Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jul. 01, 2017 | Aug. 01, 2017 | |
Document Information [Line Items] | ||
Entity Registrant Name | NV5 Global, Inc. | |
Entity Central Index Key | 1,532,961 | |
Trading Symbol | nvee | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Common Stock, Shares Outstanding (in shares) | 10,755,185 | |
Document Type | 10-Q | |
Document Period End Date | Jul. 1, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Consolidated Balance Sheets (Cu
Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Jul. 01, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 19,492 | $ 35,666 |
Accounts receivable, net of allowance for doubtful accounts of $2,694 and $1,992 as of July 1, 2017 and December 31, 2016, respectively | 104,474 | 75,511 |
Prepaid expenses and other current assets | 3,876 | 1,874 |
Total current assets | 127,842 | 113,051 |
Property and equipment, net | 7,888 | 6,683 |
Intangible assets, net | 71,094 | 40,861 |
Goodwill | 98,536 | 59,380 |
Other assets | 1,163 | 1,511 |
Total Assets | 306,523 | 221,486 |
Current liabilities: | ||
Accounts payable | 18,945 | 13,509 |
Accrued liabilities | 19,453 | 17,316 |
Income taxes payable | 781 | 1,134 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 1,620 | 228 |
Client deposits | 106 | 106 |
Current portion of contingent consideration | 2,549 | 564 |
Current portion of notes payable and other obligations | 11,010 | 10,764 |
Total current liabilities | 54,464 | 43,621 |
Contingent consideration, less current portion | 125 | 1,875 |
Notes payable and other obligations, less current portion | 71,817 | 21,632 |
Deferred income tax liabilities, net | 22,049 | 6,197 |
Total liabilities | 148,455 | 73,325 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value; 5,000,000 shares authorized, no shares issued and outstanding | 0 | 0 |
Common stock, $0.01 par value; 45,000,000 shares authorized, 10,744,736 and 10,566,528 shares issued and outstanding as of July 1, 2017 and December 31, 2016, respectively | 107 | 106 |
Additional paid-in capital | 121,343 | 118,026 |
Retained earnings | 36,618 | 30,029 |
Total stockholders’ equity | 158,068 | 148,161 |
Total liabilities and stockholders’ equity | $ 306,523 | $ 221,486 |
Consolidated Balance Sheets (C3
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands | Jul. 01, 2017 | Dec. 31, 2016 |
Accounts receivable, allowance for doubtful accounts | $ 2,694 | $ 1,992 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 45,000,000 | 45,000,000 |
Common stock, shares issued (in shares) | 10,744,736 | 10,566,528 |
Common stock, shares outstanding (in shares) | 10,744,736 | 10,566,528 |
Consolidated Statements of Net
Consolidated Statements of Net Income and Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2017 | Jun. 30, 2016 | Jul. 01, 2017 | Jun. 30, 2016 | |
Gross revenues | $ 83,736 | $ 55,892 | $ 147,795 | $ 100,797 |
Direct costs (excluding depreciation and amortization): | ||||
Salaries and wages | 25,663 | 18,216 | 47,016 | 33,470 |
Sub-consultant services | 13,106 | 8,809 | 21,056 | 13,392 |
Other direct costs | 3,607 | 2,658 | 6,641 | 4,902 |
Total direct costs | 42,376 | 29,683 | 74,713 | 51,764 |
Gross Profit | 41,360 | 26,209 | 73,082 | 49,033 |
Operating Expenses: | ||||
Salaries and wages, payroll taxes and benefits | 21,110 | 14,038 | 39,757 | 26,479 |
General and administrative | 7,140 | 4,127 | 12,569 | 8,225 |
Facilities and facilities related | 2,991 | 2,016 | 5,615 | 3,737 |
Depreciation and amortization | 3,253 | 1,439 | 5,754 | 2,681 |
Total operating expenses | 34,494 | 21,620 | 63,695 | 41,122 |
Income from operations | 6,866 | 4,589 | 9,387 | 7,911 |
Other expense: | ||||
Interest expense | (279) | (71) | (518) | (140) |
Total other expense | (279) | (71) | (518) | (140) |
Income before income tax expense | 6,587 | 4,518 | 8,869 | 7,771 |
Income tax expense | (2,268) | (1,659) | (2,280) | (2,857) |
Net Income and Comprehensive Income | $ 4,319 | $ 2,859 | $ 6,589 | $ 4,914 |
Earnings per share: | ||||
Basic (in dollars per share) | $ 0.42 | $ 0.33 | $ 0.65 | $ 0.59 |
Diluted (in dollars per share) | $ 0.40 | $ 0.31 | $ 0.61 | $ 0.57 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 10,171,969 | 8,793,471 | 10,127,610 | 8,262,248 |
Diluted (in shares) | 10,723,804 | 9,172,944 | 10,721,744 | 8,640,022 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Equity (Unaudited) - 6 months ended Jul. 01, 2017 - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Dec. 31, 2016 | 10,566,528 | |||
Balance at Dec. 31, 2016 | $ 106 | $ 118,026 | $ 30,029 | $ 148,161 |
Stock compensation | 1,582 | 1,582 | ||
Restricted stock issuance, net (in shares) | 130,016 | |||
Restricted stock issuance, net | $ 1 | (1) | ||
Stock issuance for acquisitions (in shares) | 46,472 | |||
Stock issuance for acquisitions | 1,674 | 1,674 | ||
Payment of contingent consideration with common stock (in shares) | 1,720 | |||
Payment of contingent consideration with common stock | 62 | 62 | ||
Net income | 6,589 | 6,589 | ||
Balance at Jul. 01, 2017 | $ 107 | $ 121,343 | $ 36,618 | $ 158,068 |
Balance (in shares) at Jul. 01, 2017 | 10,744,736 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 01, 2017 | Jun. 30, 2016 | |
Cash Flows From Operating Activities: | ||
Net income | $ 6,589 | $ 4,914 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 5,754 | 2,681 |
Provision for doubtful accounts | 189 | 212 |
Stock compensation | 1,582 | 1,049 |
Change in fair value of contingent consideration | 42 | 87 |
Loss on disposal property and equipment | 2 | |
Excess tax benefit from stock based compensation | (155) | |
Deferred income taxes | 286 | 52 |
Changes in operating assets and liabilities, net of impact of acquisitions: | ||
Accounts receivable | (8,485) | (6,419) |
Prepaid expenses and other assets | (355) | 30 |
Accounts payable | (5) | 3,730 |
Accrued liabilities | (2,106) | 460 |
Income taxes payable | (353) | 52 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 1,392 | (135) |
Client deposits | (44) | 134 |
Net cash provided by operating activities | 4,486 | 6,694 |
Cash Flows From Investing Activities: | ||
Cash paid for acquisitions (net of cash received from acquisitions) | (61,037) | (24,085) |
Purchase of property and equipment | (991) | (428) |
Net cash used in investing activities | (62,028) | (24,513) |
Cash Flows From Financing Activities: | ||
Proceeds from borrowings from Senior Credit Facility | 47,000 | |
Proceeds from secondary offering | 51,319 | |
Payments of secondary offering costs | (4,075) | |
Payments on notes payable | (5,070) | (2,711) |
Payments of contingent consideration | (562) | (296) |
Excess tax benefit from stock based compensation | 155 | |
Proceeds from exercise of unit warrant | 1,008 | |
Net cash provided by financing activities | 41,368 | 45,400 |
Net (decrease) increase in Cash and Cash Equivalents | (16,174) | 27,581 |
Cash and cash equivalents – beginning of period | 35,666 | 23,476 |
Cash and cash equivalents – end of period | 19,492 | 51,057 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 486 | 122 |
Cash paid for income taxes | 2,349 | 2,743 |
Non-cash investing and financing activities: | ||
Contingent consideration (earn-out) | 818 | |
Notes payable and other obligations for acquisitions | 8,950 | 8,833 |
Stock issuance for acquisitions | 1,674 | 875 |
Payment of contingent consideration and other obligations with common stock | $ 62 | $ 163 |
Note 1 - Organization and Natur
