Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 08, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-36260 | |
Entity Registrant Name | CYPRESS ENVIRONMENTAL PARTNERS, L.P. | |
Entity Central Index Key | 0001587246 | |
Entity Tax Identification Number | 61-1721523 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 5727 South Lewis Avenue | |
Entity Address, Address Line Two | Suite 300 | |
Entity Address, City or Town | Tulsa | |
Entity Address, State or Province | OK | |
Entity Address, Postal Zip Code | 74105 | |
City Area Code | 918 | |
Local Phone Number | 748-3900 | |
Title of 12(b) Security | Common Units | |
Trading Symbol | CELP | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 12,341,773 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 4,023 | $ 12,138 |
Trade accounts receivable, net | 16,504 | 16,024 |
Accounts receivable - affiliates | 265 | |
Assets of discontinued operations | 2,878 | 8,182 |
Prepaid expenses and other | 1,820 | 2,002 |
Total current assets | 25,490 | 38,346 |
Property and equipment: | ||
Property and equipment, at cost | 23,426 | 23,449 |
Less: Accumulated depreciation | 15,850 | 14,059 |
Total property and equipment, net | 7,576 | 9,390 |
Intangible assets, net | 13,530 | 15,143 |
Goodwill | 50,391 | 50,389 |
Finance lease right-of-use assets, net | 72 | 112 |
Operating lease right-of-use assets | 1,666 | 1,987 |
Debt issuance costs, net | 665 | 242 |
Assets of discontinued operations | 3,807 | |
Other assets | 540 | 570 |
Total assets | 99,930 | 119,986 |
Current liabilities: | ||
Accounts payable | 621 | 855 |
Accounts payable - affiliates | 58 | |
Accrued payroll and other | 4,618 | 4,768 |
Income taxes payable | 42 | 268 |
Finance lease obligations | 51 | 51 |
Operating lease obligations | 422 | 439 |
Current portion of long-term debt | 55,329 | |
Liabilities of discontinued operations | 446 | 1,582 |
Total current liabilities | 61,529 | 8,021 |
Long-term debt | 62,029 | |
Finance lease obligations | 15 | 55 |
Operating lease obligations | 1,192 | 1,549 |
Liabilities of discontinued operations | 245 | |
Other noncurrent liabilities | 362 | 182 |
Total liabilities | 63,098 | 72,081 |
Partners’ capital: | ||
Common units (12,339 and 12,213 units outstanding at September 30, 2021 and December 31, 2020, respectively) | 17,180 | 27,507 |
Preferred units (5,769 units outstanding at September 30, 2021 and December 31, 2020) | 47,390 | 44,291 |
General partner | (25,876) | (25,876) |
Accumulated other comprehensive loss | (2,658) | (2,655) |
Total partners’ capital | 36,036 | 43,267 |
Noncontrolling interests | 796 | 4,638 |
Total owners’ equity | 36,832 | 47,905 |
Total liabilities and owners’ equity | $ 99,930 | $ 119,986 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - shares shares in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Common units outstanding (in shares) | 12,339 | 12,213 |
Preferred units outstanding (in shares) | 5,769 | 5,769 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
Revenue | $ 32,431 | $ 43,375 | $ 89,545 | $ 153,471 |
Costs of services | 28,127 | 37,339 | 77,760 | 134,772 |
Gross margin | 4,304 | 6,036 | 11,785 | 18,699 |
Operating costs and expense: | ||||
General and administrative | 3,888 | 3,751 | 12,052 | 13,688 |
Depreciation, amortization and accretion | 1,094 | 1,113 | 3,297 | 3,248 |
Loss (gain) on asset disposals, net | 9 | (2) | 9 | 5 |
Operating (loss) income | (687) | 1,174 | (3,573) | 1,758 |
Other (expense) income: | ||||
Interest expense | (995) | (942) | (2,652) | (3,182) |
Foreign currency (losses) gains | (140) | 106 | 5 | (167) |
Other, net | 89 | 142 | 312 | 401 |
Net (loss) income before income tax expense | (1,733) | 480 | (5,908) | (1,190) |
Income tax expense | 107 | 266 | 30 | 511 |
Net (loss) income from continuing operations | (1,840) | 214 | (5,938) | (1,701) |
Net (loss) income from discontinued operations, net of tax | (2,390) | 591 | (3,466) | 2,010 |
Net (loss) income | (4,230) | 805 | (9,404) | 309 |
Net (loss) income from continuing operations | (1,840) | 214 | (5,938) | (1,701) |
Net income attributable to noncontrolling interests - continuing operations | 15 | 3 | 21 | 14 |
Net (loss) income attributable to limited partners - continuing operations | (1,855) | 211 | (5,959) | (1,715) |
Net (loss) income attributable to limited partners - discontinued operations | (1,160) | 351 | (1,575) | 1,172 |
Net (loss) income attributable to limited partners | (3,015) | 562 | (7,534) | (543) |
Net (loss) income attributable to limited partners - continuing operations | (1,855) | 211 | (5,959) | (1,715) |
Net income attributable to preferred unitholder | 1,033 | 1,033 | 3,099 | 3,099 |
Net loss attributable to common unitholders - continuing operations | (2,888) | (822) | (9,058) | (4,814) |
Net (loss) income attributable to common unitholders - discontinued operations | (1,160) | 351 | (1,575) | 1,172 |
Net loss attributable to common unitholders | $ (4,048) | $ (471) | $ (10,633) | $ (3,642) |
Net (loss) income per common limited partner unit: | ||||
Basic and diluted - continuing operations | $ (0.23) | $ (0.07) | $ (0.74) | $ (0.40) |
Basic and diluted - discontinued operations | (0.10) | 0.03 | (0.12) | 0.10 |
Basic and diluted | $ (0.33) | $ (0.04) | $ (0.86) | $ (0.30) |
Weighted average common units outstanding: | ||||
Basic and diluted | 12,339 | 12,209 | 12,307 | 12,171 |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
Net (loss) income | $ (4,230) | $ 805 | $ (9,404) | $ 309 |
Other comprehensive income (loss) foreign currency translation | 108 | (81) | (3) | 128 |
Comprehensive (loss) income | (4,122) | 724 | (9,407) | 437 |
Comprehensive income attributable to preferred unitholders | 1,033 | 1,033 | 3,099 | 3,099 |
Comprehensive (loss) income attributable to noncontrolling interests | (1,215) | 243 | (1,870) | 852 |
Comprehensive loss attributable to common unitholders | $ (3,940) | $ (552) | $ (10,636) | $ (3,514) |
Unaudited Condensed Consolida_5
Unaudited Condensed Consolidated Statement of Owners' Equity - USD ($) $ in Thousands | Total | General Partner [Member] | Common Stock [Member] | Preferred Stock [Member] | AOCI Attributable to Parent [Member] | Noncontrolling Interest [Member] |
Owners' equity, beginning at Dec. 31, 2019 | $ 58,191 | $ (25,876) | $ 37,334 | $ 44,291 | $ (2,577) | $ 5,019 |
Net (loss) income | (877) | (1,822) | 1,033 | (88) | ||
Foreign currency translation adjustment | 348 | 348 | ||||
Distributions | (3,593) | (2,534) | (1,033) | (26) | ||
Equity-based compensation expense | 264 | 264 | ||||
Taxes paid related to net share settlement of equity-based compensation | (138) | (138) | ||||
Owners' equity, ending at Mar. 31, 2020 | 54,195 | (25,876) | 33,104 | 44,291 | (2,229) | 4,905 |
Owners' equity, beginning at Dec. 31, 2019 | 58,191 | (25,876) | 37,334 | 44,291 | (2,577) | 5,019 |
Net (loss) income | 309 | |||||
Foreign currency translation adjustment | 128 | |||||
Owners' equity, ending at Sep. 30, 2020 | 49,602 | (25,876) | 29,185 | 44,291 | (2,449) | 4,451 |
Owners' equity, beginning at Mar. 31, 2020 | 54,195 | (25,876) | 33,104 | 44,291 | (2,229) | 4,905 |
Net (loss) income | 381 | (1,349) | 1,033 | 697 | ||
Foreign currency translation adjustment | (139) | (139) | ||||
Distributions | (4,256) | (2,564) | (1,033) | (659) | ||
Equity-based compensation expense | 254 | 254 | ||||
Owners' equity, ending at Jun. 30, 2020 | 50,435 | (25,876) | 29,445 | 44,291 | (2,368) | 4,943 |
Net (loss) income | 805 | (471) | 1,033 | 243 | ||
Foreign currency translation adjustment | (81) | (81) | ||||
Distributions | (1,768) | (1,033) | (735) | |||
Equity-based compensation expense | 211 | 211 | ||||
Owners' equity, ending at Sep. 30, 2020 | 49,602 | (25,876) | 29,185 | 44,291 | (2,449) | 4,451 |
Owners' equity, beginning at Dec. 31, 2020 | 47,905 | (25,876) | 27,507 | 44,291 | (2,655) | 4,638 |
Net (loss) income | (3,147) | (3,686) | 1,033 | (494) | ||
Foreign currency translation adjustment | (53) | (53) | ||||
Distributions | (1,965) | (1,965) | ||||
Equity-based compensation expense | 253 | 253 | ||||
Unit-based compensation reclassified to equity | (266) | (266) | ||||
Taxes paid related to net share settlement of equity-based compensation | (227) | (227) | ||||
Owners' equity, ending at Mar. 31, 2021 | 42,500 | (25,876) | 23,581 | 45,324 | (2,708) | 2,179 |
Owners' equity, beginning at Dec. 31, 2020 | 47,905 | (25,876) | 27,507 | 44,291 | (2,655) | 4,638 |
Net (loss) income | (9,404) | |||||
Foreign currency translation adjustment | (3) | |||||
Owners' equity, ending at Sep. 30, 2021 | 36,832 | (25,876) | 17,180 | 47,390 | (2,658) | 796 |
Owners' equity, beginning at Mar. 31, 2021 | 42,500 | (25,876) | 23,581 | 45,324 | (2,708) | 2,179 |
Net (loss) income | (2,027) | (2,899) | 1,033 | (161) | ||
Foreign currency translation adjustment | (58) | (58) | ||||
Equity-based compensation expense | 276 | 276 | ||||
Unit-based compensation reclassified to equity | (72) | (72) | ||||
Taxes paid related to net share settlement of equity-based compensation | (11) | (11) | ||||
Owners' equity, ending at Jun. 30, 2021 | 40,608 | (25,876) | 20,875 | 46,357 | (2,766) | 2,018 |
Net (loss) income | (4,230) | (4,048) | 1,033 | (1,215) | ||
Foreign currency translation adjustment | 108 | 108 | ||||
Distributions | (7) | (7) | ||||
Equity-based compensation expense | 294 | 294 | ||||
Unit-based compensation reclassified to equity | 59 | 59 | ||||
Owners' equity, ending at Sep. 30, 2021 | $ 36,832 | $ (25,876) | $ 17,180 | $ 47,390 | $ (2,658) | $ 796 |
Unaudited Condensed Consolida_6
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | |||
Operating activities: | ||||
Net (loss) income | $ (9,404) | $ 309 | ||
Net (loss) income from discontinued operations, net of tax | (3,466) | 2,010 | ||
Net loss from continuing operations | (5,938) | (1,701) | ||
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: | ||||
Depreciation, amortization and accretion | 3,531 | 3,592 | ||
Loss on asset disposals, net | 9 | 5 | ||
Interest expense from debt issuance cost amortization | 707 | 434 | ||
Equity-based compensation expense | 823 | 729 | ||
Equity in earnings of investee | (192) | (177) | ||
