Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 31, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | SAEX | |
Entity Common Stock, Shares Outstanding | 17,367,673 | |
Entity Registrant Name | SAExploration Holdings, Inc. | |
Entity Central Index Key | 1,514,732 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 17,315 | $ 12,322 |
Restricted cash | 519 | 723 |
Accounts receivable, net | 66,525 | 73,584 |
Deferred costs on contracts | 1,466 | 4,631 |
Prepaid expenses | 3,877 | 17,037 |
Deferred income tax assets | 948 | 520 |
Total current assets | 90,650 | 108,817 |
Property and equipment, net | 65,977 | 77,096 |
Intangible assets, net | 840 | 1,050 |
Goodwill | 1,714 | 1,977 |
Deferred loan issuance costs, net | 5,274 | 6,826 |
Deferred income tax assets | 9,527 | 8,027 |
Other assets | 150 | 0 |
Total assets | 174,132 | 203,793 |
Current liabilities: | ||
Accounts payable | 29,631 | 34,255 |
Accrued liabilities | 11,426 | 19,554 |
Income and other taxes payable | 3,430 | 20,261 |
Equipment note payable | 426 | 1,654 |
Current portion of capital leases | 302 | 460 |
Deferred revenue | 115 | 187 |
Deferred income tax liabilities | 587 | 587 |
Total current liabilities | 45,917 | 76,958 |
Senior secured notes | 140,000 | 150,000 |
Long-term portion of capital leases | 84 | 185 |
Deferred income tax liabilities | 5,987 | 5,731 |
Total liabilities | 191,988 | 232,874 |
Commitments and contingencies | 0 | 0 |
Stockholders’ deficit: | ||
Preferred stock | 0 | 0 |
Common stock, $0.0001 par value, 55,000,000 shares authorized, 17,367,673 and 14,922,497 shares issued and outstanding at September 30, 2015 and December 31, 2014, respectively | 2 | 2 |
Additional paid-in capital | 35,377 | 28,185 |
Accumulated deficit | (53,106) | (56,264) |
Accumulated other comprehensive loss | (4,257) | (4,362) |
Total stockholders’ deficit attributable to the Corporation | (21,984) | (32,439) |
Noncontrolling interest | 4,128 | 3,358 |
Total stockholders’ deficit | (17,856) | (29,081) |
Total liabilities and stockholders’ deficit | $ 174,132 | $ 203,793 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Common Stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common Stock, authorized shares | 55,000,000 | 55,000,000 |
Common Stock, issued shares | 17,367,673 | 14,922,497 |
Common Stock, outstanding shares | 17,367,673 | 14,922,497 |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||||
Revenue from services | $ 57,943 | $ 107,812 | $ 204,486 | $ 298,615 |
Cost of services excluding depreciation and amortization expense | 39,719 | 90,333 | 139,879 | 236,087 |
Depreciation and amortization expense included in cost of services | 4,474 | 4,276 | 13,668 | 11,236 |
Gross profit | 13,750 | 13,203 | 50,939 | 51,292 |
Selling, general and administrative expenses | 8,798 | 10,057 | 26,411 | 30,267 |
Income from operations | 4,952 | 3,146 | 24,528 | 21,025 |
Other income (expense): | ||||
Gain (loss) on early extinguishment of debt | 3,014 | (17,157) | 3,014 | (17,157) |
Change in fair value of note payable to related parties – Former SAE stockholders | 0 | 0 | 0 | (5,094) |
Interest expense, net | (4,380) | (4,196) | (13,057) | (12,367) |
Foreign exchange loss, net | (3,501) | (1,252) | (5,432) | (1,052) |
Other, net | 145 | (181) | (233) | 512 |
Total other expense | (4,722) | (22,786) | (15,708) | (35,158) |
Income (loss) before income taxes | 230 | (19,640) | 8,820 | (14,133) |
Provision for income taxes | 44 | 1,906 | 1,534 | 5,168 |
Net income (loss) | 186 | (21,546) | 7,286 | (19,301) |
Less: net income attributable to noncontrolling interest | 295 | 1,862 | 4,128 | 3,555 |
Net income (loss) attributable to the Corporation | $ (109) | $ (23,408) | $ 3,158 | $ (22,856) |
Net income (loss) attributable to the Corporation per common share: | ||||
Basic (usd per share) | $ (0.01) | $ (1.57) | $ 0.21 | $ (1.56) |
Diluted (usd per share) | $ (0.01) | $ (1.57) | $ 0.21 | $ (1.56) |
Weighted average shares: | ||||
Basic (in shares) | 15,799,574 | 14,870,549 | 15,218,069 | 14,632,888 |
Diluted (in shares) | 15,799,574 | 14,870,549 | 15,220,905 | 14,632,888 |
UNAUDITED CONDENSED CONSOLIDAT5
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 186 | $ (21,546) | $ 7,286 | $ (19,301) |
Foreign currency translation gain (loss) | 348 | (638) | 105 | (425) |
Total comprehensive income (loss) | 534 | (22,184) | 7,391 | (19,726) |
Less: comprehensive income attributable to noncontrolling interest | 295 | 1,862 | 4,128 | 3,555 |
Comprehensive income (loss) attributable to the Corporation | $ 239 | $ (24,046) | $ 3,263 | $ (23,281) |
UNAUDITED CONDENSED CONSOLIDAT6
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT - 9 months ended Sep. 30, 2015 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Gain (Loss) - Foreign Currency Translation | Total Corporation Stockholders’ Deficit | Non-controlling Interest |
Beginning balance (in shares) at Dec. 31, 2014 | 14,922,497 | ||||||
Beginning balance at Dec. 31, 2014 | $ (29,081) | $ 2 | $ 28,185 | $ (56,264) | $ (4,362) | $ (32,439) | $ 3,358 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Foreign currency translation | 105 | 105 | 105 | ||||
Distribution to noncontrolling interest | (3,358) | (3,358) | |||||
Share-based compensation expense | 675 | 675 | 675 | ||||
Vesting of restricted stock awards (in shares) | 108,703 | ||||||
Grantee election to fund payroll taxes out of restricted stock grant (in shares) | (29,834) | ||||||
Grantee election to fund payroll taxes out of restricted stock grant | (85) | (85) | (85) | ||||
Exchange of senior secured notes for common stock (in shares) | 2,366,307 | ||||||
Exchange of senior secured notes for common stock | 6,602 | 6,602 | 6,602 | ||||
Net income | 7,286 | 3,158 | 3,158 | 4,128 | |||
Ending balance (in shares) at Sep. 30, 2015 | 17,367,673 | ||||||
Ending balance at Sep. 30, 2015 | $ (17,856) | $ 2 | $ 35,377 | $ (53,106) | $ (4,257) | $ (21,984) | $ 4,128 |
UNAUDITED CONDENSED CONSOLIDAT7
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Operating activities: | ||
Net income (loss) attributable to the Corporation | $ 3,158 | $ (22,856) |
Net income attributable to noncontrolling interest | 4,128 | 3,555 |
Net income (loss) | 7,286 | (19,301) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 14,107 | 12,125 |
(Gain) loss on early extinguishment of debt | (3,014) | 17,157 |
Amortization of loan costs and debt discounts | 1,209 | 1,836 |
Payment in kind interest | 0 | 1,022 |
Deferred income taxes | (1,672) | 568 |
Loss on disposal/sale of property and equipment | 395 | 504 |
Notes payable early repayment penalty and fees to advisors | (41) | (9,174) |
Share-based compensation | 675 | 0 |
Change in the fair value of note payable to related parties – Former SAE stockholders | 0 | 5,094 |
Unrealized loss on foreign currency transactions | 4,953 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 1,246 | (36,047) |
Prepaid expenses | 11,889 | (8,245) |
Deferred costs on contracts | 3,003 | (5,755) |
Accounts payable | (1,041) | 15,920 |
Accrued liabilities | (7,493) | 16,495 |
Income and other taxes payable | (16,236) | (1,545) |
Deferred revenue | (72) | (6,507) |
Other, net | 50 | (92) |
Net cash provided by (used in) operating activities | 15,244 | (15,945) |
Investing activities: | ||
Purchase of property and equipment | (5,602) | (15,828) |
Proceeds from sale of property and equipment | 270 | 72 |
Net cash used in investing activities | (5,332) | (15,756) |
Financing activities: | ||
Proceeds from issuance of senior secured notes | 0 | 150,000 |
Repayment of notes payable | (1,228) | (99,659) |
Payment of loan issuance costs | 0 | (6,658) |
Revolving credit facility borrowings | 14,200 | 0 |
Revolving credit facility repayments | (14,200) | 0 |
Repayments of capital lease obligations | (259) | (396) |
Distribution to noncontrolling interest | (3,358) | 0 |
Dividend payments on Former SAE preferred shares | 0 | (1,072) |
Net cash provided by (used in) financing activities | (4,845) | 42,215 |
Effect of exchange rate changes on cash and cash equivalents | (74) | 515 |
Net change in cash and cash equivalents | 4,993 | 11,029 |
Cash and cash equivalents at the beginning of period | 12,322 | 17,351 |
Cash and cash equivalents at the end of period | 17,315 | 28,380 |
Supplemental disclosures of cash flow information: | ||
Interest paid | 15,910 | 11,085 |
Income taxes paid | 1,683 | 4,223 |
Supplemental disclosures of cash flow information -- non-cash investing and financing activities: | ||
Capital assets acquired under capital lease | 0 | 50 |
Capital assets acquired included in accounts payable | 404 | 360 |
Conversion of notes payable to related parties -- directors | 0 | 500 |
Grantee election to fund payroll taxes out of restricted stock grant | $ 85 | $ 0 |
DESCRIPTION OF THE BUSINESS AND
DESCRIPTION OF THE BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