Note 1 - Organization and Nature of Business Operations | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block] | Note 1 Business NV5 “NV5 100 NV5 not |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | Note 2 Basis of Presentation and Principles of Consolidation The consolidated financial statements of the Company are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) and have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for reporting of interim financial information. Pursuant to such rules and regulations, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The consolidated financial statements include the accounts of NV5 In the opinion of management, the accompanying unaudited interim consolidated financial statements of the Company contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the financial position and results of operations of the Company as of the dates and for the periods presented. Accordingly, these statements should be read in conjunction with the consolidated financial statements and notes contained in the Company’s Annual Report on Form 10 December 31, 2016. December 31, 2016 not 2017 Fiscal Year Effective March 7, 2017, January 1, 2017, 52/53 December 31st not not 2017, first April 1, 2017, second July 1, 2017, third September 30, 2017, December 30, 2017. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. These estimates and assumptions are based on management’s most recent assessment of underlying facts and circumstances using the most recent information available. Actual results could differ significantly from these estimates and assumptions, and the differences could be material. Estimates and assumptions are evaluated periodically and adjusted when necessary. The more significant estimates affecting amounts reported in the consolidated financial statements relate to the fair value estimates used in accounting for business combinations including the valuation of identifiable intangible assets and contingent consideration, fair value estimates in determining the fair value of the Company’s reporting units for goodwill impairment assessment, revenue recognition on the percentage-of-completion method, allowances for uncollectible accounts and provision for income taxes. Concentration of Credit Risk Trade receivable balances carried by the Company are comprised of accounts from a diverse client base across a broad range of industries and are not 32% 35% six July 1, 2017 June 30, 2016, not 10% six July 1, 2017 June 30, 2016. 55% 71% July 1, 2017 December 31, 2016, Fair Value of Financial Instruments A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three Level 1 Level 2 Level 3 The Company considers cash and cash equivalents, accounts receivable, accounts payable, income taxes payable, accrued liabilities and debt obligations to meet the definition of financial instruments. As of July 1, 2017 December 31, 2016, The Company applies the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 805, Business Combinations third Several factors are considered when determining contingent consideration liabilities as part of the purchase price, including whether (i) the valuation of the acquisitions is not not We review and re-assess the estimated fair value of contingent consideration liabilities on a quarterly basis, and the updated fair value could differ materially from the initial estimates. The Company measures contingent consideration recognized in connection with business combinations at fair value on a recurring basis using significant unobservable inputs classified within Level 3, 10 Goodwill and Intangible Assets Goodwill is the excess of consideration paid for an acquired entity over the amounts assigned to assets acquired, including other identifiable intangible assets and liabilities assumed in a business combination. To determine the amount of goodwill resulting from a business combination, the Company performs an assessment to determine the acquisition date fair value of the acquired company’s tangible and identifiable intangible assets and liabilities. Goodwill is required to be evaluated for impairment on an annual basis or whenever events or changes in circumstances indicate the asset may first not two two NV5 August 1 Identifiable intangible assets primarily include customer backlog, customer relationships, trade names and non-compete agreements. Amortizable intangible assets are amortized on a straight-line basis over their estimated useful lives and reviewed for impairment whenever events or changes in circumstances indicate that the assets may no not See Note 7 Earnings per Share Basic earnings per share is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the Company. In accordance with the FASB ASC 260, Earnings per Share not three six July 1, 2017 June 30, 2016 536,489 495,042 2010. not three six July 1, 2017 June 30, 2016 three six July 1, 2017 June 30, 2016, no The following table represents a reconciliation of the net income and weighted average shares outstanding for the calculation of basic and diluted earnings per share for the three six July 1, 2017 June 30, 2016: Three Months Ended Six Months Ended July 1, June 30, July 1, June 30, 2017 2016 2017 2016 Numerator: Net income – basic and diluted $ 4,319 $ 2,859 $ 6,589 $ 4,914 Denominator: Basic weighted average shares outstanding 10,171,969 8,793,471 10,127,610 8,262,248 Effect of dilutive non-vested restricted shares and units 266,242 224,892 300,339 211,549 Effect of issuable shares related to acquisitions 173,929 55,081 182,673 31,921 Effect of warrants 111,664 99,500 111,122 134,304 Diluted weighted average shares outstanding 10,723,804 9,172,944 10,721,744 8,640,022 |
Note 3 - Recent Accounting Pron
Note 3 - Recent Accounting Pronouncements | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | Note 3 In January 2017, 2017 04, Intangibles-Goodwill and Other (Topic 350 2 2020 January 1, 2017. 2017 04 In August 2016, 2016 15, Statement of Cash Flows (Topic 230 2018. 2016 15 In March 2016, 2016 09, Compensation – Stock Compensation: Improvements to Employee Share-Based Payment Accounting. 2016 09 2016 09 January 1, 2017 $860 six July 1, 2017. ASU 2016 09 In February 2016, 2016 02, Leases 2016 02 December 15, 2018. We are currently evaluating the requirements of ASU 2016 02 In May 2014, 2014 09, Revenue from Contracts with Customers. December 15, 2016 may July 2015, one December 31, 2017 not December 15, 2016. 2014 09 first December 31, 2018. the impact of adopting ASU 2014 09 |
Note 4 - Business Acquisitions
Note 4 - Business Acquisitions | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | Note 4 On June 6, 2017, $22,500, $15,000 $5,500 3.0% four $1,375, third fourth June 6, 2017 ( 9 $667 18,072 $1,333 two first second June 6, 2017. third not fourth 2017. On May 4, 2017, $2,200 $1,000 $600 3.0% four $150, third fourth May 4, 2017, 9 $100 2,628 $500 2017. four $125, third fourth May 4, 2017. $500 $405, third not fourth 2017. On May 1, 2017, The purchase price of this acquisition is up to $4,940 $2,690 $2,200 3.0% four $550, third fourth May 1, 2017, 9 $17 441 $33 two first second May 1, 2017. $2,200 $550, 2017. $550 $413, In order to ultimately determine the fair values of tangible and intangible assets acquired and liabilities assumed for Lochrane, we engaged a third not fourth 2017. On April 14, 2017, $42,000, third not fourth 2017. On May 20, 2016, $20,000 $10,000 $6,000 3.5% four $1,500, third fourth May 20, 2016, 9 $1,000 36,261 $3,000 three $1,000, second third May 20, 2016. On February 1, 2016, $14,000 The following table summarizes the fair values of the assets acquired and liabilities assumed as of the acquisition dates for the acquisitions closed during 2017 2016: July 1, December 31, 2017 2016 Cash $ 313 $ 128 Accounts receivable 20,667 20,221 Property and equipment 1,468 4,301 Prepaid expenses 968 1,336 Other assets 332 841 Intangible assets: Customer relationships 29,762 26,188 Trade name 2,182 1,922 Customer backlog 1,087 3,898 Non-compete 1,703 1,259 Favorable (unfavorable) lease - (225 ) Total Assets 58,482 59,869 Liabilities (11,378 ) (12,250 ) Deferred tax liabilities (15,567 ) (7,892 ) Net assets acquired 31,537 39,727 Consideration paid (Cash, Notes and/or stock) 71,013 76,011 Contingent earn-out liability (Cash and stock) 818 1,417 Total Consideration 71,831 77,428 Excess consideration over the amounts assigned to the net assets acquired (Goodwill) $ 40,294 $ 37,701 Goodwill was recorded based on the amount by which the purchase price exceeded the fair value of the net assets acquired and the amount is attributable to the reputation of the business acquired, the workforce in place and the synergies to be achieved from these acquisitions. Goodwill acquired of $2,555 $0 six July 1, 2017 June 30, 2016, $37,739 $15,199 six July 1, 2017 June 30, 2016, $1,338 $15,199 six July 1, 2017 June 30, 2016, The consolidated financial statements of the Company for the three six July 1, 2017 2017 July 1, 2017. three six July 1, 2017, $14,208 $2,941. three six June 30, 2016 2016 June 30, 2016. three six June 30, 2016, $9,662 $15,117, $1,021 $1,452, three six July 1, 2017 $439 $577, The following table presents the unaudited, pro forma consolidated results of operations (in thousands, except per share amounts) for the three six July 1, 2017 January 1, 2016. not January 1, 2016; Three Months Ended Six Months Ended July 1, June 30, July 1, June 30, 2017 2016 2017 2016 Gross revenues $ 91,365 $ 77,255 $ 171,233 $ 143,608 Net income $ 4,580 $ 4,496 $ 7,629 $ 7,222 Basic earnings per share $ 0.45 $ 0.52 $ 0.75 $ 0.87 Diluted earnings per share $ 0.43 $ 0.50 $ 0.71 $ 0.82 The Company has determined the supplemental disclosures pursuant to ASC 805 10 502h, not |
Note 5 - Accounts Receivable, N