Distributions from investee | 225 | 200 | ||
Foreign currency (gains) losses | (5) | 167 | ||
Changes in assets and liabilities: | ||||
Trade accounts receivable | (480) | 18,529 | ||
Prepaid expenses and other | 524 | (640) | ||
Accounts payable, accounts payable - affiliates and accounts receivable - affiliates | (576) | (624) | ||
Accrued payroll and other | (379) | (6,224) | ||
Income taxes payable | (226) | (717) | ||
Net cash (used in) provided by operating activities - continuing operations | (1,977) | 13,573 | ||
Net cash (used in) provided by operating activities - discontinued operations | (12) | 4,643 | ||
Net cash (used in) provided by operating activities | (1,989) | 18,216 | ||
Investing activities: | ||||
Proceeds from fixed asset disposals | 4 | 9 | ||
Purchases of property and equipment, excluding finance leases | (61) | (1,396) | ||
Net cash used in investing activities - continuing operations | (57) | (1,387) | ||
Net cash used in investing activities - discontinued operations | (17) | (74) | ||
Net cash used in investing activities | (74) | (1,461) | ||
Financing activities: | ||||
Borrowings on credit facility | 13,500 | 39,100 | ||
Repayments on credit facility | (20,200) | (52,000) | ||
Repayments on finance lease obligations | (17) | (27) | ||
Debt issuance cost payments | (1,018) | (19) | ||
Taxes paid related to net share settlement of equity-based compensation | (238) | (138) | ||
Distributions | (12) | (8,235) | ||
Net cash used in financing activities - continuing operations | (7,985) | (21,319) | ||
Net cash used in financing activities - discontinued operations | (2,121) | (1,546) | ||
Net cash used in financing activities | (10,106) | (22,865) | ||
Effect of exchange rates on cash | (5) | |||
Net decrease in cash and cash equivalents | (12,169) | (6,115) | ||
Cash and cash equivalents, beginning of period (includes restricted cash equivalents of $651 and $551 at December 31, 2020 and December 31, 2019, respectively) | 18,544 | [1] | 16,251 | [2] |
Cash and cash equivalents, end of period (includes restricted cash equivalents of $1,051 and $551 at September 30, 2021 and September 30, 2020, respectively) | 6,375 | [3] | 10,136 | [4] |
Non-cash items: | ||||
Accounts payable and accrued liabilities excluded from capital expenditures | 176 | |||
Acquisitions of finance leases included in liabilities | 247 | |||
Debt issuance costs included in accrued payroll and other | $ 112 | |||
[1] | Amount includes $5.8 million of cash and cash equivalents of discontinued operations. | |||
[2] | Amount includes $4.3 million of cash and cash equivalents of discontinued operations. | |||
[3] | Amount includes $1.3 million of cash and cash equivalents of discontinued operations. | |||
[4] | Amount includes $5.4 million of cash and cash equivalents of discontinued operations. |
Unaudited Condensed Consolida_7
Unaudited Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 |
Statement of Cash Flows [Abstract] | ||||
Restricted cash equivalents | $ 1,051 | $ 651 | $ 551 | $ 551 |
Cash and cash equivalents of discontinued operations | $ 1,300 | $ 5,800 | $ 5,400 | $ 4,300 |
Organization and Operations
Organization and Operations | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Operations | 1. Organization and Operations Cypress Environmental Partners, L.P. (“we”, “us”, “our”, or the “Partnership”) is a Delaware limited partnership formed in 2013. We offer essential services that help protect the environment and ensure sustainability. We provide a wide range of environmental services including independent inspection, integrity, and support services for pipeline and energy infrastructure owners and operators and public utilities. We also provide water pipelines, hydrocarbon recovery, disposal, and water treatment services. Trading of our common units began January 15, 2014 on the New York Stock Exchange under the symbol “CELP”. Our business is organized into the Inspection Services (“Inspection Services”) and Water and Environmental Services (“Environmental Services”) segments. The Inspection Services segment generates revenue by providing essential environmental services including inspection and integrity services on a variety of infrastructure assets including midstream pipelines, gathering systems, and distribution systems. Services include nondestructive examination, in-line inspection support, pig tracking, data gathering, and supervision of third-party contractors. We typically charge our customers a daily or hourly fee for our services, in addition to per diem, mileage, and other reimbursable items. Revenue and costs are subject to seasonal variations and interim activity may not be indicative of yearly activity, considering that many of our customers develop yearly operating budgets and enter into contracts with us during the winter season for work to be performed during the remainder of the year. Additionally, inspection work throughout the United States during the winter months (especially in the northern states) may be hampered or delayed due to inclement weather. The Environmental Services segment owns and operates nine ten eight 25 thirteen two |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The Unaudited Condensed Consolidated Financial Statements as of September 30, 2021 and for the three and nine months ended September 30, 2021 and 2020 include our accounts and those of our controlled subsidiaries. All intercompany transactions and account balances have been eliminated in consolidation. Investments over which we exercise significant influence, but do not control, are accounted for using the equity method of accounting. The Unaudited Condensed Consolidated Balance Sheet at December 31, 2020 is derived from our audited financial statements. The accompanying Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim consolidated financial information and in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”). The Unaudited Condensed Consolidated Financial Statements include all adjustments considered necessary for a fair presentation of the consolidated financial position and consolidated results of operations for the interim periods presented. Such adjustments consist only of normal recurring items, unless otherwise disclosed herein. Accordingly, the Unaudited Condensed Consolidated Financial Statements do not include all of the information and notes required by GAAP for complete consolidated financial statements. However, we believe that the disclosures made are adequate to make the information not misleading. These interim Unaudited Condensed Consolidated Financial Statements should be read in conjunction with our audited financial statements as of and for the year ended December 31, 2020 included in our Form 10-K. The results of operations for interim periods are not necessarily indicative of the results to be expected for a full year. Use of Estimates in the Preparation of Financial Statements The preparation of our Unaudited Condensed Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. Actual results could differ from those estimates. The COVID - Significant Accounting Policies Our significant accounting policies are consistent with those described in Note 2 to our audited consolidated financial statements as of and for the year ended December 31, 2020. Discontinued Operations In September 2021, we discontinued the operations of Cypress Brown Integrity, LLC (“CBI”), which previously represented our Pipeline & Process Services segment. CBI provided customers with hydrotesting, chemical cleaning, drying, water treatment, nitrogen and other related services. CBI was located in Giddings, Texas and a plan of termination impacted approximately 18 employees. Our reasons for exiting the business included the decline in new pipeline construction projects and the inability to obtain more work directly with pipeline owners on maintenance projects, which led to operating losses in 2021. We have recast the financial information for all periods presented in these Unaudited Condensed Consolidated Financial Statements to report the assets, liabilities, revenues, and expenses of CBI within discontinued operations. In the third quarter of 2021, we recorded a loss of $ 1 1 0.1 million These assets and liabilities of discontinued operations on the Unaudited Condensed Consolidated Balance Sheets are summarized below: September 30, December 31, 2021 2020 ASSETS OF DISCONTINUED OPERATIONS (in thousands) Current assets of discontinued operations: Cash and cash equivalents $ 1,301 $ 5,755 Trade accounts receivable, net 228 2,396 Prepaid expenses and other 33 31 Property and equipment, net 990 Finance lease right-of-use assets, net 326 Total current assets of discontinued operations 2,878 8,182 Property and equipment, net 1,069 Intangible assets, net — 2,243 Finance lease right-of-use assets, net — 495 Total assets of discontinued operations $ 2,878 $ 11,989 LIABILITIES OF DISCONTINUED OPERATIONS Current liabilities of discontinued operations: Accounts payable $ 107 $ 1,215 Accrued payroll and other 39 108 Income taxes payable 2 60 Finance lease obligations 298 199 Total current liabilities of discontinued operations 446 1,582 Finance lease obligations — 245 Total liabilities of discontinued operations $ 446 $ 1,827 The revenues and expenses of discontinued operations in our Unaudited Condensed Consolidated Statements of Operations are summarized below: Three Months Ended Nine Months Ended 2021 2020 2021 2020 (in thousands) Revenue $ 597 $ 4,672 $ 2,285 $ 14,747 Costs of services 708 3,363 2,578 10,765 Gross margin (111 ) 1,309 (293 ) 3,982 Operating costs and expense: General and administrative 273 550 913 1,479 Depreciation, amortization and accretion 91 137 363 421 Loss (gain) on asset disposals, net 1,897 (2 ) 1,859 (32 ) Operating (loss) income (2,372 ) 624 (3,428 ) 2,114 Other (expense) income: Interest expense (17 ) (17 ) (50 ) (53 ) Other, net — — 14 11 Net (loss) income before income tax expense (2,389 ) 607 (3,464 ) 2,072 Income tax expense 1 16 2 62 Net (loss) income from discontinued operations, net of tax (2,390 ) 591 (3,466 ) 2,010 Net (loss) income attributable to noncontrolling interests - discontinued operations (1,230 ) 240 (1,891 ) 838 Net (loss) income attributable to common unitholders - discontinued operations $ (1,160 ) $ 351 $ (1,575 ) $ 1,172 General and administrative expenses that are directly attributable to CBI are reported within net (loss) income from discontinued operations, net of tax whereas general and administrative that are indirectly allocable to CBI are not reported within net (loss) income from discontinued operations, net of tax Interest expense associated with $ 1 net (loss) income from discontinued operations, net of tax because the net book value of CBI’s property, plant and equipment is approximately $ 1 Subsequent to September 30, 2021, the following events occurred: ● CBI sold certain vehicles which were accounted for as finance leases for $ 0.6 million 0.6 million 0.3 million 0.3 million ● CBI sold certain fully-depreciated equipment for $ 0.1 million Goodwill We have $ 50.4 million 40.3 million 10.1 million To perform a goodwill impairment assessment, we first evaluate qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit exceeds its carrying value. If this assessment reveals that it is more likely than not that the carrying value of a reporting unit exceeds its fair value, we then determine the estimated fair market value of the reporting unit. If the carrying amount exceeds the reporting unit’s fair value, we record a goodwill impairment charge for the excess (not exceeding the carrying value of the reporting unit’s goodwill). For our Inspection Services and Environmental Services segments, we performed goodwill impairment analyses at November 1, 2020 and concluded that the fair values of the reporting units were more likely than not greater than their carrying values. Our evaluation included various factors, including current and projected earnings, current customer relationships and projects, and the impact of commodity prices on our earnings. The use of different assumptions and estimates from the assumptions and estimates we used in our analyses could have resulted in the requirement to record a goodwill impairment. It is reasonably possible that changes could occur that would require a goodwill impairment charge in the future. For the Inspection Services segment, such changes could include, among others, a slower than expected recovery in demand for inspection and integrity services and increased pessimism among market participants, which could increase the discount rate on (and therefore reduce the value of) estimated future cash flows. For the Environmental Services segment, such changes could include, among others, a slower than expected recovery in demand for petroleum products, an increase in supply from other areas (or other factors) that result in reduced production in North Dakota, an increase in costs reducing our profitability, and increased pessimism among market participants, which could increase the discount rate on (and therefore reduce the value of) estimated future cash flows. Our goodwill impairment assessment for both the Inspection Services and Environmental Services segments included an assumption that our revenues will increase in future years. If this assumption proves to be incorrect, we could be required to record a goodwill impairment in a future period. Accounts Receivable and Allowance for Bad Debts We grant unsecured credit to customers under normal industry standards and terms and have established policies and procedures that allow for an evaluation of the creditworthiness of each of our customers. We typically receive payment from our customers 45 to 75 days after the services have been performed. We determine allowances for bad debts based on management’s assessment of the creditworthiness of our customers. Trade receivables are written off against the allowance when deemed uncollectible. Recoveries of trade receivables previously written off are recorded when cash is received. As of both September 30, 2021 and December 31, 2020, we had an allowance for doubtful accounts of $ 0.5 million Accrued Payroll and Other Accrued payroll September 30, December 31, (in thousands) Accrued payroll $ 2,592 $ 1,702 Customer deposits and accruals 1,011 1,909 Other 1,015 1,157 Total $ 4,618 $ 4,768 Revenue Recognition Under Accounting Standards Codification (“ASC”) 606 - Revenue from Contracts with Customers, an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Based on this accounting guidance, our revenue is earned and recognized through the service offerings of our reportable business segments. Our sales contracts have terms of less than one year. As such, we have used the practical expedient contained within the accounting guidance, which exempts us from the requirement to disclose the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract with an original expected duration of one year or less. We apply judgment in determining whether we are the principal or the agent in instances where we utilize subcontractors to perform all or a portion of the work under our contracts. Based on the criteria in ASC 606, we have determined we are principal in all such circumstances, with the exception of $ 0.2 million 0.2 million As of September 30, 2021, and December 31, 2020, we recognized a refund liability of less than $ 0.1 million and $ 0.8 million , respectively, within our Inspection Services segment for revenue associated with variable consideration. In addition, we have recorded other refund liabilities of $ 0.8 million at September 30, 2021 and December 31, 2020. 0.1 million as a catch-up adjustment to revenue during the three months ended September 30, 2021. Foreign Currency Translation Our Unaudited Condensed Consolidated Financial Statements are reported in U.S. dollars. We translate our Canadian-dollar-denominated assets and liabilities into U.S. dollars at the exchange rate in effect at the balance sheet date. We translate our Canadian-dollar-denominated revenues and expenses into U.S. dollars at the average exchange rate in effect during the period in which the applicable revenues and expenses were recorded. Our Unaudited Condensed Consolidated Balance Sheet at September 30, 2021 includes $ 2.7 million accumulated other comprehensive loss accumulated other comprehensive loss partners’ capital net (loss) income foreign currency (losses) gains New Accounting Standards Accounting guidance proposed by the Financial Accounting Standards Board (“FASB”) that may impact our Unaudited Condensed Consolidated Financial Statements, which we have not yet adopted, includes: The FASB issued Accounting Standards Update (“ASU”) 2016-13 – Financial Instruments – Credit Losses in September 2016, which replaces the current “incurred loss” methodology for recognizing credit losses with an “expected loss” methodology. This guidance affects trade receivables, financial assets and certain other instruments that are not measured at fair value through net income. In November 2019, the FASB issued final guidance to delay the implementation of this new guidance for smaller reporting companies until fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We are currently evaluating the impact this ASU will have on our Unaudited Condensed Consolidated Financial Statements. The FASB issued ASU 2020-06 – Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40)—Accounting For Convertible Instruments and Contracts in an Entity’s Own Equity in August 2020. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for annual and interim periods for smaller reporting companies beginning after December 15, 2023, and early adoption is permitted for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. We are currently evaluating the impact this ASU will have on our Unaudited Condensed Consolidated Financial Statements. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | 3. Debt We are party to a credit agreement (the “Credit Agreement”) with a syndicate of seven banks, with Deutsche Bank Trust Company Americas serving as the Administrative Agent. The obligations under the Credit Agreement are secured by a first priority lien on substantially all of our assets. The Credit Agreement was amended in March 2021 and in August 2021. As amended, the Credit Agreement has a total capacity of $ 70 May 31, 2022 60 Outstanding borrowings at September 30, 2021 and December 31, 2020 were $ 55.3 62 55.3 86.6 All borrowings under the Credit Agreement bear interest, at our option, on a leveraged based grid pricing at (i) a base rate plus a margin of 2.00 3.75 3.00 4.75 3.62 4.89 3.33 4.80 4.83 0.50 0.9 0.8 2.0 2.7 The Credit Agreement contains various customary covenants and restrictive provisions. Prior to the August 2021 amendment, the Credit Agreement also required us to maintain certain financial covenants, including a leverage ratio and an interest coverage ratio. After the August 2021 amendment, these financial ratio covenant requirements have been removed. As amended in August 2021, the Credit Agreement requires that we maintain liquidity in excess of $ 7 As amended in August 2021, the Credit Agreement contains significant limitations on our ability to pay cash distributions. We may only pay the following cash distributions: ● distributions to common and preferred unitholders, to the extent of income taxes estimated to be payable by these unitholders resulting from allocations of our earnings; and ● distributions to the noncontrolling interest owners of CBI and CF Inspection. The Credit Agreement, as amended, restricts our ability to redeem or repurchase our equity interests and requires us to use the proceeds from asset sales in excess of $ 0.5 7.5 Debt issuance costs are reported as debt issuance costs, net 0.7 0.2 1 0.1 The carrying value of our long-term debt approximates fair value, as the borrowings under the Credit Agreement are considered to be priced at market for debt instruments having similar terms and conditions (Level 2 of the fair value hierarchy). |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 4. Income Taxes As a limited partnership, we are generally not subject to U.S. federal or state income taxes. Our income tax provision relates primarily to (1) our U.S. corporate subsidiaries that provide services to public utility customers, which may not fit within the definition of qualified income as it is defined in the Internal Revenue Code, Regulations, and other guidance, which subjects this income to U.S. federal and state income taxes, (2) our Canadian subsidiary, which is subject to Canadian federal and provincial income taxes, and (3) certain other state income taxes, including the Texas franchise tax. As a publicly-traded partnership, we are subject to a statutory requirement that 90 |