DESCRIPTION OF THE BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | DESCRIPTION OF THE BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of the Business SAExploration Holdings, Inc. and its Subsidiaries (collectively, the “Corporation”) is an internationally-focused oilfield services company offering seismic data acquisition and logistical support services in Alaska, Canada, South America, and Southeast Asia to its customers in the oil and natural gas industry. In addition to the acquisition of 2D, 3D, time-lapse 4D and multi-component seismic data on land, in transition zones and offshore in depths reaching 3,000 meters, the Corporation offers a full-suite of logistical support and in-field processing services. The Corporation operates crews around the world that utilize over 29,500 owned land and marine channels of seismic data acquisition equipment and other equipment as needed to complete particular projects. Seismic data is used by its customers, including major integrated oil companies, national oil companies and large international independent oil and gas exploration and production companies, to identify and analyze drilling prospects and maximize successful drilling. The results of the seismic surveys the Corporation conducts belong to its customers and are proprietary in nature; the Corporation does not acquire data for its own account or for future sale or maintain multi-client data libraries. Basis of Presentation The unaudited interim condensed consolidated financial statements of the Corporation as of September 30, 2015 and for the three and nine months ended September 30, 2015 and 2014 included herein, have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The year-end condensed consolidated balance sheet data was derived from the audited financial statements as of December 31, 2014 . Although the financial statements and related information included herein have been prepared without audit, and certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, the Corporation believes that the note disclosures are adequate to make the information presented not misleading. These unaudited condensed consolidated financial statements should be read in conjunction with the Corporation’s audited consolidated financial statements and the notes thereto included in the Corporation's 2014 Annual Report on Form 10-K. In the opinion of management, the unaudited interim financial statements included herein reflect all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the Corporation’s financial position, results of operations, and cash flows for the periods presented. The results of operations for interim periods are not necessarily indicative of the results expected for the full year or any future period. Certain amounts in the condensed consolidated balance sheet as of December 31, 2014 , the condensed consolidated statements of operations for the three and nine months ended September 30, 2014 and the condensed consolidated statement of cash flows for the nine months ended September 30, 2014 presented herein have been reclassified to conform to the current period presentation. These reclassifications had no effect on financial position, net income (loss), stockholders' deficit, or cash flows. Significant Accounting Policies There have been no changes to the significant accounting policies of the Corporation from the information provided in Note 2 of the Notes to Consolidated Financial Statements in the Corporation’s 2014 Annual Report on Form 10-K. On June 29, 2015, the initial stock option and restricted stock unit awards were granted under the 2013 Long-Term Incentive Compensation Plan. In connection with these initial grants, accounting policy disclosures for share-based compensation are provided in Note 8. Recently Issued Accounting Pronouncements In May 2014 , the Financial Accounting Standards Board ("FASB") issued new guidance intended to change the criteria for recognition of revenue. The new guidance establishes a single revenue recognition model for all contracts with customers, eliminates industry specific requirements and expands disclosure requirements. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, an entity should apply the following five steps: (1) identify contracts with customers, (2) identify the performance obligations in the contracts, (3) determine the transaction price, (4) allocate the transaction price to the performance obligation in the contract, and (5) recognize revenue as the entity satisfies performance obligations. The new guidance is effective for annual reporting periods beginning after December 15, 2017 , including interim periods within that reporting period. Early application is permitted for annual reporting periods beginning after December 15, 2016 , including interim periods within that reporting period. The Corporation is currently evaluating what impact adoption of this guidance would have on its financial position, results of operations, cash flows and disclosures. In April 2015, the FASB issued new guidance which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. The new guidance does not affect the recognition and measurement of debt issuance costs. Therefore, the amortization of such costs will continue to be calculated using the interest method and be reported as interest expense. The new guidance does not specifically address, and therefore does not affect, the balance sheet presentation of debt issuance costs for revolving debt arrangements. The new guidance is effective for financial statements issued in fiscal years beginning after December 15, 2015 , and will be applied on a retrospective basis. Early adoption is permitted for financial statements that have not been previously issued. Upon adoption of the new guidance, the Corporation will report its unamortized deferred loan issuance costs on the senior secured notes as a reduction of the associated debt liability rather than as assets, resulting in an equal reduction in the Corporation's total assets and total liabilities compared to the prior presentation. The amount of Corporation deferred loan issuance costs on the senior secured notes, net of amortization, was $4,683 and $6,022 at September 30, 2015 and December 31, 2014 , respectively. The adoption of the new guidance will have no effect on the Corporation's stockholders' deficit, results of operations, or cash flows. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Basic income (loss) per share is computed by dividing net income (loss) attributable to the Corporation by the weighted average number of common shares outstanding during each period. Diluted income (loss) per share is computed by dividing net income attributable to the Corporation by the sum of the weighted-average number of shares outstanding during each period and the dilutive potential common shares outstanding during the period determined under the treasury stock method. In loss periods, basic net loss and diluted net loss are the same since the effect of potential common shares is anti-dilutive and therefore excluded. Dilutive potential common shares consist of shares issuable upon (i) the vesting of restricted stock, (ii) the exercising of warrants at average market prices greater than their exercise prices, and (iii) the exercising of stock options at average market prices greater than their exercise prices. Under the treasury stock method, dilutive potential common shares are determined based on the assumed exercise of dilutive restricted stock, stock options and warrants less the number of treasury shares assumed to be purchased from the amount that must be paid to exercise stock options, the amount of compensation expense for future service that has not yet been recognized for restricted stock and stock options, and the amount of tax benefits that will be recorded in additional paid-in capital when the dilutive awards become deductible. The computation of basic and diluted net income (loss) per share is as follows: Three Months Ended Nine Months Ended Net Loss Attributable to the Corporation Shares Per Share Net Income (Loss) Attributable to the Corporation Shares Per Share September 30, 2015: Basic income (loss) per share $ (109 ) 15,799,574 $ (0.01 ) $ 3,158 15,218,069 $ 0.21 Effect of dilutive unvested restricted stock unit awards — — — — 2,836 — Diluted income (loss) per share $ (109 ) 15,799,574 $ (0.01 ) $ 3,158 15,220,905 $ 0.21 September 30, 2014: Basic loss per share $ (23,408 ) 14,870,549 $ (1.57 ) $ (22,856 ) 14,632,888 $ (1.56 ) Warrant exchange (Note 7) — — — — — — Diluted loss per share $ (23,408 ) 14,870,549 $ (1.57 ) $ (22,856 ) 14,632,888 $ (1.56 ) Warrants to purchase 581,807 shares of common stock have been excluded from the calculation of diluted net income (loss) per share in the three and nine month periods ended September 30, 2015 and 2014 , since the $12.00 warrant exercise price was higher than the weighted average share price during the respective periods. Options to purchase 241,642 shares of common stock have been excluded from the calculation of diluted net income (loss) per share in the three and nine month periods ended September 30, 2015 , since the $4.12 option exercise price was higher than the weighted average share price during the period the options were outstanding. Unvested restricted stock units representing 8,509 shares under the treasury stock method have been excluded from the calculation of diluted net loss per share in the three month period ended September 30, 2015 , since they were anti-dilutive. |
DETAIL OF SELECTED BALANCE SHEE