Note 5 - Accounts Receivable, Net | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | Note 5 Accounts receivable, net, consists of the following: July 1, December 31, 2017 2016 Billed $ 76,107 $ 53,756 Unbilled 30,531 23,237 Contract retentions 530 510 107,168 77,503 Less: allowance for doubtful accounts (2,694 ) (1,992 ) Accounts receivable, net $ 104,474 $ 75,511 Billed accounts receivable represents amounts billed to clients that remain uncollected as of the balance sheet date. Unbilled accounts receivable represents recognized amounts pending billing pursuant to contract terms or accounts billed after period end, and are expected to be billed and collected within the next 12 |
Note 6 - Property and Equipment
Note 6 - Property and Equipment, Net | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | Note 6 Property and equipment, net, consists of the following: July 1, December 31, 2017 2016 Office furniture and equipment $ 1,436 $ 1,329 Computer equipment 8,211 6,808 Survey and field equipment 1,935 1,426 Leasehold improvements 1,590 1,583 13,172 11,146 Accumulated depreciation (5,284 ) (4,463 ) Property and equipment – net $ 7,888 $ 6,683 Depreciation expense was $683 $1,254 three six July 1, 2017, $414 $792 three six June 30, 2016, |
Note 7 - Goodwill and Intangibl
Note 7 - Goodwill and Intangible Assets | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | Note 7 Goodwill On August 1, 2016, not not August 1, 2016. no August 2, 2016 July 1, 2017. The table set forth below shows the change in goodwill during the six July 1, 2017 December 31, 2016: July 1, December 31, 2017 2016 Balance as of the beginning of the year $ 59,380 $ 21,679 Acquisitions 40,294 37,701 Reduction from working capital proceeds (1,138 ) - Balance as of the end of the period $ 98,536 $ 59,380 During the six July 1, 2017, $1,138. Intangible Assets Intangible assets, net, as of July 1, 2017 December 31, 2016 July 1, 2017 December 31, 2016 Gross Carrying Amount Accumulated Amortization Net Amount Gross Carrying Amount Accumulated Amortization Net Amount Customer relationships $ 68,562 $ (8,052 ) $ 60,510 $ 38,801 $ (5,746 ) $ 33,055 Trade name 6,367 (3,863 ) 2,504 4,185 (2,746 ) 1,439 Customer backlog 7,694 (3,043 ) 4,651 6,607 (2,284 ) 4,323 Favorable lease 553 (122 ) 431 553 (158 ) 395 Non-compete 4,249 (1,251 ) 2,998 2,546 (897 ) 1,649 Total $ 87,425 $ (16,331 ) $ 71,094 $ 52,692 $ (11,831 ) $ 40,861 Trade names are amortized on a straight-line basis over their estimated lives ranging from 1 3 1 9 4 5 9 Amortization expense was $2,569 $4,500 three six July 1, 2017, $1,025 $1,889 three six June 30, 2016, As of July 1, 2017, Period ending July 1, 2018 $ 10,861 2019 9,445 2020 7,618 2021 6,963 2022 6,643 Thereafter 29,564 Total $ 71,094 |
Note 8 - Accrued Liabilities
Note 8 - Accrued Liabilities | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
Accrued Liabilities Disclosure [Text Block] | Note 8 Accrued liabilities consist of the following: July 1, December 31, 2017 2016 Deferred rent $ 670 $ 696 Payroll and related taxes 5,909 4,518 Professional liability reserve 202 190 Benefits 4,329 1,673 Accrued vacation 6,573 5,327 Unreognized tax benefits 770 770 Other 1,000 4,142 Total $ 19,453 $ 17,316 |
Note 9 - Notes Payable and Othe
Note 9 - Notes Payable and Other Obligations | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 9 Notes payable and other obligations consists of the following: July 1, December 31, 2017 2016 Senior Credit Facility $ 47,000 $ - Note Payable 40 278 Other Obligations 6,313 6,047 Uncollateralized promisory notes 29,474 26,071 Total Notes Payable and Other Obligations 82,827 32,396 Current portion of notes payable and other obligations (11,010 ) (10,764 ) Notes payable and other obligations, less current portion $ 71,817 $ 21,632 Senior Credit Facility On December 7, 2016, five $80,000 $60,000. $5,000 $15,000 Borrowings under the Credit Agreement are at variable rates which are, at our option, tied to a Eurocurrency rate equal to LIBOR (London Interbank Offered Rate) plus an applicable rate or a base rate denominated in U.S. dollars. Interest rates are subject to change based on our Consolidated Senior Leverage Ratio (as defined in the Credit Agreement). The Senior Credit Facility contains certain financial covenants, including a maximum leverage ratio of 3.0:1 1.20:1. July 1, 2017 December 31, 2016, July 1, 2017 December 31, 2016, $47,000 $0, Note Payable The note held by the seller of Nolte Associates Inc. (the “Nolte Note”) is currently outstanding with a maturity date of July 29, 2017. 1%, 7.0%. July 1, 2017 December 31, 2016, 4.25%. $100 July 1, 2017 December 31, 2016, $40 $278, Other Obligations On June 6, 2017, $1,333 two first second June 6, 2017. The outstanding balance of this obligation was $1,333 $0 July 1, 2017 December 31, 2016, On November 30, 2016, $1,200 two $600, first second November 30, 2016. $1,200 July 1, 2017 December 31, 2016. On October 26, 2016, $2,600 two $1,300, first second October 26, 2016. $2,600 July 1, 2017 December 31, 2016. On May 20, 2016, $3,000 three $1,000, second third May 20, 2016. $2,000 $3,000 July 1, 2017 December 31, 2016, Uncollateralized Promissory Notes On June 6, 2017, $5,500 3.0% four $1,375, third fourth June 6, 2017. $5,500 $0 July 1, 2017 December 31, 2016. On May 4, 2017, $600 3.0% four $150, third fourth May 4, 2017, The outstanding balance of the H&K Note was $600 $0 July 1, 2017 December 31, 2016. On May 1, 2017, $2,200 3.0% four $550, third fourth May 1, 2017, The outstanding balance of the Lochrane Note was $2,200 $0 July 1, 2017 December 31, 2016. On December 6, 2016, $3,500 3.0% four $875, third fourth December 6, 2016, $3,500 July 1, 2017 December 31, 2016. On November 30, 2016, $2,700 3.0% four $675, third fourth November 30, 2016, $2,700 July 1, 2017 December 31, 2016. On October 26, 2016, $7,000 3.0% five $1,400, fourth fifth October 26, 2016, $7,000 July 1, 2017 December 31, 2016. On September 12, 2016, $500 3.0% four $125, third fourth September 12, 2016, $500 July 1, 2017 December 31, 2016. On May 20, 2016, $6,000 3.0% four $1,500 fourth May 20, 2016, $4,500 $6,000 July 1, 2017 December 31, 2016, On July 1, 2015, $4,000 3.0% four $1,000 fourth July 1, 2015, $3,000 July 1, 2017 December 31, 2016. On June 24, 2015, $500 3.5% three $167 second third June 24, 2015, $166 $333 July 1, 2017 December 31, 2016, On April 22, 2015, $3,000 one $500 3% two $250 first second April 22, 2015, $0 $250 July 1, 2017 December 31, 2016, On January 30, 2015, $1,250 3.5% four $313 fourth January 30, 2015, $625 $938 July 1, 2017 December 31, 2016, On November 3, 2014, 3% $300 three $100 second third November 3, 2014, $100 July 1, 2017 December 31, 2016. On March 21, 2014, NV5, an uncollateralized $3,000 3.0% three $1,000 second third March 21, 2014, $0 $1,000 July 1, 2017 December 31, 2016. Future contractual maturities of long-term debt as of July 1, 2017 Period ending July 1, 2018 $ 11,010 2019 11,891 2020 6,513 2021 52,013 2022 1,400 Total $ 82,827 As of July 1, 2017 December 31, 2016, 2 |
Note 10 - Contingent Considerat
Note 10 - Contingent Consideration | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
Contingencies Disclosure [Text Block] | Note 10 The following table summarizes the changes in the carrying value of estimated contingent consideration: July 1, December 31, 2017 2016 Contingent consideration, beginning of the year $ 2,439 $ 1,279 Additions for acquisitions 818 1,417 Reduction of liability for payments made (625 ) (458 ) Increase (reduction) of liability related to re-measurement of fair value 42 201 Total contingent consideration, end of the period 2,674 2,439 Current portion of contingent consideration (2,549 ) (564 ) Contingent consideration, less current portion $ 125 $ 1,875 |
Note 11 - Commitments and Conti
Note 11 - Commitments and Contingencies | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 11 Litigation, Claims and Assessments The Company is subject to certain claims and lawsuits typically filed against the engineering, consulting and construction profession, alleging primarily professional errors or omissions. The Company carries professional liability insurance, subject to certain deductibles and policy limits, against such claims. However, in some actions, parties are seeking damages that exceed our insurance coverage or for which we are not not The Company’s office leases are classified as operating leases and rent expense is included in facilities and facilities related expense in the Company’s Consolidated Statements of Net Income and Comprehensive Income. Some lease terms include rent and other concessions and rent escalation clauses which are included in computing minimum lease payments. Minimum lease payments are recognized on a straight-line basis over the minimum lease term. The variance of rent expense recognized from the amounts contractually due pursuant to the underlying leases is included in accrued liabilities in the Company’s consolidated balance sheets. |
