Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 25, 2019 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | MYR GROUP INC. | |
Entity Central Index Key | 0000700923 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Trading Symbol | MYRG | |
Entity Common Stock, Shares Outstanding | 16,647,724 | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false |
UNAUDITED CONSOLIDATED BALANCE
UNAUDITED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 9,145 | $ 7,507 |
Accounts receivable, net of allowances of $4,773 and $1,331, respectively | 375,599 | 288,427 |
Contract assets | 238,492 | 160,281 |
Current portion of receivable for insurance claims in excess of deductibles | 8,739 | 10,572 |
Other current assets | 7,440 | 8,847 |
Total current assets | 639,415 | 475,634 |
Property and equipment, net of accumulated depreciation of $268,541 and $253,495, respectively | 178,432 | 161,892 |
Operating lease right-of-use assets | 22,968 | 0 |
Goodwill | 65,557 | 56,588 |
Intangible assets, net of accumulated amortization of $9,919 and $7,031, respectively | 56,393 | 33,266 |
Receivable for insurance claims in excess of deductibles | 17,380 | 17,173 |
Investment in joint ventures | 4,180 | 1,324 |
Other assets | 3,688 | 2,878 |
Total assets | 988,013 | 748,755 |
Current liabilities: | ||
Current portion of long-term debt | 6,552 | 3,681 |
Current portion of operating lease obligations | 6,068 | 0 |
Current portion of finance lease obligations | 1,144 | 1,119 |
Accounts payable | 206,879 | 139,480 |
Contract liabilities | 77,293 | 58,534 |
Current portion of accrued self-insurance | 19,236 | 19,633 |
Other current liabilities | 76,349 | 61,358 |
Total current liabilities | 393,521 | 283,805 |
Deferred income tax liabilities | 17,694 | 17,398 |
Long-term debt | 171,638 | 86,111 |
Accrued self-insurance | 34,451 | 34,406 |
Operating lease obligations, net of current maturities | 17,084 | 0 |
Finance lease obligations, net of current maturities | 633 | 1,514 |
Other liabilities | 2,420 | 1,057 |
Total liabilities | 637,441 | 424,291 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock-$0.01 par value per share; 4,000,000 authorized shares; none issued and outstanding at September 30, 2019 and December 31, 2018 | 0 | 0 |
Common stock-$0.01 par value per share; 100,000,000 authorized shares; 16,646,992 and 16,564,961 shares issued and outstanding at September 30, 2019 and December 31, 2018, respectively | 166 | 165 |
Additional paid-in capital | 151,350 | 148,276 |
Accumulated other comprehensive loss | (392) | (193) |
Retained earnings | 199,444 | 174,736 |
Total stockholders' equity attributable to MYR Group Inc. | 350,568 | 322,984 |
Noncontrolling interest | 4 | 1,480 |
Total stockholders' equity | 350,572 | 324,464 |
Total liabilities and stockholders' equity | $ 988,013 | $ 748,755 |
UNAUDITED CONSOLIDATED BALANC_2
UNAUDITED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
UNAUDITED CONSOLIDATED BALANCE SHEETS | ||
Allowance for doubtful accounts receivable | $ 4,773 | $ 1,331 |
Property and equipment, accumulated depreciation | 268,541 | 253,495 |
Intangible assets, accumulated amortization | $ 9,919 | $ 7,031 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 4,000,000 | 4,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 16,646,992 | 16,564,961 |
Common stock, shares outstanding (in shares) | 16,646,992 | 16,564,961 |
UNAUDITED CONSOLIDATED STATEMEN
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME | ||||
Contract revenues | $ 583,214 | $ 399,537 | $ 1,500,084 | $ 1,084,824 |
Contract costs | 524,017 | 354,251 | 1,354,848 | 965,155 |
Gross profit | 59,197 | 45,286 | 145,236 | 119,669 |
Selling, general and administrative expenses | 41,667 | 31,210 | 108,598 | 88,658 |
Amortization of intangible assets | 1,419 | 743 | 2,888 | 979 |
Gain on sale of property and equipment | (1,151) | (804) | (2,548) | (2,869) |
Income from operations | 17,262 | 14,137 | 36,298 | 32,901 |
Other income (expense): | ||||
Interest income | 0 | 13 | 0 | 13 |
Interest expense | (2,125) | (1,014) | (4,498) | (2,518) |
Other income (expense), net | (922) | (2,292) | 406 | (2,018) |
Income before provision for income taxes | 14,215 | 10,844 | 32,206 | 28,378 |
Income tax expense | 3,754 | 2,885 | 8,767 | 7,940 |
Net income | 10,461 | 7,959 | 23,439 | 20,438 |
Less: net income (loss) attributable to noncontrolling interest | 106 | 2 | (1,476) | 2 |
Net income attributable to MYR Group Inc | $ 10,355 | $ 7,957 | $ 24,915 | $ 20,436 |
Income per common share attributable to MYR Group Inc.: | ||||
Basic (in dollars per share) | $ 0.62 | $ 0.48 | $ 1.50 | $ 1.24 |
Diluted (in dollars per share) | $ 0.62 | $ 0.48 | $ 1.49 | $ 1.23 |
Weighted average number of common shares and potential common shares outstanding: | ||||
Basic (in shares) | 16,614 | 16,492 | 16,576 | 16,423 |
Diluted (in shares) | 16,714 | 16,630 | 16,692 | 16,580 |
Net income | $ 10,461 | $ 7,959 | $ 23,439 | $ 20,438 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | 1 | (22) | (199) | (23) |
Other comprehensive income (loss) | 1 | (22) | (199) | (23) |
Total comprehensive income (loss) | 10,462 | 7,937 | 23,240 | 20,415 |
Less: net income (loss) attributable to noncontrolling interest | 106 | 2 | (1,476) | 2 |
Total comprehensive income attributable to MYR Group Inc. | $ 10,356 | $ 7,935 | $ 24,716 | $ 20,413 |
UNAUDITED CONSOLIDATED STATEM_2
UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Other Comprehensive Income (loss) [Member] | Retained Earnings [Member] | MYR Group Inc. Stockholders' Equity [Member] | Noncontrolling Interest [Member] | Total |
Balance at Dec. 31, 2017 | $ 0 | $ 163 | $ 143,934 | $ (299) | $ 143,241 | $ 287,039 | $ 0 | $ 287,039 |
Balance (in shares) at Dec. 31, 2017 | 16,465 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 5,644 | 5,644 | 5,644 | |||||
Stock issued under compensation plans, net | $ 1 | 580 | 581 | 581 | ||||
Stock issued under compensation plans, net (in shares) | 57 | |||||||