DETAIL OF SELECTED BALANCE SHEET ACCOUNTS | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DETAIL OF SELECTED BALANCE SHEET ACCOUNTS | DETAIL OF SELECTED BALANCE SHEET ACCOUNTS Accounts Receivable Accounts receivable is comprised of the following: September 30, 2015 December 31, 2014 Accounts receivable $ 66,525 $ 73,584 Less allowance for doubtful accounts — — Accounts receivable, net $ 66,525 $ 73,584 Prepaid Expenses Prepaid expenses are comprised of the following: September 30, 2015 December 31, 2014 Prepaid taxes $ 1,546 $ 13,244 Deposits 200 868 Other prepaid expenses 2,131 2,925 Total prepaid expenses $ 3,877 $ 17,037 Property and Equipment Property and equipment is comprised of the following: September 30, 2015 December 31, 2014 Property and equipment $ 123,124 $ 123,208 Less accumulated depreciation and amortization (57,147 ) (46,112 ) Property and equipment, net $ 65,977 $ 77,096 Intangible Assets Intangible assets are comprised of the following: September 30, 2015 December 31, 2014 Intangible assets $ 1,356 $ 1,491 Less accumulated amortization (516 ) (441 ) Intangible assets, net $ 840 $ 1,050 Accrued Liabilities Accrued liabilities are comprised of the following: September 30, 2015 December 31, 2014 Accrued payroll liabilities $ 4,095 $ 8,652 Accrued interest 3,197 7,489 Other accrued liabilities 4,134 3,413 Total accrued liabilities $ 11,426 $ 19,554 |
REVOLVING CREDIT FACILITY
REVOLVING CREDIT FACILITY | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
REVOLVING CREDIT FACILITY | REVOLVING CREDIT FACILITY On November 6, 2014 , SAExploration, Inc. (“Borrower”), SAExploration Holdings, Inc. (“Corporation”) and the Corporation’s other domestic subsidiaries and Wells Fargo Bank, National Association (“Lender”) entered into a Credit and Security Agreement (“Credit Agreement”). The Credit Agreement provides for a $20,000 revolving line of credit facility (the “Revolving Credit Facility”) secured by the Corporation’s and the Corporation's domestic subsidiaries' U.S. assets, including accounts receivable and equipment, subject to certain exclusions and exceptions as set forth in the Credit Agreement. The proceeds of the Revolving Credit Facility are primarily used to fund the Corporation’s working capital needs for its operations and for general corporate purposes. As of September 30, 2015 and December 31, 2014 , the Corporation had no amounts drawn under the Revolving Credit Facility. Borrowings made under the Revolving Credit Facility bear interest, payable monthly, at a rate of daily three month LIBOR plus 3% ( 3.33% at September 30, 2015 and 3.26% at December 31, 2014 ). The Revolving Credit Facility has a maturity date of November 6, 2017 , unless terminated earlier. The Corporation may request, and the Lender may grant, an increase to the maximum amount available under the Revolving Credit Facility in minimum increments of $1,000 not to exceed an additional $10,000 in the aggregate, so long as certain conditions as described in the Credit Agreement are met. The Credit Agreement includes a sub-facility for letters of credit in amounts up to the lesser of the available borrowing base or $10,000 . Letters of credit are subject to Lender approval and a fee which accrues at the annual rate of 3% of the undrawn daily balance of the outstanding letters of credit, payable monthly. An unused line fee of 0.5% per annum of the daily average of the maximum Revolving Credit Facility amount reduced by outstanding borrowings and letters of credit is payable monthly. As of September 30, 2015 , there was an aggregate of $ 100 in letters of credit outstanding under the sub-facility. There were no letters of credit outstanding under the sub-facility at December 31, 2014 . For a complete discussion of the terms and security for the Revolving Credit Facility, see Note 5 of Notes to Consolidated Financial Statements included in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2014. Under the Revolving Credit Facility, borrowings are subject to borrowing base availability and may not exceed 85% of the amount of eligible accounts receivable, as defined, plus the lesser of $20,000 or 85% of the orderly net liquidation value of existing eligible equipment per appraisal and 85% of hard costs of acquired eligible equipment, less the aggregate amount of any reserves established by the Lender. If borrowings under the Revolving Credit Facility exceed $5,000 , the Corporation is subject to minimum rolling 12 months EBITDA requirements of $20,000 on a consolidated basis and $8,000 on the Corporation’s operations in the State of Alaska. The minimum EBITDA for the consolidated basis calculation is lowered by $17,000 if the month of July 2014 is included within the rolling 12 months period and also excludes the effect of the change in fair value of notes payable to related parties. The Credit Agreement contains covenants including, but not limited to (i) maintain and deliver to Lender, as required, certain financial reports, records and other items, (ii) subject to certain exceptions under the Credit Agreement, restrictions on the ability of the Corporation to incur indebtedness, create or incur liens, enter into fundamental changes to corporate structure or to the nature of the business of the Corporation, dispose of assets, permit a change in control, acquire non-permitted investments, enter into affiliate transactions or make distributions, (iii) maintain the minimum EBITDA specified above and (iv) maintain eligible equipment, as defined, located in the State of Alaska with a value of at least 75% of the value of such equipment included in the borrowing base availability plus the value of equipment outside the United States which would be otherwise eligible under the Credit Agreement. The Credit Agreement also contains representations, warranties, covenants and other terms and conditions, including relating to the payment of fees to the Lender, which are customary for agreements of this type. The Corporation was in compliance with the Credit Agreement covenants as of September 30, 2015 and December 31, 2014 . |
NOTES PAYABLE
NOTES PAYABLE | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | NOTES PAYABLE Notes payable outstanding were as follows: September 30, 2015 December 31, 2014 Senior secured notes $ 140,000 $ 150,000 Equipment note payable 426 1,654 Total notes payable outstanding 140,426 151,654 Less current portion of equipment notes payable 426 1,654 Total long-term portion of notes payable $ 140,000 $ 150,000 Senior Secured Notes On July 2, 2014 , the Corporation entered into an Indenture ("Indenture") under which it issued $150,000 of senior secured notes due July 15, 2019 , in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons in offshore transactions pursuant to Regulation S under the Securities Act. On June 19, 2015, all outstanding senior secured notes were exchanged for an equal amount of new senior secured notes ("Notes"), which are substantially identical in terms to the existing senior secured notes except that the Notes are registered under the Securities Act. The Notes bear interest at the annual rate of 10% payable semi-annually in arrears on January 15 and July 15 of each year, commencing on January 15, 2015. For a complete discussion of the terms and security for the Notes, see Note 6 of Notes to Consolidated Financial Statements included in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2014. The proceeds from the original issuance of the senior secured notes were used to pay the amounts outstanding under the 2012 Credit Agreement, pay the note payable to the Former SAE common stockholders, pay related fees and expenses, fund the purchase of equipment related to the Corporation’s Alaska operations, and for general corporate purposes. The repayment and termination of the 2012 Credit Agreement resulted in a $17,157 charge to loss on early extinguishment of debt in the three and nine months ended September 30, 2014. The charge consisted of prepayment penalties of $8,877 , write-off of unamortized loan discount and issuance costs totaling $7,983 , and legal fees of $297 . On August 26, 2015, the Corporation entered into a privately-negotiated exchange agreement with certain funds managed by Fidelity Management & Research Company ("Holders") to exchange $10,000 principal amount of Notes ("Exchanged Notes") for 2,366,307 shares of the Corporation’s common stock ("Exchanged Stock"), as determined using a 30-day volume weighted average share price as of August 26, 2015. In connection with the exchange, the Corporation paid all accrued unpaid interest on the Exchanged Notes to the Holders in cash, and the Exchanged Notes were cancelled. The Exchanged Stock was valued at $6,602 based on the $2.79 average share price on August 27, 2015, the closing date ("Closing Date") of the exchange. The exchange resulted in a gain on early extinguishment of debt of $3,014 in the three and nine months ended September 30, 2015, consisting of the difference between the principal amount of the Exchanged Notes less the fair value of the Exchanged Stock, reduced by the Exchanged Notes prorata portion of the Notes unamortized deferred loan issuance costs on the Closing Date of $343 and legal fees of $41 . The Indenture contains covenants which include limitations on the Corporation's ability to: (i) transfer or sell assets; (ii) pay dividends, redeem subordinated indebtedness or make other restricted payments; (iii) incur or guarantee additional indebtedness or, with respect to the Corporation's restricted subsidiaries, issue preferred stock; (iv) create or incur liens; (v) incur dividend or other payment restrictions