2013 and December 31, 2012, respectively. | 2 | 1 |
Additional paid-in capital | 27,287 | 1,907 |
Retained (deficit) earnings | -19,021 | 21,801 |
Accumulated other comprehensive (loss) income | -1,981 | 356 |
Total stockholders’ equity | 6,287 | 24,065 |
Total liabilities and stockholders’ equity | 152,900 | 147,975 |
Convertible Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Preferred Stock, Value | $0 | $5,000 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Preferred Stock, par value | $0.00 | $0.00 |
Preferred Stock, authorized shares | 1,000,000 | 1,000,000 |
Preferred Stock, outstanding shares | 0 | 0 |
Common Stock, par value | $0.00 | $0.00 |
Common Stock, authorized shares | 55,000,000 | 55,000,000 |
Common Stock, issued shares | 13,402,664 | 6,321,848 |
Common Stock, outstanding shares | 13,402,664 | 6,321,848 |
Convertible Preferred Stock [Member] | ' | ' |
Preferred Stock, par value | $0.00 | $0.00 |
Preferred Stock, authorized shares | 5,000,000 | 5,000,000 |
Series A Preferred Stock [Member] | ' | ' |
Preferred Stock, par value | $1 | $1 |
Preferred Stock, shares issued | 5,000,000 | 5,000,000 |
UNAUDITED_CONDENSED_CONSOLIDAT
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenue from services | $47,429 | $75,467 | $174,575 | $211,647 |
Direct operating expenses, including depreciation expense of $3,442 and $3,261 for the three months ended September 30 2013 and 2012, respectively, and $10,378 and $8,728 for the nine months ended September 30 2013 and 2012, respectively | 51,745 | 64,586 | 149,209 | 172,913 |
Gross (loss) profit | -4,316 | 10,881 | 25,366 | 38,734 |
Selling, general and administrative expenses | 7,674 | 7,556 | 21,267 | 19,576 |
Merger costs | 591 | 0 | 1,174 | 0 |
Depreciation and amortization | 259 | 171 | 781 | 459 |
Loss (gain) on sale of assets | 18 | -116 | 121 | 189 |
(Loss) income from operations | -12,858 | 3,270 | 2,023 | 18,510 |
Other income (expense): | ' | ' | ' | ' |
Other, net | 151 | -316 | -1,294 | -25 |
Interest expense, net | -4,677 | -632 | -11,489 | -1,471 |
Foreign exchange (loss) gain, net | 120 | 470 | -1,179 | 521 |
Total other expense, net | -4,406 | -478 | -13,962 | -975 |
(Loss) income before income taxes | -17,264 | 2,792 | -11,939 | 17,535 |
Provision for income taxes | 12,838 | 310 | 13,620 | 2,227 |
Net (loss) income | ($30,102) | $2,482 | ($25,559) | $15,308 |
Basic and diluted (loss) income per common share | ' | ' | ' | ' |
Weighted average shares outstanding -basic | 13,402,664 | 5,685,288 | 8,861,612 | 5,685,288 |
(Loss) income per share - basic | ($2.25) | $0.44 | ($2.88) | $2.69 |
Weighted average shares outstanding -diluted | 13,402,664 | 5,685,288 | 8,861,612 | 5,685,288 |
(Loss) income per share - diluted | ($2.25) | $0.44 | ($2.88) | $2.69 |
UNAUDITED_CONDENSED_CONSOLIDAT1
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Depreciation | ' | ' | $11,159 | $9,188 |
Direct Operating Expenses [Member] | ' | ' | ' | ' |
Depreciation | $3,442 | $3,261 | $10,378 | $8,728 |
UNAUDITED_CONDENSED_CONSOLIDAT2
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Net (loss) income | ($30,102) | $2,482 | ($25,559) | $15,308 |
Other items of comprehensive (loss) income, foreign currency translation | -47 | -9 | -2,337 | 866 |
Total comprehensive (loss) income | ($30,149) | $2,473 | ($27,896) | $16,174 |
UNAUDITED_CONDENSED_CONSOLIDAT3
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Operating activities: | ' | ' |
Net income | ($25,559) | $15,308 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation of property and equipment | 11,159 | 9,188 |
Amortization of loan costs and debt discounts | 2,477 | 0 |
Payment in kind interest | 1,520 | 0 |
Deferred income taxes | 1,812 | -338 |
Loss on sale of property and equipment | 121 | 189 |
Share-based compensation | 1,100 | 0 |
Changes in operating assets and liabilities, net of effects of acquisition: | ' | ' |
Accounts receivable | -18,679 | -15,284 |
Deferred costs on contracts | 536 | -693 |
Accounts payable | 18,773 | -1,057 |
Income and other taxes payable | 2,582 | 4,444 |
Other | -2,975 | -3,384 |
Net cash (used in) provided by operating activities | -7,133 | 8,373 |
Investing activities: | ' | ' |
Purchase of property and equipment | -3,906 | -28,100 |
Business acquisition, net of cash acquired | 0 | -760 |
Proceeds from sale of property and equipment | 0 | 486 |
Net cash (used in) investing activities | -3,906 | -28,374 |
Financing activities: | ' | ' |
Principal borrowings on notes payable | 0 | 70,122 |
Net proceeds from Merger | 35,277 | 0 |
Repayments of notes payable | -653 | -41,049 |
Payment of debt issuance costs | -1,500 | 0 |
Merger costs | -5,027 | 0 |
Repayments of capital lease obligations | -637 | -894 |
Dividend payments on common shares | -10,000 | 0 |
Dividend payments on preferred shares | -5,084 | -112 |
Net cash provided by financing activities | 12,376 | 28,067 |
Effects of exchange rate changes on cash | -296 | 882 |
Net change in cash and cash equivalents | 1,041 | 8,948 |
Cash at the beginning of period | 15,721 | 4,978 |
Cash at the end of period | 16,762 | 13,926 |
Supplemental disclosures of cash flow information: | ' | ' |
Interest paid | 6,871 | 1,450 |
Income taxes paid | 3,299 | 234 |
Non-cash investing and financing activities: | ' | ' |
Dividends accrued but unpaid on common shares | 0 | 0 |
Dividends accrued but unpaid on preferred shares | 1,072 | 819 |
Capital assets acquired under capital lease | 98 | 85 |
Cash flow impact of Merger | $40,277 | ' |
UNAUDITED_CONDENSED_CONSOLIDAT4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Retained Earnings [Member] |
In Thousands, except Share data | |||||
Beginning Balance at Dec. 31, 2011 | $13,618 | $1 | $1,886 | ($610) | $12,341 |
Beginning Balance (in shares) at Dec. 31, 2011 | ' | 5,685,288 | ' | ' | ' |
Dividends | -393 | 0 | 0 | 0 | -393 |
Merger costs | 0 | ' | ' | ' | ' |
Share-based compensation | 0 | ' | ' | ' | ' |
Foreign currency translation | 866 | 0 | 0 | 866 | 0 |
Net income | 15,308 | 0 | 0 | 0 | 15,308 |
Ending Balance at Sep. 30, 2012 | 29,399 | 1 | 1,886 | 256 | 27,256 |
Ending Balance (in shares) at Sep. 30, 2012 | ' | 5,685,288 | ' | ' | ' |
Beginning Balance at Dec. 31, 2012 | 24,065 | 1 | 1,907 | 356 | 21,801 |
Beginning Balance (in shares) at Dec. 31, 2012 | ' | 6,321,848 | ' | ' | ' |
Dividends | -15,263 | 0 | 0 | 0 | -15,263 |
Forfeitures of Former SAE restricted stock (in shares) | ' | -8,549 | ' | ' | ' |
Warrants converted to stock as a result of the merger (in shares) | ' | 135,144 | ' | ' | ' |
Warrants converted to stock as a result of the merger | 1,293 | 0 | 1,293 | 0 | 0 |
Merger transaction (in shares) | 628,016 | 6,954,221 | ' | ' | ' |
Merger transaction | 28,015 | 1 | 28,014 | 0 | 0 |
Merger costs | -5,027 | 0 | -5,027 | 0 | 0 |
Share-based compensation | 1,100 | 0 | 1,100 | 0 | 0 |
Foreign currency translation | -2,337 | 0 | 0 | -2,337 | 0 |
Net income | -25,559 | 0 | 0 | 0 | -25,559 |
Ending Balance at Sep. 30, 2013 | $6,287 | $2 | $27,287 | ($1,981) | ($19,021) |
Ending Balance (in shares) at Sep. 30, 2013 | ' | 13,402,664 | ' | ' | ' |
RESTATEMENT
RESTATEMENT | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||
Accounting Changes and Error Corrections [Abstract] | ' | |||||||||||||||||||
RESTATEMENT | ' | |||||||||||||||||||
NOTE 1 — RESTATEMENT | ||||||||||||||||||||
Certain balances in the financial statements as of and for the three and nine months ended September 30, 2013 have been restated to correct misstatements in previously reported amounts by SAExploration Holdings, Inc. and its subsidiaries (collectively, “the Corporation”) in the accounting for the Former SAE’s share-based compensation expense and the improper capitalization of certain work-in-progress expenses attributable to the Corporation’s operations in Colombia and Peru. To correct the misstatements, $986 was recorded in “Selling, general and administrative expenses” and “Additional paid-in capital” related to share-based compensation for the nine months ended September 30, 2013. $183 and $737, respectively, were reclassified from “Deferred costs on contracts” to “Direct operating expenses” for the three and nine months ended September 30, 2013, respectively. As a result of the recording of these corrections there were an increase in the “Provision for income taxes” and “Income and other taxes payable” of $223 for the three months ended September 30, 2013, and a decrease of $243 in the “Provision for income taxes” and “Income and other taxes payable” for the nine months ended September 30, 2013. | ||||||||||||||||||||
The effects of the restatement on the Corporation’s financial statements as of and for the three and nine months ended September 30, 2013 are summarized in the tables below. | ||||||||||||||||||||
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET | ||||||||||||||||||||
(In thousands) | ||||||||||||||||||||
As of September 30, 2013 | ||||||||||||||||||||
As Previously | As | |||||||||||||||||||
Reported | Adjustment | Restated | ||||||||||||||||||
Deferred costs on contracts | $ | 6,112 | $ | -737 | $ | 5,375 | ||||||||||||||
Total current assets | $ | 78,459 | $ | -737 | $ | 77,722 | ||||||||||||||
Total assets | $ | 153,637 | $ | -737 | $ | 152,900 | ||||||||||||||
Income and other taxes payable | $ | 8,721 | $ | -243 | $ | 8,478 | ||||||||||||||
Total current liabilities | $ | 54,099 | $ | -243 | $ | 53,856 | ||||||||||||||
Total liabilities | $ | 146,856 | $ | -243 | $ | 146,613 | ||||||||||||||
Additional paid-in capital | $ | 26,301 | $ | 986 | $ | 27,287 | ||||||||||||||
Retained earnings | $ | -17,541 | $ | -1,480 | $ | -19,021 | ||||||||||||||
Total stockholders’ equity | $ | 6,781 | $ | -494 | $ | 6,287 | ||||||||||||||
Total liabilities and stockholders’ equity | $ | 153,637 | $ | -737 | $ | 152,900 | ||||||||||||||
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS | ||||||||||||||||||||
(In thousands) | ||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||
September 30, 2013 | September 30, 2013 | |||||||||||||||||||
As Previously | As | As Previously | As | |||||||||||||||||
Reported | Adjustment | Restated | Reported | Adjustment | Restated | |||||||||||||||
Direct operating expenses | $ | 51,562 | $ | 183 | $ | 51,745 | $ | 148,472 | $ | 737 | $ | 149,209 | ||||||||
Gross profit | $ | -4,133 | $ | -183 | $ | -4,316 | $ | 26,103 | $ | -737 | $ | 25,366 | ||||||||
Selling, general and administrative expenses | $ | 7,674 | $ | — | $ | 7,674 | $ | 20,281 | $ | 986 | $ | 21,267 | ||||||||
Income from operations | $ | -12,675 | $ | -183 | $ | -12,858 | $ | 3,746 | $ | -1,723 | $ | 2,023 | ||||||||
(Loss) income before income taxes | $ | -17,081 | $ | -183 | $ | -17,264 | $ | -10,216 | $ | -1,723 | $ | -11,939 | ||||||||
Provision for income taxes | $ | 12,615 | $ | 223 | $ | 12,838 | $ | 13,863 | $ | -243 | $ | 13,620 | ||||||||
Net (loss) income | $ | -29,696 | $ | -406 | $ | -30,102 | $ | -24,079 | $ | -1,480 | $ | -25,559 | ||||||||
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME | ||||||||||||||||||||
(In thousands) | ||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||
September 30, 2013 | September 30, 2013 | |||||||||||||||||||
As Previously | As | As Previously | As | |||||||||||||||||
Reported | Adjustment | Restated | Reported | Adjustment | Restated | |||||||||||||||
Net (loss) income | $ | -29,696 | $ | -406 | $ | -30,102 | $ | -24,079 | $ | -1,480 | $ | -25,559 | ||||||||
Total other comprehensive (loss) income | $ | -29,743 | $ | -406 | $ | -30,149 | $ | -26,416 | $ | -1,480 | $ | -27,896 | ||||||||
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS | ||||||||||||||||||||
(In thousands) | ||||||||||||||||||||
Nine Months Ended | ||||||||||||||||||||
September 30, 2013 | ||||||||||||||||||||
As Previously | As | |||||||||||||||||||
Reported | Adjustment | Restated | ||||||||||||||||||
Net (loss) income | $ | -24,079 | $ | -1,480 | $ | -25,559 | ||||||||||||||
Changes in operating assets and liabilities, net of effects of acquisition: | ||||||||||||||||||||