Stock-based compensation expense | 420 | 420 | 420 | |||||
Shares repurchased | (674) | (260) | (934) | (934) | ||||
Shares repurchased (in shares) | (30) | |||||||
Other comprehensive income | (17) | (17) | (17) | |||||
Balance at Mar. 31, 2018 | 0 | $ 164 | 144,260 | (316) | 149,320 | 293,428 | 0 | 293,428 |
Balance (in shares) at Mar. 31, 2018 | 16,492 | |||||||
Balance at Dec. 31, 2017 | 0 | $ 163 | 143,934 | (299) | 143,241 | 287,039 | 0 | 287,039 |
Balance (in shares) at Dec. 31, 2017 | 16,465 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 20,438 | |||||||
Other comprehensive income | (23) | |||||||
Balance at Sep. 30, 2018 | 0 | $ 165 | 147,543 | (322) | 164,085 | 311,471 | 1,275 | 312,746 |
Balance (in shares) at Sep. 30, 2018 | 16,564 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Adjustment to adopt ASU No. 2016-09 | 695 | 695 | 695 | |||||
Balance at Mar. 31, 2018 | 0 | $ 164 | 144,260 | (316) | 149,320 | 293,428 | 0 | 293,428 |
Balance (in shares) at Mar. 31, 2018 | 16,492 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 6,835 | 6,835 | 6,835 | |||||
Stock issued under compensation plans, net | $ 1 | 1,305 | 1,306 | 1,306 | ||||
Stock issued under compensation plans, net (in shares) | 74 | |||||||
Stock-based compensation expense | 1,058 | 1,058 | 1,058 | |||||
Shares repurchased | (13) | (4) | (17) | (17) | ||||
Shares repurchased (in shares) | (1) | |||||||
Other comprehensive income | 16 | 16 | 16 | |||||
Balance at Jun. 30, 2018 | 0 | $ 165 | 146,610 | (300) | 156,151 | 302,626 | 0 | 302,626 |
Balance (in shares) at Jun. 30, 2018 | 16,565 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 7,957 | 7,957 | 2 | 7,959 | ||||
Stock issued under compensation plans, net (in shares) | (2) | |||||||
Stock-based compensation expense | 1,002 | 1,002 | 1,002 | |||||
Shares repurchased | (69) | (23) | (92) | (92) | ||||
Shares repurchased (in shares) | 1 | |||||||
Noncontrolling interest acquired | 1,273 | 1,273 | ||||||
Other comprehensive income | (22) | (22) | (22) | |||||
Balance at Sep. 30, 2018 | 0 | $ 165 | 147,543 | (322) | 164,085 | 311,471 | 1,275 | 312,746 |
Balance (in shares) at Sep. 30, 2018 | 16,564 | |||||||
Balance at Dec. 31, 2018 | 0 | $ 165 | 148,276 | (193) | 174,736 | 322,984 | 1,480 | 324,464 |
Balance (in shares) at Dec. 31, 2018 | 16,565 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 7,353 | 7,353 | (733) | 6,620 | ||||
Stock issued under compensation plans, net | 282 | 282 | 282 | |||||
Stock issued under compensation plans, net (in shares) | 68 | |||||||
Stock-based compensation expense | 951 | 951 | 951 | |||||
Shares repurchased | (571) | (207) | (778) | (778) | ||||
Shares repurchased (in shares) | (23) | |||||||
Other comprehensive income | (77) | (77) | (77) | |||||
Stock issued-other | $ 12 | 12 | 12 | |||||
Balance at Mar. 31, 2019 | 0 | $ 177 | 148,938 | (270) | 181,882 | 330,727 | 747 | 331,474 |
Balance (in shares) at Mar. 31, 2019 | 16,610 | |||||||
Balance at Dec. 31, 2018 | 0 | $ 165 | 148,276 | (193) | 174,736 | 322,984 | 1,480 | 324,464 |
Balance (in shares) at Dec. 31, 2018 | 16,565 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 23,439 | |||||||
Other comprehensive income | (199) | |||||||
Balance at Sep. 30, 2019 | 0 | $ 166 | 151,350 | (392) | 199,444 | 350,568 | 4 | 350,572 |
Balance (in shares) at Sep. 30, 2019 | 16,647 | |||||||
Balance at Mar. 31, 2019 | 0 | $ 177 | 148,938 | (270) | 181,882 | 330,727 | 747 | 331,474 |
Balance (in shares) at Mar. 31, 2019 | 16,610 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 7,207 | 7,207 | (849) | 6,358 | ||||
Stock issued under compensation plans, net | $ 1 | 1 | 2 | 2 | ||||
Stock issued under compensation plans, net (in shares) | 33 | |||||||
Stock-based compensation expense | 1,202 | 1,202 | 1,202 | |||||
Other comprehensive income | (123) | (123) | (123) | |||||
Stock issued-other | $ (12) | 36 | 24 | 24 | ||||
Stock issued - other (in shares) | 1 | |||||||
Balance at Jun. 30, 2019 | 0 | $ 166 | 150,177 | (393) | 189,089 | 339,039 | (102) | 338,937 |
Balance (in shares) at Jun. 30, 2019 | 16,644 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 10,355 | 10,355 | 106 | 10,461 | ||||
Stock issued under compensation plans, net | 41 | 41 | 41 | |||||
Stock-based compensation expense | 1,108 | 1,108 | 1,108 | |||||
Stock Issued During The Period, Shares, Stock Based Compensation Expense | 2 | |||||||
Other comprehensive income | 1 | 1 | 1 | |||||
Stock issued-other | 24 | 24 | 24 | |||||
Stock issued - other (in shares) | 1 | |||||||
Balance at Sep. 30, 2019 | $ 0 | $ 166 | $ 151,350 | $ (392) | $ 199,444 | $ 350,568 | $ 4 | $ 350,572 |
Balance (in shares) at Sep. 30, 2019 | 16,647 |
UNAUDITED CONSOLIDATED STATEM_3
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash flows from operating activities: | ||
Net income | $ 23,439 | $ 20,438 |
Adjustments to reconcile net income to net cash flows provided by operating activities: | ||
Depreciation and amortization of property and equipment | 30,153 | 28,151 |
Amortization of intangible assets | 2,888 | 979 |
Stock-based compensation expense | 3,261 | 2,480 |
Deferred income taxes | 339 | 342 |
Gain on sale of property and equipment | (2,548) | (2,869) |
Other non-cash items | 631 | 697 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable, net | (27,327) | 29,232 |
Contract assets | (38,910) | (40,179) |
Receivable for insurance claims in excess of deductibles | 1,626 | (3,766) |
Other assets | (771) | 2,928 |
Accounts payable | 37,874 | (13,781) |
Contract liabilities | (397) | 8,681 |
Accrued self insurance | (358) | 3,668 |
Other liabilities | 1,845 | 21,668 |
Net cash flows provided by operating activities | 31,745 | 58,669 |
Cash flows from investing activities: | ||
Proceeds from sale of property and equipment | 2,898 | 3,505 |
Cash paid for acquired business | (79,720) | (47,082) |
Purchases of property and equipment | (39,354) | (39,723) |
Net cash flows used in investing activities | (116,176) | (83,300) |