affecting its restricted subsidiaries; (vi) consummate a merger, consolidation or sale of all or substantially all of its or its subsidiaries’ assets; (vii) enter into transactions with affiliates; (viii) engage in business other than its current business and reasonably related extensions thereof; and (ix) take or omit to take any actions that would adversely affect or impair in any material respect the collateral securing the Notes. The Corporation is in compliance with the Indenture covenants as of September 30, 2015 . Equipment Note Payable On November 18, 2014 , the Corporation entered into a note payable to Sercel, Inc. in the amount of $1,838 , bearing interest at the annual rate of 8% . The note payable is secured by geophones and related accessories which were delivered in December 2014 . A payment of $184 was made upon delivery of the equipment with principal and interest payments of $144 due monthly thereafter until the note payable is fully paid on December 15, 2015 . |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Corporation's effective tax rate was 19.1% and (9.7)% for the three months ended September 30, 2015 and 2014 , respectively. The increase in the 2015 effective tax rate is primarily due to several factors including fluctuations in earnings among the various jurisdictions in which the Corporation operates, partially offset by increases in permanent tax differences and foreign tax rate differentials. The primary reason the 2015 effective tax rate differs from the 35% Federal statutory corporate rate is the decreases in valuation allowances, offset by increases in permanent tax differences and foreign tax rate differentials. The Corporation’s effective tax rate was 17.4% and (36.6)% for the nine months ended September 30, 2015 and 2014 , respectively. The increase in the 2015 effective tax rate is primarily due to several factors including fluctuations in earnings among the various jurisdictions in which the Corporation operates, partially offset by increases in permanent tax differences and foreign tax rate differentials. The primary reason the 2015 effective tax rate differs from the 35% Federal statutory corporate rate is the decreases in valuation allowances, offset by increases in permanent tax differences and foreign tax rate differentials. Earnings associated with the investments in the Corporation’s foreign subsidiaries are considered to be indefinitely reinvested outside of the U.S. Therefore, a U.S. provision for income taxes on those earnings or translation adjustments has not been recorded, as permitted by criterion outlined in ASC 740 “Income Taxes.” Determination of any unrecognized deferred tax liability for temporary differences related to investments in foreign subsidiaries that are essentially permanent in duration is not practicable due to the inherent complexity of the multi-national tax environment in which the Corporation operates. The Corporation believes that without positive evidence, it is more likely than not that the benefit from certain net operating loss (“NOL”) carryforwards and foreign tax credits may not be realized. In recognition of this risk, the Corporation has maintained a full valuation allowance for the deferred tax assets relating to these NOL carryforwards and foreign tax credits of certain countries, which had caused the unusually high effective tax rate in prior periods. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS’ EQUITY Preferred Stock The Corporation is authorized to issue 1,000,000 shares of preferred stock with a par value of $0.0001 per share with such designations, rights, and preferences as may be determined from time to time by the Corporation’s Board of Directors. As of September 30, 2015 and December 31, 2014 , there were no shares of preferred stock issued or outstanding. Common Stock The Corporation is authorized to issue 55,000,000 shares of common stock with a par value of $0.0001 per share. As of September 30, 2015 and December 31, 2014 , a total of 17,367,673 and 14,922,497 shares were issued and outstanding, respectively. Warrants During 2011, the Corporation sold Trio Merger Corp. warrants for the purchase of an aggregate of 14,000,000 shares of its common stock with an expiration date of June 24, 2016 . On January 7, 2014, the Corporation commenced an offer to exchange all outstanding Trio Merger Corp. and convertible debt warrants for shares of its common stock in a cashless transaction. After completion of the warrant exchange, the 581,807 Trio Merger Corp. warrants ("Warrants") not offered for exchange have since remained outstanding. The Warrants have an exercise price of $12.00 per share and can be called by the Corporation for redemption at $0.01 per Warrant if the last sale price of the Corporation's common stock equals or exceeds $15.00 per share, for any 20 trading days within a 30 consecutive trading day period. If the Warrants are called for redemption, the Corporation will have the option to require any holder that wishes to exercise its Warrant to do so on a “cashless basis". Common Stock Held in Escrow in Connection with Merger The Corporation was initially formed on February 2, 2011 under the name Trio Merger Corp. 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 June 24, 2013 (the "Closing"), a wholly-owned subsidiary of the Corporation completed a merger ("Merger") under an Agreement and Plan of Reorganization, as amended ("Merger Agreement") with the entity formerly known as SAExploration Holdings, Inc. (“Former SAE”), at which time the business of Former SAE became the Corporation’s business. Merger Consideration Escrow A portion of the merger consideration payable at Closing was allocable to holders of certain derivative securities of Former SAE that were not converted or exchanged prior to the Merger. As of September 30, 2015 , a total of 25,890 shares of common stock were held in escrow pending the conversion or exercise of those derivative securities (the “Merger Consideration Escrow”). The escrow agreement provides that CLCH, LLC ("CLCH"), as nominee of the Corporation, will have voting control over all shares of Corporation common stock held in the Merger Consideration Escrow. Merger Indemnification Escrow In connection with the Merger, 545,635 shares of Corporation common stock issued to Former SAE stockholders at Closing were deposited in escrow to secure the indemnification obligations under the Merger Agreement. As of September 30, 2015 , 272,817 shares of Corporation common stock remain in escrow which will be released 30 days after the Corporation files its annual report on Form 10-K for its 2015 fiscal year, less any shares reserved to satisfy tax or environmental indemnification claims made prior to such date. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
SHARE-BASED COMPENSATION | SHARE-BASED COMPENSATION Non-Employee Director Share Incentive Plan Effective November 1, 2013 , stockholders approved the Corporation’s non-employee director share incentive plan, 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. 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, of which 321,980 shares remain for issuance as of September 30, 2015 . No shares were issued under the plan during the nine months ended September 30, 2015 . 2013 Long-Term Incentive Compensation Plan On June 21, 2013 , the stockholders approved the Corporation’s 2013 Long-Term Incentive Compensation Plan ("Plan") for the benefit of certain employees performing services for the Corporation. The Plan reserves up to 792,513 shares of Corporation 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. On June 29, 2015 , the initial awards were granted under the Plan of 241,642 stock options with an exercise price of $4.12 and 326,117 restricted stock units. The awards vest one-third on each of ninety days , one year , and two years after the date of grant. At September 30, 2015 , 224,754 shares of Corporation common stock are available for future awards under the Plan, of which a maximum of 70,139 shares of restricted stock may be awarded. The Corporation records the grant date fair value of share-based compensation arrangements as compensation cost using a straight-line method over the requisite service period for each separately vesting tranche of an award. The amount of share-based compensation cost recognized during a period is based on the value of the awards that are ultimately expected to vest. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Corporation updates its forfeiture rate annually. Share-based compensation expense for stock option and restricted stock unit awards recognized for the three and nine months ended September 30, 2015 and 2014 was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Cost of services $ — $ — $ — $ — Selling, general and administrative expenses 668 — 675 — Total share-based compensation expense 668 — 675 — Income tax benefit 234 — 236 — Decrease in net income $ 434 $ — $ 439 $ — Decrease in net income per share: Basic $ 0.03 $ — $ 0.03 $ — Diluted $ 0.03 $ — $ 0.03 $ — Stock Options A summary of stock option activity for the nine months ended September 30, 2015 was as follows: Number of Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding at December 31, 2014 — $ — — $ — Granted 241,642 $ 1.49 9.75 Exercised — $ — — Forfeited — $ — — Expired — $ — — Outstanding at September 30, 2015 241,642 $ 1.49 9.75 $ — Exercisable at September 30, 2015 80,548 $ 1.49 9.75 $ — The Corporation computed the fair value of each stock option on the date of grant, June 29, 2015, using the Black-Scholes option pricing model based on the following assumptions: 2015 Expected volatility 52.3% Expected lives (in years) 5.5 Risk-free interest rate 1.8% Expected dividend yield —% The expected volatility is based on the historical volatility of comparable companies for a period commensurate with the expected lives assumption. The simplified method is used to estimate expected lives for options granted during the period for each vesting tranche. The risk-free interest rate is based on the yield on U.S. Treasury securities for a period commensurate with the expected lives assumption. The Corporation has not historically issued dividends and does not expect to do so in the future. At September 30, 2015 , there was approximately $ 194 of unrecognized compensation expense, net of estimated forfeitures, for unvested stock option awards with a weighted average vesting period of 1.75 years. Restricted Stock Units A summary of restricted stock units activity for the nine months ended September 30, 2015 was as follows: Number of Shares Weighted Average Grant Date Fair Value Nonvested at December 31, 2014 — $ — Granted 326,117 $ 3.40 Vested (108,703 ) $ 3.40 Forfeited — $ — Nonvested at September 30, 2015 217,414 $ 3.40 At September 30, 2015 , there was approximately $ 599 of unrecognized compensation expense, net of estimated forfeitures, for unvested restricted stock unit awards with a weighted average vesting period of 1.75 years. |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS The Corporation has certain assets and liabilities that are required to be measured and disclosed at fair value in accordance with GAAP. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. When an asset or liability is required to be measured at fair value, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs using a fair value hierarchy as follows: Level 1: Observable inputs such as quoted prices for identical assets or liabilities in active markets. Level 2: Observable inputs other than quoted prices that are directly or indirectly observable for the asset or liability, including quoted prices for similar assets or liabilities in active markets; quoted prices for similar or identical assets or liabilities in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions. Measurement is based on prices or valuation models requiring inputs that are both significant to the fair value measurement and supported by little or no market activity. The carrying amount of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, accrued liabilities and equipment note payable are a reasonable estimate of their fair values due to their short duration. There were no Corporation financial instruments measured at fair value on a recurring basis at September 30, 2015 . The Corporation financial instruments measured at fair value on a recurring basis at September 30, 2014 were as follows: Fair Value Carrying Amount Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Note payable to related parties – Former SAE common stockholders: Balance at December 31, 2013 $ 12,406 $ — $ — $ 12,406 Realized loss 5,094 — — 5,094 Repayment of notes (17,500 ) — — (17,500 ) Balance at September 30, 2014 $ — $ — $ — $ — At June 30, 2014, the fair value of notes payable to Former SAE stockholders was derived based on a probability weighted approach including consideration of the risk of refinancing, resulting in an unrealized loss of $5,094 reported under change in fair value of notes payable to Former SAE stockholders for the nine months ended September 30, 2014 . On July 2, 2014 , the notes payable to Former SAE stockholders were refinanced, resulting in their repayment and termination, and the realization of the loss previously recorded. From inception of the note through March 31, 2014 , the fair value of note payable to related parties – Former SAE stockholders was derived using the net present value of expected cash flow discounted using a rate based on yield curves for similar U.S. Dollar debt instruments adjusted for the specific terms of the note payable to related parties – Former SAE stockholders and other factors such as the Corporation’s own cost of capital in recent financing transactions. The Corporation financial instruments not recorded at fair value consist of the Notes. The senior secured notes were issued on July 2, 2014 , and exchanged for the Notes on June 19, 2015. At September 30, 2015 , the carrying value of the Notes was $140,000 and the estimated fair value was $106,050 . The fair value is determined by a market approach using dealer quoted period-end bond prices. This instrument is classified as Level 2 as valuation inputs for fair value measurements are dealer quoted market prices at September 30, 2015 obtained from independent third party sources. However, no assurance can be given that the fair value would be the amount realized in an active market exchange. The Corporation's non-financial assets include goodwill, property and equipment, and other intangible assets, which are classified as Level 3 assets. These assets are measured at fair value on a nonrecurring basis as part of the Corporation's impairment assessments and as circumstances require. Goodwill is subjected to an annual review for impairment or more frequently as required. |
NONCONTROLLING INTEREST
NONCONTROLLING INTEREST | 9 Months Ended |
Sep. 30, 2015 | |
Noncontrolling Interest [Abstract] | |
NONCONTROLLING INTEREST | NONCONTROLLING INTEREST Effective November 19, 2012 , an agreement was entered into between a subsidiary of the Corporation and Kuukpik Corporation (“Kuukpik”) to form a separate legal entity (“Joint Venture”) for the purpose of performing contracts for the acquisition and development of geophysical and seismic data and for geophysical and seismic services and any and all related work anywhere on the North Slope of Alaska (onshore or offshore) for a period of five years . The Corporation's and Kuukpik’s percentage ownership interests in the Joint Venture are 49.0% and 51.0% , respectively. The sole source of revenue of the Joint Venture is contracts performed by the Corporation. Pre-award costs incurred on potential contracts by Kuukpik and the Corporation are absorbed by each party and not by the Joint Venture. The Joint Venture receives 10% of gross revenues of all North Slope of Alaska contracts performed by the Corporation, which is distributed to Kuukpik and the Corporation based on their relative ownership percentages. Risk of loss on a contract, including credit risk, is the Corporation's sole responsibility. Based on its power to influence the significant business activities of the Joint Venture and its responsibility to absorb contract losses, the Corporation was determined to be the primary beneficiary under GAAP and as such consolidates the Joint Venture. The results of the Joint Venture are combined with the Corporation and all intercompany transactions are eliminated upon consolidation. Amounts reflected for the Joint Venture in the unaudited condensed consolidated financial statements consist of the balances reported under net income attributable to noncontrolling interest for the three and nine month periods ended September 30, 2015 and 2014 and noncontrolling interest on the September 30, 2015 and December 31, 2014 balance sheets. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES The Corporation is involved in various legal proceedings involving contractual and employment relationships, liability claims, and a variety of other matters. The outcome of these legal proceedings and other matters is not expected to have, either individually or in the aggregate, a material adverse effect on the Corporation’s financial position, results of operations, or cash flows. |
DESCRIPTION OF THE BUSINESS A19
DESCRIPTION OF THE BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited interim condensed consolidated financial statements of the Corporation as of September 30, 2015 and for the three and nine months ended September 30, 2015 and 2014 included herein, have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The year-end condensed consolidated balance sheet data was derived from the audited financial statements as of December 31, 2014 . Although the financial statements and related information included herein have been prepared without audit, and certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, the Corporation believes that the note disclosures are adequate to make the information presented not misleading. These unaudited condensed consolidated financial statements should be read in conjunction with the Corporation’s audited consolidated financial statements and the notes thereto included in the Corporation's 2014 Annual Report on Form 10-K. In the opinion of management, the unaudited interim financial statements included herein reflect all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the Corporation’s financial position, results of operations, and cash flows for the periods presented. The results of operations for interim periods are not necessarily indicative of the results expected for the full year or any future period. |