Share-based compensation | $ | 114 | $ | 986 | $ | 1,100 | ||||||||||||||
Deferred costs on contracts | $ | -201 | $ | 737 | $ | 536 | ||||||||||||||
Income and other taxes payable | $ | 2,825 | $ | -243 | $ | 2,582 | ||||||||||||||
GENERAL_INFORMATION
GENERAL INFORMATION | 9 Months Ended |
Sep. 30, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
GENERAL INFORMATION | ' |
NOTE 2 — GENERAL INFORMATION | |
The Corporation is a geophysical seismic services company offering a full range of seismic data acquisition services including program design, planning and permitting, camp services, survey, drilling, recording, reclamation and in-field processing. The Corporation’s services include the acquisition of 2D, 3D, time-lapse 4D and multi-component seismic data on land, in transition zones between land and water and in shallow water, as well as seismic data field processing. The Corporation’s customers include national oil companies, major international oil companies and independent oil and gas exploration and production companies in North America, South America and Southeast Asia. Seismic data is used by the Corporation’s customers to identify and analyze drilling prospects and maximize successful drilling. | |
The Corporation was initially formed on February 2, 2011 under the name Trio Merger Corp. (the Corporation, prior to the Merger described below, “Former Trio”) as a blank check company in order to effect a merger, capital stock exchange, asset acquisition or other similar business combination with one or more business entities. On December 10, 2012, the Corporation entered into an Agreement and Plan of Reorganization, as amended by a First Amendment to Agreement and Plan of Reorganization dated as of May 23, 2013 (the “ Merger Agreement”), with Trio Merger Sub, Inc. (“Merger Sub”), the entity formerly known as SAExploration Holdings, Inc. (“Former SAE”), and CLCH, LLC (“CLCH”), which contemplated Former SAE merging with and into Merger Sub with Merger Sub surviving as a wholly-owned subsidiary of the Corporation (the “Merger”). On June 24, 2013, the parties consummated the Merger (the “Closing”). | |
The Merger was accounted for as a reverse acquisition in accordance with GAAP. Under this method of accounting, Former Trio was treated as the “acquired” company for financial reporting purposes. This determination was primarily based on Former SAE comprising the ongoing operations of the combined entity, Former SAE senior management comprising the senior management of the combined company, and the Former SAE common stockholders having a majority of the voting power of the combined entity. In accordance with guidance applicable to these circumstances, the Merger was considered to be a capital transaction in substance. Accordingly, for accounting purposes, the Merger was treated as the equivalent of Former SAE issuing stock for Former Trio’s net assets, accompanied by a recapitalization. Former Trio’s net assets were stated at fair value, with no goodwill or other intangible assets recorded. Operations prior to the Merger are those of Former SAE. The equity structure after the Merger reflects Former Trio’s equity structure. | |
BASIS_OF_PRESENTATION_AND_SIGN
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | ' |
NOTE 3 — BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | |
Principles of Consolidation | |
The accompanying (a) balance sheet as of December 31, 2012, which has been derived from audited financial statements, and (b) unaudited condensed consolidated financial statements of the Corporation have been prepared in accordance with U.S. GAAP for interim financial information and are presented pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain financial information and disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These unaudited condensed consolidated financial statements should be read in conjunction with the Corporation’s and Former SAE’s audited consolidated financial statements and the notes thereto for the fiscal year ended December 31, 2012. These audited financial statements can be found within the definitive proxy statement/information statement filed by the Corporation with the Securities and Exchange Commission on May 31, 2013. These unaudited condensed consolidated financial statements should also be read in conjunction with Former SAE’s unaudited restated condensed consolidated financial statements and the notes thereto for the quarter ended March 31, 2013. These unaudited restated condensed consolidated financial statements can be found within the Form 8-K/A (Amendment No. 2) filed by the Corporation with the Securities and Exchange Commission on August 27, 2013. In the opinion of management, the unaudited condensed financial statements included herein contain all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the Corporation’s financial position as of September 30, 2013 and December 31, 2012, the results of operations for the three and nine months periods ended September 30, 2013 and 2012 and cash flows for the nine months ended September 30, 2013 and 2012. The results of operations for interim periods are not necessarily indicative of the results expected for the full year. | |
Accounts Receivable and Allowance for Doubtful Accounts | |
Accounts receivable are uncollateralized obligations recorded at the invoiced amount and do not bear interest. Amounts collected on accounts receivable are included in net cash provided by operating activities in the consolidated statements of cash flows. The cyclical nature of the Corporation’s industry may affect the Corporation’s customers’ operating performance and cash flows, which could impact the Corporation’s ability to collect on these obligations. | |
Additionally, some of the Corporation’s customers are located in certain international areas that are inherently subject to economic, political and civil risks, which may impact the Corporation’s ability to collect receivables. | |
The Corporation maintains an allowance for doubtful accounts for estimated losses in its accounts receivable portfolio. It utilizes the specific identification method for establishing and maintaining the allowance for doubtful accounts. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. As of September 30, 2013, no allowance for doubtful accounts and no bad debt expense were recorded for the reporting periods. | |
Revenue Recognition | |
The Corporation’s services are provided under master service agreements with its customers that set forth certain obligations of the Corporation and its customers. A supplemental agreement setting forth the terms of a specific project, which may be cancelled by either party on short notice, is entered into for every data acquisition project. Customer contracts for services vary in terms and conditions. Contracts are either “turnkey” (fixed price) agreements that provide for a fixed fee per unit of measure to be paid to the Corporation, or “term” (variable price) agreements that provide for a fixed hourly, daily or monthly fee during the term of the project. Under turnkey agreements, the Corporation recognizes revenue based upon output measures as work is performed. This method requires that the Corporation recognize revenue based upon quantifiable measures of progress, such as square or linear kilometers surveyed or each unit of data recorded. Expenses associated with each unit of measure are immediately recognized. If it is determined that a contract will have a loss, the entire amount of the loss associated with the contract is immediately recognized. Revenue under a “term” contract is billed as the applicable rate is earned under the terms of the agreement. With respect to those contracts where the customer pays separately for the mobilization of equipment, the Corporation recognizes such mobilization fees as revenue during the performance of the seismic data acquisition, using the same performance method as for the seismic work. To the extent costs have been incurred in relation to the Corporation’s service contracts where the revenue is not yet earned those costs are capitalized and deferred within deferred costs on contracts until the revenue is earned, at which time it is expensed. The Corporation invoices customers for certain out-of-pocket expenses under the terms of the contracts. Amounts billed to customers are recorded in revenue at the gross amount including out-of-pocket expenses. The Corporation also utilizes subcontractors to perform certain services to facilitate the completion of customer contracts. The Corporation bills its customers for the cost of these subcontractors plus an administrative fee. The Corporation records amounts billed to its customers related to subcontractors at the gross amount and records the related cost of subcontractors as cost of sales. | |
Deferred Revenue | |
Deferred revenue primarily represents amounts billed or payments received for services in advance of the services to be rendered over a future period or advanced payments from customers related to equipment leasing. | |
Cash and Cash Equivalents | |
The Corporation considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Corporation has cash in banks which, at times, may exceed insured limits, established in the United States and foreign countries. The Corporation has not experienced any losses in such accounts and management believes it is not exposed to any significant credit risk on cash and short-term investments. The Corporation conducts operations outside the United States, which exposes the Corporation to market risks from changes in exchange rates. As of September 30, 2013 and December 31, 2012, the balances of cash in subsidiaries outside of the United States totaled $7,767 and $7,473, respectively. | |
Goodwill | |
Goodwill represents the excess of costs over the fair value of assets acquired in the Datum Exploration Ltd. acquisition. The change in goodwill is the result of currency translation. | |
In accordance with ASC Topic 350, “Goodwill and Other” (previously known as “SFAS No. 142”), the Corporation reviews its goodwill for impairment annually, or more frequently, if facts and circumstances warrant a review, at the reporting unit level. The provisions of ASC Topic 350 require that a two-step test be performed to assess goodwill for impairment. First, the fair value of the reporting unit is compared to its carrying value. If the fair value exceeds the carrying value, goodwill is not impaired and no further testing is performed. The second step is performed if the carrying value exceeds the fair value. The implied fair value of the reporting unit’s goodwill must be determined and compared to the carrying value of the goodwill. If the carrying value of a reporting unit’s goodwill exceeds its implied value, an impairment loss equal to the difference will be recorded. In determining the fair value of the Corporation’s reporting units, the Corporation relied on the Income Approach and the Market Approach. Under the Income Approach, the fair value of a business unit is based on the discounted cash flows it can be expected to generate over its remaining life. The estimated cash flows are converted to their present value equivalent using an appropriate rate of return. The Market Approach utilizes a market comparable method whereby similar publicly traded companies are valued using Market Values of Invested Capital (“MVIC”) multiples (i.e., MVIC to revenue, MVIC to earnings before interest and taxes, MVIC to cash flow, etc.) and then these MVIC multiples are applied to a company’s operating results to arrive at an estimate of value. | |
The Corporation completed its annual goodwill impairment test during the third quarter of 2013 and determined that the carrying amount of goodwill was not impaired. | |
Restricted Cash | |
Restricted cash consists primarily of cash collateral for performance guarantees, letters of credit and custom bonds. As of September 30, 2013 and December 31, 2012 restricted cash was $798 and $3,701, respectively, principally as a result of one performance bond in one country outside of the United States. | |