Cash flows from financing activities: | ||
Net borrowings (repayments) under revolving lines of credit | 67,668 | (14,580) |
Borrowings under equipment notes | 24,037 | 24,934 |
Payment of principal obligations under equipment notes | (3,307) | 0 |
Payment of principal obligations under finance leases | (857) | (809) |
Proceeds from exercise of stock options | 325 | 1,887 |
Debt refinancing costs | (1,132) | 0 |
Repurchase of common shares | (778) | (1,043) |
Other financing activities | 60 | 9,223 |
Net cash flows provided by financing activities | 86,016 | 19,612 |
Effect of exchange rate changes on cash | 53 | (24) |
Net increase (decrease) in cash and cash equivalents | 1,638 | (5,043) |
Cash and cash equivalents: | ||
Beginning of period | 7,507 | 5,343 |
End of period | $ 9,145 | $ 300 |
Organization, Business and Basi
Organization, Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Business and Basis of Presentation | |
Organization, Business and Basis of Presentation | 1. Organization, Business and Basis of Presentation Organization and Business MYR Group Inc. (the “Company”) is a holding company of specialty electrical construction service providers and conducts operations through its wholly owned subsidiaries, including: The L. E. Myers Co., a Delaware corporation; Harlan Electric Company, a Michigan corporation; Great Southwestern Construction, Inc., a Colorado corporation; Sturgeon Electric Company, Inc., a Michigan corporation; MYR Transmission Services, Inc., a Delaware corporation; E.S. Boulos Company, a Delaware corporation; High Country Line Construction, Inc., a Nevada corporation; Sturgeon Electric California, LLC, a Delaware limited liability company; GSW Integrated Services, LLC, a Delaware limited liability company; Huen Electric, Inc., a Delaware corporation; CSI Electrical Contractors, Inc., a Delaware corporation; MYR Transmission Services Canada, Ltd., a British Columbia corporation; Northern Transmission Services, Ltd., a British Columbia corporation and Western Pacific Enterprises Ltd., a British Columbia corporation. The Company performs construction services in two business segments: Transmission and Distribution (“T&D”), and Commercial and Industrial (“C&I”). T&D customers include investor-owned utilities, cooperatives, private developers, government-funded utilities, independent power producers, independent transmission companies, industrial facility owners and other contractors. T&D provides a broad range of services, which include design, engineering, procurement, construction, upgrade, maintenance and repair services, with a particular focus on construction, maintenance and repair. C&I customers include general contractors, commercial and industrial facility owners, local governments and developers. C&I provides a broad range of services, which include the design, installation, maintenance and repair of commercial and industrial wiring, the installation of traffic networks and the installation of bridge, roadway and tunnel lighting. Basis of Presentation Interim Consolidated Financial Information The accompanying unaudited consolidated financial statements of the Company were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial reporting pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. The Company believes that the disclosures made are adequate to make the information presented not misleading. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary to fairly state the financial position, results of operations, comprehensive income, stockholders’ equity and cash flows with respect to the interim consolidated financial statements, have been included. Certain reclassifications were made to prior year amounts to conform to the current year presentation. The consolidated balance sheet as of December 31, 2018 has been derived from the audited financial statements as of that date. The results of operations and comprehensive income are not necessarily indicative of the results for the full year or the results for any future periods. These financial statements should be read in conjunction with the audited financial statements and related notes for the year ended December 31, 2018, included in the Company’s Annual Report on Form 10‑K, which was filed with the SEC on March 6, 2019 (the "2018 Annual Report"). Foreign Currency The functional currency for the Company’s Canadian operations is the Canadian dollar. Assets and liabilities denominated in Canadian dollars are translated into U.S. dollars at the end-of-period exchange rate. Revenues and expenses are translated using average exchange rates for the periods reported. Equity accounts are translated at historical rates. Cumulative translation adjustments are included as a separate component of accumulated other comprehensive income in shareholders’ equity. Foreign currency transaction gains and losses, arising primarily from changes in exchange rates on short-term monetary assets and liabilities, and ineffective long-term monetary assets and liabilities are recorded in the “other income, net” line on the consolidated statements of operations. Foreign currency gains, recorded in other income, net, for the nine months ended September 30, 2019 were $0.1 million. Foreign currency gains, recorded in other income, net, for the nine months ended September 30, 2018 were not significant. Effective foreign currency transaction gains and losses, arising primarily from long-term monetary assets and liabilities, are recorded in the foreign currency translation adjustment line on the consolidated statements of comprehensive income. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the period reported. Actual results could differ from those estimates. The most significant estimates are related to estimates of costs to complete contracts, pending change orders and claims, shared savings, insurance reserves, income tax reserves, estimates surrounding stock-based compensation, the recoverability of goodwill and intangibles and allowance for doubtful accounts. The Company estimates a cost accrual every quarter that represents costs incurred but not invoiced for services performed or goods delivered during the period, and estimates revenue from the contract cost portion of these accruals based on current gross margin rates to be consistent with its cost method of revenue recognition. In the nine months ended September 30, 2019 and 2018, the Company recognized revenues of $31.1 million and $8.8 million, respectively, related to significant change orders and/or claims that had been included as contract price adjustments on certain contracts which were in the process of being negotiated in the normal course of business. The cost-to-cost method of accounting requires the Company to make estimates about the expected revenue and gross profit on each of its contracts in process. During the three months ended September 30, 2019, changes in estimates pertaining to certain projects increased consolidated gross margin by 0.2%, which resulted in increases in operating income of $0.9 million, net income attributable to MYR Group Inc. of $0.8 million and diluted earnings per common share attributable to MYR Group Inc. of $0.05. During the nine months ended September 30, 2019, changes in estimates pertaining to certain projects decreased consolidated gross margin by 0.5%, which resulted in decreases in operating income of $7.8 million, net income attributable to MYR Group Inc. of $3.3 million and diluted earnings per common share attributable to MYR Group Inc. of $0.20. During the three months ended September 30, 2018, changes in estimates pertaining to certain projects decreased consolidated gross margin by 0.6%, which resulted in decreases in operating income of $2.1 million, net income attributable to MYR Group Inc. of $1.6 million and diluted earnings per common share attributable to MYR Group Inc of $0.09. During the nine months ended September 30, 2018, changes in estimates pertaining to certain projects decreased consolidated gross margin by 0.4%, which resulted in decreases in operating income of $3.9 million, net income attributable to MYR Group Inc. of $2.8 million and diluted earnings per common share attributable to MYR Group Inc. of $0.17. Recent Accounting Pronouncements Changes to U.S. GAAP are typically established by the Financial Accounting Standards Board (“FASB”) in the form of accounting standards updates (“ASUs”) to the FASB’s Accounting Standards Codification (“ASC”). The Company considers the applicability and impact of all ASUs. The Company, based on its assessment, determined that any recently issued or proposed ASUs not listed below are either not applicable to the Company or adoption will have minimal impact on its consolidated financial statements Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016‑02, Leases (Topic 842) . The amendments under this pronouncement changed the way all leases with durations in excess of one year are treated. Under this guidance, lessees are required to recognize virtually all leases on the balance sheet as a right-of-use asset and an associated finance lease liability or operating lease liability. The right-of-use asset represents the lessee’s right to use, or control the use of, a specified asset for the specified lease term. The lease liability represents the lessee’s obligation to make lease payments arising from the lease, measured on a discounted basis. Based on certain characteristics, leases are classified as finance leases or operating leases. Finance lease liabilities, which contain provisions similar to capitalized leases under the prior accounting standards, are amortized as amortization expense and interest expense in the statement of operations. Operating lease liabilities and right-of-use assets are adjusted to result in a single straight-line lease expense over the life of the lease. On January 1, 2019, the Company adopted ASU No. 2016‑02, Leases (Topic 842) using the modified retrospective method. The modified retrospective basis provides a method for recording existing leases at adoption and in comparative periods that approximates the results of a full retrospective approach using the cumulative-effect approach for recording the transition adjustment as of the effective date. Financial results reported in prior periods are unchanged. See Note 4-Lease Obligations for further information related to the Company’s accounting policy and transition disclosures associated with the adoption of this pronouncement. Recently Issued Accounting Pronouncements In January 2017, the FASB issued ASU No. 2017‑04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , which simplifies the subsequent measurement of goodwill, through the elimination of Step 2 from the goodwill impairment test. Instead, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The update is effective for any annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The guidance requires application on a prospective basis. The Company does not expect that this pronouncement will have a significant impact on its financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments, which introduced an expected credit loss methodology for the measurement and recognition of credit losses on most financial instruments , including trade receivables and off-balance sheet credit exposures. Under this guidance, an entity is required to consider a broader range of information to estimate expected credit losses, which may result in earlier recognition of losses. This ASU also requires disclosure of information regarding how a company developed its allowance, including changes in the factors that influenced management's estimate of expected credit losses and the reasons for those changes. The ASU and its related clarifying updates are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted. The adoption of this standard will be through a cumulative-effect adjustment to retained earnings as of the effective date. Based on our historical experience, the Company does not expect that this pronouncement will have a significant impact in its financial statements or on the estimate of the allowance for uncollectable accounts. In August 2018, the FASB issued ASU 2018-13 , Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement, which modifies the disclosure requirements for Level 1, Level 2 and Level 3 instruments in the fair value hierarchy. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted for any eliminated or modified disclosures. The adoption of this standard is not expected to have a material impact on the Company's consolidated financial statements or disclosures. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2019 | |
