Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 19, 2020 | Jun. 30, 2019 | |
Cover page. | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 0-10436 | ||
Entity Registrant Name | FOSTER L B CO | ||
Entity Incorporation, State | PA | ||
Entity Tax Identification Number | 25-1324733 | ||
Entity Address, Street Address | 415 Holiday Drive | ||
Entity Address, Suite | Suite 100 | ||
Entity Address, City | Pittsburgh | ||
Entity Address, State | PA | ||
Entity Address, Postal Zip Code | 15220 | ||
City Area Code | 412 | ||
Local Phone Number | 928-3400 | ||
Title of Each Class | Common Stock, Par Value $0.01 | ||
Trading Symbol(s) | FSTR | ||
Name of Each Exchange On Which Registered | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 269,739,994 | ||
Entity Common Stock, Shares Outstanding | 10,572,890 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0000352825 | ||
Current Fiscal Year End Date | --12-31 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 14,178 | $ 10,282 |
Accounts receivable - net (Note 5) | 78,575 | 86,123 |
Inventories - net (Note 6) | 119,301 | 124,504 |
Other current assets | 4,610 | 5,763 |
Total current assets | 216,664 | 226,672 |
Property, plant, and equipment - net (Note 7) | 82,314 | 86,857 |
Operating lease right-of-use assets - net (Note 8) | 13,274 | |
Other assets: | ||
Goodwill (Note 4) | 19,565 | 19,258 |
Other intangibles - net (Note 4) | 43,514 | 49,836 |
Deferred tax assets (Note 14) | 28,638 | 0 |
Other assets | 1,202 | 626 |
TOTAL ASSETS | 405,171 | 383,249 |
Current liabilities: | ||
Accounts payable | 66,361 | 78,269 |
Deferred revenue (Note 9) | 8,446 | 6,619 |
Accrued payroll and employee benefits | 14,096 | 12,993 |
Accrued warranty (Note 18) | 1,222 | 2,057 |
Current portion of accrued settlement (Note 18) | 8,000 | 10,000 |
Current maturities of long-term debt (Note 10) | 2,905 | 629 |
Other accrued liabilities | 15,714 | 13,624 |
Total current liabilities | 116,744 | 124,191 |
Long-term debt (Note 10) | 55,288 | 74,353 |
Deferred tax liabilities (Note 14) | 4,751 | 5,287 |
Accrued legal settlement, non-current | 32,000 | 40,000 |
Long-term operating lease liabilities | 10,268 | |
Other long-term liabilities | 16,258 | 17,299 |
Stockholders' equity: | ||
Common stock, par value $0.01 authorized 20,000,000 shares; shares issued at December 31, 2019 and December 31, 2018, 11,115,779; shares outstanding at December 31, 2019 and December 31, 2018, 10,422,091 and 10,366,007, respectively (Note 11) | 111 | 111 |
Paid-in capital | 49,204 | 48,040 |
Retained earnings | 157,525 | 114,324 |
Treasury stock - at cost, common stock, shares at December 31, 2019 and December 31, 2018, 693,688 and 749,772, respectively (Note 11) | (16,795) | (18,165) |
Accumulated other comprehensive loss (Note 12) | (20,183) | (22,191) |
Total stockholders' equity | 169,862 | 122,119 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 405,171 | $ 383,249 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (shares) | 20,000,000 | 20,000,000 |
Common stock, issued (shares) | 11,115,779 | 11,115,779 |
Common stock, shares outstanding (shares) | 10,422,091 | 10,366,007 |
Treasury stock shares - at cost, common stock (shares) | 693,688 | 749,772 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Total net sales | $ 655,057 | $ 626,969 |
Total cost of sales | 533,685 | 509,810 |
Gross profit | 121,372 | 117,159 |
Selling and administrative expenses | 87,986 | 87,679 |
Amortization expense | 6,577 | 7,098 |
Concrete Tie Settlement expense (Note 18) | 0 | 43,400 |
Interest expense - net | (4,920) | (6,154) |
Other income | 4,492 | (461) |
Total expenses | 103,975 | 143,870 |
Income (loss) before income taxes | 17,397 | (26,711) |
Income tax expense | (25,171) | 4,457 |
Net (loss) income | $ 42,568 | $ (31,168) |
Basic (loss) earnings per common share (usd per share) | $ 4.09 | $ (3.01) |
Diluted (loss) earnings per common share (usd per share) | $ 4 | $ (3.01) |
Sales of goods | ||
Total net sales | $ 508,504 | $ 463,165 |
Total cost of sales | 416,748 | 380,395 |
Sales of services | ||
Total net sales | 146,553 | 163,804 |
Total cost of sales | $ 116,937 | $ 129,415 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | ||
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ 42,568 | $ (31,168) | |
Other comprehensive income (loss), net of tax: | |||
Foreign currency translation adjustment | 2,033 | (4,405) | |
Unrealized (loss) gain on cash flow hedges, net of tax expense of $296 and $0, respectively | (859) | 453 | |
Pension and post-retirement benefit plans benefit (expense), net of tax expense (benefit) of $523 and $(36), respectively | 1,406 | (543) | |
Reclassification of pension liability adjustments to earnings, net of tax expense of $26 and $4, respectively* | [1] | 61 | 71 |
Other comprehensive income (loss) | 2,641 | (4,424) | |
Comprehensive income (loss) | $ 45,209 | $ (35,592) | |
[1] | Reclassifications out of Accumulated other comprehensive loss for pension obligations are reflected in selling and administrative expense. |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive (Loss) Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Unrealized gain on cash flow hedge, tax | $ 296 | $ 0 |
Pension and post-retirement benefit plan, tax | (523) | 36 |
Reclassification of pension liability adjustments to earnings, tax | $ 26 | $ 4 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ 42,568 | $ (31,168) |
Adjustments to reconcile net income (loss) to cash provided (used) by operating activities: | ||
Deferred income taxes | (29,510) | (1,598) |
Depreciation | 11,054 | 11,495 |
Amortization | 6,577 | 7,098 |
Concrete Tie Settlement expense (Note 18) | 0 | 43,400 |
Equity (income) loss in nonconsolidated investments | (17) | 7 |
Loss on sales and disposals of property, plant, and equipment | 1,192 | 1,297 |
Stock-based compensation | 3,155 | 3,836 |
Pension settlement | 2,210 | 0 |
Change in operating assets and liabilities: | ||
Accounts receivable | 7,928 | (11,438) |
Inventories | 6,688 | (23,403) |
Other current assets | 1,496 | 140 |
Prepaid income tax | (1,703) | (249) |
Other noncurrent assets | (402) | 1,319 |
Accounts payable | (12,690) | 24,210 |
Deferred revenue | 1,782 | (3,491) |
Accrued payroll and employee benefits | 1,018 | 1,233 |
Accrued settlement | (10,000) | 0 |
Other current liabilities | (933) | 4,046 |
Other liabilities | (1,116) | (770) |
Net cash provided by operating activities | 29,297 | 25,964 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Proceeds from the sale of property, plant, and equipment | 1,151 | 2,389 |
Capital expenditures on property, plant, and equipment | (8,831) | (5,251) |
Proceeds from sale of equity method investment | 0 | 3,875 |
Repayment of revolving line of credit from equity method investment | 0 | 1,235 |
Net cash (used in) provided by investing activities | (7,680) | 2,248 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayments of debt | (210,323) | (195,254) |
Proceeds from debt | 193,534 | 140,270 |
Debt issuance costs | (836) | 0 |
Treasury stock acquisitions | (621) | (316) |
Net cash used in financing activities | (18,246) | (55,300) |
Effect of exchange rate changes on cash and cash equivalents | 525 | (308) |
Net increase (decrease) in cash and cash equivalents | 3,896 | (27,396) |
Cash and cash equivalents at beginning of period | 10,282 | 37,678 |
Cash and cash equivalents at end of period | 14,178 | 10,282 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 4,587 | 5,577 |
Income taxes paid | $ 6,513 | $ 4,512 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders Equity - USD ($) $ in Thousands | Total | Common Stock | Paid-in Capital | Retained Earnings | Treasury Stock | Accumulated Other Comprehensive Loss |
Beginning balance at Dec. 31, 2017 | $ 154,496 | $ 111 | $ 45,017 | $ 145,797 | $ (18,662) | $ (17,767) |
Increase (Decrease) in Stockholders' Equity | ||||||
Net income (loss) | (31,168) | (31,168) | ||||
Other comprehensive income (loss), net of tax: | ||||||
Pension liability adjustment | (472) | (472) | ||||
Foreign currency translation adjustment | (4,405) | (4,405) | ||||
Unrealized derivative gain on cash flow hedges | 453 | 453 | ||||
Issuance of common shares net of shares withheld for taxes | (316) | (813) | 497 | |||
Stock-based compensation | 3,836 | 3,836 | ||||
Ending balance at Dec. 31, 2018 | 122,119 | 111 | 48,040 | 114,324 | (18,165) | (22,191) |
Increase (Decrease) in Stockholders' Equity | ||||||
Net income (loss) | 42,568 | 42,568 | ||||
Other comprehensive income (loss), net of tax: | ||||||
Pension liability adjustment | 1,467 | 1,467 | ||||
Foreign currency translation adjustment | 2,033 | 2,033 | ||||
Unrealized derivative gain on cash flow hedges | (859) | (859) | ||||
Issuance of common shares net of shares withheld for taxes | (621) | (1,991) | 1,370 | |||
Stock-based compensation | 3,155 | 3,155 | ||||
Ending balance at Dec. 31, 2019 | $ 169,862 | $ 111 | $ 49,204 | $ 157,525 | $ (16,795) | $ (20,183) |
Consolidated Statements of St_2
Consolidated Statements of Stockholders Equity (Parenthetical) - shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Stockholders' Equity [Abstract] | ||
Common shares issues net of shares withheld (shares) | 56,084 | 25,431 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Organization, operations, and basis of consolidation The consolidated financial statements include the accounts of L.B. Foster Company and its wholly-owned subsidiaries, joint ventures, and partnerships in which a controlling interest is held. Inter-company transactions and accounts have been eliminated. The Company utilizes the equity method of accounting for companies where its ownership is less than or equal to 50% and significant influence exists. L.B. Foster Company (“Company”) is a leading manufacturer and distributor of products and service provider for transportation and energy infrastructure with locations in North America and Europe. The Company is organized and operates in three business segments: Rail Products and Services (“Rail”), Construction Products (“Construction”), and Tubular and Energy Services (“Tubular and Energy”). The Rail segment is comprised of several manufacturing and distribution businesses that provide a variety of products and services for freight and passenger railroads and industrial companies throughout the world. The Construction segment is composed of piling, fabricated bridge, and precast concrete product offerings across North America. The Tubular and Energy segment provides products and services predominantly to the U.S. mid and upstream oil and gas markets. Use of estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates, judgements, and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates and changes in these estimates are recorded when known. Significant accounting policies Cash and cash equivalents The Company considers cash and other instruments with maturities of three months or less when purchased to be cash and cash equivalents. The Company invests available funds in a manner to maximize returns, preserve investment principal, and maintain liquidity, while seeking the highest yield available. Cash and cash equivalents held in non-domestic accounts were $13,660 and $8,058 as of December 31, 2019 and 2018, respectively. Included in non-domestic cash equivalents are investments in bank term deposits of approximately $17 and $16 as of December 31, 2019 and 2018, respectively. The carrying amounts approximated fair value due to the short maturity of the instruments. Inventory Inventory is valued at the lower of average cost or net realizable value. Slow-moving inventory is reviewed and adjusted regularly, based upon product knowledge, physical inventory observation, inventory turnover, and the age of the inventory. Inventory contains product costs, including inbound freight, direct labor, overhead costs relating to the manufacturing and distribution of products, and absorption costs representing the excess manufacturing or production costs over the amounts charged to the cost of sales or services. Property, plant, and equipment Depreciation and amortization are provided on a straight-line basis over the estimated useful lives of 7 to 40 years for buildings and 2 to 13 years for machinery and equipment. Leasehold improvements are amortized over 6 to 10 years, which represent the lives of the respective leases or the lives of the improvements, whichever is shorter. Depreciation expense is recorded within “Cost of goods sold,” “Cost of services sold,” and “Selling and administrative expenses” on the Consolidated Statements of Operations based upon the particular asset’s use. The Company reviews a long-lived asset for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The Company recognizes an impairment loss if the carrying amount of a long-lived asset is not recoverable and exceeds its fair value. There were no property, plant, and equipment impairments recorded for the years ended December 31, 2019 and 2018. Maintenance, repairs, and minor renewals are charged to operations as incurred. Major renewals and betterments that substantially extend the useful life of the property are capitalized at cost. Upon sale or other disposition of assets, the costs and related accumulated depreciation and amortization are removed from the accounts and the resulting gain or loss, if any, is reflected in “Other income or expense.” Allowance for doubtful accounts The allowance for doubtful accounts is recorded to reflect the estimated realization of the Company’s accounts receivable and includes assessments of the probability of collection and the credit-worthiness of certain customers. Reserves for uncollectible accounts are recorded as part of “Selling and administrative expenses” on the Consolidated Statements of Operations. The Company reviews its accounts receivable aging and calculates an allowance through application of historic reserve factors to overdue receivables. This calculation is supplemented by specific account reviews performed by the Company’s credit department. As necessary, the application of the Company’s allowance rates to specific customers is reviewed and adjusted to more accurately reflect the credit risk inherent within that customer relationship. Goodwill and other intangible assets Goodwill is the cost of an acquisition less the fair value of the identifiable net assets of the acquired business. Goodwill is tested annually for impairment or more often if there are indicators of impairment within a reporting unit. A reporting unit is an operating segment or a component of an operating segment for which discrete financial information is available and reviewed by management on a regular basis. The goodwill impairment test involves comparing the fair value of a reporting unit to its carrying value, including goodwill. If the carrying amount of the reporting unit exceeds its fair value, an impairment loss equal to the excess amount up to the goodwill balance is recorded as a component of operations. The Company performs its annual impairment tests in the fourth quarter. The Company’s fourth quarter 2019 annual test included the assessment of qualitative factors to determine whether it was more likely than not that the fair value of each reporting unit is less than its carrying value. The qualitative assessment encompassed a review of events and circumstances specific to each reporting unit with goodwill, as well as specific to the entity as a whole. The Company’s qualitative assessment considered, among other things, factors such as macroeconomic conditions, industry and market considerations, including changes in the Company’s stock price and market multiples, projected financial performance, cost factors, changes in carrying values, and other relevant factors. Considering the totality of the qualitative factors assessed, based on the weight of evidence, no circumstances existed that would indicate it was more likely than not that goodwill was impaired. There was no goodwill impairment recognized during 2019 or 2018. The Company continues to monitor the recoverability of the long-lived assets associated with certain reporting units of the Company and the long-term financial projections of the businesses. Sustained declines in the markets we serve may result in future long-lived asset impairment. The Company has no indefinite-lived intangible assets. The Company reviews a long-lived intangible asset for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. All intangible assets are amortized over their estimated useful lives. There were no definite-lived intangible asset impairments during the years ended December 31, 2019 and 2018. Environmental remediation and compliance Environmental remediation costs are accrued when the liability is probable and costs are estimable. Environmental compliance costs, which principally include the disposal of waste generated by routine operations, are expensed as incurred. Capitalized environmental costs, when appropriate, are depreciated over their useful life. Reserves are not reduced by potential claims for recovery and are not discounted. Claims for recovery are recognized as agreements are reached with third parties or as amounts are received. Reserves are periodically reviewed throughout the year and adjusted to reflect current remediation progress, prospective estimates of required activity, and other factors that may be relevant, including changes in technology or regulations. See Note 18 for additional information regarding the Company’s outstanding environmental and litigation reserves. Revenue recognition The Company’s revenues are comprised of product and service sales, including products and services provided under long-term agreements with its customers. All revenue is recognized when the Company satisfies its performance obligations under the contract, either implicit or explicit, by transferring the promised product or rendering a service to its customer either when or as its customer obtains control of the product or the service is rendered. Deferred revenue consists of customer billings or payments received for which the revenue recognition criteria have not yet been met as well as contract liabilities (billings in excess of costs) on over time contracts. Advance payments from customers typically relate to contracts for which the Company has significantly fulfilled its obligations, but due to the Company’s continuing involvement with the project, revenue is precluded from being recognized until the performance obligation is met for the customer. See Note 3 for additional information. Product warranty The Company maintains a current warranty liability for the repair or replacement of defective products. For certain manufactured products, an accrual is made on a monthly basis as a percentage of cost of sales based upon historical experience. For long-lived construction products, a warranty is established when the claim is known and quantifiable. The product warranty accrual is periodically adjusted based on the identification or resolution of known individual product warranty claims or due to changes in the Company’s historical warranty experience. As of December 31, 2019 and 2018, the product warranty reserve was $1,222 and $2,057, respectively. See Note 18 for additional information regarding the product warranty. Income taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. Deferred taxes are measured using enacted tax laws and rates expected to be in effect when such differences are recovered or settled. The effect of a change in tax rates on deferred taxes is recognized in income in the period that includes the enactment date of the change. The Company has also elected to record global intangible low-taxed income (“GILTI”) as period costs if and when incurred. The Company makes judgments regarding the recognition of deferred tax assets and the future realization of these assets. As prescribed by the Financial Accounting Standards Board’s (“FASB”) Accounting Standard Codification (“ASC”) 740, “Income Taxes” and applicable guidance, valuation allowances must be provided for those deferred tax assets for which it is more likely than not (a likelihood of more than 50%) that some portion or all of the deferred tax assets will not be realized. The guidance requires the Company to evaluate positive and negative evidence regarding the recoverability of deferred tax assets. The determination of whether the positive evidence outweighs the negative evidence and quantification of the valuation allowance requires the Company to make estimates and judgments of future financial results. The Company has concluded that for purposes of quantifying valuation allowances, it would be appropriate to consider the reversal of taxable temporary differences related to indefinite-lived intangible assets when assessing the realizability of deferred tax assets that upon reversal, would give rise to operating losses that do not expire. The Company evaluates all tax positions taken on its federal, state, and foreign tax filings to determine if the position is more likely than not to be sustained upon examination. For positions that meet the more likely than not to be sustained criteria, the largest amount of benefit to be realized upon ultimate settlement is determined on a cumulative probability basis. A previously recognized tax position is derecognized when it is subsequently determined that a tax position no longer meets the more likely than not threshold to be sustained. The evaluation of the sustainability of a tax position and the expected tax benefit is based on judgment, historical experience, and various other assumptions. Actual results could differ from those estimates upon subsequent resolution of identified matters. The Company accrues interest and penalties related to unrecognized tax benefits in its provision for income taxes. Foreign currency translation The assets and liabilities of our foreign subsidiaries are measured using the local currency as the functional currency and are translated into U.S. dollars at exchange rates as of the balance sheet date. Income statement amounts are translated at the weighted-average rates of exchange during the year. The translation adjustment is accumulated as a separate component of “Accumulated other comprehensive loss” within our Consolidated Balance Sheets. Foreign currency transaction gains and losses are included in “Other income or expense.” For the years ended December 31, 2019 and 2018, foreign currency transaction losses of approximately $202 and gains of $483, respectively, were included in “Other expense (income) - net” in the Consolidated Statements of Operations. Research and development The Company expenses research and development costs as costs are incurred. For the years ended December 31, 2019 and 2018, research and development expenses were $2,614 and $2,646, respectively, and were principally related to the Company’s friction management and railroad monitoring system products within the Rail Products and Services segment. Reclassifications Certain accounts in the prior year consolidated financial statements have been reclassified for comparative purposes principally to conform to the presentation in the current year period. Recently issued accounting guidance In August 2018, the FASB issued Accounting Standards Update (“ASU”) 2018-15, “Intangibles - Goodwill and Other - Internal-Use Software” (“ASU 2018-15”). ASU 2018-15 requires capitalization of certain implementation costs incurred in a cloud computing arrangement that is a service contract. The amendments in ASU 20118-15 are effective for fiscal years beginning after December 15, 2019 and for interim periods therein with early adoption permitted. The Company evaluated the potential impact of ASU 2018-15 on its consolidated financial position, results of operations, and cash flows and anticipates the adoption will have an immaterial effect on the Company’s Consolidated Financial Statements. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). ASU 2016-13 added a new impairment model (known as the current expected credit loss (“CECL”) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses. The CECL model applies to trade receivables, other receivables, and most debt instruments. The CECL model does not have a minimum threshold for recognition of impairment losses, and entities will need to measure expected credit losses on assets that have a low risk of loss. The new standard will become effective for the Company January 1, 2020 and will be applied using the modified retrospective basis. The Company anticipates the adoption of this standard will not have a material impact on the Company’s Consolidated Financial Statements. Recently adopted accounting guidance In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842)” (“ASU 2016-02”). The new accounting requirements include the accounting for, presentation of, and classification of leases. The guidance resulted in most leases being capitalized as a right-of-use asset with a related balance sheet liability. The requirements of the new standard are effective for annual reporting periods beginning after December 15, 2018, and interim periods within those annual periods. The Company adopted the provisions of ASU 2016-02 on January 1, 2019, using the modified retrospective approach as of the beginning of the period of adoption. Additionally, the Company has elected to apply the practical expedients for leases that commenced prior to the effective date, not to apply the recognition requirements in the standard to short-term leases, and not to separate non-lease components from lease components. The Company has presented the disclosures required by ASU 2016-02 in Note 8. |
Business Segments
Business Segments | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments The Company is a leading manufacturer and distributor of products and provider of services for transportation and energy infrastructure with locations in North America and Europe. The Company is organized and operates in three different operating segments: the Rail Products and Services segment, the Construction Products segment, and the Tubular and Energy Services segment. The segments represent components of the Company (a) that engage in activities from which revenue is generated and expenses are incurred; (b) whose operating results are regularly reviewed by the Chief Operating Decision Maker (“CODM”), who makes decisions about resources to be allocated to the segments, and (c) for which discrete financial information is available. Operating segments are evaluated on their segment profit contribution to the Company’s consolidated results. Other income and expenses, interest, income taxes, and certain other items are managed on a consolidated basis. The Company markets its products directly in all major industrial areas of the United States, Canada, and Europe, primarily through an internal sales force. The Company’s Rail Products and Services segment provides a full line of new and used rail, trackwork, and accessories to railroads, mines, and other customers in the rail industry. The Rail Products and Services segment also designs and produces insulated rail joints, power rail, track fasteners, concrete railroad ties, coverboards, and special accessories for mass transit and other rail systems. In addition, the Rail Products and Services segment engineers, manufactures, and assembles friction management products and railway wayside data collection, application systems, railroad condition monitoring systems and equipment, wheel impact load detection, fire protection systems, and management systems. The Company’s Construction Products segment sells and rents steel sheet piling, H-bearing pile, and other piling products for foundation and earth retention requirements. The Construction Products segment also sells bridge decking, bridge railing, structural steel fabrications, expansion joints, bridge forms, and other products for highway construction and repair. Lastly, the Construction Products segment produces precast concrete buildings and a variety of specialty precast concrete products. The Company’s Tubular and Energy Services segment provides pipe coatings for natural gas pipelines and utilities, upstream test and inspection services, precision measurement systems for the oil and gas market, and produces threaded pipe products for the oil and gas markets as well as industrial water well and irrigation markets. The following table illustrates net sales, profit, assets, depreciation/amortization, and expenditures for long-lived assets of the Company by segment. Segment profit from operations includes allocated corporate operating expenses. Operating expenses related to corporate headquarter functions that directly support the segment activity were allocated based on segment headcount, revenue contribution, or activity of the business units within the segments, based on the corporate activity type provided to the segment. The expense allocation excludes certain corporate costs that are separately managed from the segments. Management believes the allocation of corporate operating expenses provides an accurate presentation of how the segments utilize corporate support activities. This provides the CODM a meaningful segment profitability reporting to support operating decisions and the allocation of resources. The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies found in Note 1. The operating results and assets of the Company’s operating segments were as follows as of and for the year ended December 31, 2019: Net Sales Segment Profit Segment Assets Depreciation/Amortization Expenditures for Long-Lived Assets Rail Products and Services $ 321,808 $ 19,641 $ 186,323 $ 6,469 $ 2,293 Construction Products 182,486 5,726 83,049 1,660 1,266 Tubular and Energy Services 150,763 11,147 77,320 8,174 4,920 Total $ 655,057 $ 36,514 $ 346,692 $ 16,303 $ 8,479 The operating results and assets of the Company’s operating segments were as follows as of and for the year ended December 31, 2018: Net Sales Segment Profit Segment Assets Depreciation/Amortization Expenditures for Long-Lived Assets Rail Products and Services $ 319,524 $ 19,468 $ 175,704 $ 6,810 $ 941 Construction Products 158,653 6,798 97,133 1,728 796 Tubular and Energy Services 148,792 12,647 90,402 8,790 3,212 Total $ 626,969 $ 38,913 $ 363,239 $ 17,328 $ 4,949 During 2019 and 2018, no single customer accounted for more than 10% of the Company’s consolidated net sales. Sales between segments were immaterial. Reconciliations of reportable segment net sales, profits, assets, depreciation/amortization, and expenditures for long-lived assets to the Company’s consolidated totals are as follows as of and for the years ended December 31: 2019 2018 Income from Operations: Total segment profit $ 36,514 $ 38,913 Interest expense - net (4,920) (6,154) Other (expense) income (4,492) 461 Concrete Tie Settlement expense (Note 18) — (43,400) Corporate expense and other unallocated charges (9,705) (16,531) Income (loss) before income taxes $ 17,397 $ (26,711) Assets: Total segment assets $ 346,692 $ 363,239 Unallocated corporate assets 58,479 20,010 Assets $ 405,171 $ 383,249 Depreciation/Amortization: Total segment depreciation/amortization $ 16,303 $ 17,328 Other 1,328 1,265 Depreciation/amortization $ 17,631 $ 18,593 Expenditures for Long-Lived Assets: Total segment expenditures for long-lived assets $ 8,479 $ 4,949 Other expenditures for long-lived assets 352 302 Expenditures for long-lived assets $ 8,831 $ 5,251 The following table summarizes the Company’s sales by major geographic region in which the Company had operations for the years ended December 31: 2019 2018 United States $ 529,363 $ 484,907 United Kingdom 41,879 66,451 Canada 57,574 42,810 Other 26,241 32,801 Total net sales $ 655,057 $ 626,969 The following table summarizes the Company’s long-lived assets by geographic region as of December 31: 2019 2018 United States $ 77,101 $ 81,135 Canada 3,590 4,036 United Kingdom 1,610 1,671 Other 13 15 Total property, plant, and equipment - net $ 82,314 $ 86,857 The following table summarizes the Company’s sales by major product line for the years ended December 31: 2019 2018 Rail Products $ 194,464 $ 188,590 Rail Technologies 127,344 130,934 Piling and Fabricated Bridge Products 114,076 102,246 Protective Coatings and Measurement Systems 99,760 89,026 Precast Concrete Products 68,410 56,407 Test, Inspection, and Threading Services 51,003 59,766 Total net sales $ 655,057 $ 626,969 |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue The Company’s revenues are comprised of product and service sales, including products and services provided under long-term agreements with its customers. All revenue is recognized when the Company satisfies its performance obligations under the contract, either implicit or explicit, by transferring the promised product or rendering a service to its customer either when or as its customer obtains control of the product or as the service is rendered. A performance obligation is a promise in a contract to transfer a distinct product or render a specific service to a customer. A contract’s transaction price is allocated to each distinct performance obligation. The majority of the Company’s contracts have a single performance obligation, as the promise to transfer products or render services is not separately identifiable from other promises in the contract and, therefore, not distinct. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products or providing services. Revenue is recorded net of returns, allowances, customer discounts, and incentives. Sales, value added, and other taxes collected from customers and remitted to governmental authorities are accounted for on a net (excluded from revenues) basis. Shipping and handling costs are included in cost of goods sold. The Company’s performance obligations under long-term agreements with its customers are generally satisfied as over time. Over time revenue is primarily comprised of transit infrastructure projects within Rail Products and Rail Technologies, long-term bridge projects within Piling and Fabricated Bridge Products, precast concrete buildings within Precast Concrete Products, and custom precision metering systems within Protective Coatings and Measurement Systems. Revenue from products or services provided to customers over time accounted for 28.5% and 26.0% of revenue for the years ended December 31, 2019 and 2018, respectively. Revenue under these long-term agreements is generally recognized over time either using an input measure based upon the proportion of actual costs incurred to estimated total project costs or an input measure based upon actual labor costs as a percentage of estimated total labor costs, depending upon which measure the Company believes best depicts the Company’s performance to date under the terms of the contract. Revenue recognized over time using an input measure was $136,014 and $121,919 for the years ended December 31, 2019 and 2018, respectively. A certain portion of the Company’s revenue recognized over time under these long-term agreements is recognized using an output method, specifically units delivered, based upon certain customer acceptance and delivery requirements. Revenue recognized over time using an output measure was $50,761 and $41,334 for the years ended December 31, 2019 and 2018, respectively. As of December 31, 2019 and 2018, the Company had contract assets of $37,032 and $26,692, respectively, that were recorded in “Inventories - net” within the Consolidated Balance Sheets. As of December 31, 2019 and 2018, the Company had contract liabilities of $4,472 and $1,505, respectively, that were recorded in “Deferred revenue” within the Consolidated Balance Sheets. Accounting for these long-term agreements involves the use of various techniques to estimate total revenues and costs. The Company estimates profit on these long-term agreements as the difference between total estimated revenues and expected costs to complete a contract and recognizes that profit over the life of the contract. Contract estimates are based on various assumptions to project the outcome of future events that may span several years. These assumptions include, among other things, labor productivity, cost and availability of materials, and timing of funding by customers. The nature of these long-term agreements may give rise to several types of variable consideration, such as claims, awards, and incentive fees. Historically, these amounts of variable consideration have not been considered significant. Contract estimates may include additional revenue for submitted contract modifications if there exists an enforceable right to the modification, the amount can be reasonably estimated, and its realization is probable. These estimates are based on historical collection experience, anticipated performance, and the Company’s best judgment at that time. These amounts are generally included in the contract’s transaction price and are allocated over the remaining performance obligations. Changes in judgments related to the estimates above could impact the timing and amount of revenue recognized and, accordingly, the timing and amount of associated income. In the event that a contract loss becomes known, the entire amount of the estimated loss is recognized in the Consolidated Statements of Operations. The majority of the Company’s revenue is from products transferred and services rendered to customers at a point in time, which is inherent in all major product and service categories. Point in time revenue accounted for 71.5% and 74.0% of revenue for the years ended December 31, 2019 and 2018, respectively. The Company recognizes revenue at the point in time in which the customer obtains control of the product or service, which is generally when product title passes to the customer upon shipment or the service has been rendered to the customer. In limited cases, title does not transfer and revenue is not recognized until the customer has received the products at a designated physical location. The following table summarizes the Company’s net sales by major product and service category: December 31, 2019 2018 Rail Products $ 194,464 $ 188,590 Rail Technologies 127,344 130,934 Rail Products and Services 321,808 319,524 Piling and Fabricated Bridge Products 114,076 102,246 Precast Concrete Products 68,410 56,407 Construction Products 182,486 158,653 Test, Inspection, and Threading Services 51,003 59,766 Protective Coatings and Measurement Systems 99,760 89,026 Tubular and Energy Services 150,763 148,792 Total net sales $ 655,057 $ 626,969 For the years ended December 31, 2019 and 2018, net sales by the timing of the transfer of goods and services are as follows: Year ended December 31, 2019 Rail Products Construction Tubular and Total Point in time $ 240,047 $ 115,590 $ 112,645 $ 468,282 Over time 81,761 66,896 38,118 186,775 Total net sales $ 321,808 $ 182,486 $ 150,763 $ 655,057 Year ended December 31, 2018 Rail Products Construction Tubular and Total Point in time $ 232,814 $ 106,168 $ 124,734 $ 463,716 Over time 86,710 52,485 24,058 163,253 Total net sales $ 319,524 $ 158,653 $ 148,792 $ 626,969 The timing of revenue recognition, billings, and cash collections results in billed receivables, costs in excess of billings (contract assets, included in “Inventories - net”), and billings in excess of costs (contract liabilities, included in “Deferred revenue”) on the Consolidated Balance Sheets. Significant changes in contract assets during the year ended December 31, 2019 and 2018 included transfers to receivables from contract assets recognized at the beginning of the period of $24,487 and $18,941, respectively. Significant changes in contract liabilities during the year ended December 31, 2019 and 2018 included increases of $4,358 and $1,447, respectively, due to billings in excess of costs, excluding amounts recognized as revenue during the period. Contract liabilities were reduced due to revenue recognized during the year ended December 31, 2019 and 2018 of $1,462 and $1,141, respectively, that were included in the contract liabilities at the beginning of the respective period. As of December 31, 2019, the Company had approximately $230,067 of remaining performance obligations, which is also referred to as backlog. Approximately 8.3% of the backlog as of December 31, 2019 was related to projects that are anticipated to extend beyond December 31, 2020. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets As of December 31, 2019 and 2018, the following table represents the goodwill balance by reportable segment: Rail Products Construction Tubular and Total Balance as of December 31, 2018: $ 14,111 $ 5,147 $ — $ 19,258 Foreign currency translation impact 307 — — 307 Balance as of December 31, 2019: $ 14,418 $ 5,147 $ — $ 19,565 As of December 31, 2019 and 2018, the components of the Company’s intangible assets were as follows: December 31, 2019 Weighted Average Gross Accumulated Net Non-compete agreements 4 $ 1,272 $ (1,259) $ 13 Patents 10 377 (188) 189 Customer relationships 18 37,498 (13,945) 23,553 Trademarks and trade names 16 7,787 (3,551) 4,236 Technology 13 35,728 (20,205) 15,523 $ 82,662 $ (39,148) $ 43,514 December 31, 2018 Weighted Average Gross Accumulated Net Non-compete agreements 4 $ 1,372 $ (1,046) $ 326 Patents 10 358 (165) 193 Customer relationships 18 37,129 (11,388) 25,741 Trademarks and trade names 15 8,481 (3,416) 5,065 Technology 14 35,640 (17,129) 18,511 $ 82,980 $ (33,144) $ 49,836 Intangible assets are amortized over their useful lives ranging from 4 to 25 years, with a total weighted average amortization period of approximately 16 years. Amortization expense for the years ended December 31, 2019 and 2018 was $6,577 and $7,098, respectively. During the years ended December 31, 2019 and 2018 certain fully amortized intangible assets of $124 and $2,830, respectively, related to non-compete agreements and $723 and $1,560, respectively, related to trademarks and trade names were eliminated from gross intangible assets and accumulated amortization. Estimated annual amortization expense for the years ending December 31, 2020 and thereafter is as follows: Year Ending December 31, 2020 $ 5,910 2021 5,875 2022 5,791 2023 5,314 2024 4,288 2025 and thereafter 16,336 $ 43,514 |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2019 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts Receivable Accounts receivable as of December 31, 2019 and 2018 are summarized as follows: December 31, 2019 2018 Accounts receivable $ 79,675 $ 87,055 Allowance for doubtful accounts (1,100) (932) Accounts receivable - net $ 78,575 $ 86,123 Changes in reserves for uncollectible accounts are recorded as part of “Selling and administrative expenses” in the Consolidated Statements of Operations, and were income of $48 and $1,443 for the years ended December 31, 2019 and 2018, respectively. The Company’s customers are principally in the transportation and energy infrastructure sectors. As of December 31, 2019 and 2018, trade receivables, net of allowance for doubtful accounts, from customers were as follows: December 31, 2019 2018 Rail Products and Services $ 44,941 $ 43,180 Construction Products 19,301 19,998 Tubular and Energy Services 14,205 19,121 Trade accounts receivable - net $ 78,447 $ 82,299 Credit is extended based upon an evaluation of the customer’s financial condition and, while collateral is not required, the Company periodically receives surety bonds that guarantee payment. Credit terms are consistent with industry standards and practices. |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Inventory is valued at average cost or net realizable value, whichever is lower. The Company’s components of inventory as of December 31, 2019 and 2018 are summarized in the following table: December 31, 2019 2018 Finished goods $ 59,864 $ 69,041 Contract assets 37,032 26,692 Work-in-process 3,728 6,940 Raw materials 18,677 21,831 Inventories - net $ 119,301 $ 124,504 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant, and Equipment Property, plant, and equipment as of December 31, 2019 and 2018 consisted of the following: December 31, 2019 2018 Land $ 11,076 $ 12,440 Improvements to land and leaseholds 17,172 17,610 Buildings 35,241 34,608 Machinery and equipment, including equipment under finance leases 122,599 120,914 Construction in progress 5,234 3,083 Gross property, plant, and equipment 191,322 188,655 Less: accumulated depreciation and amortization, including accumulated amortization of finance leases (109,008) (101,798) Property, plant, and equipment - net $ 82,314 $ 86,857 Depreciation expense, including amortization of assets under capital leases, for the years ended December 31, 2019 and 2018 amounted to $11,054 and $11,495, respectively. During the year ended December 31, 2019, the Company sold land and building for cash proceeds of $900, resulting in a gain of $198. During the year ended December 31, 2018, the Company sold 54.5 acres of land in exchange for cash proceeds of $2,047, resulting in a loss of $269. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | Leases On January 1, 2019, the Company adopted ASU 2016-02 and all related amendments using the modified retrospective approach, which resulted in an increase in assets of $13,585 and an increase in current and long-term liabilities of $3,322 and $10,263, respectively. This adoption did not affect the Company’s results of operations or cash flows. The Company determines if an arrangement is a lease at its inception. Operating leases are included in “Operating lease right-of-use assets,” “Other current liabilities,” and “Long-term operating lease liabilities” within the Company’s Consolidated Balance Sheets. Finance leases are included in “Property, plant, and equipment - net,” “Current maturities of long-term debt,” and “Long-term debt” in the Company’s Consolidated Balance Sheets. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of the lease payments. The Company uses the implicit rate when readily determinable. The operating lease right-of-use asset also includes indirect costs incurred and lease payments made prior to the commencement date, less any lease incentives received. The Company’s lease terms may include options to extend or terminate the lease and will be recognized when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company has lease agreements with lease and non-lease components that it accounts for as a single lease component. Also, for certain equipment leases, the Company applies a portfolio approach to effectively account for the operating lease right-of-use assets and liabilities. Finance lease and lessor accounting recognition has remained substantially unchanged under ASU 2016-02. The adoption of ASU 2016-02 had no impact on the Company’s balance sheet, results of operations, or cash flows for finance leases. The Company has operating and finance leases for manufacturing facilities, corporate offices, sales offices, vehicles, and certain equipment. As of December 31, 2019, its leases had remaining lease terms of 1 to 12 years, some of which include options to extend the leases for up to 12 years, and some of which include options to terminate the leases within 1 year. As of December 31, 2019, the Company’s operating leases had a weighted average remaining lease term of 7 years and a weighted average discount rate of 5.1%. As of December 31, 2019, the Company’s finance leases had a weighted average remaining lease term of 1 year and a weighted average discount rate of 4.3%. The balance sheet components of the Company’s leases were as follows as of December 31, 2019: December 31, 2019 Operating leases Operating lease right-of-use assets $ 13,274 Other current liabilities $ 3,006 Long-term operating lease liabilities 10,268 Total operating lease liabilities $ 13,274 Finance leases Property, plant, and equipment $ 3,518 Accumulated amortization (2,943) Property, plant, and equipment - net $ 575 Current maturities of long-term debt $ 405 Long-term debt 170 Total finance lease liabilities $ 575 The components of lease expense within the Company’s Consolidated Statements of Operations were as follows for the years ended December 31, 2019 and 2018: Year Ended December 31, 2019 2018 Finance lease cost: Amortization of finance leases $ 722 $ 731 Interest on lease liabilities 57 50 Operating lease cost 3,930 4,825 Sublease income (18) (37) Total lease cost $ 4,691 $ 5,569 The cash flow components of the Company’s leases were as follows for the year ended December 31, 2019: Year Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ (4,676) Financing cash flows from finance leases (722) Right-of-use assets obtained in exchange for new lease liabilities: Operating leases $ 3,619 As of December 31, 2019, estimated annual maturities of lease liabilities for the year ending December 31, 2020 and thereafter were as follows: Year Ending December 31, Operating Leases Finance Leases 2020 $ 3,351 $ 450 2021 2,384 131 2022 1,852 47 2023 1,640 17 2024 1,540 11 2025 and there after 4,033 — 14,800 656 Interest (1,526) (81) Total $ 13,274 $ 575 |
Leases | Leases On January 1, 2019, the Company adopted ASU 2016-02 and all related amendments using the modified retrospective approach, which resulted in an increase in assets of $13,585 and an increase in current and long-term liabilities of $3,322 and $10,263, respectively. This adoption did not affect the Company’s results of operations or cash flows. The Company determines if an arrangement is a lease at its inception. Operating leases are included in “Operating lease right-of-use assets,” “Other current liabilities,” and “Long-term operating lease liabilities” within the Company’s Consolidated Balance Sheets. Finance leases are included in “Property, plant, and equipment - net,” “Current maturities of long-term debt,” and “Long-term debt” in the Company’s Consolidated Balance Sheets. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of the lease payments. The Company uses the implicit rate when readily determinable. The operating lease right-of-use asset also includes indirect costs incurred and lease payments made prior to the commencement date, less any lease incentives received. The Company’s lease terms may include options to extend or terminate the lease and will be recognized when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company has lease agreements with lease and non-lease components that it accounts for as a single lease component. Also, for certain equipment leases, the Company applies a portfolio approach to effectively account for the operating lease right-of-use assets and liabilities. Finance lease and lessor accounting recognition has remained substantially unchanged under ASU 2016-02. The adoption of ASU 2016-02 had no impact on the Company’s balance sheet, results of operations, or cash flows for finance leases. The Company has operating and finance leases for manufacturing facilities, corporate offices, sales offices, vehicles, and certain equipment. As of December 31, 2019, its leases had remaining lease terms of 1 to 12 years, some of which include options to extend the leases for up to 12 years, and some of which include options to terminate the leases within 1 year. As of December 31, 2019, the Company’s operating leases had a weighted average remaining lease term of 7 years and a weighted average discount rate of 5.1%. As of December 31, 2019, the Company’s finance leases had a weighted average remaining lease term of 1 year and a weighted average discount rate of 4.3%. The balance sheet components of the Company’s leases were as follows as of December 31, 2019: December 31, 2019 Operating leases Operating lease right-of-use assets $ 13,274 Other current liabilities $ 3,006 Long-term operating lease liabilities 10,268 Total operating lease liabilities $ 13,274 Finance leases Property, plant, and equipment $ 3,518 Accumulated amortization (2,943) Property, plant, and equipment - net $ 575 Current maturities of long-term debt $ 405 Long-term debt 170 Total finance lease liabilities $ 575 The components of lease expense within the Company’s Consolidated Statements of Operations were as follows for the years ended December 31, 2019 and 2018: Year Ended December 31, 2019 2018 Finance lease cost: Amortization of finance leases $ 722 $ 731 Interest on lease liabilities 57 50 Operating lease cost 3,930 4,825 Sublease income (18) (37) Total lease cost $ 4,691 $ 5,569 The cash flow components of the Company’s leases were as follows for the year ended December 31, 2019: Year Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ (4,676) Financing cash flows from finance leases (722) Right-of-use assets obtained in exchange for new lease liabilities: Operating leases $ 3,619 As of December 31, 2019, estimated annual maturities of lease liabilities for the year ending December 31, 2020 and thereafter were as follows: Year Ending December 31, Operating Leases Finance Leases 2020 $ 3,351 $ 450 2021 2,384 131 2022 1,852 47 2023 1,640 17 2024 1,540 11 2025 and there after 4,033 — 14,800 656 Interest (1,526) (81) Total $ 13,274 $ 575 |
Deferred Revenue
Deferred Revenue | 12 Months Ended |
Dec. 31, 2019 | |
Revenue Recognition and Deferred Revenue [Abstract] | |
Deferred Revenue | Revenue The Company’s revenues are comprised of product and service sales, including products and services provided under long-term agreements with its customers. All revenue is recognized when the Company satisfies its performance obligations under the contract, either implicit or explicit, by transferring the promised product or rendering a service to its customer either when or as its customer obtains control of the product or as the service is rendered. A performance obligation is a promise in a contract to transfer a distinct product or render a specific service to a customer. A contract’s transaction price is allocated to each distinct performance obligation. The majority of the Company’s contracts have a single performance obligation, as the promise to transfer products or render services is not separately identifiable from other promises in the contract and, therefore, not distinct. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products or providing services. Revenue is recorded net of returns, allowances, customer discounts, and incentives. Sales, value added, and other taxes collected from customers and remitted to governmental authorities are accounted for on a net (excluded from revenues) basis. Shipping and handling costs are included in cost of goods sold. The Company’s performance obligations under long-term agreements with its customers are generally satisfied as over time. Over time revenue is primarily comprised of transit infrastructure projects within Rail Products and Rail Technologies, long-term bridge projects within Piling and Fabricated Bridge Products, precast concrete buildings within Precast Concrete Products, and custom precision metering systems within Protective Coatings and Measurement Systems. Revenue from products or services provided to customers over time accounted for 28.5% and 26.0% of revenue for the years ended December 31, 2019 and 2018, respectively. Revenue under these long-term agreements is generally recognized over time either using an input measure based upon the proportion of actual costs incurred to estimated total project costs or an input measure based upon actual labor costs as a percentage of estimated total labor costs, depending upon which measure the Company believes best depicts the Company’s performance to date under the terms of the contract. Revenue recognized over time using an input measure was $136,014 and $121,919 for the years ended December 31, 2019 and 2018, respectively. A certain portion of the Company’s revenue recognized over time under these long-term agreements is recognized using an output method, specifically units delivered, based upon certain customer acceptance and delivery requirements. Revenue recognized over time using an output measure was $50,761 and $41,334 for the years ended December 31, 2019 and 2018, respectively. As of December 31, 2019 and 2018, the Company had contract assets of $37,032 and $26,692, respectively, that were recorded in “Inventories - net” within the Consolidated Balance Sheets. As of December 31, 2019 and 2018, the Company had contract liabilities of $4,472 and $1,505, respectively, that were recorded in “Deferred revenue” within the Consolidated Balance Sheets. Accounting for these long-term agreements involves the use of various techniques to estimate total revenues and costs. The Company estimates profit on these long-term agreements as the difference between total estimated revenues and expected costs to complete a contract and recognizes that profit over the life of the contract. Contract estimates are based on various assumptions to project the outcome of future events that may span several years. These assumptions include, among other things, labor productivity, cost and availability of materials, and timing of funding by customers. The nature of these long-term agreements may give rise to several types of variable consideration, such as claims, awards, and incentive fees. Historically, these amounts of variable consideration have not been considered significant. Contract estimates may include additional revenue for submitted contract modifications if there exists an enforceable right to the modification, the amount can be reasonably estimated, and its realization is probable. These estimates are based on historical collection experience, anticipated performance, and the Company’s best judgment at that time. These amounts are generally included in the contract’s transaction price and are allocated over the remaining performance obligations. Changes in judgments related to the estimates above could impact the timing and amount of revenue recognized and, accordingly, the timing and amount of associated income. In the event that a contract loss becomes known, the entire amount of the estimated loss is recognized in the Consolidated Statements of Operations. The majority of the Company’s revenue is from products transferred and services rendered to customers at a point in time, which is inherent in all major product and service categories. Point in time revenue accounted for 71.5% and 74.0% of revenue for the years ended December 31, 2019 and 2018, respectively. The Company recognizes revenue at the point in time in which the customer obtains control of the product or service, which is generally when product title passes to the customer upon shipment or the service has been rendered to the customer. In limited cases, title does not transfer and revenue is not recognized until the customer has received the products at a designated physical location. The following table summarizes the Company’s net sales by major product and service category: December 31, 2019 2018 Rail Products $ 194,464 $ 188,590 Rail Technologies 127,344 130,934 Rail Products and Services 321,808 319,524 Piling and Fabricated Bridge Products 114,076 102,246 Precast Concrete Products 68,410 56,407 Construction Products 182,486 158,653 Test, Inspection, and Threading Services 51,003 59,766 Protective Coatings and Measurement Systems 99,760 89,026 Tubular and Energy Services 150,763 148,792 Total net sales $ 655,057 $ 626,969 For the years ended December 31, 2019 and 2018, net sales by the timing of the transfer of goods and services are as follows: Year ended December 31, 2019 Rail Products Construction Tubular and Total Point in time $ 240,047 $ 115,590 $ 112,645 $ 468,282 Over time 81,761 66,896 38,118 186,775 Total net sales $ 321,808 $ 182,486 $ 150,763 $ 655,057 Year ended December 31, 2018 Rail Products Construction Tubular and Total Point in time $ 232,814 $ 106,168 $ 124,734 $ 463,716 Over time 86,710 52,485 24,058 163,253 Total net sales $ 319,524 $ 158,653 $ 148,792 $ 626,969 The timing of revenue recognition, billings, and cash collections results in billed receivables, costs in excess of billings (contract assets, included in “Inventories - net”), and billings in excess of costs (contract liabilities, included in “Deferred revenue”) on the Consolidated Balance Sheets. Significant changes in contract assets during the year ended December 31, 2019 and 2018 included transfers to receivables from contract assets recognized at the beginning of the period of $24,487 and $18,941, respectively. Significant changes in contract liabilities during the year ended December 31, 2019 and 2018 included increases of $4,358 and $1,447, respectively, due to billings in excess of costs, excluding amounts recognized as revenue during the period. Contract liabilities were reduced due to revenue recognized during the year ended December 31, 2019 and 2018 of $1,462 and $1,141, respectively, that were included in the contract liabilities at the beginning of the respective period. As of December 31, 2019, the Company had approximately $230,067 of remaining performance obligations, which is also referred to as backlog. Approximately 8.3% of the backlog as of December 31, 2019 was related to projects that are anticipated to extend beyond December 31, 2020. |
Long-Term Debt and Related Matt
Long-Term Debt and Related Matters | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Related Matters | Long-Term Debt and Related Matters Long-term debt as of December 31, 2019 and 2018 consisted of the following: December 31, 2019 2018 Revolving credit facility with an interest rate of 4.28% as of December 31, 2019 and 4.80% as of December 31, 2018 $ 33,868 $ 74,008 Term loan payable in quarterly installments through April 30, 2024 with an interest rate of 4.19% at December 31, 2019 23,750 — Lease obligations payable in installments through 2024 with a weighted average interest rate of 3.63% as of December 31, 2019 and 3.32% as of December 31, 2018 575 974 Total debt 58,193 74,982 Less: current maturities (2,905) (629) Long-term portion $ 55,288 $ 74,353 The expected maturities of long-term debt for December 31, 2020 and thereafter are as follows: Year Ending December 31, 2020 $ 2,905 2021 2,604 2022 2,545 2023 2,510 2024 47,629 2025 and thereafter — Total $ 58,193 Borrowings On April 30, 2019, the Company, its domestic subsidiaries, and certain of its Canadian and European subsidiaries (collectively, the “Borrowers”), entered into the Third Amended and Restated Credit Agreement (“Amended Credit Agreement”) with PNC Bank, N.A., Bank of America, N.A., Wells Fargo Bank, N.A., Citizens Bank, N.A., and BMO Harris Bank, N.A. This Amended Credit Agreement modifies the prior revolving credit facility, which had a maximum credit line of $195,000 and extends the maturity date from March 13, 2020 to April 30, 2024. The Amended Credit Agreement provides for a five-year, revolving credit facility that permits aggregate borrowings of the Borrowers up to $140,000 with a sublimit of the equivalent of $25,000 U.S. dollars that is available to the Canadian and United Kingdom borrowers in the aggregate. The Amended Credit Agreement’s incremental loan feature permits the Company to increase the available revolving borrowings under the facility by up to an additional $50,000 and provides for additional term loan borrowings of up to $25,000 subject to the Company’s receipt of increased commitments from existing or new lenders and the satisfaction of certain conditions. The Company’s and the domestic, Canadian, and United Kingdom guarantors’ (the “Guarantors”) obligations under the Amended Credit Agreement are secured by the grant of a security interest by the Borrowers and Guarantors in substantially all of the personal property owned by such entities. Additionally, the equity interests in each of the loan parties, other than the Company, and the equity interests held by each loan party in their domestic subsidiaries, have been pledged to the lenders as collateral for the lending obligations. Borrowings under the Amended Credit Agreement bear interest at rates based upon either the base rate or Euro-rate plus applicable margins. Applicable margins are dictated by the ratio of the Company’s total net indebtedness to the Company’s consolidated EBITDA for four trailing quarters, as defined in the Amended Credit Agreement. The base rate is the highest of (a) the Overnight Bank Funding Rate plus 50 basis points, (b) the Prime Rate, or (c) the Daily Euro-rate plus 100 basis points (each as defined in the Amended Credit Agreement). The base rate and Euro-rate spreads range from 25 to 125 basis points and 125 to 225 basis points, respectively. The Amended Credit Agreement includes three financial covenants: (a) Maximum Gross Leverage Ratio, defined as the Company’s consolidated Indebtedness divided by the Company’s consolidated EBITDA, which must not exceed (i) 3.25 to 1.00 for all testing periods other than during an Acquisition Period, as defined in the Amended Credit Agreement, and (ii) 3.50 to 1.00 for all testing periods occurring during an Acquisition Period; (b) Minimum Consolidated Fixed Charge Coverage Ratio, defined as the Company’s consolidated EBITDA divided by the Company’s Fixed Charges, as defined in the Amended Credit Agreement, which must be a minimum of 1.25 to 1.00; and (c) Minimum Working Capital to Revolving Facility Usage Ratio, defined as the sum of the inventory and accounts receivable of the Borrowers and certain other Guarantors divided by the Revolving Facility Usage, as defined in the Amended Credit Agreement, which must be a minimum of 1.40 to 1.00. As of December 31, 2019, the Company was in compliance with the covenants in the Amended Credit Agreement. As of December 31, 2019 and 2018, the Company had outstanding letters of credit of approximately $492 and $425, respectively, and had net available borrowing capacity of $105,640 and $120,567, respectively. United Kingdom On April 29,2019, a subsidiary of the Company terminated a credit facility with NatWest Bank used for its United Kingdom operations. The facility had included an overdraft availability of £1,500 pounds sterling (approximately $1,924 as of December 31, 2018). There were no outstanding borrowings under this credit facility as of December 31, 2018, however, there were $318 in outstanding guarantees (as defined in the underlying agreement) as of December 31, 2018. The subsidiary had available borrowing capacity of $1,606 as of December 31, 2018. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ EquityThe Company had authorized shares of 20,000,000 in common stock with 11,115,779 shares issued as of December 31, 2019 and 2018. The common stock has a par value of $0.01 per share and the Company suspended its dividend payments during each year ended December 31, 2019 and 2018, respectively. As of December 31, 2019 and 2018, the Company withheld 34,198 and 11,445 shares for approximately $620 and $316, respectively, from employees to pay their withholding taxes in connection with the vesting of restricted stock awards. There were no shares repurchased or dividends declared during the years ended December 31, 2019 and 2018. Common Stock Treasury Outstanding (Number of Shares) Balance at end of 2017 775,203 10,340,576 Issued for stock-based compensation plans (25,431) 25,431 Balance at end of 2018 749,772 10,366,007 Issued for stock-based compensation plans (56,084) 56,084 Balance at end of 2019 693,688 10,422,091 The components of accumulated other comprehensive loss, net of tax, for the years ended December 31, 2019 and 2018, were as follows: December 31, 2019 2018 Pension and post-retirement benefit plan adjustments $ (2,959) $ (3,839) Unrealized (loss) gain on interest rate swap contracts (230) 675 Foreign currency translation adjustments (16,994) (19,027) Accumulated other comprehensive loss $ (20,183) $ (22,191) Foreign currency translation adjustments are generally not adjusted for income taxes as they relate to indefinite investments in non-U.S. subsidiaries. See Note 14 for further information. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Stockholders’ EquityThe Company had authorized shares of 20,000,000 in common stock with 11,115,779 shares issued as of December 31, 2019 and 2018. The common stock has a par value of $0.01 per share and the Company suspended its dividend payments during each year ended December 31, 2019 and 2018, respectively. As of December 31, 2019 and 2018, the Company withheld 34,198 and 11,445 shares for approximately $620 and $316, respectively, from employees to pay their withholding taxes in connection with the vesting of restricted stock awards. There were no shares repurchased or dividends declared during the years ended December 31, 2019 and 2018. Common Stock Treasury Outstanding (Number of Shares) Balance at end of 2017 775,203 10,340,576 Issued for stock-based compensation plans (25,431) 25,431 Balance at end of 2018 749,772 10,366,007 Issued for stock-based compensation plans (56,084) 56,084 Balance at end of 2019 693,688 10,422,091 The components of accumulated other comprehensive loss, net of tax, for the years ended December 31, 2019 and 2018, were as follows: December 31, 2019 2018 Pension and post-retirement benefit plan adjustments $ (2,959) $ (3,839) Unrealized (loss) gain on interest rate swap contracts (230) 675 Foreign currency translation adjustments (16,994) (19,027) Accumulated other comprehensive loss $ (20,183) $ (22,191) Foreign currency translation adjustments are generally not adjusted for income taxes as they relate to indefinite investments in non-U.S. subsidiaries. See Note 14 for further information. |
Earnings Per Common Share
Earnings Per Common Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | Earnings Per Common Share (Share amounts in thousands) The following table sets forth the computation of basic and diluted earnings (loss) per common share for the years ended December 31, 2019 and 2018: Year Ended December 31, 2019 2018 Numerator for basic and diluted earnings (loss) per common share: Net income (loss) $ 42,568 $ (31,168) Denominator: Weighted average shares outstanding 10,410 10,362 Denominator for basic earnings per common share 10,410 10,362 Effect of dilutive securities: Stock compensation plans 234 — Dilutive potential common shares 234 — Denominator for diluted earnings per common share - adjusted weighted average shares outstanding and assumed conversions 10,644 10,362 Basic earnings (loss) per common share $ 4.09 $ (3.01) Diluted earnings (loss) per common share $ 4.00 $ (3.01) For the year ended December 31, 2018, there were 117 anti-dilutive shares that were excluded from the above calculation. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14. Income Taxes Income (loss) before income taxes, as shown in the accompanying Consolidated Statements of Operations, includes the following components for the years ended December 31, 2019 and 2018: Year Ended December 31, 2019 2018 Domestic $ 12,230 $ (34,608) Foreign 5,167 7,897 Income (loss) from operations, before income taxes $ 17,397 $ (26,711) Significant components of the provision for income taxes for the years ended December 31, 2019 and 2018 were as follows: Year Ended December 31, 2019 2018 Current: Federal $ 1,909 $ 2,208 State 505 172 Foreign 1,925 3,675 Total current 4,339 6,055 Deferred: Federal (22,835) (55) State (6,173) (8) Foreign (502) (1,535) Total deferred (29,510) (1,598) Total income tax (benefit) expense $ (25,171) $ 4,457 The reconciliation of income tax computed at statutory rates to income tax expense for the years ended December 31, 2019 and 2018 is as follows: Year Ended December 31, 2019 2018 Amount Percent Amount Percent Statutory rate $ 3,653 21.0 % $ (5,609) 21.0 % Foreign tax rate differential 129 0.7 156 (0.6) State income taxes, net of federal benefit (59) (0.3) (706) 2.6 Non-deductible expenses 345 2.0 261 (1.0) Global intangible low-taxed income, net of tax credits 145 0.8 171 (0.6) Income tax credits (126) (0.7) (633) 2.4 Nondeductible executive compensation 234 1.3 351 (1.3) Tax on unremitted foreign earnings 216 1.2 149 (0.6) Change in valuation allowance (29,635) (170.3) 10,226 (38.3) Other (73) (0.4) 91 (0.3) Total income tax (benefit) expense / Effective rate $ (25,171) (144.7) % $ 4,457 (16.7) % Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2019 and 2018 were as follows: December 31, 2019 2018 Deferred tax assets: Goodwill and other intangibles $ 17,028 33 $ 18,756 Accrued settlement 10,196 11,933 Deferred compensation 3,620 2,940 Contingent liabilities 1,816 1,663 Net operating loss / tax credit carryforwards 1,438 1,602 Pension and post-retirement liability 1,414 1,524 Warranty reserve 294 346 Accounts receivable 261 214 Other 725 644 Total deferred tax assets 36,792 39,622 Less: valuation allowance (1,072) (30,707) Net deferred tax assets 35,720 8,915 Deferred tax liabilities: Goodwill and other intangibles (4,454) (5,020) Depreciation (5,946) (6,625) Inventories (946) (2,125) Unremitted earnings of foreign subsidiaries (390) (160) Other (97) (272) Total deferred tax liabilities (11,833) (14,202) Net deferred tax assets (liabilities) $ 23,887 $ (5,287) Each quarter, management reviews operations and liquidity needs in each jurisdiction to assess the Company’s intent to reinvest foreign earnings outside of the United States. As of December 31, 2019, management determined that cash balances of its Canadian and United Kingdom subsidiaries exceeded projected capital needs by $7,800. Management does not intend for such amounts to be permanently reinvested outside of the United States and has therefore accrued foreign withholding taxes of $390 as of December 31, 2019. It is management’s intent and practice to indefinitely reinvest other undistributed earnings outside of the United States. Determination of the amount of any unrecognized deferred income tax liability associated with these undistributed earnings is not practicable because of the complexities of the hypothetical calculation. A valuation allowance is required to be established or maintained when, based on currently available information and other factors, it is more likely than not that all or a portion of a deferred tax asset will not be realized. The Company has considered all available evidence, both positive and negative, in assessing the need for a valuation allowance in each jurisdiction. During 2019, the Company reversed $29,648 of its valuation allowance previously recorded against U.S. deferred tax assets. The positive evidence considered in evaluating U.S. deferred tax assets included cumulative financial income over the three-year period ended December 31, 2019, as well as the composition and reversal patterns of existing taxable and deductible temporary differences between financial reporting and tax. Based on our evaluation, the Company believed it was appropriate to rely on forecasted future taxable income to support its U.S. deferred tax assets. The amount of deferred tax assets considered realizable, however, could be adjusted if negative evidence outweighs additional subjective evidence such as our projections for growth. As of December 31, 2019 and 2018, the tax benefit of net operating loss carryforwards available for state income tax purposes was $901 and $1,253, respectively. The state net operating loss carryforwards will expire in various years through 2039. We believe it is more likely than not that a portion of the tax benefit from state operating loss carryforwards will not be realized. In recognition of this risk, we have provided a valuation allowance of $388 against deferred tax assets related to state operating loss carryforwards as of December 31, 2019. As of December 31, 2019, the Company has foreign tax credit carryforwards in the amount of $34 that will expire in 2028 through 2029. We believe it is more likely than not that the tax benefit from foreign tax credit carryforwards will not be realized. In recognition of this risk, we have provided a valuation allowance of $34 against deferred tax assets related to foreign tax credit carryforwards at December 31, 2019. As of December 31, 2019, the Company has net operating loss carryforwards in certain foreign jurisdictions of $2,019, which may be carried forward indefinitely. The foreign jurisdictions have incurred cumulative financial losses over the three-year period ended December 31, 2019 and have projected future taxable losses. We believe it is more likely than not that the tax benefit from these loss carryforwards will not be realized. In recognition of this risk, we have provided a valuation allowance of $650, collectively, against deferred tax assets in foreign jurisdictions as of December 31, 2019. The determination to record or not record a valuation allowance involves management judgment, based on the consideration of positive and negative evidence available at the time of the assessment. Management will continue to assess the realization of its deferred tax assets based upon future evidence, and may record adjustments to valuation allowances against deferred tax assets in future periods, as appropriate, that could materially impact net income. The following table provides a reconciliation of unrecognized tax benefits as of December 31, 2019 and 2018: December 31, 2019 2018 Unrecognized tax benefits at beginning of period: $ 481 $ 599 Decreases based on tax positions for prior periods (67) (118) Balance at end of period $ 414 $ 481 The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate was $414 as of December 31, 2019. The Company accrues interest and penalties related to unrecognized tax benefits in its provision for income taxes. As of December 31, 2019 and 2018, the Company had accrued interest and penalties related to unrecognized tax benefits of $327 and $398, respectively. As of December 31, 2019, the Company did not expect any material increases or decreases to its unrecognized tax benefits within the next 12 months. Ultimate realization of these tax benefits is dependent upon the occurrence of certain events, including the completion of audits by tax authorities and expiration of statutes of limitations. The Company files income tax returns in the United States and in various state, local, and foreign jurisdictions. The Company is subject to federal income tax examinations for the 2016 period and thereafter. With respect to the state, local, and foreign filings, certain entities of the Company are subject to income tax examinations for the 2015 period and thereafter. |
Stock-based Compensation
Stock-based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Compensation [Abstract] | |
Stock-based Compensation | Stock-based Compensation The Company applies the provisions of ASC 718, “Compensation - Stock Compensation,” to account for the Company’s stock-based compensation. Stock-based compensation cost is measured at the grant date based on the calculated fair value of the award and is recognized over the employees’ requisite service period. Stock forfeitures and cancellations are recognized as they occur. The Company recorded stock-based compensation expense of $3,155 and $3,836 for the years ended December 31, 2019 and 2018, respectively, related to fully-vested stock awards, restricted stock awards, and performance unit awards. As of December 31, 2019, unrecognized compensation expense for awards the Company expects to vest approximated $3,576. The Company will recognize this unrecognized compensation expense over approximately 3.2 years. Shares issued as a result of vested stock-based compensation generally will be from previously issued shares that have been reacquired by the Company and held as Treasury stock or authorized but previously unissued common stock. As of December 31, 2019, the Company had stock awards issued pursuant to the 2006 Omnibus Incentive Plan, as amended and restated in May 2018 (“Omnibus Plan”). The Omnibus Plan allows for the issuance of 2,058,000 shares of common stock through the granting of stock options or stock awards (including performance units convertible into stock) to key employees and directors at no less than 100% of fair market value on the date of the grant. The Omnibus Plan provides for the granting of “nonqualified options” with a duration of not more than ten years from the date of grant. The Omnibus Plan also provides that, unless otherwise set forth in the option agreement, stock options are exercisable in installments of up to 25% annually beginning one year from the date of grant. No stock options have been granted under the Omnibus Plan and, as such, there was no stock-based compensation expense related to stock options recorded in 2019 or 2018. Non-Employee Director Fully-Vested and Restricted Stock Awards Prior to May 2018, non-employee directors were awarded fully-vested shares of the Company’s common stock on each date the non-employee directors were elected at the annual shareholders’ meeting to serve as directors. Since May 2018, such annual equity awards have been subject to a one-year vesting requirement. During the quarter ended June 30, 2017, the Nomination and Governance Committee and Board of Directors jointly approved the Deferred Compensation Plan for Non-Employee Directors under the Omnibus Plan, which permits non-employee directors of the Company to defer receipt of earned cash and/or stock compensation for service on the Board. The non-employee directors were granted a total of 21,532 and 24,427 fully-vested and restricted shares for the years ended December 31, 2019 and 2018, respectively. Compensation expense recorded by the Company related to such awards to non-employee directors was approximately $526 and $880 for the years ended December 31, 2019 and 2018, respectively. During 2019, 12,304 deferred share units were allotted to the accounts of the non-employee directors pursuant to the Deferred Compensation Plan for Non-Employee Directors. The weighted average fair value of all the fully-vested and restricted stock grants awarded was $24.38 and $23.64 per share for the years ended December 31, 2019 and 2018, respectively. Restricted Stock Awards and Performance Unit Awards Under the Omnibus Plan, the Company grants certain employees restricted stock and performance unit awards. The forfeitable restricted stock awards granted prior to March 2015 generally time-vest after a four three three The following table summarizes the restricted stock award, deferred stock units, and performance unit award activity for the years ended December 31, 2019 and 2018: Restricted Deferred Performance Weighted Average Outstanding as of January 1, 2018 186,806 26,860 181,341 $ 16.53 Granted 62,320 14,914 65,421 27.05 Vested (36,876) — — 28.07 Adjustment for incentive awards — — 65,491 26.93 Canceled and forfeited (20,425) — (11,880) 16.38 Outstanding as of December 31, 2018 191,825 41,774 300,373 $ 18.61 Granted 62,125 12,304 89,092 18.63 Vested (90,282) — — 19.61 Adjustment for incentive awards — — (52,180) 24.30 Canceled and forfeited (12,869) — (6,137) 20.79 Outstanding as of December 31, 2019 150,799 54,078 331,148 $ 18.50 Performance units are subject to forfeiture and will be converted into common stock of the Company based upon the Company’s performance relative to performance measures and conversion multiples as defined in the underlying plan. Performance Stock Units are adjusted to the Company’s expected performance target attainment, while the aggregate fair value in the above table is based upon achieving 100% of the performance targets as defined in the underlying plan. Excluding the fully-vested and restricted stock awards granted to non-employee directors, the Company recorded stock-based compensation expense of $2,630 and $2,956, respectively, for the periods ended December 31, 2019 and 2018 related to restricted stock and performance unit awards. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Retirement Plans | Retirement Plans The Company has three retirement plans that cover its hourly and salaried employees in the United States: one defined benefit plan, which is frozen, and two defined contribution plans. Employees are eligible to participate in the appropriate plan based on employment classification. The Company’s contributions to the defined benefit and defined contribution plans are governed by the Employee Retirement Income Security Act of 1974 (“ERISA”) and the Company’s policy and investment guidelines of the applicable plan. The Company’s policy is to contribute at least the required minimum in accordance with the funding standards of ERISA. The Company maintains two defined contribution plans for its employees in Canada, as well as a post-retirement benefit plan. In the United Kingdom, the Company maintains two defined contribution plans and a defined benefit plan, which is frozen. These plans are discussed in further detail below. United States Defined Benefit Plan The following tables present a reconciliation of the changes in the benefit obligation, the fair market value of the assets, and the funded status of the plan, as of December 31, 2019 and 2018: December 31, 2019 2018 Changes in benefit obligation: Benefit obligation at beginning of year $ 16,717 $ 18,783 Interest cost 648 622 Actuarial loss (gain) 400 (1,249) Benefits paid (840) (1,439) Settlements $ (9,116) $ — Benefit obligation at end of year $ 7,809 $ 16,717 Change to plan assets: Fair value of assets at beginning of year $ 12,468 $ 14,892 Actual gain (loss) on plan assets 1,298 (985) Employer contribution 550 — Benefits paid (840) (1,439) Settlements (9,116) — Fair value of assets at end of year 4,360 12,468 Funded status at end of year $ (3,449) $ (4,249) Amounts recognized in the consolidated balance sheet consist of: Other long-term liabilities $ (3,449) $ (4,249) Amounts recognized in accumulated other comprehensive loss consist of: Net loss $ 1,893 $ 4,406 The actuarial loss included in accumulated other comprehensive loss that will be recognized in net periodic pension cost during 2020 is $47, before taxes. Net periodic pension costs for the years ended December 31, 2019 and 2018 were as follows: Year Ended December 31, 2019 2018 Components of net periodic benefit cost: Interest cost 648 622 Expected return on plan assets (719) (853) Recognized net actuarial loss 125 96 Net periodic pension cost (income) 54 (135) Settlement charge 2,210 — Total pension expense (income) $ 2,264 $ (135) The weighted average assumptions in the following table represent the rates used to develop the actuarial present value of the projected benefit obligation for the year listed and also the net periodic benefit cost for the following year. Year Ended December 31, 2019 2018 Discount rate 4.0 % 3.4 % Expected rate of return on plan assets 5.9 % 5.9 % The expected long-term rate of return is based on numerous factors, including the target asset allocation for plan assets, historical rate of return, long-term inflation assumptions, and current and projected market conditions. Amounts applicable to the Company’s pension plan with accumulated benefit obligations in excess of plan assets were as follows as of December 31, 2019 and 2018: December 31, 2019 2018 Projected benefit obligation $ 7,809 $ 16,717 Accumulated benefit obligation 7,809 16,717 Fair value of plan assets 4,360 12,468 Plan assets consist primarily of various fixed income and equity investments. The Company’s primary investment objective is to provide long-term growth of capital while accepting a moderate level of risk. The investments are limited to cash and cash equivalents, bonds, preferred stocks, and common stocks. The investment target ranges and actual allocation of pension plan assets by major category as of December 31, 2019 and 2018 were as follows: December 31, Target 2019 2018 Asset Category Cash and cash equivalents 0 - 20% 19 % 3 % Total fixed income funds 25 - 50% 30 28 Total mutual funds and equities 35 - 70% 51 69 Total 100 % 100 % In accordance with the fair value disclosure requirements of ASC 820, “Fair Value Measurements and Disclosures,” the following assets were measured at fair value on a recurring basis as of December 31, 2019 and 2018. Additional information regarding ASC 820 and the fair value hierarchy can be found in Note 18. December 31, 2019 2018 Asset Category Cash and cash equivalents $ 817 $ 355 Fixed income funds Corporate bonds 1,336 3,521 Total fixed income funds 1,336 3,521 Equity funds and equities Mutual funds 694 1,881 Exchange-traded funds 1,513 6,711 Total mutual funds and equities 2,207 8,592 Total $ 4,360 $ 12,468 Cash equivalents: The Company uses quoted market prices to determine the fair value of these investments in interest-bearing cash accounts and they are classified as Level 1 of the fair value hierarchy. The carrying amounts approximate fair value because of the short maturity of the instruments. Fixed income funds: Investments within the fixed income funds category consist of fixed income corporate debt. The Company uses quoted market prices to determine the fair values of these fixed income funds. These instruments consist of exchange-traded government and corporate bonds and are classified as Level 1 of the fair value hierarchy. Equity funds and equities: The valuation of investments in registered investment companies is based on the underlying investments in securities. Securities traded on security exchanges are valued at the latest quoted sales price. Securities traded in the over-the-counter market and listed securities for which no sale was reported on that date are valued at the average of the last reported bid and ask quotations. These investments are classified as Level 1 of the fair value hierarchy. The Company currently anticipates contributions of $660 to its United States defined benefit plan in 2020. The following benefit payments are expected to be paid during the years indicated: Year Ending December 31, 2020 $ 429 2021 453 2022 457 2023 481 2024 477 Years 2025-2029 2,276 United Kingdom Defined Benefit Plan The Company’s U.K. defined benefit plan (“Portec Rail Plan”) covers certain current employees, former employees, and retirees. The plan has been frozen to new entrants since April 1, 1997 and also covers the former employees of a merged plan after January 2002. Benefits under the plan were based on years of service and eligible compensation during defined periods of service. Our funding policy for the plan is to make minimum annual contributions required by applicable regulations. The funded status of the United Kingdom defined benefit plan as of December 31, 2019 and 2018 was as follows: December 31, 2019 2018 Changes in benefit obligation: Benefit obligation at beginning of year $ 7,750 $ 8,335 Interest cost 221 194 Actuarial loss (gain) 1,142 (201) Benefits paid (326) (292) Foreign currency exchange rate changes 314 (475) Benefit obligation at end of year $ 9,101 $ 7,750 Change to plan assets: Fair value of assets at beginning of year $ 6,347 $ 6,904 Actual gain (loss) on plan assets 697 (144) Employer contribution 314 271 Benefits paid (326) (292) Foreign currency exchange rate changes 258 (392) Fair value of assets at end of year 7,290 6,347 Funded status at end of year $ (1,811) $ (1,403) Amounts recognized in the consolidated balance sheet consist of: Other long-term liabilities $ (1,811) $ (1,403) Amounts recognized in accumulated other comprehensive loss consist of: Net loss $ 1,641 $ 1,116 Prior service cost 172 208 $ 1,813 $ 1,324 Net periodic pension costs for the years ended December 31, 2019 and 2018 were as follows: Year Ended December 31, 2019 2018 Components of net periodic benefit cost: Interest cost $ 221 $ 194 Expected return on plan assets (252) (260) Amortization of prior service cost 25 42 Recognized net actuarial loss 263 208 Net periodic pension cost $ 257 $ 184 The weighted average assumptions in the following table represent the rates used to develop the actuarial present value of the projected benefit obligation for the year listed and also the net periodic benefit cost for the following year. Year Ended December 31, 2019 2018 Discount rate 2.0 % 2.8 % Expected rate of return on plan assets 3.3 % 3.8 % Amounts applicable to the Company’s pension plans with accumulated benefit obligations in excess of plan assets were as follows as of December 31, 2019 and 2018: December 31, 2019 2018 Projected benefit obligation $ 9,101 $ 7,750 Accumulated benefit obligation 9,101 7,750 Fair value of plan assets 7,290 6,347 The Company has estimated the long-term rate of return on plan assets based primarily on historical returns on plan assets, adjusted for changes in target portfolio allocations, and recent changes in long-term interest rates based on publicly available information. Plan assets are invested by the trustees in accordance with a written statement of investment principles. This statement permits investment in equities, corporate bonds, United Kingdom government securities, commercial property, and cash, based on certain target allocation percentages. Asset allocation is primarily based on a strategy to provide steady growth without undue fluctuations. The target asset allocation percentages for 2019 were as follows: Portec Rail Plan Equity securities Up to 100% Commercial property Not to exceed 50% U.K. Government securities Not to exceed 50% Cash Up to 100% Plan assets held within the United Kingdom defined benefit plan consist of cash and equity securities that have been classified as Level 1 of the fair value hierarchy. All other plan assets have been classified as Level 2 of the fair value hierarchy. The plan assets by category for the years ended December 31, 2019 and 2018 were as follows: December 31, 2019 2018 Asset Category Cash and cash equivalents $ 516 $ 685 Equity securities 2,090 2,001 Bonds 3,735 2,866 Other 949 795 Total $ 7,290 $ 6,347 United Kingdom regulations require trustees to adopt a prudent approach to funding required contributions to defined benefit pension plans. The Company anticipates making contributions of $318 to the United Kingdom defined benefit plan during 2020. The following estimated future benefits payments are expected to be paid under the United Kingdom defined benefit plan: Year Ending December 31, 2020 $ 280 2021 299 2022 312 2023 370 2024 396 Years 2025-2029 1,744 Other Post-Retirement Benefit Plan The Company’s operation near Montreal, Quebec, Canada, maintains a post-retirement benefit plan, which provides retiree life insurance, health care benefits, and, for a closed group of employees, dental care. Retiring employees with a minimum of 10 years of service are eligible for the plan benefits. The plan is not funded. Cost of benefits earned by employees is charged to expense as services are rendered. The expense related to this plan was not material for 2019 or 2018. The accrued benefit obligation was $840 and $724 as of December 31, 2019 and 2018, respectively. This obligation is recognized within “Other long-term liabilities” on the Consolidated Balance Sheets. During 2018, the plan recognized a curtailment gain of $113. Benefit payments anticipated for 2020 are not material. The weighted average assumptions in the following table represent the rates used to develop the actuarial present value of the projected benefit obligation for the year listed and also the net periodic benefit cost for the following year. Year Ended December 31, 2019 2018 Discount rate 3.1 % 3.8 % Weighted average health care trend rate 4.9 % 4.9 % The weighted average health care rate is assumed to trend downward to an ultimate rate of 4.0% in 2040. Defined Contribution Plans The Company sponsors six defined contribution plans for hourly and salaried employees across our domestic and international facilities. The following table summarizes the expense associated with the contributions made to these plans. Year Ended December 31, 2019 2018 United States $ 2,323 $ 2,762 Canada 144 193 United Kingdom 442 451 $ 2,909 $ 3,406 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company determines the fair value of assets and liabilities based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. The fair values are based on assumptions that market participants would use when pricing an asset or liability, including assumptions about risk and the risks inherent in valuation techniques and the inputs to valuations. The fair value hierarchy is based on whether the inputs to valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s own assumptions of what market participants would use. The fair value hierarchy includes three levels of inputs that may be used to measure fair value as described below. Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. The classification of a financial asset or liability within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The Company has an established process for determining fair value for its financial assets and liabilities, principally cash and cash equivalents and interest rate swaps. Fair value is based on quoted market prices, where available. If quoted market prices are not available, fair value is based on assumptions that use as inputs market-based parameters. The following section describes the valuation methodologies used by the Company to measure different financial instruments at fair value, including an indication of the level in the fair value hierarchy in which each instrument is generally classified. Where appropriate, the description includes details of the key inputs to the valuations and any significant assumptions. Cash equivalents. Included within “Cash and cash equivalents” are investments in non-domestic term deposits. The carrying amounts approximate fair value because of the short maturity of the instruments. LIBOR-Based interest rate swaps . To reduce the impact of interest rate changes on outstanding variable-rate debt, the Company entered into forward starting LIBOR-based interest rate swaps with notional values totaling $50,000. The swaps became effective in February 2017 at which point they effectively converted a portion of the debt from variable to fixed-rate borrowings during the term of the swap contract. The fair value of the interest rate swaps is based on market-observable forward interest rates and represents the estimated amount that the Company would pay to terminate the agreements. As such, the swap agreements have been classified as Level 2 within the fair value hierarchy. When the interest rate swap fair market value is in an asset position, they are recorded in “Other current assets” and when in a liability position, they are recorded in “Other accrued liabilities” within our Consolidated Balance Sheets. The following assets and liabilities of the Company were measured at fair value on a recurring basis subject to the disclosure requirements of ASC 820, “Fair Value Measurement,” as of December 31, 2019 and 2018: Fair Value Measurements as of December 31, 2019 Fair Value Measurements as of December 31, 2018 December 31, 2019 Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs December 31, 2018 Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Term deposits $ 17 $ 17 $ — $ — $ 16 $ 16 $ — $ — Interest rate swaps — — — — 675 — 675 — Total assets $ 17 $ 17 $ — $ — $ 691 $ 16 $ 675 $ — Interest rate swaps $ 480 $ — $ 480 $ — $ — $ — $ — $ — Total liabilities $ 480 $ — $ 480 $ — $ — $ — $ — $ — The interest rate swaps are accounted for as cash flow hedges and the objective of the hedges is to offset the expected interest variability on payments associated with the interest rate on our domestic debt. Therefore, the gains and losses related to the interest rate swaps are reclassified from “Accumulated other comprehensive loss” and included in “Interest expense - net” in our Consolidated Statements of Operations. For the year ended December 31, 2019 and 2018, interest income from interest rate swaps was $114 and $34, respectively. The gross carrying value of the Company’s revolving credit facility approximates fair value for the periods presented. Additional information regarding the revolving credit facility can be found in Note 10. Information regarding the fair value disclosures associated with the assets of the Company’s defined benefit plans can be found in Note 16. |
Commitments and Contingent Liab
Commitments and Contingent Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingent Liabilities | Commitments and Contingent Liabilities The Company is subject to product warranty claims that arise in the ordinary course of its business. For certain manufactured products, the Company maintains a product warranty accrual that is adjusted on a monthly basis as a percentage of cost of sales. This product warranty accrual is periodically adjusted based on the identification or resolution of known individual product warranty claims. The following table sets forth the Company’s product warranty accrual: Warranty Liability Balance as of December 31, 2018 $ 2,057 Additions to warranty liability 767 Warranty liability utilized (1,602) Balance as of December 31, 2019 $ 1,222 During the year ended December 31, 2018, the Company incurred a charge of $611 within "Cost of goods sold" in our Rail Products and Services segment related to a commercial decision to support a customer concern related to a previous project. On March 13, 2019, the Company and its subsidiary, CXT Incorporated entered into a Settlement Agreement (the “Settlement Agreement”) with Union Pacific Railroad (“UPRR”) to resolve the pending litigation in the matter of Union Pacific Railroad Company v. L.B. Foster Company and CXT Incorporated , Case No. CI 15-564, in the District Court for Douglas County, Nebraska. Under the Settlement Agreement, the Company and CXT will pay UPRR the aggregate amount of $50,000 without pre-judgment interest, beginning with a $2,000 immediate payment, and with the remaining $48,000 paid in installments over a six-year period commencing on March 13, 2019 through December 2024 pursuant to a Promissory Note. Additionally, commencing in January 2019 and through December 2024, UPRR has agreed to purchase from the Company and its subsidiaries and affiliates, a cumulative total amount of $48,000 of products and services, targeting $8,000 of annual purchases per year beginning with 2019 per letters of intent under the Settlement Agreement. The Settlement Agreement also includes a mutual release of all claims and liability regarding or relating to all CXT pre-stressed concrete railroad ties with no admission of liability and dismissal of the litigation with prejudice. The expected payments under the UPRR settlement agreement for the year ending December 31, 2020 and thereafter were as follows: Year Ending December 31, 2020 $ 8,000 2021 8,000 2022 8,000 2023 8,000 2024 8,000 Total $ 40,000 The Company reclassified $6,600 of the previously accrued warranty reserve related to the UPRR matter into its aggregate accrued settlement liability of $50,000 as of December 31, 2018. Therefore the Company recognized $43,400 in expense for the year ended December 31, 2018 for the remaining amount per the Settlement Agreement, which was recorded in “Concrete Tie Settlement expense” within our Consolidated Statements of Operations. As of December 31, 2019 and 2018, $8,000 and $10,000 was recorded within “Current portion of accrued settlement,” respectively, and $32,000 and $40,000 was recorded within “Long-term portion of accrued settlement,” respectively, within our Consolidated Balance Sheets. Other Legal Matters The Company is also subject to other legal proceedings and claims that arise in the ordinary course of its business. Legal actions are subject to inherent uncertainties, and future events could change management’s assessment of the probability or estimated amount of potential losses from pending or threatened legal actions. Based on available information, it is the opinion of management that the ultimate resolution of pending or threatened legal actions, both individually and in the aggregate, will not result in losses having a material adverse effect on the Company’s financial position or liquidity as of December 31, 2019. If management believes that, based on available information, it is at least reasonably possible that a material loss (or additional material loss in excess of any accrual) will be incurred in connection with any legal actions, the Company discloses an estimate of the possible loss or range of loss, either individually or in the aggregate, as appropriate, if such an estimate can be made, or discloses that an estimate cannot be made. Based on the Company’s assessment as of December 31, 2019, no such disclosures were considered necessary. Environmental Matters The Company is subject to national, state, foreign, provincial, and/or local laws and regulations relating to the protection of the environment. The Company’s efforts to comply with environmental regulations may have an adverse effect on its future earnings. On June 5, 2017, a General Notice Letter was received from the United States Environmental Protection Agency (“EPA”) indicating that the Company may be a potentially responsible party (“PRP”) regarding the Portland Harbor Superfund Site cleanup along with numerous other companies. More than 140 other companies received such a notice. The Company and a predecessor owned and operated a facility near the harbor site for a period prior to 1982. The net present value and undiscounted costs of the selected remedy throughout the harbor site are estimated by the EPA to be approximately $1.1 billion and $1.7 billion, respectively, and the remedial work is expected to take as long as 13 years to complete. The Company is reviewing the basis for its identification by the EPA and the nature of the historic operations of a Company predecessor near the site. Additionally, the Company executed a PRP agreement which provides for a private allocation process among almost 100 PRPs in a working group whose work is ongoing. We cannot predict the ultimate impact of these proceedings because of the large number of PRPs involved throughout the harbor site, the degree of contamination of various wastes, varying environmental impacts throughout the harbor site, the scarcity of data related to the facility once operated by the Company and a predecessor, and the speculative nature of the remediation costs. Based upon information currently available, management does not believe that the Company’s alleged PRP status regarding the Portland Harbor Superfund Site or other compliance with the present environmental protection laws will have a material adverse effect on the financial condition, results of operations, cash flows, competitive position, or capital expenditures of the Company. The following table sets forth the Company’s undiscounted environmental obligation: Environmental Liability Balance as of December 31, 2018 $ 6,128 Additions to environmental obligations 54 Environmental obligations utilized (114) Balance as of December 31, 2019 $ 6,068 |
Other Expense (Income)
Other Expense (Income) | 12 Months Ended |
Dec. 31, 2019 | |
Other Income and Expenses [Abstract] | |
Other Expense (Income) | Other Expense (Income) The following table summarizes the Company’s other expense (income) for the years ended December 31, 2019 and 2018. 2019 2018 Loss on U.S. pension settlement (a) $ 2,210 $ — Loss on Construction Segment relocation and closure activities (b) 1,768 — Loss on Tubular and Energy Segment closure activities (c) 1,716 — Loss on Tubular and Energy Segment asset sale (d) — 269 Loss on Tubular and Energy Segment fixed asset sales or disposals (e) — 786 Gain on prior Rail Segment warranty claim (f) — (525) Foreign currency losses (gains) 202 (483) Other (1,404) (508) Other expense (income) - net $ 4,492 $ (461) a. In the fourth quarter of 2019, the Company recorded an expense of $2,210 resulting from settlements within our U.S. defined benefit pension plan. b. During the fourth quarter of 2019, the Company announced and commenced the relocation and closure of the Spokane, WA concrete products facility and the subsequent relocation to Boise, ID, which was completed during the first quarter of 2020. This activity resulted in expense of $1,768 within the Construction Products segment. c. In 2019, three sites within the Tubular and Energy Services segment ceased operations or were held for sale, resulting in closure costs of $1,716. d. On June 19, 2018, the Company sold 54.5 acres of land in Willis, TX for $2,047, resulting in a pretax loss of $269 within our Tubular and Energy Services segment. e. During 2018, the Tubular and Energy Services segment sold or disposed of certain non-core assets, which resulted in a loss of $786. f. In 2018, the Rail Products and Services segment received a reimbursement of $525 for a 2016 warranty claim on a transit project. |
Quarterly Financial Information
Quarterly Financial Information (Unaudited) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information (Unaudited) | Quarterly Financial Information (Unaudited) Quarterly financial information for the years ended December 31, 2019 and 2018 is presented below: Three Months Ended March 31, 2019 June 30, 2019 September 30, 2019 December 31, 2019 Net sales $ 150,469 $ 200,933 $ 154,276 $ 149,379 Gross profit $ 29,162 $ 37,128 $ 27,692 $ 27,390 Net income $ 3,690 $ 9,564 $ 3,064 $ 26,250 Basic earnings per common share $ 0.36 $ 0.92 $ 0.29 $ 2.52 Diluted earnings per common share $ 0.35 $ 0.90 $ 0.29 $ 2.46 Three Months Ended March 31, 2018 June 30, 2018 September 30, 2018 December 31, 2018 Net sales $ 122,454 $ 172,890 $ 167,094 $ 164,531 Gross profit $ 22,192 $ 33,063 $ 31,303 $ 30,601 Net (loss) income $ (1,858) $ 5,434 $ 6,408 $ (41,152) Basic (loss) earnings per common share $ (0.18) $ 0.52 $ 0.62 $ (3.97) Diluted (loss) earnings per common share $ (0.18) $ 0.52 $ 0.61 $ (3.97) |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Organization, operations, and basis of consolidations | Organization, operations, and basis of consolidation The consolidated financial statements include the accounts of L.B. Foster Company and its wholly-owned subsidiaries, joint ventures, and partnerships in which a controlling interest is held. Inter-company transactions and accounts have been eliminated. The Company utilizes the equity method of accounting for companies where its ownership is less than or equal to 50% and significant influence exists. L.B. Foster Company (“Company”) is a leading manufacturer and distributor of products and service provider for transportation and energy infrastructure with locations in North America and Europe. The Company is organized and operates in three business segments: Rail Products and Services (“Rail”), Construction Products (“Construction”), and Tubular and Energy Services (“Tubular and Energy”). The Rail segment is comprised of several manufacturing and distribution businesses that provide a variety of products and services for freight and passenger railroads and industrial companies throughout the world. The Construction segment is composed of piling, fabricated bridge, and precast concrete product offerings across North America. The Tubular and Energy segment provides products and services predominantly to the U.S. mid and upstream oil and gas markets. |
Cash and cash equivalents | Cash and cash equivalents The Company considers cash and other instruments with maturities of three months or less when purchased to be cash and cash equivalents. The Company invests available funds in a manner to maximize returns, preserve investment principal, and maintain liquidity, while seeking the highest yield available. Cash and cash equivalents held in non-domestic accounts were $13,660 and $8,058 as of December 31, 2019 and 2018, respectively. Included in non-domestic cash equivalents are investments in bank term deposits of approximately $17 and $16 as of December 31, 2019 and 2018, respectively. The carrying amounts approximated fair value due to the short maturity of the instruments. |
Inventory | Inventory Inventory is valued at the lower of average cost or net realizable value. Slow-moving inventory is reviewed and adjusted regularly, based upon product knowledge, physical inventory observation, inventory turnover, and the age of the inventory. Inventory contains product costs, including inbound freight, direct labor, overhead costs relating to the manufacturing and distribution of products, and absorption costs representing the excess manufacturing or production costs over the amounts charged to the cost of sales or services. |
Property, plant and equipment | Property, plant, and equipment Depreciation and amortization are provided on a straight-line basis over the estimated useful lives of 7 to 40 years for buildings and 2 to 13 years for machinery and equipment. Leasehold improvements are amortized over 6 to 10 years, which represent the lives of the respective leases or the lives of the improvements, whichever is shorter. Depreciation expense is recorded within “Cost of goods sold,” “Cost of services sold,” and “Selling and administrative expenses” on the Consolidated Statements of Operations based upon the particular asset’s use. The Company reviews a long-lived asset for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The Company recognizes an impairment loss if the carrying amount of a long-lived asset is not recoverable and exceeds its fair value. There were no property, plant, and equipment impairments recorded for the years ended December 31, 2019 and 2018. Maintenance, repairs, and minor renewals are charged to operations as incurred. Major renewals and betterments that substantially extend the useful life of the property are capitalized at cost. Upon sale or other disposition of assets, the costs and related accumulated depreciation and amortization are removed from the accounts and the resulting gain or loss, if any, is reflected in “Other income or expense.” |
Allowance for doubtful accounts | Allowance for doubtful accounts The allowance for doubtful accounts is recorded to reflect the estimated realization of the Company’s accounts receivable and includes assessments of the probability of collection and the credit-worthiness of certain customers. Reserves for uncollectible accounts are recorded as part of “Selling and administrative expenses” on the Consolidated Statements of Operations. The Company reviews its accounts receivable aging and calculates an allowance through application of historic reserve factors to overdue receivables. This calculation is supplemented by specific account reviews performed by the Company’s credit department. As |
Goodwill and other intangible assets | Goodwill and other intangible assets Goodwill is the cost of an acquisition less the fair value of the identifiable net assets of the acquired business. Goodwill is tested annually for impairment or more often if there are indicators of impairment within a reporting unit. A reporting unit is an operating segment or a component of an operating segment for which discrete financial information is available and reviewed by management on a regular basis. The goodwill impairment test involves comparing the fair value of a reporting unit to its carrying value, including goodwill. If the carrying amount of the reporting unit exceeds its fair value, an impairment loss equal to the excess amount up to the goodwill balance is recorded as a component of operations. The Company performs its annual impairment tests in the fourth quarter. The Company’s fourth quarter 2019 annual test included the assessment of qualitative factors to determine whether it was more likely than not that the fair value of each reporting unit is less than its carrying value. The qualitative assessment encompassed a review of events and circumstances specific to each reporting unit with goodwill, as well as specific to the entity as a whole. The Company’s qualitative assessment considered, among other things, factors such as macroeconomic conditions, industry and market considerations, including changes in the Company’s stock price and market multiples, projected financial performance, cost factors, changes in carrying values, and other relevant factors. Considering the totality of the qualitative factors assessed, based on the weight of evidence, no circumstances existed that would indicate it was more likely than not that goodwill was impaired. There was no goodwill impairment recognized during 2019 or 2018. The Company continues to monitor the recoverability of the long-lived assets associated with certain reporting units of the Company and the long-term financial projections of the businesses. Sustained declines in the markets we serve may result in future long-lived asset impairment. |
Environmental and remediation and compliance | Environmental remediation and compliance Environmental remediation costs are accrued when the liability is probable and costs are estimable. Environmental compliance costs, which principally include the disposal of waste generated by routine operations, are expensed as incurred. Capitalized environmental costs, when appropriate, are depreciated over their useful life. Reserves are not reduced by potential claims for recovery and are not discounted. Claims for recovery are recognized as agreements are reached with third parties or as amounts are received. Reserves are periodically reviewed throughout the year and adjusted to reflect current remediation progress, prospective estimates of required activity, and other factors that may be relevant, including changes in technology or regulations. See Note 18 for additional information regarding the Company’s outstanding environmental and litigation reserves. |
Revenue recognition | Revenue recognition The Company’s revenues are comprised of product and service sales, including products and services provided under long-term agreements with its customers. All revenue is recognized when the Company satisfies its performance obligations under the contract, either implicit or explicit, by transferring the promised product or rendering a service to its customer either when or as its customer obtains control of the product or the service is rendered. Deferred revenue consists of customer billings or payments received for which the revenue recognition criteria have not yet been met as well as contract liabilities (billings in excess of costs) on over time contracts. Advance payments from customers typically relate to contracts for which the Company has significantly fulfilled its obligations, but due to the Company’s continuing involvement with the project, revenue is precluded from being recognized until the performance obligation is met for the customer. See Note 3 for additional information. |
Product warranty | Product warrantyThe Company maintains a current warranty liability for the repair or replacement of defective products. For certain manufactured products, an accrual is made on a monthly basis as a percentage of cost of sales based upon historical experience. For long-lived construction products, a warranty is established when the claim is known and quantifiable. The product warranty accrual is periodically adjusted based on the identification or resolution of known individual product warranty claims or due to changes in the Company’s historical warranty experience. |
Income taxes | Income taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. Deferred taxes are measured using enacted tax laws and rates expected to be in effect when such differences are recovered or settled. The effect of a change in tax rates on deferred taxes is recognized in income in the period that includes the enactment date of the change. The Company has also elected to record global intangible low-taxed income (“GILTI”) as period costs if and when incurred. The Company makes judgments regarding the recognition of deferred tax assets and the future realization of these assets. As prescribed by the Financial Accounting Standards Board’s (“FASB”) Accounting Standard Codification (“ASC”) 740, “Income Taxes” and applicable guidance, valuation allowances must be provided for those deferred tax assets for which it is more likely than not (a likelihood of more than 50%) that some portion or all of the deferred tax assets will not be realized. The guidance requires the Company to evaluate positive and negative evidence regarding the recoverability of deferred tax assets. The determination of whether the positive evidence outweighs the negative evidence and quantification of the valuation allowance requires the Company to make estimates and judgments of future financial results. The Company has concluded that for purposes of quantifying valuation allowances, it would be appropriate to consider the reversal of taxable temporary differences related to indefinite-lived intangible assets when assessing the realizability of deferred tax assets that upon reversal, would give rise to operating losses that do not expire. The Company evaluates all tax positions taken on its federal, state, and foreign tax filings to determine if the position is more likely than not to be sustained upon examination. For positions that meet the more likely than not to be sustained criteria, the largest amount of benefit to be realized upon ultimate settlement is determined on a cumulative probability basis. A previously recognized tax position is derecognized when it is subsequently determined that a tax position no longer meets the more likely than not threshold to be sustained. The evaluation of the sustainability of a tax position and the expected tax benefit is based on judgment, historical experience, and various other assumptions. Actual results could differ from those estimates upon subsequent resolution of identified matters. The Company accrues interest and penalties related to unrecognized tax benefits in its provision for income taxes. |
Foreign currency translation | Foreign currency translationThe assets and liabilities of our foreign subsidiaries are measured using the local currency as the functional currency and are translated into U.S. dollars at exchange rates as of the balance sheet date. Income statement amounts are translated at the weighted-average rates of exchange during the year. The translation adjustment is accumulated as a separate component of “Accumulated other comprehensive loss” within our Consolidated Balance Sheets. |
Research and development | Research and developmentThe Company expenses research and development costs as costs are incurred. |
Reclassifications | Reclassifications Certain accounts in the prior year consolidated financial statements have been reclassified for comparative purposes principally to conform to the presentation in the current year period. |
Recently issued accounting standards | Recently issued accounting guidance In August 2018, the FASB issued Accounting Standards Update (“ASU”) 2018-15, “Intangibles - Goodwill and Other - Internal-Use Software” (“ASU 2018-15”). ASU 2018-15 requires capitalization of certain implementation costs incurred in a cloud computing arrangement that is a service contract. The amendments in ASU 20118-15 are effective for fiscal years beginning after December 15, 2019 and for interim periods therein with early adoption permitted. The Company evaluated the potential impact of ASU 2018-15 on its consolidated financial position, results of operations, and cash flows and anticipates the adoption will have an immaterial effect on the Company’s Consolidated Financial Statements. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). ASU 2016-13 added a new impairment model (known as the current expected credit loss (“CECL”) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses. The CECL model applies to trade receivables, other receivables, and most debt instruments. The CECL model does not have a minimum threshold for recognition of impairment losses, and entities will need to measure expected credit losses on assets that have a low risk of loss. The new standard will become effective for the Company January 1, 2020 and will be applied using the modified retrospective basis. The Company anticipates the adoption of this standard will not have a material impact on the Company’s Consolidated Financial Statements. Recently adopted accounting guidance In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842)” (“ASU 2016-02”). The new accounting requirements include the accounting for, presentation of, and classification of leases. The guidance resulted in most leases being capitalized as a right-of-use asset with a related balance sheet liability. The requirements of the new standard are effective for annual reporting periods beginning after December 15, 2018, and interim periods within those annual periods. The Company adopted the provisions of ASU 2016-02 on January 1, 2019, using the modified retrospective approach as of the beginning of the period of adoption. Additionally, the Company has elected to apply the practical expedients for leases that commenced prior to the effective date, not to apply the recognition requirements in the standard to short-term leases, and not to separate non-lease components from lease components. The Company has presented the disclosures required by ASU 2016-02 in Note 8. |
Business Segments (Tables)
Business Segments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Reconciliation of Revenue from Segments to Consolidated | The operating results and assets of the Company’s operating segments were as follows as of and for the year ended December 31, 2019: Net Sales Segment Profit Segment Assets Depreciation/Amortization Expenditures for Long-Lived Assets Rail Products and Services $ 321,808 $ 19,641 $ 186,323 $ 6,469 $ 2,293 Construction Products 182,486 5,726 83,049 1,660 1,266 Tubular and Energy Services 150,763 11,147 77,320 8,174 4,920 Total $ 655,057 $ 36,514 $ 346,692 $ 16,303 $ 8,479 The operating results and assets of the Company’s operating segments were as follows as of and for the year ended December 31, 2018: Net Sales Segment Profit Segment Assets Depreciation/Amortization Expenditures for Long-Lived Assets Rail Products and Services $ 319,524 $ 19,468 $ 175,704 $ 6,810 $ 941 Construction Products 158,653 6,798 97,133 1,728 796 Tubular and Energy Services 148,792 12,647 90,402 8,790 3,212 Total $ 626,969 $ 38,913 $ 363,239 $ 17,328 $ 4,949 |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | Reconciliations of reportable segment net sales, profits, assets, depreciation/amortization, and expenditures for long-lived assets to the Company’s consolidated totals are as follows as of and for the years ended December 31: 2019 2018 Income from Operations: Total segment profit $ 36,514 $ 38,913 Interest expense - net (4,920) (6,154) Other (expense) income (4,492) 461 Concrete Tie Settlement expense (Note 18) — (43,400) Corporate expense and other unallocated charges (9,705) (16,531) Income (loss) before income taxes $ 17,397 $ (26,711) Assets: Total segment assets $ 346,692 $ 363,239 Unallocated corporate assets 58,479 20,010 Assets $ 405,171 $ 383,249 Depreciation/Amortization: Total segment depreciation/amortization $ 16,303 $ 17,328 Other 1,328 1,265 Depreciation/amortization $ 17,631 $ 18,593 Expenditures for Long-Lived Assets: Total segment expenditures for long-lived assets $ 8,479 $ 4,949 Other expenditures for long-lived assets 352 302 Expenditures for long-lived assets $ 8,831 $ 5,251 |
Revenue from Customer by Major Geographical Region | The following table summarizes the Company’s sales by major geographic region in which the Company had operations for the years ended December 31: 2019 2018 United States $ 529,363 $ 484,907 United Kingdom 41,879 66,451 Canada 57,574 42,810 Other 26,241 32,801 Total net sales $ 655,057 $ 626,969 |
Reconciliation of Assets from Segment to Consolidated | The following table summarizes the Company’s long-lived assets by geographic region as of December 31: 2019 2018 United States $ 77,101 $ 81,135 Canada 3,590 4,036 United Kingdom 1,610 1,671 Other 13 15 Total property, plant, and equipment - net $ 82,314 $ 86,857 |
Schedule of Revenues by Major Product Line | The following table summarizes the Company’s sales by major product line for the years ended December 31: 2019 2018 Rail Products $ 194,464 $ 188,590 Rail Technologies 127,344 130,934 Piling and Fabricated Bridge Products 114,076 102,246 Protective Coatings and Measurement Systems 99,760 89,026 Precast Concrete Products 68,410 56,407 Test, Inspection, and Threading Services 51,003 59,766 Total net sales $ 655,057 $ 626,969 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table summarizes the Company’s net sales by major product and service category: December 31, 2019 2018 Rail Products $ 194,464 $ 188,590 Rail Technologies 127,344 130,934 Rail Products and Services 321,808 319,524 Piling and Fabricated Bridge Products 114,076 102,246 Precast Concrete Products 68,410 56,407 Construction Products 182,486 158,653 Test, Inspection, and Threading Services 51,003 59,766 Protective Coatings and Measurement Systems 99,760 89,026 Tubular and Energy Services 150,763 148,792 Total net sales $ 655,057 $ 626,969 For the years ended December 31, 2019 and 2018, net sales by the timing of the transfer of goods and services are as follows: Year ended December 31, 2019 Rail Products Construction Tubular and Total Point in time $ 240,047 $ 115,590 $ 112,645 $ 468,282 Over time 81,761 66,896 38,118 186,775 Total net sales $ 321,808 $ 182,486 $ 150,763 $ 655,057 Year ended December 31, 2018 Rail Products Construction Tubular and Total Point in time $ 232,814 $ 106,168 $ 124,734 $ 463,716 Over time 86,710 52,485 24,058 163,253 Total net sales $ 319,524 $ 158,653 $ 148,792 $ 626,969 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | As of December 31, 2019 and 2018, the following table represents the goodwill balance by reportable segment: Rail Products Construction Tubular and Total Balance as of December 31, 2018: $ 14,111 $ 5,147 $ — $ 19,258 Foreign currency translation impact 307 — — 307 Balance as of December 31, 2019: $ 14,418 $ 5,147 $ — $ 19,565 |
Schedule of Intangible Assets | As of December 31, 2019 and 2018, the components of the Company’s intangible assets were as follows: December 31, 2019 Weighted Average Gross Accumulated Net Non-compete agreements 4 $ 1,272 $ (1,259) $ 13 Patents 10 377 (188) 189 Customer relationships 18 37,498 (13,945) 23,553 Trademarks and trade names 16 7,787 (3,551) 4,236 Technology 13 35,728 (20,205) 15,523 $ 82,662 $ (39,148) $ 43,514 December 31, 2018 Weighted Average Gross Accumulated Net Non-compete agreements 4 $ 1,372 $ (1,046) $ 326 Patents 10 358 (165) 193 Customer relationships 18 37,129 (11,388) 25,741 Trademarks and trade names 15 8,481 (3,416) 5,065 Technology 14 35,640 (17,129) 18,511 $ 82,980 $ (33,144) $ 49,836 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Estimated annual amortization expense for the years ending December 31, 2020 and thereafter is as follows: Year Ending December 31, 2020 $ 5,910 2021 5,875 2022 5,791 2023 5,314 2024 4,288 2025 and thereafter 16,336 $ 43,514 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Receivables [Abstract] | |
Accounts Receivable Detail | Accounts receivable as of December 31, 2019 and 2018 are summarized as follows: December 31, 2019 2018 Accounts receivable $ 79,675 $ 87,055 Allowance for doubtful accounts (1,100) (932) Accounts receivable - net $ 78,575 $ 86,123 The Company’s customers are principally in the transportation and energy infrastructure sectors. As of December 31, 2019 and 2018, trade receivables, net of allowance for doubtful accounts, from customers were as follows: December 31, 2019 2018 Rail Products and Services $ 44,941 $ 43,180 Construction Products 19,301 19,998 Tubular and Energy Services 14,205 19,121 Trade accounts receivable - net $ 78,447 $ 82,299 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | The Company’s components of inventory as of December 31, 2019 and 2018 are summarized in the following table: December 31, 2019 2018 Finished goods $ 59,864 $ 69,041 Contract assets 37,032 26,692 Work-in-process 3,728 6,940 Raw materials 18,677 21,831 Inventories - net $ 119,301 $ 124,504 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant, and equipment as of December 31, 2019 and 2018 consisted of the following: December 31, 2019 2018 Land $ 11,076 $ 12,440 Improvements to land and leaseholds 17,172 17,610 Buildings 35,241 34,608 Machinery and equipment, including equipment under finance leases 122,599 120,914 Construction in progress 5,234 3,083 Gross property, plant, and equipment 191,322 188,655 Less: accumulated depreciation and amortization, including accumulated amortization of finance leases (109,008) (101,798) Property, plant, and equipment - net $ 82,314 $ 86,857 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Balance Sheet Location | The balance sheet components of the Company’s leases were as follows as of December 31, 2019: December 31, 2019 Operating leases Operating lease right-of-use assets $ 13,274 Other current liabilities $ 3,006 Long-term operating lease liabilities 10,268 Total operating lease liabilities $ 13,274 Finance leases Property, plant, and equipment $ 3,518 Accumulated amortization (2,943) Property, plant, and equipment - net $ 575 Current maturities of long-term debt $ 405 Long-term debt 170 Total finance lease liabilities $ 575 |
Components of Lease Cost | The components of lease expense within the Company’s Consolidated Statements of Operations were as follows for the years ended December 31, 2019 and 2018: Year Ended December 31, 2019 2018 Finance lease cost: Amortization of finance leases $ 722 $ 731 Interest on lease liabilities 57 50 Operating lease cost 3,930 4,825 Sublease income (18) (37) Total lease cost $ 4,691 $ 5,569 The cash flow components of the Company’s leases were as follows for the year ended December 31, 2019: Year Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ (4,676) Financing cash flows from finance leases (722) Right-of-use assets obtained in exchange for new lease liabilities: Operating leases $ 3,619 |
Lessee, Operating Lease, Liability, Maturity | As of December 31, 2019, estimated annual maturities of lease liabilities for the year ending December 31, 2020 and thereafter were as follows: Year Ending December 31, Operating Leases Finance Leases 2020 $ 3,351 $ 450 2021 2,384 131 2022 1,852 47 2023 1,640 17 2024 1,540 11 2025 and there after 4,033 — 14,800 656 Interest (1,526) (81) Total $ 13,274 $ 575 |
Finance Lease, Liability, Maturity | As of December 31, 2019, estimated annual maturities of lease liabilities for the year ending December 31, 2020 and thereafter were as follows: Year Ending December 31, Operating Leases Finance Leases 2020 $ 3,351 $ 450 2021 2,384 131 2022 1,852 47 2023 1,640 17 2024 1,540 11 2025 and there after 4,033 — 14,800 656 Interest (1,526) (81) Total $ 13,274 $ 575 |
Long-Term Debt and Related Ma_2
Long-Term Debt and Related Matters (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long-term debt as of December 31, 2019 and 2018 consisted of the following: December 31, 2019 2018 Revolving credit facility with an interest rate of 4.28% as of December 31, 2019 and 4.80% as of December 31, 2018 $ 33,868 $ 74,008 Term loan payable in quarterly installments through April 30, 2024 with an interest rate of 4.19% at December 31, 2019 23,750 — Lease obligations payable in installments through 2024 with a weighted average interest rate of 3.63% as of December 31, 2019 and 3.32% as of December 31, 2018 575 974 Total debt 58,193 74,982 Less: current maturities (2,905) (629) Long-term portion $ 55,288 $ 74,353 |
Schedule of Maturities of Long-term Debt | The expected maturities of long-term debt for December 31, 2020 and thereafter are as follows: Year Ending December 31, 2020 $ 2,905 2021 2,604 2022 2,545 2023 2,510 2024 47,629 2025 and thereafter — Total $ 58,193 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Schedule of Common Stock Outstanding Roll Forward | Common Stock Treasury Outstanding (Number of Shares) Balance at end of 2017 775,203 10,340,576 Issued for stock-based compensation plans (25,431) 25,431 Balance at end of 2018 749,772 10,366,007 Issued for stock-based compensation plans (56,084) 56,084 Balance at end of 2019 693,688 10,422,091 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | The components of accumulated other comprehensive loss, net of tax, for the years ended December 31, 2019 and 2018, were as follows: December 31, 2019 2018 Pension and post-retirement benefit plan adjustments $ (2,959) $ (3,839) Unrealized (loss) gain on interest rate swap contracts (230) 675 Foreign currency translation adjustments (16,994) (19,027) Accumulated other comprehensive loss $ (20,183) $ (22,191) |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted earnings (loss) per common share for the years ended December 31, 2019 and 2018: Year Ended December 31, 2019 2018 Numerator for basic and diluted earnings (loss) per common share: Net income (loss) $ 42,568 $ (31,168) Denominator: Weighted average shares outstanding 10,410 10,362 Denominator for basic earnings per common share 10,410 10,362 Effect of dilutive securities: Stock compensation plans 234 — Dilutive potential common shares 234 — Denominator for diluted earnings per common share - adjusted weighted average shares outstanding and assumed conversions 10,644 10,362 Basic earnings (loss) per common share $ 4.09 $ (3.01) Diluted earnings (loss) per common share $ 4.00 $ (3.01) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Components of Income before Income Tax | Income (loss) before income taxes, as shown in the accompanying Consolidated Statements of Operations, includes the following components for the years ended December 31, 2019 and 2018: Year Ended December 31, 2019 2018 Domestic $ 12,230 $ (34,608) Foreign 5,167 7,897 Income (loss) from operations, before income taxes $ 17,397 $ (26,711) |
Significant Components of Income Tax | Significant components of the provision for income taxes for the years ended December 31, 2019 and 2018 were as follows: Year Ended December 31, 2019 2018 Current: Federal $ 1,909 $ 2,208 State 505 172 Foreign 1,925 3,675 Total current 4,339 6,055 Deferred: Federal (22,835) (55) State (6,173) (8) Foreign (502) (1,535) Total deferred (29,510) (1,598) Total income tax (benefit) expense $ (25,171) $ 4,457 |
Reconciliation of Statutory Income to Income Tax Expense | The reconciliation of income tax computed at statutory rates to income tax expense for the years ended December 31, 2019 and 2018 is as follows: Year Ended December 31, 2019 2018 Amount Percent Amount Percent Statutory rate $ 3,653 21.0 % $ (5,609) 21.0 % Foreign tax rate differential 129 0.7 156 (0.6) State income taxes, net of federal benefit (59) (0.3) (706) 2.6 Non-deductible expenses 345 2.0 261 (1.0) Global intangible low-taxed income, net of tax credits 145 0.8 171 (0.6) Income tax credits (126) (0.7) (633) 2.4 Nondeductible executive compensation 234 1.3 351 (1.3) Tax on unremitted foreign earnings 216 1.2 149 (0.6) Change in valuation allowance (29,635) (170.3) 10,226 (38.3) Other (73) (0.4) 91 (0.3) Total income tax (benefit) expense / Effective rate $ (25,171) (144.7) % $ 4,457 (16.7) % |
Significant Components of Deferred Tax Asset and Liability | Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2019 and 2018 were as follows: December 31, 2019 2018 Deferred tax assets: Goodwill and other intangibles $ 17,028 33 $ 18,756 Accrued settlement 10,196 11,933 Deferred compensation 3,620 2,940 Contingent liabilities 1,816 1,663 Net operating loss / tax credit carryforwards 1,438 1,602 Pension and post-retirement liability 1,414 1,524 Warranty reserve 294 346 Accounts receivable 261 214 Other 725 644 Total deferred tax assets 36,792 39,622 Less: valuation allowance (1,072) (30,707) Net deferred tax assets 35,720 8,915 Deferred tax liabilities: Goodwill and other intangibles (4,454) (5,020) Depreciation (5,946) (6,625) Inventories (946) (2,125) Unremitted earnings of foreign subsidiaries (390) (160) Other (97) (272) Total deferred tax liabilities (11,833) (14,202) Net deferred tax assets (liabilities) $ 23,887 $ (5,287) |
Reconciliation of Unrealized tax Benefits | The following table provides a reconciliation of unrecognized tax benefits as of December 31, 2019 and 2018: December 31, 2019 2018 Unrecognized tax benefits at beginning of period: $ 481 $ 599 Decreases based on tax positions for prior periods (67) (118) Balance at end of period $ 414 $ 481 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Compensation [Abstract] | |
Schedule of Nonvested Share Activity | The following table summarizes the restricted stock award, deferred stock units, and performance unit award activity for the years ended December 31, 2019 and 2018: Restricted Deferred Performance Weighted Average Outstanding as of January 1, 2018 186,806 26,860 181,341 $ 16.53 Granted 62,320 14,914 65,421 27.05 Vested (36,876) — — 28.07 Adjustment for incentive awards — — 65,491 26.93 Canceled and forfeited (20,425) — (11,880) 16.38 Outstanding as of December 31, 2018 191,825 41,774 300,373 $ 18.61 Granted 62,125 12,304 89,092 18.63 Vested (90,282) — — 19.61 Adjustment for incentive awards — — (52,180) 24.30 Canceled and forfeited (12,869) — (6,137) 20.79 Outstanding as of December 31, 2019 150,799 54,078 331,148 $ 18.50 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Defined Benefit Plan Disclosure | |
Schedule of Net Benefit Costs | Net periodic pension costs for the years ended December 31, 2019 and 2018 were as follows: Year Ended December 31, 2019 2018 Components of net periodic benefit cost: Interest cost 648 622 Expected return on plan assets (719) (853) Recognized net actuarial loss 125 96 Net periodic pension cost (income) 54 (135) Settlement charge 2,210 — Total pension expense (income) $ 2,264 $ (135) |
Schedule of Costs of Retirement Plans | The Company sponsors six defined contribution plans for hourly and salaried employees across our domestic and international facilities. The following table summarizes the expense associated with the contributions made to these plans. Year Ended December 31, 2019 2018 United States $ 2,323 $ 2,762 Canada 144 193 United Kingdom 442 451 $ 2,909 $ 3,406 |
Pension Plan | United States | |
Defined Benefit Plan Disclosure | |
Schedule of Changes in Accumulated Postemployment Benefit Obligations | The following tables present a reconciliation of the changes in the benefit obligation, the fair market value of the assets, and the funded status of the plan, as of December 31, 2019 and 2018: December 31, 2019 2018 Changes in benefit obligation: Benefit obligation at beginning of year $ 16,717 $ 18,783 Interest cost 648 622 Actuarial loss (gain) 400 (1,249) Benefits paid (840) (1,439) Settlements $ (9,116) $ — Benefit obligation at end of year $ 7,809 $ 16,717 Change to plan assets: Fair value of assets at beginning of year $ 12,468 $ 14,892 Actual gain (loss) on plan assets 1,298 (985) Employer contribution 550 — Benefits paid (840) (1,439) Settlements (9,116) — Fair value of assets at end of year 4,360 12,468 Funded status at end of year $ (3,449) $ (4,249) Amounts recognized in the consolidated balance sheet consist of: Other long-term liabilities $ (3,449) $ (4,249) Amounts recognized in accumulated other comprehensive loss consist of: Net loss $ 1,893 $ 4,406 |
Schedule of Changes in Fair Value of Plan Assets | The following tables present a reconciliation of the changes in the benefit obligation, the fair market value of the assets, and the funded status of the plan, as of December 31, 2019 and 2018: December 31, 2019 2018 Changes in benefit obligation: Benefit obligation at beginning of year $ 16,717 $ 18,783 Interest cost 648 622 Actuarial loss (gain) 400 (1,249) Benefits paid (840) (1,439) Settlements $ (9,116) $ — Benefit obligation at end of year $ 7,809 $ 16,717 Change to plan assets: Fair value of assets at beginning of year $ 12,468 $ 14,892 Actual gain (loss) on plan assets 1,298 (985) Employer contribution 550 — Benefits paid (840) (1,439) Settlements (9,116) — Fair value of assets at end of year 4,360 12,468 Funded status at end of year $ (3,449) $ (4,249) Amounts recognized in the consolidated balance sheet consist of: Other long-term liabilities $ (3,449) $ (4,249) Amounts recognized in accumulated other comprehensive loss consist of: Net loss $ 1,893 $ 4,406 |
Schedule of Weighted Average Assumptions Used | The weighted average assumptions in the following table represent the rates used to develop the actuarial present value of the projected benefit obligation for the year listed and also the net periodic benefit cost for the following year. Year Ended December 31, 2019 2018 Discount rate 4.0 % 3.4 % Expected rate of return on plan assets 5.9 % 5.9 % |
Schedule of Accumulated Benefit Obligations in Excess of Fair Value of Plan Assets | Amounts applicable to the Company’s pension plan with accumulated benefit obligations in excess of plan assets were as follows as of December 31, 2019 and 2018: December 31, 2019 2018 Projected benefit obligation $ 7,809 $ 16,717 Accumulated benefit obligation 7,809 16,717 Fair value of plan assets 4,360 12,468 |
Schedule of Investment Allocation and Target Allocation | The investment target ranges and actual allocation of pension plan assets by major category as of December 31, 2019 and 2018 were as follows: December 31, Target 2019 2018 Asset Category Cash and cash equivalents 0 - 20% 19 % 3 % Total fixed income funds 25 - 50% 30 28 Total mutual funds and equities 35 - 70% 51 69 Total 100 % 100 % In accordance with the fair value disclosure requirements of ASC 820, “Fair Value Measurements and Disclosures,” the following assets were measured at fair value on a recurring basis as of December 31, 2019 and 2018. Additional information regarding ASC 820 and the fair value hierarchy can be found in Note 18. December 31, 2019 2018 Asset Category Cash and cash equivalents $ 817 $ 355 Fixed income funds Corporate bonds 1,336 3,521 Total fixed income funds 1,336 3,521 Equity funds and equities Mutual funds 694 1,881 Exchange-traded funds 1,513 6,711 Total mutual funds and equities 2,207 8,592 Total $ 4,360 $ 12,468 |
Schedule of Expected Benefit Payments | The following benefit payments are expected to be paid during the years indicated: Year Ending December 31, 2020 $ 429 2021 453 2022 457 2023 481 2024 477 Years 2025-2029 2,276 |
Pension Plan | United Kingdom | |
Defined Benefit Plan Disclosure | |
Schedule of Changes in Accumulated Postemployment Benefit Obligations | The funded status of the United Kingdom defined benefit plan as of December 31, 2019 and 2018 was as follows: December 31, 2019 2018 Changes in benefit obligation: Benefit obligation at beginning of year $ 7,750 $ 8,335 Interest cost 221 194 Actuarial loss (gain) 1,142 (201) Benefits paid (326) (292) Foreign currency exchange rate changes 314 (475) Benefit obligation at end of year $ 9,101 $ 7,750 Change to plan assets: Fair value of assets at beginning of year $ 6,347 $ 6,904 Actual gain (loss) on plan assets 697 (144) Employer contribution 314 271 Benefits paid (326) (292) Foreign currency exchange rate changes 258 (392) Fair value of assets at end of year 7,290 6,347 Funded status at end of year $ (1,811) $ (1,403) Amounts recognized in the consolidated balance sheet consist of: Other long-term liabilities $ (1,811) $ (1,403) Amounts recognized in accumulated other comprehensive loss consist of: Net loss $ 1,641 $ 1,116 Prior service cost 172 208 $ 1,813 $ 1,324 |
Schedule of Net Benefit Costs | Net periodic pension costs for the years ended December 31, 2019 and 2018 were as follows: Year Ended December 31, 2019 2018 Components of net periodic benefit cost: Interest cost $ 221 $ 194 Expected return on plan assets (252) (260) Amortization of prior service cost 25 42 Recognized net actuarial loss 263 208 Net periodic pension cost $ 257 $ 184 |
Schedule of Weighted Average Assumptions Used | The weighted average assumptions in the following table represent the rates used to develop the actuarial present value of the projected benefit obligation for the year listed and also the net periodic benefit cost for the following year. Year Ended December 31, 2019 2018 Discount rate 2.0 % 2.8 % Expected rate of return on plan assets 3.3 % 3.8 % |
Schedule of Accumulated Benefit Obligations in Excess of Fair Value of Plan Assets | Amounts applicable to the Company’s pension plans with accumulated benefit obligations in excess of plan assets were as follows as of December 31, 2019 and 2018: December 31, 2019 2018 Projected benefit obligation $ 9,101 $ 7,750 Accumulated benefit obligation 9,101 7,750 Fair value of plan assets 7,290 6,347 |
Schedule of Investment Allocation and Target Allocation | The target asset allocation percentages for 2019 were as follows: Portec Rail Plan Equity securities Up to 100% Commercial property Not to exceed 50% U.K. Government securities Not to exceed 50% Cash Up to 100% Plan assets held within the United Kingdom defined benefit plan consist of cash and equity securities that have been classified as Level 1 of the fair value hierarchy. All other plan assets have been classified as Level 2 of the fair value hierarchy. The plan assets by category for the years ended December 31, 2019 and 2018 were as follows: December 31, 2019 2018 Asset Category Cash and cash equivalents $ 516 $ 685 Equity securities 2,090 2,001 Bonds 3,735 2,866 Other 949 795 Total $ 7,290 $ 6,347 |
Schedule of Expected Benefit Payments | The following estimated future benefits payments are expected to be paid under the United Kingdom defined benefit plan: Year Ending December 31, 2020 $ 280 2021 299 2022 312 2023 370 2024 396 Years 2025-2029 1,744 |
Other Postretirement Benefits Plan | |
Defined Benefit Plan Disclosure | |
Schedule of Weighted Average Assumptions Used | The weighted average assumptions in the following table represent the rates used to develop the actuarial present value of the projected benefit obligation for the year listed and also the net periodic benefit cost for the following year. Year Ended December 31, 2019 2018 Discount rate 3.1 % 3.8 % Weighted average health care trend rate 4.9 % 4.9 % |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following assets and liabilities of the Company were measured at fair value on a recurring basis subject to the disclosure requirements of ASC 820, “Fair Value Measurement,” as of December 31, 2019 and 2018: Fair Value Measurements as of December 31, 2019 Fair Value Measurements as of December 31, 2018 December 31, 2019 Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs December 31, 2018 Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Term deposits $ 17 $ 17 $ — $ — $ 16 $ 16 $ — $ — Interest rate swaps — — — — 675 — 675 — Total assets $ 17 $ 17 $ — $ — $ 691 $ 16 $ 675 $ — Interest rate swaps $ 480 $ — $ 480 $ — $ — $ — $ — $ — Total liabilities $ 480 $ — $ 480 $ — $ — $ — $ — $ — |
Commitments and Contingent Li_2
Commitments and Contingent Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Product Warranty Liability | The following table sets forth the Company’s product warranty accrual: Warranty Liability Balance as of December 31, 2018 $ 2,057 Additions to warranty liability 767 Warranty liability utilized (1,602) Balance as of December 31, 2019 $ 1,222 |
Schedule of Future Payments of Legal Settlements | The expected payments under the UPRR settlement agreement for the year ending December 31, 2020 and thereafter were as follows: Year Ending December 31, 2020 $ 8,000 2021 8,000 2022 8,000 2023 8,000 2024 8,000 Total $ 40,000 |
Environmental Loss Contingencies | The following table sets forth the Company’s undiscounted environmental obligation: Environmental Liability Balance as of December 31, 2018 $ 6,128 Additions to environmental obligations 54 Environmental obligations utilized (114) Balance as of December 31, 2019 $ 6,068 |
Other Expense (Income) (Tables)
Other Expense (Income) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Other Income | The following table summarizes the Company’s other expense (income) for the years ended December 31, 2019 and 2018. 2019 2018 Loss on U.S. pension settlement (a) $ 2,210 $ — Loss on Construction Segment relocation and closure activities (b) 1,768 — Loss on Tubular and Energy Segment closure activities (c) 1,716 — Loss on Tubular and Energy Segment asset sale (d) — 269 Loss on Tubular and Energy Segment fixed asset sales or disposals (e) — 786 Gain on prior Rail Segment warranty claim (f) — (525) Foreign currency losses (gains) 202 (483) Other (1,404) (508) Other expense (income) - net $ 4,492 $ (461) a. In the fourth quarter of 2019, the Company recorded an expense of $2,210 resulting from settlements within our U.S. defined benefit pension plan. b. During the fourth quarter of 2019, the Company announced and commenced the relocation and closure of the Spokane, WA concrete products facility and the subsequent relocation to Boise, ID, which was completed during the first quarter of 2020. This activity resulted in expense of $1,768 within the Construction Products segment. c. In 2019, three sites within the Tubular and Energy Services segment ceased operations or were held for sale, resulting in closure costs of $1,716. d. On June 19, 2018, the Company sold 54.5 acres of land in Willis, TX for $2,047, resulting in a pretax loss of $269 within our Tubular and Energy Services segment. e. During 2018, the Tubular and Energy Services segment sold or disposed of certain non-core assets, which resulted in a loss of $786. f. In 2018, the Rail Products and Services segment received a reimbursement of $525 for a 2016 warranty claim on a transit project. |
Quarterly Financial Informati_2
Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | Quarterly financial information for the years ended December 31, 2019 and 2018 is presented below: Three Months Ended March 31, 2019 June 30, 2019 September 30, 2019 December 31, 2019 Net sales $ 150,469 $ 200,933 $ 154,276 $ 149,379 Gross profit $ 29,162 $ 37,128 $ 27,692 $ 27,390 Net income $ 3,690 $ 9,564 $ 3,064 $ 26,250 Basic earnings per common share $ 0.36 $ 0.92 $ 0.29 $ 2.52 Diluted earnings per common share $ 0.35 $ 0.90 $ 0.29 $ 2.46 Three Months Ended March 31, 2018 June 30, 2018 September 30, 2018 December 31, 2018 Net sales $ 122,454 $ 172,890 $ 167,094 $ 164,531 Gross profit $ 22,192 $ 33,063 $ 31,303 $ 30,601 Net (loss) income $ (1,858) $ 5,434 $ 6,408 $ (41,152) Basic (loss) earnings per common share $ (0.18) $ 0.52 $ 0.62 $ (3.97) Diluted (loss) earnings per common share $ (0.18) $ 0.52 $ 0.61 $ (3.97) |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 | |
Property, Plant and Equipment | |||
Cash and cash equivalents | $ 14,178,000 | $ 10,282,000 | |
Impairments of long lived assets | 0 | 0 | |
Goodwill impairment | 0 | 0 | |
Impairment of finite lived intangible assets | 0 | 0 | |
Accrued warranty | 1,222,000 | 2,057,000 | |
Foreign currency transaction loss | 202,000 | (483,000) | |
Research and development expenses | 2,614,000 | 2,646,000 | |
Accumulated other comprehensive loss | $ (20,183,000) | (22,191,000) | |
Accounting Standards Update 2018-02 | Reclassified | |||
Property, Plant and Equipment | |||
Accumulated other comprehensive loss | $ 633,000 | ||
Buildings | Minimum | |||
Property, Plant and Equipment | |||
Property, plant and equipment useful life | 7 years | ||
Buildings | Maximum | |||
Property, Plant and Equipment | |||
Property, plant and equipment useful life | 40 years | ||
Machinery and equipment | Minimum | |||
Property, Plant and Equipment | |||
Property, plant and equipment useful life | 2 years | ||
Machinery and equipment | Maximum | |||
Property, Plant and Equipment | |||
Property, plant and equipment useful life | 13 years | ||
Leasehold improvements | Minimum | |||
Property, Plant and Equipment | |||
Property, plant and equipment useful life | 6 years | ||
Leasehold improvements | Maximum | |||
Property, Plant and Equipment | |||
Property, plant and equipment useful life | 10 years | ||
Non Domestic | |||
Property, Plant and Equipment | |||
Cash and cash equivalents | $ 13,660,000 | 8,058,000 | |
Bank term deposits | $ 17,000 | $ 16,000 |
Business Segments - Narratives
Business Segments - Narratives (Details) | 12 Months Ended |
Dec. 31, 2019segment | |
Segment Reporting [Abstract] | |
Number of reporting segments | 3 |
Business Segments - Reconciliat
Business Segments - Reconciliation of Revenue from Segments to Consolidated (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting Information | ||||||||||
Net Sales | $ 149,379 | $ 154,276 | $ 200,933 | $ 150,469 | $ 164,531 | $ 167,094 | $ 172,890 | $ 122,454 | $ 655,057 | $ 626,969 |
Segment Profit | 36,514 | 38,913 | ||||||||
Segment Assets | 405,171 | 383,249 | 405,171 | 383,249 | ||||||
Depreciation/Amortization | 17,631 | 18,593 | ||||||||
Expenditures for Long-Lived Assets | 8,831 | 5,251 | ||||||||
Rail Products and Services | ||||||||||
Segment Reporting Information | ||||||||||
Net Sales | 321,808 | 319,524 | ||||||||
Construction Products | ||||||||||
Segment Reporting Information | ||||||||||
Net Sales | 182,486 | 158,653 | ||||||||
Tubular and Energy Services | ||||||||||
Segment Reporting Information | ||||||||||
Net Sales | 150,763 | 148,792 | ||||||||
Operating Segments | ||||||||||
Segment Reporting Information | ||||||||||
Net Sales | 655,057 | 626,969 | ||||||||
Segment Profit | 36,514 | 38,913 | ||||||||
Segment Assets | 346,692 | 363,239 | 346,692 | 363,239 | ||||||
Depreciation/Amortization | 16,303 | 17,328 | ||||||||
Expenditures for Long-Lived Assets | 8,479 | 4,949 | ||||||||
Operating Segments | Rail Products and Services | ||||||||||
Segment Reporting Information | ||||||||||
Net Sales | 321,808 | 319,524 | ||||||||
Segment Profit | 19,641 | 19,468 | ||||||||
Segment Assets | 186,323 | 175,704 | 186,323 | 175,704 | ||||||
Depreciation/Amortization | 6,469 | 6,810 | ||||||||
Expenditures for Long-Lived Assets | 2,293 | 941 | ||||||||
Operating Segments | Construction Products | ||||||||||
Segment Reporting Information | ||||||||||
Net Sales | 182,486 | 158,653 | ||||||||
Segment Profit | 5,726 | 6,798 | ||||||||
Segment Assets | 83,049 | 97,133 | 83,049 | 97,133 | ||||||
Depreciation/Amortization | 1,660 | 1,728 | ||||||||
Expenditures for Long-Lived Assets | 1,266 | 796 | ||||||||
Operating Segments | Tubular and Energy Services | ||||||||||
Segment Reporting Information | ||||||||||
Net Sales | 150,763 | 148,792 | ||||||||
Segment Profit | 11,147 | 12,647 | ||||||||
Segment Assets | $ 77,320 | $ 90,402 | 77,320 | 90,402 | ||||||
Depreciation/Amortization | 8,174 | 8,790 | ||||||||
Expenditures for Long-Lived Assets | $ 4,920 | $ 3,212 |
Business Segments - Reconcili_2
Business Segments - Reconciliation of Operating Profit (Loss) from Segments to Consolidated (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income from Operations | ||
Total segment profit | $ 36,514 | $ 38,913 |
Interest expense - net | (4,920) | (6,154) |
Other (expense) income | (4,492) | 461 |
Concrete Tie Settlement expense (Note 18) | 0 | (43,400) |
Corporate expense and other unallocated charges | (9,705) | (16,531) |
Income (loss) before income taxes | 17,397 | (26,711) |
Assets | ||
Segment Assets | 405,171 | 383,249 |
Depreciation/Amortization | ||
Depreciation/Amortization | 17,631 | 18,593 |
Expenditures for Long-Lived Assets | ||
Expenditures for Long-Lived Assets | 8,831 | 5,251 |
Operating Segments | ||
Income from Operations | ||
Total segment profit | 36,514 | 38,913 |
Assets | ||
Segment Assets | 346,692 | 363,239 |
Depreciation/Amortization | ||
Depreciation/Amortization | 16,303 | 17,328 |
Expenditures for Long-Lived Assets | ||
Expenditures for Long-Lived Assets | 8,479 | 4,949 |
Unallocated corporate assets | ||
Assets | ||
Segment Assets | 58,479 | 20,010 |
Depreciation/Amortization | ||
Depreciation/Amortization | 1,328 | 1,265 |
Expenditures for Long-Lived Assets | ||
Expenditures for Long-Lived Assets | $ 352 | $ 302 |
Business Segments - Sales by Ge
Business Segments - Sales by Geographical Location (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues from External Customers and Long-Lived Assets | ||||||||||
Net Sales | $ 149,379 | $ 154,276 | $ 200,933 | $ 150,469 | $ 164,531 | $ 167,094 | $ 172,890 | $ 122,454 | $ 655,057 | $ 626,969 |
United States | ||||||||||
Revenues from External Customers and Long-Lived Assets | ||||||||||
Net Sales | 529,363 | 484,907 | ||||||||
Canada | ||||||||||
Revenues from External Customers and Long-Lived Assets | ||||||||||
Net Sales | 41,879 | 66,451 | ||||||||
United Kingdom | ||||||||||
Revenues from External Customers and Long-Lived Assets | ||||||||||
Net Sales | 57,574 | 42,810 | ||||||||
Other | ||||||||||
Revenues from External Customers and Long-Lived Assets | ||||||||||
Net Sales | $ 26,241 | $ 32,801 |
Business Segments - Long-Lived
Business Segments - Long-Lived Assets By Geographical Location (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Segment Reporting Information | ||
Long-Lived assets | $ 82,314 | $ 86,857 |
United States | ||
Segment Reporting Information | ||
Long-Lived assets | 77,101 | 81,135 |
United Kingdom | ||
Segment Reporting Information | ||
Long-Lived assets | 1,610 | 1,671 |
Canada | ||
Segment Reporting Information | ||
Long-Lived assets | 3,590 | 4,036 |
Other | ||
Segment Reporting Information | ||
Long-Lived assets | $ 13 | $ 15 |
Business Segment - Sales by Maj
Business Segment - Sales by Major Product Line (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue from External Customer | ||||||||||
Net Sales | $ 149,379 | $ 154,276 | $ 200,933 | $ 150,469 | $ 164,531 | $ 167,094 | $ 172,890 | $ 122,454 | $ 655,057 | $ 626,969 |
Rail Products | ||||||||||
Revenue from External Customer | ||||||||||
Net Sales | 194,464 | 188,590 | ||||||||
Rail Technologies | ||||||||||
Revenue from External Customer | ||||||||||
Net Sales | 127,344 | 130,934 | ||||||||
Piling and Fabricated Bridges Products | ||||||||||
Revenue from External Customer | ||||||||||
Net Sales | 114,076 | 102,246 | ||||||||
Protective Coating and Measurement Systems | ||||||||||
Revenue from External Customer | ||||||||||
Net Sales | 99,760 | 89,026 | ||||||||
Test , Inspection and Threading Services | ||||||||||
Revenue from External Customer | ||||||||||
Net Sales | 68,410 | 56,407 | ||||||||
Precast Concrete Products | ||||||||||
Revenue from External Customer | ||||||||||
Net Sales | $ 51,003 | $ 59,766 |
Revenue - Narratives (Details)
Revenue - Narratives (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue | ||||||||||
Total net sales | $ 149,379 | $ 154,276 | $ 200,933 | $ 150,469 | $ 164,531 | $ 167,094 | $ 172,890 | $ 122,454 | $ 655,057 | $ 626,969 |
Contract with customer, assets | 37,032 | 26,692 | 37,032 | 26,692 | ||||||
Contract liabilities | $ 4,472 | $ 1,505 | 4,472 | 1,505 | ||||||
Contract assets transferred to receivables | 24,487 | 18,941 | ||||||||
Revenue recognized from contract liability | 1,462 | 1,141 | ||||||||
Cash proceeds from liability contract | $ 4,358 | $ 1,447 | ||||||||
Over time | ||||||||||
Disaggregation of Revenue | ||||||||||
Customer revenue transferred (percentage) | 28.50% | 26.00% | ||||||||
Total net sales | $ 186,775 | $ 163,253 | ||||||||
Over time | Performance Based | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 136,014 | 121,919 | ||||||||
Over time | Delivery Based | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | $ 50,761 | $ 41,334 | ||||||||
Point in time | ||||||||||
Disaggregation of Revenue | ||||||||||
Customer revenue transferred (percentage) | 71.50% | 74.00% | ||||||||
Total net sales | $ 468,282 | $ 463,716 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue | ||||||||||
Total net sales | $ 149,379 | $ 154,276 | $ 200,933 | $ 150,469 | $ 164,531 | $ 167,094 | $ 172,890 | $ 122,454 | $ 655,057 | $ 626,969 |
Rail Products and Services | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 321,808 | 319,524 | ||||||||
Rail Products and Services | Rail Products | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 194,464 | 188,590 | ||||||||
Rail Products and Services | Rail Technologies | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 127,344 | 130,934 | ||||||||
Construction Products | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 182,486 | 158,653 | ||||||||
Construction Products | Piling and Fabricated Bridge | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 114,076 | 102,246 | ||||||||
Construction Products | Precast Concrete Products | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 68,410 | 56,407 | ||||||||
Tubular and Energy Services | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 150,763 | 148,792 | ||||||||
Tubular and Energy Services | Test Inspection and Threading | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 51,003 | 59,766 | ||||||||
Tubular and Energy Services | Protective Coating and Measurements Systems | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | $ 99,760 | $ 89,026 |
Revenue - Timing of Transfer (D
Revenue - Timing of Transfer (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue | ||||||||||
Total net sales | $ 149,379 | $ 154,276 | $ 200,933 | $ 150,469 | $ 164,531 | $ 167,094 | $ 172,890 | $ 122,454 | $ 655,057 | $ 626,969 |
Point in time | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 468,282 | 463,716 | ||||||||
Over time | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 186,775 | 163,253 | ||||||||
Rail Products and Services | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 321,808 | 319,524 | ||||||||
Rail Products and Services | Point in time | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 240,047 | 232,814 | ||||||||
Rail Products and Services | Over time | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 81,761 | 86,710 | ||||||||
Construction Products | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 182,486 | 158,653 | ||||||||
Construction Products | Point in time | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 115,590 | 106,168 | ||||||||
Construction Products | Over time | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 66,896 | 52,485 | ||||||||
Tubular and Energy Services | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 150,763 | 148,792 | ||||||||
Tubular and Energy Services | Point in time | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | 112,645 | 124,734 | ||||||||
Tubular and Energy Services | Over time | ||||||||||
Disaggregation of Revenue | ||||||||||
Total net sales | $ 38,118 | $ 24,058 |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligation (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Revenue from Contract with Customer [Abstract] | |
Revenue remaining performance obligation | $ 230,067 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue remaining performance obligation (percentage) | 8.30% |
Performance obligations expected to be satisfied, expected timing | 1 year |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Amortization expense | $ 6,577 | $ 7,098 |
Non-compete agreements | ||
Fully amortized intangible asset | 124 | 2,830 |
Trademarks and trade names | ||
Fully amortized intangible asset | $ 723 | $ 1,560 |
Minimum | ||
Finite lived intangible asset, useful life | 4 years | |
Maximum | ||
Finite lived intangible asset, useful life | 25 years | |
Weighted Average | ||
Finite lived intangible asset, useful life | 16 years |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Schedule of Goodwill (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Goodwill | |
Goodwill, beginning balance | $ 19,258 |
Foreign currency translation impact | 307 |
Goodwill, ending balance | 19,565 |
Rail Products and Services | |
Goodwill | |
Goodwill, beginning balance | 14,111 |
Foreign currency translation impact | 307 |
Goodwill, ending balance | 14,418 |
Construction Products | |
Goodwill | |
Goodwill, beginning balance | 5,147 |
Foreign currency translation impact | 0 |
Goodwill, ending balance | 5,147 |
Tubular and Energy Services | |
Goodwill | |
Goodwill, beginning balance | 0 |
Foreign currency translation impact | 0 |
Goodwill, ending balance | $ 0 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets | ||
Gross Carrying Value | $ 82,662 | $ 82,980 |
Accumulated Amortization | (39,148) | (33,144) |
Net Carrying Amount | 43,514 | 49,836 |
Non-compete agreements | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Value | 1,272 | 1,372 |
Accumulated Amortization | (1,259) | (1,046) |
Net Carrying Amount | 13 | 326 |
Patents | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Value | 377 | 358 |
Accumulated Amortization | (188) | (165) |
Net Carrying Amount | 189 | 193 |
Customer relationships | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Value | 37,498 | 37,129 |
Accumulated Amortization | (13,945) | (11,388) |
Net Carrying Amount | 23,553 | 25,741 |
Trademarks and trade names | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Value | 7,787 | 8,481 |
Accumulated Amortization | (3,551) | (3,416) |
Net Carrying Amount | 4,236 | 5,065 |
Technology | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Value | 35,728 | 35,640 |
Accumulated Amortization | (20,205) | (17,129) |
Net Carrying Amount | $ 15,523 | $ 18,511 |
Weighted Average | ||
Finite-Lived Intangible Assets | ||
Weighted Average Amortization Period In Years | 16 years | |
Weighted Average | Non-compete agreements | ||
Finite-Lived Intangible Assets | ||
Weighted Average Amortization Period In Years | 4 years | 4 years |
Weighted Average | Patents | ||
Finite-Lived Intangible Assets | ||
Weighted Average Amortization Period In Years | 10 years | 10 years |
Weighted Average | Customer relationships | ||
Finite-Lived Intangible Assets | ||
Weighted Average Amortization Period In Years | 18 years | 18 years |
Weighted Average | Trademarks and trade names | ||
Finite-Lived Intangible Assets | ||
Weighted Average Amortization Period In Years | 16 years | 15 years |
Weighted Average | Technology | ||
Finite-Lived Intangible Assets | ||
Weighted Average Amortization Period In Years | 13 years | 14 years |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Schedule of Expected Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2020 | $ 5,910 | |
2021 | 5,875 | |
2022 | 5,791 | |
2023 | 5,314 | |
2024 | 4,288 | |
2025 and thereafter | 16,336 | |
Net Carrying Amount | $ 43,514 | $ 49,836 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Receivables [Abstract] | ||
Accounts receivable | $ 79,675 | $ 87,055 |
Allowance for doubtful accounts | (1,100) | (932) |
Accounts receivable - net | $ 78,575 | $ 86,123 |
Accounts Receivable (Narratives
Accounts Receivable (Narratives) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Receivables [Abstract] | ||
Reserve for uncollectable accounts | $ (48) | $ (1,443) |
Accounts Receivable (Segment) (
Accounts Receivable (Segment) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Accounts Receivable | ||
Trade, net | $ 78,447 | $ 82,299 |
Rail Products and Services | ||
Accounts Receivable | ||
Trade, net | 44,941 | 43,180 |
Construction Products | ||
Accounts Receivable | ||
Trade, net | 19,301 | 19,998 |
Tubular and Energy Services | ||
Accounts Receivable | ||
Trade, net | $ 14,205 | $ 19,121 |
Inventory - Schedule of Invento
Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 59,864 | $ 69,041 |
Contract assets | 37,032 | 26,692 |
Work-in-process | 3,728 | 6,940 |
Raw materials | 18,677 | 21,831 |
Inventory | $ 119,301 | $ 124,504 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($)a | Dec. 31, 2018USD ($) | Jun. 19, 2018a | |
Property, Plant and Equipment | |||
Gross property, plant, and equipment | $ 191,322 | $ 188,655 | |
Less: accumulated depreciation and amortization, including accumulated amortization of finance leases | (109,008) | (101,798) | |
Property, plant, and equipment - net | 82,314 | 86,857 | |
Depreciation | 11,054 | 11,495 | |
Proceeds from the sale of property, plant, and equipment | 1,151 | 2,389 | |
Land in Willis, TX | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Tubular and Energy Services | |||
Property, Plant and Equipment | |||
Area of land (in acres) | a | 54.5 | ||
Proceeds from the sale of property, plant, and equipment | 2,047 | ||
Gain (loss) on sale | 1,768 | 0 | |
Ball Winch Field Service | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Tubular and Energy Services | |||
Property, Plant and Equipment | |||
Gain (Loss) on Disposition of Assets | 0 | (269) | |
Land | |||
Property, Plant and Equipment | |||
Gross property, plant, and equipment | $ 11,076 | 12,440 | |
Area of land (in acres) | a | 54.5 | ||
Improvements to land and leaseholds | |||
Property, Plant and Equipment | |||
Gross property, plant, and equipment | $ 17,172 | 17,610 | |
Buildings | |||
Property, Plant and Equipment | |||
Gross property, plant, and equipment | 35,241 | 34,608 | |
Machinery and equipment, including equipment under capitalized leases | |||
Property, Plant and Equipment | |||
Gross property, plant, and equipment | 122,599 | 120,914 | |
Construction in progress | |||
Property, Plant and Equipment | |||
Gross property, plant, and equipment | 5,234 | $ 3,083 | |
Land and Building | |||
Property, Plant and Equipment | |||
Proceeds from the sale of property, plant, and equipment | 900 | ||
Gain (loss) on sale | $ (198) |
Leases - Narratives (Details)
Leases - Narratives (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Jan. 01, 2019 | |
Lessee, Lease, Description | ||
Operating lease right-of-use assets | $ 13,274 | |
Other current liabilities | 3,006 | |
Long-term operating lease liabilities | $ 10,268 | |
Lessee lease renewal term | 12 years | |
Lessee, lease, termination period | 1 year | |
Operating lease weighted average lease term | 7 years | |
Operating lease weighted average discount rate (percent) | 5.10% | |
Finance lease weighted average remaining lease term | 1 year | |
Finance lease weighted average discount rate (percent) | 4.30% | |
Minimum | ||
Lessee, Lease, Description | ||
Lessee remaining lease term | 1 year | |
Maximum | ||
Lessee, Lease, Description | ||
Lessee remaining lease term | 12 years | |
ASU 2016-02 | ||
Lessee, Lease, Description | ||
Operating lease right-of-use assets | $ 13,585 | |
Other current liabilities | 3,322 | |
Long-term operating lease liabilities | $ 10,263 |
Leases - Balance Sheet Location
Leases - Balance Sheet Location (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Operating leases | |
Operating lease right-of-use assets | $ 13,274 |
Other current liabilities | 3,006 |
Long-term operating lease liabilities | 10,268 |
Total operating lease liabilities | 13,274 |
Finance leases | |
Property, plant, and equipment | 3,518 |
Property, plant, and equipment | (2,943) |
Property, plant, and equipment - net | 575 |
Current maturities of long-term debt | 405 |
Long-term debt | 170 |
Total finance lease liabilities | $ 575 |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Lease, Cost | ||
Amortization of finance leases | $ 722 | $ 731 |
Interest on lease liabilities | 57 | 50 |
Operating lease cost | 3,930 | 4,825 |
Sublease income | (18) | (37) |
Total lease cost | $ 4,691 | $ 5,569 |
Leases - Cash Flows Components
Leases - Cash Flows Components (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating cash flows from operating leases | $ (4,676) |
Financing cash flows from finance leases | (722) |
Operating leases | $ 3,619 |
Leases - Estimated Annual Matur
Leases - Estimated Annual Maturities (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Operating Leases | |
2020 | $ 3,351 |
2021 | 2,384 |
2022 | 1,852 |
2023 | 1,640 |
2024 | 1,540 |
2025 and there after | 4,033 |
Operating lease, liability, payments, due | 14,800 |
Interest | (1,526) |
Total operating lease liabilities | 13,274 |
Finance Leases | |
2020 | 450 |
2021 | 131 |
2022 | 47 |
2023 | 17 |
2024 | 11 |
2025 and there after | 0 |
Finance lease liability, payments, due | 656 |
Interest | (81) |
Total finance lease liabilities | $ 575 |
Investments (Narrative) (Detail
Investments (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Schedule of Equity Method Investments | ||
Proceeds from sale of equity method investment | $ 0 | $ 3,875 |
Repayment of revolving line of credit from equity method investment | $ 0 | $ 1,235 |
Deferred Revenue (Details)
Deferred Revenue (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Revenue Recognition and Deferred Revenue [Abstract] | ||
Deferred revenue | $ 8,446 | $ 6,619 |
Contract liabilities | $ 4,472 | $ 1,505 |
Long-Term Debt and Related Ma_3
Long-Term Debt and Related Matters - Schedule of Long-term Debt Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Disclosure [Abstract] | ||
Revolving credit facility | $ 33,868 | $ 74,008 |
Term loan | 23,750 | 0 |
Lease obligations payable in installments through 2020 with a weighted average interest rate of 3.32% as of December 31, 2018 and 3.21% as of December 31, 2017 | 575 | 974 |
Total | 58,193 | 74,982 |
Less: current maturities | (2,905) | (629) |
Long-term debt | $ 55,288 | $ 74,353 |
Interest rate on credit facility (percent) | 4.28% | 4.80% |
Accounts payable, interest-bearing, interest rate | 4.19% | |
Weighted average interest rate on debt (percent) | 3.63% | 3.32% |
Long-Term Debt and Related Ma_4
Long-Term Debt and Related Matters - Schedule of Long Term Debt Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Disclosure [Abstract] | ||
2020 | $ 2,905 | |
2021 | 2,604 | |
2022 | 2,545 | |
2023 | 2,510 | |
2024 | 47,629 | |
2025 and thereafter | 0 | |
Total | $ 58,193 | $ 74,982 |
Long-Term Debt and Related Ma_5
Long-Term Debt and Related Matters - Narrative - North America (Details) | Apr. 30, 2019USD ($) | Nov. 07, 2016USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2019USD ($) | Jun. 29, 2016USD ($) |
Line of Credit Facility | |||||
Term loan | $ 0 | $ 23,750,000 | |||
Line of credit facility, amount outstanding | $ 74,008,000 | 33,868,000 | |||
PNC Bank, N.A., Bank of America, N.A., Wells Fargo Bank, N.A., Citizens Bank of Pennsylvania, and Branch Banking and Trust Company | |||||
Line of Credit Facility | |||||
Line of credit facility, maximum borrowing capacity | $ 195,000,000 | $ 140,000,000 | |||
Term loan | $ 25,000,000 | ||||
Leverage ratio in effect for the eighth quarter and remainder of a credit agreement | 25,000,000 | ||||
EBITDA required | $ 3.25 | ||||
Fixed charge coverage ratio | 3.50 | ||||
Fixed charge coverage ratio after fifth quarter | 1.40 | ||||
Minimum Consolidated Fixed Charge Coverage Ratio | 1.25 | ||||
PNC Bank, N.A., Bank of America, N.A., Wells Fargo Bank, N.A., Citizens Bank of Pennsylvania, and Branch Banking and Trust Company | Revolving Credit Facility | |||||
Line of Credit Facility | |||||
Line of credit facility, amount outstanding | $ 425,000 | $ 492,000 | |||
Line of credit facility, current borrowing capacity | $ 120,567,000 | $ 105,640,000 | |||
Line of Credit Facility, Potential Increase To Borrowing Capacity | $ 50,000,000 | ||||
PNC Bank, N.A., Bank of America, N.A., Wells Fargo Bank, N.A., Citizens Bank of Pennsylvania, and Branch Banking and Trust Company | Revolving Credit Facility | Euro-rate | |||||
Line of Credit Facility | |||||
Debt instrument, basis spread on variable rate | 100.00% | ||||
PNC Bank, N.A., Bank of America, N.A., Wells Fargo Bank, N.A., Citizens Bank of Pennsylvania, and Branch Banking and Trust Company | Revolving Credit Facility | Euro-rate | Minimum | |||||
Line of Credit Facility | |||||
Debt instrument, basis spread on variable rate | 125.00% | ||||
PNC Bank, N.A., Bank of America, N.A., Wells Fargo Bank, N.A., Citizens Bank of Pennsylvania, and Branch Banking and Trust Company | Revolving Credit Facility | Euro-rate | Maximum | |||||
Line of Credit Facility | |||||
Debt instrument, basis spread on variable rate | 225.00% | ||||
PNC Bank, N.A., Bank of America, N.A., Wells Fargo Bank, N.A., Citizens Bank of Pennsylvania, and Branch Banking and Trust Company | Revolving Credit Facility | Base Rate | Minimum | |||||
Line of Credit Facility | |||||
Debt instrument, basis spread on variable rate | 25.00% | ||||
PNC Bank, N.A., Bank of America, N.A., Wells Fargo Bank, N.A., Citizens Bank of Pennsylvania, and Branch Banking and Trust Company | Revolving Credit Facility | Base Rate | Maximum | |||||
Line of Credit Facility | |||||
Debt instrument, basis spread on variable rate | 12500.00% | ||||
PNC Bank, N.A., Bank of America, N.A., Wells Fargo Bank, N.A., Citizens Bank of Pennsylvania, and Branch Banking and Trust Company | Revolving Credit Facility | Prime Rate | |||||
Line of Credit Facility | |||||
Debt instrument, basis spread on variable rate | 50.00% |
Long-Term Debt and Related Ma_6
Long-Term Debt and Related Matters - Narrative - United Kingdom (Details) | Dec. 31, 2019USD ($) | Apr. 29, 2019USD ($) | Apr. 29, 2019GBP (£) | Dec. 31, 2018USD ($) |
Line of Credit Facility | ||||
Line of credit facility, amount outstanding | $ 33,868,000 | $ 74,008,000 | ||
Foreign Line of Credit | Natwest Bank | ||||
Line of Credit Facility | ||||
Line of credit facility, maximum borrowing capacity | £ 1,500,000 | 1,924,000 | ||
Line of credit facility, amount outstanding | $ 0 | |||
Line of credit facility, current borrowing capacity | $ 1,606,000 | |||
Foreign Line of Credit | Natwest Bank Outstanding Guarantees | ||||
Line of Credit Facility | ||||
Line of credit facility, amount outstanding | $ 318,000 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narratives (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Equity [Abstract] | ||
Common stock, shares authorized (shares) | 20,000,000 | 20,000,000 |
Common stock, issued (shares) | 11,115,779 | 11,115,779 |
Common stock, par value (per share) | $ 0.01 | $ 0.01 |
Shares paid for tax withholding (shares) | 34,198 | 11,445 |
Adjustments related to tax withholding | $ 620 | $ 316 |
Treasury shares acquired (shares) | 0 | 0 |
Stockholders' Equity - Rollforw
Stockholders' Equity - Rollforward of Common Stock (Details) - shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Increase (Decrease) in Stockholders' Equity | ||
Beginning (shares) | 10,366,007 | |
Ending (shares) | 10,422,091 | 10,366,007 |
Treasury | ||
Increase (Decrease) in Stockholders' Equity | ||
Beginning (shares) | 749,772 | 775,203 |
Issued for stock-based compensation plans (shares) | (56,084) | (25,431) |
Ending (shares) | 693,688 | 749,772 |
Common Stock | ||
Increase (Decrease) in Stockholders' Equity | ||
Beginning (shares) | 10,366,007 | 10,340,576 |
Issued for stock-based compensation plans (shares) | 56,084 | 25,431 |
Ending (shares) | 10,422,091 | 10,366,007 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Accumulated Other Comprehensive Loss | |||
Stockholders' equity | $ 169,862 | $ 122,119 | $ 154,496 |
Accumulated Other Comprehensive Loss | |||
Accumulated Other Comprehensive Loss | |||
Stockholders' equity | (20,183) | (22,191) | $ (17,767) |
Pension and post-retirement benefit plan adjustment | |||
Accumulated Other Comprehensive Loss | |||
Stockholders' equity | (2,959) | (3,839) | |
Unrealized gain on interest rate swap contracts | |||
Accumulated Other Comprehensive Loss | |||
Stockholders' equity | (230) | 675 | |
Foreign currency translation adjustments | |||
Accumulated Other Comprehensive Loss | |||
Stockholders' equity | $ (16,994) | $ (19,027) |
Earning Per Common Share - Sche
Earning Per Common Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Numerator for basic and diluted earnings per common share: | ||||||||||
Net income (loss) | $ 26,250 | $ 3,064 | $ 9,564 | $ 3,690 | $ (41,152) | $ 6,408 | $ 5,434 | $ (1,858) | $ 42,568 | $ (31,168) |
Denominator: | ||||||||||
Weighted average shares outstanding (shares) | 10,410 | 10,362 | ||||||||
Denominator for basic earnings per common share (shares) | 10,410 | 10,362 | ||||||||
Effect of dilutive securities: | ||||||||||
Other stock compensation plans (shares) | 234 | 0 | ||||||||
Dilutive potential common shares (shares) | 234 | 0 | ||||||||
Denominator for diluted earnings per common share - adjusted weighted average shares outstanding and assumed conversions (shares) | 10,644 | 10,362 | ||||||||
Basic (loss) earnings per common share (usd per share) | $ 2.52 | $ 0.29 | $ 0.92 | $ 0.36 | $ (3.97) | $ 0.62 | $ 0.52 | $ (0.18) | $ 4.09 | $ (3.01) |
Diluted (loss) earnings per common share (usd per share) | $ 2.46 | $ 0.29 | $ 0.90 | $ 0.35 | $ (3.97) | $ 0.61 | $ 0.52 | $ (0.18) | $ 4 | $ (3.01) |
Anti-dilutive share, shares | 117 |
Income Taxes - Income Before In
Income Taxes - Income Before Income Tax Domestic And Foreign Components Table (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Domestic | $ 12,230 | $ (34,608) |
Foreign | 5,167 | 7,897 |
Income (loss) before income taxes | $ 17,397 | $ (26,711) |
Income Taxes - Significant Comp
Income Taxes - Significant Components Of The Provision For Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Current | ||
Federal | $ 1,909 | $ 2,208 |
State | 505 | 172 |
Foreign | 1,925 | 3,675 |
Total current | 4,339 | 6,055 |
Deferred | ||
Federal | (22,835) | (55) |
State | (6,173) | (8) |
Foreign | (502) | (1,535) |
Total deferred | (29,510) | (1,598) |
Total income tax expense | $ (25,171) | $ 4,457 |
Income Taxes - Reconciliation O
Income Taxes - Reconciliation Of Income Tax Rates (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Effective Income Tax Rate Reconciliation, Amount | ||
Statutory rate | $ 3,653 | $ (5,609) |
Foreign tax rate differential | 129 | 156 |
State income taxes, net of federal benefit | (59) | (706) |
Non-deductible expenses | 345 | 261 |
Global intangible low-taxed income | 145 | 171 |
Income tax credit | (126) | (633) |
Nondeductable executive compensation | 234 | 351 |
Tax on unremitted foreign earning | 216 | 149 |
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | (29,635) | 10,226 |
Effective Income Tax Rate Reconciliation, Other Adjustments, Amount | (73) | 91 |
Total income tax expense | $ (25,171) | $ 4,457 |
Effective Income Tax Rate Reconciliation, Percent | ||
Statutory rate | 21.00% | 21.00% |
Foreign tax rate differential | 0.70% | (0.60%) |
State income tax rate, net of federal benefit | (0.30%) | 2.60% |
Non-deductible expenses | 2.00% | (1.00%) |
Global intangible low-taxed income | 0.80% | (0.60%) |
Income tax credit | 0.70% | (2.40%) |
Nondeductable executive compensation | 1.30% | (1.30%) |
Tax on unremitted foreign earnings | 1.20% | (0.60%) |
Change in valuation allowance | (170.30%) | (38.30%) |
Other | (0.40%) | (0.30%) |
Total income tax expense/ Effective rate | (144.70%) | (16.70%) |
Income Taxes - Significant Co_2
Income Taxes - Significant Components Of Deferred Tax Liabilities And Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets: | ||
Goodwill and other intangible assets | $ 17,028 | $ 18,756 |
Accrued settlement | 10,196 | 11,933 |
Pension and post-retirement liability | 1,414 | 1,524 |
Warranty reserve | 294 | 346 |
Deferred compensation | 3,620 | 2,940 |
Contingent liability | 1,816 | 1,663 |
Net operating loss/tax credit carryforward | 1,438 | 1,602 |
Accounts receivable | 261 | 214 |
Other | 725 | 644 |
Total deferred tax assets | 36,792 | 39,622 |
Less: valuation allowance | (1,072) | (30,707) |
Net deferred tax asset | 35,720 | 8,915 |
Deferred tax liabilities | ||
Goodwill and other intangibles | (4,454) | (5,020) |
Depreciation | (5,946) | (6,625) |
Unremiited earnings of foreign subsidiary | (390) | (160) |
Inventory | (946) | (2,125) |
Other | (97) | (272) |
Total deferred tax liability | (11,833) | (14,202) |
Net deferred tax assets (liabilities) | $ 23,887 | |
Net deferred tax assets (liabilities) | $ 5,287 |
Income Taxes - Narratives (Deta
Income Taxes - Narratives (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Operating Loss Carryforwards | ||
Foreign earnings repatriated | $ 7,800 | |
Unremiited earnings of foreign subsidiary | 390 | $ 160 |
Valuation allowance, increase (decrease) | (29,648) | |
Net deferred tax asset | 35,720 | 8,915 |
Deferred tax asset valuation allowance | 1,072 | 30,707 |
Deferred tax assets, tax credit carryforwards, foreign | 34 | |
Operating loss carryforward, valuation allowance | 650 | |
Unrecognized tax benefit that would impact effective tax rate | 414 | |
Accrued interest and penalties | 327 | 398 |
State and local | ||
Operating Loss Carryforwards | ||
Deferred tax asset valuation allowance | 388 | |
Operating loss carryforwards | 901 | $ 1,253 |
Foreign tax authority | ||
Operating Loss Carryforwards | ||
Tax credit carryforward, amount | 34 | |
Foreign tax authority | Secretariat of the Federal Revenue Bureau of Brazil | ||
Operating Loss Carryforwards | ||
Operating loss carryforwards | $ 2,019 |
Income Taxes - Reconciliation_2
Income Taxes - Reconciliation Of Unrecognized Tax Benefits Table (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns | ||
Unrecognized tax benefit beginning of period: | $ 481 | $ 599 |
Decrease based on tax position for prior periods | (67) | (118) |
Balance at end of period | $ 414 | $ 481 |
Stock-based Compensation - Narr
Stock-based Compensation - Narrative (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock-based compensation | $ 3,155,000 | $ 3,836,000 |
Expected cost on shares expected to vest | $ 3,576,000 | |
Recognition period for compensation expense not yet recognized | 3 years 2 months 12 days | |
Weighted average shares granted (usd per share) | $ 18.63 | $ 27.05 |
Fully Vested and Restricted Stock | Director | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock-based compensation | $ 526,000 | $ 880,000 |
Granted (shares) | 21,532 | 24,427 |
Weighted average shares granted (usd per share) | $ 24.38 | $ 23.64 |
Deferred Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Granted (shares) | 12,304 | 14,914 |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Granted (shares) | 62,125 | 62,320 |
Restricted Stock | Vesting period one | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Vesting period | 4 years | |
Restricted Stock | Vesting period two | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Vesting period | 3 years | |
Performance Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Granted (shares) | 89,092 | 65,421 |
Vesting period | 3 years | |
Restricted Stock And Performance Shares | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock-based compensation | $ 2,630,000 | $ 2,956,000 |
Omnibus Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock-based compensation | $ 0 | $ 0 |
Share-based compensation, number of shares authorized (shares) | 2,058,000 | |
Shares granted in period (shares) | 0 | 0 |
Stock-based Compensation - Rest
Stock-based Compensation - Restricted Stock Deferred Stock, and Performance Share Units (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | ||
Weighted average share price, beginning balance (usd per share) | $ 18.61 | $ 16.53 |
Weighted average shares granted (usd per share) | 18.63 | 27.05 |
Weighted average shares vested (usd per share) | 19.61 | 28.07 |
Weighted average shares adjustment for incentive awards expected to vest (usd per share) | 24.30 | 26.93 |
Weighted average shares canceled and forfeited (usd per share) | 20.79 | 16.38 |
Weighted average share price, ending balance (usd per share) | $ 18.50 | $ 18.61 |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares | ||
Nonvested Shares, Outstanding, Beginning Balance (shares) | 191,825 | 186,806 |
Granted (shares) | 62,125 | 62,320 |
Vested (shares) | (90,282) | (36,876) |
Adjustment for incentive awards expected to vest (shares) | 0 | 0 |
Canceled and forfeited (shares) | (12,869) | (20,425) |
Nonvested Shares, Outstanding, Ending Balance (shares) | 150,799 | 191,825 |
Deferred Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares | ||
Nonvested Shares, Outstanding, Beginning Balance (shares) | 41,774 | 26,860 |
Granted (shares) | 12,304 | 14,914 |
Vested (shares) | 0 | 0 |
Adjustment for incentive awards expected to vest (shares) | 0 | 0 |
Canceled and forfeited (shares) | 0 | 0 |
Nonvested Shares, Outstanding, Ending Balance (shares) | 54,078 | 41,774 |
Performance Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares | ||
Nonvested Shares, Outstanding, Beginning Balance (shares) | 300,373 | 181,341 |
Granted (shares) | 89,092 | 65,421 |
Vested (shares) | 0 | 0 |
Adjustment for incentive awards expected to vest (shares) | (52,180) | 65,491 |
Canceled and forfeited (shares) | (6,137) | (11,880) |
Nonvested Shares, Outstanding, Ending Balance (shares) | 331,148 | 300,373 |
Retirement Plans - Narrative (D
Retirement Plans - Narrative (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($)plan | Dec. 31, 2018USD ($) | Dec. 31, 2017plan | |
Defined Benefit Plan Disclosure | |||
Net loss to be recognize during the next fiscal period | $ 47 | ||
United States | |||
Defined Benefit Plan Disclosure | |||
Defined benefit plans, estimated future employer contributions in current fiscal year | $ 660 | ||
Pension Plan | |||
Defined Benefit Plan Disclosure | |||
Defined contribution plan number | plan | 6 | ||
Pension Plan | United States | |||
Defined Benefit Plan Disclosure | |||
Number of retirement plans | plan | 3 | ||
Number of defined benefit plans | plan | 1 | ||
Defined contribution plan number | plan | 2 | ||
Accrued pension obligation | $ 3,449 | $ 4,249 | |
Defined benefit plan, contributions | $ 550 | 0 | |
Pension Plan | Canada | |||
Defined Benefit Plan Disclosure | |||
Defined contribution plan number | plan | 2 | ||
Pension Plan | United Kingdom | |||
Defined Benefit Plan Disclosure | |||
Number of defined benefit plans | plan | 0 | ||
Defined contribution plan number | plan | 2 | ||
Defined benefit plans, estimated future employer contributions in current fiscal year | $ 318 | ||
Accrued pension obligation | 1,811 | 1,403 | |
Defined benefit plan, contributions | $ 314 | 271 | |
Other Postretirement Benefits Plan | |||
Defined Benefit Plan Disclosure | |||
Service period | 10 years | ||
Other Postretirement Benefits Plan | Rail Technologies | |||
Defined Benefit Plan Disclosure | |||
Accrued pension obligation | $ 840 | $ 724 |
Retirement Plans - Schedule of
Retirement Plans - Schedule of Benefit Obligation, Fair Value of Assets, and Funded Status of the Plans (Details) - Pension Plan - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
United States | ||
Change in benefit obligation | ||
Benefit obligation at beginning of year | $ 16,717 | $ 18,783 |
Interest cost | 648 | 622 |
Actuarial loss (gain) | 400 | (1,249) |
Benefits paid | (840) | (1,439) |
Settlements | (9,116) | 0 |
Benefit obligation at end of year | 7,809 | 16,717 |
Change in plan asset | ||
Fair value of assets at beginning of year | 12,468 | 14,892 |
Actual gain (loss) on plan assets | 1,298 | (985) |
Employer contribution | 550 | 0 |
Benefits paid | (840) | (1,439) |
Settlements | (9,116) | 0 |
Fair value of assets at end of year | 4,360 | 12,468 |
Funded status at end of year | (3,449) | (4,249) |
Amount recognized in the consolidated balance sheet consists of: | ||
Other long-term liabilities | (3,449) | (4,249) |
Amounts recognized in accumulated other comprehensive income consists of: | ||
Net loss | 1,893 | 4,406 |
United Kingdom | ||
Change in benefit obligation | ||
Benefit obligation at beginning of year | 7,750 | 8,335 |
Interest cost | 221 | 194 |
Actuarial loss (gain) | 1,142 | (201) |
Benefits paid | (326) | (292) |
Foreign currency exchange rate changes | 314 | (475) |
Benefit obligation at end of year | 9,101 | 7,750 |
Change in plan asset | ||
Fair value of assets at beginning of year | 6,347 | 6,904 |
Actual gain (loss) on plan assets | 697 | (144) |
Employer contribution | 314 | 271 |
Benefits paid | (326) | (292) |
Foreign currency exchange rate changes | 258 | (392) |
Fair value of assets at end of year | 7,290 | 6,347 |
Funded status at end of year | (1,811) | (1,403) |
Amount recognized in the consolidated balance sheet consists of: | ||
Other long-term liabilities | (1,811) | (1,403) |
Amounts recognized in accumulated other comprehensive income consists of: | ||
Net loss | 1,641 | 1,116 |
Prior service cost | 172 | 208 |
Defined benefit plan, comprehensive (income) loss | $ 1,813 | $ 1,324 |
Retirement Plans - Schedule O_2
Retirement Plans - Schedule Of Net Benefit Costs (Details) - Pension Plan - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
United States | ||
Components of net periodic benefit costs | ||
Interest cost | $ 648 | $ 622 |
Expected return on plan assets | (719) | (853) |
Recognized net actuarial loss | 125 | 96 |
Net periodic pension (income) cost | 54 | (135) |
Settlement charge | 2,210 | 0 |
Total pension expense (income) | 2,264 | (135) |
United Kingdom | ||
Components of net periodic benefit costs | ||
Interest cost | 221 | 194 |
Expected return on plan assets | (252) | (260) |
Amortization of prior service costs and transition amount | 25 | 42 |
Recognized net actuarial loss | 263 | 208 |
Net periodic pension (income) cost | $ 257 | $ 184 |
Retirement Plans - Actuarial As
Retirement Plans - Actuarial Assumptions (Details) - Pension Plan | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
United States | ||
Defined Benefit Plan Disclosure | ||
Discount rate | 4.00% | 3.40% |
Expected rate of return on plan assets | 5.90% | 5.90% |
United Kingdom | ||
Defined Benefit Plan Disclosure | ||
Discount rate | 2.00% | 2.80% |
Expected rate of return on plan assets | 3.30% | 3.80% |
Retirement Plans - Accumulated
Retirement Plans - Accumulated Benefit Obligations in Excess of Plan Asset (Details) - Pension Plan - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
United States | |||
Defined Benefit Plan Disclosure | |||
Projected benefit obligation | $ 7,809 | $ 16,717 | $ 18,783 |
Accumulated benefit obligation | 7,809 | 16,717 | |
Fair value of plan asset | 4,360 | 12,468 | 14,892 |
United Kingdom | |||
Defined Benefit Plan Disclosure | |||
Projected benefit obligation | 9,101 | 7,750 | 8,335 |
Accumulated benefit obligation | 9,101 | 7,750 | |
Fair value of plan asset | $ 7,290 | $ 6,347 | $ 6,904 |
Retirement Plans - Plan Asset I
Retirement Plans - Plan Asset Investment Allocation Percentage (Details) - Pension Plan | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
United States | |||
Asset Category | |||
Percentage of Plan assets | 100.00% | 100.00% | |
United States | Cash and cash equivalents | |||
Asset Category | |||
Percentage of Plan assets | 19.00% | 3.00% | |
United States | Cash and cash equivalents | Minimum | |||
Asset Category | |||
Target percentage of plan assets | 0.00% | ||
United States | Cash and cash equivalents | Maximum | |||
Asset Category | |||
Target percentage of plan assets | 10.00% | ||
United States | Total fixed income | |||
Asset Category | |||
Percentage of Plan assets | 30.00% | 28.00% | |
United States | Total fixed income | Minimum | |||
Asset Category | |||
Target percentage of plan assets | 25.00% | ||
United States | Total fixed income | Maximum | |||
Asset Category | |||
Target percentage of plan assets | 50.00% | ||
United States | Total mutual funds and equities | |||
Asset Category | |||
Percentage of Plan assets | 51.00% | 69.00% | |
United States | Total mutual funds and equities | Minimum | |||
Asset Category | |||
Target percentage of plan assets | 50.00% | ||
United States | Total mutual funds and equities | Maximum | |||
Asset Category | |||
Target percentage of plan assets | 70.00% | ||
United Kingdom | Cash and cash equivalents | Maximum | |||
Asset Category | |||
Target percentage of plan assets | 100.00% | ||
United Kingdom | Equity securities | Maximum | |||
Asset Category | |||
Target percentage of plan assets | 100.00% | ||
United Kingdom | Commercial property | Maximum | |||
Asset Category | |||
Target percentage of plan assets | 50.00% | ||
United Kingdom | U.K. Government securities | Maximum | |||
Asset Category | |||
Target percentage of plan assets | 50.00% |
Retirement Plans - Information
Retirement Plans - Information About Plan Assets (Details) - Pension Plan - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
United States | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan asset | $ 4,360 | $ 12,468 | $ 14,892 |
United States | Cash and cash equivalents | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan asset | 817 | 355 | |
United States | Total fixed income | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan asset | 1,336 | 3,521 | |
United States | Corporate bonds | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan asset | 1,336 | 3,521 | |
United States | Total mutual funds and equities | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan asset | 2,207 | 8,592 | |
United States | Mutual funds | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan asset | 694 | 1,881 | |
United States | Equity securities | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan asset | 1,513 | 6,711 | |
United Kingdom | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan asset | 7,290 | 6,347 | $ 6,904 |
United Kingdom | Cash and cash equivalents | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan asset | 516 | 685 | |
United Kingdom | Bonds | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan asset | 3,735 | 2,866 | |
United Kingdom | Other | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan asset | 949 | 795 | |
United Kingdom | Equity securities | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan asset | $ 2,090 | $ 2,001 |
Retirement Plans - Future Benef
Retirement Plans - Future Benefit Payments (Details) - Pension Plan $ in Thousands | Dec. 31, 2019USD ($) |
United States | |
Defined Benefit Plan, Expected Future Benefit Payment | |
2020 | $ 429 |
2021 | 453 |
2022 | 457 |
2023 | 481 |
2024 | 477 |
Years 2025-2029 | 2,276 |
United Kingdom | |
Defined Benefit Plan, Expected Future Benefit Payment | |
2020 | 280 |
2021 | 299 |
2022 | 312 |
2023 | 370 |
2024 | 396 |
Years 2025-2029 | $ 1,744 |
Retirement Plans - Other Post-R
Retirement Plans - Other Post-Retirement Retirement Plan (Details) - Other Postretirement Benefits Plan | Dec. 31, 2019 | Dec. 31, 2018 |
Defined Benefit Plan Disclosure | ||
Discount rate (percent) | 3.10% | 3.80% |
Weighted average health care trend rate (percent) | 4.90% | 4.90% |
Weighted average health care cost trend (percent) | 4.00% |
Retirement Plans - Schedule o_3
Retirement Plans - Schedule of Costs of Retirement Plans (Details) - Pension Plan - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Defined Contribution Plan Disclosure | ||
Expenses associated with contributions made | $ 2,909 | $ 3,406 |
United States | ||
Defined Contribution Plan Disclosure | ||
Expenses associated with contributions made | 2,323 | 2,762 |
Canada | ||
Defined Contribution Plan Disclosure | ||
Expenses associated with contributions made | 144 | 193 |
United Kingdom | ||
Defined Contribution Plan Disclosure | ||
Expenses associated with contributions made | $ 442 | $ 451 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Interest expense - net | $ (4,920) | $ (6,154) |
Swap | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Derivative, notional amount | 50,000 | |
Investment income | $ (114) | $ (34) |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Term deposits | $ 17 | $ 16 |
Interest rate swaps | 0 | 675 |
Total assets | 17 | 691 |
Interest rate swaps | 480 | 0 |
Total liabilities | 480 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Term deposits | 17 | 16 |
Interest rate swaps | 0 | 0 |
Total assets | 17 | 16 |
Interest rate swaps | 0 | 0 |
Total liabilities | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Term deposits | 0 | 0 |
Interest rate swaps | 0 | 675 |
Total assets | 0 | 675 |
Interest rate swaps | 480 | 0 |
Total liabilities | 480 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Term deposits | 0 | 0 |
Interest rate swaps | 0 | 0 |
Total assets | 0 | 0 |
Interest rate swaps | 0 | 0 |
Total liabilities | $ 0 | $ 0 |
Commitments and Contingent Li_3
Commitments and Contingent Liabilities - Narratives (Details) - USD ($) $ in Thousands | Mar. 13, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Product Liability Contingency | |||
Accrued warranty | $ 1,222 | $ 2,057 | |
Legal fees | 0 | 43,400 | |
Current portion of accrued settlement (Note 18) | 8,000 | 10,000 | |
Accrued legal settlement, non-current | 32,000 | 40,000 | |
Present value or proposed remedial work | 1,100,000 | ||
Undiscovered remedial work | 1,700,000 | ||
Uprr | |||
Product Liability Contingency | |||
Purchase commitment | $ 48,000 | ||
Annual commitment amount | 8,000 | ||
Uprr | |||
Product Liability Contingency | |||
Amounts reclassified to accrued settlement | 6,600 | ||
Litigation settlement amount | 40,000 | 50,000 | |
Litigation settlement amount, current | 2,000 | ||
Litigation settlement amount, non-current | $ 48,000 | ||
Legal fees | $ 43,400 | ||
Rail Products and Services | |||
Product Liability Contingency | |||
Product warranty expense | $ 611 |
Commitments and Contingent Li_4
Commitments and Contingent Liabilities - Schedule of Product Warranty Liability (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Movement in Standard Product Warranty Accrual | |
Beginning balance | $ 2,057 |
Additions to warranty liability | 767 |
Warranty liability utilized | (1,602) |
Ending balance | $ 1,222 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Future Payments of Legal Settlements (Details) - Uprr - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Loss Contingencies [Line Items] | ||
2020 | $ 8,000 | |
2021 | 8,000 | |
2022 | 8,000 | |
2023 | 8,000 | |
2024 | 8,000 | |
Total | $ 40,000 | $ 50,000 |
Commitments and Contingent Li_5
Commitments and Contingent Liabilities - Environmental Loss Contingencies (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Accrual for Environmental Loss Contingencies | |
Environmental liability, beginning balance | $ 6,128 |
Additions to environmental obligations | 54 |
Environmental obligations utilized | (114) |
Environmental liability, ending balance | $ 6,068 |
Other Expense (Income) (Details
Other Expense (Income) (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Jun. 19, 2018a | |
Condensed Income Statements, Captions | |||
Foreign currency losses (gains) | $ 202 | $ (483) | |
Other | (1,404) | (508) | |
Other income | (4,492) | 461 | |
Proceeds from the sale of property, plant, and equipment | 1,151 | 2,389 | |
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Land in Willis, TX | |||
Condensed Income Statements, Captions | |||
Loss on U.S. pension settlement (a) | 2,210 | 0 | |
Tubular and Energy Services | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Land in Willis, TX | |||
Condensed Income Statements, Captions | |||
Loss on Construction Segment relocation and closure activities (b) | 1,768 | 0 | |
Area of land (in acres) | a | 54.5 | ||
Proceeds from the sale of property, plant, and equipment | 2,047 | ||
Tubular and Energy Services | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Ball Winch Field Service | |||
Condensed Income Statements, Captions | |||
Loss on Tubular and Energy Segment asset sale (d) | 0 | 269 | |
Rail Products and Services | |||
Condensed Income Statements, Captions | |||
Loss on Tubular and Energy Segment closure activities (c) | 1,716 | 0 | |
Gain on prior Rail Segment warranty claim (f) | 0 | (525) | |
Rail Products and Services | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||
Condensed Income Statements, Captions | |||
Loss on Tubular and Energy Segment fixed asset sales or disposals (e) | $ 0 | $ 786 |
Quarterly Financial Informati_3
Quarterly Financial Information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||
Net Sales | $ 149,379 | $ 154,276 | $ 200,933 | $ 150,469 | $ 164,531 | $ 167,094 | $ 172,890 | $ 122,454 | $ 655,057 | $ 626,969 |
Gross profit | 27,390 | 27,692 | 37,128 | 29,162 | 30,601 | 31,303 | 33,063 | 22,192 | 121,372 | 117,159 |
Net (loss) income | $ 26,250 | $ 3,064 | $ 9,564 | $ 3,690 | $ (41,152) | $ 6,408 | $ 5,434 | $ (1,858) | $ 42,568 | $ (31,168) |
Basic (loss) earnings per common share (usd per share) | $ 2.52 | $ 0.29 | $ 0.92 | $ 0.36 | $ (3.97) | $ 0.62 | $ 0.52 | $ (0.18) | $ 4.09 | $ (3.01) |
Diluted (loss) earnings per common share (usd per share) | $ 2.46 | $ 0.29 | $ 0.90 | $ 0.35 | $ (3.97) | $ 0.61 | $ 0.52 | $ (0.18) | $ 4 | $ (3.01) |
Uncategorized Items - fstr-2019
Label | Element | Value |
Accounting Standards Update 2018-02 [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 0 |
Accounting Standards Update 2018-02 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 633,000 |
Accounting Standards Update 2018-02 [Member] | AOCI Attributable to Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (633,000) |
Accounting Standards Update 2016-06 [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (305,000) |