Reclassifications | Certain amounts in the condensed consolidated balance sheet as of December 31, 2014 , the condensed consolidated statements of operations for the three and nine months ended September 30, 2014 and the condensed consolidated statement of cash flows for the nine months ended September 30, 2014 presented herein have been reclassified to conform to the current period presentation. These reclassifications had no effect on financial position, net income (loss), stockholders' deficit, or cash flows. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014 , the Financial Accounting Standards Board ("FASB") issued new guidance intended to change the criteria for recognition of revenue. The new guidance establishes a single revenue recognition model for all contracts with customers, eliminates industry specific requirements and expands disclosure requirements. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, an entity should apply the following five steps: (1) identify contracts with customers, (2) identify the performance obligations in the contracts, (3) determine the transaction price, (4) allocate the transaction price to the performance obligation in the contract, and (5) recognize revenue as the entity satisfies performance obligations. The new guidance is effective for annual reporting periods beginning after December 15, 2017 , including interim periods within that reporting period. Early application is permitted for annual reporting periods beginning after December 15, 2016 , including interim periods within that reporting period. The Corporation is currently evaluating what impact adoption of this guidance would have on its financial position, results of operations, cash flows and disclosures. In April 2015, the FASB issued new guidance which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. The new guidance does not affect the recognition and measurement of debt issuance costs. Therefore, the amortization of such costs will continue to be calculated using the interest method and be reported as interest expense. The new guidance does not specifically address, and therefore does not affect, the balance sheet presentation of debt issuance costs for revolving debt arrangements. The new guidance is effective for financial statements issued in fiscal years beginning after December 15, 2015 , and will be applied on a retrospective basis. Early adoption is permitted for financial statements that have not been previously issued. Upon adoption of the new guidance, the Corporation will report its unamortized deferred loan issuance costs on the senior secured notes as a reduction of the associated debt liability rather than as assets, resulting in an equal reduction in the Corporation's total assets and total liabilities compared to the prior presentation. The amount of Corporation deferred loan issuance costs on the senior secured notes, net of amortization, was $4,683 and $6,022 at September 30, 2015 and December 31, 2014 , respectively. The adoption of the new guidance will have no effect on the Corporation's stockholders' deficit, results of operations, or cash flows. |
Earnings Per Share | EARNINGS PER SHARE Basic income (loss) per share is computed by dividing net income (loss) attributable to the Corporation by the weighted average number of common shares outstanding during each period. Diluted income (loss) per share is computed by dividing net income attributable to the Corporation by the sum of the weighted-average number of shares outstanding during each period and the dilutive potential common shares outstanding during the period determined under the treasury stock method. In loss periods, basic net loss and diluted net loss are the same since the effect of potential common shares is anti-dilutive and therefore excluded. Dilutive potential common shares consist of shares issuable upon (i) the vesting of restricted stock, (ii) the exercising of warrants at average market prices greater than their exercise prices, and (iii) the exercising of stock options at average market prices greater than their exercise prices. Under the treasury stock method, dilutive potential common shares are determined based on the assumed exercise of dilutive restricted stock, stock options and warrants less the number of treasury shares assumed to be purchased from the amount that must be paid to exercise stock options, the amount of compensation expense for future service that has not yet been recognized for restricted stock and stock options, and the amount of tax benefits that will be recorded in additional paid-in capital when the dilutive awards become deductible. |
Share-based Compensation Arrangements | The Corporation records the grant date fair value of share-based compensation arrangements as compensation cost using a straight-line method over the requisite service period for each separately vesting tranche of an award. The amount of share-based compensation cost recognized during a period is based on the value of the awards that are ultimately expected to vest. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Corporation updates its forfeiture rate annually. |
Fair Value of Financial Instruments | The Corporation has certain assets and liabilities that are required to be measured and disclosed at fair value in accordance with GAAP. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. When an asset or liability is required to be measured at fair value, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs using a fair value hierarchy as follows: Level 1: Observable inputs such as quoted prices for identical assets or liabilities in active markets. Level 2: Observable inputs other than quoted prices that are directly or indirectly observable for the asset or liability, including quoted prices for similar assets or liabilities in active markets; quoted prices for similar or identical assets or liabilities in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions. Measurement is based on prices or valuation models requiring inputs that are both significant to the fair value measurement and supported by little or no market activity. The carrying amount of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, accrued liabilities and equipment note payable are a reasonable estimate of their fair values due to their short duration. |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted net income (loss) per share | The computation of basic and diluted net income (loss) per share is as follows: Three Months Ended Nine Months Ended Net Loss Attributable to the Corporation Shares Per Share Net Income (Loss) Attributable to the Corporation Shares Per Share September 30, 2015: Basic income (loss) per share $ (109 ) 15,799,574 $ (0.01 ) $ 3,158 15,218,069 $ 0.21 Effect of dilutive unvested restricted stock unit awards — — — — 2,836 — Diluted income (loss) per share $ (109 ) 15,799,574 $ (0.01 ) $ 3,158 15,220,905 $ 0.21 September 30, 2014: Basic loss per share $ (23,408 ) 14,870,549 $ (1.57 ) $ (22,856 ) 14,632,888 $ (1.56 ) Warrant exchange (Note 7) — — — — — — Diluted loss per share $ (23,408 ) 14,870,549 $ (1.57 ) $ (22,856 ) 14,632,888 $ (1.56 ) |
DETAIL OF SELECTED BALANCE SH21
DETAIL OF SELECTED BALANCE SHEET ACCOUNTS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of accounts receivable | Accounts receivable is comprised of the following: September 30, 2015 December 31, 2014 Accounts receivable $ 66,525 $ 73,584 Less allowance for doubtful accounts — — Accounts receivable, net $ 66,525 $ 73,584 |
Schedule of prepaid expenses | Prepaid expenses are comprised of the following: September 30, 2015 December 31, 2014 Prepaid taxes $ 1,546 $ 13,244 Deposits 200 868 Other prepaid expenses 2,131 2,925 Total prepaid expenses $ 3,877 $ 17,037 |
Schedule of property and equipment | Property and equipment is comprised of the following: September 30, 2015 December 31, 2014 Property and equipment $ 123,124 $ 123,208 Less accumulated depreciation and amortization (57,147 ) (46,112 ) Property and equipment, net $ 65,977 $ 77,096 |
Schedule of intangible assets | Intangible assets are comprised of the following: September 30, 2015 December 31, 2014 Intangible assets $ 1,356 $ 1,491 Less accumulated amortization (516 ) (441 ) Intangible assets, net $ 840 $ 1,050 |
Schedule of accrued liabilities | Accrued liabilities are comprised of the following: September 30, 2015 December 31, 2014 Accrued payroll liabilities $ 4,095 $ 8,652 Accrued interest 3,197 7,489 Other accrued liabilities 4,134 3,413 Total accrued liabilities $ 11,426 $ 19,554 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of notes payable | Notes payable outstanding were as follows: September 30, 2015 December 31, 2014 Senior secured notes $ 140,000 $ 150,000 Equipment note payable 426 1,654 Total notes payable outstanding 140,426 151,654 Less current portion of equipment notes payable 426 1,654 Total long-term portion of notes payable $ 140,000 $ 150,000 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of share-based compensation expense | Share-based compensation expense for stock option and restricted stock unit awards recognized for the three and nine months ended September 30, 2015 and 2014 was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Cost of services $ — $ — $ — $ — Selling, general and administrative expenses 668 — 675 — Total share-based compensation expense 668 — 675 — Income tax benefit 234 — 236 — Decrease in net income $ 434 $ — $ 439 $ — Decrease in net income per share: Basic $ 0.03 $ — $ 0.03 $ — Diluted $ 0.03 $ — $ 0.03 $ — |