Acquisitions | |
Acquisitions | 2. Acquisitions CSI Electrical Contractors, Inc. On July 15, 2019, the Company completed the acquisition of substantially all the assets of CSI Electrical Contractors, Inc. (“CSI”), an electrical contracting firm based in California. CSI provides services to a broad array of end markets under the Company’s C&I segment. The total consideration paid was approximately $79.7 million, subject to working capital and net asset adjustments, entirely funded through borrowings under the Company’s credit facility. Total consideration paid may include a portion subject to potential net asset adjustments which are expected to be finalized in early 2020. The Company’s preliminary estimate of these net asset adjustments was approximately $0.6 million as of the July 15, 2019 closing date and as of September 30, 2019, which will increase the total consideration to be paid, and is recorded in other current liabilities on the consolidated balance sheets. The purchase agreement also includes contingent consideration provisions for margin guarantee adjustments based upon contract performance subsequent to the acquisition. The contracts were valued at fair value at the acquisition date, causing no margin guarantee estimate. Changes in contract estimates, such as modified costs to complete or change order recognition, will result in changes to these margin guarantee estimates. Changes in contingent consideration, subsequent to the acquisition, related to the margin guarantee adjustments on contracts of approximately $1.1 million were recorded in other expense for the three and nine months ended September 30, 2019. Future margin guarantee adjustments, if any, are expected to be recognized through 2020. The Company could also be required to make compensation payments contingent on the successful achievement of certain performance targets and continued employment of certain key executives of the CSI. These payments are recognized as compensation expense in the consolidated statements of operations as incurred. For the three and nine months ended September 30, 2019 the Company has not recognized any compensation expense associated with these contingent payments. The results of operations for CSI are included in the Company’s consolidated statement of operations and the C&I segment from the date of acquisition. Costs of approximately $0.3 million related to the acquisition were included in selling, general and administrative expenses in the consolidated statement of operations for the three and nine months ended September 30, 2019. The following table summarizes the preliminary allocation of the opening balance sheet from the date of the CSI acquisition through September 30, 2019: (as of acquisition date) July 15, (in thousands) 2019 Consideration paid $ 79,720 Preliminary estimated net asset adjustments 633 Total consideration, net of net asset adjustments $ 80,353 Accounts receivable, net $ 59,579 Contract assets 38,970 Other current assets 83 Property and equipment 7,964 Operating lease right-of-use assets 9,933 Intangible assets 26,000 Other long term assets 149 Accounts payable (29,533) Accrued salaries and benefits (8,091) Contract liabilities (18,934) Current portion of operating lease obligations (2,526) Other current liabilities (4,776) Operating lease obligations, net of current maturities (7,407) Long-term debt (20) Net identifiable assets and liabilities 71,391 Goodwill $ 8,962 The Company has developed preliminary estimates of fair value of the assets acquired and liabilities assumed for the purposes of allocating the purchase price. The goodwill to be recognized, which represents the excess of the purchase price over the net amount of the fair values assigned to assets acquired and liabilities assumed, is primarily attributable to the value of an assembled workforce and other non-identifiable assets. No synergies were anticipated in the acquisition as CSI will function as an individual district within the Company’s operating structure. Further adjustments are expected to the allocation as third party valuations of identifiable intangible assets, including backlog, customer relationships, trade name and off-market component, are determined, and as net asset adjustments are finalized. Additionally, the Company will perform an analysis of the purchase price allocation and make appropriate adjustments based on the analysis. All of the goodwill and identifiable intangible assets are expected to be tax deductible per applicable Internal Revenue Service regulations. The following unaudited supplemental pro forma results of operations have been provided for illustrative purposes only and do not purport to be indicative of the actual results that would have been achieved by the combined companies for the periods presented or that may be achieved by the combined companies in the future. Future results may vary significantly from the results reflected in the following pro forma financial information because of future events and transactions, as well as other factors: Three months ended Nine months ended September 30, September 30, 2019 2018 2019 2018 (in thousands, except per share data) (unaudited) (unaudited) (unaudited) (unaudited) Contract