Foreign Exchange Gains and Losses | |
The unrealized foreign currency exchange gain (loss) included in accumulated other comprehensive income was $(47) and $(9) for the three months ended September 30, 2013 and 2012, respectively. | |
The unrealized foreign currency exchange gain (loss) included in accumulated other comprehensive income was $(2,337) and $866 for the nine months ended September 30, 2013 and 2012, respectively. | |
Commitments and Contingencies | |
The Former SAE common stockholders, as a result of the Merger, have the right to receive up to 992,108 additional shares (which includes 44 shares that may be issued in lieu of fractional shares) of the Corporation’s common stock after the Closing based on the achievement of specified earnings targets by the Corporation for the 2013 and the 2014 fiscal years. | |
Since the contingent consideration is considered to be equity, it did not impact the net assets recorded by the Corporation. | |
Liabilities for loss contingencies arising from claims, assessments, litigation, fines, and penalties and other sources, are recorded when it is probable that a liability has been incurred and the amount of the assessment and remediation can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. | |
In the ordinary course of business, the Corporation can be involved in legal proceedings involving contractual and employment relationships, liability claims, and a variety of other matters. As of September 30, 2013 and December 31, 2012, the Corporation did not have any legal proceedings that it expects would have a material impact on its financial position or results of operations. | |
Fair Value Measurements | |
The Corporation’s financial assets and liabilities measured at fair value as of September 30, 2013 are notes payable and at December 31, 2012 are notes payable and warrants. The fair value of the notes payable and warrants are based on Level 3 inputs based on an income and market approach. As of September 30, 2013 and December 31, 2012, some of the Corporation’s notes payable are recorded at historical cost net of applicable discounts, some are recorded at fair value. At December 31, 2012, the Corporations warrants were recorded at fair value. | |
Off-Balance Sheet Arrangements | |
The Corporation’s policies regarding off-balance sheet arrangements as of and for the three and nine months ended September 30, 2013 are consistent with those in place during, as of and for the year ended December 31, 2012. The Corporation did not have any off-balance sheet arrangements as of September 30, 2013 or December 31, 2012. | |
Net (Loss) Income Per Share | |
The Corporation complies with accounting and disclosure requirements of ASC 260, “Earnings Per Share.” Net income per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period. Prior to the Merger on June 24, 2013, the Corporation had not considered the effect of warrants to purchase 14,000,000 shares of common stock or 1,000,000 warrants issuable upon conversion of notes payable to two of its stockholders in the calculation of diluted loss per share, since the exercise of the warrants were then contingent upon the occurrence of future events. At September 30, 2012, the Corporation did not have any dilutive securities and other contracts that could, potentially, be exercised and converted into common stock and then share in the earnings of the Corporation. For the nine months ended September 30, 2013, the 130,644 shares attributable to the warrants of Former SAE which were convertible into its common stock as a result of the Merger were excluded from the computation of diluted net loss per share as their effect would be anti-dilutive. Because the Former SAE warrants were issued in November 2012, there was no impact on weighted average shares outstanding-diluted for the three and nine months ended September 30, 2012. | |
Recently Issued Accounting Pronouncements | |
Foreign Currency Matters | |
In March 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-05, which amends ASC Topic 830, “Foreign Currency Matters.” This ASU provides guidance on foreign currency translation adjustments when a parent entity ceases to have a controlling interest on a previously consolidated subsidiary or group of assets. The guidance is effective for fiscal years beginning on or after December 15, 2013. The Corporation is still evaluating what impact, if any, the adoption of this guidance will have on its financial condition, results of operations, cash flows or financial disclosures. | |
Comprehensive Income | |
In February 2013, the FASB issued ASU No. 2013-02, “Comprehensive Income, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income.” ASU 2013-02 requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. For public entities, this ASU is effective prospectively for reporting periods beginning after December 15, 2012. The adoption of this ASU has not had nor is it expected to have a material impact on the Corporation’s results of operations, financial position or disclosures. | |
Income Taxes | |
In July 2013, the FASB issued ASU No. 2013-11- “Income Taxes (Topic 740): Presentation Of An Unrecognized Tax Benefit When A Net Operating Loss Carryforward, A Similar Tax Loss, Or A Tax Credit Carryforward Exists” requiring the presentation of an unrecognized tax benefit in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryfoward. This net presentation is required unless a net operating loss carryforward, a similar tax loss, or a tax credit carryfoward is not available at the reporting date or the tax law of the jurisdiction does not require, and the entity does not intend to use, the deferred tax asset to settle any additional income tax that would result from the disallowance of the unrecognized tax benefit. The standards update is effective for fiscal years beginning after December 15, 2013, with early adoption permitted. The adoption of this standards update will not have a material impact on the Corporation’s consolidated financial statements. | |
PROPERTY_AND_EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||||
PROPERTY AND EQUIPMENT | ' | |||||||||
NOTE 4 — PROPERTY AND EQUIPMENT | ||||||||||
Property and equipment is comprised of the following at September 30, 2013 and December 31, 2012: | ||||||||||
Estimated Useful Life | 2013 | 2012 | ||||||||
Field operating equipment | 3 – 10 years | $ | 82,192 | $ | 82,798 | |||||
Vehicles | 3 – 5 years | 3,599 | 2,408 | |||||||
Leasehold improvements | 2 – 5 years | 465 | 473 | |||||||
Software | 3 – 5 years | 1,141 | 1,063 | |||||||
Computer equipment | 3 – 5 years | 4,320 | 4,080 | |||||||
Office equipment | 3 – 5 years | 839 | 864 | |||||||
92,556 | 91,686 | |||||||||
Less: Accumulated depreciation and amortization | -30,919 | -21,230 | ||||||||
Total | $ | 61,637 | $ | 70,456 | ||||||
The Corporation reviews the useful life and residual values of property and equipment on an ongoing basis considering the effect of events or changes in circumstances. | ||||||||||
Total depreciation and amortization expense for the three months ended September 30, 2013 and 2012 was $3,701 and $3,432, respectively, of which $3,442 and $3,261, respectively, was recorded in direct operating expenses and $259 and $171, respectively, was recorded in depreciation and amortization. For the nine months ended September 30, 2013 and 2012, total depreciation and amortization expense was $11,159 and $9,188, respectively, of which $10,378 and $8,728, respectively, was recorded in direct operating expenses and $781 and $459, respectively, was recorded in depreciation and amortization. | ||||||||||
NOTES_PAYABLE
NOTES PAYABLE | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
NOTES PAYABLE | ' | |||||||
NOTE 5 — NOTES PAYABLE | ||||||||
On November 28, 2012, Former SAE entered into a four year term Credit Agreement for $80 million (as amended, the “2012 Credit Agreement”). The Corporation joined the 2012 Credit Agreement, in the same capacity as Former SAE, in connection with the consummation of the Merger, and Merger Sub, as the surviving entity in the Merger, succeeded to the obligations of Former SAE. The 2012 Credit Agreement has requirements for principal payments of $200 to $250 per quarter until the note is due. The interest rate on borrowings under the 2012 Credit Agreement is 13.5%. The Corporation may elect to pay up to 2.5% of the interest as a payment in kind (“PIK”); the PIK amount of interest is added to the balance of the note. For the three and nine months ended September 30, 2013 the Corporation elected to exercise the PIK option and $525 and $1,520, respectively, was expensed to interest and added to the balance of the note. At the time Former SAE entered into Amendment No. 2 on June 24, 2013, Former SAE and the Borrowers under the 2012 Credit Agreement received a commitment to fund, at Former SAE’s election and subject to the satisfaction of customary closing conditions, the full $20 million of the additional loans available to the borrowers under the 2012 Credit Agreement. The commitment expired unexercised on October 5, 2013. | ||||||||
A credit agreement with CLCH, a company controlled by Jeff Hastings, the Corporation’s Executive Chairman, was entered into by Former SAE on January 1, 2009 for a maximum credit line of $3,000 which carried an annual interest rate of 8.5% and was due on demand. As of December 31, 2012, the outstanding balance was $53. The credit line has been closed and the balance of this loan was paid off in February 2013. | ||||||||
The Corporation issued a promissory note to CLCH, as a representative of the Former SAE stockholders, at the Closing on June 24, 2013, as Merger consideration to the Former SAE stockholders with a stated amount of $17,500 and a fair value of $11,775. The note is unsecured, is subordinate to the borrowings outstanding under the 2012 Credit Agreement, carries an annual interest rate of 10%, with interest payments subject to certain restrictions under the 2012 Credit Agreement, and is due and payable in full on June 24, 2023. As of September 30, 2013, the outstanding balance was $17,500 with a fair value of $12,267 which is being accreted to the principal balance over the life of the note through interest expense. | ||||||||
The Corporation owes notes to related parties at a stated value of $500 which are convertible into 1,000,000 warrants with an exercise price of $12 per warrant. | ||||||||
Notes payable at September 30, 2013 and December 31, 2012 consist of the following: | ||||||||
2013 | 2012 | |||||||
Amount outstanding under 2012 Credit Agreement | $ | 80,820 | $ | 79,900 | ||||
Unamortized loan discount | -488 | -607 | ||||||
Net loan | 80,332 | 79,293 | ||||||
Less current maturities of notes payable | -800 | -800 | ||||||
Long term portion of notes payable | 79,532 | 78,493 | ||||||
Notes payable to Former SAE stockholders - related parties – long-term portion | 12,267 | — | ||||||
Notes payables to related parties - current portion | — | 53 | ||||||
Notes payable to Former Trio stockholders – current portion | 500 | — | ||||||
Total notes payable to related parties | 12,767 | 53 | ||||||
Total notes payable | $ | 92,299 | $ | 78,546 | ||||
INCOME_TAXES_RESTATED
INCOME TAXES - RESTATED | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||||||
INCOME TAXES | ' | ||||||||||||||||
NOTE 6 —INCOME TAXES - RESTATED | |||||||||||||||||
Income before income taxes attributable to U.S. (including its foreign branches) and foreign operations, tax provision, and effective tax rate for the three and nine months ended September 30, 2013 and 2012 are as follows: | |||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
(as restated) | (as restated) | ||||||||||||||||
Pre-tax (loss) income - U.S. | $ | -9,294 | $ | 4,851 | $ | -12,722 | $ | 13,680 | |||||||||
Pre-tax (loss) income - Foreign | -7,970 | -2,059 | 783 | 3,855 | |||||||||||||
Total | $ | -17,264 | $ | 2,792 | $ | -11,939 | $ | 17,535 | |||||||||
Tax provision | $ | 12,838 | $ | 310 | $ | 13,620 | $ | 2,227 | |||||||||