Note 12 - Stock-based Compensat
Note 12 - Stock-based Compensation | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Note 12 In October 2011, 2011 March 2013 ( “2011 2011 may July 1, 2017, 864,965 2011 January 1 2014 2023, 3.5% December 31, two four six July 1, 2017 The following table summarizes the status of restricted stock awards as of July 1, 2017 December 31, 2016, 2017: Number of Unvested Restricted Shares of Common Stock and Restricted Stock Units Weighted Average Grant Date Fair Value Unvested shares as of December 31, 2016 502,773 $ 19.35 Granted 141,154 $ 36.77 Vested (82,225 ) $ 9.31 Forfeited (17,993 ) $ 27.93 Unvested shares as of July 1, 2017 543,709 $ 21.52 Share-based compensation expense relating to restricted stock awards during the three six July 1, 2017 $830 $1,582, $550 $1,049 three six June 30, 2016, $9,400 2.69 July 1, 2017. |
Note 13 - Income Taxes
Note 13 - Income Taxes | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 13 In November 2015, 2015 17, Balance Sheet Classification of Deferred Taxes 2015 17 January 1, 2017 2015 17 January 1, 2017, $2,173 As of July 1, 2017 December 31, 2016, $22,049 $6,197, No July 1, 2017 December 31, 2016 not six July 1, 2017, $15,567 The Company’s consolidated effective income tax rate was 36.5% 35.4% three six July 1, 2017, 36.7% 36.8% three six June 30, 2016, 39.0% three six July 1, 2017, $138 $860, three six July 1, 2017, 2016. The Company evaluates tax positions for recognition using a more-likely-than- not 50% 2005 2014. 2005 2016 2013 2016 2016, 2014. At July 1, 2017 December 31, 2016, $770 July 1, 2017 December 31, 2016 $770 not 12 |
Note 14 - Reportable Segments
Note 14 - Reportable Segments | 6 Months Ended |
Jul. 01, 2017 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | Note 1 4 – Reportable Segments The Company reports segment information in accordance with ASC Topic No. 280 Segment Reporting” No. 280” five two The Company evaluates the performance of these reportable segments based on their respective operating income before the effect of amortization expense related to acquisitions and other unallocated corporate expenses. The Company accounts for inter-segment revenues and transfers as if the sales and transfers were to third The following tables set forth summarized financial information concerning our reportable segments. Prior period segment financial information presented has been recast to reflect the reorganized reporting structure that occurred during the fourth 2016: Three Months Ended Six Months Ended July 1, June 30, July 1, June 30, 2017 2016 2017 2016 Gross revenues INF $ 46,296 $ 41,902 $ 85,421 $ 76,189 BES 38,769 15,211 64,736 26,791 Elimination of inter- segment revenues (1,329 ) (1,221 ) (2,362 ) (2,183 ) Total gross revenues $ 83,736 $ 55,892 $ 147,795 $ 100,797 Segment income before taxes INF $ 8,433 $ 7,024 $ 14,189 $ 12,613 BES 5,605 1,448 8,092 2,902 Total Segment income before taxes 14,038 8,472 22,281 15,515 Corporate (1) (7,451 ) (3,954 ) (13,412 ) (7,744 ) Total income before taxes $ 6,587 $ 4,518 $ 8,869 $ 7,771 ( 1 Includes amortization of intangibles of $2,569 $1,025 three July 1, 2017 June 30, 2016, respectively, and $4,500 $1,889 six July 1, 2017 June 30, 2016, |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 6 Months Ended |
Jul. 01, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation [Policy Text Block] | Basis of Presentation and Principles of Consolidation The consolidated financial statements of the Company are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) and have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for reporting of interim financial information. Pursuant to such rules and regulations, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The consolidated financial statements include the accounts of NV5 In the opinion of management, the accompanying unaudited interim consolidated financial statements of the Company contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the financial position and results of operations of the Company as of the dates and for the periods presented. Accordingly, these statements should be read in conjunction with the consolidated financial statements and notes contained in the Company’s Annual Report on Form 10 December 31, 2016. December 31, 2016 not 2017 |
Fiscal Period, Policy [Policy Text Block] | Fiscal Year Effective March 7, 2017, January 1, 2017, 52/53 December 31st not not 2017, first April 1, 2017, second July 1, 2017, third September 30, 2017, December 30, 2017. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. These estimates and assumptions are based on management’s most recent assessment of underlying facts and circumstances using the most recent information available. Actual results could differ significantly from these estimates and assumptions, and the differences could be material. Estimates and assumptions are evaluated periodically and adjusted when necessary. The more significant estimates affecting amounts reported in the consolidated financial statements relate to the fair value estimates used in accounting for business combinations including the valuation of identifiable intangible assets and contingent consideration, fair value estimates in determining the fair value of the Company’s reporting units for goodwill impairment assessment, revenue recognition on the percentage-of-completion method, allowances for uncollectible accounts and provision for income taxes. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risk Trade receivable balances carried by the Company are comprised of accounts from a diverse client base across a broad range of industries and are not 32% 35% six July 1, 2017 June 30, 2016, not 10% six July 1, 2017 June 30, 2016. 55% 71% July 1, 2017 December 31, 2016, |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value of Financial Instruments A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three Level 1 Level 2 Level 3 The Company considers cash and cash equivalents, accounts receivable, accounts payable, income taxes payable, accrued liabilities and debt obligations to meet the definition of financial instruments. As of July 1, 2017 December 31, 2016, The Company applies the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 805, Business Combinations third Several factors are considered when determining contingent consideration liabilities as part of the purchase price, including whether (i) the valuation of the acquisitions is not not We review and re-assess the estimated fair value of contingent consideration liabilities on a quarterly basis, and the updated fair value could differ materially from the initial estimates. The Company measures contingent consideration recognized in connection with business combinations at fair value on a recurring basis using significant unobservable inputs classified within Level 3, 10 |
Goodwill and Intangible Assets, Policy [Policy Text Block] | Goodwill and Intangible Assets Goodwill is the excess of consideration paid for an acquired entity over the amounts assigned to assets acquired, including other identifiable intangible assets and liabilities assumed in a business combination. To determine the amount of goodwill resulting from a business combination, the Company performs an assessment to determine the acquisition date fair value of the acquired company’s tangible and identifiable intangible assets and liabilities. Goodwill is required to be evaluated for impairment on an annual basis or whenever events or changes in circumstances indicate the asset may first not two two NV5 August 1 Identifiable intangible assets primarily include customer backlog, customer relationships, trade names and non-compete agreements. Amortizable intangible assets are amortized on a straight-line basis over their estimated useful lives and reviewed for impairment whenever events or changes in circumstances indicate that the assets may no not See Note 7 |
Earnings Per Share, Policy [Policy Text Block] | Earnings per Share Basic earnings per share is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the Company. In accordance with the FASB ASC 260, Earnings per Share not three six July 1, 2017 June 30, 2016 536,489 495,042 2010. not three six July 1, 2017 June 30, 2016 three six July 1, 2017 June 30, 2016, no The following table represents a reconciliation of the net income and weighted average shares outstanding for the calculation of basic and diluted earnings per share for the three six July 1, 2017 June 30, 2016: Three Months Ended Six Months Ended July 1, June 30, July 1, June 30, 2017 2016 2017 2016 Numerator: Net income – basic and diluted $ 4,319 $ 2,859 $ 6,589 $ 4,914 Denominator: Basic weighted average shares outstanding 10,171,969 8,793,471 10,127,610 8,262,248 Effect of dilutive non-vested restricted shares and units 266,242 224,892 300,339 211,549 Effect of issuable shares related to acquisitions 173,929 55,081 182,673 31,921 Effect of warrants 111,664 99,500 111,122 134,304 Diluted weighted average shares outstanding 10,723,804 9,172,944 10,721,744 8,640,022 |