revenues $ 596,600 $ 474,783 $ 1,672,149 $ 1,277,341 Net income $ 10,743 $ 5,602 $ 26,515 $ 18,940 Net income attributable to MYR Group, Inc. $ 10,637 $ 5,600 $ 27,991 $ 18,938 Income per common share attributable to MYR Group Inc.: —Basic $ 0.64 $ 0.34 $ 1.69 $ 1.15 —Diluted $ 0.64 $ 0.34 $ 1.68 $ 1.14 Weighted average number of common shares and potential common shares outstanding: —Basic 16,614 16,492 16,576 16,423 —Diluted 16,714 16,630 16,692 16,580 The pro forma combined results of operations for the three and nine months ended September 30, 2019 and 2018 were prepared by adjusting the historical results of the Company to include the historical results of CSI, as if the acquisition occurred on January 1, 2018. These pro forma results were adjusted for the following: · additional depreciation associated with the estimated step-up in fair value of the property and equipment acquired; · transaction costs associated with the acquisition; · estimated compensation expense related to contingent payments associated with the achievement of certain performance targets and continued employment of certain key executives of CSI; · the estimated amortization related to the acquired intangible assets discussed above; · interest expense recorded by CSI and the additional interest expense related to the incremental borrowings of $79.7 million on the Company’s credit facility as if the borrowing occurred on January 1, 2018; and · the income tax effect of pro forma adjustments at the statutory tax rate. Revenues of approximately $65.0 million and net loss before income taxes of approximately $1.7 million, net of CSI margin guarantee adjustments on contracts of $1.1 million and intangible amortization of $1.1 million, were included in the Company’s consolidated results of operations for the three and nine months ended September 30, 2019 related to the acquisition of CSI. Huen Electric, Inc. On July 2, 2018, the Company completed the acquisition of substantially all the assets of Huen Electric, Inc., an electrical contracting firm based in Illinois, Huen Electric New Jersey Inc., an electrical contracting firm based in New Jersey, and Huen New York, Inc., an electrical contracting firm based in New York (collectively, the “Huen Companies”). The Huen Companies provide a wide range of commercial and industrial electrical construction capabilities under the Company’s C&I segment in Illinois, New Jersey and New York. The total consideration after net asset adjustments of $10.8 million was approximately $57.9 million, which was funded through borrowings under the Company’s credit facility. The Company has finalized the purchase price accounting relating to the acquisition of the Huen Companies. All goodwill and identifiable intangible assets are expected to be tax deductible per applicable Internal Revenue Service regulations. The purchase agreement also included contingent consideration provisions for margin guarantee adjustments based upon performance subsequent to the acquisition on certain contracts. The contracts were valued at fair value at the acquisition date, causing no margin guarantee estimate or adjustments for fair value. Changes in contract estimates, such as modified costs to complete or change order recognition, have resulted and will continue to result in changes to these margin guarantee estimates. Changes in contingent consideration, subsequent to the acquisition, related to the margin guarantee adjustments on certain contracts were not significant for the three months ended September 30, 2019 and $1.4 million for the nine months ended September 30, 2019. Future margin guarantee adjustments, if any, are expected to be recognized in 2019. The Company could also be required to make compensation payments contingent on the successful achievement of certain performance targets and continued employment of certain key executives of the Huen Companies. These payments are recognized as compensation expense in the consolidated statements of operations as incurred. For the three and nine months ended September 30, 2019, the Company recognized $0.9 million and $1.4 million, respectively, of compensation expense associated with these contingent payments. The following table summarizes the allocation of the opening balance sheet from the date of the Huen Companies acquisition through September 30, 2019: (as of Measurement acquisition date) Period Final Acquisition (in thousands) July 2, 2018 Adjustments Allocation Consideration paid $ 47,082 $ — $ 47,082 Preliminary estimated net asset adjustments 10,749 85 10,834 Total consideration, net of net asset adjustments $ 57,831 $ 85 $ 57,916 Accounts receivable, net $ 33,903 $ (207) $ 33,696 Contract assets 10,570 1,010 11,580 Other current and long term assets 88 (11) 77 Property and equipment 3,188 — 3,188 Intangible assets — 24,300 24,300 Accounts payable (9,592) (1,274) (10,866) Contract liabilities (6,394) 525 (5,869) Other current liabilities (6,570) 49 (6,521) Net identifiable assets and liabilities 25,193 24,392 49,585 Unallocated intangible assets 9,800 (9,800) — Total acquired assets and liabilities 34,993 14,592 49,585 Fair value of acquired noncontrolling interest (1,273) (7) (1,280) Goodwill $ 24,111 $ (14,500) $ 9,611 |
Contract Assets and Liabilities
Contract Assets and Liabilities | 9 Months Ended |
Sep. 30, 2019 | |
Contract Assets and Liabilities | |