Effective tax rate | -74 | % | 11 | % | -114 | % | 13 | % | |||||||||
The Corporation’s income tax provision increased $12.5 million and $11.4 million for the three and nine months ended September 30, 2013, respectively, compared to the three and nine months ended September 30, 2012, respectively, primarily as a result of pre-tax losses in the U.S., the recording of a valuation allowance of approximately $11.0 million for the cumulative deferred tax assets, the current period U.S. losses and foreign tax credits. The pre-tax losses in the U.S. increased primarily due to the increased operating loss and the increased interest incurred in the three and nine months ended September 30, 2013, related to the 2012 Credit Agreement and the Former SAE stockholders’ note discussed in Note 5. | |||||||||||||||||
The Corporation believes that it is more likely than not that the benefit from certain net operating losses (“NOL”) carryforwards and foreign tax credits will not be realized. In recognition of this risk, the Corporation during the third quarter has provided a valuation allowance of approximately $11.0 million on the deferred tax assets relating to these NOL carryforwards and foreign tax credits. | |||||||||||||||||
FORMER_SAE_CONVERTIBLE_PREFERR
FORMER SAE CONVERTIBLE PREFERRED STOCK | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Convertible Preferred Stock [Abstract] | ' | |||||||
FORMER SAE CONVERTIBLE PREFERRED STOCK | ' | |||||||
NOTE 7 — FORMER SAE CONVERTIBLE PREFERRED STOCK | ||||||||
The following table represents the accrued, paid and unpaid dividends included in accrued liabilities for Former SAE preferred shares, which were retired as a result of the Merger on June 24, 2013, as of the dates set forth below: | ||||||||
2013 | 2012 | |||||||
1-Jan | $ | 894 | $ | 537 | ||||
Accrual | 131 | 131 | ||||||
Payment | -42 | -14 | ||||||
31-Mar | $ | 983 | $ | 654 | ||||
Accrual | 131 | 131 | ||||||
Special dividend | 5,000 | - | ||||||
Payment | -5,042 | -56 | ||||||
30-Jun | $ | 1,072 | $ | 729 | ||||
Accrual | - | 90 | ||||||
Payment | - | - | ||||||
30-Sep | $ | 1,072 | $ | 819 | ||||
STOCKHOLDERS_EQUITY_RESTATED
STOCKHOLDERS' EQUITY - RESTATED | 9 Months Ended |
Sep. 30, 2013 | |
Stockholders' Equity Note [Abstract] | ' |
STOCKHOLDERS’ EQUITY | ' |
NOTE 8 — STOCKHOLDERS’ EQUITY - RESTATED | |
Share-based compensation was expensed and additional paid-in capital increased by $1,100 in 2013 as a result of the restricted stock grants made by Former SAE in 2012, which restricted shares vested in full in 2013 immediately prior to the Merger. Other than the issuance of 6,448,443 shares by the Corporation in the Merger, discussed in Note 2, including the issuance of 628,016 shares to the holders of the Former SAE restricted shares that vested as described, there were no other significant equity transactions. | |
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2013 | |
Related Party Transactions [Abstract] | ' |
RELATED PARTY TRANSACTIONS | ' |
NOTE 9 — RELATED PARTY TRANSACTIONS | |
From time to time, the Corporation enters into transactions in the normal course of business with related parties. | |
In February 2013, the Corporation repaid its loan from CLCH in the amount of $53. The Corporation acquired assets in the amount of $1,000, for the nine months ended September 30, 2013 from Encompass and Seismic Management, LLP. Brian A. Beatty, the Corporation’s President and CEO, together with his wife, owns a controlling interest in Encompass and owns all of the outstanding partnership interests in Seismic Management. | |
Also see Note 4 for discussion of the Corporation’s note with Former SAE stockholders and notes with related parties. | |
EMPLOYEE_BENEFITS
EMPLOYEE BENEFITS | 9 Months Ended |
Sep. 30, 2013 | |
Postemployment Benefits [Abstract] | ' |
EMPLOYEE BENEFITS | ' |
NOTE 10 — EMPLOYEE BENEFITS | |
The Corporation offers a Retirement Registered Saving Plan for all eligible employees. The Corporation matches each employee’s contributions up to a maximum of 10% of the employee’s base salary or until the Canada Revenue Agency annual limit is reached. For the three and nine months ended September 30, 2013 and 2012, respectively, the Corporation expensed matching contributions totaling of $68 and $267, respectively, and $67 and $251, respectively. | |
The Corporation offers a 401(k) Plan for all eligible employees. The Corporation matches each employee’s contributions up to a maximum of 4% of the employee’s base salary. For the three and nine months ended September 30, 2013, respectively, the Corporation expensed matching contributions totaling $28 and $35, respectively. The 401(k) Plan was established in second quarter 2013. | |
On June 21, 2013 the stockholders approved the Corporation’s 2013 Long-Term Incentive Compensation Plan for the benefit of certain employees performing services for the Corporation. The plan reserves up to 792,513 shares of the Corporation’s common stock for issuance in accordance with the plan’s terms including a maximum of up to 396,256 shares that may be issued pursuant to awards of restricted stock. As of September 30, 2013, no shares have been issued under the plan. | |
GEOGRAPHIC_AND_RELATED_INFORMA
GEOGRAPHIC AND RELATED INFORMATION | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||||||
GEOGRAPHIC AND RELATED INFORMATION | ' | |||||||||||||||||||
NOTE 11 — GEOGRAPHIC AND RELATED INFORMATION | ||||||||||||||||||||
The Corporation reports its contract services operations as a single reportable segment: Contract Seismic Services. The following table sets forth revenues and identifiable assets by region based on the location of the service provided: | ||||||||||||||||||||
Revenues | Identifiable Assets | |||||||||||||||||||
(In Thousands) | (In Thousands) | |||||||||||||||||||
(Unaudited) | (Unaudited) | |||||||||||||||||||
Three Months Ended | Nine Months Ended | As of September 30, | As of December 31, | |||||||||||||||||
September 30, | September 30, | |||||||||||||||||||
2013 | 2012 | 2013 | 2012 | 2013 | 2012 | |||||||||||||||
North America | $ | 32,545 | $ | 34,066 | $ | 85,934 | $ | 110,140 | $ | 56,556 | $ | 68,485 | ||||||||
South America | 9,463 | 40,050 | 64,690 | 95,892 | 6,888 | 6,316 | ||||||||||||||
Southeast Asia | 5,421 | 1,351 | 23,951 | 5,615 | 2,476 | 1,963 | ||||||||||||||
Total | $ | 47,429 | $ | 75,467 | $ | 174,575 | $ | 211,647 | $ | 65,920 | $ | 76,764 | ||||||||
For the quarter ended September 30, 2013, there were two customers individually that exceeded 10% of the revenues which aggregated 64% of the Corporation’s quarterly revenues. Customer D revenue was $24.8 million and customer H revenue was $5.4 million. For the nine months ended September 30, 2013 there were two customers individually that exceeded 10% of the revenues, which aggregated 54% of the Corporation’s revenues for the nine months ended September 30, 2013. Customer E revenue was $55.2 million and customer D revenue was $39.1 million. | ||||||||||||||||||||
For the quarter ended September 30, 2012, there were three customers individually that exceeded 10% of the revenue which aggregated 83% of the Corporation’s quarterly revenue. Customer J revenue was $31.1 million, customer K revenue was $18.9 million, and customer L revenue was $12.5 million. For the nine months ended September 30, 2012 there were four customers individually that exceeded 10% of the revenue which aggregated 73% of the Corporation’s quarterly revenue. Customer J revenue was $77.8 million, customer L revenue was $27.2 million, customer K revenue was $26.8 million, and customer M revenue was $21.8 million. | ||||||||||||||||||||
FINANCIAL_INSTRUMENTS
FINANCIAL INSTRUMENTS | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Investments, All Other Investments [Abstract] | ' | |||||||||||||
FINANCIAL INSTRUMENTS | ' | |||||||||||||
NOTE 12 — FINANCIAL INSTRUMENTS | ||||||||||||||
The following table presents the carrying amount and estimated fair value of our financial instruments recognized at fair value on a recurring basis. | ||||||||||||||
Fair Value | ||||||||||||||
Quoted Prices in | Significant Other | Significant | ||||||||||||
Carring | Active Markets | Observable Inputs | Unobservable | |||||||||||
Amount | (Level 1) | (Level 2) | Inputs (Level 3) | |||||||||||
Note payable to Former SAE stockholders as of September 30, 2013 | $ | 12,267 | — | — | $ | 12,267 | ||||||||
Warrant liabilities as of December 31, 2012 | $ | 1,244 | — | — | $ | 1,244 | ||||||||
The Corporation records its 2012 Credit Agreement at a carrying amount of $80,332 and $79,293, respectively, and estimated its fair value to be $80,820 and $79,900, respectively, as of September 30, 2013 and December 31, 2012, respectively. The Corporation records certain notes payable at a carrying amount of $500 and estimated their fair value to be $918 as of September 30, 2013. | ||||||||||||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
SUBSEQUENT EVENTS | ' |
NOTE 13 — SUBSEQUENT EVENTS | |
Effective November 1, 2013 the Corporation amended the convertible promissory notes payable to Eric S. Rosenfeld and David D. Sgro, who are directors and founding stockholders of the Corporation, with aggregate principal amounts of $300,000 and $200,000, respectively (the “Convertible Notes”), to extend the maturity date to December 31, 2013. The principal balance of the Convertible Notes was convertible , at the holder’s option, to warrants at a price of $0.50 per warrant, or up to an aggregate of 1,000,000 warrants (the “Convertible Debt Warrants”). Each Convertible Debt Warrant was exercisable for one share of our common stock at a cash exercise price of $12.00, or on a “cashless basis” at the holder’s option, and expired on June 24, 2016. On January 8, 2014, Messrs. Rosenfeld and Sgro elected to convert the Convertible Notes into Convertible Debt Warrants to purchase an aggregate of 600,000 and 400,000 shares, respectively, of the Corporation’s common stock. The conversion of the Convertible Notes constitutes an equity compensation arrangement for Messrs. Rosenfeld and Sgro. Messrs. Rosenfeld and Sgro each exchanged the Convertible Debt Warrants for common stock, at a ratio of ten warrants for one share, in the Warrant Exchange described below. | |
On October 31, 2013, the Corporation entered into an Amendment No. 3 to Credit Agreement to lower the total capital expenditure limits for 2013 and 2014 from $47.5 million and $30.0 million, respectively, to $18.0 million, relax certain other financial covenants, and obtain certain limited waivers. These limited waivers related to the failure to comply with the financial covenants for the quarter ended September 30, 2013, the existence of the Convertible Notes issued to Eric S. Rosenfeld and David D. Sgro, any failure to obtain the Administrative Agent’s approval of certain agreements concerning the Corporations securities, and the restatement of certain of the Corporation’s prior financial statements. | |
In addition, the Amendment No.3 provided for certain restrictions until the date the Corporation’s financial statements for the third quarter of 2014 are delivered to the Administrative Agent including disallowance of the sale of the Corporation’s securities by certain Former SAE stockholders, limiting the payment of interest under the Corporation’s $17.5 million subordinated notes issued in connection with the Merger issued to the stockholders of Former SAE, and restricting the dividends that may be paid by the Corporation’s direct and indirect subsidiaries to their respective stockholders. In addition, Amendment No.3 eliminated the conditional amendments included in the Amendment No. 2 and Consent to Credit Agreement dated as of June 24, 2013, which were conditioned upon the Corporation borrowing an additional $20 million under the Credit Agreement. | |
As modified by Amendment No. 3, the Corporation is in compliance with the covenants of the 2012 Credit Agreement as of September 30, 2013. | |