Summary of stock option activity | A summary of stock option activity for the nine months ended September 30, 2015 was as follows: Number of Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding at December 31, 2014 — $ — — $ — Granted 241,642 $ 1.49 9.75 Exercised — $ — — Forfeited — $ — — Expired — $ — — Outstanding at September 30, 2015 241,642 $ 1.49 9.75 $ — Exercisable at September 30, 2015 80,548 $ 1.49 9.75 $ — |
Schedule of valuation assumptions | The Corporation computed the fair value of each stock option on the date of grant, June 29, 2015, using the Black-Scholes option pricing model based on the following assumptions: 2015 Expected volatility 52.3% Expected lives (in years) 5.5 Risk-free interest rate 1.8% Expected dividend yield —% |
Summary of restricted stock units activity | A summary of restricted stock units activity for the nine months ended September 30, 2015 was as follows: Number of Shares Weighted Average Grant Date Fair Value Nonvested at December 31, 2014 — $ — Granted 326,117 $ 3.40 Vested (108,703 ) $ 3.40 Forfeited — $ — Nonvested at September 30, 2015 217,414 $ 3.40 |
FAIR VALUE OF FINANCIAL INSTR24
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Financial instruments measured at fair value on a recurring basis | The Corporation financial instruments measured at fair value on a recurring basis at September 30, 2014 were as follows: Fair Value Carrying Amount Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Note payable to related parties – Former SAE common stockholders: Balance at December 31, 2013 $ 12,406 $ — $ — $ 12,406 Realized loss 5,094 — — 5,094 Repayment of notes (17,500 ) — — (17,500 ) Balance at September 30, 2014 $ — $ — $ — $ — |
DESCRIPTION OF THE BUSINESS A25
DESCRIPTION OF THE BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) $ in Thousands | Sep. 30, 2015USD ($)channel | Dec. 31, 2014USD ($) |
Gas and Oil Acreage [Line Items] | ||
Deferred loan issuance costs, net of amortization | $ 5,274 | $ 6,826 |
Senior secured notes | Senior Secured Notes | ||
Gas and Oil Acreage [Line Items] | ||
Deferred loan issuance costs, net of amortization | $ 4,683 | $ 6,022 |
Foreign Countries | ||
Gas and Oil Acreage [Line Items] | ||
Number of land and marine channels | channel | 29,500 |
EARNINGS PER SHARE - Earnings p
EARNINGS PER SHARE - Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Net Income (Loss) Attributable to the Corporation | ||||
Basic income (loss) per share | $ (109) | $ (23,408) | $ 3,158 | $ (22,856) |
Effect of dilutive securities | 0 | 0 | 0 | 0 |
Diluted income (loss) per share | $ (109) | $ (23,408) | $ 3,158 | $ (22,856) |
Shares | ||||
Basic income (loss) per share (in shares) | 15,799,574 | 14,870,549 | 15,218,069 | 14,632,888 |
Effect of dilutive securities (in shares) | 0 | 0 | 2,836 | 0 |
Diluted income (loss) per share (in shares) | 15,799,574 | 14,870,549 | 15,220,905 | 14,632,888 |
Basic income (loss) per share (usd per share) | $ (0.01) | $ (1.57) | $ 0.21 | $ (1.56) |
Diluted income (loss) per share (usd per share) | $ (0.01) | $ (1.57) | $ 0.21 | $ (1.56) |
EARNINGS PER SHARE - Additional
EARNINGS PER SHARE - Additional Information (Details) - $ / shares | Jun. 29, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Warrant exercise price (usd per share) | $ 12 | $ 12 | $ 12 | $ 12 | |
Option exercise price (usd per share) | $ 1.49 | ||||
Warrant | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive securities excluded from the calculation of diluted net income (loss) per share (in shares) | 581,807 | 581,807 | 581,807 | 581,807 | |
Option | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive securities excluded from the calculation of diluted net income (loss) per share (in shares) | 241,642 | 241,642 | |||
Restricted stock units | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive securities excluded from the calculation of diluted net income (loss) per share (in shares) | 8,509 | ||||
2013 Long-Term Incentive Compensation Plan | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Option exercise price (usd per share) | $ 4.12 | $ 4.12 | $ 4.12 |
DETAIL OF SELECTED BALANCE SH28
DETAIL OF SELECTED BALANCE SHEET ACCOUNTS - Accounts Receivable (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accounts receivable | $ 66,525 | $ 73,584 |
Less allowance for doubtful accounts | 0 | 0 |
Accounts receivable, net | $ 66,525 | $ 73,584 |
DETAIL OF SELECTED BALANCE SH29
DETAIL OF SELECTED BALANCE SHEET ACCOUNTS - Prepaid Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid taxes | $ 1,546 | $ 13,244 |
Deposits | 200 | 868 |
Other prepaid expenses | 2,131 | 2,925 |
Total prepaid expenses | $ 3,877 | $ 17,037 |
DETAIL OF SELECTED BALANCE SH30
DETAIL OF SELECTED BALANCE SHEET ACCOUNTS - Property and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Property and equipment | $ 123,124 | $ 123,208 |
Less accumulated depreciation and amortization | (57,147) | (46,112) |
Property and equipment, net | $ 65,977 | $ 77,096 |
DETAIL OF SELECTED BALANCE SH31
DETAIL OF SELECTED BALANCE SHEET ACCOUNTS - Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Intangible assets | $ 1,356 | $ 1,491 |
Less accumulated amortization | (516) | (441) |
Intangible assets, net | $ 840 | $ 1,050 |
DETAIL OF SELECTED BALANCE SH32
DETAIL OF SELECTED BALANCE SHEET ACCOUNTS - Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued payroll liabilities | $ 4,095 | $ 8,652 |
Accrued interest | 3,197 | 7,489 |
Other accrued liabilities | 4,134 | 3,413 |
Total accrued liabilities | $ 11,426 | $ 19,554 |
REVOLVING CREDIT FACILITY (Deta
REVOLVING CREDIT FACILITY (Details) - Line of credit - USD ($) | Nov. 06, 2014 | Sep. 30, 2015 | Dec. 31, 2014 |
Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 20,000,000 | ||
Ending interest rate | 3.33% | 3.26% | |
Unused capacity fee, percentage | 0.50% | ||
Line of credit facility, benchmark subject to minimum monthly EBITDA requirements | $ 5,000,000 | ||
Credit Facility | State of Alaska | |||
Line of Credit Facility [Line Items] | |||
Line of credit facility, monthly EBITDA requirements | 8,000,000 | ||
Credit Facility | Borrowing base availability | |||
Line of Credit Facility [Line Items] | |||
Concentration risk, benchmark | $ 20,000,000 | ||
Credit Facility | Borrowing base availability | Accounts receivable | |||
Line of Credit Facility [Line Items] | |||
Concentration risk, percentage | 85.00% | ||
Credit Facility | Borrowing base availability | Equipment | |||
Line of Credit Facility [Line Items] | |||
Concentration risk, percentage | 85.00% | ||
Credit Facility | Borrowing base availability | Equipment | State of Alaska | |||
Line of Credit Facility [Line Items] | |||
Concentration risk, percentage | 75.00% | ||
Credit Facility | Minimum | |||
Line of Credit Facility [Line Items] | |||
Line of credit facility, monthly EBITDA requirements | $ 17,000,000 | ||
Credit Facility | Maximum | |||
Line of Credit Facility [Line Items] | |||
Line of credit facility, monthly EBITDA requirements | 20,000,000 | ||
Credit Facility | LIBOR | |||
Line of Credit Facility [Line Items] | |||
Description of variable rate basis | three month LIBOR | ||
Basis spread on variable rate | 3.00% | ||
Accordion Feature | Minimum | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | 1,000,000 | ||
Accordion Feature | Maximum | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | 10,000,000 | ||
Sub-Facility | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 10,000,000 | ||
Letter of Credit | |||
Line of Credit Facility [Line Items] | |||
Unused capacity fee, percentage | 3.00% | ||
Letters of credit outstanding | $ 100,000 | $ 0 |
NOTES PAYABLE - Schedule of Not
NOTES PAYABLE - Schedule of Notes Payable (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Disclosure [Abstract] | ||
Senior secured notes | $ 140,000 | $ 150,000 |
Equipment note payable | 426 | 1,654 |
Total notes payable outstanding | 140,426 | 151,654 |
Less current portion of equipment notes payable | 426 | 1,654 |
Total long-term portion of notes payable | $ 140,000 | $ 150,000 |
NOTES PAYABLE - Senior Secured
NOTES PAYABLE - Senior Secured Notes (Details) - USD ($) | Aug. 27, 2015 | Aug. 26, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Jul. 02, 2014 |
Debt Instrument [Line Items] | |||||||
Gain (loss) on early extinguishment of debt | $ 3,014,000 | $ (17,157,000) | $ 3,014,000 | $ (17,157,000) | |||
Senior secured notes | Fidelity Management & Research Company | |||||||
Debt Instrument [Line Items] | |||||||
Gain (loss) on early extinguishment of debt | 3,014,000 | 3,014,000 | |||||
Legal fees | 41,000 | 41,000 | |||||
Extinguishment of debt | $ 10,000,000 | ||||||
Shares issued for debt conversion | 2,366,307 | ||||||
Debt conversion | $ 6,602,000 | ||||||
Weighted average share price | $ 2.79 | ||||||
Unamortized deferred loan issuance costs | $ 343,000 | $ 343,000 | |||||
Senior Secured Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt, face amount | $ 150,000,000 | ||||||
Stated interest rate | 10.00% | ||||||
2012 Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Gain (loss) on early extinguishment of debt | (17,157,000) | 17,157,000 | |||||
Prepayment penalty | 8,877,000 | 8,877,000 | |||||