Contract Assets and Liabilities | 3. Contract Assets and Liabilities Contracts with customers usually stipulate the timing of payment, which is defined by the terms found within the various contracts under which work was performed during the period. Therefore, contract assets and liabilities are created when the timing of costs incurred on work performed does not coincide with the billing terms, which frequently include retention provisions contained in each contract. The Company’s consolidated balance sheets present contract assets which contain unbilled revenue and contract retainages associated with contract work that has been completed and billed but not paid by customers, pursuant to retainage provisions, that are generally due once the job is completed and approved. The allowance for collection of contract retainage was not significant as of September 30, 2019 and 2018. Contract assets consisted of the following: September 30, December 31, (in thousands) 2019 2018 Change Unbilled revenue $ 150,485 $ 111,153 $ 39,332 Contract retainages, net 88,007 49,128 38,879 Contract assets $ 238,492 $ 160,281 $ 78,211 The Company’s consolidated balance sheets present contract liabilities which contain deferred revenue and an accrual for contracts in a loss provision. Contract liabilities consisted of the following: September 30, December 31, (in thousands) 2019 2018 Change Deferred revenue $ 75,641 $ 57,051 $ 18,590 Accrued loss provision 1,652 1,483 169 Contract liabilities $ 77,293 $ 58,534 $ 18,759 The following table provides information about contract assets and contract liabilities from contracts with customers: September 30, December 31, (in thousands) 2019 2018 Change Contract assets $ 238,492 $ 160,281 $ 78,211 Contract liabilities (77,293) (58,534) (18,759) Net contract assets (liabilities) $ 161,199 $ 101,747 $ 59,452 The difference between the opening and closing balances of the Company’s contract assets and contract liabilities primarily results from the timing of the Company’s billings in relation to its performance of work. The amounts of revenue recognized in the period that were included in the opening contract liability balances were $11.9 million and $39.4 million for the three and nine months ended September 30, 2019, respectively. The amounts of revenue recognized in the period that were included in the opening contract liability balances were $16.9 million and $22.6 million for the three and nine months ended September 30, 2018, respectively. This revenue consists primarily of work performed on previous billings to customers. The net asset position for contracts in process consisted of the following: September 30, December 31, (in thousands) 2019 2018 Costs and estimated earnings on uncompleted contracts $ 3,335,968 $ 2,718,713 Less: billings to date 3,261,124 2,664,611 $ 74,844 $ 54,102 The net asset position for contracts in process is included within the contract asset and contract liability in the accompanying consolidated balance sheets as follows: September 30, December 31, (in thousands) 2019 2018 Unbilled revenue $ 150,485 $ 111,153 Deferred revenue (75,641) (57,051) $ 74,844 $ 54,102 |
Lease Obligations
Lease Obligations | 9 Months Ended |
Sep. 30, 2019 | |
Lease Obligations | |
Lease Obligations | 4. Lease Obligations Change in Accounting Policy On January 1, 2019, the Company adopted ASU No. 2016‑02, Leases (Topic 842) using the modified retrospective method. Under this guidance, the net present value of future lease payments are recorded as right-of-use assets and liabilities. In addition, the Company elected the ‘package of practical expedients’ permitted under the transition guidance within the new standard, which among other things, allowed the Company to carry forward the historical lease classification. In addition, the Company elected not to utilize the hindsight practical expedient to determine the lease term for existing leases. The Company elected the short-term lease recognition exemption for all leases that qualify. This means, for those leases that qualify, the Company did not recognize right-of-use assets or lease liabilities, including not recognizing right-of-use assets or lease liabilities for existing short-term leases of those assets in transition. The Company also elected the practical expedient to not separate lease and non-lease components for our real estate and vehicle leases. Adoption of the new standard resulted in the recording of additional operating right-of-use assets and operating lease liabilities of approximately $15.1 million, as of January 1, 2019. The adoption of Topic 842 did not impact the Company’s retained earnings, consolidated net earnings or cash flows. The Company enters into non-cancelable leases for some of our facility, vehicle and equipment needs. These leases allow the Company to conserve cash by paying a monthly lease rental fee for the use of facilities, vehicles and equipment rather than purchasing them. The Company’s leases have remaining terms ranging from one to eight years, some of which may include options to extend the leases for up to five years, and some of which may include options to terminate the leases within one year. Currently, all the Company’s leases contain fixed payment terms. The Company may decide to cancel or terminate a lease before the end of its term, in which case we are typically liable to the lessor for the remaining lease payments under the term of the lease. Additionally, all of Company's month-to-month leases are cancelable, by the Company or the lessor, at any time and are not included in our right-of-use asset or liability. At September 30, 2019, the Company had several leases with residual value guarantees, due to the acquisition of CSI. Typically, the Company has purchase options on the equipment underlying its long-term leases and many of its short-term rental arrangements. The Company may exercise some of these purchase options when the need for equipment is on-going and the purchase option price is attractive. Nonperformance-related default covenants, cross-default provisions, subjective default provisions and material adverse change clauses contained in material lease agreements, if any, are also evaluated to determine whether those clauses affect lease classification in accordance with ASC Topic 842‑10‑25. Leases are accounted for as operating or finance leases, depending on the terms of the lease. Finance Leases The Company leases some vehicles and certain equipment under finance leases. The economic substance of the leases is a