On October 31, 2013, in connection with the execution of Amendment No. 3 to the 2012 Credit Agreement, CLCH, Seismic Management Holdings Inc. and Brent Whiteley, entered into a waiver agreement with the Corporation, pursuant to which they agreed to allow the withholding of the interest payments payable to them in respect of their individual interests as stockholders of Former SAE under the $17.5 million note issued in connection with the Merger, until such payments are permitted to be made under the 2012 Credit Agreement, which is expected to be in the fourth quarter of 2014. The Corporation expects to accrue $644,778 of such interest payments for the fourth quarter of 2013 and to accrue an additional $644,778 during each of the first three quarters of 2014. | |
On November 1, 2013, the Corporation’s non-employee director share incentive plan (the “2013 Non-Employee Director Plan”) became effective, which provides for discretionary grants of stock awards to the Corporation’s independent non-employee directors, as determined by the Corporation’s board of directors from time to time. The awards may take the form of unrestricted or restricted shares of the Corporation’s common stock or options to purchase shares of the Corporation’s common stock. | |
The Corporation has reserved 400,000 shares of common stock for issuance under the 2013 Non-Employee Director Plan, and on December 6, 2013, effective as of November 1, 2013, issued an aggregate of 26,072 shares under the plan. | |
On January 7, 2014, the Corporation commenced an offer to exchange warrants to purchase 15.0 million shares of its common stock for up to 1.5 million shares of its common stock (the “Warrant Exchange”). Each warrant holder had the opportunity to receive one share of the Corporation’s common stock in exchange for every ten outstanding warrants tendered by the holder and exchanged pursuant to the Warrant Exchange. In lieu of issuing fractional shares of common stock, the Corporation paid cash to each holder of warrants who would otherwise have been entitled to receive fractional shares, after aggregating all such fractional shares of such holder, in an amount equal to such fractional part of a share multiplied by the last sale price of a share of the Corporation’s common stock on the Nasdaq Global Market on February 7, 2014. | |
The Warrant Exchange offer period expired on February 7, 2014 and a total of 14,418,193 warrants were tendered and accepted for exchange. On February 14, 2014, the Corporation issued 1,441,813 shares and paid $52 cash in lieu of fractional shares in exchange for such tendered warrants. | |
On March 7, 2014, the holders of the common shares issued by 1623739 Alberta Ltd., a wholly-owned Canadian subsidiary of the Corporation, elected to exchange those shares for their allocable portion of the consideration issued to the Former SAE stockholders in the Merger, which included 254,558 shares of the Canadian subsidiary of the Corporation’s common stock that were released from the Merger Consideration Escrow. The exchanged shares in 1623739 Alberta Ltd. are no longer outstanding. | |
BASIS_OF_PRESENTATION_AND_SIGN1
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
Principles of consolidation | ' |
Principles of Consolidation | |
The accompanying (a) balance sheet as of December 31, 2012, which has been derived from audited financial statements, and (b) unaudited condensed consolidated financial statements of the Corporation have been prepared in accordance with U.S. GAAP for interim financial information and are presented pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain financial information and disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These unaudited condensed consolidated financial statements should be read in conjunction with the Corporation’s and Former SAE’s audited consolidated financial statements and the notes thereto for the fiscal year ended December 31, 2012. These audited financial statements can be found within the definitive proxy statement/information statement filed by the Corporation with the Securities and Exchange Commission on May 31, 2013. These unaudited condensed consolidated financial statements should also be read in conjunction with Former SAE’s unaudited restated condensed consolidated financial statements and the notes thereto for the quarter ended March 31, 2013. These unaudited restated condensed consolidated financial statements can be found within the Form 8-K/A (Amendment No. 2) filed by the Corporation with the Securities and Exchange Commission on August 27, 2013. In the opinion of management, the unaudited condensed financial statements included herein contain all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the Corporation’s financial position as of September 30, 2013 and December 31, 2012, the results of operations for the three and nine months periods ended September 30, 2013 and 2012 and cash flows for the nine months ended September 30, 2013 and 2012. The results of operations for interim periods are not necessarily indicative of the results expected for the full year. | |
Accounts Receivable and Allowance for Doubtful Accounts | ' |
Accounts Receivable and Allowance for Doubtful Accounts | |
Accounts receivable are uncollateralized obligations recorded at the invoiced amount and do not bear interest. Amounts collected on accounts receivable are included in net cash provided by operating activities in the consolidated statements of cash flows. The cyclical nature of the Corporation’s industry may affect the Corporation’s customers’ operating performance and cash flows, which could impact the Corporation’s ability to collect on these obligations. | |
Additionally, some of the Corporation’s customers are located in certain international areas that are inherently subject to economic, political and civil risks, which may impact the Corporation’s ability to collect receivables. | |
The Corporation maintains an allowance for doubtful accounts for estimated losses in its accounts receivable portfolio. It utilizes the specific identification method for establishing and maintaining the allowance for doubtful accounts. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. As of September 30, 2013, no allowance for doubtful accounts and no bad debt expense were recorded for the reporting periods. | |
Revenue Recognition | ' |
Revenue Recognition | |
The Corporation’s services are provided under master service agreements with its customers that set forth certain obligations of the Corporation and its customers. A supplemental agreement setting forth the terms of a specific project, which may be cancelled by either party on short notice, is entered into for every data acquisition project. Customer contracts for services vary in terms and conditions. Contracts are either “turnkey” (fixed price) agreements that provide for a fixed fee per unit of measure to be paid to the Corporation, or “term” (variable price) agreements that provide for a fixed hourly, daily or monthly fee during the term of the project. Under turnkey agreements, the Corporation recognizes revenue based upon output measures as work is performed. This method requires that the Corporation recognize revenue based upon quantifiable measures of progress, such as square or linear kilometers surveyed or each unit of data recorded. Expenses associated with each unit of measure are immediately recognized. If it is determined that a contract will have a loss, the entire amount of the loss associated with the contract is immediately recognized. Revenue under a “term” contract is billed as the applicable rate is earned under the terms of the agreement. With respect to those contracts where the customer pays separately for the mobilization of equipment, the Corporation recognizes such mobilization fees as revenue during the performance of the seismic data acquisition, using the same performance method as for the seismic work. To the extent costs have been incurred in relation to the Corporation’s service contracts where the revenue is not yet earned those costs are capitalized and deferred within deferred costs on contracts until the revenue is earned, at which time it is expensed. The Corporation invoices customers for certain out-of-pocket expenses under the terms of the contracts. Amounts billed to customers are recorded in revenue at the gross amount including out-of-pocket expenses. The Corporation also utilizes subcontractors to perform certain services to facilitate the completion of customer contracts. The Corporation bills its customers for the cost of these subcontractors plus an administrative fee. The Corporation records amounts billed to its customers related to subcontractors at the gross amount and records the related cost of subcontractors as cost of sales. | |
Deferred Revenue | ' |
Deferred Revenue | |
Deferred revenue primarily represents amounts billed or payments received for services in advance of the services to be rendered over a future period or advanced payments from customers related to equipment leasing. | |
Cash and Cash Equivalents | ' |
Cash and Cash Equivalents | |
The Corporation considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Corporation has cash in banks which, at times, may exceed insured limits, established in the United States and foreign countries. The Corporation has not experienced any losses in such accounts and management believes it is not exposed to any significant credit risk on cash and short-term investments. The Corporation conducts operations outside the United States, which exposes the Corporation to market risks from changes in exchange rates. As of September 30, 2013 and December 31, 2012, the balances of cash in subsidiaries outside of the United States totaled $7,767 and $7,473, respectively. | |
Goodwill | ' |
Goodwill | |
Goodwill represents the excess of costs over the fair value of assets acquired in the Datum Exploration Ltd. acquisition. The change in goodwill is the result of currency translation. | |
In accordance with ASC Topic 350, “Goodwill and Other” (previously known as “SFAS No. 142”), the Corporation reviews its goodwill for impairment annually, or more frequently, if facts and circumstances warrant a review, at the reporting unit level. The provisions of ASC Topic 350 require that a two-step test be performed to assess goodwill for impairment. First, the fair value of the reporting unit is compared to its carrying value. If the fair value exceeds the carrying value, goodwill is not impaired and no further testing is performed. The second step is performed if the carrying value exceeds the fair value. The implied fair value of the reporting unit’s goodwill must be determined and compared to the carrying value of the goodwill. If the carrying value of a reporting unit’s goodwill exceeds its implied value, an impairment loss equal to the difference will be recorded. In determining the fair value of the Corporation’s reporting units, the Corporation relied on the Income Approach and the Market Approach. Under the Income Approach, the fair value of a business unit is based on the discounted cash flows it can be expected to generate over its remaining life. The estimated cash flows are converted to their present value equivalent using an appropriate rate of return. The Market Approach utilizes a market comparable method whereby similar publicly traded companies are valued using Market Values of Invested Capital (“MVIC”) multiples (i.e., MVIC to revenue, MVIC to earnings before interest and taxes, MVIC to cash flow, etc.) and then these MVIC multiples are applied to a company’s operating results to arrive at an estimate of value. | |
The Corporation completed its annual goodwill impairment test during the third quarter of 2013 and determined that the carrying amount of goodwill was not impaired. | |
Restricted Cash | ' |
Restricted Cash | |
Restricted cash consists primarily of cash collateral for performance guarantees, letters of credit and custom bonds. As of September 30, 2013 and December 31, 2012 restricted cash was $798 and $3,701, respectively, principally as a result of one performance bond in one country outside of the United States. | |