Equity
Equity | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Equity | 5. Equity Series A Preferred Units On May 29, 2018 (the “Closing Date”), we sold 5,769,231 7.54 43.5 million 9.5 The Purchaser has the option to convert the Preferred Units into common units on a one-for-one basis. If certain conditions are met, we will have the option to cause the Preferred Units to convert to common units. We also have the option to redeem the Preferred Units. We may redeem the Preferred Units (a) at any time or prior to the fourth anniversary of the Closing Date at a redemption price equal to 105 101 At-the-Market Equity Program In April 2018, we established an at-the-market equity program (“ATM Program”), which allows us to offer and sell common units from time to time, to or through the sales agent under the ATM Program, up to an aggregate offering amount of $ 10 Employee Unit Purchase Plan In November 2019, we established an employee unit purchase plan (“EUPP”), which allows us to offer and sell up to 500,000 10 95 Net Loss per Unit Our net loss (income) Income attributable to preferred unitholder 9.5 % annual return to which the owner of the Preferred Units is entitled. Net income attributable to noncontrolling interests - continuing operations 51 % of the income generated by CF Inspection. Net (loss) income attributable to noncontrolling interests - discontinued operations 49 % of the (loss) income generated by CBI. Net loss attributable to common unitholders - continuing operations net (loss) income from continuing operations Net (loss) income attributable to common unitholders - discontinued operations net (loss) income from discontinued operations Basic and diluted net loss per common limited partner unit - continuing operations net loss attributable to common unitholders - continuing operations Basic and diluted net (loss) income per common limited partner unit - discontinued operations net (loss) income attributable to common unitholders - discontinued operations The following table summarizes the calculations of basic and diluted net loss per common limited partner unit - continuing basic and diluted net (loss) income per common limited partner unit - discontinued operations basic and diluted net loss per common limited partner unit Three Months Ended Nine Months Ended 2021 2020 2021 2020 (in thousands, except per unit data) Net loss attributable to common unitholders - continuing operations $ (2,888 ) $ (822 ) $ (9,058 ) $ (4,814 ) Net (loss) income attributable to common unitholders - discontinued operations (1,160 ) 351 (1,575 ) 1,172 Net loss attributable to common unitholders $ (4,048 ) $ (471 ) $ (10,633 ) $ (3,642 ) Weighted average common units outstanding 12,339 12,209 12,307 12,171 Basic and diluted net loss per common limited partner unit - continuing operations $ (0.23 ) $ (0.07 ) $ (0.74 ) $ (0.40 ) Basic and diluted net (loss) income per common limited partner unit - discontinued operations (0.10 ) 0.03 (0.12 ) 0.10 Basic and diluted net loss per common limited partner unit $ (0.33 ) $ (0.04 ) $ (0.86 ) $ (0.30 ) For the three and nine months ended September 30, 2021 and 2020, the preferred units and the long-term incentive plan unvested units would have been antidilutive, and therefore diluted net loss per common limited partner unit basic net loss per common limited partner unit . Distributions We paid common unit distributions of $ 2.5 million 2.6 million We paid four 1 CBI’s company agreement generally requires CBI to make an annual distribution to its members equal to or greater than the amount of CBI’s taxable income multiplied by the maximum federal income tax rate. In March 2021, CBI declared and paid a distribution of $ 4 2 Long-Term Incentive Plan (“LTIP”) During March 2021, four members of our Board of Directors (“Directors”) elected to have certain of their LTIP units net settled upon vesting for tax withholding purposes. As the Directors are not considered employees under the IRS statutory withholding requirements, any unit withholding upon settlement is considered an excess withholding, resulting in liability accounting treatment for the entire award. The modification of these awards from equity awards to liability awards did not result in the recognition of any additional compensation cost. As of September 30, 2021, we recorded $ 0.3 million accrued payroll and other other noncurrent liabilities In May 2021, we granted 1,048,000 70,092 2.14 ten years |
Related-Party Transactions
Related-Party Transactions | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 6. Related-Party Transactions Holdings We are party to an omnibus agreement with Holdings and other related parties. The omnibus agreement provides for, among other things, our right of first offer on Holdings’ and its subsidiaries’ assets used in, and entities primarily engaged in, providing water treatment and other water and environmental services. So long as Holdings controls our General Partner, the omnibus agreement will remain in full force and effect, unless we and Holdings agree to terminate it sooner. If Holdings ceases to control our General Partner, either party may terminate the omnibus agreement. We and Holdings may agree to further amend the omnibus agreement; however, amendments that the General Partner determines are adverse to our unitholders will also require the approval of the Conflicts Committee of our Board of Directors. Prior to June 30, 2021, all of the employees who conduct our business were employed by affiliates of Holdings, although we often refer to these individuals in this report as our employees. We generally reimbursed Holdings for the compensation costs associated with these employees. Effective June 30, 2021, all of our employees are employed by subsidiaries of the Partnership. Alati Arnegard, LLC The Partnership provides management services to a 25 0.2 million other, net equity in earnings of investee revenue 0.5 million 0.1 million 0.2 million trade accounts receivable, net 0.3 million 0.4 million other assets CF Inspection Management, LLC We have also entered into a joint venture with CF Inspection, a nationally-qualified woman-owned business. CF Inspection allows us to offer various services to clients that require the services of an approved Women’s Business Enterprise, as CF Inspection is certified as a Women’s Business Enterprise by the Supplier Clearinghouse in California and as a National Women’s Business Enterprise by the Women’s Business Enterprise National Council. We own 49 51 8.0 million 7.9 million CBI Entities owned by Holdings provided contract labor support to CBI during 2021 and 2020. During the nine months ended September 30, 2021 and 2020, CBI incurred costs less than $ 0.1 million 0.5 million net (loss) income from discontinued operations, net of tax Continental Resources, Inc. A Director of our General Partner is the President and Chief Operating Officer of Continental Resources, Inc. (“Continental”). Our Environmental Services segment began providing water treatment services to Continental at the end of 2020. Revenues from Continental during the nine months ended September 30, 2021 were $ 0.5 million |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. Commitments and Contingencies Security Deposits We have various obligations that are secured with security deposits totaling $ 1.1 million 0.7 million prepaid expenses and other Compliance Audit Contingencies Certain agreements with customers offer our customers the right to perform periodic compliance audits, which include the examination of the accuracy of our invoices. Should our invoices be determined to be inconsistent with the agreements, the agreements may provide the customer the right to receive a credit or refund for overcharges identified. At any given time, we may have multiple audits ongoing. As of September 30, 2021 and December 31, 2020, we established reserves of $ 0.3 million Legal Proceedings We are and may in the future be subject to litigation and binding arbitration involving allegations of violations of the Fair Labor Standards Act and state wage and hour laws. In addition, we generally indemnify our customers for claims related to the services we provide and actions we take under our contracts, including claims regarding the Fair Labor Standards Act and state wage and hour laws, and have received indemnification demands from some of our customers in regard to such claims, and, in some instances, we may be allocated risk through our contract terms for actions by our customers or other third parties. Claims related to the Fair Labor Standards Act are generally not covered by insurance. From time to time, we are subject to various claims, lawsuits and other legal proceedings brought or threatened against us in the ordinary course of our business. These actions and proceedings may seek, among other things, compensation for alleged personal injury, workers’ compensation, employment discrimination and other employment-related damages, breach of contract, property damage, environmental liabilities, punitive damages and civil penalties or other losses, liquidated damages, consequential damages, or injunctive or declaratory relief. The outcome of related litigation is unknown at this time but could be material to our financial statements in future periods. As of September 30, 2021 we have accrued $0.3 million for certain claims on which we have offered a settlement. Gain on Settlement of Dispute In November 2021, we settled a dispute with another party. We and the other party agreed to fully and finally resolve our differences without any admission of liability. We received proceeds of $ 1.6 million |