Note 2 - Summary of Significa22
Note 2 - Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jul. 01, 2017 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended Six Months Ended July 1, June 30, July 1, June 30, 2017 2016 2017 2016 Numerator: Net income – basic and diluted $ 4,319 $ 2,859 $ 6,589 $ 4,914 Denominator: Basic weighted average shares outstanding 10,171,969 8,793,471 10,127,610 8,262,248 Effect of dilutive non-vested restricted shares and units 266,242 224,892 300,339 211,549 Effect of issuable shares related to acquisitions 173,929 55,081 182,673 31,921 Effect of warrants 111,664 99,500 111,122 134,304 Diluted weighted average shares outstanding 10,723,804 9,172,944 10,721,744 8,640,022 |
Note 4 - Business Acquisitions
Note 4 - Business Acquisitions (Tables) | 6 Months Ended |
Jul. 01, 2017 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | July 1, December 31, 2017 2016 Cash $ 313 $ 128 Accounts receivable 20,667 20,221 Property and equipment 1,468 4,301 Prepaid expenses 968 1,336 Other assets 332 841 Intangible assets: Customer relationships 29,762 26,188 Trade name 2,182 1,922 Customer backlog 1,087 3,898 Non-compete 1,703 1,259 Favorable (unfavorable) lease - (225 ) Total Assets 58,482 59,869 Liabilities (11,378 ) (12,250 ) Deferred tax liabilities (15,567 ) (7,892 ) Net assets acquired 31,537 39,727 Consideration paid (Cash, Notes and/or stock) 71,013 76,011 Contingent earn-out liability (Cash and stock) 818 1,417 Total Consideration 71,831 77,428 Excess consideration over the amounts assigned to the net assets acquired (Goodwill) $ 40,294 $ 37,701 |
Business Acquisition, Pro Forma Information [Table Text Block] | Three Months Ended Six Months Ended July 1, June 30, July 1, June 30, 2017 2016 2017 2016 Gross revenues $ 91,365 $ 77,255 $ 171,233 $ 143,608 Net income $ 4,580 $ 4,496 $ 7,629 $ 7,222 Basic earnings per share $ 0.45 $ 0.52 $ 0.75 $ 0.87 Diluted earnings per share $ 0.43 $ 0.50 $ 0.71 $ 0.82 |
Note 5 - Accounts Receivable,24
Note 5 - Accounts Receivable, Net (Tables) | 6 Months Ended |
Jul. 01, 2017 | |
Notes Tables | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | July 1, December 31, 2017 2016 Billed $ 76,107 $ 53,756 Unbilled 30,531 23,237 Contract retentions 530 510 107,168 77,503 Less: allowance for doubtful accounts (2,694 ) (1,992 ) Accounts receivable, net $ 104,474 $ 75,511 |
Note 6 - Property and Equipme25
Note 6 - Property and Equipment, Net (Tables) | 6 Months Ended |
Jul. 01, 2017 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | July 1, December 31, 2017 2016 Office furniture and equipment $ 1,436 $ 1,329 Computer equipment 8,211 6,808 Survey and field equipment 1,935 1,426 Leasehold improvements 1,590 1,583 13,172 11,146 Accumulated depreciation (5,284 ) (4,463 ) Property and equipment – net $ 7,888 $ 6,683 |
Note 7 - Goodwill and Intangi26
Note 7 - Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jul. 01, 2017 | |
Notes Tables | |
Schedule of Goodwill [Table Text Block] | July 1, December 31, 2017 2016 Balance as of the beginning of the year $ 59,380 $ 21,679 Acquisitions 40,294 37,701 Reduction from working capital proceeds (1,138 ) - Balance as of the end of the period $ 98,536 $ 59,380 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | July 1, 2017 December 31, 2016 Gross Carrying Amount Accumulated Amortization Net Amount Gross Carrying Amount Accumulated Amortization Net Amount Customer relationships $ 68,562 $ (8,052 ) $ 60,510 $ 38,801 $ (5,746 ) $ 33,055 Trade name 6,367 (3,863 ) 2,504 4,185 (2,746 ) 1,439 Customer backlog 7,694 (3,043 ) 4,651 6,607 (2,284 ) 4,323 Favorable lease 553 (122 ) 431 553 (158 ) 395 Non-compete 4,249 (1,251 ) 2,998 2,546 (897 ) 1,649 Total $ 87,425 $ (16,331 ) $ 71,094 $ 52,692 $ (11,831 ) $ 40,861 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Period ending July 1, 2018 $ 10,861 2019 9,445 2020 7,618 2021 6,963 2022 6,643 Thereafter 29,564 Total $ 71,094 |
Note 8 - Accrued Liabilities (T
Note 8 - Accrued Liabilities (Tables) | 6 Months Ended |
Jul. 01, 2017 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | July 1, December 31, 2017 2016 Deferred rent $ 670 $ 696 Payroll and related taxes 5,909 4,518 Professional liability reserve 202 190 Benefits 4,329 1,673 Accrued vacation 6,573 5,327 Unreognized tax benefits 770 770 Other 1,000 4,142 Total $ 19,453 $ 17,316 |
Note 9 - Notes Payable and Ot28
Note 9 - Notes Payable and Other Obligations (Tables) | 6 Months Ended |
Jul. 01, 2017 | |
Notes Tables | |
Schedule of Long-term Debt Instruments [Table Text Block] | July 1, December 31, 2017 2016 Senior Credit Facility $ 47,000 $ - Note Payable 40 278 Other Obligations 6,313 6,047 Uncollateralized promisory notes 29,474 26,071 Total Notes Payable and Other Obligations 82,827 32,396 Current portion of notes payable and other obligations (11,010 ) (10,764 ) Notes payable and other obligations, less current portion $ 71,817 $ 21,632 |
Schedule of Maturities of Long-term Debt [Table Text Block] | Period ending July 1, 2018 $ 11,010 2019 11,891 2020 6,513 2021 52,013 2022 1,400 Total $ 82,827 |
Note 10 - Contingent Consider29
Note 10 - Contingent Consideration (Tables) | 6 Months Ended |
Jul. 01, 2017 | |
Notes Tables | |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration [Table Text Block] | July 1, December 31, 2017 2016 Contingent consideration, beginning of the year $ 2,439 $ 1,279 Additions for acquisitions 818 1,417 Reduction of liability for payments made (625 ) (458 ) Increase (reduction) of liability related to re-measurement of fair value 42 201 Total contingent consideration, end of the period 2,674 2,439 Current portion of contingent consideration (2,549 ) (564 ) Contingent consideration, less current portion $ 125 $ 1,875 |
Note 12 - Stock-based Compens30
Note 12 - Stock-based Compensation (Tables) | 6 Months Ended |
Jul. 01, 2017 | |
Notes Tables | |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity [Table Text Block] | Number of Unvested Restricted Shares of Common Stock and Restricted Stock Units Weighted Average Grant Date Fair Value Unvested shares as of December 31, 2016 502,773 $ 19.35 Granted 141,154 $ 36.77 Vested (82,225 ) $ 9.31 Forfeited (17,993 ) $ 27.93 Unvested shares as of July 1, 2017 543,709 $ 21.52 |
Note 14 - Reportable Segments (
Note 14 - Reportable Segments (Tables) | 6 Months Ended |
Jul. 01, 2017 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended Six Months Ended July 1, June 30, July 1, June 30, 2017 2016 2017 2016 Gross revenues INF $ 46,296 $ 41,902 $ 85,421 $ 76,189 BES 38,769 15,211 64,736 26,791 Elimination of inter- segment revenues (1,329 ) (1,221 ) (2,362 ) (2,183 ) Total gross revenues $ 83,736 $ 55,892 $ 147,795 $ 100,797 Segment income before taxes INF $ 8,433 $ 7,024 $ 14,189 $ 12,613 BES 5,605 1,448 8,092 2,902 Total Segment income before taxes 14,038 8,472 22,281 15,515 Corporate (1) (7,451 ) (3,954 ) (13,412 ) (7,744 ) Total income before taxes $ 6,587 $ 4,518 $ 8,869 $ 7,771 |
Note 1 - Organization and Nat32
Note 1 - Organization and Nature of Business Operations (Details Textual) | Jul. 01, 2017 |
Number of Business Locations | 100 |
Note 2 - Summary of Significa33
Note 2 - Summary of Significant Accounting Policies (Details Textual) - shares | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jul. 01, 2017 | Jun. 30, 2016 | Jul. 01, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Restricted Stock [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 536,489 | 495,042 | 536,489 | 495,042 | |
Sales Revenue, Net [Member] | Geographic Concentration Risk [Member] | CALIFORNIA [Member] | |||||
Concentration Risk, Percentage | 32.00% | 35.00% | |||
Accounts Receivable [Member] | Government Contracts Concentration Risk [Member] | |||||
Concentration Risk, Percentage | 55.00% | 71.00% |
Note 2 - Summary of Significa34
Note 2 - Summary of Significant Accounting Policies - Reconciliation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2017 | Jun. 30, 2016 | Jul. 01, 2017 | Jun. 30, 2016 | |
Net income – basic and diluted | $ 4,319 | $ 2,859 | $ 6,589 | $ 4,914 |
Basic (in shares) | 10,171,969 | 8,793,471 | 10,127,610 | 8,262,248 |
Effect of dilutive non-vested restricted shares and units (in shares) | 266,242 | 224,892 | 300,339 | 211,549 |
Effect of issuable shares related to acquisitions (in shares) | 173,929 | 55,081 | 182,673 | 31,921 |