Foreign Exchange Gains and Losses | ' |
Foreign Exchange Gains and Losses | |
The unrealized foreign currency exchange gain (loss) included in accumulated other comprehensive income was $(47) and $(9) for the three months ended September 30, 2013 and 2012, respectively. | |
The unrealized foreign currency exchange gain (loss) included in accumulated other comprehensive income was $(2,337) and $866 for the nine months ended September 30, 2013 and 2012, respectively. | |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
The Former SAE common stockholders, as a result of the Merger, have the right to receive up to 992,108 additional shares (which includes 44 shares that may be issued in lieu of fractional shares) of the Corporation’s common stock after the Closing based on the achievement of specified earnings targets by the Corporation for the 2013 and the 2014 fiscal years. | |
Since the contingent consideration is considered to be equity, it did not impact the net assets recorded by the Corporation. | |
Liabilities for loss contingencies arising from claims, assessments, litigation, fines, and penalties and other sources, are recorded when it is probable that a liability has been incurred and the amount of the assessment and remediation can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. | |
In the ordinary course of business, the Corporation can be involved in legal proceedings involving contractual and employment relationships, liability claims, and a variety of other matters. As of September 30, 2013 and December 31, 2012, the Corporation did not have any legal proceedings that it expects would have a material impact on its financial position or results of operations. | |
Fair Value Measurements | ' |
Fair Value Measurements | |
The Corporation’s financial assets and liabilities measured at fair value as of September 30, 2013 are notes payable and at December 31, 2012 are notes payable and warrants. The fair value of the notes payable and warrants are based on Level 3 inputs based on an income and market approach. As of September 30, 2013 and December 31, 2012, some of the Corporation’s notes payable are recorded at historical cost net of applicable discounts, some are recorded at fair value. At December 31, 2012, the Corporations warrants were recorded at fair value. | |
Off-Balance Sheet Arrangements | ' |
Off-Balance Sheet Arrangements | |
The Corporation’s policies regarding off-balance sheet arrangements as of and for the three and nine months ended September 30, 2013 are consistent with those in place during, as of and for the year ended December 31, 2012. The Corporation did not have any off-balance sheet arrangements as of September 30, 2013 or December 31, 2012. | |
Net Income (Loss) Per Share | ' |
Net (Loss) Income Per Share | |
The Corporation complies with accounting and disclosure requirements of ASC 260, “Earnings Per Share.” Net income per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period. Prior to the Merger on June 24, 2013, the Corporation had not considered the effect of warrants to purchase 14,000,000 shares of common stock or 1,000,000 warrants issuable upon conversion of notes payable to two of its stockholders in the calculation of diluted loss per share, since the exercise of the warrants were then contingent upon the occurrence of future events. At September 30, 2012, the Corporation did not have any dilutive securities and other contracts that could, potentially, be exercised and converted into common stock and then share in the earnings of the Corporation. For the nine months ended September 30, 2013, the 130,644 shares attributable to the warrants of Former SAE which were convertible into its common stock as a result of the Merger were excluded from the computation of diluted net loss per share as their effect would be anti-dilutive. Because the Former SAE warrants were issued in November 2012, there was no impact on weighted average shares outstanding-diluted for the three and nine months ended September 30, 2012. | |
Recently Issued Accounting Pronouncements | ' |
Recently Issued Accounting Pronouncements | |
Foreign Currency Matters | |
In March 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-05, which amends ASC Topic 830, “Foreign Currency Matters.” This ASU provides guidance on foreign currency translation adjustments when a parent entity ceases to have a controlling interest on a previously consolidated subsidiary or group of assets. The guidance is effective for fiscal years beginning on or after December 15, 2013. The Corporation is still evaluating what impact, if any, the adoption of this guidance will have on its financial condition, results of operations, cash flows or financial disclosures. | |
Comprehensive Income | |
In February 2013, the FASB issued ASU No. 2013-02, “Comprehensive Income, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income.” ASU 2013-02 requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. For public entities, this ASU is effective prospectively for reporting periods beginning after December 15, 2012. The adoption of this ASU has not had nor is it expected to have a material impact on the Corporation’s results of operations, financial position or disclosures. | |
Income Taxes | |
In July 2013, the FASB issued ASU No. 2013-11- “Income Taxes (Topic 740): Presentation Of An Unrecognized Tax Benefit When A Net Operating Loss Carryforward, A Similar Tax Loss, Or A Tax Credit Carryforward Exists” requiring the presentation of an unrecognized tax benefit in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryfoward. This net presentation is required unless a net operating loss carryforward, a similar tax loss, or a tax credit carryfoward is not available at the reporting date or the tax law of the jurisdiction does not require, and the entity does not intend to use, the deferred tax asset to settle any additional income tax that would result from the disallowance of the unrecognized tax benefit. The standards update is effective for fiscal years beginning after December 15, 2013, with early adoption permitted. The adoption of this standards update will not have a material impact on the Corporation’s consolidated financial statements. | |
RESTATEMENT_Tables
RESTATEMENT (Tables) | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||
Accounting Changes and Error Corrections [Abstract] | ' | |||||||||||||||||||
Schedule of Error Corrections and Prior Period Adjustments | ' | |||||||||||||||||||
The effects of the restatement on the Corporation’s financial statements as of and for the three and nine months ended September 30, 2013 are summarized in the tables below. | ||||||||||||||||||||
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET | ||||||||||||||||||||
(In thousands) | ||||||||||||||||||||
As of September 30, 2013 | ||||||||||||||||||||
As Previously | As | |||||||||||||||||||
Reported | Adjustment | Restated | ||||||||||||||||||
Deferred costs on contracts | $ | 6,112 | $ | -737 | $ | 5,375 | ||||||||||||||
Total current assets | $ | 78,459 | $ | -737 | $ | 77,722 | ||||||||||||||
Total assets | $ | 153,637 | $ | -737 | $ | 152,900 | ||||||||||||||
Income and other taxes payable | $ | 8,721 | $ | -243 | $ | 8,478 | ||||||||||||||
Total current liabilities | $ | 54,099 | $ | -243 | $ | 53,856 | ||||||||||||||
Total liabilities | $ | 146,856 | $ | -243 | $ | 146,613 | ||||||||||||||
Additional paid-in capital | $ | 26,301 | $ | 986 | $ | 27,287 | ||||||||||||||
Retained earnings | $ | -17,541 | $ | -1,480 | $ | -19,021 | ||||||||||||||
Total stockholders’ equity | $ | 6,781 | $ | -494 | $ | 6,287 | ||||||||||||||
Total liabilities and stockholders’ equity | $ | 153,637 | $ | -737 | $ | 152,900 | ||||||||||||||
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS | ||||||||||||||||||||
(In thousands) | ||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||
September 30, 2013 | September 30, 2013 | |||||||||||||||||||
As Previously | As | As Previously | As | |||||||||||||||||
Reported | Adjustment | Restated | Reported | Adjustment | Restated | |||||||||||||||
Direct operating expenses | $ | 51,562 | $ | 183 | $ | 51,745 | $ | 148,472 | $ | 737 | $ | 149,209 | ||||||||
Gross profit | $ | -4,133 | $ | -183 | $ | -4,316 | $ | 26,103 | $ | -737 | $ | 25,366 | ||||||||
Selling, general and administrative expenses | $ | 7,674 | $ | — | $ | 7,674 | $ | 20,281 | $ | 986 | $ | 21,267 | ||||||||
Income from operations | $ | -12,675 | $ | -183 | $ | -12,858 | $ | 3,746 | $ | -1,723 | $ | 2,023 | ||||||||
(Loss) income before income taxes | $ | -17,081 | $ | -183 | $ | -17,264 | $ | -10,216 | $ | -1,723 | $ | -11,939 | ||||||||
Provision for income taxes | $ | 12,615 | $ | 223 | $ | 12,838 | $ | 13,863 | $ | -243 | $ | 13,620 | ||||||||
Net (loss) income | $ | -29,696 | $ | -406 | $ | -30,102 | $ | -24,079 | $ | -1,480 | $ | -25,559 | ||||||||
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME | ||||||||||||||||||||
(In thousands) | ||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||
September 30, 2013 | September 30, 2013 | |||||||||||||||||||
As Previously | As | As Previously | As | |||||||||||||||||
Reported | Adjustment | Restated | Reported | Adjustment | Restated | |||||||||||||||
Net (loss) income | $ | -29,696 | $ | -406 | $ | -30,102 | $ | -24,079 | $ | -1,480 | $ | -25,559 | ||||||||
Total other comprehensive (loss) income | $ | -29,743 | $ | -406 | $ | -30,149 | $ | -26,416 | $ | -1,480 | $ | -27,896 | ||||||||
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS | ||||||||||||||||||||
(In thousands) | ||||||||||||||||||||
Nine Months Ended | ||||||||||||||||||||
September 30, 2013 | ||||||||||||||||||||
As Previously | As | |||||||||||||||||||
Reported | Adjustment | Restated | ||||||||||||||||||
Net (loss) income | $ | -24,079 | $ | -1,480 | $ | -25,559 | ||||||||||||||
Changes in operating assets and liabilities, net of effects of acquisition: | ||||||||||||||||||||
Share-based compensation | $ | 114 | $ | 986 | $ | 1,100 | ||||||||||||||
Deferred costs on contracts | $ | -201 | $ | 737 | $ | 536 | ||||||||||||||
Income and other taxes payable | $ | 2,825 | $ | -243 | $ | 2,582 | ||||||||||||||
PROPERTY_AND_EQUIPMENT_Tables
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||||
Schedule of Property, Plant and Equipment | ' | |||||||||
Property and equipment is comprised of the following at September 30, 2013 and December 31, 2012: | ||||||||||
Estimated Useful Life | 2013 | 2012 | ||||||||
Field operating equipment | 3 – 10 years | $ | 82,192 | $ | 82,798 | |||||
Vehicles | 3 – 5 years | 3,599 | 2,408 | |||||||
Leasehold improvements | 2 – 5 years | 465 | 473 | |||||||
Software | 3 – 5 years | 1,141 | 1,063 | |||||||
Computer equipment | 3 – 5 years | 4,320 | 4,080 | |||||||
Office equipment | 3 – 5 years | 839 | 864 | |||||||
92,556 | 91,686 | |||||||||
Less: Accumulated depreciation and amortization | -30,919 | -21,230 | ||||||||
Total | $ | 61,637 | $ | 70,456 | ||||||
NOTES_PAYABLE_Tables
NOTES PAYABLE (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Schedule of Notes Payable | ' | |||||||
Notes payable at September 30, 2013 and December 31, 2012 consist of the following: | ||||||||
2013 | 2012 | |||||||
Amount outstanding under 2012 Credit Agreement | $ | 80,820 | $ | 79,900 | ||||
Unamortized loan discount | -488 | -607 | ||||||
Net loan | 80,332 | 79,293 | ||||||
Less current maturities of notes payable | -800 | -800 | ||||||
Long term portion of notes payable | 79,532 | 78,493 | ||||||
Notes payable to Former SAE stockholders - related parties – long-term portion | 12,267 | — | ||||||
Notes payables to related parties - current portion | — | 53 | ||||||
Notes payable to Former Trio stockholders – current portion | 500 | — | ||||||
Total notes payable to related parties | 12,767 | 53 | ||||||
Total notes payable | $ | 92,299 | $ | 78,546 | ||||
INCOME_TAXES_RESTATED_Tables
INCOME TAXES - RESTATED (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||||||