Reportable Segments
Reportable Segments | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Reportable Segments | 8. Reportable Segments Our operations consist of two Inspection Environmental Services Services Other Total (in thousands) Three months ended September 30, 2021 Revenue $ 31,489 $ 942 $ — $ 32,431 Costs of services 27,629 498 — 28,127 Gross margin 3,860 444 — 4,304 General and administrative 3,152 354 382 (a) 3,888 Depreciation, amortization and accretion 552 418 124 1,094 Loss on asset disposals, net — 9 — 9 Operating income (loss) $ 156 $ (337 ) $ (506 ) (687 ) Interest expense (995 ) Foreign currency losses (140 ) Other, net 89 Net loss before income tax expense $ (1,733 ) Three months ended September 30, 2020 Revenue $ 41,938 $ 1,437 $ — $ 43,375 Costs of services 36,830 509 — 37,339 Gross margin 5,108 928 — 6,036 General and administrative 3,122 365 264 (b) 3,751 Depreciation, amortization and accretion 553 428 132 1,113 Gain on asset disposals, net — (2 ) — (2 ) Operating income (loss) $ 1,433 $ 137 $ (396 ) 1,174 Interest expense (942 ) Foreign currency gains 106 Other, net 142 Net income before income tax expense $ 480 (a) Amount includes $ 0.1 million (b) Amount includes $ 0.1 million (a) Amount includes $0.1 million of indirect general and administrative expenses that were previously reported within the Pipeline & Process Services segment, prior to that segment being reported as a discontinued operation. (b) Amount includes $0.1 million of indirect general and administrative expenses that were previously reported within the Pipeline & Process Services segment, prior to that segment being reported as a discontinued operation. Inspection Environmental Services Services Other Total (in thousands) Nine months ended September 30, 2021 Revenue $ 86,294 $ 3,251 $ — $ 89,545 Costs of services 76,448 1,312 — 77,760 Gross margin 9,846 1,939 — 11,785 General and administrative 9,749 1,178 1,125 (c) 12,052 Depreciation, amortization and accretion 1,657 1,266 374 3,297 Loss on asset disposals, net — 9 — 9 Operating loss $ (1,560 ) $ (514 ) $ (1,499 ) (3,573 ) Interest expense (2,652 ) Foreign currency gains 5 Other, net 312 Net loss before income tax expense $ (5,908 ) Nine months ended September 30, 2020 Revenue $ 149,093 $ 4,378 $ — $ 153,471 Costs of services 133,189 1,583 — 134,772 Gross margin 15,904 2,795 — 18,699 General and administrative 11,411 1,377 900 (d) 13,688 Depreciation, amortization and accretion 1,664 1,222 362 3,248 Loss on asset disposals, net — 5 — 5 Operating income (loss) $ 2,829 $ 191 $ (1,262 ) 1,758 Interest expense (3,182 ) Foreign currency losses (167 ) Other, net 401 Net loss before income tax expense $ (1,190 ) Total Assets September 30, 2021 $ 73,812 $ 18,791 $ 7,327 $ 99,930 December 31, 2020 $ 82,458 $ 19,708 $ 17,820 $ 119,986 (c) Amount includes $ 0.4 million (d) Amount includes $ 0.3 million (c) Amount includes $0.4 million of indirect general and administrative expenses that were previously reported within the Pipeline & Process Services segment, prior to that segment being reported as a discontinued operation. (d) Amount includes $0.3 million of indirect general and administrative expenses that were previously reported within the Pipeline & Process Services segment, prior to that segment being reported as a discontinued operation. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Unaudited Condensed Consolidated Financial Statements as of September 30, 2021 and for the three and nine months ended September 30, 2021 and 2020 include our accounts and those of our controlled subsidiaries. All intercompany transactions and account balances have been eliminated in consolidation. Investments over which we exercise significant influence, but do not control, are accounted for using the equity method of accounting. The Unaudited Condensed Consolidated Balance Sheet at December 31, 2020 is derived from our audited financial statements. The accompanying Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim consolidated financial information and in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”). The Unaudited Condensed Consolidated Financial Statements include all adjustments considered necessary for a fair presentation of the consolidated financial position and consolidated results of operations for the interim periods presented. Such adjustments consist only of normal recurring items, unless otherwise disclosed herein. Accordingly, the Unaudited Condensed Consolidated Financial Statements do not include all of the information and notes required by GAAP for complete consolidated financial statements. However, we believe that the disclosures made are adequate to make the information not misleading. These interim Unaudited Condensed Consolidated Financial Statements should be read in conjunction with our audited financial statements as of and for the year ended December 31, 2020 included in our Form 10-K. The results of operations for interim periods are not necessarily indicative of the results to be expected for a full year. |
Use of Estimates in the Preparation of Financial Statements | Use of Estimates in the Preparation of Financial Statements The preparation of our Unaudited Condensed Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. Actual results could differ from those estimates. The COVID - |
Significant Accounting Policies | Significant Accounting Policies Our significant accounting policies are consistent with those described in Note 2 to our audited consolidated financial statements as of and for the year ended December 31, 2020. |
Discontinued Operations | Discontinued Operations In September 2021, we discontinued the operations of Cypress Brown Integrity, LLC (“CBI”), which previously represented our Pipeline & Process Services segment. CBI provided customers with hydrotesting, chemical cleaning, drying, water treatment, nitrogen and other related services. CBI was located in Giddings, Texas and a plan of termination impacted approximately 18 employees. Our reasons for exiting the business included the decline in new pipeline construction projects and the inability to obtain more work directly with pipeline owners on maintenance projects, which led to operating losses in 2021. We have recast the financial information for all periods presented in these Unaudited Condensed Consolidated Financial Statements to report the assets, liabilities, revenues, and expenses of CBI within discontinued operations. In the third quarter of 2021, we recorded a loss of $ 1 1 0.1 million These assets and liabilities of discontinued operations on the Unaudited Condensed Consolidated Balance Sheets are summarized below: September 30, December 31, 2021 2020 ASSETS OF DISCONTINUED OPERATIONS (in thousands) Current assets of discontinued operations: Cash and cash equivalents $ 1,301 $ 5,755 Trade accounts receivable, net 228 2,396 Prepaid expenses and other 33 31 Property and equipment, net 990 Finance lease right-of-use assets, net 326 Total current assets of discontinued operations 2,878 8,182 Property and equipment, net 1,069 Intangible assets, net — 2,243 Finance lease right-of-use assets, net — 495 Total assets of discontinued operations $ 2,878 $ 11,989 LIABILITIES OF DISCONTINUED OPERATIONS Current liabilities of discontinued operations: Accounts payable $ 107 $ 1,215 Accrued payroll and other 39 108 Income taxes payable 2 60 Finance lease obligations 298 199 Total current liabilities of discontinued operations 446 1,582 Finance lease obligations — 245 Total liabilities of discontinued operations $ 446 $ 1,827 The revenues and expenses of discontinued operations in our Unaudited Condensed Consolidated Statements of Operations are summarized below: Three Months Ended Nine Months Ended 2021 2020 2021 2020 (in thousands) Revenue $ 597 $ 4,672 $ 2,285 $ 14,747 Costs of services 708 3,363 2,578 10,765 Gross margin (111 ) 1,309 (293 ) 3,982 Operating costs and expense: General and administrative 273 550 913 1,479 Depreciation, amortization and accretion 91 137 363 421 Loss (gain) on asset disposals, net 1,897 (2 ) 1,859 (32 ) Operating (loss) income (2,372 ) 624 (3,428 ) 2,114 Other (expense) income: Interest expense (17 ) (17 ) (50 ) (53 ) Other, net — — 14 11 Net (loss) income before income tax expense (2,389 ) 607 (3,464 ) 2,072 Income tax expense 1 16 2 62 Net (loss) income from discontinued operations, net of tax (2,390 ) 591 (3,466 ) 2,010 Net (loss) income attributable to noncontrolling interests - discontinued operations (1,230 ) 240 (1,891 ) 838 Net (loss) income attributable to common unitholders - discontinued operations $ (1,160 ) $ 351 $ (1,575 ) $ 1,172 General and administrative expenses that are directly attributable to CBI are reported within net (loss) income from discontinued operations, net of tax whereas general and administrative that are indirectly allocable to CBI are not reported within net (loss) income from discontinued operations, net of tax Interest expense associated with $ 1 net (loss) income from discontinued operations, net of tax because the net book value of CBI’s property, plant and equipment is approximately $ 1 Subsequent to September 30, 2021, the following events occurred: ● CBI sold certain vehicles which were accounted for as finance leases for $ 0.6 million 0.6 million 0.3 million 0.3 million ● CBI sold certain fully-depreciated equipment for $ 0.1 million |
