Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Mar. 15, 2021 | Jun. 30, 2020 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | ALTA EQUIPMENT GROUP INC. | ||
Entity Central Index Key | 0001759824 | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Shell Company | false | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity File Number | 001-38864 | ||
Entity Incorporation State Country Code | DE | ||
Entity Tax Identification Number | 83-2583782 | ||
Entity Address Address Line1 | 13211 Merriman Road | ||
Entity Address City or Town | Livonia | ||
Entity Address State or Province | MI | ||
Entity Address Postal Zip Code | 48150 | ||
City Area Code | 248 | ||
Local Phone Number | 449-6700 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Common Stock Shares Outstanding | 30,018,502 | ||
ICFR Auditor Attestation Flag | false | ||
Entity Public Float | $ 128.1 | ||
Entity Well known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's proxy statement relating to the 2021 Annual Meeting of Shareholders are incorporated by reference into Part III of this report. | ||
Common Stock | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Common stock, $0.0001 par value per share | ||
Trading Symbol | ALTG | ||
Security Exchange Name | NYSE | ||
Warrants | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Warrants, each exercisable for one share of common stock | ||
Trading Symbol | ALTG WS | ||
Security Exchange Name | NYSE | ||
Preferred Stock | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Depositary Shares | ||
Trading Symbol | ALTG PRA | ||
Security Exchange Name | NYSE |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
CURRENT ASSETS | ||
Cash | $ 1,200,000 | |
Accounts receivable, net | 137,800,000 | $ 101,200,000 |
Inventories, net | 229,000,000 | 137,200,000 |
Prepaid expenses and other current assets | 13,600,000 | 5,700,000 |
Total current assets | 381,600,000 | 244,100,000 |
PROPERTY AND EQUIPMENT, NET | 311,900,000 | 196,500,000 |
OTHER ASSETS | ||
Goodwill | 24,300,000 | 8,600,000 |
Intangible assets, net | 26,300,000 | 3,000,000 |
Other assets | 2,100,000 | 2,000,000 |
Total other assets | 52,700,000 | 13,600,000 |
TOTAL ASSETS | 746,200,000 | 454,200,000 |
CURRENT LIABILITIES | ||
Lines of credit | 157,700,000 | 72,500,000 |
Current portion of long-term debt | 7,800,000 | 7,100,000 |
Accounts payable | 58,900,000 | 31,100,000 |
Customer deposits | 9,300,000 | 7,200,000 |
Accrued expenses | 30,100,000 | 16,000,000 |
Other current liabilities | 13,100,000 | 9,300,000 |
Total current liabilities | 434,300,000 | 343,400,000 |
LONG-TERM LIABILITIES | ||
Long-term debt, net of current portion | 135,000,000 | 86,500,000 |
Capital lease obligations, net of current portion | 600,000 | 1,400,000 |
Buyback residual obligations, net of current portion | 700,000 | 700,000 |
Guaranteed purchase obligation, net of current portion | 6,900,000 | 9,000,000 |
Lease liability, net of current portion | 2,500,000 | 3,700,000 |
Other liabilities | 9,300,000 | 3,100,000 |
Warrant liability | 0 | 29,600,000 |
TOTAL LIABILITIES | 589,300,000 | 477,400,000 |
STOCKHOLDERS’ EQUITY (DEFICIT) | ||
Preferred stock, $0.0001 par value, 1,000,000 shares authorized, 1,200,000 Depositary Shares representing a 1/1000th fractional interest in a share of 10% Series A Cumulative Perpetual Preferred Stock, $0.0001 par value per share, issued and outstanding at December 31, 2020, no shares issued and outstanding at December 31, 2019 | ||
Additional paid-in capital | 216,200,000 | |
Treasury stock | 5,900,000 | |
Accumulated deficit | (53,400,000) | (23,200,000) |
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT) | 156,900,000 | (23,200,000) |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | 746,200,000 | 454,200,000 |
New Equipment | ||
CURRENT LIABILITIES | ||
Floor plan payable | 127,600,000 | 87,700,000 |
Used and Rental Equipment | ||
CURRENT LIABILITIES | ||
Floor plan payable | $ 29,800,000 | $ 112,500,000 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) | 12 Months Ended | |
Dec. 31, 2020$ / sharesshares | Dec. 31, 2019$ / sharesshares | |
Preferred stock, par value | $ / shares | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | |
Preferred stock, shares outstanding | 0 | |
Common stock, par value | $ / shares | $ 0.0001 | $ 0.01 |
Common stock, shares authorized | 200,000,000 | |
Common stock, shares issued | 30,018,502 | 7,300,000 |
Common stock, shares outstanding | 30,018,502 | 7,300,000 |
Depository Shares | ||
Preferred stock, shares issued | 1,200,000 | |
Preferred stock, shares outstanding | 1,200,000 | |
10% Series A Cumulative Perpetual Preferred Stock | ||
Preferred stock, par value | $ / shares | $ 0.0001 | |
Depositary receipt ratio | 0.001 | |
Preferred stock, dividend rate, percentage | 10.00% |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues: | ||
Net revenue | $ 873.6 | $ 557.4 |
Cost of revenues: | ||
Cost of revenue | 659.1 | 405.3 |
Gross profit | 214.5 | 152.1 |
General and administrative expenses | 216 | 137.6 |
Depreciation and amortization expense | 6.6 | 2.8 |
Total general and administrative expenses | 222.6 | 140.4 |
(Loss) income from operations | (8.1) | 11.7 |
Other income (expense) | ||
Interest expense, floor plan payable — new equipment | (2.3) | (2.9) |
Interest expense — other | (21.5) | (17.6) |
Other income | 8.9 | 1.3 |
Change in fair market value of warrants | (27.9) | |
Loss on extinguishment of debt | (7.6) | |
Total other income (expense) | (22.5) | (47.1) |
Loss before taxes | (30.6) | (35.4) |
Income tax benefit | (6.6) | 0 |
Net loss | $ (24) | $ (35.4) |
Basic and diluted loss per share | $ (0.90) | $ (4.84) |
Basic and diluted weighted average common shares outstanding | 26,612,982 | 7,300,000 |
New and Used Equipment Sales | ||
Revenues: | ||
Net revenue | $ 410.3 | $ 244.6 |
Cost of revenues: | ||
Cost of revenue | 356.4 | 215.4 |
Parts Sales | ||
Revenues: | ||
Net revenue | 129.6 | 82.7 |
Cost of revenues: | ||
Cost of revenue | 89.1 | 54.1 |
Service Revenue | ||
Revenues: | ||
Net revenue | 128.5 | 92.7 |
Cost of revenues: | ||
Cost of revenue | 49.5 | 34.6 |
Rental Revenue | ||
Revenues: | ||
Net revenue | 118.8 | 95.2 |
Cost of revenues: | ||
Cost of revenue | 20.2 | 17.5 |
Rental Equipment Sales | ||
Revenues: | ||
Net revenue | 86.4 | 42.2 |
Cost of revenues: | ||
Cost of revenue | 75.5 | 36.4 |
Rental Depreciation | ||
Cost of revenues: | ||
Cost of revenue | $ 68.4 | $ 47.3 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Millions | Total | 10% Series A Cumulative Perpetual Preferred Stock | Preferred Stock | Preferred Stock10% Series A Cumulative Perpetual Preferred Stock | Common Stock | Additional Paid-in Capital | Additional Paid-in Capital10% Series A Cumulative Perpetual Preferred Stock | Accumulated Deficit | Treasury Stock |
Balance at Dec. 31, 2018 | $ 12.2 | $ 12.2 | |||||||
Balance, shares at Dec. 31, 2018 | 7,300,000 | ||||||||
Net loss | (35.4) | (35.4) | |||||||
Balance at Dec. 31, 2019 | (23.2) | (23.2) | |||||||
Balance, shares at Dec. 31, 2019 | 7,300,000 | ||||||||
Net loss | (24) | (24) | |||||||
Stock issued | 4 | $ 28.2 | $ 4 | $ 28.2 | |||||
Stock issued, shares | 1,200,000 | 507,143 | |||||||
Opening deferred tax liabilities under reverse recapitalization | (6.2) | (6.2) | |||||||
Equity infusion from reverse recapitalization, net of transaction costs | 175.7 | 175.7 | |||||||
Equity infusion from reverse recapitalization, net of transaction costs, shares | 21,911,359 | ||||||||
Shares issued upon settlement of equity-linked incentive plan | 3.1 | 3.1 | |||||||
Shares issued upon settlement of equity-linked incentive plan, shares | 300,000 | ||||||||
Disgorgement of short swing profits | 1.6 | 1.6 | |||||||
Share based compensation | 3.6 | 3.6 | |||||||
Share based compensation, shares | 390,000 | ||||||||
Repurchases of common stock | (5.9) | $ (5.9) | |||||||
Repurchases of common stock, shares | (390,000) | ||||||||
Balance at Dec. 31, 2020 | $ 156.9 | $ 216.2 | $ (53.4) | $ (5.9) | |||||
Balance, shares at Dec. 31, 2020 | 1,200,000 | 30,018,502 |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) | Dec. 22, 2020 | Dec. 31, 2020 |
Preferred stock, dividend rate, percentage | 10.00% | |
10% Series A Cumulative Perpetual Preferred Stock | ||
Depositary receipt ratio | 0.001 | 0.001 |
Preferred stock, dividend rate, percentage | 10.00% | 10.00% |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
OPERATING ACTIVITIES | ||
Net loss | $ (24) | $ (35.4) |
Adjustments to reconcile net income (loss) to net cash flows provided by operating activities: | ||
Depreciation and amortization | 75 | 50.1 |
Amortization of debt discount and debt issuance costs | 1.8 | 1 |
Imputed interest | 0.1 | |
Gain on sale of assets | (0.1) | |
Gain on sale of rental equipment | (10.9) | (5.8) |
Inventory obsolescence | 1 | 0.8 |
Provision for bad debt | 4.3 | 1.8 |
Loss on debt extinguishment | 7.6 | |
(Repayment) accrual of paid-in-kind interest | (11.2) | 6.5 |
Change in fair value of warrants | 27.9 | |
Share-based payment | 6.7 | |
Changes in deferred rent | 1 | |
Changes in deferred taxes | (6.6) | |
Changes in: | ||
Accounts receivable | (1.5) | (23.2) |
Inventories | (140.8) | (72.2) |
Proceeds from sale of rental equipment | 86.4 | 42.2 |
Prepaid expenses and other assets | (5.3) | (2) |
Proceeds from floor plans with manufacturers | 338.1 | 213.9 |
Payments under floor plans with manufacturers | (376.1) | (230.4) |
Accounts payable, accrued expenses, customer deposits, and other current liabilities | 14.4 | 18.8 |
Leases and other liabilities | 1.6 | 0.6 |
Net cash used in operating activities | (38.4) | (5.5) |
INVESTING ACTIVITIES | ||
Proceeds from the sale of assets | 1.4 | 0.1 |
Expenditures for rental equipment | (41.5) | (19.6) |
Expenditures for property and equipment | (4.4) | (2.7) |
Expenditures for acquisitions, net of cash acquired | (180) | (65.6) |
Net cash used in investing activities | (224.5) | (87.8) |
FINANCING ACTIVITIES | ||
Expenditures for debt issuance costs | (2.7) | (0.1) |
Extinguishment of floor plans and line of credit | (132.9) | |
Extinguishment of long-term debt | (82) | |
Redemption of former shareholder notes payable | (6.7) | |
Extinguishment of warrant liability | (29.6) | |
Proceeds from lines of credit | 428.7 | 182.7 |
Payments under lines of credit | (262.6) | (138) |
Proceeds from floor plans with unaffiliated source | 87.7 | 119.8 |
Payments under floor plans with unaffiliated source | (80.9) | (79.7) |
Proceeds from issuance of long-term debt, net | 149.4 | 20 |
Payments on long-term debt | (6.8) | (12) |
Payments on capital lease obligations | (1.1) | (0.9) |
Equity proceeds from reverse recapitalization, net | 175.7 | |
Proceeds from disgorgement of short swing profits | 1.6 | |
Proceeds from issuance of common stock, net | 4 | |
Proceeds from issuance of preferred stock, net | 28.2 | |
Repurchases of common stock | (5.9) | |
Net cash provided by financing activities | 264.1 | 91.8 |
NET CHANGE IN CASH | 1.2 | (1.5) |
Cash, Beginning of year | 1.5 | |
Cash, End of year | 1.2 | |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Cash paid for interest | $ 29.3 | 13.2 |
Non-cash investing and financing activities: | ||
Equipment acquired through capital lease | $ 0.1 |
Organization and Nature of Oper
Organization and Nature of Operations | 12 Months Ended |
Dec. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
ORGANIZATION AND NATURE OF OPERATIONS | NOTE 1 — ORGANIZATION AND NATURE OF OPERATIONS Alta Equipment Group, Inc. (formerly known as B. Riley Principal Merger Corp.) (individually or as sometimes collectively together with its direct and indirect subsidiaries referred to herein as the “Company”), was incorporated in Delaware on October 30, 2018 as a blank check company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities. On February 14, 2020, the Company consummated a reverse recapitalization pursuant to which the Company acquired Alta Equipment Holdings, Inc. pursuant to an agreement and plan of merger between the Company, BR Canyon Merger Sub Corp., a Delaware corporation and wholly-owned subsidiary of the Company (“Merger Sub”), Alta Equipment Holdings, Inc. and Ryan Greenawalt. This business merger will be referred to as “reverse recapitalization” throughout this document. In connection with the reverse recapitalization, Merger Sub merged with and into Alta Equipment Holdings, Inc., with Alta Equipment Holdings, Inc. surviving the reverse recapitalization as a direct, wholly owned subsidiary of the Company, and the Company changed its name from B. Riley Principal Merger Corp. to Alta Equipment Group Inc. The Company and Alta Equipment Holdings, Inc. are the holding companies for Alta Enterprises, LLC. Alta Enterprises, LLC is the holding company for Alta Industrial Equipment Michigan; LLC; Alta Industrial Equipment Company, LLC; Alta Industrial Equipment New York, LLC; PeakLogix, LLC; Alta Construction Equipment, LLC; Alta Construction Equipment Illinois, LLC; Alta Heavy Equipment Services, LLC; NITCO, LLC; Alta Construction Equipment Florida, LLC, and Alta Construction Equipment New York, LLC. The Company is engaged in the retail sale, service, and rental of lift trucks and construction equipment in the states of Michigan, Illinois, Indiana, Virginia and Florida as well as the Northeastern part of the United States. Unless the context otherwise requires, the use of the terms “the Company”, “we,” “us,” and “our” in these notes to the unaudited consolidated financial statements refers to Alta Equipment Group Inc. and its consolidated subsidiaries. COVID-19 The COVID-19 pandemic has created significant volatility in the global economy and resulted in significant disruptions to our business in the year ended December 31, 2020. The extent and duration of the COVID-19 impact on our operations and financial position, and on the domestic and global economy, remain uncertain. Prior to mid-March 2020, our performance was generally in accordance with our expectations. In mid-March 2020, the Company started to see a slowdown in its business activity, initially and primarily in the automotive industry and in the state of Michigan due to its customers being impacted by the COVID-19 pandemic. COVID-19 is discussed in more detail throughout “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying consolidated financial statements include the consolidated accounts of the Company and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). All significant intercompany transactions and balances have been eliminated in the preparation of the consolidated financial statements. Certain amounts in the prior year have been reclassified to conform with the presentation in the current year. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are based on assumptions that we believe are reasonable under the circumstances. Due to the inherent uncertainty involved with estimates, actual results may differ. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of trade accounts receivable. The Company records trade accounts receivables at sales value and establishes specific reserves for certain customer accounts identified as known collection problems due to insolvency, disputes or other collection issues. The amounts of the specific reserves estimated by management are based on the following assumptions and variables: the customer’s financial position, age of the customer’s receivables and changes in payment schedules. In addition to the specific reserves, management establishes a non-specific allowance for doubtful accounts by applying specific percentages to the different receivable aging categories (excluding the specifically reserved accounts). The percentage applied against the aging categories increases as the accounts become further past due. The allowance for doubtful accounts is charged with the write-off of uncollectible customer accounts. Credit risk can be negatively impacted by adverse changes in the economy or by disruptions in the credit markets. However, the Company believes that credit risk with respect to trade accounts receivable is somewhat mitigated by the Company’s credit evaluation procedures. Although generally no collateral is required, when feasible, mechanics’ liens are filed, and personal guarantees are signed to protect the Company’s interests. Concentration of Supplier Risk The Company purchases a significant portion of their inventory and related equipment and rental fleet from two vendors. The Company purchased approximately 40% and 43% of total purchases from these vendors for the years ended December 31, 2020 and 2019, respectively. Although no change in suppliers is anticipated, the occurrence of such a change could cause a possible loss of sales and adversely affect operating results. Cash Equivalents The Company considers highly liquid investments with an original maturity of three months or less to be cash equivalents. Accounts Receivable/Allowance of Doubtful Accounts The Company records their accounts receivable at invoiced amounts less an allowance for doubtful accounts. On a periodic basis, the Company evaluates their accounts receivable and establishes an allowance for doubtful accounts, when deemed necessary, based on the history of past write-offs and collections and current customer credit conditions. At December 31, 2020 and 2019, the Company has recorded an allowance for doubtful accounts in the amount of $7.1 million and $4.4 million, respectively. Generally, the Company does not require collateral for its accounts receivable. A receivable is considered past due if payments have not been received by the Company for 30 days. At that time, the Company will review all past due accounts and determine what action to take. Certain accounts are turned over to collection, while the Company places liens on others. Accounts will be written off when deemed uncollectible by management. Finance charges associated with late payments of $0.4 million and $0.7 million were recognized as income for the years ended December 31, 2020 and 2019, respectively. Generally, the Company does not accrue interest on past due receivables. Inventory Valuation Inventories are stated at the lower of cost or net realizable value. Cost is determined by specific identification for equipment and a weighted-average method for parts. Net realizable value is the estimated selling price in the ordinary course of business less reasonably predictable costs of completion, disposal, and transportation. Included in new and used inventory is equipment that is currently on short-term lease to customers, has been classified as inventory and is available for sale. The Company mainly transfers equipment from inventory into rental fleet based on the management’s determination of the highest and best use of the equipment. This inventory is carried at the cost of the equipment less any accumulated depreciation. At December 31, 2020 and 2019, the Company recorded a reserve for slow moving parts, tires and used equipment inventory in the amount of $2.9 million and $1.9 million, respectively. Property and Equipment Property and equipment are recorded at cost and depreciated over their estimated useful lives using the straight-line method. The Company capitalizes expenditures for equipment, leasehold improvements, and rental fleet. Expenditures for repairs, maintenance, and minor renewals are expensed as incurred. Expenditures for betterments and major renewals that significantly extend the useful life of the asset are capitalized in the period incurred. When equipment is sold or otherwise disposed of, the cost and related accumulated depreciation are removed from the balance sheet, with any resulting gain or loss being reflected in income from operations. The Company assigns useful lives to property and equipment categories as follows: Estimated Useful Life Transportation equipment 2 – 5 years Machinery and equipment 3 – 20 years Office equipment 5 – 7 years Computer equipment 2 – 5 years Leasehold improvements 3 – 15 years The estimated useful lives are reviewed at each financial year-end and adjusted prospectively, if appropriate. Intangible Assets Intangible assets with a finite life consist of customer relationships, non-compete agreements, tradenames and favorable market rent and are carried at cost less accumulated amortization. The estimated useful lives of the definite lived intangible assets are as follows: Estimated Useful Life Customer relationships 10 years Non-compete agreements 3 – 5 years Tradenames 5 – 10 years Favorable market rent 10 years Depreciation and Amortization For financial reporting purposes, depreciation of property and equipment is determined on a straight-line basis over the estimated useful lives of the assets at acquisition. Leasehold improvements are amortized using the straight-line method over their estimated useful lives or the remaining term of the lease, whichever is shorter. Certain categories of our rental equipment, specifically in what we determine to be rent-to-sell equipment categories, are depreciated on a percentage of rental revenue realized on the asset, or a unit of activity method of depreciation. The Company believes that the unit of activity method on these categories of equipment more appropriately matches revenue and depreciation expense versus a straight-line methodology, as asset utilization can vary month to month especially in our northern geographies where seasonality is a factor. In rent-to-rent product categories, where asset utilization is more stable, like in our material handling segment, we use a straight-line depreciation methodology, where estimated useful lives can range from five to ten years. The useful lives and methods of depreciation are reviewed at each financial year-end and adjusted prospectively, if appropriate. Depreciation and amortization expense related to non-operational property and equipment and rental fleet is recognized in “general administrative expenses” and “cost of revenues”, respectively, in the Consolidated Statements of Operations. The Company amortizes the cost of identified intangible assets on a straight-line basis over the expected period of benefit. Amortization expense related to intangible assets is recognized in “general and administrative expenses” in the Consolidated Statements of Operations. Impairment of Long-lived Assets The Company evaluates long-lived assets, such as property and equipment and intangible assets subject to amortization, for impairment whenever events or changes in circumstances indicate that the carrying value of any asset group may not be recoverable. If the estimated future cash flow (undiscounted and without interest charges) from the use of an asset are less than the carrying value, a write-down would be recorded to reduce the related asset to its estimated fair value. When reviewing long-lived assets for impairment, the Company groups long-lived assets with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. The Company did not identify any impairment of long-lived assets for the years ended December 31, 2020 and 2019. Goodwill Pursuant to the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 350, Intangibles-Goodwill and Other We estimate the fair value of our reporting units (which are our reportable segments) using a discounted cash flow methodology under an income approach, corroborating the results with a market approach based guideline-company methodology which analyzes the enterprise value (market capitalization plus interest-bearing liabilities) and operating metrics (e.g., EBITDA) of companies engaged in the same or similar line of business and compares those metrics to those of the Company. We believe the combination of these valuation approaches, yields the most appropriate evidence of fair value. A decrease in our EBITDA could materially affect the determination of the fair value and could result in an impairment charge to reduce the carrying value of goodwill, which could be material to our financial position and results of operations. The Company may first assess qualitative factors to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the quantitative goodwill impairment test. If a quantitative impairment test is performed, the fair value of the reporting unit is estimated using a market approach based on published earnings multiples of comparable entities with similar operations and economic characteristics as well as acquisition multiples paid in recent transactions. Our annual goodwill impairment testing conducted as of September 30, 2020, indicated that all of our reporting units had estimated fair values which exceeded their respective carrying amounts. Our goodwill impairment testing as of December 31, 2019, indicated that all of our reporting units had estimated fair values which exceeded their respective carrying amounts. Based on the results of the test, there was no goodwill impairment. Deferred Financing Costs and Debt Discount Deferred financing costs include legal, accounting and other direct costs incurred in connection with the issuance and amendments thereto, of the Company’s debt and line of credit. These costs are amortized over the terms of the related debt using the effective interest method. Debt discount and premium is the difference between the price paid to an issuer for the new issue and the prices (below and above, respectively) at which the securities are initially offered to investors or lenders. The amortization expense of deferred financing costs and debt premium and accretion of discounts are included in interest expense as an overall cost of the related financings and are amortized using the effective interest method. Such costs are presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. Deferred financing costs and debt discounts with an original cost of $9.8 million and $5.8 million at December 31, 2020 and 2019, respectively, and accumulated amortization of $1.8 million and $1.9 million at December 31, 2020 and 2019, respectively, have been deferred. Amortization of these deferred costs was $1.8 million and $1.0 million at December 31, 2020 and 2019, respectively, and is included in interest expense in the accompanying Consolidated Statements of Operations. Revenue Recognition Revenues are recognized when control of promised goods or services is transferred to customers in an amount that reflects the consideration the business expects to be entitled to in exchange for those goods or services. Control is transferred when the customer has the ability to direct the use of and obtain the benefits from the goods or services. The majority of the Company’s sales agreements contain performance obligations satisfied at a point in time when control is transferred to the customer. For agreements with multiple performance obligations, which are infrequent, judgment is required to determine whether performance obligations specified in these agreements are distinct and should be accounted for as separate revenue transactions for recognition purposes. In these types of agreements, the Company generally allocates sales prices to each distinct performance obligation based on the observable selling price. The Company enters into various equipment sales transactions with certain customers, whereby customers purchase equipment from the Company and then lease the equipment to a third party. In some cases, the Company provides a guarantee to repurchase the equipment back at the end of the lease term between the customer and third party lessee at a set residual amount set forth in the initial sales contract or pay the customer for the deficiency, if any, between the sale proceeds received for the equipment and the guaranteed minimum resale value. The Company is precluded from recognizing a sale of equipment if it guarantees to repurchase the sold equipment back or guarantees the resale value of the equipment to the customer for contracts determined to be operating leases. Rather, these transactions are accounted for in accordance with ASC 840, Lease Accounting Lease liability, with respect to the aforementioned sale transactions, represents the net proceeds upon the equipment’s initial transfer. These amounts, excluding the guaranteed residual value, are recognized into rental revenue on a pro-rata basis over the leased contract period up to the first exercise date of the guarantee. At December 31, 2020 and 2019, the total lease liability relating to these various equipment sale transactions amounted to $3.8 million and $5.5 million, respectively. The Company also recognized a liability for its guarantee to repurchase the equipment at the residual amounts of $9.0 million and $12.5 million as of December 31, 2020 and 2019, respectively. The Company also enters into various rental agreements whereby owned equipment is leased to customers. Revenue from the majority of rental agreements is recognized over the term of the agreement in accordance with Topic 840. A rental contract includes rates for daily, weekly or monthly use, and rental revenues are earned on a daily basis as rental contracts remain outstanding. Because the rental contracts can extend across multiple reporting periods, the Company records unbilled rental revenues and deferred rental revenues at the end of each reporting period. Unbilled rental revenues are included as a component of “Accounts receivable” on the Consolidated Balance Sheets. Rental equipment is also purchased outright (“rental conversions”). Rental revenue and revenue attributable to rental conversions, are recognized in “Rental revenue” and “Rental equipment sales” on the Consolidated Statements of Operations, respectively. Revenue from periodic maintenance service sales is recognized upon completion of the service. Revenue from guaranteed maintenance contracts is recognized over the contract period in proportion to the costs expected to be incurred in performing services under the contract, typically three to five years. The Company also enters into contracts with customers where it provides automated equipment installation and system integration services. Revenue from the installation services are recognized over time as the performance obligation is satisfied, determined using the cost-to-cost input method, based on contract costs incurred to date to total estimated contract costs. Payment terms vary by the type and location of the customer and the products or services offered. Generally, the time between when revenue is recognized, and payment is due is not significant. The Company does not evaluate whether the selling price includes a financing interest component for contracts that are less than a year, or if payment is expected to be received less than a year after the good or service has been provided. Sales and other taxes collected from customers and remitted to government authorities are accounted for on a net basis and, therefore, excluded from revenue. Shipping and handling costs are treated as fulfillment costs and are included in cost of revenue. Costs to obtain contracts, such as sales commissions, are expensed as incurred given that the terms of the contracts are generally less than one year. Under bill-and-hold arrangements, revenue is recognized when all configuration work is complete and the equipment has been set aside for final shipment, at which point the Company has determined control has been transferred. Deferred Revenue T he Company recognizes deferred revenue with respect to automated equipment installation and system integration services, service sales and rental agreements. Deferred revenue with respect to service sales represents the unearned portion of fees related to guaranteed maintenance contracts for customers covering equipment purchased. These amounts are recognized based on an estimated rate at which the services are provided over the life of the contract. The Company also recognizes deferred revenue related to rental agreements. Total deferred revenue relating to automated equipment installation and system integration services, service sales agreements and rental agreements as of December 31, 2020 and 2019 Advertising and Marketing Advertising and marketing costs are expensed as incurred. Advertising and marketing costs for the years ended December 31, 2020 and 2019 were $3.5 million and $2.7 million, respectively. Offering Costs and Transaction Expenses The Company incurred costs directly attributable to its initial public offering, such as underwriter, registration and filing fees along with direct incremental legal, accounting, and professional fees relating to the Business Combination. The Company evaluated all the fees and approximately $2.6 million of expenses were recorded as an offset against proceeds of the reverse recapitalization. As of December 31, 2019, there were $0.7 million deferred as prepaid expenses and other current assets in our accompanying Consolidated Balance Sheets. These were deferred until completion of the reverse recapitalization, at which time $0.4 million were reclassified to additional paid-in capital as a reduction of the proceeds. On November 3, 2020, the Company had declared effective a registration statement on Form S-1 covering the resale of 507,143 shares of the Company’s common stock issued as partial consideration for the acquisition of Howell Tractor and Equipment, LLC. The Company incurred direct and incremental legal, accounting and professional fees related to the registration of these shares of approximately $0.2 million. On December 22, 2020, the Company closed its underwritten public offering of depositary shares (the “Depositary Shares”), each representing 1/1000th of a share of 10% Series A Cumulative Perpetual Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”). The Company incurred direct and incremental costs related to its issuance of depositary shares such as legal, accounting and professional fees. The Company evaluated all the fees and approximately $1.8 million of expenses were recorded as an offset against proceeds from the depositary shares. Recurring and other incremental organizational costs including accounting and legal fees that were not directly attributable to these offerings were expensed as incurred. Income Taxes The Company is a newly formed corporation for the income tax purposes. Alta Enterprises, LLC was historically and remains a partnership for federal income tax purposes, with each partner being separately taxed on its share of taxable income (loss). There is no federal income tax expense (benefit) reflected in the Company’s financial statements for any period prior to the reverse recapitalization on February 14, 2020. As the activity resides in Alta Enterprises, LLC, the income tax impact to the Company represents the current income tax calculated at the consolidated return level, (“Alta Equipment Group Inc. and Subsidiaries”), and the deferred impact of the interest in the lower tier partnership. When looking at the consolidated return filer, and considering the operating entity is a 100% owned partnership, Fair Value of Financial Instruments Fair value is defined as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Accounting standards establish a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The FASB fair value measurement guidance established a fair value hierarchy that prioritizes the inputs used to measure fair value. We assess the inputs used to measure fair value using the three-tier hierarchy. The three broad levels of the fair value hierarchy are as follows: • Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities • Level 2 — Quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly • Level 3 — Unobservable inputs for which little or no market data exists, therefore requiring a company to develop its own assumptions In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. Business Combinations We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed, and intangible assets acquired based on their estimated fair values. The assets acquired, liabilities assumed, and contingent purchase consideration are recorded at fair value on the acquisition date. These estimates are inherently uncertain and are subject to refinement. Management develops estimates based on assumptions as part of the purchase price allocation process to value the assets acquired, and liabilities assumed as of the acquisition date. As a result, during the preliminary purchase price measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, the Company will record any subsequent adjustments to the assets acquired or liabilities assumed in operating expenses in the period in which the adjustments were determined. Segment Reporting The Company has determined in accordance with ASC 280, Segment Reporting Share Based Compensation The Board of Directors approved the Company’s 2020 Omnibus Incentive Plan, which enables the Company to grant stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock, other share based awards and cash awards to directors, employees and consultants to improve the ability of the Company to attract, retain, and motivate individuals upon whom the Company’s sustained growth and financial success depend, by providing such persons with an opportunity to acquire or increase their proprietary interest in the Company. We measure the employee stock-based awards at grant-date fair value using provisions of ASC 718 – Stock Compensation and record compensation expense over the vesting period of the award. The Company made an accounting election upon adoption of Accounting Standard Update (“ASU”) 2016-09 and will recognize forfeitures when they occur . The Company treated equity awards granted to non-employee directors similarly to the equity awards to employees upon adoption of ASU 2018-07. New Accounting Pronouncements Recent Accounting Pronouncements Adopted in 2020 Fair Value Measurement — Disclosure Framework In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement.” This ASU eliminates, modifies, and adds certain disclosure requirements on fair value measurements. Entities are no longer required to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, but public companies are required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. For public companies, this ASU is effective for financial statements issued for annual periods beginning after December 15, 2019, and interim periods within those annual periods, with early adoption permitted. Entities were permitted to early adopt any eliminated or amended disclosures and delay adoption of the additional disclosure requirements until the effective date. We adopted this ASU on the effective date of January 1, 2020. The adoption of this accounting standard update has not had a material impact on our consolidated financial statements and disclosures. Pronouncements Not Yet Adopted Leases In February 2016, the FASB issued ASU 2016-02, Leases The Company is still assessing the impact Topic 842 will have on its future revenue and expenses. The new accounting standard is effective for the annual reporting period ended December 31, 2022 with an effective date of January 1, 2022, and the interim reporting periods beginning January 1, 2023. Early adoption is permitted. Management is currently assessing the impact the adoption of this standard will have on the Company’s consolidated financial statements as well as the available transition methods. Financial Instruments — Credit Losses In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Measurement of expected credit losses is to be based on relevant forecasts that affect collectability. The scope of financial assets within the CECL methodology is broad and includes trade receivables from certain revenue transactions and certain off-balance sheet credit exposures. Different components of the guidance require modified retrospective or prospective adoption. As amended by ASU 2019-10, the ASU 2016-13 is effective for the annual reporting period beginning on or after December 15, 2022. The Company believes ASU 2016-13 will only have applicability to the Company’s receivables from revenue transactions, or trade receivables, except those arising from rental revenues as ASU 2016-13 does not apply to receivables arising from operating leases. The Company is currently evaluating whether the new guidance, while limited to our non-operating lease trade receivables, will have an impact on the consolidated financial statements or existing internal controls. Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting (Topic 848) In March 2020, the FASB issued ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting (Topic 848) The new standard was effective upon issuance and generally can be applied to applicable contract modifications through December 31, 2022. The amendments of this ASU should be applied on a prospective basis. Our potential exposure related to the expected cessation of LIBOR is limited to the interest expense we incur on our Credit Facility. We are currently evaluating the impact of the transition from LIBOR to alternative reference interest rates. We cannot predict the effect of the potential changes to or elimination of LIBOR, the establishment and use of alternative rates or benchmarks, but do not expect a significant impact on our consolidated financial position, and results of operations. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | |
REVENUE RECOGNITION | NOTE 3 — REVENUE RECOGNITION We recognize revenue in accordance with two different accounting standards: 1) Topic 606 (which addresses revenue from contracts with customers) and 2) Topic 840 (which addresses lease revenue). Under Topic 606, revenues are recognized when control of promised goods or services is transferred to customers in an amount that reflects the consideration the business expects to be entitled to in exchange for those goods or services. Control is transferred when the customer has the ability to direct the use of and obtain the benefits from the goods or services. The majority of the Company’s sales agreements contain performance obligations satisfied at a point in time when control is transferred to the customer. For agreements with multiple performance obligations, which are rare, judgment is required to determine whether performance obligations specified in these agreements are distinct and should be accounted for as separate revenue transactions for recognition purposes. In these types of agreements, the Company generally allocates sales prices to each distinct performance obligation based on the observable selling price. Disaggregation of Revenues The following table summarizes the Company’s disaggregated revenues as presented in the Consolidated Statement of Operations for the year ended December 31, 2020 and 2019 by revenue type, and by the applicable accounting standard. Year ended December 31, 2020 Year ended December 31, 2019 Topic 840 Topic 606 Total Topic 840 Topic 606 Total Revenues: New and used equipment sales $ — $ 410.3 $ 410.3 $ — $ 244.6 $ 244.6 Parts sales — 129.6 129.6 — 82.7 82.7 Service revenue — 128.5 128.5 — 92.7 92.7 Rental revenue 118.8 — 118.8 95.2 — 95.2 Rental equipment sales — 86.4 86.4 — 42.2 42.2 Net revenue $ 118.8 $ 754.8 $ 873.6 $ 95.2 $ 462.2 $ 557.4 The 2019 presentation conforms with our 2020 presentation. The Company believes that the disaggregation of revenues from contracts to customers as summarized above, together with the discussion below, depicts how the nature, amount, timing and uncertainty of its revenues and cash flows are affected by economic factors. Leases revenues (Topic 840) New and used equipment sales: The Company enters into various equipment sale transactions with certain customers, whereby customers purchase equipment from the Company and then lease the equipment to a third party. In some cases, the Company provides a guarantee to repurchase the equipment back at the end of the lease term between the customer and third party lessee at a set residual amount set forth in the initial sales contract or pay the customer for the deficiency, if any, between the sale proceeds received for the equipment and the guaranteed minimum resale value. The Company is precluded from recognizing a sale of equipment when it is obligated or has an option to repurchase or guarantees the resale value of the equipment to the customer for contracts determined to be operating leases. For these arrangements, because the Company generally receives the full amount of the consideration at the beginning of the arrangement, the Company initially records deferred revenue for the amount received and recognizes revenue on a pro-rata basis over the term of the contract under Topic 840. Rental revenue: Owned equipment rentals represent revenues from renting equipment. The Company accounts for these rental contracts as operating leases. The Company recognizes revenue from equipment rentals in the period earned, regardless of the timing of billing to customers. A rental contract includes rates for daily, weekly or monthly use, and rental revenues are earned on a daily basis as rental contracts remain outstanding. Because the rental contracts can extend across multiple reporting periods, the Company records unbilled rental revenues and deferred rental revenues at the end of each reporting period. Revenues from contracts with customers (Topic 606) Accounting for the different types of revenues pursuant to Topic 606 are discussed below. Substantially all of the Company’s revenues under Topic 606 are recognized at a point in time rather than over time. New and used equipment sales: With the exception of bill-and-hold arrangements, the Company’s revenues from the sale of new and used equipment are recognized at the time of delivery to, or pick-up by, the customer, which is when the customer obtains control of the promised good. Under bill-and-hold arrangements, revenue is recognized when all configuration work is complete and the equipment has been set aside for final shipment, at which point the Company has determined control has been transferred. The Company does not offer material rights of return. The Company recognized approximately $14.9 million in revenues for the year-to-date period ended December 31, 2020 from automated equipment installation and system integration services as performance obligations were satisfied over time using the cost-to-cost input method, based on contract costs incurred to date to total estimated contract costs. Parts sales: Revenues from the sale of parts are recognized at the time of pick-up by the customer for over the counter sales transactions. For parts that are shipped to a customer, the Company elected to use a practical expedient of Topic 606 and treat such shipping activities as fulfillment costs, thereby recognizing revenues at the time of shipment. The Company does not offer material rights of return. Service revenue: The Company records service revenue primarily from guaranteed maintenance and periodic maintenance contracts with customers. The Company recognizes periodic maintenance service revenues at the time such services are completed, which is when the control of the promised services is transferred over to the customer. The Company recognizes guaranteed maintenance service revenues over-time using an input method of costs incurred to estimated costs over the life of the related contract. Revenue recognized from guaranteed maintenance contracts totaled $16.4 million and $15.7 million for the year-to-date period ended December 31, 2020 and 2019, respectively. The Company also records service revenue from warranty contracts whereby the Company performs service on behalf of the Original Equipment Manufacturer (“OEM”) or third-party warranty provider. Rental equipment sales: The Company also sells rental equipment from our rental fleet, these sales are recognized at the time of delivery to, or pick-up by, the customer, which is when the customer obtains control of the promised good. In some cases, certain rental agreements contain a rental purchase option, whereby the customer has an option to purchase the rented equipment during the term of the rental agreement. Revenues from the sale of rental equipment are recognized at the time the rental purchase option agreement has been approved and signed by both parties, as the equipment is already in the customer’s possession under the previous rental agreement, and therefore control has been transferred as title has been transferred. Contract costs The Company does not recognize assets associated with the incremental costs of obtaining a contract with a customer that the Company expects to recover (for example, a sales commission). Most of the Company’s revenue is recognized at a point in time or over a period of one year or less, and the Company has used the practical expedient that allows it to recognize the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that the Company otherwise would have recognized is one year or less. The amount of the costs associated with the revenue recognized over a period of greater than one year is insignificant. Receivables and contract assets and liabilities The Company has contract assets associated with contracts with customers. Contracts with customers do not generally result in material amounts billed to customers in excess of recognizable revenue. Deferred revenue associated with service contracts represents the unearned portion of revenue related to guaranteed maintenance contracts for customers covering equipment purchased. These amounts are recognized based on an estimated rate at which the services are provided over the life of the contract. Payment terms The Company’s revenues do not include material amounts of variable consideration under Topic 606. Payment terms may vary by the type of customer, location, and the type of products or services offered. The time between invoicing and when payment is due is not significant, and contracts do not generally include a significant financing component. Contracts with customers do not generally result in significant obligations associated with returns, refunds or warranties. Contract estimates and judgments The Company’s revenues accounted for under Topic 606 generally do not require significant estimates or judgments as the transaction price is generally fixed and clearly stated in the customer contracts. Contracts generally do not include multiple performance obligations, and accordingly do not require estimates of the standalone selling price for each performance obligation. Substantially all of the Company’s revenues are recognized at a point in time and the timing of the satisfaction of the applicable performance obligations is readily determinable. The Company’s revenues under Topic 606 are generally recognized at the time of delivery to, or pick-up by, the customer. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 4 — RELATED PARTY TRANSACTIONS The Company leases a subset of its operating facilities from three real estate entities related through common ownership. Total rent expense under these lease agreements was $4.8 million for the year ended December 31, 2020 and $4.6 million for the year ended December 31, 2019. See Note 14 for a schedule of future minimum lease payments under operating leases with both related parties and unrelated third parties. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 5 — INVENTORIES December 31, December 31, 2020 2019 New equipment $ 153.5 $ 89.5 Used equipment 31.4 21.5 Work in process 5.4 3.3 Parts 41.6 24.8 Gross Inventory $ 231.9 $ 139.1 Inventory reserve (2.9 ) (1.9 ) $ 229.0 $ 137.2 Direct labor of $1.7 million and $1.2 million incurred for open service orders were capitalized and included in work in process at December 31, 2020 and 2019, respectively. The remaining work in process balances as of December 31, 2020 and 2019, primarily represent parts applied to open service orders. Rental depreciation expense, for new and used equipment inventory under short-term leases with purchase options, was $3.0 and $3.4 million for the year ended December 31, 2020 and 2019, respectively. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2020 | |
Property Plant And Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 6 — PROPERTY AND EQUIPMENT Property and equipment, net, consisted of the following (amounts in millions): December 31, December 31, 2020 2019 Land $ 0.1 $ — Rental fleet 418.5 285.1 Equipment and leasehold improvements: Machinery and equipment 5.5 3.4 Autos and trucks 7.0 4.6 Leasehold improvements 8.7 7.0 Office equipment 3.1 2.3 Computer equipment 9.4 6.2 Total Cost $ 452.3 $ 308.6 Less: accumulated depreciation and amortization Rental fleet (124.6 ) (100.0 ) Equipment, auto and trucks, leasehold improvements and computer and office equipment (15.8 ) (12.1 ) Total accumulated depreciation and amortization (140.4 ) (112.1 ) $ 311.9 $ 196.5 Total depreciation and amortization on property and equipment was $69.7 million and $46.4 million for the years ended December 31, 2020 and 2019, respectively. The Company had assets related to capital leases, which are included in the machinery and equipment balance above. Such assets had gross carrying values totaling $4.0 million and $3.5 million, and accumulated amortization balances totaling $2.5 million and $1.3 million, as of December 31, 2020 and 2019, respectively. Of the $418.5 million and $285.1 million of gross cost of rental fleet, $13.0 million and $18.4 million were represented by guaranteed purchase obligation (“GPO”) assets as of December 31, 2020 and 2019, respectively. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
GOODWILL | NOTE 7 — GOODWILL The following table summarizes the changes in the carrying amount of goodwill in total and by reportable segment during the years ended December 31, 2019 and 2020, respectively (amounts in millions): Material Handling Construction Equipment Total Balance, January 1, 2019 $ 3.8 $ 3.8 $ 7.6 Additions 1.0 — 1.0 Balance, December 31, 2019 $ 4.8 $ 3.8 $ 8.6 Additions 5.4 10.3 15.7 Balance, December 31, 2020 $ 10.2 $ 14.1 $ 24.3 See Note 20, Business Combinations for further information. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | NOTE 8 — INTANGIBLE ASSETS The gross carrying amount of intangible assets and accumulated amortization as of December 31, 2020 and 2019 were as follows (amounts in millions): December 31, 2020 December 31, 2019 Gross carrying amount Accumulated amortization Net carrying amount Gross carrying amount Accumulated amortization Net carrying amount Customer relationships $ 25.9 $ (3.1 ) $ 22.8 $ 5.4 $ (2.8 ) $ 2.6 Non-compete agreements 0.8 (0.1 ) 0.7 0.4 (0.3 ) 0.1 Tradenames 1.6 (0.4 ) 1.2 0.7 (0.4 ) 0.3 Favorable Market Rent 1.7 (0.1 ) 1.6 — — — Total $ 30.0 $ (3.7 ) $ 26.3 $ 6.5 $ (3.5 ) $ 3.0 Amortization of intangible assets was $2.3 million and $0.3 million for the years ended December 31, 2020 and 2019, respectively. The Company reviewed its finite-lived intangible assets for impairment and determined that none of the assets were impaired during the years ended December 31, 2020 and 2019. As of December 31, 2020, estimated amortization expense for other intangible assets for each of the next five years and thereafter was as follows (amounts in millions): Years ending December 31, Amount 2021 $ 3.1 2022 3.1 2023 3.1 2024 3.1 2025 2.8 Thereafter 11.1 Total $ 26.3 |
Lines of Credit and Floor Plans
Lines of Credit and Floor Plans | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
LINES OF CREDIT AND FLOOR PLANS | NOTE 9 — LINES OF CREDIT AND FLOOR PLANS Effective February 14, 2020, the Company amended and restated its credit facility with its first lien lender by entering into the Fifth Amended and Restated ABL First Lien Credit Agreement (“Amended and Restated Credit Agreement”) and the facility thereunder, the “ABL Facility”) by and among Alta Equipment Group Inc. and the other credit parties named therein, the lenders named therein, JP Morgan Chase Bank, N.A., as Administrative Agent, and the syndication agents and documentation agent named therein. In connection with the Amended and Restated Credit Agreement, the Company amended and restated its floor plan facility with its first lien lender by entering into the Fifth Amended and Restated Floor Plan First Lien Credit Agreement (“Floor Plan Credit Agreement” and the facility thereunder, the “Floor Plan Facility”) by and among Alta Equipment Group Inc. and the other credit parties named therein, the lender JP Morgan Chase Bank, N.A., as Administrative Agent, Sole Bookrunner and Sole Lead Arranger. The Amended and Restated Credit Agreement, among other things, (i) moved the $85 million floor plan financing facility of the Fourth Amended and Restated First Lien Credit Agreement out of syndication and into the Floor Plan Credit Agreement, (ii) increased the total aggregate amount of indebtedness of all floor plans from $220 million to $225 million, (iii) increased the revolving line of credit borrowing capacity from $110 million to $300 million, and (iv) modified certain financial covenants. The Floor Plan Credit Agreement, among other things, (i) modified the floor plan financing facility with its first lien lender from $85 million to $40 million, and (ii) modified certain financial covenants. Line of Credit and Floor Plan — First Lien Lender The Company has an ABL Facility with its first lien holder with advances on the line being supported by eligible accounts receivable, parts, and otherwise unencumbered new and used equipment inventory and rental equipment. The ABL Facility has a maximum borrowing capacity of $300 million and interest cost is the London Interbank Offered Rate (“LIBOR”) plus an applicable margin or the CB Floating Rate, depending on the borrowing. As of December 31, 2020, the Company had an outstanding ABL Facility balance of $159.1 million, excluding unamortized debt issuance costs. The effective interest rate was 2.0% at December 31, 2020. The Company has a Floor Plan Facility with its first lien lender to primarily finance new inventory. This Floor Plan Facility has a maximum borrowing capacity of $40 million. The interest cost for the first lien lender floor plan facility is LIBOR plus an applicable margin. The effective interest rate at December 31, 2020 was 2.9%. The floor plan is collateralized by substantially all assets of the Company. As of December 31, 2020, the Company had an outstanding balance on their first lien lender floor plan facility of $35.3 million, excluding unamortized debt issuance costs. Under our previous Fourth Amended and Restated Credit Agreement, the Company had an outstanding revolving line of credit balance of $72.7 million, excluding unamortized debt issuance costs and an effective interest rate of 3.9% at December 31, 2019. Original Equipment Manufacturer (“OEM”) Captive Lenders and Suppliers’ Floor Plans The Company has floor plan financing facilities with several OEM captive lenders and suppliers for new and used inventory and rental equipment, each with borrowing capacities ranging from $2.0 million to $102.0 million. Primarily, the Company utilizes the facilities for purchases of new equipment inventories. Certain floor plans provide for up to twelve-months interest only or deferred payment periods. In addition, certain floor plans provide for interest and principal free terms at the suppliers’ discretion. The Company routinely sells equipment that is financed under OEM captive lender floor plans prior to the original maturity date of the financing agreement. When this occurs, the related OEM captive lender floor plan payable becomes due to be paid at the time the equipment being financed is sold. With the recent acquisitions, the Company’s floor plan financing facilities with its OEM capital lenders and suppliers were amended to include the new locations and new entities. The floor plan financing facilities are secured by the equipment being financed, and contain operating company guarantees. The interest is LIBOR plus an applicable margin. The effective rates, excluding the favorable effect of interest-subsidies, as of December 31, 2020 ranged from 3.1% to 6.5%. As of December 31, 2020, and December 31, 2019, the Company had an outstanding balance on these OEM floor plans of $122.2 million and $122.6 million, respectively. The total aggregate amount of floor plan financing (including the first lien lender floor plan) facilities cannot exceed $225.0 million at any time. The total balance related to floorplan financing as of December 31, 2020 was $157.5 million excluding unamortized debt issuance costs. For the years ended December 31, 2020, and December 31, 2019, the Company recognized interest expense associated with new equipment financed under its floor plan facilities of $2.3 million and $2.9 million, respectively. Maximum borrowings under the floor plans and ABL Facility are limited to $525 million. The total amount outstanding as of December 31, 2020 was $316.6 million, exclusive of debt issuance and deferred financings costs of $1.5 million. Maximum borrowings under the previous floor plans and the revolving line of credit were limited to $330 million. The total amount outstanding was $272.7 million, net of debt issuance costs of $0.5 million as of December 31, 2019. |
Long-term Debt
Long-term Debt | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | NOTE 10 — LONG-TERM DEBT In connection with the reverse recapitalization, the Company entered into a new Note Purchase Agreement (the “Term Loan”) dated as of February 3, 2020, for the purposes of, among other things, (i) financing the reverse recapitalization, (ii) financing the acquisitions of Flagler and Liftech; and (iii) providing for the repayment and refinance of a portion of the Company’s prior existing debt. Notes Payable — Senior Lien Holder On December 27, 2017, the Company entered into a Note Purchase Agreement (the “Prior Note Purchase Agreement”) with a lender with an initial note commitment of $40 million, plus an additional delayed draw note commitment of $20 million. On April 31, 2018 and July 31, 2018, the Company borrowed $3.5 million and $5 million, respectively, against the $20 million delayed draw commitment. On May 1, 2019, the Company borrowed an additional $11.5 million against the $20 million delayed draw commitment. The notes were subject to payment-in-kind (PIK) interest at 10% on any unpaid principal amount from the date of issue through repayment, with all PIK interest added to the outstanding principal. The balance at December 31, 2019 included the initial note commitment of $40 million and delayed draws totaling $20 million, plus PIK interest of approximately $11.2 million, accrued from the initial funding date through the end of the year. The note was secured by a second priority lien on substantially all of the assets of the Company, including a pledge of equity interests, and were to mature on June 27, 2023. In connection with the December 27, 2017 note, warrants were issued enabling the purchase of 25% of the common units outstanding on a fully diluted basis at $0.01 per warrant unit. On February 14, 2020, in connection with the reverse recapitalization and in conjunction with entering into the and Term Loan, the Company . Subordinated Debt On December 27, 2017, the Company entered into notes payable to former shareholders of Alta Equipment Company, Inc., the Company’s former parent Company. The notes were unsecured, were subject to interest at 5%, with rights subordinated to the first lien lender and second lien lender. During the term of the notes, the Company paid holders’ semi-annual installments of accrued interest but maintained the option to capitalize such accrued interest amounts into the principal sum of each note. The notes were to mature December 2027. On February 14, 2020, in connection with the reverse recapitalization, and i n conjunction with entering into the and Term Loan, the Company repaid in full the subordinated debt to and terminated all commitments and discharged all guarantees related to those agreements Term Loan On February 14, 2020, the Company entered into a Note Purchase Agreement which comprised of a term loan in an aggregate principal amount of $155.0 million with its second priority lien lender through syndication, with an initial maturity date of August 2025. In connection with the new Term Loan, the Company retired the Prior Note Purchase Agreement. The term loan is payable, at the lender’s option, in quarterly installments of $1.9 million plus interest at LIBOR plus 8%. As of December 31, 2020, the effective interest rate was 9.8%. The Term loan is collateralized by substantially all assets of the Company. As of December 31, 2020, outstanding borrowings under the term loan were $149.2 million, which included $6.4 million deferred financing costs and original issue discounts. Notes Payable — OEM Captive Lender On May 9, 2014, the Company entered into a Master Note Agreement with an OEM captive lender. These notes were payable in monthly installments, with interest ranging from 3.29% to 4.99%. The notes were secured by the specific assets financed and were to mature at various dates through October 2024. On February 14, 2020, in connection with the reverse recapitalization, the Company repaid in full the balance of the notes payable to the OEM captive lender. As of December 30, 2020, there were no notes payable to an OEM captive lender on our Consolidated Balance Sheet. Extinguishment of Debt In accordance with ASC Topic No. 470-50, “Debt – Modifications and Extinguishments” (Topic No. 470), the transactions noted above were determined to be an extinguishment of the existing debt and an issuance of new debt. As a result, the Company recorded a loss on the extinguishment of debt in the amount of $7.6 million in the line item “Loss on Extinguishment of Debt” in its Consolidated Statements of Operations. Of the $7.6 million loss on the extinguishment of debt, $3.9 million represented early call premiums that the Company paid to the holders of its Senior Lien Notes and OEM Captive Lender as a result of repurchasing both notes prior to their maturity. The remaining balance represented the write off of deferred financing fees related to the extinguishment of these debt facilities. The Company’s long-term debt consists of the following (amounts in millions): December 31, December 31, 2020 2019 Term Loan $ 149.2 $ — Senior lien holder — 71.2 OEM captive lender — 14.8 Subordinated debt — 6.7 First lien lender – term loan — 4.3 Subtotal $ 149.2 $ 97.0 Unamortized debt issuance costs (1.8 ) (2.5 ) Debt discount (4.6 ) (0.9 ) Total debt $ 142.8 $ 93.6 Less: Current maturities of long-term debt, net (7.8 ) (7.1 ) Long-term debt, net $ 135.0 $ 86.5 As of December 31, 2020, the Company was in compliance with the financial covenants set forth in its debt agreements. Long term debt maturities, excluding unamortized debt discounts and debt issuance costs, are as follows (amounts in millions): Years ending December 31, Amount 2021 $ 7.8 2022 7.8 2023 7.8 2024 7.8 2025 118.0 Thereafter — $ 149.2 Promissory Note On June 12, 2020, the Company entered into an unsecured promissory note for $1.0 million at an interest rate of 6.0% on the unpaid principal sum in connection with the PeakLogix acquisition. The promissory note is due one year from the date of the acquisition. Due to the short-term nature of the note, the liability was included in “Other current liabilities” on the Consolidated Balance Sheet as of December 31, 2020. Notes Payable – Non-Contingent Consideration The Company acquired all the assets of PeakLogix on June 12, 2020. Pursuant to the purchase agreement, Sellers are entitled to additional cash payments of a minimum of $2.0 million through-out 5-year earn-out period. As of December 31, 2020, the Company recorded a $1.7 million liability related to present value of these minimum cash payments using a market participant discount rate. This additional future liability is recorded as non-contingent liability in “Other liabilities” on the Consolidated Balance Sheet. See Note 17, Fair Value Instruments and Note 20, Business Combinations for further information. |
Equity and Warrants
Equity and Warrants | 12 Months Ended |
Dec. 31, 2020 | |
Equity And Warrants [Abstract] | |
EQUITY AND WARRANTS | NOTE 11 — EQUITY AND WARRANTS Preferred Stock On December 22, 2020, the Company closed its underwritten public offering of depositary shares, each representing 1/1000th of a share of 10% Series A Preferred Stock, par value $0.0001 per share. The liquidation preference of each share of Series A Preferred Stock is $25,000 ($25.00 per Depositary Share). At the closing, the Company issued 1,200 shares of Series A Preferred Stock represented by 1,200,000 Depositary Shares issued. We will pay cumulative cash dividends on the Series A Preferred Stock, when and as declared by our Board of Directors, at the rate of 10% of the $25,000.00 liquidation preference ($25.00 per depositary share) per year (equivalent to $2500 or $2.50 per depositary share). Dividends will be payable quarterly in arrears, on or about the last day of January, April, July and October, beginning on or about April 30, 2021; provided that if any dividend payment date is not a business day, then the dividend which would otherwise have been payable on that dividend payment date may be paid on the next succeeding business day, and no interest, additional dividends or other sums will accumulate. Dividends will accumulate and be cumulative from, and including December 22, 2020, the date of original issuance. The first dividend, which is scheduled to be paid on or about April 30, 2021 in the amount of $0.88889 per depositary share, will be for more than a full quarter and will cover the period from, and including, the first date we issue and sell the depositary shares through, but not including, April 30, 2021. Common Stock In conjunction with the reverse recapitalization, the Company made changes to its capital stock. The Company’s Amended and Restated Certificate of Incorporation authorizes the issuance of 201,000,000 shares of capital stock, consisting of (i) 200,000,000 shares of common stock, (the “Common Stock”) and (ii) 1,000,000 shares of preferred stock, par value $0.0001 per share. As a result of the reverse recapitalization, the shares issued to Alta Equipment Holdings, Inc. shareholders in connection with the transaction are reflected as if they were issued and outstanding beginning on January 1, 2019. Warrants As of December 31, 2020, there were warrants outstanding to acquire 8,668,746 shares of the Company’s Common Stock. These warrants were issued in connection with the equity infusion related to reverse recapitalization. The warrants entitle the registered holder to purchase one share of our Class A Common Stock at a price of $11.50 per share, subject to certain adjustments. The warrants will expire five years after February 14, 2020, the date reverse recapitalization was completed or earlier upon redemption or liquidation. Prior to the reverse recapitalization, t he Company granted warrants to purchase 33,333.33 shares of common units in connection with the stock purchase and redemption that occurred on December 27, 2017. The warrants had an exercise price of $0.01 and included a conditional put option, allowing the holder to require the Company to purchase the outstanding warrants, via a settlement upon the following events: (1) upon 75% repayment of senior indebtedness, (2) change in control from a sale transaction, and (3) the maturity of the related debt, which required the Company to settle the warrants in cash. The warrants were to expire December 27, 2027. The warrants also included a limited call right, where in the event of a sale transaction, the Company had the right to redeem, in cash, all of the warrants simultaneously at a per common share price equal to the per unit set for the sale transaction. For the year ended December 31, 2019, the change in fair value of warrants was included in other income (expense) on the Consolidated Statements of Operations. See Note 17 for more information. On February 14, 2020, the Company consummated its reverse recapitalization. As a result, the Company redeemed all the warrants outstanding upon closing of the reverse recapitalization and as of December 31, 2020, there were no warrant liabilities on the Consolidated Balance Sheet. |
Capital Leases
Capital Leases | 12 Months Ended |
Dec. 31, 2020 | |
Capital Lease Obligations [Abstract] | |
CAPITAL LEASES | NOTE 12 — CAPITAL LEASES At December 31, 2020 and 2019, the Company had capital leases payable to financial institutions in the amount of $1.5 million and $2.2 million, respectively. The assets and liabilities under these capital leases are initially recorded at the fair value of the assets under capital lease. The assets are depreciated over the lower of their related lease terms or their estimated useful lives. Minimum future lease payments under capital leases described above for each of the next five years and in the aggregate are as follows (amounts in millions): Years ending December 31, Amount 2021 $ 0.9 2022 0.4 2023 0.1 2024 0.1 2025 — $ 1.5 Less: current portion presented in Other current liabilities (0.9 ) Long-term capital lease obligation $ 0.6 |
Operating Leases - Lessor
Operating Leases - Lessor | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Operating Leases - Lessor | NOTE 13 — OPERATING LEASES — LESSOR The Company leases and subleases lift trucks to customers under long-term operating lease agreements which expire at various dates through 2024. Approximate minimum rentals receivable under such leases for each of the next four years are as follows (amounts in millions): Years ending December 31, Amount 2021 $ 3.0 2022 0.9 2023 0.3 2024 0.1 2025 — $ 4.3 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 14 — COMMITMENTS AND CONTINGENCIES Operating leases The Company leases buildings and equipment under various operating leases with both related (see Note 5) and unrelated third parties. The leases expire at various dates through February 2035 and contain provisions to renew the leases for additional terms of five to fifteen years. Total lease expense under the third-party operating leases for the years ended December 31, 2020 and 2019 was $19.3 million and $10.9 million, respectively. Included in rent expense for 2020 and 2019 is deferred rent expense of $0.9 million, and $0.7 million, respectively, attributable to third party and related party lease agreements with escalating rent payments. Minimum future payments under the operating leases described above and in Note 4 for each of the next five years and thereafter and in the aggregate are as follows (amounts in millions): Years ending December 31, Amount 2021 $ 23.5 2022 21.5 2023 19.5 2024 18.1 2025 14.7 Thereafter 40.2 $ 137.5 Future guaranteed purchase obligations under capital leases for each of the next five years and thereafter are as follows (amounts in millions): Years ending December 31, Amount 2021 $ 2.1 2022 2.4 2023 2.2 2024 1.8 2025 0.5 Thereafter — $ 9.0 At December 31, 2020 and 2019, the Company was party to certain contracts in which it guarantees the performance of lease agreements between various third-party leasing companies. The terms of the guarantees range from three to five years. In the event of a default by a third-party lessee, the Company would be required to pay all or a portion of the remaining unpaid lease obligation as specified in the contract. The estimated exposure related to these guarantees was $2.4 million and $3.3 million at December 31, 2020 and 2019, respectively. It is anticipated that the third parties will have the ability to repay the debt without the Company having to honor the guarantee; therefore, no amount has been accrued on the Consolidated Balance Sheets at December 31, 2020 and 2019. Legal Proceedings During the years ended December 31, 2020 and 2019, various claims and lawsuits, incidental to the ordinary course of business, are pending against the Company. In the opinion of management, after consultation with legal counsel, resolution of these matters are not expected to have a material effect on the Company’s consolidated financial statements. Contractual Obligations The Company does not believe there are any off-balance sheet arrangements that have, or are reasonably likely to have, a material effect on the Company. As of December 31, 2020, there was $1.4 million in outstanding letters of credits issued in the normal course of business. As of December 2019, there was no outstanding letters of credits. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 15 — INCOME TAXES The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted rates in effect for the year in which the difference is expected to reverse. Additionally, the impact of changes in the tax rates and laws on deferred taxes, if any, is reflected in the financial statement in the period of enactment. The deferred tax liabilities and assets for the Company represent the difference between the financial statement and tax basis of the partnership interest in Alta Enterprises, LLC. As such, the Company is using the single line item approach. The income tax benefit for the years ended December 31, 2020 and 2019 consisted of the following: December 31, 2020 2019 Federal taxes-current $ — $ — Federal taxes-deferred 5.0 — State taxes-current — — State taxes-deferred 1.6 — $ 6.6 $ — For the years ended December 31, 2020 and 2019, the reconciliation between the income tax benefit computed by applying the statutory U.S. federal income tax rate to the pre-tax loss before income taxes and total income tax expense recognized in the financial statements was as follows: December 31, 2020 2019 Income tax (expense) benefit at statutory U.S. federal rate $ 4.3 $ — Income tax (expense) benefit at statutory U.S. states, net 1.2 — Permanent differences: — Officer's life insurance 1.7 — Other (0.6 ) — Total income tax benefit $ 6.6 $ — The Company recorded an income tax benefit of $6.6 million and $0 for the years ended December 31, 2020 and 2019, As a result of the recapitalization transaction, there was a step-up in the tax value of the Company. The step-up tax value has been estimated as of the date of these financials. The value will be finalized in conjunction with the finalization of the tax reporting obligations associated with the pre-IPO period dated January 1, 2020 through February 13, 2020. Due to the nature of the transaction, these tax filings are not due until 2021. As such, there is a possibility that the estimate used for the value step up could change, which would in turn change the opening balance sheet. We believe any true-up to the value step up will be immaterial, however further work is required to make a final determination. As of December 31, 2020, the Company had $0.5 million of net deferred tax assets, which was presented in “Other Assets” on the Consolidated Balance Sheet. As discussed above, this represents the GAAP to tax difference in the basis of the underlying partnership, Alta Enterprises, LLC. This basis difference mirrors the GAAP to tax differences within the partnership, which primarily relate to property and equipment assets and other temporary items where the tax basis differs from the GAAP carrying amounts. At December 31, 2020, the income tax benefit was $6.6 The components of deferred tax assets and liabilities as of December 31, 2020 and 2019 were as follows: December 31, 2020 2019 Deferred Tax Assets Net operating loss carryforwards $ 4.7 $ — Deferred revenue 0.6 — Accounts receivable and inventories 3.8 — Goodwill & intangibles 6.0 — Accrued liabilities 2.8 — Deferred payroll taxes and other 2.0 — Gross deferred tax assets 19.9 — Deferred Tax Liabilities — Property and equipment (18.2 ) — Prepaid expenses (1.2 ) — Gross deferred tax liabilities (19.4 ) — — Deferred tax assets, net $ 0.5 $ — As of December 31, 2020, the Company has federal net operating tax loss carryforwards of approximately $4.7 million which may be carried forward indefinitely and are eligible to offset 80% of future taxable income. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted in response to the COVID-19 pandemic. The CARES Act, among other thing s, includes various income and payroll tax provisions, modifications to federal net operating loss rules, business interest deduction limitations, and bonus depreciation eligibility for qualified improvement property. The CARES Act did not materially impact our effective tax rate for the year ended December 31, 2020, although it will impact the timing of future cash payments for taxes. As of December 31, 2020, we have deferred employer payroll taxes of $5.6 million under the CARES Act, with half of the deferred amounts due by December 31, 2021, and the remaining half due by December 31, 2022. |
Share Based Compensation
Share Based Compensation | 12 Months Ended |
Dec. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share Based Compensation | NOTE 16 — SHARE BASED COMPENSATION During the third quarter 2020, the Compensation Committee of our Board of Directors approved the grant of 690,000 shares of Restricted Stock Units (“RSUs”) to certain directors, officers and employees of the Company under the 2020 Omnibus Incentive Plan. The Company’s plan is to have broad-based, long-term programs intended to attract and retain talented employees and align stockholder and employee interests. We calculated the fair value of the RSUs at grant date based on the closing market price of our common stock at the date of grant. The compensation expense is recognized on a straight-line basis over the requisite vesting period of the award. The Company recognized total compensation expense of $3.6 million for the year ended December 31, 2020. On August 18, 2020, Robert T. Chiles, President of our Construction Group, passed away. Mr. Chiles was the holder of RSUs for 390,000 shares of common stock of the Company, and at his passing these RSU’s became fully vested and converted into 390,000 shares of our common stock. As a result of the immediate vesting of these RSUs, the Company incurred $3.0 million expense. As of December 31, 2020, the total unrecognized compensation expense related to the non-vested portion of the Company's restricted stock awards was $1.7 million, which is expected to be recognized over a weighted average period of 2.8 years. The following table shows the number of restricted stock awards that were granted and vested during 2020: Restricted Stock Awards Number of units Weighted average grant date fair value Granted 690,000 $ 7.60 Vested (390,000 ) $ 7.60 Forfeited — $ — As of December 31, 2020 300,000 $ 7.60 |
Fair Value Instruments
Fair Value Instruments | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE INSTRUMENTS | NOTE 17 — FAIR VALUE INSTRUMENTS The carrying value of financial instruments reported in the accompanying Consolidated Balance Sheets for cash, accounts receivable, accounts payable and accrued expenses payable and other liabilities approximate fair value due to the immediate or short-term nature or maturity of these financial instruments. Based upon current borrowing rates with similar maturities, which are Level 2 fair value inputs, the carrying value of lines of credit, long-term debt, and the guaranteed purchase obligations approximates the fair value as of December 31, 2020 and December 31, 2019. The following is a description of the valuation methodologies used for assets and liabilities measured at fair value on a recurring basis: The Company granted warrants to purchase 33,333.33 shares of common units in connection with the stock purchase and redemption that occurred on December 27, 2017. The warrants had an exercise price of $0.01 and included a conditional put option, allowing the holder to require the Company to purchase the outstanding warrants, via a settlement upon the following events: (1) upon 75% repayment of senior indebtedness, (2) change in control from a sale transaction, and (3) the maturity of the related debt, which required the Company to settle the warrants in cash. The warrants were to expire December 27, 2027. The warrants also included a limited call right, where in the event of a sale transaction, the Company had the right to redeem, in cash, all the warrants simultaneously at the per common share price equal to the price set for the sale transaction. On February 14, 2020, the Company consummated its reverse recapitalization. The Company recorded the warrants issued based on the fair value at the date of grant and re-measured at each balance sheet date. The fair value of warrants classified as liabilities at the date of grant was estimated using a market approach. The valuation methodology was primarily a market-based approach using participants in the material handling The preceding methods described produced a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, although management believed its valuation methods to be appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could have resulted in a different fair value measurement at the reporting date. The Company redeemed all the warrants outstanding upon closing of the reverse recapitalization on February 14, 2020 and as of December 31, 2020, there were no warrant liabilities on the Consolidated Balance Sheet. Contingent Consideration The contingent consideration liability represents the fair value of the future earn-out liability that the Company may be required to pay in conjunction with the acquisitions upon the achievement of certain performance milestones. The earn-out for the acquisitions is measured at fair value in each reporting period, based on level 3 inputs, with any change to the fair value recorded in the Consolidated Statements of Operations. PeakLogix LLC (“PeakLogix”) The purchase agreement for the PeakLogix acquisition provides for earn-out payments of a minimum of $2.0 million up to $3.7 million which can be earned through June 30, 2025 based on meeting certain performance milestones The Company concluded the future minimum cash payments of $2.0 million will be treated as a non-contingent liability and recorded a $1.7 million liability related to the present value of these minimum cash payments. See Note 10, Long-Term Debt and Note 20, Business Combinations for further information. In addition to the non-contingent liability, there is a potential earn out payment of $1.7 million to be paid to Sellers over a five-year period. The Company recorded a $1.0 million earn out liability as the acquisition date fair value in “Other Liabilities” on the Consolidated Balance Sheet. See Note 20, Business Combinations for further information. Hilo Equipment & Services (“Hilo”) The purchase agreement for the Hilo acquisition provides an earn-out payment of $1.0 million based on meeting certain financial target which can be earned through July 1, 2023 The following table sets forth, by level of hierarchy, the Company’s recurring measures at fair value as of December 31, 2020 and 2019 (amounts in millions): December 31, 2020 Level 1 Level 2 Level 3 Liabilities: Contingent consideration $ — $ — $ 1.8 December 31, 2019 Level 1 Level 2 Level 3 Liabilities: Warrants $ — $ — $ 29.6 The following is a summary of changes to level 3 instruments during the year ended December 31, 2020 and 2019, which were recognized in a separate line item on the Consolidated Statements of Operations (amounts in millions): Warrants Balance, January 1, 2019 $ 1.7 Warrants granted during the period — Change in fair value during the period 27.9 Balance, December 31, 2019 $ 29.6 Warrants settled at reverse recapitalization (29.6 ) Balance, December 31, 2020 $ — Contingent Consideration Balance, January 1, 2020 $ — Acquisition of PeakLogix 1.0 Acquisition of Hilo 0.8 Change in fair value — Balance, December 31, 2020 $ 1.8 Instrument Fair Value 12/31/2020 Fair Value 12/31/2019 Principal Valuation Technique Significant Unobservable Inputs Contingent consideration $ 1.8 $ — Probability weighted range of outcomes See above Warrants $ — $ 29.6 Market approach See above |
Self Insured
Self Insured | 12 Months Ended |
Dec. 31, 2020 | |
Insurance [Abstract] | |
SELF INSURED | NOTE 18 — SELF INSURED For the years ended December 31, 2020 and 2019, the Company has various health plans that covers eligible employees, including a self-insured group health plan, which contains certain stop-loss provisions. The Company has accrued health insurance in the amount of $1.1 million and $0.6 million for both known claims and an estimated amount of claims incurred but not reported at December 31, 2020 and 2019, respectively. Health benefit plan expenses, including benefits paid and insurance premiums, totaled approximately $15.9 million and $8.5 million for the years ended December 31, 2020 and 2019, respectively. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2020 | |
Compensation And Retirement Disclosure [Abstract] | |
EMPLOYEE BENEFIT PLANS | NOTE 19 — EMPLOYEE BENEFIT PLANS Employee 401(k) Profit Sharing Plan Substantially all of the Company’s employees are eligible to participate in the Company’s 401(k) and profit-sharing plan. Eligible employees may contribute a percentage of their salary up to the Internal Revenue Service (“IRS”) limit. The Company may contribute a discretionary percentage Equity Linked Incentive Plan The Company had a Long-Term Equity Linked Incentive Plan (“the Plan”) to award key employees. The purpose of the Plan was to retain and attract key employees with an opportunity to receive additional compensation in connection with a change in control of the company (“qualifying event”). The plan permitted the award of up to 15,686.28 incentive units and 7,843.14 appreciation rights. The Company did not award any incentive units or appreciation rights during the year ended December 31, 2019. At December 31, 2019 there were 12,549 incentive units and 6,275 appreciation rights outstanding. No expense or liability was recognized in the accompanying consolidated financial statements as the likelihood of a qualifying event was not imminent as of December 31, 2019. As of December 31, 2020, the Company incurred $3.1 million of share-based compensation expense as a result of vesting of the equity linked incentive plan as a result of the qualifying event on February 14, 2020. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATIONS | NOTE 20 — BUSINESS COMBINATIONS The following table summarizes the net assets acquired from the acquisitions in 2020 (amounts in millions): Flagler Liftech Peak Hilo Martin Howell Vantage Total Cash $ 0.4 $ — $ 3.0 $ 2.1 $ — $ — $ — $ 5.5 Accounts receivable 15.1 4.4 4.6 5.4 1.0 5.3 3.6 39.4 Inventory 37.5 9.6 0.4 4.7 6.8 6.3 7.6 72.9 Prepaid and other assets 0.5 1.0 0.2 0.2 — — 0.4 2.3 Rental fleet, net 47.8 4.7 — 7.5 6.3 12.4 15.9 94.6 Property and equipment, net 2.9 1.2 0.2 1.7 — 1.1 0.9 8.0 Intangible assets 14.6 1.2 5.8 2.4 1.5 — — 25.5 Goodwill 5.8 1.5 0.7 3.2 0.8 3.2 0.5 15.7 Total Assets $ 124.6 $ 23.6 $ 14.9 $ 27.2 $ 16.4 $ 28.3 $ 28.9 $ 263.9 Floor plan payable (29.0 ) (3.5 ) — (4.4 ) — (0.8 ) (2.5 ) (40.2 ) Accounts payable (14.0 ) (1.6 ) (1.5 ) (2.8 ) (0.2 ) (1.0 ) (1.5 ) (22.6 ) Accrued expenses (4.1 ) — (0.1 ) (0.3 ) (0.1 ) (0.1 ) (0.6 ) (5.3 ) Other current liabilities — (0.1 ) (3.9 ) (0.4 ) — — (0.1 ) (4.5 ) Other liabilities (1.3 ) — — — — — — (1.3 ) Total Liabilities $ (48.4 ) $ (5.2 ) $ (5.5 ) $ (7.9 ) $ (0.3 ) $ (1.9 ) $ (4.7 ) $ (73.9 ) Net Assets Acquired $ 76.2 $ 18.4 $ 9.4 $ 19.3 $ 16.1 $ 26.4 $ 24.2 $ 190.0 Assets acquired net of cash $ 75.8 $ 18.4 $ 6.4 $ 17.2 $ 16.1 $ 26.4 $ 24.2 $ 184.5 Flagler On February 14, 2020, in connection with the reverse recapitalization, the Company consummated its acquisition of Flagler for a total purchase price, net of cash, of $75.8 million, which was paid out of funds from the closing of the reverse recapitalization. The acquisition has been accounted for as a purchase business combination. Under the purchase method of accounting, the assets acquired, and liabilities assumed have been recorded at the acquisition date at their respective fair values in our consolidated financial statements. The fair value of accounts receivable was determined based on the acquisition date net book value and an evaluation of amounts deemed recoverable through subsequent collection. The fair value of inventory and property, plant, and equipment were estimated to approximate their respective acquisition date net book values. The Company expects the goodwill recognized to be 100% deductible for income tax purposes. Costs and expenses related to the acquisition have been expensed as incurred in operating expenses. Based on the purchase price and the amount of floorplan eligible new equipment inventory acquired in the transaction, the Company estimates total enterprise value at close to be $79.0 million. Liftech On February 14, 2020, in connection with the reverse recapitalization, the Company consummated its acquisition of Liftech for a total purchase price of $18.4 million, which was paid out of funds from the closing of the reverse recapitalization. The acquisition has been accounted for as a purchase business combination. Under the purchase method of accounting, the assets acquired, and liabilities assumed have been recorded at the acquisition date at their respective fair values in our consolidated financial statements. The fair value of accounts receivable was determined based on the acquisition date net book value and an evaluation of amounts deemed recoverable through subsequent collection. The fair value of inventory and property, plant, and equipment were estimated to approximate their respective acquisition date net book values. The Company expects the goodwill recognized to be 100% deductible for income tax purposes. Costs and expenses related to the acquisition have been expensed as incurred in operating expenses. Based on the purchase price and the amount of floorplan eligible new equipment inventory acquired in the transaction, the Company estimates total enterprise value at close to be $15.2 million. PeakLogix On June 12, 2020, the Company acquired all the assets of PeakLogix for a total purchase cash consideration of $5.7 million, which was paid out of available funds. Additional consideration includes $1.0 million in an unsecured one-year promissory note at 6% and earn-out payment of a minimum $2.0 million up to a $3.7 million to be paid out to former owners based on meeting certain financial targets throughout a 5-year earn-out period, collectively resulting in an estimated enterprise value of $6.4 million net of cash acquired. In connection with the purchase, PeakLogix LLC was created. See Note 10, Long-Term Debt and Note 17, Fair Value Instruments for further information. The acquisition has been accounted for as a purchase business combination. Under the purchase method of accounting, the assets acquired, and liabilities assumed have been recorded at the acquisition date at their respective fair values in our consolidated financial statements. The fair value of accounts receivable was determined based on the acquisition date net book value and an evaluation of amounts deemed recoverable through subsequent collection. The fair value of property, plant, and equipment were estimated to approximate their respective acquisition date net book values. The Company expects the goodwill recognized to be 100% deductible for income tax purposes. Costs and expenses related to the acquisition have been expensed as incurred in operating expenses. The following table summarizes the components of the purchase price at June 12, 2020: Cash consideration paid * $ 5.7 Promissory Note 1.0 Present value of non-contingent earn-out liability 1.7 Earn-out liability 1.0 Total purchase price $ 9.4 * Includes $3.0 million cash acquired as part of the Business Combination Hilo On July 1, 2020, the Company acquired all the assets of Hilo for total purchase price, net of cash, of $17.2 million which was paid out of available funds, and potential earn out payments of an additional $1.0 million. The acquisition has been accounted for as a purchase business combination. Under the purchase method of accounting, the assets acquired, and liabilities assumed have been recorded at the acquisition date at their respective fair values in our consolidated financial statements. The fair value of accounts receivable was determined based on the acquisition date net book value and an evaluation of amounts deemed recoverable through subsequent collection. The fair value of inventory and property, plant, and equipment were estimated to approximate their respective acquisition date net book values. The Company expects the goodwill recognized to be 100% deductible for income tax purposes. Costs and expenses related to the acquisition have been expensed as incurred in operating expenses. Based on the purchase price and the amount of floorplan eligible new equipment inventory acquired in the transaction, the Company estimates total enterprise value at close to be $19.0 million. The following table summarizes the component of the purchase price at July 1, 2020: Cash consideration paid * $ 18.5 Earn-out liability 0.8 Total purchase price $ 19.3 * Includes $2.1 million cash acquired as part of the Business Combination Martin Implement Sales, Inc. (“Martin”) On September 1, 2020, the Company acquired all the assets of Martin for a total purchase price of $16.1 million, which included floorplan eligible new equipment inventories that was paid out of available funds. The acquisition has been accounted for as a purchase business combination. Under the purchase method of accounting, the assets acquired, and liabilities assumed have been recorded at the acquisition date at their respective fair values in our consolidated financial statements. The fair value of accounts receivable was determined based on the acquisition date net book value and an evaluation of amounts deemed recoverable through subsequent collection. The fair value of inventory and property, plant, and equipment were estimated to approximate their respective acquisition date net book values. The Company expects to finalize the valuation and complete the purchase price allocation as soon as practical but no later than one year from the acquisition date. The Company expects the goodwill recognized to be 100% deductible for income tax purposes. Costs and expenses related to the acquisition have been expensed as incurred in operating expenses . Based on the purchase price and the amount of floorplan eligible new equipment inventory acquired in the transaction, the Company estimates total enterprise value at close to be $10.6 million. Howell Tractor and Equipment, LLC (“Howell”) On October 30, 2020, the Company acquired all the assets of Howell for a total cash consideration of $22.4 million. The Company issued 507,143 shares of its common stock, valued at $4.0 million, in connection with the purchase agreement, yielding a total purchase price of $26.4 million. Based on the purchase price and the amount of floorplan eligible new equipment inventory acquired in the transaction, the Company estimates total enterprise value at close to be $23.1 million. The estimated fair values of assets acquired, and liabilities assumed are provisional and are based on the information that was available as of the balance sheet date. The Company expects to finalize the valuation and complete the purchase price allocation as soon as practical but no later than one year from the acquisition date. The Company expects the goodwill recognized to be 100% deductible for income tax purposes. Costs and expenses related to the acquisition have been expensed as incurred in operating expenses. Vantage Equipment, LLC (“Vantage”) On December 31, 2020, the Company acquired all the assets of Vantage for a total purchase price of $24.2 million. Based on the purchase price and the amount of floorplan eligible new equipment inventory acquired in the transaction, the Company estimates total enterprise value at close to be $22.5 million. The estimated fair values of assets acquired, and liabilities assumed are provisional and are based on the information that was available as of the balance sheet date. The Company expects to finalize the valuation and complete the purchase price allocation as soon as practical but no later than one year from the acquisition date. The Company expects the goodwill recognized to be 100% deductible for income tax purposes. Costs and expenses related to the acquisition have been expensed as incurred in operating expenses . Incremental costs including accounting and legal fees that were attributable to the acquisition activities were expensed as incurred and these costs were $1.3 million as of December 31, 2020. Northland Industrial Truck Co., Inc. (“NITCO”) The following table summarizes the net assets acquired from the acquisition in 2019 (amounts in millions): NITCO Accounts receivable $ 13.9 Other current & non-current assets 0.5 Inventory 35.7 Guaranteed purchase obligation asset 9.7 Property, plant, and equipment 18.8 Identifiable intangible assets 3.3 Goodwill 1.0 Total Assets $ 82.9 Accounts payable (5.2 ) Guaranteed purchase obligation liability (9.7 ) Capital lease obligations (1.3 ) Other liabilities (1.1 ) Total Liabilities $ (17.3 ) Net Assets Acquired $ 65.6 On May 1, 2019, the Company purchased the assets of NITCO, for a total purchase price of $65.6 million. In connection with the purchase, NITCO, LLC was created. The goodwill of $1.0 million arising from the acquisition consists largely of an assembled workforce and is expected to be deductible for income tax purposes. The acquisition has been accounted for as a purchase business combination. Under the purchase method of accounting, the assets and liabilities assumed are recorded at the date of acquisition at their respective fair values. The fair value of accounts receivable was determined based on the acquisition date net book value and an evaluation of amounts deemed recoverable through subsequent collection. The fair value of inventory and property, plant, and equipment were estimated to approximate their respective acquisition date net book values. It should be further noted that, upon the close of the acquisition, the Company established additional floorplan borrowings for new equipment in the amount of $23.5 million, for a total enterprise value of $42.1 million. Pro forma financial information - 2020 The Company completed the Flagler acquisition on February 14, 2020. Therefore, operating results of Flagler are included in the Company’s Consolidated Statement of Operations after February 14, 2020. Pursuant to ASC 805, pro forma disclosures should be reported whenever the year or interim period of the acquisition is presented. The pro forma information below gives effect to the Flagler acquisition as if the acquisition occurred on January 1, 2020. December 31, 2020 1/1-12/31 1/1-2/14 The Company Flagler Total Total revenues $ 873.6 $ 25.8 $ 899.4 Net loss $ (24.0 ) $ (0.1 ) $ (24.1 ) The financial effect of the other acquisitions in 2020, individually and in the aggregate, was not material to the consolidated financial statements. As such, pro forma results of operations including other acquisitions have not been presented. Pro forma financial information - 2019 Pro forma balance sheet of Alta Equipment Group Inc. combined The following table provides the pro forma balance sheet of Alta Equipment Group Inc. as of December 31, 2019 as if Flagler had been acquired on December 31, 2019. As NITCO was acquired by Alta effective May 1, 2019, they are included within the Alta amounts as of December 31, 2019. (in millions, except share and per share amounts) The Company Flagler Pro Forma Pro Forma Combined ASSETS CURRENT ASSETS Cash $ — $ 4.0 $ 4.0 Accounts receivable, net 101.2 10.5 111.7 Inventories, net 137.2 31.3 168.5 Prepaid expenses and other current assets 5.7 0.8 6.5 Total current assets 244.1 46.6 290.7 PROPERTY AND EQUIPMENT, NET 196.5 52.7 249.2 OTHER ASSETS Goodwill 8.6 22.8 31.4 Intangible assets, net 3.0 — 3.0 Other assets 2.0 — 2.0 Total other assets 13.6 22.8 36.4 TOTAL ASSETS $ 454.2 $ 122.1 $ 576.3 LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) CURRENT LIABILITIES Lines of credit $ 72.5 $ 34.4 106.9 Floor plan payable — new equipment 87.7 — 87.7 Floor plan payable — used and rental equipment 112.5 — 112.5 Current portion of long-term debt 7.1 — 7.1 Accounts payable 31.1 8.3 39.4 Customer deposits 7.2 — 7.2 Accrued expenses 16.0 3.5 19.5 Other current liabilities 9.3 — 9.3 Total current liabilities 343.4 46.2 389.6 LONG-TERM LIABILITIES Long-term debt, net of current portion 86.5 — 86.5 Capital lease obligations, net of current portion 1.4 — 1.4 Buyback residual obligations, net of current portion 0.7 — 0.7 Guaranteed purchase obligation, net of current portion 9.0 — 9.0 Lease liability, net of current portion 3.7 — 3.7 Other liabilities 3.1 — 3.1 Warrant liability 29.6 — 29.6 TOTAL LIABILITIES $ 477.4 $ 46.2 $ 523.6 STOCKHOLDERS’ EQUITY (DEFICIT) Additional paid-in capital — 75.9 75.9 Retained earnings (deficit) (23.2 ) — (23.2 ) TOTAL STOCKHOLDERS’ EQUITY (DEFICIT) (23.2 ) 75.9 52.7 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) $ 454.2 $ 122.1 $ 576.3 Pro forma statement of operations of Alta Equipment Group Inc. The following table provides the pro forma statement of operations of Alta Equipment Group Inc. for the year ended December 31, 2019 as if NITCO and Flagler had been acquired on January 1, 2019. NITCO was acquired by Alta effective May 1, 2019. Flagler was acquired on February 14, 2020. Pursuant to ASC 805, pro forma disclosures should be reported whenever the year or interim period of the acquisition is presented. The pro forma results do not include any anticipated cost synergies or other effects of the integration of these entities into Alta. (in millions, except share and per share amounts) The Company Pro Forma Alta Pro Forma NITCO Pro Forma Flagler Pro Forma Pro Forma Combined Revenues: New, used and rental equipment sales $ 286.8 $ — $ 286.8 $ 24.5 $ 114.2 $ 425.5 Parts sales 82.7 — 82.7 6.5 30.2 119.4 Service revenue 92.7 — 92.7 8.3 15.3 116.3 Rental revenue 95.2 — 95.2 5.9 17.3 118.4 Net revenue $ 557.4 $ — $ 557.4 $ 45.2 $ 177.0 $ 779.6 Cost of revenues: New, used and rental equipment sales 251.8 — 251.8 21.7 102.0 375.5 Parts sales 54.1 — 54.1 3.7 23.5 81.3 Service revenue 34.6 — 34.6 2.0 8.5 45.1 Rental revenue 17.5 — 17.5 0.6 2.1 20.2 Rental depreciation 47.3 — 47.3 3.5 12.0 62.8 Cost of revenue $ 405.3 $ — $ 405.3 $ 31.5 $ 148.1 $ 584.9 Gross profit $ 152.1 $ — $ 152.1 $ 13.7 $ 28.9 $ 194.7 General and administrative expenses 137.6 (0.3 ) 137.3 12.5 27.2 177.0 Depreciation and amortization expense 2.8 — 2.8 0.2 1.0 4.0 Total general and administrative expenses 140.4 (0.3 ) 140.1 12.7 28.2 181.0 Income (loss) from operations $ 11.7 $ 0.3 $ 12.0 $ 1.0 $ 0.7 $ 13.7 Other income (expense) Interest expense (20.5 ) (1.0 ) (21.5 ) (0.2 ) (0.9 ) (22.6 ) Other income 1.3 — 1.3 0.4 0.5 2.2 Change in fair market value of warrants (27.9 ) — (27.9 ) — — (27.9 ) Total other income (expense) $ (47.1 ) $ (1.0 ) $ (48.1 ) $ 0.2 $ (0.4 ) $ (48.3 ) Loss before taxes $ (35.4 ) $ (0.7 ) $ (36.1 ) $ 1.2 $ 0.3 $ (34.6 ) Income tax benefit — — — — — — Net income (loss) $ (35.4 ) $ (0.7 ) $ (36.1 ) $ 1.2 $ 0.3 $ (34.6 ) |
Union Pension Plan
Union Pension Plan | 12 Months Ended |
Dec. 31, 2020 | |
Compensation And Retirement Disclosure [Abstract] | |
UNION PENSION PLAN | NOTE 21 — UNION PENSION PLAN The Company began contributing to several multiemployer defined benefit pension plans under collective bargaining agreements that cover certain union represented employees in 2018. The risks of participating in such plans are different from the risks of single-employer plans, in the following respects: (a) Assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers; (b) If a participating employer ceases to contribute to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers; and (c) If the Company ceases to have an obligation to contribute to the multiemployer plan in which the Company had been a contributing employer, the Company may be required to pay to the plan an amount based on the underfunded status of the plan and on the history of the Company’s participation in the plan prior to the cessation of its obligation to contribute. The Company’s participation in multiemployer plans for the annual period ended December 31, 2020 and 2019 is outlined in the table below. For each plan that is individually significant to the Company, the following information is provided: • The “Pension Protection Act Zone Status” available is for plan years that ended in 2020 and 2019. The zone status is based on information provided to the Company and other participating employers by each plan and is certified by the plan’s actuary. This indicates the funded status of the plan with the status indicated by the colors of green, yellow, and red with green being the most funded and red being the least funded. • The “FIP/RP Status Pending/Implemented” column indicates whether a Funding Improvement Plan, as required under the Code to be adopted by plans in the “yellow” zone, or a Rehabilitation Plan, as required under the Code to be adopted by plans in the “red” zone, is pending or has been implemented as of the end of the plan year. • The “Surcharge Imposed” column indicates whether a surcharge was paid during the most recent annual period presented for the Company’s contributions to any plan in the red zone in accordance with the requirements of the Code. The last column lists the expiration dates of the collective bargaining agreements pursuant to which the Company contributed to the plans. There are no plans where the amount contributed by the Company represents more than 5% of the total contributions to the plan for the years ended December 31, 2020, and 2019. Multiple Employer Pension Plans (amounts in thousands): Pension Fund EIN Pension Protection Act Zone Status & Plan Year- End FIP/RP Status Contributions of Alta Equipment Group Inc. and Subsidiaries Surcharge Imposed Expiration Date of Collective- Bargaining Agreement 2020 2019 2020 2019 Operating Engineers I.U.O.E. Local 37 Pension Trust 52-6128064 — Green 12/31/2018 None $ — $ 10 No 3/31/2020 Midwest Operating Engineers Local Union No. 150 Pension Trust Fund 36-6140097 Green 3/31/2020 Green 3/31/2019 Implemented 1,472 1,186 No 5/31/2021 Operating Engineers Local Union No. 324 Pension Fund 38-1900637 Red 4/30/2020 Red 4/30/2019 Implemented 783 745 No 9/30/2021 Central Pension Fund of the International Union of Operation Engineers Local Union No. 649 and 841 36-6052390 Green 1/31/2020 Green 1/31/2019 None 70 70 No 3/31/2021 Upstate New York Engineers Pension Fund Local Union 17C Engineers Local Union No. 639 15-0614642 Red 3/31/2020 — Implemented 52 — No 11/30/2021 Central Pension Fund of Operating Engineers Local Union 17C 36-6052390 Green 1/31/2020 — None 19 — No 11/30/2021 Central Pension Fund of the International Union of Operating Engineers Local 158 District 832 36-6052390 Green 1/31/2020 — None 72 — No 12/7/2024 Central Pension Fund of the International Union of Operating Engineers 36-6052390 Green 1/31/2020 — None — — No various Operating Engineers Local 825 Fund 22-6033380 Green 6/30/2020 — None — — No various $ 2,468 $ 2,011 |
Segments
Segments | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
SEGMENTS | NOTE 22 — SEGMENTS The Company has two reportable segments: Material Handling and Construction Equipment. The Company’s segments are determined based on management structure, which is organized based on types of products sold, as described in the following paragraph. The operating results for each segment are reported separately to the Company’s Chief Executive Officer to make decisions regarding the allocation of resources, to assess the Company’s operating performance and to make strategic decisions. The Material Handling segment is principally engaged in operations related to the sale, service, and rental of lift trucks and other material handling equipment in Michigan, Illinois, Indiana and New York, as well as parts of the Northeastern United States. As of December 31, 2020, the Material Handling segment included the Liftech, PeakLogix and Hilo acquisitions. The Construction Equipment segment is principally engaged in operations related to the sale, service, and rental of construction equipment in Michigan, Illinois and Florida. As of December 31, 2020, the Construction Equipment segment included the Flagler, Martin, Howell and Vantage acquisitions. The Company retains various unallocated expense items at the general corporate level, which the Company refers to as “Corporate” in the table below. Corporate holds corporate debt and has minor activity all together. For the year ended December 31, 2020, Corporate incurred $7.6 million in debt extinguishment fees, $7.6 million in transaction costs and other expenses associated with the reverse recapitalization. During the year, Corporate primarily incurred expenses associated with consulting and legal fees related to acquisition costs, fees associated with the issuance of the common stock and preferred stock, shared based compensation expense and interest expense, which were offset with income tax benefit and $8.0 million in income from a life insurance policy on our Construction Group President. The following table presents the Company’s results of operations by reportable segment for the year ended December 31, 2020 (amounts in millions): Material Handling Construction Equipment Corporate Total New and used equipment sales $ 225.1 $ 185.2 $ — $ 410.3 Parts sales 60.8 68.8 — 129.6 Service revenue 83.9 44.6 — 128.5 Rental revenue 46.9 71.9 — 118.8 Rental equipment sales 16.9 69.5 — 86.4 Total revenue $ 433.6 $ 440.0 $ — $ 873.6 Interest expense 5.7 10.6 7.5 23.8 Depreciation and amortization 24.0 51.0 — 75.0 Net income (loss) $ 10.3 $ (19.9 ) $ (14.4 ) $ (24.0 ) The following table presents the Company’s results of operations by reportable segment for the year ended December 31, 2019 (amounts in millions): Material Handling Construction Equipment Corporate Total New and used equipment sales $ 151.1 $ 93.5 $ — $ 244.6 Parts sales 50.1 32.6 — 82.7 Service revenue 66.8 25.9 — 92.7 Rental revenue 38.3 56.9 — 95.2 Rental equipment sales 6.0 36.2 — 42.2 Total revenue $ 312.3 $ 245.1 $ — $ 557.4 Interest expense 4.6 7.8 8.1 20.5 Depreciation and amortization 17.0 33.1 — 50.1 Net income (loss) $ 11.6 $ (6.1 ) $ (40.9 ) $ (35.4 ) The following table presents the Company’s identified assets by reportable segment for the period ending December 31, 2020 and 2019 (amounts in millions): December 31, 2020 December 31, 2019 Segment assets: Material handling $ 256.4 $ 207.5 Construction equipment 488.5 246.0 Corporate 1.3 0.7 Total assets $ 746.2 $ 454.2 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 23 — SUBSEQUENT EVENTS Warrant Exchange On March 3, 2021, the Company entered into Amendment No. 1 to the warrant agreement, dated as of April 8, 2019. The Warrant Amendment amends the warrant agreement to provide for the mandatory exchange of the Company’s outstanding warrants for shares of the Company’s common stock at an exchange ratio of 0.263 shares of common stock per warrant. Amendment to Credit Agreement On January 11, 2021, the Company amended its Fifth Amended and Restated ABL First Lien Credit Agreement by and among Alta Equipment Group Inc. and the other credit parties named therein, the lenders named therein, JP Morgan Chase Bank, N.A., as Administrative Agent, and the syndication agents and documentation agent named therein. The amendment generally allows for dividend payments to be made on the Preferred Stock without having to meet a leverage threshold, it excludes the Preferred dividend payments from affecting the second lien prepayment requirement, and it increases vendor floor plan limits from $225 Million to $250 Million, however, credit line borrowings would begin to be limited in the instance amounts borrowed on floor plan facilities exceed $225 Million. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements include the consolidated accounts of the Company and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). All significant intercompany transactions and balances have been eliminated in the preparation of the consolidated financial statements. Certain amounts in the prior year have been reclassified to conform with the presentation in the current year. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are based on assumptions that we believe are reasonable under the circumstances. Due to the inherent uncertainty involved with estimates, actual results may differ. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of trade accounts receivable. The Company records trade accounts receivables at sales value and establishes specific reserves for certain customer accounts identified as known collection problems due to insolvency, disputes or other collection issues. The amounts of the specific reserves estimated by management are based on the following assumptions and variables: the customer’s financial position, age of the customer’s receivables and changes in payment schedules. In addition to the specific reserves, management establishes a non-specific allowance for doubtful accounts by applying specific percentages to the different receivable aging categories (excluding the specifically reserved accounts). The percentage applied against the aging categories increases as the accounts become further past due. The allowance for doubtful accounts is charged with the write-off of uncollectible customer accounts. Credit risk can be negatively impacted by adverse changes in the economy or by disruptions in the credit markets. However, the Company believes that credit risk with respect to trade accounts receivable is somewhat mitigated by the Company’s credit evaluation procedures. Although generally no collateral is required, when feasible, mechanics’ liens are filed, and personal guarantees are signed to protect the Company’s interests. |
Concentration of Supplier Risk | Concentration of Supplier Risk The Company purchases a significant portion of their inventory and related equipment and rental fleet from two vendors. The Company purchased approximately 40% and 43% of total purchases from these vendors for the years ended December 31, 2020 and 2019, respectively. Although no change in suppliers is anticipated, the occurrence of such a change could cause a possible loss of sales and adversely affect operating results. |
Cash and Cash Equivalents | Cash Equivalents The Company considers highly liquid investments with an original maturity of three months or less to be cash equivalents. |
Accounts Receivable/Allowance of Doubtful Accounts | Accounts Receivable/Allowance of Doubtful Accounts The Company records their accounts receivable at invoiced amounts less an allowance for doubtful accounts. On a periodic basis, the Company evaluates their accounts receivable and establishes an allowance for doubtful accounts, when deemed necessary, based on the history of past write-offs and collections and current customer credit conditions. At December 31, 2020 and 2019, the Company has recorded an allowance for doubtful accounts in the amount of $7.1 million and $4.4 million, respectively. Generally, the Company does not require collateral for its accounts receivable. A receivable is considered past due if payments have not been received by the Company for 30 days. At that time, the Company will review all past due accounts and determine what action to take. Certain accounts are turned over to collection, while the Company places liens on others. Accounts will be written off when deemed uncollectible by management. Finance charges associated with late payments of $0.4 million and $0.7 million were recognized as income for the years ended December 31, 2020 and 2019, respectively. Generally, the Company does not accrue interest on past due receivables. |
Inventory Valuation | Inventory Valuation Inventories are stated at the lower of cost or net realizable value. Cost is determined by specific identification for equipment and a weighted-average method for parts. Net realizable value is the estimated selling price in the ordinary course of business less reasonably predictable costs of completion, disposal, and transportation. Included in new and used inventory is equipment that is currently on short-term lease to customers, has been classified as inventory and is available for sale. The Company mainly transfers equipment from inventory into rental fleet based on the management’s determination of the highest and best use of the equipment. This inventory is carried at the cost of the equipment less any accumulated depreciation. At December 31, 2020 and 2019, the Company recorded a reserve for slow moving parts, tires and used equipment inventory in the amount of $2.9 million and $1.9 million, respectively. |
Intangible Assets | Intangible Assets Intangible assets with a finite life consist of customer relationships, non-compete agreements, tradenames and favorable market rent and are carried at cost less accumulated amortization. The estimated useful lives of the definite lived intangible assets are as follows: Estimated Useful Life Customer relationships 10 years Non-compete agreements 3 – 5 years Tradenames 5 – 10 years Favorable market rent 10 years |
Depreciation and Amortization | Depreciation and Amortization For financial reporting purposes, depreciation of property and equipment is determined on a straight-line basis over the estimated useful lives of the assets at acquisition. Leasehold improvements are amortized using the straight-line method over their estimated useful lives or the remaining term of the lease, whichever is shorter. Certain categories of our rental equipment, specifically in what we determine to be rent-to-sell equipment categories, are depreciated on a percentage of rental revenue realized on the asset, or a unit of activity method of depreciation. The Company believes that the unit of activity method on these categories of equipment more appropriately matches revenue and depreciation expense versus a straight-line methodology, as asset utilization can vary month to month especially in our northern geographies where seasonality is a factor. In rent-to-rent product categories, where asset utilization is more stable, like in our material handling segment, we use a straight-line depreciation methodology, where estimated useful lives can range from five to ten years. The useful lives and methods of depreciation are reviewed at each financial year-end and adjusted prospectively, if appropriate. Depreciation and amortization expense related to non-operational property and equipment and rental fleet is recognized in “general administrative expenses” and “cost of revenues”, respectively, in the Consolidated Statements of Operations. The Company amortizes the cost of identified intangible assets on a straight-line basis over the expected period of benefit. Amortization expense related to intangible assets is recognized in “general and administrative expenses” in the Consolidated Statements of Operations. |
Impairment of Long-lived Assets | Impairment of Long-lived Assets The Company evaluates long-lived assets, such as property and equipment and intangible assets subject to amortization, for impairment whenever events or changes in circumstances indicate that the carrying value of any asset group may not be recoverable. If the estimated future cash flow (undiscounted and without interest charges) from the use of an asset are less than the carrying value, a write-down would be recorded to reduce the related asset to its estimated fair value. When reviewing long-lived assets for impairment, the Company groups long-lived assets with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. The Company did not identify any impairment of long-lived assets for the years ended December 31, 2020 and 2019. |
Goodwill | Goodwill Pursuant to the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 350, Intangibles-Goodwill and Other We estimate the fair value of our reporting units (which are our reportable segments) using a discounted cash flow methodology under an income approach, corroborating the results with a market approach based guideline-company methodology which analyzes the enterprise value (market capitalization plus interest-bearing liabilities) and operating metrics (e.g., EBITDA) of companies engaged in the same or similar line of business and compares those metrics to those of the Company. We believe the combination of these valuation approaches, yields the most appropriate evidence of fair value. A decrease in our EBITDA could materially affect the determination of the fair value and could result in an impairment charge to reduce the carrying value of goodwill, which could be material to our financial position and results of operations. The Company may first assess qualitative factors to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the quantitative goodwill impairment test. If a quantitative impairment test is performed, the fair value of the reporting unit is estimated using a market approach based on published earnings multiples of comparable entities with similar operations and economic characteristics as well as acquisition multiples paid in recent transactions. Our annual goodwill impairment testing conducted as of September 30, 2020, indicated that all of our reporting units had estimated fair values which exceeded their respective carrying amounts. Our goodwill impairment testing as of December 31, 2019, indicated that all of our reporting units had estimated fair values which exceeded their respective carrying amounts. Based on the results of the test, there was no goodwill impairment. |
Deferred Financing Costs and Debt Discount | Deferred Financing Costs and Debt Discount Deferred financing costs include legal, accounting and other direct costs incurred in connection with the issuance and amendments thereto, of the Company’s debt and line of credit. These costs are amortized over the terms of the related debt using the effective interest method. Debt discount and premium is the difference between the price paid to an issuer for the new issue and the prices (below and above, respectively) at which the securities are initially offered to investors or lenders. The amortization expense of deferred financing costs and debt premium and accretion of discounts are included in interest expense as an overall cost of the related financings and are amortized using the effective interest method. Such costs are presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. Deferred financing costs and debt discounts with an original cost of $9.8 million and $5.8 million at December 31, 2020 and 2019, respectively, and accumulated amortization of $1.8 million and $1.9 million at December 31, 2020 and 2019, respectively, have been deferred. Amortization of these deferred costs was $1.8 million and $1.0 million at December 31, 2020 and 2019, respectively, and is included in interest expense in the accompanying Consolidated Statements of Operations. |
Revenue Recognition | Revenue Recognition Revenues are recognized when control of promised goods or services is transferred to customers in an amount that reflects the consideration the business expects to be entitled to in exchange for those goods or services. Control is transferred when the customer has the ability to direct the use of and obtain the benefits from the goods or services. The majority of the Company’s sales agreements contain performance obligations satisfied at a point in time when control is transferred to the customer. For agreements with multiple performance obligations, which are infrequent, judgment is required to determine whether performance obligations specified in these agreements are distinct and should be accounted for as separate revenue transactions for recognition purposes. In these types of agreements, the Company generally allocates sales prices to each distinct performance obligation based on the observable selling price. The Company enters into various equipment sales transactions with certain customers, whereby customers purchase equipment from the Company and then lease the equipment to a third party. In some cases, the Company provides a guarantee to repurchase the equipment back at the end of the lease term between the customer and third party lessee at a set residual amount set forth in the initial sales contract or pay the customer for the deficiency, if any, between the sale proceeds received for the equipment and the guaranteed minimum resale value. The Company is precluded from recognizing a sale of equipment if it guarantees to repurchase the sold equipment back or guarantees the resale value of the equipment to the customer for contracts determined to be operating leases. Rather, these transactions are accounted for in accordance with ASC 840, Lease Accounting Lease liability, with respect to the aforementioned sale transactions, represents the net proceeds upon the equipment’s initial transfer. These amounts, excluding the guaranteed residual value, are recognized into rental revenue on a pro-rata basis over the leased contract period up to the first exercise date of the guarantee. At December 31, 2020 and 2019, the total lease liability relating to these various equipment sale transactions amounted to $3.8 million and $5.5 million, respectively. The Company also recognized a liability for its guarantee to repurchase the equipment at the residual amounts of $9.0 million and $12.5 million as of December 31, 2020 and 2019, respectively. The Company also enters into various rental agreements whereby owned equipment is leased to customers. Revenue from the majority of rental agreements is recognized over the term of the agreement in accordance with Topic 840. A rental contract includes rates for daily, weekly or monthly use, and rental revenues are earned on a daily basis as rental contracts remain outstanding. Because the rental contracts can extend across multiple reporting periods, the Company records unbilled rental revenues and deferred rental revenues at the end of each reporting period. Unbilled rental revenues are included as a component of “Accounts receivable” on the Consolidated Balance Sheets. Rental equipment is also purchased outright (“rental conversions”). Rental revenue and revenue attributable to rental conversions, are recognized in “Rental revenue” and “Rental equipment sales” on the Consolidated Statements of Operations, respectively. Revenue from periodic maintenance service sales is recognized upon completion of the service. Revenue from guaranteed maintenance contracts is recognized over the contract period in proportion to the costs expected to be incurred in performing services under the contract, typically three to five years. The Company also enters into contracts with customers where it provides automated equipment installation and system integration services. Revenue from the installation services are recognized over time as the performance obligation is satisfied, determined using the cost-to-cost input method, based on contract costs incurred to date to total estimated contract costs. Payment terms vary by the type and location of the customer and the products or services offered. Generally, the time between when revenue is recognized, and payment is due is not significant. The Company does not evaluate whether the selling price includes a financing interest component for contracts that are less than a year, or if payment is expected to be received less than a year after the good or service has been provided. Sales and other taxes collected from customers and remitted to government authorities are accounted for on a net basis and, therefore, excluded from revenue. Shipping and handling costs are treated as fulfillment costs and are included in cost of revenue. Costs to obtain contracts, such as sales commissions, are expensed as incurred given that the terms of the contracts are generally less than one year. Under bill-and-hold arrangements, revenue is recognized when all configuration work is complete and the equipment has been set aside for final shipment, at which point the Company has determined control has been transferred. Deferred Revenue T he Company recognizes deferred revenue with respect to automated equipment installation and system integration services, service sales and rental agreements. Deferred revenue with respect to service sales represents the unearned portion of fees related to guaranteed maintenance contracts for customers covering equipment purchased. These amounts are recognized based on an estimated rate at which the services are provided over the life of the contract. The Company also recognizes deferred revenue related to rental agreements. Total deferred revenue relating to automated equipment installation and system integration services, service sales agreements and rental agreements as of December 31, 2020 and 2019 |
Advertising and Marketing | Advertising and Marketing Advertising and marketing costs are expensed as incurred. Advertising and marketing costs for the years ended December 31, 2020 and 2019 were $3.5 million and $2.7 million, respectively. |
Offering Costs and Transaction Expenses | Offering Costs and Transaction Expenses The Company incurred costs directly attributable to its initial public offering, such as underwriter, registration and filing fees along with direct incremental legal, accounting, and professional fees relating to the Business Combination. The Company evaluated all the fees and approximately $2.6 million of expenses were recorded as an offset against proceeds of the reverse recapitalization. As of December 31, 2019, there were $0.7 million deferred as prepaid expenses and other current assets in our accompanying Consolidated Balance Sheets. These were deferred until completion of the reverse recapitalization, at which time $0.4 million were reclassified to additional paid-in capital as a reduction of the proceeds. On November 3, 2020, the Company had declared effective a registration statement on Form S-1 covering the resale of 507,143 shares of the Company’s common stock issued as partial consideration for the acquisition of Howell Tractor and Equipment, LLC. The Company incurred direct and incremental legal, accounting and professional fees related to the registration of these shares of approximately $0.2 million. On December 22, 2020, the Company closed its underwritten public offering of depositary shares (the “Depositary Shares”), each representing 1/1000th of a share of 10% Series A Cumulative Perpetual Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”). The Company incurred direct and incremental costs related to its issuance of depositary shares such as legal, accounting and professional fees. The Company evaluated all the fees and approximately $1.8 million of expenses were recorded as an offset against proceeds from the depositary shares. Recurring and other incremental organizational costs including accounting and legal fees that were not directly attributable to these offerings were expensed as incurred. |
Income Taxes | Income Taxes The Company is a newly formed corporation for the income tax purposes. Alta Enterprises, LLC was historically and remains a partnership for federal income tax purposes, with each partner being separately taxed on its share of taxable income (loss). There is no federal income tax expense (benefit) reflected in the Company’s financial statements for any period prior to the reverse recapitalization on February 14, 2020. As the activity resides in Alta Enterprises, LLC, the income tax impact to the Company represents the current income tax calculated at the consolidated return level, (“Alta Equipment Group Inc. and Subsidiaries”), and the deferred impact of the interest in the lower tier partnership. When looking at the consolidated return filer, and considering the operating entity is a 100% owned partnership, |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is defined as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Accounting standards establish a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The FASB fair value measurement guidance established a fair value hierarchy that prioritizes the inputs used to measure fair value. We assess the inputs used to measure fair value using the three-tier hierarchy. The three broad levels of the fair value hierarchy are as follows: • Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities • Level 2 — Quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly • Level 3 — Unobservable inputs for which little or no market data exists, therefore requiring a company to develop its own assumptions In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. |
Business Combinations | Business Combinations We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed, and intangible assets acquired based on their estimated fair values. The assets acquired, liabilities assumed, and contingent purchase consideration are recorded at fair value on the acquisition date. These estimates are inherently uncertain and are subject to refinement. Management develops estimates based on assumptions as part of the purchase price allocation process to value the assets acquired, and liabilities assumed as of the acquisition date. As a result, during the preliminary purchase price measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, the Company will record any subsequent adjustments to the assets acquired or liabilities assumed in operating expenses in the period in which the adjustments were determined. |
Segment Reporting | Segment Reporting The Company has determined in accordance with ASC 280, Segment Reporting |
Share Based Compensation | Share Based Compensation The Board of Directors approved the Company’s 2020 Omnibus Incentive Plan, which enables the Company to grant stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock, other share based awards and cash awards to directors, employees and consultants to improve the ability of the Company to attract, retain, and motivate individuals upon whom the Company’s sustained growth and financial success depend, by providing such persons with an opportunity to acquire or increase their proprietary interest in the Company. We measure the employee stock-based awards at grant-date fair value using provisions of ASC 718 – Stock Compensation and record compensation expense over the vesting period of the award. The Company made an accounting election upon adoption of Accounting Standard Update (“ASU”) 2016-09 and will recognize forfeitures when they occur . The Company treated equity awards granted to non-employee directors similarly to the equity awards to employees upon adoption of ASU 2018-07. |
New Accounting Pronouncements | New Accounting Pronouncements Recent Accounting Pronouncements Adopted in 2020 Fair Value Measurement — Disclosure Framework In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement.” This ASU eliminates, modifies, and adds certain disclosure requirements on fair value measurements. Entities are no longer required to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, but public companies are required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. For public companies, this ASU is effective for financial statements issued for annual periods beginning after December 15, 2019, and interim periods within those annual periods, with early adoption permitted. Entities were permitted to early adopt any eliminated or amended disclosures and delay adoption of the additional disclosure requirements until the effective date. We adopted this ASU on the effective date of January 1, 2020. The adoption of this accounting standard update has not had a material impact on our consolidated financial statements and disclosures. Pronouncements Not Yet Adopted Leases In February 2016, the FASB issued ASU 2016-02, Leases The Company is still assessing the impact Topic 842 will have on its future revenue and expenses. The new accounting standard is effective for the annual reporting period ended December 31, 2022 with an effective date of January 1, 2022, and the interim reporting periods beginning January 1, 2023. Early adoption is permitted. Management is currently assessing the impact the adoption of this standard will have on the Company’s consolidated financial statements as well as the available transition methods. Financial Instruments — Credit Losses In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Measurement of expected credit losses is to be based on relevant forecasts that affect collectability. The scope of financial assets within the CECL methodology is broad and includes trade receivables from certain revenue transactions and certain off-balance sheet credit exposures. Different components of the guidance require modified retrospective or prospective adoption. As amended by ASU 2019-10, the ASU 2016-13 is effective for the annual reporting period beginning on or after December 15, 2022. The Company believes ASU 2016-13 will only have applicability to the Company’s receivables from revenue transactions, or trade receivables, except those arising from rental revenues as ASU 2016-13 does not apply to receivables arising from operating leases. The Company is currently evaluating whether the new guidance, while limited to our non-operating lease trade receivables, will have an impact on the consolidated financial statements or existing internal controls. Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting (Topic 848) In March 2020, the FASB issued ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting (Topic 848) The new standard was effective upon issuance and generally can be applied to applicable contract modifications through December 31, 2022. The amendments of this ASU should be applied on a prospective basis. Our potential exposure related to the expected cessation of LIBOR is limited to the interest expense we incur on our Credit Facility. We are currently evaluating the impact of the transition from LIBOR to alternative reference interest rates. We cannot predict the effect of the potential changes to or elimination of LIBOR, the establishment and use of alternative rates or benchmarks, but do not expect a significant impact on our consolidated financial position, and results of operations. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost and depreciated over their estimated useful lives using the straight-line method. The Company capitalizes expenditures for equipment, leasehold improvements, and rental fleet. Expenditures for repairs, maintenance, and minor renewals are expensed as incurred. Expenditures for betterments and major renewals that significantly extend the useful life of the asset are capitalized in the period incurred. When equipment is sold or otherwise disposed of, the cost and related accumulated depreciation are removed from the balance sheet, with any resulting gain or loss being reflected in income from operations. The Company assigns useful lives to property and equipment categories as follows: Estimated Useful Life Transportation equipment 2 – 5 years Machinery and equipment 3 – 20 years Office equipment 5 – 7 years Computer equipment 2 – 5 years Leasehold improvements 3 – 15 years The estimated useful lives are reviewed at each financial year-end and adjusted prospectively, if appropriate. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Estimated useful lives of Property and Equipment | The Company assigns useful lives to property and equipment categories as follows: Estimated Useful Life Transportation equipment 2 – 5 years Machinery and equipment 3 – 20 years Office equipment 5 – 7 years Computer equipment 2 – 5 years Leasehold improvements 3 – 15 years |
Schedule of Estimated Useful Lives of Definite Lived Intangible Assets | Intangible assets with a finite life consist of customer relationships, non-compete agreements, tradenames and favorable market rent and are carried at cost less accumulated amortization. The estimated useful lives of the definite lived intangible assets are as follows: Estimated Useful Life Customer relationships 10 years Non-compete agreements 3 – 5 years Tradenames 5 – 10 years Favorable market rent 10 years |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Summary of Disaggregated Revenues | The following table summarizes the Company’s disaggregated revenues as presented in the Consolidated Statement of Operations for the year ended December 31, 2020 and 2019 by revenue type, and by the applicable accounting standard. Year ended December 31, 2020 Year ended December 31, 2019 Topic 840 Topic 606 Total Topic 840 Topic 606 Total Revenues: New and used equipment sales $ — $ 410.3 $ 410.3 $ — $ 244.6 $ 244.6 Parts sales — 129.6 129.6 — 82.7 82.7 Service revenue — 128.5 128.5 — 92.7 92.7 Rental revenue 118.8 — 118.8 95.2 — 95.2 Rental equipment sales — 86.4 86.4 — 42.2 42.2 Net revenue $ 118.8 $ 754.8 $ 873.6 $ 95.2 $ 462.2 $ 557.4 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Summary of Components of Inventories, Net | December 31, December 31, 2020 2019 New equipment $ 153.5 $ 89.5 Used equipment 31.4 21.5 Work in process 5.4 3.3 Parts 41.6 24.8 Gross Inventory $ 231.9 $ 139.1 Inventory reserve (2.9 ) (1.9 ) $ 229.0 $ 137.2 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net, consisted of the following (amounts in millions): December 31, December 31, 2020 2019 Land $ 0.1 $ — Rental fleet 418.5 285.1 Equipment and leasehold improvements: Machinery and equipment 5.5 3.4 Autos and trucks 7.0 4.6 Leasehold improvements 8.7 7.0 Office equipment 3.1 2.3 Computer equipment 9.4 6.2 Total Cost $ 452.3 $ 308.6 Less: accumulated depreciation and amortization Rental fleet (124.6 ) (100.0 ) Equipment, auto and trucks, leasehold improvements and computer and office equipment (15.8 ) (12.1 ) Total accumulated depreciation and amortization (140.4 ) (112.1 ) $ 311.9 $ 196.5 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amount of Goodwill in Total and by Reportable Segment | The following table summarizes the changes in the carrying amount of goodwill in total and by reportable segment during the years ended December 31, 2019 and 2020, respectively (amounts in millions): Material Handling Construction Equipment Total Balance, January 1, 2019 $ 3.8 $ 3.8 $ 7.6 Additions 1.0 — 1.0 Balance, December 31, 2019 $ 4.8 $ 3.8 $ 8.6 Additions 5.4 10.3 15.7 Balance, December 31, 2020 $ 10.2 $ 14.1 $ 24.3 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Gross Carrying Amount of Intangible Assets and Accumulated Amortization | The gross carrying amount of intangible assets and accumulated amortization as of December 31, 2020 and 2019 were as follows (amounts in millions): December 31, 2020 December 31, 2019 Gross carrying amount Accumulated amortization Net carrying amount Gross carrying amount Accumulated amortization Net carrying amount Customer relationships $ 25.9 $ (3.1 ) $ 22.8 $ 5.4 $ (2.8 ) $ 2.6 Non-compete agreements 0.8 (0.1 ) 0.7 0.4 (0.3 ) 0.1 Tradenames 1.6 (0.4 ) 1.2 0.7 (0.4 ) 0.3 Favorable Market Rent 1.7 (0.1 ) 1.6 — — — Total $ 30.0 $ (3.7 ) $ 26.3 $ 6.5 $ (3.5 ) $ 3.0 |
Schedule of Estimated Amortization Expense Other Intangible Assets | As of December 31, 2020, estimated amortization expense for other intangible assets for each of the next five years and thereafter was as follows (amounts in millions): Years ending December 31, Amount 2021 $ 3.1 2022 3.1 2023 3.1 2024 3.1 2025 2.8 Thereafter 11.1 Total $ 26.3 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | The Company’s long-term debt consists of the following (amounts in millions): December 31, December 31, 2020 2019 Term Loan $ 149.2 $ — Senior lien holder — 71.2 OEM captive lender — 14.8 Subordinated debt — 6.7 First lien lender – term loan — 4.3 Subtotal $ 149.2 $ 97.0 Unamortized debt issuance costs (1.8 ) (2.5 ) Debt discount (4.6 ) (0.9 ) Total debt $ 142.8 $ 93.6 Less: Current maturities of long-term debt, net (7.8 ) (7.1 ) Long-term debt, net $ 135.0 $ 86.5 |
Schedule of Long Term Debt Maturities | Long term debt maturities, excluding unamortized debt discounts and debt issuance costs, are as follows (amounts in millions): Years ending December 31, Amount 2021 $ 7.8 2022 7.8 2023 7.8 2024 7.8 2025 118.0 Thereafter — $ 149.2 |
Capital Leases (Tables)
Capital Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Capital Lease Obligations [Abstract] | |
Schedule of Minimum Future Lease Payments Under Capital Leases | Minimum future lease payments under capital leases described above for each of the next five years and in the aggregate are as follows (amounts in millions): Years ending December 31, Amount 2021 $ 0.9 2022 0.4 2023 0.1 2024 0.1 2025 — $ 1.5 Less: current portion presented in Other current liabilities (0.9 ) Long-term capital lease obligation $ 0.6 |
Operating Leases - Lessor (Tabl
Operating Leases - Lessor (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Schedule of Minimum Rentals Receivable | Approximate minimum rentals receivable under such leases for each of the next four years are as follows (amounts in millions): Years ending December 31, Amount 2021 $ 3.0 2022 0.9 2023 0.3 2024 0.1 2025 — $ 4.3 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Minimum Future Payments under Operating Leases | Minimum future payments under the operating leases described above and in Note 4 for each of the next five years and thereafter and in the aggregate are as follows (amounts in millions): Years ending December 31, Amount 2021 $ 23.5 2022 21.5 2023 19.5 2024 18.1 2025 14.7 Thereafter 40.2 $ 137.5 |
Schedule of Future Guaranteed Purchase Obligations Under Capital Leases | Future guaranteed purchase obligations under capital leases for each of the next five years and thereafter are as follows (amounts in millions): Years ending December 31, Amount 2021 $ 2.1 2022 2.4 2023 2.2 2024 1.8 2025 0.5 Thereafter — $ 9.0 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Benefit | The income tax benefit for the years ended December 31, 2020 and 2019 consisted of the following: December 31, 2020 2019 Federal taxes-current $ — $ — Federal taxes-deferred 5.0 — State taxes-current — — State taxes-deferred 1.6 — $ 6.6 $ — |
Schedule of Reconciliation of Income Tax Benefit | For the years ended December 31, 2020 and 2019, the reconciliation between the income tax benefit computed by applying the statutory U.S. federal income tax rate to the pre-tax loss before income taxes and total income tax expense recognized in the financial statements was as follows: December 31, 2020 2019 Income tax (expense) benefit at statutory U.S. federal rate $ 4.3 $ — Income tax (expense) benefit at statutory U.S. states, net 1.2 — Permanent differences: — Officer's life insurance 1.7 — Other (0.6 ) — Total income tax benefit $ 6.6 $ — |
Schedule of Components of Deferred Tax Assets and Liabilities | The components of deferred tax assets and liabilities as of December 31, 2020 and 2019 were as follows: December 31, 2020 2019 Deferred Tax Assets Net operating loss carryforwards $ 4.7 $ — Deferred revenue 0.6 — Accounts receivable and inventories 3.8 — Goodwill & intangibles 6.0 — Accrued liabilities 2.8 — Deferred payroll taxes and other 2.0 — Gross deferred tax assets 19.9 — Deferred Tax Liabilities — Property and equipment (18.2 ) — Prepaid expenses (1.2 ) — Gross deferred tax liabilities (19.4 ) — — Deferred tax assets, net $ 0.5 $ — |
Share Based Compensation (Table
Share Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Share Based Compensation Restricted Stock Awards | The following table shows the number of restricted stock awards that were granted and vested during 2020: Restricted Stock Awards Number of units Weighted average grant date fair value Granted 690,000 $ 7.60 Vested (390,000 ) $ 7.60 Forfeited — $ — As of December 31, 2020 300,000 $ 7.60 |
Fair Value Instruments (Tables)
Fair Value Instruments (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Summary of Recurring Measures at Fair Value by Level of Hierarchy | The following table sets forth, by level of hierarchy, the Company’s recurring measures at fair value as of December 31, 2020 and 2019 (amounts in millions): December 31, 2020 Level 1 Level 2 Level 3 Liabilities: Contingent consideration $ — $ — $ 1.8 December 31, 2019 Level 1 Level 2 Level 3 Liabilities: Warrants $ — $ — $ 29.6 |
Summary of Changes to Level 3 Instruments | The following is a summary of changes to level 3 instruments during the year ended December 31, 2020 and 2019, which were recognized in a separate line item on the Consolidated Statements of Operations (amounts in millions): Warrants Balance, January 1, 2019 $ 1.7 Warrants granted during the period — Change in fair value during the period 27.9 Balance, December 31, 2019 $ 29.6 Warrants settled at reverse recapitalization (29.6 ) Balance, December 31, 2020 $ — Contingent Consideration Balance, January 1, 2020 $ — Acquisition of PeakLogix 1.0 Acquisition of Hilo 0.8 Change in fair value — Balance, December 31, 2020 $ 1.8 |
Summary of Level 3 Financial Instruments, Valuation Techniques Used to Measure Fair Value and Significant Unobservable Inputs and Ranges of Value | Instrument Fair Value 12/31/2020 Fair Value 12/31/2019 Principal Valuation Technique Significant Unobservable Inputs Contingent consideration $ 1.8 $ — Probability weighted range of outcomes See above Warrants $ — $ 29.6 Market approach See above |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Business Acquisition [Line Items] | |
Summary of Net Assets Acquired from Acquisition | The following table summarizes the net assets acquired from the acquisitions in 2020 (amounts in millions): Flagler Liftech Peak Hilo Martin Howell Vantage Total Cash $ 0.4 $ — $ 3.0 $ 2.1 $ — $ — $ — $ 5.5 Accounts receivable 15.1 4.4 4.6 5.4 1.0 5.3 3.6 39.4 Inventory 37.5 9.6 0.4 4.7 6.8 6.3 7.6 72.9 Prepaid and other assets 0.5 1.0 0.2 0.2 — — 0.4 2.3 Rental fleet, net 47.8 4.7 — 7.5 6.3 12.4 15.9 94.6 Property and equipment, net 2.9 1.2 0.2 1.7 — 1.1 0.9 8.0 Intangible assets 14.6 1.2 5.8 2.4 1.5 — — 25.5 Goodwill 5.8 1.5 0.7 3.2 0.8 3.2 0.5 15.7 Total Assets $ 124.6 $ 23.6 $ 14.9 $ 27.2 $ 16.4 $ 28.3 $ 28.9 $ 263.9 Floor plan payable (29.0 ) (3.5 ) — (4.4 ) — (0.8 ) (2.5 ) (40.2 ) Accounts payable (14.0 ) (1.6 ) (1.5 ) (2.8 ) (0.2 ) (1.0 ) (1.5 ) (22.6 ) Accrued expenses (4.1 ) — (0.1 ) (0.3 ) (0.1 ) (0.1 ) (0.6 ) (5.3 ) Other current liabilities — (0.1 ) (3.9 ) (0.4 ) — — (0.1 ) (4.5 ) Other liabilities (1.3 ) — — — — — — (1.3 ) Total Liabilities $ (48.4 ) $ (5.2 ) $ (5.5 ) $ (7.9 ) $ (0.3 ) $ (1.9 ) $ (4.7 ) $ (73.9 ) Net Assets Acquired $ 76.2 $ 18.4 $ 9.4 $ 19.3 $ 16.1 $ 26.4 $ 24.2 $ 190.0 Assets acquired net of cash $ 75.8 $ 18.4 $ 6.4 $ 17.2 $ 16.1 $ 26.4 $ 24.2 $ 184.5 |
Summary of Pro Forma Information | The following table provides the pro forma balance sheet of Alta Equipment Group Inc. as of December 31, 2019 as if Flagler had been acquired on December 31, 2019. As NITCO was acquired by Alta effective May 1, 2019, they are included within the Alta amounts as of December 31, 2019. (in millions, except share and per share amounts) The Company Flagler Pro Forma Pro Forma Combined ASSETS CURRENT ASSETS Cash $ — $ 4.0 $ 4.0 Accounts receivable, net 101.2 10.5 111.7 Inventories, net 137.2 31.3 168.5 Prepaid expenses and other current assets 5.7 0.8 6.5 Total current assets 244.1 46.6 290.7 PROPERTY AND EQUIPMENT, NET 196.5 52.7 249.2 OTHER ASSETS Goodwill 8.6 22.8 31.4 Intangible assets, net 3.0 — 3.0 Other assets 2.0 — 2.0 Total other assets 13.6 22.8 36.4 TOTAL ASSETS $ 454.2 $ 122.1 $ 576.3 LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) CURRENT LIABILITIES Lines of credit $ 72.5 $ 34.4 106.9 Floor plan payable — new equipment 87.7 — 87.7 Floor plan payable — used and rental equipment 112.5 — 112.5 Current portion of long-term debt 7.1 — 7.1 Accounts payable 31.1 8.3 39.4 Customer deposits 7.2 — 7.2 Accrued expenses 16.0 3.5 19.5 Other current liabilities 9.3 — 9.3 Total current liabilities 343.4 46.2 389.6 LONG-TERM LIABILITIES Long-term debt, net of current portion 86.5 — 86.5 Capital lease obligations, net of current portion 1.4 — 1.4 Buyback residual obligations, net of current portion 0.7 — 0.7 Guaranteed purchase obligation, net of current portion 9.0 — 9.0 Lease liability, net of current portion 3.7 — 3.7 Other liabilities 3.1 — 3.1 Warrant liability 29.6 — 29.6 TOTAL LIABILITIES $ 477.4 $ 46.2 $ 523.6 STOCKHOLDERS’ EQUITY (DEFICIT) Additional paid-in capital — 75.9 75.9 Retained earnings (deficit) (23.2 ) — (23.2 ) TOTAL STOCKHOLDERS’ EQUITY (DEFICIT) (23.2 ) 75.9 52.7 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) $ 454.2 $ 122.1 $ 576.3 The following table provides the pro forma statement of operations of Alta Equipment Group Inc. for the year ended December 31, 2019 as if NITCO and Flagler had been acquired on January 1, 2019. NITCO was acquired by Alta effective May 1, 2019. Flagler was acquired on February 14, 2020. Pursuant to ASC 805, pro forma disclosures should be reported whenever the year or interim period of the acquisition is presented. The pro forma results do not include any anticipated cost synergies or other effects of the integration of these entities into Alta. (in millions, except share and per share amounts) The Company Pro Forma Alta Pro Forma NITCO Pro Forma Flagler Pro Forma Pro Forma Combined Revenues: New, used and rental equipment sales $ 286.8 $ — $ 286.8 $ 24.5 $ 114.2 $ 425.5 Parts sales 82.7 — 82.7 6.5 30.2 119.4 Service revenue 92.7 — 92.7 8.3 15.3 116.3 Rental revenue 95.2 — 95.2 5.9 17.3 118.4 Net revenue $ 557.4 $ — $ 557.4 $ 45.2 $ 177.0 $ 779.6 Cost of revenues: New, used and rental equipment sales 251.8 — 251.8 21.7 102.0 375.5 Parts sales 54.1 — 54.1 3.7 23.5 81.3 Service revenue 34.6 — 34.6 2.0 8.5 45.1 Rental revenue 17.5 — 17.5 0.6 2.1 20.2 Rental depreciation 47.3 — 47.3 3.5 12.0 62.8 Cost of revenue $ 405.3 $ — $ 405.3 $ 31.5 $ 148.1 $ 584.9 Gross profit $ 152.1 $ — $ 152.1 $ 13.7 $ 28.9 $ 194.7 General and administrative expenses 137.6 (0.3 ) 137.3 12.5 27.2 177.0 Depreciation and amortization expense 2.8 — 2.8 0.2 1.0 4.0 Total general and administrative expenses 140.4 (0.3 ) 140.1 12.7 28.2 181.0 Income (loss) from operations $ 11.7 $ 0.3 $ 12.0 $ 1.0 $ 0.7 $ 13.7 Other income (expense) Interest expense (20.5 ) (1.0 ) (21.5 ) (0.2 ) (0.9 ) (22.6 ) Other income 1.3 — 1.3 0.4 0.5 2.2 Change in fair market value of warrants (27.9 ) — (27.9 ) — — (27.9 ) Total other income (expense) $ (47.1 ) $ (1.0 ) $ (48.1 ) $ 0.2 $ (0.4 ) $ (48.3 ) Loss before taxes $ (35.4 ) $ (0.7 ) $ (36.1 ) $ 1.2 $ 0.3 $ (34.6 ) Income tax benefit — — — — — — Net income (loss) $ (35.4 ) $ (0.7 ) $ (36.1 ) $ 1.2 $ 0.3 $ (34.6 ) |
Peak Logix LLC | |
Business Acquisition [Line Items] | |
Summary of Purchase Price Allocation | The following table summarizes the components of the purchase price at June 12, 2020: Cash consideration paid * $ 5.7 Promissory Note 1.0 Present value of non-contingent earn-out liability 1.7 Earn-out liability 1.0 Total purchase price $ 9.4 |
Hilo Equipment & Services | |
Business Acquisition [Line Items] | |
Summary of Purchase Price Allocation | The following table summarizes the component of the purchase price at July 1, 2020: Cash consideration paid * $ 18.5 Earn-out liability 0.8 Total purchase price $ 19.3 |
Northland Industrial Truck Co., Inc | |
Business Acquisition [Line Items] | |
Summary of Net Assets Acquired from Acquisition | The following table summarizes the net assets acquired from the acquisition in 2019 (amounts in millions): NITCO Accounts receivable $ 13.9 Other current & non-current assets 0.5 Inventory 35.7 Guaranteed purchase obligation asset 9.7 Property, plant, and equipment 18.8 Identifiable intangible assets 3.3 Goodwill 1.0 Total Assets $ 82.9 Accounts payable (5.2 ) Guaranteed purchase obligation liability (9.7 ) Capital lease obligations (1.3 ) Other liabilities (1.1 ) Total Liabilities $ (17.3 ) Net Assets Acquired $ 65.6 |
FlaglerCE Holdings LLC | |
Business Acquisition [Line Items] | |
Summary of Pro Forma Information | December 31, 2020 1/1-12/31 1/1-2/14 The Company Flagler Total Total revenues $ 873.6 $ 25.8 $ 899.4 Net loss $ (24.0 ) $ (0.1 ) $ (24.1 ) |
Union Pension Plan (Tables)
Union Pension Plan (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Compensation And Retirement Disclosure [Abstract] | |
Summary of Multiple Employer Pension Plans | Multiple Employer Pension Plans (amounts in thousands): Pension Fund EIN Pension Protection Act Zone Status & Plan Year- End FIP/RP Status Contributions of Alta Equipment Group Inc. and Subsidiaries Surcharge Imposed Expiration Date of Collective- Bargaining Agreement 2020 2019 2020 2019 Operating Engineers I.U.O.E. Local 37 Pension Trust 52-6128064 — Green 12/31/2018 None $ — $ 10 No 3/31/2020 Midwest Operating Engineers Local Union No. 150 Pension Trust Fund 36-6140097 Green 3/31/2020 Green 3/31/2019 Implemented 1,472 1,186 No 5/31/2021 Operating Engineers Local Union No. 324 Pension Fund 38-1900637 Red 4/30/2020 Red 4/30/2019 Implemented 783 745 No 9/30/2021 Central Pension Fund of the International Union of Operation Engineers Local Union No. 649 and 841 36-6052390 Green 1/31/2020 Green 1/31/2019 None 70 70 No 3/31/2021 Upstate New York Engineers Pension Fund Local Union 17C Engineers Local Union No. 639 15-0614642 Red 3/31/2020 — Implemented 52 — No 11/30/2021 Central Pension Fund of Operating Engineers Local Union 17C 36-6052390 Green 1/31/2020 — None 19 — No 11/30/2021 Central Pension Fund of the International Union of Operating Engineers Local 158 District 832 36-6052390 Green 1/31/2020 — None 72 — No 12/7/2024 Central Pension Fund of the International Union of Operating Engineers 36-6052390 Green 1/31/2020 — None — — No various Operating Engineers Local 825 Fund 22-6033380 Green 6/30/2020 — None — — No various $ 2,468 $ 2,011 |
Segments (Tables)
Segments (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Results of Operations by Reportable Segment | The following table presents the Company’s results of operations by reportable segment for the year ended December 31, 2020 (amounts in millions): Material Handling Construction Equipment Corporate Total New and used equipment sales $ 225.1 $ 185.2 $ — $ 410.3 Parts sales 60.8 68.8 — 129.6 Service revenue 83.9 44.6 — 128.5 Rental revenue 46.9 71.9 — 118.8 Rental equipment sales 16.9 69.5 — 86.4 Total revenue $ 433.6 $ 440.0 $ — $ 873.6 Interest expense 5.7 10.6 7.5 23.8 Depreciation and amortization 24.0 51.0 — 75.0 Net income (loss) $ 10.3 $ (19.9 ) $ (14.4 ) $ (24.0 ) The following table presents the Company’s results of operations by reportable segment for the year ended December 31, 2019 (amounts in millions): Material Handling Construction Equipment Corporate Total New and used equipment sales $ 151.1 $ 93.5 $ — $ 244.6 Parts sales 50.1 32.6 — 82.7 Service revenue 66.8 25.9 — 92.7 Rental revenue 38.3 56.9 — 95.2 Rental equipment sales 6.0 36.2 — 42.2 Total revenue $ 312.3 $ 245.1 $ — $ 557.4 Interest expense 4.6 7.8 8.1 20.5 Depreciation and amortization 17.0 33.1 — 50.1 Net income (loss) $ 11.6 $ (6.1 ) $ (40.9 ) $ (35.4 ) |
Summary of Identified Assets by Reportable Segment | The following table presents the Company’s identified assets by reportable segment for the period ending December 31, 2020 and 2019 (amounts in millions): December 31, 2020 December 31, 2019 Segment assets: Material handling $ 256.4 $ 207.5 Construction equipment 488.5 246.0 Corporate 1.3 0.7 Total assets $ 746.2 $ 454.2 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | Dec. 22, 2020$ / shares | Nov. 03, 2020USD ($)shares | Oct. 30, 2020shares | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($)vendorSegment$ / shares | Dec. 31, 2019USD ($)$ / shares |
Summary Of Significant Accounting Policies [Line Items] | ||||||
Number of vendors | vendor | 2 | |||||
Percentage of purchases of inventory and related equipment and rental fleet from vendors | 40.00% | 43.00% | ||||
Accounts receivable, net of allowances | $ 7,100,000 | $ 4,400,000 | ||||
Finance charges included in receivables | 400,000 | 700,000 | ||||
Inventory valuation reserves | $ 2,900,000 | 1,900,000 | ||||
Property and equipment, depreciation methods | straight-line basis | |||||
Impairment of long-lived assets | $ 0 | 0 | ||||
Goodwill impairment | $ 0 | 0 | ||||
Deferred financing costs and debt discounts | 9,800,000 | 5,800,000 | ||||
Accumulated amortization of deferred financing costs and debt discounts | 1,800,000 | 1,900,000 | ||||
Advertising and marketing costs | 3,500,000 | 2,700,000 | ||||
Offering costs offset from proceeds of reverse capitalization | 2,600,000 | |||||
Deferred as prepaid expenses and other current assets | $ 7,600,000 | 700,000 | ||||
Offering costs reclassified as additional paid-in-capital | $ 400,000 | |||||
Preferred stock, dividend rate, percentage | 10.00% | |||||
Preferred stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Offering costs offset of proceeds from depositary shares | $ 1,800,000 | |||||
Provision for federal income taxes | $ (5,000,000) | $ 0 | ||||
Partnership owned percentage in operating entity | 100.00% | |||||
Number of reportable segments | Segment | 2 | |||||
ASC 280 | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Number of reportable segments | Segment | 2 | |||||
Reportable segments description | The Company has determined in accordance with ASC 280, Segment Reporting (“Topic 280”), that it has two reportable segments: 1) Material Handling and 2) Construction Equipment. | |||||
10% Series A Cumulative Perpetual Preferred Stock | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Depositary receipt ratio | 0.001 | 0.001 | ||||
Preferred stock, dividend rate, percentage | 10.00% | 10.00% | ||||
Preferred stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Howell Tractor and Equipment, LLC | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Name of acquired entity | Howell Tractor and Equipment, LLC. | |||||
Business acquisition, shares issued | shares | 507,143 | 507,143 | ||||
Business acquisition, related costs | $ 200,000 | |||||
Automated Equipment Installation and System Integration Services | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Deferred revenue | $ 9,600,000 | 4,700,000 | ||||
Service Sales Agreements | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Deferred revenue | 9,600,000 | 4,700,000 | ||||
Rental Agreements | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Deferred revenue | 9,600,000 | 4,700,000 | ||||
Equipment | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Lease liability | 3,800,000 | 5,500,000 | ||||
Recognized liability for guarantee to repurchase | 9,000,000 | 12,500,000 | ||||
Interest Expense | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Amortization of deferred costs | $ 1,800,000 | $ 1,000,000 | ||||
Minimum | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Property, plant and equipment, estimated useful lives | P5Y | |||||
Revenue from guaranteed maintenance contracts | 3 years | |||||
Maximum | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Cash equivalents, original maturity | 3 months | |||||
Property, plant and equipment, estimated useful lives | ten years | |||||
Revenue from guaranteed maintenance contracts | 5 years | |||||
Contract term | 1 year | |||||
Preliminary purchase price measurement period | 1 year |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Useful Lives to Property And Equipment Categories (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Minimum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | P5Y |
Maximum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | ten years |
Transportation equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 2 years |
Transportation equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 5 years |
Machinery and equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 3 years |
Machinery and equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 20 years |
Office equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 5 years |
Office equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 7 years |
Computer equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 2 years |
Computer equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 5 years |
Leasehold Improvements | Minimum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 3 years |
Leasehold Improvements | Maximum | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 15 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives of Definite Lived Intangible Assets (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Customer Relationships | |
Finite Lived Intangible Assets [Line Items] | |
Intangible assets, estimated useful life | 10 years |
Non-compete Agreements | Minimum | |
Finite Lived Intangible Assets [Line Items] | |
Intangible assets, estimated useful life | 3 years |
Non-compete Agreements | Maximum | |
Finite Lived Intangible Assets [Line Items] | |
Intangible assets, estimated useful life | 5 years |
Tradenames | Minimum | |
Finite Lived Intangible Assets [Line Items] | |
Intangible assets, estimated useful life | 5 years |
Tradenames | Maximum | |
Finite Lived Intangible Assets [Line Items] | |
Intangible assets, estimated useful life | 10 years |
Favorable Market Rent | |
Finite Lived Intangible Assets [Line Items] | |
Intangible assets, estimated useful life | 10 years |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Disaggregated Revenues (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues: | ||
Net revenue | $ 873.6 | $ 557.4 |
Accounting Standards Update Topic 840 | ||
Revenues: | ||
Net revenue | 118.8 | 95.2 |
Topic 606 | ||
Revenues: | ||
Net revenue | 754.8 | 462.2 |
New and Used Equipment Sales | ||
Revenues: | ||
Net revenue | 410.3 | 244.6 |
New and Used Equipment Sales | Topic 606 | ||
Revenues: | ||
Net revenue | 410.3 | 244.6 |
Parts Sales | ||
Revenues: | ||
Net revenue | 129.6 | 82.7 |
Parts Sales | Topic 606 | ||
Revenues: | ||
Net revenue | 129.6 | 82.7 |
Service Revenue | ||
Revenues: | ||
Net revenue | 128.5 | 92.7 |
Service Revenue | Topic 606 | ||
Revenues: | ||
Net revenue | 128.5 | 92.7 |
Rental Revenue | ||
Revenues: | ||
Net revenue | 118.8 | 95.2 |
Rental Revenue | Accounting Standards Update Topic 840 | ||
Revenues: | ||
Net revenue | 118.8 | 95.2 |
Rental Equipment Sales | ||
Revenues: | ||
Net revenue | 86.4 | 42.2 |
Rental Equipment Sales | Topic 606 | ||
Revenues: | ||
Net revenue | $ 86.4 | $ 42.2 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation Of Revenue [Line Items] | ||
Net revenue | $ 873.6 | $ 557.4 |
Revenue recognized from guaranteed maintenance contracts | 16.4 | $ 15.7 |
Automated Equipment Installation and System Integration Services | ||
Disaggregation Of Revenue [Line Items] | ||
Net revenue | $ 14.9 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Related Party Lease Agreements | ||
Related Party Transaction [Line Items] | ||
Operating lease, Rent expense | $ 4.8 | $ 4.6 |
Inventories - Summary of Compon
Inventories - Summary of Components of Inventories, Net (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
New equipment | $ 153.5 | $ 89.5 |
Used equipment | 31.4 | 21.5 |
Work in process | 5.4 | 3.3 |
Parts | 41.6 | 24.8 |
Inventory, Gross | 231.9 | 139.1 |
Inventory reserve | (2.9) | (1.9) |
Inventory, Net | $ 229 | $ 137.2 |
Inventories - Additional Inform
Inventories - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | ||
Capitalized direct labor expense included in work in process | $ 1.7 | $ 1.2 |
Rental depreciation expense under short-term leases with purchase options | $ 3 | $ 3.4 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Property Plant and Equipment [Line Items] | ||
Total Cost | $ 452.3 | $ 308.6 |
Total accumulated depreciation and amortization | (140.4) | (112.1) |
Property and equipment, net | 311.9 | 196.5 |
Land | ||
Property Plant and Equipment [Line Items] | ||
Total Cost | 0.1 | |
Rental Fleet | ||
Property Plant and Equipment [Line Items] | ||
Total Cost | 418.5 | 285.1 |
Total accumulated depreciation and amortization | (124.6) | (100) |
Machinery and Equipment | ||
Property Plant and Equipment [Line Items] | ||
Total Cost | 5.5 | 3.4 |
Autos and Trucks | ||
Property Plant and Equipment [Line Items] | ||
Total Cost | 7 | 4.6 |
Leasehold Improvements | ||
Property Plant and Equipment [Line Items] | ||
Total Cost | 8.7 | 7 |
Office Equipment | ||
Property Plant and Equipment [Line Items] | ||
Total Cost | 3.1 | 2.3 |
Computer Equipment | ||
Property Plant and Equipment [Line Items] | ||
Total Cost | 9.4 | 6.2 |
Equipment, Auto and Trucks, Leasehold Improvements and Computer and Office Equipment | ||
Property Plant and Equipment [Line Items] | ||
Total accumulated depreciation and amortization | $ (15.8) | $ (12.1) |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Property Plant and Equipment [Line Items] | ||
Depreciation and amortization on property and equipment | $ 75 | $ 50.1 |
Capital leases assets, gross carrying values | 4 | 3.5 |
Capital leases assets, accumulated amortization balances | 2.5 | 1.3 |
GPO Assets | 13 | 18.4 |
Property and Equipment | ||
Property Plant and Equipment [Line Items] | ||
Depreciation and amortization on property and equipment | 69.7 | 46.4 |
Rental Fleet | ||
Property Plant and Equipment [Line Items] | ||
Capital leases assets, accumulated amortization balances | $ 418.5 | $ 285.1 |
Goodwill - Schedule of Changes
Goodwill - Schedule of Changes in Carrying Amount of Goodwill in Total and by Reportable Segment (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Goodwill [Line Items] | ||
Beginning balance | $ 8.6 | $ 7.6 |
Additions | 15.7 | 1 |
Ending balance | 24.3 | 8.6 |
Material Handling | ||
Goodwill [Line Items] | ||
Beginning balance | 4.8 | 3.8 |
Additions | 5.4 | 1 |
Ending balance | 10.2 | 4.8 |
Construction Equipment | ||
Goodwill [Line Items] | ||
Beginning balance | 3.8 | 3.8 |
Additions | 10.3 | |
Ending balance | $ 14.1 | $ 3.8 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Gross Carrying Amount of Intangible Assets and Accumulated Amortization (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 30 | $ 6.5 |
Accumulated amortization | (3.7) | (3.5) |
Net carrying amount | 26.3 | 3 |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 25.9 | 5.4 |
Accumulated amortization | (3.1) | (2.8) |
Net carrying amount | 22.8 | 2.6 |
Non-compete Agreements | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 0.8 | 0.4 |
Accumulated amortization | (0.1) | (0.3) |
Net carrying amount | 0.7 | 0.1 |
Tradenames | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 1.6 | 0.7 |
Accumulated amortization | (0.4) | (0.4) |
Net carrying amount | 1.2 | $ 0.3 |
Favorable Market Rent | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 1.7 | |
Accumulated amortization | (0.1) | |
Net carrying amount | $ 1.6 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Amortization of intangible assets | $ 2.3 | $ 0.3 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Estimated Amortization Expense Other Intangible Assets (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Finite Lived Intangible Assets Future Amortization Expense [Abstract] | ||
2021 | $ 3.1 | |
2022 | 3.1 | |
2023 | 3.1 | |
2024 | 3.1 | |
2025 | 2.8 | |
Thereafter | 11.1 | |
Net carrying amount | $ 26.3 | $ 3 |
Lines of Credit and Floor Pla_2
Lines of Credit and Floor Plans - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Feb. 14, 2020 | |
Line Of Credit Facility [Line Items] | |||
Recognized interest expense | $ 23,800,000 | $ 20,500,000 | |
Amended and Restated Credit Agreement | Revolving Line of Credit | |||
Line Of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 72,700,000 | ||
Effective interest rate | 3.90% | ||
Amended and Restated Credit Agreement | JP Morgan Chase Bank | Floor Plans | |||
Line Of Credit Facility [Line Items] | |||
Floor plan financing facility | 157,500,000 | $ 85,000,000 | |
Amended and Restated Credit Agreement | JP Morgan Chase Bank | Aggregate Indebtedness | |||
Line Of Credit Facility [Line Items] | |||
Floor plan financing facility | 225,000,000 | 220,000,000 | |
Maximum borrowing capacity | 225,000,000 | ||
Recognized interest expense | 2,300,000 | $ 2,900,000 | |
Amended and Restated Credit Agreement | JP Morgan Chase Bank | Revolving Line of Credit | |||
Line Of Credit Facility [Line Items] | |||
Floor plan financing facility | 300,000,000 | 110,000,000 | |
First Lien Lender | Floor Plans | |||
Line Of Credit Facility [Line Items] | |||
Floor plan financing facility | 40,000,000 | $ 85,000,000 | |
First Lien Lender | JP Morgan Chase Bank | Floor Plans | |||
Line Of Credit Facility [Line Items] | |||
Floor plan financing facility | 35,300,000 | 272,700,000 | |
Maximum borrowing capacity | $ 40,000,000 | 330,000,000 | |
Effective interest rate | 2.90% | ||
Debt issuance costs | 500,000 | ||
First Lien Lender | JP Morgan Chase Bank | ABL Facility | |||
Line Of Credit Facility [Line Items] | |||
Floor plan financing facility | $ 159,100,000 | ||
Maximum borrowing capacity | $ 300,000,000 | ||
Effective interest rate | 2.00% | ||
First Lien Lender | JP Morgan Chase Bank | Floor Plans and ABL Facility | |||
Line Of Credit Facility [Line Items] | |||
Floor plan financing facility | $ 316,600,000 | ||
Maximum borrowing capacity | 525,000,000 | ||
Debt issuance costs | $ 1,500,000 | ||
Original Equipment Manufacturer ("OEM") Captive Lenders and Suppliers | JP Morgan Chase Bank | Maximum | |||
Line Of Credit Facility [Line Items] | |||
Interest only or deferred payment period | 12 months | ||
Original Equipment Manufacturer ("OEM") Captive Lenders and Suppliers | JP Morgan Chase Bank | Floor Plans | |||
Line Of Credit Facility [Line Items] | |||
Floor plan financing facility | $ 122,200,000 | $ 122,600,000 | |
Original Equipment Manufacturer ("OEM") Captive Lenders and Suppliers | JP Morgan Chase Bank | Floor Plans | Minimum | |||
Line Of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 2,000,000 | ||
Effective interest rate | 3.10% | ||
Original Equipment Manufacturer ("OEM") Captive Lenders and Suppliers | JP Morgan Chase Bank | Floor Plans | Maximum | |||
Line Of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 102,000,000 | ||
Effective interest rate | 6.50% |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Details) - USD ($) | Jun. 12, 2020 | May 01, 2019 | Dec. 27, 2017 | May 09, 2014 | Jul. 31, 2018 | Apr. 30, 2018 | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||||||||
Debt instrument, description | In connection with the reverse recapitalization, the Company entered into a new Note Purchase Agreement (the “Term Loan”) dated as of February 3, 2020, for the purposes of, among other things, (i) financing the reverse recapitalization, (ii) financing the acquisitions of Flagler and Liftech; and (iii) providing for the repayment and refinance of a portion of the Company’s prior existing debt. | |||||||
Warrants exercise price | $ 0.01 | |||||||
Subordinated debt | $ 0 | |||||||
Loss on the extinguishment of debt | $ 7,600,000 | |||||||
Peak Logix LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Earn-out payment period | 5 years | |||||||
Present value of non-contingent earn-out liability | $ 1,700,000 | |||||||
Commercial Paper | Peak Logix LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, interest rate | 6.00% | |||||||
Unsecured promissory note | $ 1,000,000 | |||||||
Subordinated Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Payment Terms | On February 14, 2020, in connection with the reverse recapitalization, and in conjunction with entering into the Amended and Restated Credit Agreement and Term Loan, the Company repaid in full the subordinated debt to the former shareholders of Alta Equipment Company and terminated all commitments and discharged all guarantees related to those agreements | |||||||
Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Floor plan financing facility | $ 149,200,000 | |||||||
Debt issuance costs | 6,400,000 | |||||||
Senior Lien Notes and OEM Captive Lender | ||||||||
Debt Instrument [Line Items] | ||||||||
Early call premiums paid to holders | 3,900,000 | |||||||
Notes Payable | Peak Logix LLC | Non-Contingent Consideration | ||||||||
Debt Instrument [Line Items] | ||||||||
Earn-out payment period | 5 years | |||||||
Notes Payable | Peak Logix LLC | Non-Contingent Consideration | Other Liabilities | ||||||||
Debt Instrument [Line Items] | ||||||||
Present value of non-contingent earn-out liability | 1,700,000 | |||||||
Notes Payable | Minimum | Peak Logix LLC | Non-Contingent Consideration | ||||||||
Debt Instrument [Line Items] | ||||||||
Additional earn-out payment | $ 2,000,000 | |||||||
Senior Lien Holder | Note Purchase Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Note payable | $ 40,000,000 | $ 40,000,000 | ||||||
Additional delayed note payable | $ 20,000,000 | 20,000,000 | ||||||
Borrowed against delayed draw commitment | $ 11,500,000 | $ 5,000,000 | $ 3,500,000 | |||||
Percentage of payment-in-kind interest on unpaid principal amount | 10.00% | |||||||
Paid-in-kind interest | $ 11,200,000 | |||||||
Debt instrument, maturity date | Jun. 27, 2023 | |||||||
Warrants issued to purchase percentage of common units outstanding | 25.00% | |||||||
Warrants exercise price | $ 0.01 | |||||||
First Lien and Second Lien Lender | Subordinated Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, maturity date | Dec. 27, 2017 | |||||||
Debt instrument, interest rate | 5.00% | |||||||
Second Lien Lender | Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 155,000,000 | |||||||
Debt instrument, maturity period | 2025-08 | |||||||
Payable in monthly installments | $ 1,900,000 | |||||||
Effective interest rate | 9.80% | |||||||
Second Lien Lender | Term Loan | LIBOR | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, variable rate | 8.00% | |||||||
OEM Captive Lender | ||||||||
Debt Instrument [Line Items] | ||||||||
Note payable | $ 0 | |||||||
OEM Captive Lender | Master Note Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, maturity period | 2024-10 | |||||||
OEM Captive Lender | Master Note Agreement | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, interest rate | 3.29% | |||||||
OEM Captive Lender | Master Note Agreement | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, interest rate | 4.99% |
Long-term Debt - Schedule of Lo
Long-term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Subtotal | $ 149.2 | $ 97 |
Unamortized debt issuance costs | (1.8) | (2.5) |
Debt discount | (4.6) | (0.9) |
Total debt | 142.8 | 93.6 |
Less: Current maturities of long-term debt, net | (7.8) | (7.1) |
Long-term debt, net of current portion | 135 | 86.5 |
Senior Lien Holder | ||
Debt Instrument [Line Items] | ||
Subtotal | 71.2 | |
OEM Captive Lender | ||
Debt Instrument [Line Items] | ||
Subtotal | 14.8 | |
Subordinated Debt | ||
Debt Instrument [Line Items] | ||
Subtotal | 6.7 | |
First Lien Lender – Term Loan | ||
Debt Instrument [Line Items] | ||
Subtotal | $ 149.2 | $ 4.3 |
Long-term Debt - Schedule of _2
Long-term Debt - Schedule of Long Term Debt Maturities (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Maturities Of Long Term Debt [Abstract] | ||
2021 | $ 7.8 | |
2022 | 7.8 | |
2023 | 7.8 | |
2024 | 7.8 | |
2025 | 118 | |
Total | $ 149.2 | $ 97 |
Equity and Warrants - Additiona
Equity and Warrants - Additional Information (Details) | Dec. 22, 2020USD ($)$ / sharesshares | Dec. 27, 2017$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Apr. 30, 2021$ / shares | Feb. 14, 2020$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares |
Equity And Warrants [Line Items] | ||||||
Preferred stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, dividend rate | 10.00% | |||||
Preferred stock, shares issued | 0 | |||||
Liquidation preference of depository shares, value | $ | $ 2,500 | |||||
Liquidation preference of depository, per share | $ / shares | $ 2.50 | |||||
Dividend description | Dividends will be payable quarterly in arrears, on or about the last day of January, April, July and October, beginning on or about April 30, 2021; provided that if any dividend payment date is not a business day, then the dividend which would otherwise have been payable on that dividend payment date may be paid on the next succeeding business day, and no interest, additional dividends or other sums will accumulate. Dividends will accumulate and be cumulative from, and including December 22, 2020, the date of original issuance. | |||||
Common stock, shares authorized | 200,000,000 | |||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | ||||
Class Of Warrant Or Right Outstanding | 33,333.33 | 8,668,746 | ||||
Warrants expire term | 5 years | |||||
Warrants exercise price | $ / shares | $ 0.01 | |||||
Purchase of outstanding warrants upon repayment of senior indebtedness percentage | 75.00% | |||||
Warrants expiration date | Dec. 27, 2027 | |||||
Warrant liability | $ | $ 0 | $ 29,600,000 | ||||
Accounting Standards Update Topic 840 | ||||||
Equity And Warrants [Line Items] | ||||||
Each warrant exercisable for common stock | 1 | |||||
Warrants | ||||||
Equity And Warrants [Line Items] | ||||||
Share Price | $ / shares | $ 11.50 | |||||
Alta Equipment Holdings, Inc. | Reverse Recapitalization | ||||||
Equity And Warrants [Line Items] | ||||||
Preferred stock, par value | $ / shares | $ 0.0001 | |||||
Capital stock, shares authorized | 201,000,000 | |||||
Common stock, shares authorized | 200,000,000 | |||||
Preferred stock, shares authorized | 1,000,000 | |||||
Scenario Forecast | ||||||
Equity And Warrants [Line Items] | ||||||
Dividend to be paid per share | $ / shares | $ 0.88889 | |||||
10% Series A Preferred Stock | ||||||
Equity And Warrants [Line Items] | ||||||
Depositary receipt ratio | 0.001 | 0.001 | ||||
Preferred stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, dividend rate | 10.00% | 10.00% | ||||
Liquidation preference, value | $ | $ 25,000 | |||||
Liquidation preference per share in terms of depository share | $ / shares | $ 25 | |||||
Preferred stock, shares issued | 1,200 | |||||
Depository Shares | ||||||
Equity And Warrants [Line Items] | ||||||
Preferred stock, shares issued | 1,200,000 | 1,200,000 |
Capital Leases - Additional Inf
Capital Leases - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Capital Lease Obligations [Abstract] | ||
Capital lease, liability | $ 1.5 | $ 2.2 |
Capital Leases - Schedule of Mi
Capital Leases - Schedule of Minimum Future Lease Payments Under Capital Leases (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Capital Leases Future Minimum Payments Due [Abstract] | ||
2021 | $ 0.9 | |
2022 | 0.4 | |
2023 | 0.1 | |
2024 | 0.1 | |
Total | 1.5 | |
Less: current portion presented in Other current liabilities | (0.9) | |
Capital lease obligations, net of current portion | $ 0.6 | $ 1.4 |
Operating Leases - Lessor - Sch
Operating Leases - Lessor - Schedule of Minimum Rentals Receivable (Details) $ in Millions | Dec. 31, 2020USD ($) |
Leases [Abstract] | |
2021 | $ 3 |
2022 | 0.9 |
2023 | 0.3 |
2024 | 0.1 |
Total | $ 4.3 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Commitments And Contingencies [Line Items] | ||
Lease expiration term | 2035-02 | |
Deferred rent expense | $ 900,000 | $ 700,000 |
Estimated exposure of guarantees | 2,400,000 | 3,300,000 |
Guarantees accrued | 0 | 0 |
Letters of Credits | ||
Commitments And Contingencies [Line Items] | ||
Outstanding Letters of Credits | 1,400,000 | 0 |
Third Party Lease Agreement | ||
Commitments And Contingencies [Line Items] | ||
Total lease expense | $ 19,300,000 | $ 10,900,000 |
Minimum | ||
Commitments And Contingencies [Line Items] | ||
Operating lease renewal term | 5 years | |
Term of guarantees | 3 years | |
Maximum | ||
Commitments And Contingencies [Line Items] | ||
Operating lease renewal term | 15 years | |
Term of guarantees | 5 years |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Minimum Future Payments under Operating Leases (Details) $ in Millions | Dec. 31, 2020USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2021 | $ 23.5 |
2022 | 21.5 |
2023 | 19.5 |
2024 | 18.1 |
2025 | 14.7 |
Thereafter | 40.2 |
Operating Leases, Future Minimum Payments Due | $ 137.5 |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Future Guaranteed Purchase Obligations Under Capital Leases (Details) $ in Millions | Dec. 31, 2020USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2021 | $ 2.1 |
2022 | 2.4 |
2023 | 2.2 |
2024 | 1.8 |
2025 | 0.5 |
Purchase obligation | $ 9 |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income Tax Benefit (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Federal Income Tax Expense Benefit Continuing Operations [Abstract] | ||
Federal taxes-deferred | $ 5,000,000 | $ 0 |
State taxes-deferred | 1,600,000 | |
Income tax benefit | $ 6,600,000 | $ 0 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Income Tax Benefit (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Expense Benefit Continuing Operations Income Tax Reconciliation [Abstract] | ||
Income tax (expense) benefit at statutory U.S. federal rate | $ 4.3 | |
Income tax (expense) benefit at statutory U.S. states, net | 1.2 | |
Permanent differences: | ||
Officer's life insurance | 1.7 | |
Other | (0.6) | |
Income tax benefit | $ 6.6 | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 11 Months Ended | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Income tax benefit (expense) | $ 6.6 | $ 0 | |
Pre-tax loss | $ (20.7) | (30.6) | $ (35.4) |
Effective income tax rate | 31.90% | ||
Net deferred tax assets related to property and equipment assets and other temporary items | $ 0.5 | 0.5 | |
Federal net operating tax loss carryforwards | 4.7 | $ 4.7 | |
Percentage of future taxable income | 80.00% | ||
Deferred employer payroll taxes under CARES act | $ 5.6 | $ 5.6 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Deferred Tax Assets and Liabilities (Details) $ in Millions | Dec. 31, 2020USD ($) |
Deferred Tax Assets | |
Net operating loss carryforwards | $ 4.7 |
Deferred revenue | 0.6 |
Accounts receivable and inventories | 3.8 |
Goodwill & intangibles | 6 |
Accrued liabilities | 2.8 |
Deferred payroll taxes and other | 2 |
Gross deferred tax assets | 19.9 |
Deferred Tax Liabilities | |
Property and equipment | (18.2) |
Prepaid expenses | (1.2) |
Gross deferred tax liabilities | (19.4) |
Deferred tax assets, net | $ 0.5 |
Share Based Compensation - Addi
Share Based Compensation - Additional Information (Details) - USD ($) $ in Millions | Aug. 18, 2020 | Dec. 31, 2020 | Sep. 30, 2020 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Compensation expense | $ 3.6 | ||
Number of shares, vested | 390,000 | ||
RSUs | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Compensation expense | $ 3 | ||
RSUs | Directors, Officers and Employees | 2020 Omnibus Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares approved for grant | 690,000 | ||
RSUs | Robert T.Chiles | Construction Group | Common Stock | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares, vested | 390,000 | ||
Number of shares converted | 390,000 | ||
Restricted Stock Awards | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Unrecognized compensation expense | $ 1.7 | ||
Unrecognized compensation expense, weighted average recognition period | 2 years 9 months 18 days |
Share Based Compensation - Summ
Share Based Compensation - Summary of Share Based Compensation Restricted Stock Awards (Details) | 12 Months Ended |
Dec. 31, 2020$ / sharesshares | |
Number of units | |
Number of units, Granted | shares | 690,000 |
Number of units, Vested | shares | (390,000) |
Number of units, Ending balance | shares | 300,000 |
Weighted average grant date fair value | |
Weighted average grant date fair value, Granted | $ / shares | $ 7.60 |
Weighted average grant date fair value, Vested | $ / shares | 7.60 |
Weighted average grant date fair value, Ending balance | $ / shares | $ 7.60 |
Fair Value Instruments - Additi
Fair Value Instruments - Additional Information (Details) - USD ($) | Jul. 01, 2020 | Jun. 12, 2020 | Dec. 27, 2017 | Dec. 31, 2020 | Dec. 31, 2019 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Granted warrants to purchase common stock | 33,333.33 | 8,668,746 | |||
Warrants exercise price | $ 0.01 | ||||
Purchase of outstanding warrants upon repayment of senior indebtedness percentage | 75.00% | ||||
Warrants expiration date | Dec. 27, 2027 | ||||
Warrant liability | $ 0 | $ 29,600,000 | |||
Peak Logix LLC | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Earn-out payment | $ 1,700,000 | ||||
Fair value of incremental earn-out payment | 1,700,000 | ||||
Present value of non-contingent earn-out liability | $ 1,700,000 | ||||
Earn-out payment period | 5 years | ||||
Peak Logix LLC | Other Liabilities | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Earn-out payment | $ 1,000,000 | ||||
Peak Logix LLC | Non-Contingent Consideration | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Non-contingent liability | 2,000,000 | ||||
Hilo Equipment & Services | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Earn-out payment | $ 1,000,000 | ||||
Minimum | Peak Logix LLC | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Earn-out payment | 2,000,000 | ||||
Maximum | Peak Logix LLC | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Earn-out payment | $ 3,700,000 |
Fair Value Instruments - Summar
Fair Value Instruments - Summary of Recurring Measures at Fair Value by Level of Hierarchy (Details) - Level 3 - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Liabilities: Contingent consideration | $ 1.8 | ||
Liabilities: Warrants | $ 29.6 | $ 1.7 | |
Recurring Measures at Fair Value | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Liabilities: Contingent consideration | $ 1.8 | ||
Liabilities: Warrants | $ 29.6 |
Fair Value Instruments - Summ_2
Fair Value Instruments - Summary of Changes to Level 3 Instruments (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Change in fair value during the period | $ 27.9 | |
Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Beginning balance | $ 29.6 | 1.7 |
Warrants settled at reverse recapitalization | (29.6) | |
Change in fair value during the period | 27.9 | |
Ending balance | $ 29.6 | |
Balance, December 31, 2020 | 1.8 | |
Level 3 | Peak Logix LLC | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Acquisition | 1 | |
Level 3 | Hilo Equipment & Services | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Acquisition | $ 0.8 |
Fair Value Instruments - Summ_3
Fair Value Instruments - Summary of Level 3 Financial Instruments, Valuation Techniques Used to Measure Fair Value and Significant Unobservable Inputs and Ranges of Value (Details) - Level 3 - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Contingent consideration | $ 1.8 | ||
Warrants | $ 29.6 | $ 1.7 | |
Probability Weighted Range of Outcomes | |||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Contingent consideration | $ 1.8 | ||
Market Approach | |||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Warrants | $ 29.6 |
Self Insured - Additional Infor
Self Insured - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Insurance [Abstract] | ||
Accrued health insurance | $ 1.1 | $ 0.6 |
Health benefit plan expenses | $ 15.9 | $ 8.5 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Number of incentive units or appreciation rights awarded during the period | 690,000 | |
Number of incentive units or appreciation rights outstanding | 300,000 | |
Recognized expenses under incentive units or appreciation rights | $ 3,600,000 | |
Long-Term Equity Linked Incentive Plan | Incentive Units | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Number of incentive units or appreciation rights awarded during the period | 0 | |
Number of incentive units or appreciation rights outstanding | 12,549 | |
Recognized expenses under incentive units or appreciation rights | 3,100,000 | $ 0 |
Recognized liabilities under incentive units or appreciation rights | $ 0 | |
Long-Term Equity Linked Incentive Plan | Appreciation Rights | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Number of incentive units or appreciation rights awarded during the period | 0 | |
Number of incentive units or appreciation rights outstanding | 6,275 | |
Recognized expenses under incentive units or appreciation rights | $ 3,100,000 | $ 0 |
Recognized liabilities under incentive units or appreciation rights | 0 | |
Long-Term Equity Linked Incentive Plan | Maximum | Incentive Units | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Number of incentive units or appreciation rights awarded under equity linked incentive plan | 15,686.28 | |
Long-Term Equity Linked Incentive Plan | Maximum | Appreciation Rights | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Number of incentive units or appreciation rights awarded under equity linked incentive plan | 7,843.14 | |
Internal Revenue Service (IRS) | 401(k) and profit-sharing plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee benefit plan contribution, total | $ 1,900,000 | $ 1,300,000 |
Business Combinations - Summary
Business Combinations - Summary of Net Assets Acquired from Acquisition (Details) - USD ($) $ in Millions | Oct. 30, 2020 | Sep. 01, 2020 | Jul. 01, 2020 | Jun. 12, 2020 | Feb. 14, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | May 01, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||||||||
Goodwill | $ 24.3 | $ 8.6 | $ 7.6 | ||||||
Assets acquired net of cash | $ 2.1 | $ 3 | 180 | $ 65.6 | |||||
FlaglerCE Holdings LLC | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash | $ 0.4 | ||||||||
Accounts receivable | 15.1 | ||||||||
Inventory | 37.5 | ||||||||
Prepaid and other assets | 0.5 | ||||||||
Rental fleet, net | 47.8 | ||||||||
Property and equipment, net | 2.9 | ||||||||
Intangible assets | 14.6 | ||||||||
Goodwill | 5.8 | ||||||||
Total Assets | 124.6 | ||||||||
Floor plan payable | (29) | ||||||||
Accounts payable | (14) | ||||||||
Accrued expenses | (4.1) | ||||||||
Other liabilities | (1.3) | ||||||||
Total Liabilities | (48.4) | ||||||||
Net Assets Acquired | 76.2 | ||||||||
Assets acquired net of cash | 75.8 | ||||||||
Liftech Equipment Companies, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Accounts receivable | 4.4 | ||||||||
Inventory | 9.6 | ||||||||
Prepaid and other assets | 1 | ||||||||
Rental fleet, net | 4.7 | ||||||||
Property and equipment, net | 1.2 | ||||||||
Intangible assets | 1.2 | ||||||||
Goodwill | 1.5 | ||||||||
Total Assets | 23.6 | ||||||||
Floor plan payable | (3.5) | ||||||||
Accounts payable | (1.6) | ||||||||
Other current liabilities | (0.1) | ||||||||
Total Liabilities | (5.2) | ||||||||
Net Assets Acquired | 18.4 | ||||||||
Assets acquired net of cash | $ 18.4 | ||||||||
Peak Logix LLC | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash | 3 | ||||||||
Accounts receivable | 4.6 | ||||||||
Inventory | 0.4 | ||||||||
Prepaid and other assets | 0.2 | ||||||||
Property and equipment, net | 0.2 | ||||||||
Intangible assets | 5.8 | ||||||||
Goodwill | 0.7 | ||||||||
Total Assets | 14.9 | ||||||||
Accounts payable | (1.5) | ||||||||
Accrued expenses | (0.1) | ||||||||
Other current liabilities | (3.9) | ||||||||
Total Liabilities | (5.5) | ||||||||
Net Assets Acquired | 9.4 | ||||||||
Assets acquired net of cash | $ 6.4 | ||||||||
Hilo Equipment & Services | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash | 2.1 | ||||||||
Accounts receivable | 5.4 | ||||||||
Inventory | 4.7 | ||||||||
Prepaid and other assets | 0.2 | ||||||||
Rental fleet, net | 7.5 | ||||||||
Property and equipment, net | 1.7 | ||||||||
Intangible assets | 2.4 | ||||||||
Goodwill | 3.2 | ||||||||
Total Assets | 27.2 | ||||||||
Floor plan payable | (4.4) | ||||||||
Accounts payable | (2.8) | ||||||||
Accrued expenses | (0.3) | ||||||||
Other current liabilities | (0.4) | ||||||||
Total Liabilities | (7.9) | ||||||||
Net Assets Acquired | 19.3 | ||||||||
Assets acquired net of cash | $ 17.2 | ||||||||
Martin Implement Sales, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Accounts receivable | $ 1 | ||||||||
Inventory | 6.8 | ||||||||
Rental fleet, net | 6.3 | ||||||||
Intangible assets | 1.5 | ||||||||
Goodwill | 0.8 | ||||||||
Total Assets | 16.4 | ||||||||
Accounts payable | (0.2) | ||||||||
Accrued expenses | (0.1) | ||||||||
Total Liabilities | (0.3) | ||||||||
Net Assets Acquired | 16.1 | ||||||||
Assets acquired net of cash | $ 16.1 | ||||||||
Howell Tractor and Equipment, LLC | |||||||||
Business Acquisition [Line Items] | |||||||||
Accounts receivable | $ 5.3 | ||||||||
Inventory | 6.3 | ||||||||
Rental fleet, net | 12.4 | ||||||||
Property and equipment, net | 1.1 | ||||||||
Goodwill | 3.2 | ||||||||
Total Assets | 28.3 | ||||||||
Floor plan payable | (0.8) | ||||||||
Accounts payable | (1) | ||||||||
Accrued expenses | (0.1) | ||||||||
Total Liabilities | (1.9) | ||||||||
Net Assets Acquired | 26.4 | ||||||||
Assets acquired net of cash | $ 26.4 | ||||||||
Flagler, Liftech, Peak, Hilo, Martin, Howell and Vantage | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash | 5.5 | ||||||||
Accounts receivable | 39.4 | ||||||||
Inventory | 72.9 | ||||||||
Prepaid and other assets | 2.3 | ||||||||
Rental fleet, net | 94.6 | ||||||||
Property and equipment, net | 8 | ||||||||
Intangible assets | 25.5 | ||||||||
Goodwill | 15.7 | ||||||||
Total Assets | 263.9 | ||||||||
Floor plan payable | (40.2) | ||||||||
Accounts payable | (22.6) | ||||||||
Accrued expenses | (5.3) | ||||||||
Other current liabilities | (4.5) | ||||||||
Other liabilities | (1.3) | ||||||||
Total Liabilities | (73.9) | ||||||||
Net Assets Acquired | 190 | ||||||||
Assets acquired net of cash | 184.5 | ||||||||
Vantage Equipment, LLC | |||||||||
Business Acquisition [Line Items] | |||||||||
Accounts receivable | 3.6 | ||||||||
Inventory | 7.6 | ||||||||
Prepaid and other assets | 0.4 | ||||||||
Rental fleet, net | 15.9 | ||||||||
Property and equipment, net | 0.9 | ||||||||
Goodwill | 0.5 | ||||||||
Total Assets | 28.9 | ||||||||
Floor plan payable | (2.5) | ||||||||
Accounts payable | (1.5) | ||||||||
Accrued expenses | (0.6) | ||||||||
Other current liabilities | (0.1) | ||||||||
Total Liabilities | (4.7) | ||||||||
Net Assets Acquired | 24.2 | ||||||||
Assets acquired net of cash | $ 24.2 | ||||||||
Northland Industrial Truck Co., Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Accounts receivable | $ 13.9 | ||||||||
Other current & non-current assets | 0.5 | ||||||||
Inventory | 35.7 | ||||||||
Guaranteed purchase obligation asset | 9.7 | ||||||||
Property and equipment, net | 18.8 | ||||||||
Identifiable intangible assets | 3.3 | ||||||||
Goodwill | 1 | ||||||||
Total Assets | 82.9 | ||||||||
Accounts payable | (5.2) | ||||||||
Guaranteed purchase obligation liability | (9.7) | ||||||||
Capital lease obligations | (1.3) | ||||||||
Other liabilities | (1.1) | ||||||||
Total Liabilities | (17.3) | ||||||||
Net Assets Acquired | $ 65.6 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) - USD ($) | Dec. 31, 2020 | Nov. 03, 2020 | Oct. 30, 2020 | Sep. 01, 2020 | Jul. 01, 2020 | Jun. 12, 2020 | Feb. 14, 2020 | May 01, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Business Acquisition [Line Items] | |||||||||||
Enterprise value, net of cash acquired | $ 2,100,000 | $ 3,000,000 | $ 180,000,000 | $ 65,600,000 | |||||||
FlaglerCE Holdings LLC | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 75,800,000 | ||||||||||
Percentage of goodwill expected to be deductible for income tax purposes | 100.00% | ||||||||||
Enterprise value, net of cash acquired | $ 75,800,000 | ||||||||||
FlaglerCE Holdings LLC | New Equipment | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | 79,000,000 | ||||||||||
Liftech Equipment Companies, Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 18,400,000 | ||||||||||
Percentage of goodwill expected to be deductible for income tax purposes | 100.00% | ||||||||||
Enterprise value, net of cash acquired | $ 18,400,000 | ||||||||||
Liftech Equipment Companies, Inc. | New Equipment | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 15,200,000 | ||||||||||
Peak Logix LLC | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 9,400,000 | ||||||||||
Percentage of goodwill expected to be deductible for income tax purposes | 100.00% | ||||||||||
Cash Consideration paid | [1] | $ 5,700,000 | |||||||||
Additional consideration | 1,000,000 | ||||||||||
Earn-out payment | $ 1,700,000 | ||||||||||
Earn-out payment period | 5 years | ||||||||||
Enterprise value, net of cash acquired | $ 6,400,000 | ||||||||||
Peak Logix LLC | Minimum | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Earn-out payment | 2,000,000 | ||||||||||
Peak Logix LLC | Maximum | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Earn-out payment | 3,700,000 | ||||||||||
Peak Logix LLC | Commercial Paper | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Additional consideration | $ 1,000,000 | ||||||||||
Debt instrument, interest rate | 6.00% | ||||||||||
Hilo Equipment & Services | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 19,300,000 | ||||||||||
Percentage of goodwill expected to be deductible for income tax purposes | 100.00% | ||||||||||
Cash Consideration paid | [2] | $ 18,500,000 | |||||||||
Enterprise value, net of cash acquired | 17,200,000 | ||||||||||
Additional earn-out payment | 1,000,000 | ||||||||||
Hilo Equipment & Services | New Equipment | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 19,000,000 | ||||||||||
Martin Implement Sales, Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Percentage of goodwill expected to be deductible for income tax purposes | 100.00% | ||||||||||
Enterprise value, net of cash acquired | $ 16,100,000 | ||||||||||
Martin Implement Sales, Inc. | Industrial Equipment | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | 16,100,000 | ||||||||||
Martin Implement Sales, Inc. | New Equipment | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 10,600,000 | ||||||||||
Howell Tractor and Equipment, LLC | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 26,400,000 | ||||||||||
Percentage of goodwill expected to be deductible for income tax purposes | 100.00% | ||||||||||
Cash Consideration paid | $ 22,400,000 | ||||||||||
Enterprise value, net of cash acquired | $ 26,400,000 | ||||||||||
Business acquisition, shares issued | 507,143 | 507,143 | |||||||||
Business acquisition, shares issued, value | $ 4,000,000 | ||||||||||
Business acquisition, related costs | $ 200,000 | ||||||||||
Howell Tractor and Equipment, LLC | New Equipment | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 23,100,000 | ||||||||||
Vantage Equipment, LLC | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 22,500,000 | ||||||||||
Percentage of goodwill expected to be deductible for income tax purposes | 100.00% | 100.00% | |||||||||
Cash Consideration paid | $ 24,200,000 | ||||||||||
Enterprise value, net of cash acquired | $ 24,200,000 | ||||||||||
Business acquisition, related costs | $ 1,300,000 | ||||||||||
Northland Industrial Truck Co., Inc | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 65,600,000 | ||||||||||
Northland Industrial Truck Co., Inc | Material Handling | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Goodwill expected to be deductible for income tax purposes | 1,000,000 | ||||||||||
Northland Industrial Truck Co., Inc | New Equipment | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | 42,100,000 | ||||||||||
Additional floorplan borrowings | $ 23,500,000 | ||||||||||
[1] | Includes $3.0 million cash acquired as part of the Business Combination | ||||||||||
[2] | Includes $2.1 million cash acquired as part of the Business Combination |
Business Combinations - Summa_2
Business Combinations - Summary of Components of Purchase Price (Details) - USD ($) $ in Millions | Jul. 01, 2020 | Jun. 12, 2020 | |
Peak Logix LLC | |||
Business Acquisition [Line Items] | |||
Cash Consideration paid | [1] | $ 5.7 | |
Promissory Note | 1 | ||
Present value of non-contingent earn-out liability | 1.7 | ||
Earn-out liability | 1 | ||
Total purchase price | $ 9.4 | ||
Hilo Equipment & Services | |||
Business Acquisition [Line Items] | |||
Cash Consideration paid | [2] | $ 18.5 | |
Earn-out liability | 0.8 | ||
Total purchase price | $ 19.3 | ||
[1] | Includes $3.0 million cash acquired as part of the Business Combination | ||
[2] | Includes $2.1 million cash acquired as part of the Business Combination |
Business Combinations - Summa_3
Business Combinations - Summary of Components of Purchase Price (Parenthetical) (Details) - USD ($) $ in Millions | Jul. 01, 2020 | Jun. 12, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Business Combination Consideration Transferred [Abstract] | ||||
Business combination, Cash acquired | $ 2.1 | $ 3 | $ 180 | $ 65.6 |
Business Combinations - Summa_4
Business Combinations - Summary of Pro Forma Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Business Acquisition Pro Forma Information Nonrecurring Adjustment [Line Items] | ||
Total revenues | $ 873.6 | $ 557.4 |
Net (loss) income | (24) | $ (35.4) |
FlaglerCE Holdings LLC | ||
Business Acquisition Pro Forma Information Nonrecurring Adjustment [Line Items] | ||
Total revenues | 25.8 | |
Net (loss) income | (0.1) | |
Consolidate Entities And Flagler C E Holdings L L C | ||
Business Acquisition Pro Forma Information Nonrecurring Adjustment [Line Items] | ||
Total revenues | 899.4 | |
Net (loss) income | $ (24.1) |
Business Combinations - Summa_5
Business Combinations - Summary of Pro Forma Balance Sheet (Details) - USD ($) | Dec. 31, 2020 | Feb. 14, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
CURRENT ASSETS | ||||
Cash | $ 1,200,000 | |||
Accounts receivable, net | 137,800,000 | $ 101,200,000 | ||
Inventories, net | 229,000,000 | 137,200,000 | ||
Prepaid expenses and other current assets | 13,600,000 | 5,700,000 | ||
Total current assets | 381,600,000 | 244,100,000 | ||
PROPERTY AND EQUIPMENT, NET | 311,900,000 | 196,500,000 | ||
OTHER ASSETS | ||||
Goodwill | 24,300,000 | 8,600,000 | $ 7,600,000 | |
Intangible assets, net | 26,300,000 | 3,000,000 | ||
Other assets | 2,100,000 | 2,000,000 | ||
Total other assets | 52,700,000 | 13,600,000 | ||
TOTAL ASSETS | 746,200,000 | 454,200,000 | ||
CURRENT LIABILITIES | ||||
Lines of credit | 157,700,000 | 72,500,000 | ||
Current portion of long-term debt | 7,800,000 | 7,100,000 | ||
Accounts payable | 58,900,000 | 31,100,000 | ||
Customer deposits | 9,300,000 | 7,200,000 | ||
Accrued expenses | 30,100,000 | 16,000,000 | ||
Other current liabilities | 13,100,000 | 9,300,000 | ||
Total current liabilities | 434,300,000 | 343,400,000 | ||
LONG-TERM LIABILITIES | ||||
Long-term debt, net of current portion | 135,000,000 | 86,500,000 | ||
Capital lease obligations, net of current portion | 600,000 | 1,400,000 | ||
Buyback residual obligations, net of current portion | 700,000 | 700,000 | ||
Guaranteed purchase obligation, net of current portion | 6,900,000 | 9,000,000 | ||
Lease liability, net of current portion | 2,500,000 | 3,700,000 | ||
Other liabilities | 9,300,000 | 3,100,000 | ||
Warrant liability | 0 | 29,600,000 | ||
TOTAL LIABILITIES | 589,300,000 | 477,400,000 | ||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||||
Additional paid-in capital | 216,200,000 | |||
Accumulated deficit | (53,400,000) | (23,200,000) | ||
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT) | 156,900,000 | (23,200,000) | $ 12,200,000 | |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | 746,200,000 | 454,200,000 | ||
FlaglerCE Holdings LLC | ||||
OTHER ASSETS | ||||
Goodwill | $ 5,800,000 | |||
FlaglerCE Holdings LLC | Pro Forma | ||||
CURRENT ASSETS | ||||
Cash | 4,000,000 | |||
Accounts receivable, net | 10,500,000 | |||
Inventories, net | 31,300,000 | |||
Prepaid expenses and other current assets | 800,000 | |||
Total current assets | 46,600,000 | |||
PROPERTY AND EQUIPMENT, NET | 52,700,000 | |||
OTHER ASSETS | ||||
Goodwill | 22,800,000 | |||
Total other assets | 22,800,000 | |||
TOTAL ASSETS | 122,100,000 | |||
CURRENT LIABILITIES | ||||
Lines of credit | 34,400,000 | |||
Accounts payable | 8,300,000 | |||
Accrued expenses | 3,500,000 | |||
Total current liabilities | 46,200,000 | |||
LONG-TERM LIABILITIES | ||||
TOTAL LIABILITIES | 46,200,000 | |||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||||
Additional paid-in capital | 75,900,000 | |||
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT) | 75,900,000 | |||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | 122,100,000 | |||
New Equipment | ||||
CURRENT LIABILITIES | ||||
Floor plan payable | 127,600,000 | 87,700,000 | ||
Used and Rental Equipment | ||||
CURRENT LIABILITIES | ||||
Floor plan payable | $ 29,800,000 | 112,500,000 | ||
Consolidate Entities And Flagler C E Holdings L L C | Pro Forma | ||||
CURRENT ASSETS | ||||
Cash | 4,000,000 | |||
Accounts receivable, net | 111,700,000 | |||
Inventories, net | 168,500,000 | |||
Prepaid expenses and other current assets | 6,500,000 | |||
Total current assets | 290,700,000 | |||
PROPERTY AND EQUIPMENT, NET | 249,200,000 | |||
OTHER ASSETS | ||||
Goodwill | 31,400,000 | |||
Intangible assets, net | 3,000,000 | |||
Other assets | 2,000,000 | |||
Total other assets | 36,400,000 | |||
TOTAL ASSETS | 576,300,000 | |||
CURRENT LIABILITIES | ||||
Lines of credit | 106,900,000 | |||
Current portion of long-term debt | 7,100,000 | |||
Accounts payable | 39,400,000 | |||
Customer deposits | 7,200,000 | |||
Accrued expenses | 19,500,000 | |||
Other current liabilities | 9,300,000 | |||
Total current liabilities | 389,600,000 | |||
LONG-TERM LIABILITIES | ||||
Long-term debt, net of current portion | 86,500,000 | |||
Capital lease obligations, net of current portion | 1,400,000 | |||
Buyback residual obligations, net of current portion | 700,000 | |||
Guaranteed purchase obligation, net of current portion | 9,000,000 | |||
Lease liability, net of current portion | 3,700,000 | |||
Other liabilities | 3,100,000 | |||
Warrant liability | 29,600,000 | |||
TOTAL LIABILITIES | 523,600,000 | |||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||||
Additional paid-in capital | 75,900,000 | |||
Accumulated deficit | (23,200,000) | |||
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT) | 52,700,000 | |||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | 576,300,000 | |||
Consolidate Entities And Flagler C E Holdings L L C | New Equipment | Pro Forma | ||||
CURRENT LIABILITIES | ||||
Floor plan payable | 87,700,000 | |||
Consolidate Entities And Flagler C E Holdings L L C | Used and Rental Equipment | Pro Forma | ||||
CURRENT LIABILITIES | ||||
Floor plan payable | $ 112,500,000 |
Business Combinations - Summa_6
Business Combinations - Summary of Pro Forma Statement of Operations (Details) - USD ($) $ in Millions | 11 Months Ended | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues: | |||
Net revenue | $ 873.6 | $ 557.4 | |
Cost of revenues: | |||
Cost of revenue | 659.1 | 405.3 | |
Gross profit | 214.5 | 152.1 | |
General and administrative expenses | 137.6 | ||
Depreciation and amortization expense | 6.6 | 2.8 | |
Total general and administrative expenses | 222.6 | 140.4 | |
(Loss) income from operations | (8.1) | 11.7 | |
Other income (expense) | |||
Interest expense | (23.8) | (20.5) | |
Other income | 8.9 | 1.3 | |
Change in fair market value of warrants | (27.9) | ||
Total other income (expense) | (22.5) | (47.1) | |
Loss before taxes | $ (20.7) | (30.6) | (35.4) |
Income tax benefit | (6.6) | 0 | |
Net loss | (24) | (35.4) | |
Pro Forma | |||
Cost of revenues: | |||
General and administrative expenses | (0.3) | ||
Total general and administrative expenses | (0.3) | ||
(Loss) income from operations | 0.3 | ||
Other income (expense) | |||
Interest expense | (1) | ||
Total other income (expense) | (1) | ||
Loss before taxes | (0.7) | ||
Net loss | (0.7) | ||
Alta Equipment Holdings, Inc. | Pro Forma | |||
Revenues: | |||
Net revenue | 557.4 | ||
Cost of revenues: | |||
Cost of revenue | 405.3 | ||
Gross profit | 152.1 | ||
General and administrative expenses | 137.3 | ||
Depreciation and amortization expense | 2.8 | ||
Total general and administrative expenses | 140.1 | ||
(Loss) income from operations | 12 | ||
Other income (expense) | |||
Interest expense | (21.5) | ||
Other income | 1.3 | ||
Change in fair market value of warrants | (27.9) | ||
Total other income (expense) | (48.1) | ||
Loss before taxes | (36.1) | ||
Net loss | (36.1) | ||
Northland Industrial Truck Co., Inc | Pro Forma | |||
Revenues: | |||
Net revenue | 45.2 | ||
Cost of revenues: | |||
Cost of revenue | 31.5 | ||
Gross profit | 13.7 | ||
General and administrative expenses | 12.5 | ||
Depreciation and amortization expense | 0.2 | ||
Total general and administrative expenses | 12.7 | ||
(Loss) income from operations | 1 | ||
Other income (expense) | |||
Interest expense | (0.2) | ||
Other income | 0.4 | ||
Total other income (expense) | 0.2 | ||
Loss before taxes | 1.2 | ||
Net loss | 1.2 | ||
FlaglerCE Holdings LLC | |||
Revenues: | |||
Net revenue | 25.8 | ||
Other income (expense) | |||
Net loss | (0.1) | ||
FlaglerCE Holdings LLC | Pro Forma | |||
Revenues: | |||
Net revenue | 177 | ||
Cost of revenues: | |||
Cost of revenue | 148.1 | ||
Gross profit | 28.9 | ||
General and administrative expenses | 27.2 | ||
Depreciation and amortization expense | 1 | ||
Total general and administrative expenses | 28.2 | ||
(Loss) income from operations | 0.7 | ||
Other income (expense) | |||
Interest expense | (0.9) | ||
Other income | 0.5 | ||
Total other income (expense) | (0.4) | ||
Loss before taxes | 0.3 | ||
Net loss | 0.3 | ||
Consolidate Entities And Flagler C E Holdings L L C And Northern Industrial Truck Corporation | Pro Forma | |||
Revenues: | |||
Net revenue | 779.6 | ||
Cost of revenues: | |||
Cost of revenue | 584.9 | ||
Gross profit | 194.7 | ||
General and administrative expenses | 177 | ||
Depreciation and amortization expense | 4 | ||
Total general and administrative expenses | 181 | ||
(Loss) income from operations | 13.7 | ||
Other income (expense) | |||
Interest expense | (22.6) | ||
Other income | 2.2 | ||
Change in fair market value of warrants | (27.9) | ||
Total other income (expense) | (48.3) | ||
Loss before taxes | (34.6) | ||
Net loss | (34.6) | ||
New, Used and Rental Equipment Sales | |||
Revenues: | |||
Net revenue | 286.8 | ||
Cost of revenues: | |||
Cost of revenue | 251.8 | ||
New, Used and Rental Equipment Sales | Alta Equipment Holdings, Inc. | Pro Forma | |||
Revenues: | |||
Net revenue | 286.8 | ||
Cost of revenues: | |||
Cost of revenue | 251.8 | ||
New, Used and Rental Equipment Sales | Northland Industrial Truck Co., Inc | Pro Forma | |||
Revenues: | |||
Net revenue | 24.5 | ||
Cost of revenues: | |||
Cost of revenue | 21.7 | ||
New, Used and Rental Equipment Sales | FlaglerCE Holdings LLC | Pro Forma | |||
Revenues: | |||
Net revenue | 114.2 | ||
Cost of revenues: | |||
Cost of revenue | 102 | ||
New, Used and Rental Equipment Sales | Consolidate Entities And Flagler C E Holdings L L C And Northern Industrial Truck Corporation | Pro Forma | |||
Revenues: | |||
Net revenue | 425.5 | ||
Cost of revenues: | |||
Cost of revenue | 375.5 | ||
Parts Sales | |||
Revenues: | |||
Net revenue | 129.6 | 82.7 | |
Cost of revenues: | |||
Cost of revenue | 89.1 | 54.1 | |
Parts Sales | Alta Equipment Holdings, Inc. | Pro Forma | |||
Revenues: | |||
Net revenue | 82.7 | ||
Cost of revenues: | |||
Cost of revenue | 54.1 | ||
Parts Sales | Northland Industrial Truck Co., Inc | Pro Forma | |||
Revenues: | |||
Net revenue | 6.5 | ||
Cost of revenues: | |||
Cost of revenue | 3.7 | ||
Parts Sales | FlaglerCE Holdings LLC | Pro Forma | |||
Revenues: | |||
Net revenue | 30.2 | ||
Cost of revenues: | |||
Cost of revenue | 23.5 | ||
Parts Sales | Consolidate Entities And Flagler C E Holdings L L C And Northern Industrial Truck Corporation | Pro Forma | |||
Revenues: | |||
Net revenue | 119.4 | ||
Cost of revenues: | |||
Cost of revenue | 81.3 | ||
Service Revenue | |||
Revenues: | |||
Net revenue | 128.5 | 92.7 | |
Cost of revenues: | |||
Cost of revenue | 49.5 | 34.6 | |
Service Revenue | Alta Equipment Holdings, Inc. | Pro Forma | |||
Revenues: | |||
Net revenue | 92.7 | ||
Cost of revenues: | |||
Cost of revenue | 34.6 | ||
Service Revenue | Northland Industrial Truck Co., Inc | Pro Forma | |||
Revenues: | |||
Net revenue | 8.3 | ||
Cost of revenues: | |||
Cost of revenue | 2 | ||
Service Revenue | FlaglerCE Holdings LLC | Pro Forma | |||
Revenues: | |||
Net revenue | 15.3 | ||
Cost of revenues: | |||
Cost of revenue | 8.5 | ||
Service Revenue | Consolidate Entities And Flagler C E Holdings L L C And Northern Industrial Truck Corporation | Pro Forma | |||
Revenues: | |||
Net revenue | 116.3 | ||
Cost of revenues: | |||
Cost of revenue | 45.1 | ||
Rental Revenue | |||
Revenues: | |||
Net revenue | 118.8 | 95.2 | |
Cost of revenues: | |||
Cost of revenue | 20.2 | 17.5 | |
Rental Revenue | Alta Equipment Holdings, Inc. | Pro Forma | |||
Revenues: | |||
Net revenue | 95.2 | ||
Cost of revenues: | |||
Cost of revenue | 17.5 | ||
Rental Revenue | Northland Industrial Truck Co., Inc | Pro Forma | |||
Revenues: | |||
Net revenue | 5.9 | ||
Cost of revenues: | |||
Cost of revenue | 0.6 | ||
Rental Revenue | FlaglerCE Holdings LLC | Pro Forma | |||
Revenues: | |||
Net revenue | 17.3 | ||
Cost of revenues: | |||
Cost of revenue | 2.1 | ||
Rental Revenue | Consolidate Entities And Flagler C E Holdings L L C And Northern Industrial Truck Corporation | Pro Forma | |||
Revenues: | |||
Net revenue | 118.4 | ||
Cost of revenues: | |||
Cost of revenue | 20.2 | ||
Rental Depreciation | |||
Cost of revenues: | |||
Cost of revenue | $ 68.4 | 47.3 | |
Rental Depreciation | Alta Equipment Holdings, Inc. | Pro Forma | |||
Cost of revenues: | |||
Cost of revenue | 47.3 | ||
Rental Depreciation | Northland Industrial Truck Co., Inc | Pro Forma | |||
Cost of revenues: | |||
Cost of revenue | 3.5 | ||
Rental Depreciation | FlaglerCE Holdings LLC | Pro Forma | |||
Cost of revenues: | |||
Cost of revenue | 12 | ||
Rental Depreciation | Consolidate Entities And Flagler C E Holdings L L C And Northern Industrial Truck Corporation | Pro Forma | |||
Cost of revenues: | |||
Cost of revenue | $ 62.8 |
Union Pension Plan - Summary of
Union Pension Plan - Summary of Multiple Employer Pension Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Multiemployer Plans [Line Items] | ||
Entity Tax Identification Number | 83-2583782 | |
Contributions of Alta Equipment Group Inc. and Subsidiaries | $ 2,468 | $ 2,011 |
Operating Engineers I.U.O.E. Local 37 Pension Trust | ||
Multiemployer Plans [Line Items] | ||
Entity Tax Identification Number | 52-6128064 | |
Pension Protection Act Zone Status & Plan Year- End | Green | |
Pension Protection Act Zone Plan Year-End | Dec. 31, 2018 | |
FIP/RP Status | No | |
Contributions of Alta Equipment Group Inc. and Subsidiaries | $ 10 | |
Surcharge Imposed | No | |
Expiration Date of Collective-Bargaining | Mar. 31, 2020 | |
Midwest Operating Engineers Local Union No. 150 Pension Trust Fund | ||
Multiemployer Plans [Line Items] | ||
Entity Tax Identification Number | 36-6140097 | |
Pension Protection Act Zone Status & Plan Year- End | Green | Green |
Pension Protection Act Zone Plan Year-End | Mar. 31, 2020 | Mar. 31, 2019 |
FIP/RP Status | No | |
Contributions of Alta Equipment Group Inc. and Subsidiaries | $ 1,472 | $ 1,186 |
Surcharge Imposed | No | |
Expiration Date of Collective-Bargaining | May 31, 2021 | |
Operating Engineers Local Union No. 324 Pension Fund | ||
Multiemployer Plans [Line Items] | ||
Entity Tax Identification Number | 38-1900637 | |
Pension Protection Act Zone Status & Plan Year- End | Red | Red |
Pension Protection Act Zone Plan Year-End | Apr. 30, 2020 | Apr. 30, 2019 |
FIP/RP Status | Implemented | |
Contributions of Alta Equipment Group Inc. and Subsidiaries | $ 783 | $ 745 |
Surcharge Imposed | No | |
Expiration Date of Collective-Bargaining | Sep. 30, 2021 | |
Central Pension Fund Of The International Union Of Operation Engineers Local Union No. 649 and 841 | ||
Multiemployer Plans [Line Items] | ||
Entity Tax Identification Number | 36-6052390 | |
Pension Protection Act Zone Status & Plan Year- End | Green | Green |
Pension Protection Act Zone Plan Year-End | Jan. 31, 2020 | Jan. 31, 2019 |
FIP/RP Status | No | |
Contributions of Alta Equipment Group Inc. and Subsidiaries | $ 70 | $ 70 |
Surcharge Imposed | No | |
Expiration Date of Collective-Bargaining | Mar. 31, 2021 | |
Upstate New York Engineers Pension Fund Local Union 17C Engineers Local Union No. 639 | ||
Multiemployer Plans [Line Items] | ||
Entity Tax Identification Number | 15-0614642 | |
Pension Protection Act Zone Status & Plan Year- End | Red | |
Pension Protection Act Zone Plan Year-End | Mar. 31, 2020 | |
FIP/RP Status | Implemented | |
Contributions of Alta Equipment Group Inc. and Subsidiaries | $ 52 | |
Surcharge Imposed | No | |
Expiration Date of Collective-Bargaining | Nov. 30, 2021 | |
Central Pension Fund of Operating Engineers Local Union 17C | ||
Multiemployer Plans [Line Items] | ||
Entity Tax Identification Number | 36-6052390 | |
Pension Protection Act Zone Status & Plan Year- End | Green | |
Pension Protection Act Zone Plan Year-End | Jan. 31, 2020 | |
FIP/RP Status | No | |
Contributions of Alta Equipment Group Inc. and Subsidiaries | $ 19 | |
Surcharge Imposed | No | |
Expiration Date of Collective-Bargaining | Nov. 30, 2021 | |
Central Pension Fund of the International Union of Operating Engineers Local 158 District 832 | ||
Multiemployer Plans [Line Items] | ||
Entity Tax Identification Number | 36-6052390 | |
Pension Protection Act Zone Status & Plan Year- End | Green | |
Pension Protection Act Zone Plan Year-End | Jan. 31, 2020 | |
FIP/RP Status | No | |
Contributions of Alta Equipment Group Inc. and Subsidiaries | $ 72 | |
Surcharge Imposed | No | |
Expiration Date of Collective-Bargaining | Dec. 7, 2024 | |
Central Pension Fund of International Union of Operating Engineers | ||
Multiemployer Plans [Line Items] | ||
Entity Tax Identification Number | 36-6052390 | |
Pension Protection Act Zone Status & Plan Year- End | Green | |
Pension Protection Act Zone Plan Year-End | Jan. 31, 2020 | |
FIP/RP Status | No | |
Surcharge Imposed | No | |
Operating Engineers Local 825 Fund | ||
Multiemployer Plans [Line Items] | ||
Entity Tax Identification Number | 22-6033380 | |
Pension Protection Act Zone Status & Plan Year- End | Green | |
Pension Protection Act Zone Plan Year-End | Jun. 30, 2020 | |
FIP/RP Status | No | |
Surcharge Imposed | No |
Segments - Additional Informati
Segments - Additional Information (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2020USD ($)Segment | Dec. 31, 2019USD ($) | |
Segment Reporting [Abstract] | ||
Number of reportable segments | Segment | 2 | |
Loss on debt extinguishment | $ 7.6 | |
Transaction costs | 7.6 | $ 0.7 |
Proceeds from life insurance policy | $ 8 |
Segments - Schedule of Results
Segments - Schedule of Results of Operations by Reportable Segment (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Total revenue | $ 873.6 | $ 557.4 |
Interest expense | 23.8 | 20.5 |
Depreciation and amortization | 75 | 50.1 |
Net income (loss) | (24) | (35.4) |
Operating Segments | Material Handling | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 433.6 | 312.3 |
Interest expense | 5.7 | 4.6 |
Depreciation and amortization | 24 | 17 |
Net income (loss) | 10.3 | 11.6 |
Operating Segments | Construction Equipment | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 440 | 245.1 |
Interest expense | 10.6 | 7.8 |
Depreciation and amortization | 51 | 33.1 |
Net income (loss) | (19.9) | (6.1) |
Corporate, Non-Segment | ||
Segment Reporting Information [Line Items] | ||
Interest expense | 7.5 | 8.1 |
Net income (loss) | (14.4) | (40.9) |
New and Used Equipment Sales | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 410.3 | 244.6 |
New and Used Equipment Sales | Operating Segments | Material Handling | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 225.1 | 151.1 |
New and Used Equipment Sales | Operating Segments | Construction Equipment | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 185.2 | 93.5 |
Parts Sales | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 129.6 | 82.7 |
Parts Sales | Operating Segments | Material Handling | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 60.8 | 50.1 |
Parts Sales | Operating Segments | Construction Equipment | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 68.8 | 32.6 |
Service Revenue | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 128.5 | 92.7 |
Service Revenue | Operating Segments | Material Handling | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 83.9 | 66.8 |
Service Revenue | Operating Segments | Construction Equipment | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 44.6 | 25.9 |
Rental Revenue | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 118.8 | 95.2 |
Rental Revenue | Operating Segments | Material Handling | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 46.9 | 38.3 |
Rental Revenue | Operating Segments | Construction Equipment | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 71.9 | 56.9 |
Rental Equipment Sales | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 86.4 | 42.2 |
Rental Equipment Sales | Operating Segments | Material Handling | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 16.9 | 6 |
Rental Equipment Sales | Operating Segments | Construction Equipment | ||
Segment Reporting Information [Line Items] | ||
Total revenue | $ 69.5 | $ 36.2 |
Segments - Summary of Identifie
Segments - Summary of Identified Assets by Reportable Segment (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Reconciliation of Depreciation by Segment [Line Items] | ||
Total assets | $ 746.2 | $ 454.2 |
Operating Segments | Material Handling | ||
Reconciliation of Depreciation by Segment [Line Items] | ||
Total assets | 256.4 | 207.5 |
Operating Segments | Construction Equipment | ||
Reconciliation of Depreciation by Segment [Line Items] | ||
Total assets | 488.5 | 246 |
Corporate, Non-Segment | ||
Reconciliation of Depreciation by Segment [Line Items] | ||
Total assets | $ 1.3 | $ 0.7 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event $ in Millions | Jan. 11, 2021USD ($) | Mar. 03, 2021 |
Restated A B L First Lien Credit Agreement | ||
Subsequent Event [Line Items] | ||
Credit line borrowings of instance amounts borrowed on floor plan facilities | $ 225 | |
Restated A B L First Lien Credit Agreement | Minimum | ||
Subsequent Event [Line Items] | ||
Vendor floor plan limits | 225 | |
Restated A B L First Lien Credit Agreement | Maximum | ||
Subsequent Event [Line Items] | ||
Vendor floor plan limits | $ 250 | |
Warrant Agreement | ||
Subsequent Event [Line Items] | ||
Common stock exchange ratio | 0.263 |