Write-off unamortized loan discount and issuance costs | 7,983,000 | 7,983,000 | |||||
Legal fees | $ 297,000 | $ 297,000 |
NOTES PAYABLE - Equipment Note
NOTES PAYABLE - Equipment Note Payable (Details) - USD ($) | 1 Months Ended | 9 Months Ended | ||
Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Nov. 18, 2014 | |
Short-term Debt [Line Items] | ||||
Payments of notes payable | $ 1,228,000 | $ 99,659,000 | ||
Notes Payable | Equipment Note Payable | ||||
Short-term Debt [Line Items] | ||||
Debt, face amount | $ 1,838,000 | |||
Stated interest rate | 8.00% | |||
Payments of notes payable | $ 184,000 | |||
Monthly principal and interest payments | $ 144,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | 19.10% | (9.70%) | 17.40% | (36.60%) |
Federal statutory corporate rate | 35.00% | 35.00% | 35.00% | 35.00% |
STOCKHOLDERS' EQUITY - Preferre
STOCKHOLDERS' EQUITY - Preferred Stock and Common Stock (Details) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Equity [Abstract] | ||
Preferred Stock, authorized shares | 1,000,000 | |
Preferred Stock, par value (usd per share) | $ 0.0001 | |
Common Stock, authorized shares | 55,000,000 | 55,000,000 |
Common Stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common Stock, issued shares | 17,367,673 | 14,922,497 |
STOCKHOLDERS' EQUITY - Warrants
STOCKHOLDERS' EQUITY - Warrants (Details) - $ / shares | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Jan. 08, 2014 | Dec. 31, 2011 | |
Class of Warrant or Right [Line Items] | ||||
Number of securities called by warrants (in shares) | 14,000,000 | |||
Warrant exercise price (usd per share) | $ 12 | $ 12 | ||
Redemption price of warrants (usd per share) | $ 0.01 | |||
Number of trading days | 20 days | |||
Consecutive trading day period | 30 days | |||
Merger agreement | ||||
Class of Warrant or Right [Line Items] | ||||
Warrant exercise price (usd per share) | $ 12 | |||
Redemption price of warrants (usd per share) | $ 15 | |||
Trio Merger Corp. | ||||
Class of Warrant or Right [Line Items] | ||||
Number of warrants outstanding (in shares) | 581,807 |
STOCKHOLDERS' EQUITY - Common S
STOCKHOLDERS' EQUITY - Common Stock Held in Escrow in Connection with Merger (Details) - Merger agreement - shares | Jun. 24, 2013 | Sep. 30, 2015 |
Business Acquisition [Line Items] | ||
Number of common stock shares deposited in escrow (in shares) | 545,635 | 272,817 |
Common stock, shares in escrow, period after 2015 10-K filed | 30 days | |
Contingent pending conversion or exercise of derivative securities | ||
Business Acquisition [Line Items] | ||
Number of common stock shares deposited in escrow (in shares) | 25,890 |
SHARE-BASED COMPENSATION - Non-
SHARE-BASED COMPENSATION - Non-Employee Director Share Incentive Plan (Details) - 2013 Non-Employee Director Plan 2013 | Sep. 30, 2015shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares authorized (in shares) | 400,000 |
Share-based compensation, number of shares remaining for issuance (in shares) | 321,980 |
SHARE-BASED COMPENSATION - 2013
SHARE-BASED COMPENSATION - 2013 Long-Term Incentive Compensation Plan (Details) - $ / shares | Jun. 29, 2015 | Sep. 30, 2015 | Sep. 30, 2015 | Jun. 21, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options granted in period (in shares) | 241,642 | |||
Option exercise price (usd per share) | $ 1.49 | |||
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock granted in period (in shares) | 326,117 | |||
2013 Long-Term Incentive Compensation Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (in shares) | 792,513 | |||
Options granted in period (in shares) | 241,642 | |||
Option exercise price (usd per share) | $ 4.12 | $ 4.12 | $ 4.12 | |
Share-based compensation, number of shares remaining for issuance (in shares) | 224,754 | 224,754 | ||
2013 Long-Term Incentive Compensation Plan | After ninety days | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 33.33% | |||
Vesting period | 90 days | |||
2013 Long-Term Incentive Compensation Plan | After one year | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 33.33% | |||
Vesting period | 1 year | |||
2013 Long-Term Incentive Compensation Plan | After two years | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 33.33% | |||
Vesting period | 2 years | |||
2013 Long-Term Incentive Compensation Plan | Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (in shares) | 396,256 | |||
Restricted stock granted in period (in shares) | 326,117 | |||
Share-based compensation, number of shares remaining for issuance (in shares) | 70,139 | 70,139 |
SHARE-BASED COMPENSATION - Shar
SHARE-BASED COMPENSATION - Share-based compensation expense (Details) - Stock Option and Restricted Stock Unit Awards - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total share-based compensation expense | $ 668 | $ 0 | $ 675 | $ 0 |
Income tax benefit | 234 | 0 | 236 | 0 |
Decrease in net income | $ 434 | $ 0 | $ 439 | $ 0 |
Decrease in net income per share: Basic (usd per share) | $ 0.03 | $ 0 | $ 0.03 | $ 0 |
Decrease in net income per share: Diluted (usd per share) | $ 0.03 | $ 0 | $ 0.03 | $ 0 |
Cost of services | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total share-based compensation expense | $ 0 | $ 0 | $ 0 | $ 0 |
Selling, general and administrative expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total share-based compensation expense | $ 668 | $ 0 | $ 675 | $ 0 |
SHARE-BASED COMPENSATION - Stoc
SHARE-BASED COMPENSATION - Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended |
Sep. 30, 2015 | |
Number of Shares | |
Outstanding at beginning of period (in shares) | 0 |
Granted (in shares) | 241,642 |
Exercised (in shares) | 0 |
Forfeited (in shares) | 0 |
Expired (in shares) | 0 |
Outstanding at end of period (in shares) | 241,642 |
Weighted Average Grant Date Fair Value | |
Outstanding at beginning of period (usd per share) | $ 0 |
Granted (usd per share) | 1.49 |
Exercised (usd per share) | 0 |
Forfeited (usd per share) | 0 |
Expired (usd per share) | 0 |
Outstanding at end of period (usd per share) | $ 1.49 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |
Outstanding, weighted average remaining contractual term | 9 years 9 months |
Outstanding, aggregate intrinsic value | $ 0 |
Exercisable, number of shares outstanding | 80,548 |
Exercisable, weighted average grant date fair value (usd per share) | $ 1.49 |
Exercisable, weighted average remaining contractual term | 9 years 9 months |
Exercisable, aggregate intrinsic value | $ 0 |
Employee Stock Option | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |
Expected volatility (as a percent) | 52.30% |
Expected lives (period) | 5 years 6 months |
Risk-free interest rate | 1.80% |
Expected dividend yield (as a percent) | 0.00% |
Employee Service Share-based Compensation, Aggregate Disclosures [Abstract] | |
Unrecognized compensation expense for unvested stock option awards | $ 194 |
Weighted average vesting period (in years) | 1 year 9 months |
SHARE-BASED COMPENSATION - Rest
SHARE-BASED COMPENSATION - Restricted Stock Units (Details) - Restricted stock units $ / shares in Units, $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($)$ / sharesshares | |
Number of Shares | |
Nonvested at beginning of period (in shares) | 0 |
Granted (in shares) | 326,117 |
Vested (in shares) | (108,703) |
Forfeited (in shares) | 0 |
Nonvested at end of period (in shares) | 217,414 |
Weighted Average Grant Date Fair Value | |
Nonvested at beginning of period (usd per share) | $ / shares | $ 0 |
Granted (usd per share) | $ / shares | 3.40 |
Vested (usd per share) | $ / shares | 3.40 |
Forfeited (usd per share) | $ / shares | 0 |
Nonvested at end of period (usd per share) | $ / shares | $ 3.40 |
Unrecognized compensation expense for unvested restricted stock unit awards | $ | $ 599 |
Weighted average vesting period (in years) | 1 year 9 months |
FAIR VALUE OF FINANCIAL INSTR46
FAIR VALUE OF FINANCIAL INSTRUMENTS - Financial Instruments Measured at Fair Value on a Recurring Basis (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2014USD ($) | |
Note payable to related parties – Former SAE common stockholders: | |
Beginning balance | $ 12,406 |
Realized loss | 5,094 |
Repayment of notes | (17,500) |
Ending Balance | 0 |
Significant Unobservable Inputs (Level 3) | |
Note payable to related parties – Former SAE common stockholders: | |
Beginning balance | 12,406 |
Realized loss | 5,094 |
Repayment of notes | (17,500) |
Ending Balance | $ 0 |
FAIR VALUE OF FINANCIAL INSTR47
FAIR VALUE OF FINANCIAL INSTRUMENTS - Additional Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Realized loss | $ 5,094 | |||
Senior secured notes, carrying value | $ 140,000 | $ 150,000 | ||
Senior secured notes, fair value | $ 0 | $ 12,406 | ||
Senior secured notes | Investor | ||||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Senior secured notes, carrying value | 140,000 | |||
Senior secured notes, fair value | $ 106,050 |
NONCONTROLLING INTEREST (Detail
NONCONTROLLING INTEREST (Details) | 9 Months Ended | |
Sep. 30, 2015 | Nov. 19, 2012 | |
Joint Venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Term of joint venture agreement | 5 years | |
Equity method investment, ownership held | 49.00% | |
Equity method investment, percentage of gross revenues | 10.00% | |
Village Corp | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investment, ownership held | 51.00% |