Effect of warrants (in shares) | 111,664 | 99,500 | 111,122 | 134,304 |
Diluted weighted average shares outstanding (in shares) | 10,723,804 | 9,172,944 | 10,721,744 | 8,640,022 |
Note 3 - Recent Accounting Pr35
Note 3 - Recent Accounting Pronouncements (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2017 | Jun. 30, 2016 | Jul. 01, 2017 | Jun. 30, 2016 | |
Income Tax Expense (Benefit) | $ 2,268 | $ 1,659 | $ 2,280 | $ 2,857 |
Accounting Standards Update 2016-09 [Member] | ||||
Income Tax Expense (Benefit) | $ (138) | $ (860) |
Note 4 - Business Acquisition36
Note 4 - Business Acquisitions (Details Textual) | Jun. 06, 2017USD ($)shares | May 04, 2017USD ($)shares | May 01, 2017USD ($)shares | Apr. 14, 2017USD ($) | May 20, 2016USD ($)shares | Feb. 01, 2016USD ($) | Jul. 01, 2017USD ($) | Jun. 30, 2016USD ($) | Jul. 01, 2017USD ($) | Jun. 30, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Business Combination, Contingent Consideration, Liability | $ 2,674,000 | $ 2,674,000 | $ 2,439,000 | $ 1,279,000 | ||||||||
Business Combination, Consideration Transferred | 71,831,000 | 77,428,000 | ||||||||||
Payments to Acquire Businesses, Gross | 562,000 | $ 296,000 | ||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 818,000 | 1,417,000 | ||||||||||
Goodwill, Acquired During Period | 40,294,000 | $ 37,701,000 | ||||||||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 1,338,000 | $ 15,199,000 | 1,338,000 | 15,199,000 | ||||||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 2,941,000 | 1,021,000 | 2,941,000 | 1,452,000 | ||||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 14,208,000 | $ 9,662,000 | 14,208,000 | 15,117,000 | ||||||||
General and Administrative Expense [Member] | ||||||||||||
Business Combination, Acquisition Related Costs | $ 439,000 | 577,000 | ||||||||||
INF [Member] | ||||||||||||
Goodwill, Acquired During Period | 2,555,000 | 0 | ||||||||||
BES [Member] | ||||||||||||
Goodwill, Acquired During Period | $ 37,739,000 | $ 15,199,000 | ||||||||||
Richard D. Kimball Co., Inc. [Member] | ||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 667,000 | |||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 18,072 | |||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 1,333,000 | |||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 2 | |||||||||||
Payments to Acquire Businesses, Gross | $ 15,000,000 | |||||||||||
Richard D. Kimball Co., Inc. [Member] | Uncollateralized Promissory Note [Member] | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | |||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | |||||||||||
Debt Instrument, Periodic Payment | $ 1,375,000 | |||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 5,500,000 | |||||||||||
Richard D. Kimball Co., Inc. [Member] | Maximum [Member] | ||||||||||||
Business Combination, Consideration Transferred | $ 22,500,000 | |||||||||||
Holdrege & Kull, Consulting Engineers and Geologists [Member] | ||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 100,000 | |||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 2,628 | |||||||||||
Business Combination, Contingent Consideration Arrangements, Number of Equal Installments | 4 | |||||||||||
Business Combination, Contingent Consideration Arrangements, Periodic Payments | $ 125,000 | |||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 500,000 | |||||||||||
Business Combination, Contingent Consideration, Liability | 405,000 | |||||||||||
Payments to Acquire Businesses, Gross | $ 1,000,000 | |||||||||||
Holdrege & Kull, Consulting Engineers and Geologists [Member] | Uncollateralized Promissory Note [Member] | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | |||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | |||||||||||
Debt Instrument, Periodic Payment | $ 150,000 | |||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 600,000 | |||||||||||
Holdrege & Kull, Consulting Engineers and Geologists [Member] | Maximum [Member] | ||||||||||||
Business Combination, Consideration Transferred | $ 2,200,000 | |||||||||||
Lochrane Engineering, Inc. [Member] | ||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 17,000 | |||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 441 | |||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 33,000 | |||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 2 | |||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 550,000 | |||||||||||
Business Combination, Contingent Consideration, Liability | 413,000 | |||||||||||
Payments to Acquire Businesses, Gross | $ 2,690,000 | |||||||||||
Lochrane Engineering, Inc. [Member] | Uncollateralized Promissory Note [Member] | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | |||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | |||||||||||
Debt Instrument, Periodic Payment | $ 550,000 | |||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 2,200,000 | |||||||||||
Lochrane Engineering, Inc. [Member] | Maximum [Member] | ||||||||||||
Business Combination, Consideration Transferred | $ 4,940,000 | |||||||||||
Bock & Clark Corporation [Member] | ||||||||||||
Business Combination, Consideration Transferred | $ 42,000,000 | |||||||||||
Dade Moeller [Member] | ||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 1,000,000 | |||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 36,261 | |||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 3,000,000 | |||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 3 | |||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Periodic Payments | $ 1,000,000 | |||||||||||
Business Combination, Consideration Transferred | 20,000,000 | |||||||||||
Payments to Acquire Businesses, Gross | $ 10,000,000 | |||||||||||
Dade Moeller [Member] | Uncollateralized Promissory Note [Member] | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.50% | |||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | |||||||||||
Debt Instrument, Periodic Payment | $ 1,500,000 | |||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 6,000,000 | |||||||||||
Sebesta [Member] | ||||||||||||
Business Combination, Consideration Transferred | $ 14,000,000 |
Note 4 - Business Acquisition37
Note 4 - Business Acquisitions - Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jul. 01, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Cash | $ 313 | $ 128 | |
Accounts receivable | 20,667 | 20,221 | |
Property and equipment | 1,468 | 4,301 | |
Prepaid expenses | 968 | 1,336 | |
Other assets | 332 | 841 | |
Favorable (unfavorable) lease | (225) | ||
Total Assets | 58,482 | 59,869 | |
Liabilities | (11,378) | (12,250) | |
Deferred tax liabilities | (15,567) | (7,892) | |
Net assets acquired | 31,537 | 39,727 | |
Consideration paid (Cash, Notes and/or stock) | 71,013 | 76,011 | |
Contingent consideration (earn-out) | 818 | 1,417 | |
Total Consideration | 71,831 | 77,428 | |
Excess consideration over the amounts assigned to the net assets acquired (Goodwill) | 40,294 | 37,701 | |
Customer Relationships [Member] | |||
Intangible assets | 29,762 | 26,188 | |
Trade Names [Member] | |||
Intangible assets | 2,182 | 1,922 | |
Customer Lists [Member] | |||
Intangible assets | 1,087 | 3,898 | |
Noncompete Agreements [Member] | |||
Intangible assets | $ 1,703 | $ 1,259 |
Note 4 - Business Acquisition38
Note 4 - Business Acquisitions - Pro Forma Consolidated Results of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2017 | Jun. 30, 2016 | Jul. 01, 2017 | Jun. 30, 2016 | |
Gross revenues | $ 91,365 | $ 77,255 | $ 171,233 | $ 143,608 |
Net income | $ 4,580 | $ 4,496 | $ 7,629 | $ 7,222 |
Basic earnings per share (in dollars per share) | $ 0.45 | $ 0.52 | $ 0.75 | $ 0.87 |
Diluted earnings per share (in dollars per share) | $ 0.43 | $ 0.50 | $ 0.71 | $ 0.82 |
Note 5 - Accounts Receivable,39
Note 5 - Accounts Receivable, Net - Summary of Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Jul. 01, 2017 | Dec. 31, 2016 |
Accounts receivable, gross | $ 107,168 | $ 77,503 |
Less: allowance for doubtful accounts | (2,694) | (1,992) |
Accounts receivable, net | 104,474 | 75,511 |
Billed [Member] | ||
Accounts receivable, gross | 76,107 | 53,756 |
Unbilled [Member] | ||
Accounts receivable, gross | 30,531 | 23,237 |
Contract Retentions [Member] | ||
Accounts receivable, gross | $ 530 | $ 510 |
Note 6 - Property and Equipme40
Note 6 - Property and Equipment, Net (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2017 | Jun. 30, 2016 | Jul. 01, 2017 | Jun. 30, 2016 | |
Depreciation | $ 683 | $ 414 | $ 1,254 | $ 792 |
Note 6 - Property and Equipme41
Note 6 - Property and Equipment, Net - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Jul. 01, 2017 | Dec. 31, 2016 |
Property and equipment, gross | $ 13,172 | $ 11,146 |
Accumulated depreciation | (5,284) | (4,463) |
Property and equipment, net | 7,888 | 6,683 |
Furniture and Fixtures [Member] | ||
Property and equipment, gross | 1,436 | 1,329 |
Computer Equipment [Member] | ||
Property and equipment, gross | 8,211 | 6,808 |
Survey and Field Equipment [Member] | ||
Property and equipment, gross | 1,935 | 1,426 |
Leasehold Improvements [Member] | ||
Property and equipment, gross | $ 1,590 | $ 1,583 |
Note 7 - Goodwill and Intangi42
Note 7 - Goodwill and Intangible Assets (Details Textual) - USD ($) $ in Thousands | Aug. 01, 2016 | Jul. 01, 2017 | Jun. 30, 2016 | Jul. 01, 2017 | Jun. 30, 2016 | Jul. 01, 2017 |
Goodwill, Impairment Loss | $ 0 | $ 0 | ||||
Goodwill, Period Increase (Decrease) | $ (1,138) | |||||
Amortization of Intangible Assets | $ 2,569 | $ 1,025 | $ 4,500 | $ 1,889 | ||
Trade Names [Member] | Minimum [Member] | ||||||
Finite-Lived Intangible Asset, Useful Life | 1 year | |||||
Trade Names [Member] | Maximum [Member] | ||||||
Finite-Lived Intangible Asset, Useful Life | 3 years | |||||
Customer Lists [Member] | Minimum [Member] | ||||||
Finite-Lived Intangible Asset, Useful Life | 1 year | |||||
Customer Lists [Member] | Maximum [Member] | ||||||
Finite-Lived Intangible Asset, Useful Life | 9 years | |||||
Noncompete Agreements [Member] | Minimum [Member] | ||||||
Finite-Lived Intangible Asset, Useful Life | 4 years | |||||
Noncompete Agreements [Member] | Maximum [Member] | ||||||
Finite-Lived Intangible Asset, Useful Life | 5 years | |||||
Off-Market Favorable Lease [Member] | ||||||
Finite-Lived Intangible Asset, Useful Life | 9 years |
Note 7 - Goodwill and Intangi43
Note 7 - Goodwill and Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jul. 01, 2017 | Dec. 31, 2016 | |
Balance as of the beginning of the year | $ 59,380 | $ 21,679 |
Acquisitions | 40,294 | 37,701 |
Reduction from working capital proceeds | (1,138) | |
Balance as of the end of the period | $ 98,536 | $ 59,380 |
Note 7 - Goodwill and Intangi44
Note 7 - Goodwill and Intangible Assets - Intangible Assets, Net (Details) - USD ($) $ in Thousands | Jul. 01, 2017 | Dec. 31, 2016 |
Intangible assets, net | $ 71,094 | $ 40,861 |
Intangible assets, gross | 87,425 | 52,692 |
Intangible assets, accumulated amortization | (16,331) | (11,831) |
Customer Relationships [Member] | ||
Intangible assets, net | 60,510 | 33,055 |
Intangible assets, gross | 68,562 | 38,801 |
Intangible assets, accumulated amortization | (8,052) | (5,746) |
Trade Names [Member] | ||
Intangible assets, net | 2,504 | 1,439 |
Intangible assets, gross | 6,367 | 4,185 |
Intangible assets, accumulated amortization | (3,863) | (2,746) |
Customer Lists [Member] | ||
Intangible assets, net | 4,651 | 4,323 |
Intangible assets, gross | 7,694 | 6,607 |
Intangible assets, accumulated amortization | (3,043) | (2,284) |
Off-Market Favorable Lease [Member] | ||
Intangible assets, net | 431 | 395 |
Intangible assets, gross | 553 | 553 |
Intangible assets, accumulated amortization | (122) | (158) |
Noncompete Agreements [Member] | ||
Intangible assets, net | 2,998 | 1,649 |
Intangible assets, gross | 4,249 | 2,546 |
Intangible assets, accumulated amortization | $ (1,251) | $ (897) |
Note 7 - Goodwill and Intangi45
Note 7 - Goodwill and Intangible Assets - Estimated Future Amortization Expense of Intangible Assets (Details) $ in Thousands | Jul. 01, 2017USD ($) |
2,018 | $ 10,861 |
2,019 | 9,445 |
2,020 | 7,618 |
2,021 | 6,963 |
2,022 | 6,643 |
Thereafter | 29,564 |
Total | $ 71,094 |
Note 8 - Accrued Liabilities -
Note 8 - Accrued Liabilities - Summary of Accrued Liabilities (Details) - USD ($) $ in Thousands | Jul. 01, 2017 | Dec. 31, 2016 |
Deferred rent | $ 670 | $ 696 |
Payroll and related taxes | 5,909 | 4,518 |
Professional liability reserve | 202 | 190 |
Benefits | 4,329 | 1,673 |
Accrued vacation | 6,573 | 5,327 |
Unreognized tax benefits | 770 | 770 |
Other | 1,000 | 4,142 |
Total | $ 19,453 | $ 17,316 |
Note 9 - Notes Payable and Ot47
Note 9 - Notes Payable and Other Obligations (Details Textual) | Jun. 06, 2017USD ($) | May 04, 2017USD ($) | May 01, 2017USD ($) | Dec. 07, 2016USD ($) | Dec. 06, 2016USD ($) | Nov. 30, 2016USD ($) | Oct. 26, 2016USD ($) | Sep. 12, 2016USD ($) | May 20, 2016USD ($) | Jul. 01, 2015USD ($) | Jun. 24, 2015USD ($) | Apr. 22, 2015USD ($) | Jan. 30, 2015USD ($) | Nov. 03, 2014USD ($) | Mar. 21, 2014USD ($) | Jul. 01, 2017USD ($) | Jun. 30, 2016USD ($) | Dec. 31, 2016USD ($) | Apr. 01, 2017USD ($) |
Business Combination, Consideration Transferred, Liabilities Incurred | $ 818,000 | $ 1,417,000 | |||||||||||||||||
Richard D. Kimball Co., Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 1,333,000 | ||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 2 | ||||||||||||||||||
Notes Payable | 1,333,000 | 0 | |||||||||||||||||
The Hanna Group, Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 1,200,000 | ||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 2 | ||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Periodic Payments | $ 600,000 | ||||||||||||||||||
Notes Payable | 1,200,000 | 1,200,000 | |||||||||||||||||
JBA Consulting Engineers, Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 2,600,000 | ||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 2 | ||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Periodic Payments | $ 1,300,000 | ||||||||||||||||||
Notes Payable | 2,600,000 | 2,600,000 | |||||||||||||||||
Dade Moeller [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 3,000,000 | ||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 3 | ||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Periodic Payments | $ 1,000,000 | ||||||||||||||||||
Notes Payable | 3,000,000 | $ 2,000,000 | |||||||||||||||||
Lochrane Engineering, Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 33,000 | ||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 2 | ||||||||||||||||||
Note Payable, Former Stockholder of Nolte [Member] | |||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | 100,000 | ||||||||||||||||||
Notes Payable | $ 40,000 | $ 278,000 | |||||||||||||||||
Note Payable, Former Stockholder of Nolte [Member] | Prime Rate [Member] | |||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.25% | 4.25% | |||||||||||||||||
Note Payable, Former Stockholder of Nolte [Member] | Prime Rate [Member] | Minimum [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 7.00% | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | Richard D. Kimball Co., Inc. [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment | $ 1,375,000 | ||||||||||||||||||
Notes Payable | $ 5,500,000 | $ 0 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 5,500,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | The Hanna Group, Inc. [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment | $ 675,000 | ||||||||||||||||||
Notes Payable | 2,700,000 | 2,700,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 2,700,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | JBA Consulting Engineers, Inc. [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 5 | ||||||||||||||||||
Debt Instrument, Periodic Payment | $ 1,400,000 | ||||||||||||||||||
Notes Payable | 7,000,000 | 7,000,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 7,000,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | Dade Moeller [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.50% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment | $ 1,500,000 | ||||||||||||||||||
Notes Payable | 4,500,000 | 6,000,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 6,000,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | Holdrege & Kull, Consulting Engineers and Geologists [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment | $ 150,000 | ||||||||||||||||||
Notes Payable | 600,000 | 0 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 600,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | Lochrane Engineering, Inc. [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment | $ 550,000 | ||||||||||||||||||
Notes Payable | 2,200,000 | 0 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 2,200,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | CivilSource, Inc. [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment | $ 875,000 | ||||||||||||||||||
Notes Payable | 3,500,000 | 3,500,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 3,500,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | Weir Environmental LLC [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment | $ 125,000 | ||||||||||||||||||
Notes Payable | 500,000 | 500,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 500,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | RBA Group Inc. [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment | $ 1,000,000 | ||||||||||||||||||