Schedule of Components of Income Tax Expense (Benefit) | ' | ||||||||||||||||
Income before income taxes attributable to U.S. (including its foreign branches) and foreign operations, tax provision, and effective tax rate for the three and nine months ended September 30, 2013 and 2012 are as follows: | |||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
(as restated) | (as restated) | ||||||||||||||||
Pre-tax (loss) income - U.S. | $ | -9,294 | $ | 4,851 | $ | -12,722 | $ | 13,680 | |||||||||
Pre-tax (loss) income - Foreign | -7,970 | -2,059 | 783 | 3,855 | |||||||||||||
Total | $ | -17,264 | $ | 2,792 | $ | -11,939 | $ | 17,535 | |||||||||
Tax provision | $ | 12,838 | $ | 310 | $ | 13,620 | $ | 2,227 | |||||||||
Effective tax rate | -74 | % | 11 | % | -114 | % | 13 | % | |||||||||
FORMER_SAE_CONVERTIBLE_PREFERR1
FORMER SAE CONVERTIBLE PREFERRED STOCK (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Convertible Preferred Stock [Abstract] | ' | |||||||
Schedule of Dividends Payable | ' | |||||||
The following table represents the accrued, paid and unpaid dividends included in accrued liabilities for Former SAE preferred shares, which were retired as a result of the Merger on June 24, 2013, as of the dates set forth below: | ||||||||
2013 | 2012 | |||||||
1-Jan | $ | 894 | $ | 537 | ||||
Accrual | 131 | 131 | ||||||
Payment | -42 | -14 | ||||||
31-Mar | $ | 983 | $ | 654 | ||||
Accrual | 131 | 131 | ||||||
Special dividend | 5,000 | - | ||||||
Payment | -5,042 | -56 | ||||||
30-Jun | $ | 1,072 | $ | 729 | ||||
Accrual | - | 90 | ||||||
Payment | - | - | ||||||
30-Sep | $ | 1,072 | $ | 819 | ||||
GEOGRAPHIC_AND_RELATED_INFORMA1
GEOGRAPHIC AND RELATED INFORMATION (Tables) | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||||||
Schedule of Segment Reporting Information, by Segment | ' | |||||||||||||||||||
The Corporation reports its contract services operations as a single reportable segment: Contract Seismic Services. The following table sets forth revenues and identifiable assets by region based on the location of the service provided: | ||||||||||||||||||||
Revenues | Identifiable Assets | |||||||||||||||||||
(In Thousands) | (In Thousands) | |||||||||||||||||||
(Unaudited) | (Unaudited) | |||||||||||||||||||
Three Months Ended | Nine Months Ended | As of September 30, | As of December 31, | |||||||||||||||||
September 30, | September 30, | |||||||||||||||||||
2013 | 2012 | 2013 | 2012 | 2013 | 2012 | |||||||||||||||
North America | $ | 32,545 | $ | 34,066 | $ | 85,934 | $ | 110,140 | $ | 56,556 | $ | 68,485 | ||||||||
South America | 9,463 | 40,050 | 64,690 | 95,892 | 6,888 | 6,316 | ||||||||||||||
Southeast Asia | 5,421 | 1,351 | 23,951 | 5,615 | 2,476 | 1,963 | ||||||||||||||
Total | $ | 47,429 | $ | 75,467 | $ | 174,575 | $ | 211,647 | $ | 65,920 | $ | 76,764 | ||||||||
FINANCIAL_INSTRUMENTS_Tables
FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | ' | |||||||||||||
The following table presents the carrying amount and estimated fair value of our financial instruments recognized at fair value on a recurring basis. | ||||||||||||||
Fair Value | ||||||||||||||
Quoted Prices in | Significant Other | Significant | ||||||||||||
Carring | Active Markets | Observable Inputs | Unobservable | |||||||||||
Amount | (Level 1) | (Level 2) | Inputs (Level 3) | |||||||||||
Note payable to Former SAE stockholders as of September 30, 2013 | $ | 12,267 | — | — | $ | 12,267 | ||||||||
Warrant liabilities as of December 31, 2012 | $ | 1,244 | — | — | $ | 1,244 | ||||||||
RESTATEMENT_UNAUDITED_CONDENSE
RESTATEMENT (UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET) (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Deferred costs on contracts | $5,375 | $5,911 | ' | ' |
Total current assets | 77,722 | 62,373 | ' | ' |
Total assets | 152,900 | 147,975 | ' | ' |
Income and other taxes payable | 8,478 | 5,896 | ' | ' |
Total current liabilities | 53,856 | 34,703 | ' | ' |
Total liabilities | 146,613 | 118,910 | ' | ' |
Additional paid-in capital | 27,287 | 1,907 | ' | ' |
Retained earnings | -19,021 | 21,801 | ' | ' |
Total stockholders’ equity | 6,287 | 24,065 | 29,399 | 13,618 |
Total liabilities and stockholders’ equity | 152,900 | 147,975 | ' | ' |
As Previously Reported [Member] | ' | ' | ' | ' |
Deferred costs on contracts | 6,112 | ' | ' | ' |
Total current assets | 78,459 | ' | ' | ' |
Total assets | 153,637 | ' | ' | ' |
Income and other taxes payable | 8,721 | ' | ' | ' |
Total current liabilities | 54,099 | ' | ' | ' |
Total liabilities | 146,856 | ' | ' | ' |
Additional paid-in capital | 26,301 | ' | ' | ' |
Retained earnings | -17,541 | ' | ' | ' |
Total stockholders’ equity | 6,781 | ' | ' | ' |
Total liabilities and stockholders’ equity | 153,637 | ' | ' | ' |
Adjustment [Member] | ' | ' | ' | ' |
Deferred costs on contracts | -737 | ' | ' | ' |
Total current assets | -737 | ' | ' | ' |
Total assets | -737 | ' | ' | ' |
Income and other taxes payable | -243 | ' | ' | ' |
Total current liabilities | -243 | ' | ' | ' |
Total liabilities | -243 | ' | ' | ' |
Additional paid-in capital | 986 | ' | ' | ' |
Retained earnings | -1,480 | ' | ' | ' |
Total stockholders’ equity | -494 | ' | ' | ' |
Total liabilities and stockholders’ equity | ($737) | ' | ' | ' |
RESTATEMENT_UNAUDITED_CONDENSE1
RESTATEMENT (UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS) (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Direct operating expenses | $51,745 | $64,586 | $149,209 | $172,913 |
Gross profit | -4,316 | 10,881 | 25,366 | 38,734 |
Selling, general and administrative expenses | 7,674 | 7,556 | 21,267 | 19,576 |
Income from operations | -12,858 | 3,270 | 2,023 | 18,510 |
(Loss) income before income taxes | -17,264 | 2,792 | -11,939 | 17,535 |
Provision for income taxes | 12,838 | 310 | 13,620 | 2,227 |
Net (loss) income | -30,102 | 2,482 | -25,559 | 15,308 |
As Previously Reported [Member] | ' | ' | ' | ' |
Direct operating expenses | 51,562 | ' | 148,472 | ' |
Gross profit | -4,133 | ' | 26,103 | ' |
Selling, general and administrative expenses | 7,674 | ' | 20,281 | ' |
Income from operations | -12,675 | ' | 3,746 | ' |
(Loss) income before income taxes | -17,081 | ' | -10,216 | ' |
Provision for income taxes | 12,615 | ' | 13,863 | ' |
Net (loss) income | -29,696 | ' | -24,079 | ' |
Adjustment [Member] | ' | ' | ' | ' |
Direct operating expenses | 183 | ' | 737 | ' |
Gross profit | -183 | ' | -737 | ' |
Selling, general and administrative expenses | 0 | ' | 986 | ' |
Income from operations | -183 | ' | -1,723 | ' |
(Loss) income before income taxes | -183 | ' | -1,723 | ' |
Provision for income taxes | 223 | ' | -243 | ' |
Net (loss) income | ($406) | ' | ($1,480) | ' |
RESTATEMENT_UNAUDITED_CONDENSE2
RESTATEMENT (UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME) (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Net (loss) income | ($30,102) | $2,482 | ($25,559) | $15,308 |
Total other comprehensive (loss) income | -30,149 | 2,473 | -27,896 | 16,174 |
As Previously Reported [Member] | ' | ' | ' | ' |
Net (loss) income | -29,696 | ' | -24,079 | ' |
Total other comprehensive (loss) income | -29,743 | ' | -26,416 | ' |
Adjustment [Member] | ' | ' | ' | ' |
Net (loss) income | -406 | ' | -1,480 | ' |
Total other comprehensive (loss) income | ($406) | ' | ($1,480) | ' |
RESTATEMENT_UNAUDITED_CONDENSE3
RESTATEMENT (UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS) (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 |
Net (loss) income | ($30,102) | ($25,559) | $15,308 |
Changes in operating assets and liabilities, net of effects of acquisition: | ' | ' | ' |
Share-based compensation | ' | 1,100 | 0 |
Deferred costs on contracts | ' | 536 | -693 |
Income and other taxes payable | ' | 2,582 | 4,444 |
As Previously Reported [Member] | ' | ' | ' |
Net (loss) income | -29,696 | -24,079 | ' |
Changes in operating assets and liabilities, net of effects of acquisition: | ' | ' | ' |
Share-based compensation | ' | 114 | ' |
Deferred costs on contracts | ' | -201 | ' |
Income and other taxes payable | ' | 2,825 | ' |
Adjustment [Member] | ' | ' | ' |
Net (loss) income | -406 | -1,480 | ' |
Changes in operating assets and liabilities, net of effects of acquisition: | ' | ' | ' |
Share-based compensation | ' | 986 | ' |
Deferred costs on contracts | ' | 737 | ' |
Income and other taxes payable | ' | ($243) | ' |
RESTATEMENT_Additional_Informa
RESTATEMENT - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Direct Operating Costs, Total | $51,745 | $64,586 | $149,209 | $172,913 |
Selling, General and Administrative Expense, Total | 7,674 | 7,556 | 21,267 | 19,576 |
Income Tax Expense (Benefit) | 12,838 | 310 | 13,620 | 2,227 |
Restatement Adjustment [Member] | ' | ' | ' | ' |
Direct Operating Costs, Total | 183 | ' | 737 | ' |
Selling, General and Administrative Expense, Total | 0 | ' | 986 | ' |
Income Tax Expense (Benefit) | $223 | ' | ($243) | ' |
BASIS_OF_PRESENTATION_AND_SIGN2
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Cash in hand | $7,767 | ' | $7,767 | ' | $7,473 |
Restricted cash | 798 | ' | 798 | ' | 3,701 |
Foreign currency exchange gain (loss) included in accumulated other comprehensive income | ($47) | ($9) | ($2,337) | $866 | ' |
Effect of warrants to purchase shares of common stock | ' | ' | 14,000,000 | ' | ' |
Warrants issuable upon conversion of notes payable | ' | ' | 1,000,000 | ' | ' |
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | ' | ' | 992,108 | ' | ' |
Business Combination Consideration Transferred Fractional Amount Of Equity Interests Issuable | ' | ' | 44 | ' | ' |
Weighted average shares outstanding -diluted | ' | ' | 130,644 | ' | ' |
PROPERTY_AND_EQUIPMENT_Propert
PROPERTY AND EQUIPMENT (Property and equipment is comprised) (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | Field operating equipment [Member] | Field operating equipment [Member] | Vehicles [Member] | Vehicles [Member] | Leasehold improvements [Member] | Leasehold improvements [Member] | Software [Member] | Software [Member] | Computer Equipment [Member] | Computer Equipment [Member] | Office Equipment [Member] | Office Equipment [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | ||
Field operating equipment [Member] | Vehicles [Member] | Leasehold improvements [Member] | Software [Member] | Computer Equipment [Member] | Office Equipment [Member] | Field operating equipment [Member] | Vehicles [Member] | Leasehold improvements [Member] | Software [Member] | Computer Equipment [Member] | Office Equipment [Member] | |||||||||||||||
Property, Plant and Equipment | $92,556 | $91,686 | $82,192 | $82,798 | $3,599 | $2,408 | $465 | $473 | $1,141 | $1,063 | $4,320 | $4,080 | $839 | $864 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Less: Accumulated depreciation and amortization | -30,919 | -21,230 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total | $61,637 | $70,456 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated Useful Life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | '5 years | '5 years | '5 years | '5 years | '5 years | '3 years | '3 years | '2 years | '3 years | '3 years | '3 years |
PROPERTY_AND_EQUIPMENT_Additio
PROPERTY AND EQUIPMENT- Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Depreciation and amortization | $3,701 | $3,432 | $11,159 | $9,188 |
Direct operating expenses | 3,442 | 3,261 | 10,378 | 8,728 |
Depreciation and amortization | $259 | $171 | $781 | $459 |
NOTES_PAYABLE_Schedule_of_Note
NOTES PAYABLE (Schedule of Notes Payable) (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Amount outstanding under 2012 Credit Agreement | $80,820 | $79,900 |
Unamortized loan discount | -488 | -607 |
Net loan | 80,332 | 79,293 |
Less current maturities of notes payable | -800 | -800 |
Long-term portion of notes payable | 79,532 | 78,493 |
Notes payable to Former SAE stockholders - related parties - long-term portion | 12,267 | 0 |
Notes payables to related parties - current portion | 0 | 53 |
Notes payable to Former Trio stockholders - current portion | 500 | 0 |