Goodwill | Goodwill We have $ 50.4 million 40.3 million 10.1 million To perform a goodwill impairment assessment, we first evaluate qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit exceeds its carrying value. If this assessment reveals that it is more likely than not that the carrying value of a reporting unit exceeds its fair value, we then determine the estimated fair market value of the reporting unit. If the carrying amount exceeds the reporting unit’s fair value, we record a goodwill impairment charge for the excess (not exceeding the carrying value of the reporting unit’s goodwill). For our Inspection Services and Environmental Services segments, we performed goodwill impairment analyses at November 1, 2020 and concluded that the fair values of the reporting units were more likely than not greater than their carrying values. Our evaluation included various factors, including current and projected earnings, current customer relationships and projects, and the impact of commodity prices on our earnings. The use of different assumptions and estimates from the assumptions and estimates we used in our analyses could have resulted in the requirement to record a goodwill impairment. It is reasonably possible that changes could occur that would require a goodwill impairment charge in the future. For the Inspection Services segment, such changes could include, among others, a slower than expected recovery in demand for inspection and integrity services and increased pessimism among market participants, which could increase the discount rate on (and therefore reduce the value of) estimated future cash flows. For the Environmental Services segment, such changes could include, among others, a slower than expected recovery in demand for petroleum products, an increase in supply from other areas (or other factors) that result in reduced production in North Dakota, an increase in costs reducing our profitability, and increased pessimism among market participants, which could increase the discount rate on (and therefore reduce the value of) estimated future cash flows. Our goodwill impairment assessment for both the Inspection Services and Environmental Services segments included an assumption that our revenues will increase in future years. If this assumption proves to be incorrect, we could be required to record a goodwill impairment in a future period. |
Accounts Receivable and Allowance for Bad Debts | Accounts Receivable and Allowance for Bad Debts We grant unsecured credit to customers under normal industry standards and terms and have established policies and procedures that allow for an evaluation of the creditworthiness of each of our customers. We typically receive payment from our customers 45 to 75 days after the services have been performed. We determine allowances for bad debts based on management’s assessment of the creditworthiness of our customers. Trade receivables are written off against the allowance when deemed uncollectible. Recoveries of trade receivables previously written off are recorded when cash is received. As of both September 30, 2021 and December 31, 2020, we had an allowance for doubtful accounts of $ 0.5 million |
Accrued Payroll and Other | Accrued Payroll and Other Accrued payroll September 30, December 31, (in thousands) Accrued payroll $ 2,592 $ 1,702 Customer deposits and accruals 1,011 1,909 Other 1,015 1,157 Total $ 4,618 $ 4,768 |
Revenue Recognition | Revenue Recognition Under Accounting Standards Codification (“ASC”) 606 - Revenue from Contracts with Customers, an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Based on this accounting guidance, our revenue is earned and recognized through the service offerings of our reportable business segments. Our sales contracts have terms of less than one year. As such, we have used the practical expedient contained within the accounting guidance, which exempts us from the requirement to disclose the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract with an original expected duration of one year or less. We apply judgment in determining whether we are the principal or the agent in instances where we utilize subcontractors to perform all or a portion of the work under our contracts. Based on the criteria in ASC 606, we have determined we are principal in all such circumstances, with the exception of $ 0.2 million 0.2 million As of September 30, 2021, and December 31, 2020, we recognized a refund liability of less than $ 0.1 million and $ 0.8 million , respectively, within our Inspection Services segment for revenue associated with variable consideration. In addition, we have recorded other refund liabilities of $ 0.8 million at September 30, 2021 and December 31, 2020. 0.1 million as a catch-up adjustment to revenue during the three months ended September 30, 2021. |
Foreign Currency Translation | Foreign Currency Translation Our Unaudited Condensed Consolidated Financial Statements are reported in U.S. dollars. We translate our Canadian-dollar-denominated assets and liabilities into U.S. dollars at the exchange rate in effect at the balance sheet date. We translate our Canadian-dollar-denominated revenues and expenses into U.S. dollars at the average exchange rate in effect during the period in which the applicable revenues and expenses were recorded. Our Unaudited Condensed Consolidated Balance Sheet at September 30, 2021 includes $ 2.7 million accumulated other comprehensive loss accumulated other comprehensive loss partners’ capital net (loss) income foreign currency (losses) gains |
New Accounting Standards | New Accounting Standards Accounting guidance proposed by the Financial Accounting Standards Board (“FASB”) that may impact our Unaudited Condensed Consolidated Financial Statements, which we have not yet adopted, includes: The FASB issued Accounting Standards Update (“ASU”) 2016-13 – Financial Instruments – Credit Losses in September 2016, which replaces the current “incurred loss” methodology for recognizing credit losses with an “expected loss” methodology. This guidance affects trade receivables, financial assets and certain other instruments that are not measured at fair value through net income. In November 2019, the FASB issued final guidance to delay the implementation of this new guidance for smaller reporting companies until fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We are currently evaluating the impact this ASU will have on our Unaudited Condensed Consolidated Financial Statements. The FASB issued ASU 2020-06 – Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40)—Accounting For Convertible Instruments and Contracts in an Entity’s Own Equity in August 2020. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for annual and interim periods for smaller reporting companies beginning after December 15, 2023, and early adoption is permitted for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. We are currently evaluating the impact this ASU will have on our Unaudited Condensed Consolidated Financial Statements. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
These assets and liabilities of discontinued operations on the Unaudited Condensed Consolidated Balance Sheets are summarized below: | These assets and liabilities of discontinued operations on the Unaudited Condensed Consolidated Balance Sheets are summarized below: September 30, December 31, 2021 2020 ASSETS OF DISCONTINUED OPERATIONS (in thousands) Current assets of discontinued operations: Cash and cash equivalents $ 1,301 $ 5,755 Trade accounts receivable, net 228 2,396 Prepaid expenses and other 33 31 Property and equipment, net 990 Finance lease right-of-use assets, net 326 Total current assets of discontinued operations 2,878 8,182 Property and equipment, net 1,069 Intangible assets, net — 2,243 Finance lease right-of-use assets, net — 495 Total assets of discontinued operations $ 2,878 $ 11,989 LIABILITIES OF DISCONTINUED OPERATIONS Current liabilities of discontinued operations: Accounts payable $ 107 $ 1,215 Accrued payroll and other 39 108 Income taxes payable 2 60 Finance lease obligations 298 199 Total current liabilities of discontinued operations 446 1,582 Finance lease obligations — 245 Total liabilities of discontinued operations $ 446 $ 1,827 |
The revenues and expenses of discontinued operations in our Unaudited Condensed Consolidated Statements of Operations are summarized below: | The revenues and expenses of discontinued operations in our Unaudited Condensed Consolidated Statements of Operations are summarized below: Three Months Ended Nine Months Ended 2021 2020 2021 2020 (in thousands) Revenue $ 597 $ 4,672 $ 2,285 $ 14,747 Costs of services 708 3,363 2,578 10,765 Gross margin (111 ) 1,309 (293 ) 3,982 Operating costs and expense: General and administrative 273 550 913 1,479 Depreciation, amortization and accretion 91 137 363 421 Loss (gain) on asset disposals, net 1,897 (2 ) 1,859 (32 ) Operating (loss) income (2,372 ) 624 (3,428 ) 2,114 Other (expense) income: Interest expense (17 ) (17 ) (50 ) (53 ) Other, net — — 14 11 Net (loss) income before income tax expense (2,389 ) 607 (3,464 ) 2,072 Income tax expense 1 16 2 62 Net (loss) income from discontinued operations, net of tax (2,390 ) 591 (3,466 ) 2,010 Net (loss) income attributable to noncontrolling interests - discontinued operations (1,230 ) 240 (1,891 ) 838 Net (loss) income attributable to common unitholders - discontinued operations $ (1,160 ) $ 351 $ (1,575 ) $ 1,172 |
Accrued payroll | Accrued payroll September 30, December 31, (in thousands) Accrued payroll $ 2,592 $ 1,702 Customer deposits and accruals 1,011 1,909 Other 1,015 1,157 Total $ 4,618 $ 4,768 |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
The following table summarizes the calculations of basic and diluted net loss per common limited partner unit - continuing operations, basic and diluted net (loss) income per common limited partner unit - discontinued operations, and basic and diluted net loss per common limited partner unit for the three and nine months ended September 30, 2021 and 2020: | The following table summarizes the calculations of basic and diluted net loss per common limited partner unit - continuing basic and diluted net (loss) income per common limited partner unit - discontinued operations basic and diluted net loss per common limited partner unit Three Months Ended Nine Months Ended 2021 2020 2021 2020 (in thousands, except per unit data) Net loss attributable to common unitholders - continuing operations $ (2,888 ) $ (822 ) $ (9,058 ) $ (4,814 ) Net (loss) income attributable to common unitholders - discontinued operations (1,160 ) 351 (1,575 ) 1,172 Net loss attributable to common unitholders $ (4,048 ) $ (471 ) $ (10,633 ) $ (3,642 ) Weighted average common units outstanding 12,339 12,209 12,307 12,171 Basic and diluted net loss per common limited partner unit - continuing operations $ (0.23 ) $ (0.07 ) $ (0.74 ) $ (0.40 ) Basic and diluted net (loss) income per common limited partner unit - discontinued operations (0.10 ) 0.03 (0.12 ) 0.10 Basic and diluted net loss per common limited partner unit $ (0.33 ) $ (0.04 ) $ (0.86 ) $ (0.30 ) |
Reportable Segments (Tables)
Reportable Segments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Our operations consist of two reportable segments: (i) Inspection Services and (ii) Water and Environmental Services (“Environmental Services”). The amounts within “Other” represent corporate and overhead items not specifically allocable to the other reportable segments. As described in Note 2, we have reclassified our former Pipeline & Process Services segment to discontinued operations for all periods presented. | Our operations consist of two Inspection Environmental Services Services Other Total (in thousands) Three months ended September 30, 2021 Revenue $ 31,489 $ 942 $ — $ 32,431 Costs of services 27,629 498 — 28,127 Gross margin 3,860 444 — 4,304 General and administrative 3,152 354 382 (a) 3,888 Depreciation, amortization and accretion 552 418 124 1,094 Loss on asset disposals, net — 9 — 9 Operating income (loss) $ 156 $ (337 ) $ (506 ) (687 ) Interest expense (995 ) Foreign currency losses (140 ) Other, net 89 Net loss before income tax expense $ (1,733 ) Three months ended September 30, 2020 Revenue $ 41,938 $ 1,437 $ — $ 43,375 Costs of services 36,830 509 — 37,339 Gross margin 5,108 928 — 6,036 General and administrative 3,122 365 264 (b) 3,751 Depreciation, amortization and accretion 553 428 132 1,113 Gain on asset disposals, net — (2 ) — (2 ) Operating income (loss) $ 1,433 $ 137 $ (396 ) 1,174 Interest expense (942 ) Foreign currency gains 106 Other, net 142 Net income before income tax expense $ 480 (a) Amount includes $ 0.1 million (b) Amount includes $ 0.1 million (a) Amount includes $0.1 million of indirect general and administrative expenses that were previously reported within the Pipeline & Process Services segment, prior to that segment being reported as a discontinued operation. (b) Amount includes $0.1 million of indirect general and administrative expenses that were previously reported within the Pipeline & Process Services segment, prior to that segment being reported as a discontinued operation. Inspection Environmental Services Services Other Total (in thousands) Nine months ended September 30, 2021 Revenue $ 86,294 $ 3,251 $ — $ 89,545 Costs of services 76,448 1,312 — 77,760 Gross margin 9,846 1,939 — 11,785 General and administrative 9,749 1,178 1,125 (c) 12,052 Depreciation, amortization and accretion 1,657 1,266 374 3,297 Loss on asset disposals, net — 9 — 9 Operating loss $ (1,560 ) $ (514 ) $ (1,499 ) (3,573 ) Interest expense (2,652 ) Foreign currency gains 5 Other, net 312 Net loss before income tax expense $ (5,908 ) Nine months ended September 30, 2020 Revenue $ 149,093 $ 4,378 $ — $ 153,471 Costs of services 133,189 1,583 — 134,772 Gross margin 15,904 2,795 — 18,699 General and administrative 11,411 1,377 900 (d) 13,688 Depreciation, amortization and accretion 1,664 1,222 362 3,248 Loss on asset disposals, net — 5 — 5 Operating income (loss) $ 2,829 $ 191 $ (1,262 ) 1,758 Interest expense (3,182 ) Foreign currency losses (167 ) Other, net 401 Net loss before income tax expense $ (1,190 ) Total Assets September 30, 2021 $ 73,812 $ 18,791 $ 7,327 $ 99,930 December 31, 2020 $ 82,458 $ 19,708 $ 17,820 $ 119,986 (c) Amount includes $ 0.4 million (d) Amount includes $ 0.3 million (c) Amount includes $0.4 million of indirect general and administrative expenses that were previously reported within the Pipeline & Process Services segment, prior to that segment being reported as a discontinued operation. (d) Amount includes $0.3 million of indirect general and administrative expenses that were previously reported within the Pipeline & Process Services segment, prior to that segment being reported as a discontinued operation. |
Organization and Operations (De
Organization and Operations (Details Narrative) | Sep. 30, 2021Number |
Equity interest in water treatment facility | 25.00% |
Environmental Services [Member] | |
Number of water treatment facilities | 9 |
Number of EPA Class II injection wells | 10 |
Number of water treatment facilities wholly-own | 8 |
Number of pipeline gathering facilities | 13 |
Number of pipeline gathering systems developed and owned connected to water treatment facilities | 2 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 2 Months Ended | 3 Months Ended | 9 Months Ended | ||
Nov. 15, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Property and equipment, net | $ 1,069,000 | ||||
Repayments on finance lease obligations | 17,000 | $ 27,000 | |||
Goodwill | 50,391,000 | 50,391,000 | 50,389,000 | ||
Allowance for doubtful accounts receivable | 500,000 | ||||
Gross revenue, agent | 200,000 | ||||
Cost of revenue, agent | 200,000 | ||||
Contract with Customer, Liability, Cumulative Catch-up Adjustment to Revenue, Modification of Contract | 100,000 | ||||
Accumulated other comprehensive loss | (2,658,000) | (2,658,000) | (2,655,000) | ||
Inspection Services [Member] | |||||
Goodwill | 40,300,000 | 40,300,000 | |||
Contract with Customer, Refund Liability | $ 800,000 | ||||
Customer Refund Liability, Current | 800,000 | 800,000 | |||
Inspection Services [Member] | Maximum [Member] | |||||
Contract with Customer, Refund Liability | 100,000 | 100,000 | |||
Environmental Services [Member] | |||||
Goodwill | 10,100,000 | 10,100,000 | |||
CBI [Member] | |||||
Loss on disposition of intangible assets | 1,000,000 | ||||
Property and equipment, net | 1,000,000 | 1,000,000 | |||
Employee severance expenses | 100,000 | ||||
Long-term debt | $ 1,000,000 | $ 1,000,000 | |||
CBI [Member] | Subsequent Event [Member] | |||||
Sale of vehicles | $ 600,000 | ||||
Repayments on finance lease obligations | 300,000 | ||||
Sale proceeds to be recognized as gain | 300,000 | ||||
Proceeds from sale of fully-depreciated equipment | $ 100,000 |
These assets and liabilities of
These assets and liabilities of discontinued operations on the Unaudited Condensed Consolidated Balance Sheets are summarized below: (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets of discontinued operations: | ||
Cash and cash equivalents | $ 1,301 | $ 5,755 |
Trade accounts receivable, net | 228 | 2,396 |
Prepaid expenses and other | 33 | 31 |
Property and equipment, net | 990 | |
Finance lease right-of-use assets, net | 326 | |
Total current assets of discontinued operations | 2,878 | 8,182 |
Property and equipment, net | 1,069 | |
Intangible assets, net | 2,243 | |
Finance lease right-of-use assets, net | 495 | |
Total assets of discontinued operations | 2,878 | 11,989 |
Current liabilities of discontinued operations: | ||
Accounts payable | 107 | 1,215 |
Accrued payroll and other | 39 | 108 |
Income taxes payable | 2 | 60 |
Finance lease obligations | 298 | 199 |
Total current liabilities of discontinued operations | 446 | 1,582 |
Finance lease obligations | 245 | |
Total liabilities of discontinued operations | $ 446 | $ 1,827 |
The revenues and expenses of di
The revenues and expenses of discontinued operations in our Unaudited Condensed Consolidated Statements of Operations are summarized below: (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Accounting Policies [Abstract] | ||||
Revenue | $ 597 | $ 4,672 | $ 2,285 | $ 14,747 |
Costs of services | 708 | 3,363 | 2,578 | 10,765 |
Gross margin | (111) | 1,309 | (293) | 3,982 |
Operating costs and expense: | ||||
General and administrative | 273 | 550 | 913 | 1,479 |
Depreciation, amortization and accretion | 91 | 137 | 363 | 421 |
Loss (gain) on asset disposals, net | 1,897 | (2) | 1,859 | (32) |
Operating (loss) income | (2,372) | 624 | (3,428) | 2,114 |
Other (expense) income: | ||||
Interest expense | (17) | (17) | (50) | (53) |
Other, net | 14 | 11 | ||
Net (loss) income before income tax expense | (2,389) | 607 | (3,464) | 2,072 |
Income tax expense | 1 | 16 | 2 | 62 |
Net (loss) income from discontinued operations, net of tax | (2,390) | 591 | (3,466) | 2,010 |
Net (loss) income attributable to noncontrolling interests - discontinued operations | (1,230) | 240 | (1,891) | 838 |
Net (loss) income attributable to common unitholders - discontinued operations | $ (1,160) | $ 351 | $ (1,575) | $ 1,172 |
Accrued payroll (Details)
Accrued payroll (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | ||
Accrued payroll | $ 2,592 | $ 1,702 |
Customer deposits and accruals | 1,011 | 1,909 |
Other | 1,015 | 1,157 |
Total | $ 4,618 | $ 4,768 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Aug. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | |||||||
Outstanding borrowings | $ 55,300 | $ 55,300 | $ 62,000 | ||||
Credit facility, Average amount outstanding | 55,300 | $ 86,600 | |||||
Debt issuance costs, net | 665 | $ 665 | 242 | ||||
Base Rate [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Spread on variable rate borrowings | 2.00% | ||||||
Base Rate [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Spread on variable rate borrowings | 3.75% | ||||||
London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Spread on variable rate borrowings | 3.00% | ||||||
London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Spread on variable rate borrowings | 4.75% | ||||||
Credit Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility, maximum borrowing capacity | 70,000 | $ 70,000 | |||||
Line of credit facility maturity date | May 31, 2022 | ||||||
Line of credi facility, borrowings in excess of which must be to fund working capital needs | $ 60,000 | $ 60,000 | |||||
Debt instrument, interest rate, effective percentage | 4.83% | 4.83% | |||||
Debt covenant, minimum liquidity | $ 7,000 | ||||||
Proceeds from asset sales in excess of which must be used to repay debt | 500 | ||||||
Cash on hand amount required to make payments | 7,500 | ||||||
Debt issuance costs, net | $ 700 | $ 700 | $ 200 | ||||
Debt issuance costs incurred | $ 100 | $ 1,000 | |||||
Line of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee rate, percentage | 0.50% | ||||||
Interest expense including commitment fee | $ 900 | $ 800 | $ 2,000 | $ 2,700 | |||
Line of Credit [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate, effective percentage during period | 3.62% | 3.33% | |||||
Line of Credit [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate, effective percentage during period | 4.89% | 4.80% |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Threshold for nontaxation | 90.00% |
Equity (Details Narrative)
Equity (Details Narrative) | May 29, 2018USD ($)$ / sharesshares | May 31, 2021$ / sharesshares | May 31, 2020USD ($) | Feb. 29, 2020USD ($) | Nov. 30, 2019shares | Apr. 30, 2018USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($)Number |
Class of Stock [Line Items] | ||||||||
Other noncurrent liabilities | $ 362,000 | $ 182,000 | ||||||
Unit Appreciation Rights [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Units granted | shares | 1,048,000 | |||||||
Exercise price | $ / shares | $ 2.14 | |||||||
Expiration period | 10 years | |||||||
Phantom Restricted Units [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Units granted | shares | 70,092 | |||||||
CBI [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Distributions | 4,000,000 | |||||||
Distributions | $ 2,000,000 | |||||||
CF Inspection Management, LLC [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Percentage of income attributable to noncontrolling interests | 51.00% | |||||||
Brown Integrity, LLC [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Percentage of income attributable to noncontrolling interests | 49.00% | |||||||
Long Term Incentive Plan [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Other noncurrent liabilities | $ 300,000 | |||||||
Preferred Units [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Annual rate of return of Preferred Units (percent) | 9.50% | |||||||
Percentage of income attributable to noncontrolling interests | 9.50% | |||||||
Common Stock [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Aggregate amount of common units authorized to issue under at-the-market program | $ 10,000,000 | |||||||
Distributions | $ 2,600,000 | $ 2,500,000 | ||||||
Common Stock [Member] | Employee Unit Purchase Plan [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Number of units authorized under program | shares | 500,000 | |||||||
Percentage of annual base pay employees may elect to withhold to purchase common units | 10.00% | |||||||
Purchase price percentage of common units under program | 95.00% | |||||||
Preferred Stock [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Number of preferred distributions | Number | 4 | |||||||
Amount of each preferred distribution | $ 1,000,000 | |||||||
Private Placement [Member] | Preferred Units [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Number of units issued and sold in a private placement | shares | 5,769,231 | |||||||
Price per unit (in dollars per unit) | $ / shares | $ 7.54 | |||||||
Proceeds of units sold in a private placement | $ 43,500,000 | |||||||
Private Placement [Member] | Preferred Units [Member] | Prior to Fourth Anniversary of Closing Date [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Redemption price as percent of issue price | 105.00% | |||||||
Private Placement [Member] | Preferred Units [Member] | After Fourth Anniversary of Closing Date [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Redemption price as percent of issue price | 101.00% |
The following table summarizes
The following table summarizes the calculations of basic and diluted net loss per common limited partner unit - continuing operations, basic and diluted net (loss) income per common limited partner unit - discontinued operations, and basic and diluted net (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Equity [Abstract] | ||||
Net loss attributable to common unitholders - continuing operations | $ (2,888) | $ (822) | $ (9,058) | $ (4,814) |
Net (loss) incomeincome attributable to common unitholders - discontinued operations | (1,160) | 351 | (1,575) | 1,172 |
Net loss attributable to common unitholders | $ (4,048) | $ (471) | $ (10,633) | $ (3,642) |
Weighted average common units outstanding | 12,339 | 12,209 | 12,307 | 12,171 |
Basic and diluted net loss per common limited partner unit - continuing operations | $ (0.23) | $ (0.07) | $ (0.74) | $ (0.40) |
Basic and diluted net (loss) income per common limited partner unit - discontinued operations | (0.10) | 0.03 | (0.12) | 0.10 |
Basic and diluted net loss per common limited partner unit | $ (0.33) | $ (0.04) | $ (0.86) | $ (0.30) |
Related-Party Transactions (Det
Related-Party Transactions (Details Narrative) - USD ($) | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | |||
Equity in earnings of investee | $ 192,000 | $ 177,000 | |
CBI [Member] | |||
Related Party Transaction [Line Items] | |||
Labor costs | 500,000 | ||
Continental Resources, Inc. [Member] | Environmental Services [Member] | |||
Related Party Transaction [Line Items] | |||
Revenue from related parties | 500,000 | 500,000 | |
CF Inspection Management, LLC [Member] | |||
Related Party Transaction [Line Items] | |||
Revenue from related parties | $ 8,000,000 | 7,900,000 | |
Ownership interest | 49.00% | ||
CF Inspection Management, LLC [Member] | Cynthia Field [Member] | |||
Related Party Transaction [Line Items] | |||
Ownership interest | 51.00% | ||
Maximum [Member] | CBI [Member] | |||
Related Party Transaction [Line Items] | |||
Labor costs | $ 100,000 | ||
Alati Arnegard LLC [Member] | |||
Related Party Transaction [Line Items] | |||
Ownership interest | 25.00% | ||
Equity in earnings of investee | $ 200,000 | 200,000 | |
Revenue from related parties | 500,000 | $ 500,000 | |
Accounts receivable from related parties | $ 200,000 | ||
Investment in Arnegard | 300,000 | $ 400,000 | |
Alati Arnegard LLC [Member] | Maximum [Member] | |||
Related Party Transaction [Line Items] | |||
Accounts receivable from related parties | $ 100,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | Nov. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Other Commitments [Line Items] | |||
Gain on Settlement | $ 1,600,000 | ||
Master Service Agreement Compliance Audits [Member] | |||
Other Commitments [Line Items] | |||
Compliance audit contigencies reserve | $ 300,000 | $ 300,000 | |
Performance Obligation [Member] | |||
Other Commitments [Line Items] | |||
Short-term security deposits | $ 1,100,000 | $ 700,000 |
Our operations consist of two r
Our operations consist of two reportable segments: (i) Inspection Services and (ii) Water and Environmental Services (“Environmental Services”). The amounts within “Other” represent corporate and overhead items not specifically allocable to the other repo (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |||||
Segment Reporting Information [Line Items] | |||||||||
Revenue | $ 32,431 | $ 43,375 | $ 89,545 | $ 153,471 | |||||
Costs of services | 28,127 | 37,339 | 77,760 | 134,772 | |||||
Gross margin | 4,304 | 6,036 | 11,785 | 18,699 | |||||
General and administrative | 3,888 | 3,751 | 12,052 | 13,688 | |||||
Depreciation, amortization and accretion | 1,094 | 1,113 | 3,297 | 3,248 | |||||
Loss on asset disposals, net | 9 | (2) | 9 | 5 | |||||
Operating income (loss) | (687) | 1,174 | (3,573) | 1,758 | |||||
Interest expense | (995) | (942) | (2,652) | (3,182) | |||||
Foreign currency gains (losses) | (140) | 106 | 5 | (167) | |||||
Other, net | 89 | 142 | 312 | 401 | |||||
Net income (loss) before income tax expense (benefit) | (1,733) | 480 | (5,908) | (1,190) | |||||
Total assets | 99,930 | 99,930 | $ 119,986 | ||||||
Inspection Services [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Revenue | 31,489 | 41,938 | 86,294 | 149,093 | |||||
Costs of services | 27,629 | 36,830 | 76,448 | 133,189 | |||||
Gross margin | 3,860 | 5,108 | 9,846 | 15,904 | |||||
General and administrative | 3,152 | 3,122 | 9,749 | 11,411 | |||||
Depreciation, amortization and accretion | 552 | 553 | 1,657 | 1,664 | |||||
Loss on asset disposals, net | |||||||||
Operating income (loss) | 156 | 1,433 | (1,560) | 2,829 | |||||
Total assets | 73,812 | 73,812 | 82,458 | ||||||
Environmental Services [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Revenue | 942 | 1,437 | 3,251 | 4,378 | |||||
Costs of services | 498 | 509 | 1,312 | 1,583 | |||||
Gross margin | 444 | 928 | 1,939 | 2,795 | |||||
General and administrative | 354 | 365 | 1,178 | 1,377 | |||||
Depreciation, amortization and accretion | 418 | 428 | 1,266 | 1,222 | |||||
Loss on asset disposals, net | 9 | (2) | 9 | 5 | |||||
Operating income (loss) | (337) | 137 | (514) | 191 | |||||
Total assets | 18,791 | 18,791 | 19,708 | ||||||
Other Segments [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Revenue | |||||||||
Costs of services | |||||||||
Gross margin | |||||||||
General and administrative | 382 | [1] | 264 | [2] | 1,125 | [3] | 900 | [4] | |
Depreciation, amortization and accretion | 124 | 132 | 374 | 362 | |||||
Loss on asset disposals, net | |||||||||
Operating income (loss) | (506) | (396) | (1,499) | (1,262) | |||||
Total assets | 7,327 | 7,327 | $ 17,820 | ||||||
Pipeline and Process Services [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
General and administrative | $ 100 | $ 100 | $ 400 | $ 300 | |||||
[1] | Amount includes $0.1 million of indirect general and administrative expenses that were previously reported within the Pipeline & Process Services segment, prior to that segment being reported as a discontinued operation. | ||||||||
[2] | Amount includes $0.1 million of indirect general and administrative expenses that were previously reported within the Pipeline & Process Services segment, prior to that segment being reported as a discontinued operation. | ||||||||
[3] | Amount includes $0.4 million of indirect general and administrative expenses that were previously reported within the Pipeline & Process Services segment, prior to that segment being reported as a discontinued operation. | ||||||||
[4] | Amount includes $0.3 million of indirect general and administrative expenses that were previously reported within the Pipeline & Process Services segment, prior to that segment being reported as a discontinued operation. |