Notes Payable | 3,000,000 | 3,000,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 4,000,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | Allwyn Priorities LLC [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.50% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 3 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 167,000 | ||||||||||||||||||
Notes Payable | 166,000 | 333,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 500,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | Richard J. Mendoza, Inc. [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 2 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 250,000 | ||||||||||||||||||
Notes Payable | 0 | 250,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 500,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | Joslin Lesser and Associates [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.50% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 313,000 | ||||||||||||||||||
Notes Payable | 625,000 | 938,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 1,250,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | Buric Companies [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 3 | ||||||||||||||||||
Debt Instrument, Periodic Payment | $ 100,000 | ||||||||||||||||||
Notes Payable | 100,000 | 100,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 300,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | NV5, LLC [Member] | |||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 3 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 1,000,000 | ||||||||||||||||||
Notes Payable | 0 | 1,000,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 3,000,000 | ||||||||||||||||||
Short-term Promissory Note [Member] | Richard J. Mendoza, Inc. [Member] | |||||||||||||||||||
Debt Instrument, Term | 1 year | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 3,000,000 | ||||||||||||||||||
Bank of America, N.A. [Member] | Senior Credit Facility [Member] | Revolving Credit Facility [Member] | |||||||||||||||||||
Line of Credit Facility, Additional Maximum Borrowing Capacity | $ 60,000,000 | ||||||||||||||||||
Line of Credit Facility, Expiration Period | 5 years | ||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 80,000,000 | ||||||||||||||||||
Line of Credit Facility, Maximum Leverage Ratio | 3 | ||||||||||||||||||
Line of Credit Facility, Minimum Fixed Charge Coverage Ratio | 1.2 | ||||||||||||||||||
Long-term Line of Credit | $ 47,000,000 | $ 0 | |||||||||||||||||
Bank of America, N.A. [Member] | Senior Credit Facility [Member] | Standby Letters of Credit [Member] | |||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 5,000,000 | ||||||||||||||||||
Bank of America, N.A. [Member] | Senior Credit Facility [Member] | Swingline Loans [Member] | |||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 15,000,000 |
Note 9 - Notes Payable and Ot48
Note 9 - Notes Payable and Other Obligations - Summary of Notes Payable (Details) - USD ($) $ in Thousands | Jul. 01, 2017 | Dec. 31, 2016 |
Notes payable and other obligations | $ 82,827 | $ 32,396 |
Current portion of notes payable and other obligations | (11,010) | (10,764) |
Notes payable and other obligations, less current portion | 71,817 | 21,632 |
Senior Credit Facility [Member] | ||
Notes payable and other obligations | 47,000 | |
Note Payable, Former Stockholder of Nolte [Member] | ||
Notes payable and other obligations | 40 | 278 |
Stock Payable [Member] | ||
Notes payable and other obligations | 6,313 | 6,047 |
Uncollateralized Promissory Note [Member] | ||
Notes payable and other obligations | $ 29,474 | $ 26,071 |
Note 9 - Notes Payable and Ot49
Note 9 - Notes Payable and Other Obligations - Future Contractual Maturities of Long-term Debt (Details) - USD ($) $ in Thousands | Jul. 01, 2017 | Dec. 31, 2016 |
2,018 | $ 11,010 | |
2,019 | 11,891 | |
2,020 | 6,513 | |
2,021 | 52,013 | |
2,022 | 1,400 | |
Total | $ 82,827 | $ 32,396 |
Note 10 - Contingent Consider50
Note 10 - Contingent Consideration - Summary of Contingent Consideration (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jul. 01, 2017 | Dec. 31, 2016 | |
Contingent consideration, beginning of the year | $ 2,439 | $ 1,279 |
Additions for acquisitions | 818 | 1,417 |
Reduction of liability for payments made | (625) | (458) |
Increase (reduction) of liability related to re-measurement of fair value | 42 | 201 |
Total contingent consideration, end of the period | 2,674 | 2,439 |
Current portion of contingent consideration | (2,549) | (564) |
Contingent consideration, less current portion | $ 125 | $ 1,875 |
Note 12 - Stock-based Compens51
Note 12 - Stock-based Compensation (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2017 | Jun. 30, 2016 | Jul. 01, 2017 | Jun. 30, 2016 | |
Restricted Stock [Member] | ||||
Allocated Share-based Compensation Expense | $ 830 | $ 550 | $ 1,582 | $ 1,049 |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 9,400 | $ 9,400 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 251 days | |||
Equity Plan 2011 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 864,965 | 864,965 | ||
Rate of Increase Decrease in Shares Authorized for Issuance | 3.50% | |||
Equity Plan 2011 [Member] | Restricted Stock [Member] | Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 2 years | |||
Equity Plan 2011 [Member] | Restricted Stock [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years |
Note 12 - Stock-based Compens52
Note 12 - Stock-based Compensation - Restricted Stock Awards (Details) - Restricted Stock [Member] | 6 Months Ended |
Jul. 01, 2017$ / sharesshares | |
Unvested shares as of (in shares) | shares | 502,773 |
Unvested shares as of (in dollars per share) | $ / shares | $ 19.35 |
Granted (in shares) | shares | 141,154 |
Granted (in dollars per share) | $ / shares | $ 36.77 |
Vested (in shares) | shares | (82,225) |
Vested (in dollars per share) | $ / shares | $ 9.31 |
Unvested shares as of (in dollars per share) | $ / shares | $ 21.52 |
Forfeited (in shares) | shares | (17,993) |
Forfeited (in dollars per share) | $ / shares | $ 27.93 |
Unvested shares as of (in shares) | shares | 543,709 |
Note 13 - Income Taxes (Details
Note 13 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jul. 01, 2017 | Jun. 30, 2016 | Mar. 31, 2016 | Jul. 01, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Deferred Tax Liabilities, Net, Noncurrent | $ 22,049 | $ 22,049 | $ 6,197 | |||
Deferred Tax Assets, Valuation Allowance | 0 | 0 | 0 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | $ 15,567 | $ 15,567 | 7,892 | |||
Effective Income Tax Rate Reconciliation, Percent | 36.50% | 36.70% | 36.80% | 35.40% | ||
Effective Income Tax Rate Reconciliation Federal and State Income Tax Rate Percent | 39.00% | |||||
Income Tax Expense (Benefit) | $ 2,268 | $ 1,659 | $ 2,280 | $ 2,857 | ||
Unrecognized Tax Benefits | 770 | 770 | 770 | |||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 770 | 770 | $ 770 | |||
Reclassification of Deferred Tax Assets from Current Assets to Noncurrent Liabilities [Member] | As of December 31, 2016 [Member] | ||||||
Prior Period Reclassification Adjustment | 2,173 | |||||
Accounting Standards Update 2016-09 [Member] | ||||||
Income Tax Expense (Benefit) | $ (138) | $ (860) |
Note 14 - Reportable Segments54
Note 14 - Reportable Segments (Details Textual) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2017USD ($) | Jun. 30, 2016USD ($) | Jul. 01, 2017USD ($) | Jun. 30, 2016USD ($) | |
Number of Operating Segments | 2 | |||
Amortization of Intangible Assets | $ 2,569 | $ 1,025 | $ 4,500 | $ 1,889 |
Number of Reportable Segments | 2 |
Note 14 - Reportable Segments -
Note 14 - Reportable Segments - Summarized Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2017 | Jun. 30, 2016 | Jul. 01, 2017 | Jun. 30, 2016 | ||
Gross revenues | $ 83,736 | $ 55,892 | $ 147,795 | $ 100,797 | |
Income before taxes | 6,587 | 4,518 | 8,869 | 7,771 | |
Operating Segments [Member] | INF [Member] | |||||
Gross revenues | 46,296 | 41,902 | 85,421 | 76,189 | |
Income before taxes | 8,433 | 7,024 | 14,189 | 12,613 | |
Operating Segments [Member] | BES [Member] | |||||
Gross revenues | 38,769 | 15,211 | 64,736 | 26,791 | |
Income before taxes | 5,605 | 1,448 | 8,092 | 2,902 | |
Intersegment Eliminations [Member] | |||||
Gross revenues | (1,329) | (1,221) | (2,362) | (2,183) | |
Income before taxes | 14,038 | 8,472 | 22,281 | 15,515 | |
Corporate, Non-Segment [Member] | |||||
Income before taxes | [1] | $ (7,451) | $ (3,954) | $ (13,412) | $ (7,744) |
[1] | Includes amortization of intangibles of $2,569 and $1,025 for the three months ended July 1, 2017 and June 30, 2016, respectively, and $4,500 and $1,889 for the six months ended July 1, 2017 and June 30, 2016, respectively. |