Total notes payable to related parties | 12,767 | 53 |
Total notes payable | $92,299 | $78,546 |
NOTES_PAYABLE_Additional_Infor
NOTES PAYABLE - Additional Information (Detail) (USD $) | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | ||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Jan. 01, 2009 | Jun. 24, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Jun. 24, 2013 | Nov. 28, 2012 | Nov. 28, 2012 | Nov. 28, 2012 | |
Jeff Hastings [Member] | Jeff Hastings [Member] | Former SAE Stockholders [Member] | Former SAE Stockholders [Member] | 2012 Credit Agreement [Member] | 2012 Credit Agreement [Member] | 2012 Credit Agreement [Member] | 2012 Credit Agreement [Member] | 2012 Credit Agreement [Member] | 2012 Credit Agreement [Member] | ||||
Maximum [Member] | Minimum [Member] | ||||||||||||
Schedule of Notes Payable [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, principal amount | $80,820,000 | ' | $79,900,000 | ' | $3,000,000 | $11,775,000 | $12,267,000 | ' | ' | ' | $80,000,000 | ' | ' |
Principal payment per quarter | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000 | 200,000 |
Debt instrument interest rate | ' | ' | ' | ' | 8.50% | 10.00% | ' | ' | ' | ' | 13.50% | ' | ' |
Debt instrument interest rate paid-in-kind | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.50% | ' | ' |
Paid-in-Kind Interest | 1,520,000 | 0 | ' | ' | ' | ' | ' | 525,000 | 1,520,000 | ' | ' | ' | ' |
Notes payable to related parties | 500,000 | ' | 53,000 | 53,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Note payable | ' | ' | ' | ' | ' | ' | 17,500,000 | ' | ' | ' | ' | ' | ' |
Debt instrument maturity date | ' | ' | ' | ' | ' | 24-Jun-23 | ' | ' | ' | ' | ' | ' | ' |
Due to Related Parties, Total | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Conversion, Converted Instrument, Warrants or Options Issued | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Convertible, Conversion Price | $12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional Loans Available to the Borrowers | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,000,000 | ' | ' | ' |
Long-term Debt, Gross | $80,332,000 | ' | $79,293,000 | ' | ' | $17,500,000 | ' | ' | ' | ' | ' | ' | ' |
INCOME_TAXES_RESTATED_Income_b
INCOME TAXES - RESTATED (Income before income taxes attributable) (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Pre-tax (loss) income | ($17,264) | $2,792 | ($11,939) | $17,535 |
Tax provision | 12,838 | 310 | 13,620 | 2,227 |
Effective tax rate | -74.00% | 11.00% | -114.00% | 13.00% |
Domestic Tax Authority [Member] | ' | ' | ' | ' |
Pre-tax (loss) income | -9,294 | 4,851 | -12,722 | 13,680 |
Foreign Tax Authority [Member] | ' | ' | ' | ' |
Pre-tax (loss) income | ($7,970) | ($2,059) | $783 | $3,855 |
INCOME_TAXES_RESTATED_Addition
INCOME TAXES - RESTATED - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 |
Income tax provision decreased | $12.50 | $11.40 |
Deferred tax assets, valuation allowance | 11 | 11 |
Net operating losses, valuation allowances | $11 | $11 |
FORMER_SAE_CONVERTIBLE_PREFERR2
FORMER SAE CONVERTIBLE PREFERRED STOCK (Accrued paid and unpaid dividends) (Detail) (Convertible Preferred Stock [Member], USD $) | 3 Months Ended | |||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 |
Convertible Preferred Stock [Member] | ' | ' | ' | ' | ' | ' |
Balance, Beginning | $1,072 | $983 | $894 | $729 | $654 | $537 |
Accrual | 0 | 131 | 131 | 90 | 131 | 131 |
Payment | 0 | -5,042 | -42 | 0 | -56 | -14 |
Special dividend | ' | 5,000 | ' | ' | 0 | ' |
Balances, Ending | $1,072 | $1,072 | $983 | $819 | $729 | $654 |
STOCKHOLDERS_EQUITY_RESTATED_A
STOCKHOLDERS' EQUITY - RESTATED - Additional Information (Detail) (USD $) | 9 Months Ended |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 |
Class of Stock [Line Items] | ' |
Share-based compensation | $1,100 |
Stock Issued During Period, Shares, Acquisitions | 628,016 |
Common Stock | ' |
Class of Stock [Line Items] | ' |
Stock Issued During Period, Shares, Acquisitions | 6,954,221 |
Former Shareholder | ' |
Class of Stock [Line Items] | ' |
Stock Issued During Period, Shares, Acquisitions | 6,448,443 |
RELATED_PARTY_TRANSACTIONS_Add
RELATED PARTY TRANSACTIONS - Additional Information (Detail) (USD $) | 1 Months Ended |
In Thousands, unless otherwise specified | Feb. 28, 2013 |
Mr Hastings [Member] | ' |
Related Party Transaction [Line Items] | ' |
Repayments of Related Party Debt | $53 |
Encompass and Seismic Management LLP [Member] | ' |
Related Party Transaction [Line Items] | ' |
Asset acquired | $1,000 |
EMPLOYEE_BENEFITS_Additional_I
EMPLOYEE BENEFITS - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jun. 21, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 |
Long-term Debt [Member] | Retirement Registered Saving Plan [Member] | Retirement Registered Saving Plan [Member] | Retirement Registered Saving Plan [Member] | Retirement Registered Saving Plan [Member] | 401 (K) [Member] | 401 (K) [Member] | |
Maximum employee’s contributions | ' | ' | ' | 10.00% | ' | ' | 4.00% |
Employer contributions | ' | $68 | $267 | $67 | $251 | $28 | $35 |
Common stock share issued | 792,513 | ' | ' | ' | ' | ' | ' |
Restricted stock share issued | 396,256 | ' | ' | ' | ' | ' | ' |
GEOGRAPHIC_AND_RELATED_INFORMA2
GEOGRAPHIC AND RELATED INFORMATION (Segment Reporting Information, by Segment) (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Revenues | $47,429 | $75,467 | $174,575 | $211,647 | ' |
Identifiable Assets | 65,920 | ' | 65,920 | ' | 76,764 |
North America [Member] | ' | ' | ' | ' | ' |
Revenues | 32,545 | 34,066 | 85,934 | 110,140 | ' |
Identifiable Assets | 56,556 | ' | 56,556 | ' | 68,485 |
South America [Member] | ' | ' | ' | ' | ' |
Revenues | 9,463 | 40,050 | 64,690 | 95,892 | ' |
Identifiable Assets | 6,888 | ' | 6,888 | ' | 6,316 |
Southeast Asia [Member] | ' | ' | ' | ' | ' |
Revenues | 5,421 | 1,351 | 23,951 | 5,615 | ' |
Identifiable Assets | $2,476 | ' | $2,476 | ' | $1,963 |
GEOGRAPHIC_AND_RELATED_INFORMA3
GEOGRAPHIC AND RELATED INFORMATION - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenue, Major Customer [Line Items] | ' | ' | ' | ' |
Revenue percentage | 64.00% | 83.00% | 54.00% | 73.00% |
Customer D [Member] | ' | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' | ' |
Revenue percentage | 10.00% | ' | 10.00% | ' |
Revenues | 24.8 | ' | 39.1 | ' |
Customer H [Member] | ' | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' | ' |
Revenue percentage | 10.00% | ' | ' | ' |
Revenues | 5.4 | ' | ' | ' |
Customer L [Member] | ' | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' | ' |
Revenue percentage | ' | 10.00% | ' | 10.00% |
Revenues | ' | 12.5 | ' | 27.2 |
Customer M [Member] | ' | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' | ' |
Revenue percentage | ' | ' | ' | 10.00% |
Revenues | ' | ' | ' | 21.8 |
Customer J [Member] | ' | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' | ' |
Revenue percentage | ' | 10.00% | ' | 10.00% |
Revenues | ' | 31.1 | ' | 77.8 |
Customer K [Member] | ' | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' | ' |
Revenue percentage | ' | 10.00% | ' | 10.00% |
Revenues | ' | 18.9 | ' | 26.8 |
Customer E [Member] | ' | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' | ' |
Revenue percentage | ' | ' | 10.00% | ' |
Revenues | ' | ' | 55.2 | ' |
FINANCIAL_INSTRUMENTS_Carrying
FINANCIAL INSTRUMENTS (Carrying amount and estimated fair value) (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' |
Note payable to Former SAE stockholders as of September 30, 2013 | $12,267 | $0 |
Warrant [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' |
Warrant liabilities as of December 31, 2012 | ' | 1,244 |
Fair Value, Inputs, Level 1 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' |
Note payable to Former SAE stockholders as of September 30, 2013 | 0 | ' |
Fair Value, Inputs, Level 1 [Member] | Warrant [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' |
Warrant liabilities as of December 31, 2012 | ' | 0 |
Fair Value, Inputs, Level 2 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' |
Note payable to Former SAE stockholders as of September 30, 2013 | 0 | ' |
Fair Value, Inputs, Level 2 [Member] | Warrant [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' |
Warrant liabilities as of December 31, 2012 | ' | 0 |
Fair Value, Inputs, Level 3 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' |
Note payable to Former SAE stockholders as of September 30, 2013 | 12,267 | ' |
Fair Value, Inputs, Level 3 [Member] | Warrant [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' |
Warrant liabilities as of December 31, 2012 | ' | $1,244 |
FINANCIAL_INSTRUMENTS_Addition
FINANCIAL INSTRUMENTS - Additional information (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' |
Amount outstanding under Credit Agreement | $80,332 | $79,293 |
Amount outstanding under Credit Agreement at fair value | 80,820 | 79,900 |
Notes payable to Former Trio stockholders - current portion | 500 | 0 |
Notes Payable Former Stockholder Current Fair Value | $918 | ' |
SUBSEQUENT_EVENTS_Additional_I
SUBSEQUENT EVENTS - Additional Information (Detail) (USD $) | 9 Months Ended | 1 Months Ended | 3 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | |||||||
Sep. 30, 2013 | Nov. 01, 2013 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Feb. 14, 2014 | Jan. 07, 2014 | Jan. 08, 2014 | Nov. 01, 2013 | Jan. 08, 2014 | Nov. 01, 2013 | Mar. 07, 2014 | Oct. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 07, 2014 | |
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Eric S Rosenfeld [Member] | Eric S Rosenfeld [Member] | David D. Sgro [Member] | David D. Sgro [Member] | Former SAE stockholders [Member] | Credit Agreement [Member] | Credit Agreement [Member] | Credit Agreement [Member] | Alberta Ltd [Member] | ||
Warrant Exchange [Member] | Warrant Exchange [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||||||
Capital Expenditure Limit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $30,000,000 | $47,500,000 | ' |
Restriction To Pay Interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17,500,000 | ' | ' | ' |
Line Of Credit Facility Additional Borrowing Capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,000,000 | ' | ' | ' |
Interest Payable Withhold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17,500,000 | ' | ' | ' |
Debt Instrument, Increase, Accrued Interest | ' | ' | 644,778,000 | 644,778,000 | 644,778,000 | ' | ' | ' | ' | ' | ' | ' | 644,778,000 | ' | ' | ' |
Common Stock, Capital Shares Reserved for Future Issuance | ' | 400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible Notes Payable, Current | ' | ' | ' | ' | ' | ' | ' | ' | 300,000,000 | ' | 200,000,000 | ' | ' | ' | ' | ' |
Debt Instrument, Convertible, Conversion Price | $12 | $0.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument Convertible Number Of Warrants | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Exercise Price of Warrants or Rights | ' | 12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase Decrease In CapitalExpenditureLimit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,000,000 | ' |
Class Of Warrants Or Rights Authorized | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Outstanding | ' | ' | ' | ' | ' | 14,418,193 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, New Issues | ' | ' | ' | ' | ' | 1,441,813 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Warrant Exercises | ' | ' | ' | ' | ' | $52,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Conversion, Converted Instrument, Warrants or Options Issued | 1,000,000 | ' | ' | ' | ' | ' | ' | 600,000 | ' | 400,000 | ' | ' | ' | ' | ' | ' |
Common Stock Issued By Subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,623,739 |
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 992,108 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 254,558 | ' | ' | ' | ' |
Stock Issued During Period Shares Non Employee Stock Ownership Plan | ' | 26,072 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |