Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 29, 2018 | Nov. 05, 2018 | |
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 | --12-29 | |
Entity Filer Category | Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Emerging Growth Company | true | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding (in shares) | 12,478,257 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 29, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Ex Transition Period | true |
Consolidated Balance Sheets (Cu
Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Sep. 29, 2018 | Dec. 30, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 56,202 | $ 18,751 |
Billed receivables, net | 85,835 | 70,686 |
Unbilled receivables, net | 43,638 | 39,401 |
Prepaid expenses and other current assets | 2,504 | 2,555 |
Total current assets | 188,179 | 131,393 |
Property and equipment, net | 10,684 | 8,731 |
Intangible assets, net | 75,971 | 65,754 |
Goodwill | 114,054 | 98,899 |
Other assets | 1,259 | 1,003 |
Total Assets | 390,147 | 305,780 |
Current liabilities: | ||
Accounts payable | 17,638 | 18,373 |
Accrued liabilities | 19,602 | 18,994 |
Income taxes payable | 6,102 | |
Billings in excess of costs and estimated earnings on uncompleted contracts | 1,149 | 665 |
Client deposits | 198 | 197 |
Current portion of contingent consideration | 1,763 | 977 |
Current portion of notes payable and other obligations | 14,212 | 11,127 |
Total current liabilities | 54,562 | 56,435 |
Contingent consideration, less current portion | 1,232 | 913 |
Notes payable and other obligations, less current portion | 19,041 | 57,430 |
Deferred income tax liabilities, net | 11,966 | 10,905 |
Total liabilities | 86,801 | 125,683 |
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, 12,461,900 and 10,834,770 shares issued and outstanding as of September 29, 2018 and December 30, 2017, respectively | 125 | 108 |
Additional paid-in capital | 229,989 | 125,954 |
Retained earnings | 73,232 | 54,035 |
Total stockholders’ equity | 303,346 | 180,097 |
Total liabilities and stockholders’ equity | $ 390,147 | $ 305,780 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | Sep. 29, 2018 | Dec. 30, 2017 |
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) | 12,461,900 | 10,834,770 |
Common stock, shares outstanding (in shares) | 12,461,900 | 10,834,770 |
Consolidated Statements of Net
Consolidated Statements of Net Income and Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Gross revenues | $ 104,185 | $ 91,263 | $ 302,737 | $ 239,058 |
Direct costs (excluding depreciation and amortization): | ||||
Salaries and wages | 34,475 | 28,219 | 98,542 | 75,235 |
Sub-consultant services | 14,989 | 12,663 | 43,349 | 33,719 |
Other direct costs | 4,747 | 3,635 | 13,539 | 10,276 |
Total direct costs | 54,211 | 44,517 | 155,430 | 119,230 |
Gross Profit | 49,974 | 46,746 | 147,307 | 119,828 |
Operating Expenses: | ||||
Salaries and wages, payroll taxes and benefits | 24,897 | 23,090 | 76,122 | 62,847 |
General and administrative | 7,556 | 7,362 | 23,348 | 19,931 |
Facilities and facilities related | 3,490 | 3,547 | 10,552 | 9,162 |
Depreciation and amortization | 4,057 | 3,788 | 11,660 | 9,542 |
Total operating expenses | 40,000 | 37,787 | 121,682 | 101,482 |
Income from operations | 9,974 | 8,959 | 25,625 | 18,346 |
Interest expense | (451) | (524) | (1,712) | (1,042) |
Income before income tax expense | 9,523 | 8,435 | 23,913 | 17,304 |
Income tax expense | (2,238) | (2,523) | (4,716) | (4,803) |
Net Income and Comprehensive Income | $ 7,285 | $ 5,912 | $ 19,197 | $ 12,501 |
Earnings per share: | ||||
Basic (in dollars per share) | $ 0.65 | $ 0.58 | $ 1.80 | $ 1.23 |
Diluted (in dollars per share) | $ 0.62 | $ 0.55 | $ 1.71 | $ 1.16 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 11,256,946 | 10,211,114 | 10,686,040 | 10,155,751 |
Diluted (in shares) | 11,701,394 | 10,785,630 | 11,205,748 | 10,744,619 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Equity (Unaudited) - 9 months ended Sep. 29, 2018 - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Dec. 30, 2017 | 10,834,770 | |||
Balance at Dec. 30, 2017 | $ 108 | $ 125,954 | $ 54,035 | $ 180,097 |
Stock based compensation | 4,541 | 4,541 | ||
Restricted stock issuance, net (in shares) | 144,118 | |||
Restricted stock issuance, net | $ 2 | (2) | ||
Stock issuance for acquisitions (in shares) | 73,012 | |||
Stock issuance for acquisitions | $ 1 | 4,949 | 4,950 | |
Proceeds from secondary offering, net of costs (in shares) | 1,270,000 | |||
Proceeds from secondary offering, net of costs | $ 13 | 93,456 | 93,469 | |
Proceeds from exercise of warrants, net of costs (in shares) | 140,000 | |||
Proceeds from exercise of warrants, net of costs | $ 1 | 1,091 | 1,092 | |
Net income | 19,197 | 19,197 | ||
Balance (in shares) at Sep. 29, 2018 | 12,461,900 | |||
Balance at Sep. 29, 2018 | $ 125 | $ 229,989 | $ 73,232 | $ 303,346 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 29, 2018 | Sep. 30, 2017 | |
Cash Flows From Operating Activities: | ||
Net income | $ 19,197 | $ 12,501 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 11,660 | 9,542 |
Provision for doubtful accounts | 843 | 445 |
Stock based compensation | 4,541 | 2,743 |
Change in fair value of contingent consideration | 267 | 56 |
Loss on disposal property and equipment | 2 | |
Deferred income taxes | 564 | 320 |
Changes in operating assets and liabilities, net of impact of acquisitions: | ||
Billed receivables | (6,396) | (6,466) |
Unbilled receivables | (3,759) | (10,565) |
Prepaid expenses and other assets | 819 | (13) |
Accounts payable | (679) | (1,827) |
Accrued liabilities | (3,259) | (3,251) |
Income taxes payable | (6,713) | (279) |
Billings in excess of costs and estimated earnings on uncompleted contracts | 485 | 1,641 |
Client deposits | 822 | |
Net cash provided by operating activities | 17,570 | 5,671 |
Cash Flows From Investing Activities: | ||
Cash paid for acquisitions (net of cash received from acquisitions) | (28,460) | (60,241) |
Purchase of property and equipment | (1,582) | (1,591) |
Net cash used in investing activities | (30,042) | (61,832) |
Cash Flows From Financing Activities: | ||
Proceeds from secondary offering | 93,469 | |
Proceeds from borrowings from Senior Credit Facility | 47,000 | |
Payments of borrowings from Senior Credit Facility | (36,500) | (5,000) |
Payments on notes payable | (7,410) | (5,360) |
Payments of contingent consideration | (728) | (563) |
Proceeds from exercise of warrant | 1,092 | |
Net cash provided by financing activities | 49,923 | 36,077 |
Net increase (decrease) in Cash and Cash Equivalents | 37,451 | (20,084) |
Cash and cash equivalents – beginning of period | 18,751 | 35,666 |
Cash and cash equivalents – end of period | 56,202 | 15,582 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 1,624 | 843 |
Cash paid for income taxes | 10,696 | 4,962 |
Non-cash investing and financing activities: | ||
Contingent consideration (earn-out) | 1,565 | 908 |
Notes payable and other obligations issued for acquisitions | 8,356 | 9,371 |
Stock issuance for acquisitions | 4,950 | 1,746 |
Capital leases | 2,878 | |
Payment of contingent consideration and other obligations with common stock | $ 62 |
Note 1 - Organization and Natur
Note 1 - Organization and Nature of Business Operations | 9 Months Ended |
Sep. 29, 2018 | |
Notes to Financial Statements | |
Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block] | Note 1 Business NV5 “NV5 NV5 not |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 29, 2018 | |
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 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 30, 2017. December 30, 2017 not 2018 Fiscal Year The Company reports its financial results on a 52/53 December 31st not not 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 over time, allowances for uncollectible accounts and provision for income taxes. NV5 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (in thousands, except share data) Concentration of Credit Risk not 32% nine September 29, 2018 September 30, 2017, not 10% nine September 29, 2018 September 30, 2017. 74% 73% September 29, 2018 December 30, 2017, 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, billed and unbilled receivables, accounts payable, income taxes payable, accrued liabilities and debt obligations to meet the definition of financial instruments. As of September 29, 2018 December 30, 2017, 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 NV5 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (in thousands, except share data) The Company reviews and re-assesses 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 On August 1, 2018, not not August 1, 2018. no August 2, 2018 September 29, 2018. See Note 7 NV5 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (in thousands, except share data) 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 nine September 29, 2018 September 30, 2017 588,430 560,689 2010. not three nine September 29, 2018 September 30, 2017 three nine September 29, 2018 September 30, 2017, 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 nine September 29, 2018 September 30, 2017: Three Months Ended Nine Months Ended September 29, September 30, September 29, September 30, 2018 2017 2018 2017 Numerator: Net income – basic and diluted $ 7,285 $ 5,912 $ 19,197 $ 12,501 Denominator: Basic weighted average shares outstanding 11,256,946 10,211,114 10,686,040 10,155,751 Effect of dilutive non-vested restricted shares and units 381,250 311,677 396,577 305,392 Effect of issuable shares related to acquisitions 63,198 146,958 88,594 170,768 Effect of warrants - 115,881 34,537 112,708 Diluted weighted average shares outstanding 11,701,394 10,785,630 11,205,748 10,744,619 Warrant exercise In conjunction with the Company’s initial public offering on March 26, 2013, 140,000 March 23, 2016, $1,008 one one one $7.80 March 27, 2018. March 19, 2018, $1,092 March 21, 2018, 140,000 Secondary offering On August 9, 2018, 1,270,000 $79.00 3 No. 333 224392 30 190,500 August 13, 2018, $93,500 not NV5 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (in thousands, except share data) Revenue Recognition On the first 2018, 606, Revenue from Contracts with Customers 606” not 2018. 606 606 first 2018. December 30, 2017 606, not 606 not 606 three nine September 29, 2018 To determine the proper revenue recognition method, the Company evaluates whether two one one not not may The Company’s performance obligations are satisfied as work progresses or at a point in time. Gross revenues from services transferred to customers over time accounted for 92% three nine September 29, 2018. 8% three nine September 29, 2018. As of September 29, 2018, $467,135 $342,338 73% 12 24 Not not may not may not 12 may one not Contract modifications are common in the performance the Company’s contracts. Contracts modified typically result from changes in scope, specifications, design, performance, sites, or period of completion. In most cases, contract modifications are for services that are not Contract estimates are based on various assumptions to project the outcome of future events. These assumptions are dependent upon the accuracy of a variety of estimates, including engineering progress, achievement of milestones, labor productivity and cost estimates. Due to uncertainties inherent in the estimation process, it is possible that actual completion costs may may three nine September 29, 2018, not NV5 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (in thousands, except share data) A significant amount of the Company’s revenues are derived under multi-year contracts. The Company enters into contracts with its clients that contain two Cost-reimbursable contracts • Time and materials (“T&M”) contracts are common for smaller scale professional and technical consulting and certification services projects. Under these types of contracts, there is no may not • Cost-plus contracts are the predominant contracting method used by U.S. federal, state, and local governments. Under these type contracts, the Company charges clients for its costs, including both direct and indirect costs, plus a negotiated fee. The total estimated cost plus the negotiated fee represents the total contract value. • Lump-sum contracts typically require the performance of all of the work under the contract for a specified lump-sum fee, subject to price adjustments if the scope of the project changes or unforeseen conditions arise. Many of the Company’s lump-sum contracts are negotiated and arise in the design of projects with a specified scope and project deliverables. In most cases, we can bill additional fees if the project schedule is modified and lengthened. Fixed - unit price contracts. • Fixed-unit price contracts typically require the performance of an estimated number of units of work at an agreed price per unit, with the total payment under the contract determined by the actual number of units performed. Federal Acquisition Regulations (“FAR”), which are applicable to the Company’s federal government contracts and may may Contract Balances The timing of revenue recognition, billings and cash collections results in billed receivables, unbilled receivables (contract assets), and billings in excess of costs and estimated earnings on uncompleted contracts (contract liabilities) on the Consolidated Balance Sheet. Billed receivables, net represents amounts billed to clients that remain uncollected as of the balance sheet date. The amounts are stated at their estimated realizable value. The Company maintains an allowance for doubtful accounts to provide for the estimated amount of receivables that will not not 12 Unbilled receivables, net 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 nine September 29, 2018, 14. NV5 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (in thousands, except share data) In certain circumstances, the contract may three nine September 29, 2018 2018 $222 $434, Practical Expedients and Exemptions The Company utilizes the portfolio method practical expedient which allows companies to account for multiple contracts as a portfolio, instead of accounting for them on a contract by contract basis (commonly known as the contract method). For the Company’s T&M contracts, the Company applies the as-invoiced practical expedient, which permits the Company to recognize revenue as the right to invoice for services performed. |
Note 3 - Recent Issued Accounti
Note 3 - Recent Issued Accounting Pronouncements | 9 Months Ended |
Sep. 29, 2018 | |
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 2020. not In August 2016, 2016 15, Statement of Cash Flows (Topic 230 2018. 2018 not In February 2016, No. 2016 2, Leases 842 not twelve July 2018, 2018 11, Leases 842 Targeted Improvements 2019 not |
Note 4 - Business Acquisitions
Note 4 - Business Acquisitions | 9 Months Ended |
Sep. 29, 2018 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | Note 4 On August 24, 2018, $34,000, $25,000 $4,000 3.75% four $1,000, third fourth August 24, 2018 ( 9 $3,000 36,379 $2,000 120 third second 2019. On February 2, 2018, $4,200, $2,000 $600 3% four $150, third fourth February 2, 2018, $150 2,993 $250 two $125, first second $1,200 2018. $1,200 $899, third fourth 2018. On January 12, 2018, $4,250, $1,500 $1,000 3% four $250, third fourth January 12, 2018, $300 5,630 $600 two $300, first second $850 2018. $850 $666, third fourth 2018. On September 6, 2017, $990 $400 $300 3.0% three $100, second third September 6, 2017, 9 $67 1,510 $133 two first second September 6, 2017.The $90, 2017. 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 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 On May 1, 2017, $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, third On April 14, 2017, $42,000, third The following table summarizes the fair values of the assets acquired and liabilities assumed as of the acquisition date for the acquisitions closed during 2018 2017: 2018 2017 Acquisitions Acquisitions Cash $ 40 $ 212 Billed and unbilled receivables 10,074 20,436 Property and equipment 1,510 1,756 Prepaid expenses 342 968 Other assets 73 337 Intangible assets: Customer relationships 13,103 29,889 Trade name 1,012 2,224 Customer backlog 2,743 1,387 Non-compete 1,907 1,703 Total Assets 30,804 58,912 Liabilities (3,803 ) (11,272 ) Deferred tax liabilities (496 ) (15,951 ) Net assets acquired 26,505 31,689 Consideration paid (Cash, Notes and/or stock) 40,095 71,439 Contingent earn-out liability (Cash and stock) 1,565 908 Total Consideration 41,660 72,347 Excess consideration over the amounts assigned to the net assets acquired (Goodwill) $ 15,155 $ 40,658 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. See Note 7 The consolidated financial statements of the Company for the three nine September 29, 2018 2018 September 29, 2018. three nine September 29, 2018, $4,984 $11,374, $1,356 $2,008, three nine September 30, 2017, $21,316 $35,524, $3,905 $6,847, three nine September 29, 2018 $213 $583, three nine September 30, 2017 $315 $892, The following table presents the unaudited, pro forma consolidated results of operations (in thousands, except per share amounts) for the three nine September 30, 2017 January 1, 2016 January 1, 2017. not January 1, 2016 January 1, 2017; Three Months Ended Nine Months Ended September 29, 2018 September 30, 2017 September 29, 2018 September 30, 2017 Gross revenues $ 109,993 $ 99,328 $ 325,255 $ 282,673 Net income $ 7,973 $ 6,372 $ 21,567 $ 14,222 Basic earnings per share $ 0.71 $ 0.63 $ 2.01 $ 1.40 Diluted earnings per share $ 0.68 $ 0.59 $ 1.92 $ 1.32 The Company has determined the supplemental disclosures pursuant to ASC 805 10 50 2h, not |
Note 5 - Billed and Unbilled Re
Note 5 - Billed and Unbilled Receivables | 9 Months Ended |
Sep. 29, 2018 | |
Notes to Financial Statements | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | Note 5 Billed and Unbilled Re ceivable s Billed and Unbilled Receivables consists of the following: September 30, December 30, 2018 2017 Billed receivables $ 89,324 $ 73,130 Less: allowance for doubtful accounts (3,489 ) (2,444 ) Billed receivables, net 85,835 70,686 Unbilled receivables $ 44,836 $ 40,599 Less: allowance for doubtful accounts (1,198 ) (1,198 ) Unbilled receivables, net $ 43,638 $ 39,401 |
Note 6 - Property and Equipment
Note 6 - Property and Equipment, Net | 9 Months Ended |
Sep. 29, 2018 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | Note 6 Property and equipment, net, consists of the following: September 30, December 30, 2018 2017 Office furniture and equipment $ 1,693 $ 1,621 Computer equipment 10,347 8,982 Survey and field equipment 5,457 2,381 Leasehold improvements 1,883 1,874 19,380 14,858 Accumulated depreciation (8,696 ) (6,127 ) Property and equipment – net $ 10,684 $ 8,731 Depreciation expense was $1,077 $3,111 three nine September 29, 2018, $760 $2,014 three nine September 30, 2017, |
Note 7 - Goodwill and Intangibl
Note 7 - Goodwill and Intangible Assets | 9 Months Ended |
Sep. 29, 2018 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | Note 7 Goodwill The changes in the carrying value by reportable segment for the nine September 29, 2018 December 30, 2017: Nine Months Ended December 30, 2017 Acquisitions Disposed/ Adjustments September 29, 2018 INF $ 28,675 $ 13,657 $ - $ 42,332 BTS 70,224 1,498 - 71,722 Total $ 98,899 $ 15,155 $ - $ 114,054 Fiscal Year 2017 December 31, 2016 Acquisitions Disposed/ Adjustments December 30, 2017 INF $ 25,678 $ 2,997 $ - $ 28,675 BTS 33,702 37,661 (1,139 ) 70,224 Total $ 59,380 $ 40,658 $ (1,139 ) $ 98,899 Goodwill of approximately $13,549 $1,077 nine September 29, 2018 September 30, 2017, Intangible Assets Intangible assets, net, as of September 29, 2018 December 30, 2017 September 29, 2018 December 30, 2017 Gross Carrying Amount Accumulated Amortization Net Amount Gross Carrying Amount Accumulated Amortization Net Amount Customer relationships $ 81,793 $ (16,477 ) $ 65,316 $ 68,690 $ (11,361 ) $ 57,329 Trade name 7,421 (5,907 ) 1,514 6,409 (4,911 ) 1,498 Customer backlog 10,738 (5,502 ) 5,236 7,995 (3,946 ) 4,049 Favorable lease 553 (184 ) 369 553 (147 ) 406 Non-compete 6,156 (2,620 ) 3,536 4,249 (1,777 ) 2,472 Total $ 106,661 $ (30,690 ) $ 75,971 $ 87,896 $ (22,142 ) $ 65,754 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 $2,980 $8,549 three nine September 29, 2018, $3,028 $7,528 three nine September 30, 2017, As of September 29, 2018, Third Quarter Ended 2019 $ 13,301 2020 10,071 2021 8,622 2022 8,355 2023 7,819 Thereafter 27,803 Total $ 75,971 |
Note 8 - Accrued Liabilities
Note 8 - Accrued Liabilities | 9 Months Ended |
Sep. 29, 2018 | |
Notes to Financial Statements | |
Accrued Liabilities Disclosure [Text Block] | Note 8 Accrued liabilities consist of the following: September 29, December 30, 2018 2017 Deferred rent $ 793 $ 691 Payroll and related taxes 4,372 6,088 Professional liability reserve 266 316 Benefits 2,684 2,687 Accrued vacation 7,763 5,879 Unreognized tax benefits 437 437 Other 3,287 2,896 Total $ 19,602 $ 18,994 |
Note 9 - Notes Payable and Othe
Note 9 - Notes Payable and Other Obligations | 9 Months Ended |
Sep. 29, 2018 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 9 and Other Obligations Notes payable and other obligations consists of the following: September 29, December 30, 2018 2017 Senior Credit Facility $ - $ 36,500 Other Obligations 3,840 4,773 Uncollateralized promisory notes 29,413 27,284 Total Notes Payable and Other Obligations 33,253 68,557 Current portion of notes payable and other obligations (14,212 ) (11,127 ) Notes payable and other obligations, less current portion $ 19,041 $ 57,430 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. September 29, 2018 December 30, 2017, September 29, 2018 December 30, 2017, $0 $36,500, Other Obligations On February 2, 2018, $250 two first second February 2, 2018. $250 $0 September 29, 2018 December 30, 2017, On January 12, 2018, $600 two first second January 12, 2018. $600 $0 September 29, 2018 December 30, 2017, On September 6, 2017, $133 two first second September 6, 2017. $66 $133 September 29, 2018 December 30, 2017, On June 6, 2017, $1,333 two first second June 6, 2017. $667 $1,333 September 29, 2018 December 30, 2017, On November 30, 2016, $1,200 two $600, first second November 30, 2016. $ 600 September 29, 2018 December 30, 2017. On October 26, 2016, $2,600 two $1,300, first second October 26, 2016. $ 1,300 September 29, 2018 December 30, 2017. On May 20, 2016, $3,000 three $1,000, second third May 20, 2016. $1,000 $2,000 September 29, 2018 December 30, 2017, Uncollateralized Promissory Notes On August 24, 2018, $4,000 3.75% four $1,000, third fourth August 24, 2018. $4,000 $0 September 29, 2018 December 30, 2017, On February 2, 2018, $600 3.0% four $150, third fourth February 2, 2018. $600 $0 September 29, 2018 December 30, 2017, On January 12, 2018, $1,000 3.0% four $250, third fourth January 12, 2018. $1,000 $0 September 29, 2018 December 30, 2017, On September 6, 2017, $300 3.0% three $100, second third September 6, 2017. $200 $300 September 29, 2018 December 30, 2017, On June 6, 2017, $5,500 3.0% four $1,375, third fourth June 6, 2017. $4,125 $5,500 September 29, 2018 December 30, 2017, On May 4, 2017, $600 3.0% four $150, third fourth May 4, 2017, $450 $600 September 29, 2018 December 30, 2017, On May 1, 2017, $1,650 3.0% four $413, third fourth May 1, 2017, $1,238 $1,650 September 29, 2018 December 30, 2017, On December 6, 2016, $3,500 3.0% four $875, third fourth December 6, 2016, $2,625 $3,500 September 29, 2018 December 30, 2017, On November 30, 2016, $2,700 3.0% four $675, third fourth November 30, 2016, $2,020 $2,025 September 29, 2018 December 30, 2017, On October 26, 2016, $7,000 3.0% five $1,400, fourth fifth October 26, 2016, $5,600 September 29, 2018 December 30, 2017. On September 12, 2016, $500 3.0% four $125, third fourth September 12, 2016, $250 $375 September 29, 2018 December 30, 2017, On May 20, 2016, $6,000 3.0% four $1,500 fourth May 20, 2016, $3,000 $4,500 September 29, 2018 December 30, 2017, On July 1, 2015, $4,000 3.0% four $1,000 fourth July 1, 2015, $1,000 $2,000 September 29, 2018 December 30, 2017, On June 24, 2015, $500 3.5% three $167 second third June 24, 2015, $0 $166 September 29, 2018 December 30, 2017, On January 30, 2015, $1,250 3.5% four $313 fourth January 30, 2015, $312 $625 September 29, 2018 December 30, 2017, Future contractual maturities of long-term debt as of September 29, 2018 Third Quarter Ended 2019 $ 14,212 2020 9,126 2021 6,755 2022 3,160 2023 - Total $ 33,253 As of September 29, 2018 December 30, 2017, 2 |
Note 10 - Contingent Considerat
Note 10 - Contingent Consideration | 9 Months Ended |
Sep. 29, 2018 | |
Notes to Financial Statements | |
Contingencies Disclosure [Text Block] | Note 10 The following table summarizes the changes in the carrying value of estimated contingent consideration: September 29, December 30, 2018 2017 Contingent consideration, beginning of the year $ 1,890 $ 2,439 Additions for acquisitions 1,565 908 Reduction of liability for payments made (727 ) (625 ) Increase (decrease) of liability related to re-measurement of fair value 267 (832 ) Total contingent consideration, end of the period 2,995 1,890 Current portion of contingent consideration (1,763 ) (977 ) Contingent consideration, less current portion $ 1,232 $ 913 |
Note 11 - Commitments and Conti
Note 11 - Commitments and Contingencies | 9 Months Ended |
Sep. 29, 2018 | |
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 | 9 Months Ended |
Sep. 29, 2018 | |
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 September 29, 2018, 1,049,102 2011 January 1 2014 2023, 3.5% December 31, two four The following summarizes the activity of restricted stock awards during the nine September 29, 2018: Number of Unvested Restricted Shares of Common Stock and Restricted Stock Units Weighted Average Grant Date Fair Value Unvested shares as of December 30, 2017 583,051 $ 27.13 Granted 158,385 $ 63.68 Vested (125,649 ) $ 19.62 Forfeited (15,357 ) $ 32.14 Unvested shares as of September 29, 2018 600,430 $ 38.21 Share-based compensation expense relating to restricted stock awards during the three nine September 29, 2018 $1,902 $4,541, $1,161 $2,743, three nine September 30, 2017, $14,416 2.04 September 29, 2018. nine September 29, 2018 September 30, 2017 $7,422 $3,443, |
Note 13 - Income Taxes
Note 13 - Income Taxes | 9 Months Ended |
Sep. 29, 2018 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 13 On December 22, 2017 “2017 2017 35% 21%, January 1, 2018. 2017 one No. 118 one 2017 As a result of the 2017 fourth 2017, $357 one 2017 three nine September 29, 2018, not December 30, 2017. not not 2018. The 2017 September 29, 2018, not The ultimate impact of the 2017 may may may 2018 118, 2017 2017 December 22, 2018. As of September 29, 2018 December 30, 2017, $11,966 $10,905, No September 29, 2018 December 30, 2017 not nine September 29, 2018, $496 The Company’s consolidated effective income tax rate was 24.5% 24.8% three nine September 29, 2018, 31.3% 33.4% three nine September 30, 2017, three nine September 29, 2018, $95 $1,210, three nine September 30, 2017, $114 $974, The Company evaluates tax positions for recognition using a more-likely-than- not 50% 2012 2014. 2012 2017 2015 2017 2014 second 2018, no 2014 At September 29, 2018 December 30, 2017, $ 437 September 29, 2018 December 30, 2017 $ 437 not 12 |
Note 14 - Reportable Segments
Note 14 - Reportable Segments | 9 Months Ended |
Sep. 29, 2018 | |
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” 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: Three Months Ended Nine Months Ended September 29, September 30, September 29, September 30, 2018 2017 2018 2017 Gross revenues INF $ 64,053 $ 49,024 $ 180,611 $ 134,446 BTS 41,441 43,262 125,344 107,997 Elimination of inter-segment revenues (1,309 ) (1,023 ) (3,218 ) (3,385 ) Total gross revenues $ 104,185 $ 91,263 $ 302,737 $ 239,058 Segment income before taxes INF $ 11,108 $ 9,559 $ 28,951 $ 23,749 BTS 7,236 6,974 21,069 15,065 Total Segment income before taxes 18,344 16,533 50,020 38,814 Corporate (1) (8,821 ) (8,098 ) (26,107 ) (21,510 ) Total income before taxes $ 9,523 $ 8,435 $ 23,913 $ 17,304 ( 1 Includes amortization of intangible assets of $2,980 $3,028 three September 29, 2018 September 30, 2017, $8,549 $7,528 nine September 29, 2018 September 30, 2017, Upon adoption of Topic 606, Revenue by geographic location was as follows: Three Months Ended September 29, 2018 Nine Months Ended September 29, 2018 INF BTS Total INF BTS Total Gross revenues by Geographic Location United States $ 63,514 $ 38,678 $ 102,192 $ 178,531 $ 115,371 $ 293,902 Foreign - 1,993 1,993 - 8,835 8,835 Total gross revenues $ 63,514 $ 40,671 $ 104,185 $ 178,531 $ 124,206 $ 302,737 Revenue by customer type was as follows: Three Months Ended September 29, 2018 Nine Months Ended September 29, 2018 INF BTS Total INF BTS Total Gross revenues by Customer Public and quasi-public sector $ 58,157 $ 15,469 $ 73,626 $ 162,193 $ 49,519 $ 211,712 Private sector 5,357 25,202 30,559 16,338 74,687 91,025 Total gross revenues $ 63,514 $ 40,671 $ 104,185 $ 178,531 $ 124,206 $ 302,737 Revenue by contract type was as follows: Three Months Ended September 29, 2018 Nine Months Ended September 29, 2018 INF BTS Total INF BTS Total Gross revenues by Contract Type Cost-reimbursable contracts $ 63,507 $ 32,196 $ 95,703 $ 178,255 $ 98,756 $ 277,011 Fixed-unit price contracts 7 8,475 8,482 276 25,450 25,726 Total gross revenues $ 63,514 $ 40,671 $ 104,185 $ 178,531 $ 124,206 $ 302,737 |
Note 15 - Subsequent Events
Note 15 - Subsequent Events | 9 Months Ended |
Sep. 29, 2018 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | Note 1 5 – Subsequent Events On November 2, 2018, $53,000, Under the acquisition method of accounting, the Company will recognize the assets acquired and the liabilities assumed at their fair values and will record an allocation of the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The Company expects goodwill will be recorded based on the amount by which the purchase price exceeds the fair value of the net assets acquired, the amount attributable to the reputation of the business acquired, the workforce in place and the backlog from this acquisition. In order to determine the fair values of tangible and intangible assets acquired and liabilities assumed, the Company will engage a third fourth 2018. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 29, 2018 | |
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 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 30, 2017. December 30, 2017 not 2018 |
Fiscal Period, Policy [Policy Text Block] | Fiscal Year The Company reports its financial results on a 52/53 December 31st not not |
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 over time, allowances for uncollectible accounts and provision for income taxes. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risk not 32% nine September 29, 2018 September 30, 2017, not 10% nine September 29, 2018 September 30, 2017. 74% 73% September 29, 2018 December 30, 2017, |
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, billed and unbilled receivables, accounts payable, income taxes payable, accrued liabilities and debt obligations to meet the definition of financial instruments. As of September 29, 2018 December 30, 2017, 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 The Company reviews and re-assesses 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 On August 1, 2018, not not August 1, 2018. no August 2, 2018 September 29, 2018. 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 nine September 29, 2018 September 30, 2017 588,430 560,689 2010. not three nine September 29, 2018 September 30, 2017 three nine September 29, 2018 September 30, 2017, 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 nine September 29, 2018 September 30, 2017: Three Months Ended Nine Months Ended September 29, September 30, September 29, September 30, 2018 2017 2018 2017 Numerator: Net income – basic and diluted $ 7,285 $ 5,912 $ 19,197 $ 12,501 Denominator: Basic weighted average shares outstanding 11,256,946 10,211,114 10,686,040 10,155,751 Effect of dilutive non-vested restricted shares and units 381,250 311,677 396,577 305,392 Effect of issuable shares related to acquisitions 63,198 146,958 88,594 170,768 Effect of warrants - 115,881 34,537 112,708 Diluted weighted average shares outstanding 11,701,394 10,785,630 11,205,748 10,744,619 |
Stockholders' Equity, Policy [Policy Text Block] | Warrant exercise In conjunction with the Company’s initial public offering on March 26, 2013, 140,000 March 23, 2016, $1,008 one one one $7.80 March 27, 2018. March 19, 2018, $1,092 March 21, 2018, 140,000 |
Stock Issuance [Policy Text Block] | Secondary offering On August 9, 2018, 1,270,000 $79.00 3 No. 333 224392 30 190,500 August 13, 2018, $93,500 not |
Revenue from Contract with Customer [Policy Text Block] | Revenue Recognition On the first 2018, 606, Revenue from Contracts with Customers 606” not 2018. 606 606 first 2018. December 30, 2017 606, not 606 not 606 three nine September 29, 2018 To determine the proper revenue recognition method, the Company evaluates whether two one one not not may The Company’s performance obligations are satisfied as work progresses or at a point in time. Gross revenues from services transferred to customers over time accounted for 92% three nine September 29, 2018. 8% three nine September 29, 2018. As of September 29, 2018, $467,135 $342,338 73% 12 24 Not not may not may not 12 may one not Contract modifications are common in the performance the Company’s contracts. Contracts modified typically result from changes in scope, specifications, design, performance, sites, or period of completion. In most cases, contract modifications are for services that are not Contract estimates are based on various assumptions to project the outcome of future events. These assumptions are dependent upon the accuracy of a variety of estimates, including engineering progress, achievement of milestones, labor productivity and cost estimates. Due to uncertainties inherent in the estimation process, it is possible that actual completion costs may may three nine September 29, 2018, not A significant amount of the Company’s revenues are derived under multi-year contracts. The Company enters into contracts with its clients that contain two Cost-reimbursable contracts • Time and materials (“T&M”) contracts are common for smaller scale professional and technical consulting and certification services projects. Under these types of contracts, there is no may not • Cost-plus contracts are the predominant contracting method used by U.S. federal, state, and local governments. Under these type contracts, the Company charges clients for its costs, including both direct and indirect costs, plus a negotiated fee. The total estimated cost plus the negotiated fee represents the total contract value. • Lump-sum contracts typically require the performance of all of the work under the contract for a specified lump-sum fee, subject to price adjustments if the scope of the project changes or unforeseen conditions arise. Many of the Company’s lump-sum contracts are negotiated and arise in the design of projects with a specified scope and project deliverables. In most cases, we can bill additional fees if the project schedule is modified and lengthened. Fixed - unit price contracts. • Fixed-unit price contracts typically require the performance of an estimated number of units of work at an agreed price per unit, with the total payment under the contract determined by the actual number of units performed. Federal Acquisition Regulations (“FAR”), which are applicable to the Company’s federal government contracts and may may |
Receivables, Policy [Policy Text Block] | Contract Balances The timing of revenue recognition, billings and cash collections results in billed receivables, unbilled receivables (contract assets), and billings in excess of costs and estimated earnings on uncompleted contracts (contract liabilities) on the Consolidated Balance Sheet. Billed receivables, net represents amounts billed to clients that remain uncollected as of the balance sheet date. The amounts are stated at their estimated realizable value. The Company maintains an allowance for doubtful accounts to provide for the estimated amount of receivables that will not not 12 Unbilled receivables, net 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 nine September 29, 2018, 14. In certain circumstances, the contract may three nine September 29, 2018 2018 $222 $434, Practical Expedients and Exemptions The Company utilizes the portfolio method practical expedient which allows companies to account for multiple contracts as a portfolio, instead of accounting for them on a contract by contract basis (commonly known as the contract method). For the Company’s T&M contracts, the Company applies the as-invoiced practical expedient, which permits the Company to recognize revenue as the right to invoice for services performed. |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended Nine Months Ended September 29, September 30, September 29, September 30, 2018 2017 2018 2017 Numerator: Net income – basic and diluted $ 7,285 $ 5,912 $ 19,197 $ 12,501 Denominator: Basic weighted average shares outstanding 11,256,946 10,211,114 10,686,040 10,155,751 Effect of dilutive non-vested restricted shares and units 381,250 311,677 396,577 305,392 Effect of issuable shares related to acquisitions 63,198 146,958 88,594 170,768 Effect of warrants - 115,881 34,537 112,708 Diluted weighted average shares outstanding 11,701,394 10,785,630 11,205,748 10,744,619 |
Note 4 - Business Acquisitions
Note 4 - Business Acquisitions (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | 2018 2017 Acquisitions Acquisitions Cash $ 40 $ 212 Billed and unbilled receivables 10,074 20,436 Property and equipment 1,510 1,756 Prepaid expenses 342 968 Other assets 73 337 Intangible assets: Customer relationships 13,103 29,889 Trade name 1,012 2,224 Customer backlog 2,743 1,387 Non-compete 1,907 1,703 Total Assets 30,804 58,912 Liabilities (3,803 ) (11,272 ) Deferred tax liabilities (496 ) (15,951 ) Net assets acquired 26,505 31,689 Consideration paid (Cash, Notes and/or stock) 40,095 71,439 Contingent earn-out liability (Cash and stock) 1,565 908 Total Consideration 41,660 72,347 Excess consideration over the amounts assigned to the net assets acquired (Goodwill) $ 15,155 $ 40,658 |
Business Acquisition, Pro Forma Information [Table Text Block] | Three Months Ended Nine Months Ended September 29, 2018 September 30, 2017 September 29, 2018 September 30, 2017 Gross revenues $ 109,993 $ 99,328 $ 325,255 $ 282,673 Net income $ 7,973 $ 6,372 $ 21,567 $ 14,222 Basic earnings per share $ 0.71 $ 0.63 $ 2.01 $ 1.40 Diluted earnings per share $ 0.68 $ 0.59 $ 1.92 $ 1.32 |
Note 5 - Billed and Unbilled _2
Note 5 - Billed and Unbilled Receivables (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Notes Tables | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | September 30, December 30, 2018 2017 Billed receivables $ 89,324 $ 73,130 Less: allowance for doubtful accounts (3,489 ) (2,444 ) Billed receivables, net 85,835 70,686 Unbilled receivables $ 44,836 $ 40,599 Less: allowance for doubtful accounts (1,198 ) (1,198 ) Unbilled receivables, net $ 43,638 $ 39,401 |
Note 6 - Property and Equipme_2
Note 6 - Property and Equipment, Net (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | September 30, December 30, 2018 2017 Office furniture and equipment $ 1,693 $ 1,621 Computer equipment 10,347 8,982 Survey and field equipment 5,457 2,381 Leasehold improvements 1,883 1,874 19,380 14,858 Accumulated depreciation (8,696 ) (6,127 ) Property and equipment – net $ 10,684 $ 8,731 |
Note 7 - Goodwill and Intangi_2
Note 7 - Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Notes Tables | |
Schedule of Goodwill [Table Text Block] | Nine Months Ended December 30, 2017 Acquisitions Disposed/ Adjustments September 29, 2018 INF $ 28,675 $ 13,657 $ - $ 42,332 BTS 70,224 1,498 - 71,722 Total $ 98,899 $ 15,155 $ - $ 114,054 Fiscal Year 2017 December 31, 2016 Acquisitions Disposed/ Adjustments December 30, 2017 INF $ 25,678 $ 2,997 $ - $ 28,675 BTS 33,702 37,661 (1,139 ) 70,224 Total $ 59,380 $ 40,658 $ (1,139 ) $ 98,899 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | September 29, 2018 December 30, 2017 Gross Carrying Amount Accumulated Amortization Net Amount Gross Carrying Amount Accumulated Amortization Net Amount Customer relationships $ 81,793 $ (16,477 ) $ 65,316 $ 68,690 $ (11,361 ) $ 57,329 Trade name 7,421 (5,907 ) 1,514 6,409 (4,911 ) 1,498 Customer backlog 10,738 (5,502 ) 5,236 7,995 (3,946 ) 4,049 Favorable lease 553 (184 ) 369 553 (147 ) 406 Non-compete 6,156 (2,620 ) 3,536 4,249 (1,777 ) 2,472 Total $ 106,661 $ (30,690 ) $ 75,971 $ 87,896 $ (22,142 ) $ 65,754 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Third Quarter Ended 2019 $ 13,301 2020 10,071 2021 8,622 2022 8,355 2023 7,819 Thereafter 27,803 Total $ 75,971 |
Note 8 - Accrued Liabilities (T
Note 8 - Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | September 29, December 30, 2018 2017 Deferred rent $ 793 $ 691 Payroll and related taxes 4,372 6,088 Professional liability reserve 266 316 Benefits 2,684 2,687 Accrued vacation 7,763 5,879 Unreognized tax benefits 437 437 Other 3,287 2,896 Total $ 19,602 $ 18,994 |
Note 9 - Notes Payable and Ot_2
Note 9 - Notes Payable and Other Obligations (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Notes Tables | |
Schedule of Long-term Debt Instruments [Table Text Block] | September 29, December 30, 2018 2017 Senior Credit Facility $ - $ 36,500 Other Obligations 3,840 4,773 Uncollateralized promisory notes 29,413 27,284 Total Notes Payable and Other Obligations 33,253 68,557 Current portion of notes payable and other obligations (14,212 ) (11,127 ) Notes payable and other obligations, less current portion $ 19,041 $ 57,430 |
Schedule of Maturities of Long-term Debt [Table Text Block] | Third Quarter Ended 2019 $ 14,212 2020 9,126 2021 6,755 2022 3,160 2023 - Total $ 33,253 |
Note 10 - Contingent Consider_2
Note 10 - Contingent Consideration (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Notes Tables | |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration [Table Text Block] | September 29, December 30, 2018 2017 Contingent consideration, beginning of the year $ 1,890 $ 2,439 Additions for acquisitions 1,565 908 Reduction of liability for payments made (727 ) (625 ) Increase (decrease) of liability related to re-measurement of fair value 267 (832 ) Total contingent consideration, end of the period 2,995 1,890 Current portion of contingent consideration (1,763 ) (977 ) Contingent consideration, less current portion $ 1,232 $ 913 |
Note 12 - Stock-based Compens_2
Note 12 - Stock-based Compensation (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
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 30, 2017 583,051 $ 27.13 Granted 158,385 $ 63.68 Vested (125,649 ) $ 19.62 Forfeited (15,357 ) $ 32.14 Unvested shares as of September 29, 2018 600,430 $ 38.21 |
Note 14 - Reportable Segments (
Note 14 - Reportable Segments (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended Nine Months Ended September 29, September 30, September 29, September 30, 2018 2017 2018 2017 Gross revenues INF $ 64,053 $ 49,024 $ 180,611 $ 134,446 BTS 41,441 43,262 125,344 107,997 Elimination of inter-segment revenues (1,309 ) (1,023 ) (3,218 ) (3,385 ) Total gross revenues $ 104,185 $ 91,263 $ 302,737 $ 239,058 Segment income before taxes INF $ 11,108 $ 9,559 $ 28,951 $ 23,749 BTS 7,236 6,974 21,069 15,065 Total Segment income before taxes 18,344 16,533 50,020 38,814 Corporate (1) (8,821 ) (8,098 ) (26,107 ) (21,510 ) Total income before taxes $ 9,523 $ 8,435 $ 23,913 $ 17,304 |
Revenue from External Customers by Geographic Areas [Table Text Block] | Three Months Ended September 29, 2018 Nine Months Ended September 29, 2018 INF BTS Total INF BTS Total Gross revenues by Geographic Location United States $ 63,514 $ 38,678 $ 102,192 $ 178,531 $ 115,371 $ 293,902 Foreign - 1,993 1,993 - 8,835 8,835 Total gross revenues $ 63,514 $ 40,671 $ 104,185 $ 178,531 $ 124,206 $ 302,737 |
Schedule of Revenue by Major Customers by Reporting Segments [Table Text Block] | Three Months Ended September 29, 2018 Nine Months Ended September 29, 2018 INF BTS Total INF BTS Total Gross revenues by Customer Public and quasi-public sector $ 58,157 $ 15,469 $ 73,626 $ 162,193 $ 49,519 $ 211,712 Private sector 5,357 25,202 30,559 16,338 74,687 91,025 Total gross revenues $ 63,514 $ 40,671 $ 104,185 $ 178,531 $ 124,206 $ 302,737 Three Months Ended September 29, 2018 Nine Months Ended September 29, 2018 INF BTS Total INF BTS Total Gross revenues by Contract Type Cost-reimbursable contracts $ 63,507 $ 32,196 $ 95,703 $ 178,255 $ 98,756 $ 277,011 Fixed-unit price contracts 7 8,475 8,482 276 25,450 25,726 Total gross revenues $ 63,514 $ 40,671 $ 104,185 $ 178,531 $ 124,206 $ 302,737 |
Note 2 - Summary of Significa_3
Note 2 - Summary of Significant Accounting Policies 1 (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Aug. 09, 2018 | Mar. 21, 2018 | Mar. 19, 2018 | Mar. 23, 2013 | Sep. 29, 2018 | Sep. 29, 2018 | Sep. 30, 2017 | Dec. 30, 2017 | Mar. 26, 2013 |
Proceeds from Warrant Exercises | $ 1,092 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 7.80 | ||||||||
Proceeds from Issuance of Common Stock | 93,469 | ||||||||
Revenue, Remaining Performance Obligation, Amount | $ 467,135 | 467,135 | |||||||
Contract with Customer, Liability, Revenue Recognized | $ 222 | $ 434 | |||||||
Transferred over Time [Member] | |||||||||
Revenue from Contract with Customer, Including Assessed Tax, Percent of Gross Revenues | 92.00% | 92.00% | |||||||
Transferred at Point in Time [Member] | |||||||||
Revenue from Contract with Customer, Including Assessed Tax, Percent of Gross Revenues | 8.00% | 8.00% | |||||||
Follow-on Offering [Member] | Firm Shares [Member] | |||||||||
Stock Issued During Period, Shares, New Issues | 1,270,000 | ||||||||
Shares Issued, Price Per Share | $ 79 | ||||||||
Common Stock [Member] | |||||||||
Stock Issued During Period Shares Exercise of Warrants | 140,000 | ||||||||
Stock Issued During Period, Shares, New Issues | 1,270,000 | ||||||||
Underwriters [Member] | Follow-on Offering [Member] | Firm Shares [Member] | |||||||||
Proceeds from Issuance of Common Stock | $ 93,500 | ||||||||
Underwriters [Member] | Follow-on Offering [Member] | Employee Stock Option [Member] | |||||||||
Stock Issued During Period, Shares, New Issues | 190,500 | ||||||||
Unit Warrant [Member] | Underwriter [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 140,000 | ||||||||
Proceeds from Warrant Exercises | $ 1,092 | $ 1,008 | |||||||
Stock Issued During Period Shares Exercise of Warrants | 140,000 | ||||||||
Unit Warrant [Member] | Underwriter [Member] | Common Stock [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | ||||||||
Unit Warrant [Member] | Underwriter [Member] | Warrant [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | ||||||||
Restricted Stock [Member] | |||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 588,430 | 560,689 | |||||||
Sales Revenue, Net [Member] | Geographic Concentration Risk [Member] | CALIFORNIA [Member] | |||||||||
Concentration Risk, Percentage | 32.00% | 32.00% | |||||||
Accounts Receivable [Member] | Government Contracts Concentration Risk [Member] | |||||||||
Concentration Risk, Percentage | 74.00% | 73.00% |
Note 2 - Summary of Significa_4
Note 2 - Summary of Significant Accounting Policies 2 (Details Textual) $ in Thousands | Sep. 29, 2018USD ($) |
Revenue, Remaining Performance Obligation, Amount | $ 467,135 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-09-29 | |
Revenue, Remaining Performance Obligation, Amount | $ 342,338 |
Revenue, Remaining Performance Obligation, Percentage | 73.00% |
Note 2 - Summary of Significa_5
Note 2 - Summary of Significant Accounting Policies - Reconciliation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Net income – basic and diluted | $ 7,285 | $ 5,912 | $ 19,197 | $ 12,501 |
Basic (in shares) | 11,256,946 | 10,211,114 | 10,686,040 | 10,155,751 |
Effect of dilutive non-vested restricted shares and units (in shares) | 381,250 | 311,677 | 396,577 | 305,392 |
Effect of issuable shares related to acquisitions (in shares) | 63,198 | 146,958 | 88,594 | 170,768 |
Effect of warrants (in shares) | 115,881 | 34,537 | 112,708 | |
Diluted weighted average shares outstanding (in shares) | 11,701,394 | 10,785,630 | 11,205,748 | 10,744,619 |
Note 4 - Business Acquisition_2
Note 4 - Business Acquisitions (Details Textual) | Aug. 24, 2018USD ($)shares | Feb. 02, 2018USD ($)shares | Jan. 12, 2018USD ($)shares | Sep. 06, 2017USD ($)shares | Jun. 06, 2017USD ($)shares | May 04, 2017USD ($)shares | May 01, 2017USD ($)shares | Apr. 14, 2017USD ($) | Sep. 29, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 29, 2018USD ($) | Sep. 30, 2017USD ($) | Dec. 30, 2017USD ($) | Dec. 31, 2016USD ($) |
Business Combination, Consideration Transferred, Total | $ 41,660,000 | $ 72,347,000 | ||||||||||||
Payments to Acquire Businesses, Gross | 728,000 | $ 563,000 | ||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 1,565,000 | 908,000 | 908,000 | |||||||||||
Business Combination, Contingent Consideration, Liability, Total | $ 2,995,000 | 2,995,000 | $ 1,890,000 | $ 2,439,000 | ||||||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 4,984,000 | $ 21,316,000 | 11,374,000 | 35,524,000 | ||||||||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 1,356,000 | 3,905,000 | 2,008,000 | 6,847,000 | ||||||||||
Business Combination, Acquisition Related Costs | $ 213,000 | $ 315,000 | $ 583,000 | $ 892,000 | ||||||||||
CALYX Engineers and Consultants Inc. [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Total | $ 34,000,000 | |||||||||||||
Payments to Acquire Businesses, Gross | 25,000,000 | |||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 3,000,000 | |||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 36,379 | |||||||||||||
CALYX Engineers and Consultants Inc. [Member] | Uncollateralized Promissory Note [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 4,000,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.75% | |||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | |||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable, Periodic Payments | $ 1,000 | |||||||||||||
Debt Instrument, Periodic Payment, Total | 1,000,000 | |||||||||||||
CALYX Engineers and Consultants Inc. [Member] | Cash Payable Within 120 Days [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 2,000,000 | |||||||||||||
CSA (M&E) Ltd. [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Total | $ 4,200,000 | |||||||||||||
Payments to Acquire Businesses, Gross | 2,000,000 | |||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable, Periodic Payments | 125,000 | |||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 150,000 | |||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 2,993 | |||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | $ 250,000 | |||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable, Number of Equal Installments | 2 | |||||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 1,200,000 | |||||||||||||
Business Combination, Contingent Consideration, Liability, Total | 899,000 | |||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 250,000 | |||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 2 | |||||||||||||
CSA (M&E) Ltd. [Member] | Uncollateralized Promissory Note [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 600,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | |||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | |||||||||||||
Debt Instrument, Periodic Payment, Total | $ 150,000 | |||||||||||||
Butsko Utility Design, Inc. [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Total | $ 4,250 | |||||||||||||
Payments to Acquire Businesses, Gross | 1,500 | |||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable, Periodic Payments | 300,000 | |||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 300,000 | |||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 5,630 | |||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | $ 600,000 | |||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable, Number of Equal Installments | 2 | |||||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 850,000 | |||||||||||||
Business Combination, Contingent Consideration, Liability, Total | 666,000 | |||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 600,000 | |||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 2 | |||||||||||||
Butsko Utility Design, Inc. [Member] | Uncollateralized Promissory Note [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 1,000,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | |||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | |||||||||||||
Debt Instrument, Periodic Payment, Total | $ 250,000 | |||||||||||||
Marron and Associates, Inc. [Member] | ||||||||||||||
Payments to Acquire Businesses, Gross | $ 400,000 | |||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 67,000 | |||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 1,510 | |||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 133,000 | |||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 2 | |||||||||||||
Marron and Associates, Inc. [Member] | Uncollateralized Promissory Note [Member] | ||||||||||||||
Business Combination, Contingent Consideration, Liability, Total | $ 90,000 | |||||||||||||
Marron and Associates, Inc. [Member] | Maximum [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Total | 990,000 | |||||||||||||
Marron and Associates, Inc. [Member] | Uncollateralized Promissory Note [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 300,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | |||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 3 | |||||||||||||
Debt Instrument, Periodic Payment, Total | $ 100,000 | |||||||||||||
Richard D. Kimball Co., Inc. [Member] | ||||||||||||||
Payments to Acquire Businesses, Gross | $ 15,000,000 | |||||||||||||
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 | |||||||||||||
Richard D. Kimball Co., Inc. [Member] | Maximum [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Total | $ 22,500,000 | |||||||||||||
Richard D. Kimball Co., Inc. [Member] | Uncollateralized Promissory Note [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 5,500,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | |||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | |||||||||||||
Debt Instrument, Periodic Payment, Total | $ 1,375,000 | |||||||||||||
Holdrege & Kull, Consulting Engineers and Geologists [Member] | ||||||||||||||
Payments to Acquire Businesses, Gross | $ 1,000,000 | |||||||||||||
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, Range of Outcomes, Value, High | $ 500,000 | |||||||||||||
Business Combination, Contingent Consideration, Liability, Total | $ 405,000 | |||||||||||||
Business Combination, Contingent Consideration Arrangements, Number of Equal Installments | 4 | |||||||||||||
Business Combination, Contingent Consideration Arrangements, Periodic Payments | $ 125,000 | |||||||||||||
Holdrege & Kull, Consulting Engineers and Geologists [Member] | Maximum [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Total | 2,200,000 | |||||||||||||
Holdrege & Kull, Consulting Engineers and Geologists [Member] | Uncollateralized Promissory Note [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 600,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | |||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | |||||||||||||
Debt Instrument, Periodic Payment, Total | $ 150,000 | |||||||||||||
Lochrane Engineering, Inc. [Member] | ||||||||||||||
Payments to Acquire Businesses, Gross | $ 2,690,000 | |||||||||||||
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, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 550,000 | |||||||||||||
Business Combination, Contingent Consideration, Liability, Total | 413,000 | |||||||||||||
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 | |||||||||||||
Lochrane Engineering, Inc. [Member] | Maximum [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Total | $ 4,940,000 | |||||||||||||
Lochrane Engineering, Inc. [Member] | Uncollateralized Promissory Note [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 1,650,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | |||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | |||||||||||||
Debt Instrument, Periodic Payment, Total | $ 413,000 | |||||||||||||
Bock & Clark Corporation [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Total | $ 42,000,000 |
Note 4 - Business Acquisition_3
Note 4 - Business Acquisitions - Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 29, 2018 | Sep. 30, 2017 | Dec. 30, 2017 | |
Cash | $ 40 | $ 212 | |
Billed and unbilled receivables | 10,074 | 20,436 | |
Property and equipment | 1,510 | 1,756 | |
Prepaid expenses | 342 | 968 | |
Other assets | 73 | 337 | |
Total Assets | 30,804 | 58,912 | |
Liabilities | (3,803) | (11,272) | |
Deferred tax liabilities | (496) | (15,951) | |
Net assets acquired | 26,505 | 31,689 | |
Consideration paid (Cash, Notes and/or stock) | 40,095 | 71,439 | |
Contingent consideration (earn-out) | 1,565 | $ 908 | 908 |
Total Consideration | 41,660 | 72,347 | |
Excess consideration over the amounts assigned to the net assets acquired (Goodwill) | 15,155 | 40,658 | |
Customer Relationships [Member] | |||
Intangible assets | 13,103 | 29,889 | |
Trade Names [Member] | |||
Intangible assets | 1,012 | 2,224 | |
Customer Lists [Member] | |||
Intangible assets | 2,743 | 1,387 | |
Noncompete Agreements [Member] | |||
Intangible assets | $ 1,907 | $ 1,703 |
Note 4 - Business Acquisition_4
Note 4 - Business Acquisitions - Pro Forma Consolidated Results of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Gross revenues | $ 109,993 | $ 99,328 | $ 325,255 | $ 282,673 |
Net income | $ 7,973 | $ 6,372 | $ 21,567 | $ 14,222 |
Basic earnings per share (in dollars per share) | $ 0.71 | $ 0.63 | $ 2.01 | $ 1.40 |
Diluted earnings per share (in dollars per share) | $ 0.68 | $ 0.59 | $ 1.92 | $ 1.32 |
Note 5 - Billed and Unbilled _3
Note 5 - Billed and Unbilled Receivables - Summary of Billed and Unbilled Receivables (Details) - USD ($) $ in Thousands | Sep. 29, 2018 | Dec. 30, 2017 |
Billed receivables | $ 89,324 | $ 73,130 |
Less: allowance for doubtful accounts | (3,489) | (2,444) |
Billed receivables, net | 85,835 | 70,686 |
Unbilled receivables | 44,836 | 40,599 |
Less: allowance for doubtful accounts | (1,198) | (1,198) |
Unbilled receivables, net | $ 43,638 | $ 39,401 |
Note 6 - Property and Equipme_3
Note 6 - Property and Equipment, Net (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Depreciation, Total | $ 1,077 | $ 760 | $ 3,111 | $ 2,014 |
Note 6 - Property and Equipme_4
Note 6 - Property and Equipment, Net - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 29, 2018 | Dec. 30, 2017 |
Property and equipment, gross | $ 19,380 | $ 14,858 |
Accumulated depreciation | (8,696) | (6,127) |
Property and equipment, net | 10,684 | 8,731 |
Furniture and Fixtures [Member] | ||
Property and equipment, gross | 1,693 | 1,621 |
Computer Equipment [Member] | ||
Property and equipment, gross | 10,347 | 8,982 |
Survey and Field Equipment [Member] | ||
Property and equipment, gross | 5,457 | 2,381 |
Leasehold Improvements [Member] | ||
Property and equipment, gross | $ 1,883 | $ 1,874 |
Note 7 - Goodwill and Intangi_3
Note 7 - Goodwill and Intangible Assets (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Business Acquisition, Goodwill, Expected Tax Deductible Amount | $ 13,549 | $ 1,077 | $ 13,549 | $ 1,077 |
Amortization of Intangible Assets, Total | $ 2,980 | $ 3,028 | $ 8,549 | $ 7,528 |
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 Intangi_4
Note 7 - Goodwill and Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 29, 2018 | Dec. 30, 2017 | |
Goodwill | $ 98,899 | $ 59,380 |
Acquisitions | 15,155 | 40,658 |
Disposed/Adjustments | (1,139) | |
Goodwill | 114,054 | 98,899 |
INF [Member] | ||
Goodwill | 28,675 | 25,678 |
Acquisitions | 13,657 | 2,997 |
Disposed/Adjustments | ||
Goodwill | 42,332 | 28,675 |
BTS [Member] | ||
Goodwill | 70,224 | 33,702 |
Acquisitions | 1,498 | 37,661 |
Disposed/Adjustments | (1,139) | |
Goodwill | $ 71,722 | $ 70,224 |
Note 7 - Goodwill and Intangi_5
Note 7 - Goodwill and Intangible Assets - Intangible Assets, Net (Details) - USD ($) $ in Thousands | Sep. 29, 2018 | Dec. 30, 2017 |
Intangible assets, gross | $ 106,661 | $ 87,896 |
Intangible assets, accumulated amortization | (30,690) | (22,142) |
Intangible assets, net | 75,971 | 65,754 |
Customer Relationships [Member] | ||
Intangible assets, gross | 81,793 | 68,690 |
Intangible assets, accumulated amortization | (16,477) | (11,361) |
Intangible assets, net | 65,316 | 57,329 |
Trade Names [Member] | ||
Intangible assets, gross | 7,421 | 6,409 |
Intangible assets, accumulated amortization | (5,907) | (4,911) |
Intangible assets, net | 1,514 | 1,498 |
Customer Lists [Member] | ||
Intangible assets, gross | 10,738 | 7,995 |
Intangible assets, accumulated amortization | (5,502) | (3,946) |
Intangible assets, net | 5,236 | 4,049 |
Off-Market Favorable Lease [Member] | ||
Intangible assets, gross | 553 | 553 |
Intangible assets, accumulated amortization | (184) | (147) |
Intangible assets, net | 369 | 406 |
Noncompete Agreements [Member] | ||
Intangible assets, gross | 6,156 | 4,249 |
Intangible assets, accumulated amortization | (2,620) | (1,777) |
Intangible assets, net | $ 3,536 | $ 2,472 |
Note 7 - Goodwill and Intangi_6
Note 7 - Goodwill and Intangible Assets - Estimated Future Amortization Expense of Intangible Assets (Details) $ in Thousands | Sep. 29, 2018USD ($) |
2,019 | $ 13,301 |
2,020 | 10,071 |
2,021 | 8,622 |
2,022 | 8,355 |
2,023 | 7,819 |
Thereafter | 27,803 |
Total | $ 75,971 |
Note 8 - Accrued Liabilities -
Note 8 - Accrued Liabilities - Summary of Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 29, 2018 | Dec. 30, 2017 |
Deferred rent | $ 793 | $ 691 |
Payroll and related taxes | 4,372 | 6,088 |
Professional liability reserve | 266 | 316 |
Benefits | 2,684 | 2,687 |
Accrued vacation | 7,763 | 5,879 |
Unreognized tax benefits | 437 | 437 |
Other | 3,287 | 2,896 |
Total | $ 19,602 | $ 18,994 |
Note 9 - Notes Payable and Ot_3
Note 9 - Notes Payable and Other Obligations (Details Textual) | Aug. 24, 2018USD ($) | Feb. 02, 2018USD ($) | Jan. 12, 2018USD ($) | Sep. 06, 2017USD ($) | 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 ($) | Jan. 30, 2015USD ($) | Sep. 29, 2018USD ($) | Sep. 30, 2017USD ($) | Dec. 30, 2017USD ($) |
Business Combination, Consideration Transferred, Liabilities Incurred | $ 1,565,000 | $ 908,000 | $ 908,000 | ||||||||||||||||
CSA (M&E) Ltd. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 250,000 | ||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 2 | ||||||||||||||||||
Other Liabilities, Total | 250,000 | 0 | |||||||||||||||||
Butsko Utility Design, Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 600,000 | ||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 2 | ||||||||||||||||||
Other Liabilities, Total | 600,000 | 0 | |||||||||||||||||
Marron and Associates, Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interest Issued and Issuable | $ 133,000 | ||||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Number of Equal Installments | 2 | ||||||||||||||||||
Other Liabilities, Total | 66,000 | 133,000 | |||||||||||||||||
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 | ||||||||||||||||||
Other Liabilities, Total | 667,000 | 1,333,000 | |||||||||||||||||
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 | ||||||||||||||||||
Other Liabilities, Total | 600,000 | 600,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Periodic Payments | $ 600,000 | ||||||||||||||||||
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 | ||||||||||||||||||
Other Liabilities, Total | 1,300,000 | 1,300,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Periodic Payments | $ 1,300,000 | ||||||||||||||||||
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 | ||||||||||||||||||
Other Liabilities, Total | 1,000,000 | 2,000,000 | |||||||||||||||||
Business Combination, Consideration Transferred, Cash and Equity Interests Issued and Issuable, Periodic Payments | $ 1,000,000 | ||||||||||||||||||
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 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | CSA (M&E) Ltd. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 600,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 150,000 | ||||||||||||||||||
Notes Payable, Total | 600,000 | 0 | |||||||||||||||||
Uncollateralized Promissory Note [Member] | Butsko Utility Design, Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 1,000,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 250,000 | ||||||||||||||||||
Notes Payable, Total | 1,000,000 | 0 | |||||||||||||||||
Uncollateralized Promissory Note [Member] | Marron and Associates, Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 300,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 3 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 100,000 | ||||||||||||||||||
Notes Payable, Total | 200,000 | 300,000 | |||||||||||||||||
Uncollateralized Promissory Note [Member] | Richard D. Kimball Co., Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 5,500,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 1,375,000 | ||||||||||||||||||
Notes Payable, Total | 4,125,000 | 5,500,000 | |||||||||||||||||
Uncollateralized Promissory Note [Member] | The Hanna Group, Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 2,700,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 675,000 | ||||||||||||||||||
Notes Payable, Total | 2,020,000 | 2,025,000 | |||||||||||||||||
Uncollateralized Promissory Note [Member] | JBA Consulting Engineers, Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 7,000,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 5 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 1,400,000 | ||||||||||||||||||
Notes Payable, Total | 5,600,000 | 5,600,000 | |||||||||||||||||
Uncollateralized Promissory Note [Member] | Dade Moeller [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 6,000,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 1,500,000 | ||||||||||||||||||
Notes Payable, Total | 3,000,000 | 4,500,000 | |||||||||||||||||
Uncollateralized Promissory Note [Member] | CALYX Engineers and Consultants Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 4,000,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.75% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 1,000,000 | ||||||||||||||||||
Notes Payable, Total | 4,000,000 | 0 | |||||||||||||||||
Uncollateralized Promissory Note [Member] | Holdrege & Kull, Consulting Engineers and Geologists [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 600,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 150,000 | ||||||||||||||||||
Notes Payable, Total | 450,000 | 600,000 | |||||||||||||||||
Uncollateralized Promissory Note [Member] | Lochrane Engineering, Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 1,650,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 413,000 | ||||||||||||||||||
Notes Payable, Total | 1,238,000 | 1,650,000 | |||||||||||||||||
Uncollateralized Promissory Note [Member] | CivilSource, Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 3,500,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 875,000 | ||||||||||||||||||
Notes Payable, Total | 2,625,000 | 3,500,000 | |||||||||||||||||
Uncollateralized Promissory Note [Member] | Weir Environmental LLC [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 500,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 125,000 | ||||||||||||||||||
Notes Payable, Total | 250,000 | 375,000 | |||||||||||||||||
Uncollateralized Promissory Note [Member] | RBA Group Inc. [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 4,000,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 1,000,000 | ||||||||||||||||||
Notes Payable, Total | 1,000,000 | 2,000,000 | |||||||||||||||||
Uncollateralized Promissory Note [Member] | Allwyn Priorities LLC [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 500,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.50% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 3 | ||||||||||||||||||
Notes Payable, Total | 0 | 166,000 | |||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 167,000 | ||||||||||||||||||
Uncollateralized Promissory Note [Member] | Joslin Lesser and Associates [Member] | |||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 1,250,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.50% | ||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred, Number of Equal Installments | 4 | ||||||||||||||||||
Notes Payable, Total | 312,000 | 625,000 | |||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 313,000 | ||||||||||||||||||
Bank of America, N.A. [Member] | Senior Credit Facility [Member] | Revolving Credit Facility [Member] | |||||||||||||||||||
Line of Credit Facility, Expiration Period | 5 years | ||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 80,000,000 | ||||||||||||||||||
Line of Credit Facility, Additional Maximum Borrowing Capacity | $ 60,000,000 | ||||||||||||||||||
Line of Credit Facility, Maximum Leverage Ratio | 3 | ||||||||||||||||||
Line of Credit Facility, Minimum Fixed Charge Coverage Ratio | 1.2 | ||||||||||||||||||
Long-term Line of Credit, Total | $ 0 | $ 36,500,000 | |||||||||||||||||
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 Ot_4
Note 9 - Notes Payable and Other Obligations - Summary of Notes Payable (Details) - USD ($) $ in Thousands | Sep. 29, 2018 | Dec. 30, 2017 |
Notes payable and other obligations | $ 33,253 | $ 68,557 |
Current portion of notes payable and other obligations | (14,212) | (11,127) |
Notes payable and other obligations, less current portion | 19,041 | 57,430 |
Senior Credit Facility [Member] | ||
Notes payable and other obligations | 36,500 | |
Stock Payable [Member] | ||
Notes payable and other obligations | 3,840 | 4,773 |
Uncollateralized Promissory Note [Member] | ||
Notes payable and other obligations | $ 29,413 | $ 27,284 |
Note 9 - Notes Payable and Ot_5
Note 9 - Notes Payable and Other Obligations - Future Contractual Maturities of Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 29, 2018 | Dec. 30, 2017 |
2,019 | $ 14,212 | |
2,020 | 9,126 | |
2,021 | 6,755 | |
2,022 | 3,160 | |
2,023 | ||
Total | $ 33,253 | $ 68,557 |
Note 10 - Contingent Consider_3
Note 10 - Contingent Consideration - Summary of Contingent Consideration (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 29, 2018 | Dec. 30, 2017 | |
Contingent consideration, beginning of the year | $ 1,890 | $ 2,439 |
Additions for acquisitions | 1,565 | 908 |
Reduction of liability for payments made | (727) | (625) |
Increase (decrease) of liability related to re-measurement of fair value | 267 | (832) |
Total contingent consideration, end of the period | 2,995 | 1,890 |
Current portion of contingent consideration | (1,763) | (977) |
Contingent consideration, less current portion | $ 1,232 | $ 913 |
Note 12 - Stock-based Compens_3
Note 12 - Stock-based Compensation (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Restricted Stock [Member] | ||||
Allocated Share-based Compensation Expense, Total | $ 1,902 | $ 1,161 | $ 4,541 | $ 2,743 |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | $ 14,416 | $ 14,416 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 14 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 7,422 | $ 3,443 | ||
Equity Plan 2011 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 1,049,102 | 1,049,102 | ||
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 Compens_4
Note 12 - Stock-based Compensation - Restricted Stock Awards (Details) - Restricted Stock [Member] | 9 Months Ended |
Sep. 29, 2018$ / sharesshares | |
Unvested, Shares (in shares) | shares | 583,051 |
Unvested, Weighted average grant date fair value (in dollars per share) | $ / shares | $ 27.13 |
Granted, Shares (in shares) | shares | 158,385 |
Granted, Weighted average grant date fair value (in dollars per share) | $ / shares | $ 63.68 |
Vested, Shares (in shares) | shares | (125,649) |
Vested, Weighted average grant date fair value (in dollars per share) | $ / shares | $ 19.62 |
Forfeited, Shares (in shares) | shares | (15,357) |
Forfeited, Weighted average grant date fair value (in dollars per share) | $ / shares | $ 32.14 |
Unvested, Shares (in shares) | shares | 600,430 |
Unvested, Weighted average grant date fair value (in dollars per share) | $ / shares | $ 38.21 |
Note 13 - Income Taxes (Details
Note 13 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | Dec. 29, 2018 | Dec. 30, 2017 | Sep. 30, 2016 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | ||||||
Deferred Tax Assets, Valuation Allowance, Total | $ 0 | $ 0 | $ 0 | ||||
Provisional Liability, Transition Tax | 357 | ||||||
Deferred Tax Liabilities, Net, Noncurrent | $ 11,966 | $ 11,966 | 10,905 | ||||
Effective Income Tax Rate Reconciliation, Percent, Total | 24.50% | 31.30% | 24.80% | 33.40% | |||
Income Tax Expense (Benefit), Total | $ 2,238 | $ 2,523 | $ 4,716 | $ 4,803 | |||
Unrecognized Tax Benefits, Ending Balance | 437 | 437 | 437 | ||||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 437 | $ 437 | $ 437 | $ 570 | |||
State and Local Jurisdiction [Member] | California Franchise Tax Board [Member] | |||||||
Open Tax Year | 2012 2013 2014 2015 2016 2017 | ||||||
Domestic Tax Authority [Member] | Internal Revenue Service (IRS) [Member] | |||||||
Open Tax Year | 2015 2016 2017 | ||||||
Accounting Standards Update 2016-09 [Member] | |||||||
Income Tax Expense (Benefit), Total | 95 | $ 114 | $ 1,210 | $ 974 | |||
CSA (M&E) Ltd. [Member] | |||||||
Deferred Tax Liabilities, Net, Noncurrent | $ 496 | $ 496 | |||||
Scenario, Forecast [Member] | |||||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% |
Note 14 - Reportable Segments_2
Note 14 - Reportable Segments (Details Textual) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 29, 2018USD ($) | Sep. 30, 2017USD ($) | |
Number of Operating Segments | 2 | |||
Number of Reportable Segments | 2 | |||
Amortization of Intangible Assets, Total | $ 2,980 | $ 3,028 | $ 8,549 | $ 7,528 |
Note 14 - Reportable Segments -
Note 14 - Reportable Segments - Summarized Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | ||
Gross revenues | $ 104,185 | $ 91,263 | $ 302,737 | $ 239,058 | |
Income before taxes | 9,523 | 8,435 | 23,913 | 17,304 | |
INF [Member] | |||||
Gross revenues | 63,514 | 178,531 | |||
BTS [Member] | |||||
Gross revenues | 40,671 | 124,206 | |||
Operating Segments [Member] | INF [Member] | |||||
Gross revenues | 64,053 | 49,024 | 180,611 | 134,446 | |
Income before taxes | 11,108 | 9,559 | 28,951 | 23,749 | |
Operating Segments [Member] | BTS [Member] | |||||
Gross revenues | 41,441 | 43,262 | 125,344 | 107,997 | |
Income before taxes | 7,236 | 6,974 | 21,069 | 15,065 | |
Intersegment Eliminations [Member] | |||||
Gross revenues | (1,309) | (1,023) | (3,218) | (3,385) | |
Income before taxes | 18,344 | 16,533 | 50,020 | 38,814 | |
Corporate, Non-Segment [Member] | |||||
Income before taxes | [1] | $ (8,821) | $ (8,098) | $ (26,107) | $ (21,510) |
[1] | Includes amortization of intangible assets of $2,980 and $3,028 for the three months ended September 29, 2018 and September 30, 2017, respectively, and $8,549 and $7,528 for the nine months ended September 29, 2018 and September 30, 2017, respectively. |
Note 14 - Reportable Segments_3
Note 14 - Reportable Segments - Revenue by Geographic Location (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Gross revenues | $ 104,185 | $ 91,263 | $ 302,737 | $ 239,058 |
INF [Member] | ||||
Gross revenues | 63,514 | 178,531 | ||
BTS [Member] | ||||
Gross revenues | 40,671 | 124,206 | ||
UNITED STATES | ||||
Gross revenues | 102,192 | 293,902 | ||
UNITED STATES | INF [Member] | ||||
Gross revenues | 63,514 | 178,531 | ||
UNITED STATES | BTS [Member] | ||||
Gross revenues | 38,678 | 115,371 | ||
Foreign Countries [Member] | ||||
Gross revenues | 1,993 | 8,835 | ||
Foreign Countries [Member] | INF [Member] | ||||
Gross revenues | ||||
Foreign Countries [Member] | BTS [Member] | ||||
Gross revenues | $ 1,993 | $ 8,835 |
Note 14 - Reportable Segments_4
Note 14 - Reportable Segments - Revenue by Customer Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Gross revenues | $ 104,185 | $ 91,263 | $ 302,737 | $ 239,058 |
Cost-Reimbursable Contracts [Member] | ||||
Gross revenues | 95,703 | 277,011 | ||
Fixed-price Contract [Member] | ||||
Gross revenues | 8,482 | 25,726 | ||
INF [Member] | ||||
Gross revenues | 63,514 | 178,531 | ||
INF [Member] | Cost-Reimbursable Contracts [Member] | ||||
Gross revenues | 63,507 | 178,255 | ||
INF [Member] | Fixed-price Contract [Member] | ||||
Gross revenues | 7 | 276 | ||
BTS [Member] | ||||
Gross revenues | 40,671 | 124,206 | ||
BTS [Member] | Cost-Reimbursable Contracts [Member] | ||||
Gross revenues | 32,196 | 98,756 | ||
BTS [Member] | Fixed-price Contract [Member] | ||||
Gross revenues | 8,475 | 25,450 | ||
Public and Quasi-Public Sector [Member] | ||||
Gross revenues | 73,626 | 211,712 | ||
Public and Quasi-Public Sector [Member] | INF [Member] | ||||
Gross revenues | 58,157 | 162,193 | ||
Public and Quasi-Public Sector [Member] | BTS [Member] | ||||
Gross revenues | 15,469 | 49,519 | ||
Private Sector [Member] | ||||
Gross revenues | 30,559 | 91,025 | ||
Private Sector [Member] | INF [Member] | ||||
Gross revenues | 5,357 | 16,338 | ||
Private Sector [Member] | BTS [Member] | ||||
Gross revenues | $ 25,202 | $ 74,687 |
Note 15 - Subsequent Events (De
Note 15 - Subsequent Events (Details Textual) - USD ($) $ in Thousands | Nov. 02, 2018 | Sep. 29, 2018 | Dec. 30, 2017 |
Business Combination, Consideration Transferred, Total | $ 41,660 | $ 72,347 | |
Subsequent Event [Member] | CHI Engineering Inc. [Member] | Maximum [Member] | |||
Business Combination, Consideration Transferred, Total | $ 53,000 |