financing transaction for acquisition of the vehicles and equipment. Accordingly, the right-of-use assets for these leases are included in the balance sheets in property and equipment, net of accumulated depreciation, with a corresponding amount recorded in current portion of finance lease obligations or finance lease obligations, net of current maturities, as appropriate. The finance lease assets are amortized over the life of the lease or, if shorter, the life of the leased asset, on a straight-line basis and included in depreciation expense. The interest associated with finance lease obligations is included in interest expense. Operating Right-of-Use Leases Operating right-of-use leases are included in operating lease right-of-use assets, and current portion of operating lease obligations and operating lease obligations, net of current maturities, as appropriate. Operating lease right-of-use assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most of the Company’s leases do not provide an implicit rate to calculate present value, the Company determines this rate by estimating the Company’s incremental borrowing rate, utilizing the borrowing rates associated with the Company's various debt instruments. The operating lease right-of-use asset also includes any lease payments made and initial direct costs incurred and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. The following is a summary of the lease-related assets and liabilities recorded as of September 30, 2019: (in thousands) Assets Classification on the Consolidated Balance Sheet Operating lease right-of-use assets Operating lease right-of-use assets $ 22,968 Finance lease right-of-use assets Property and equipment, net of accumulated depreciation 1,781 Total right-of-use lease assets $ 24,749 Liabilities Current Operating lease obligations Current portion of operating lease obligations $ 6,068 Finance lease obligations Current portion of finance lease obligations 1,144 Total current obligations 7,212 Non-current Operating lease obligations Operating lease obligations, net of current maturities 17,084 Finance lease obligations Finance lease obligations, net of current maturities 633 Total non-current obligations 17,717 Total lease obligations $ 24,929 The following is a summary of the lease terms and discount rates as of September 30, 2019: Weighted-average remaining lease term - finance leases 1.6 years Weighted-average remaining lease term - operating leases 4.1 years Weighted-average discount rate - finance leases Weighted-average discount rate - operating leases The following is a summary of certain information related to the lease costs for finance and operating leases for the three and nine months ended September 30, 2019: Three months ended Nine months ended (in thousands) September 30, 2019 September 30, 2019 Lease cost: Finance lease cost: Amortization of right-of-use assets $ 273 $ 820 Interest on lease liabilities 16 53 Operating lease cost 2,055 5,016 Short-term lease cost — 8 Variable lease costs 67 198 Total lease cost $ 2,411 $ 6,095 The following is a summary of other information and supplemental cash flow information related to finance and operating leases for the nine months ended September 30, 2019: (in thousands) Other information: Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 5,064 Right-of-use asset obtained in exchange for new operating lease obligations $ 11,374 The future undiscounted minimum lease payments, as reconciled to the discounted minimum lease obligation indicated on the Company’s consolidated balance sheets, under financial leases, less interest, and under operating leases, less imputed interest, as of September 30, 2019 were as follows: Finance Operating Total Lease Lease Lease (in thousands) Obligations Obligations Obligations Remainder of 2019 $ 296 $ 2,202 $ 2,498 2020 1,185 7,407 8,592 2021 345 6,407 6,752 2022 — 5,051 5,051 2023 — 3,296 3,296 Thereafter — 3,138 3,138 Total minimum lease payments 1,826 27,501 29,327 Financing component (49) (4,349) (4,398) Net present value of minimum lease payments 1,777 23,152 24,929 Less: current portion of finance and operating lease obligations (1,144) (6,068) (7,212) Long-term finance and operating lease obligations $ 633 $ 17,084 $ 17,717 The financing component for finance lease obligations represents the interest component of capital leases that will be recognized as interest expense in future periods. The financing component for operating lease obligations represents the effect of discounting the lease payments to their present value. Certain subsidiaries of the Company have operating leases for facilities from third party companies that are owned, in whole or part, by employees of the subsidiaries. The terms and rental rates of these leases are at market rental rates. As of September 30, 2019, the minimum lease payments required under these leases totaled $4.8 million, which is to be paid over the next 4.8 years. Capital Leases Prior to the adoption of ASU No. 2016‑02, Leases (Topic 842) , certain of the Company’s leased vehicles and equipment leases met the characteristics of capital leases. The economic substance of these leases was a financing transaction for acquisition of the vehicles and equipment and, accordingly, the leases were included in the balance sheets in property and equipment, net of accumulated depreciation, with a corresponding amount recorded in current portion of lease obligations or lease obligations, net of current maturities, as appropriate. The capital lease assets were amortized on a straight-line basis over the life of the lease or, if shorter, the life of the leased asset, and were included in depreciation expense in the statements of operations. The interest associated with capital leases was included in interest expense in the statements of operations. As of December 31, 2018, the Company had $2.7 million of capital lease obligations outstanding, $1.1 million of which was classified as a current liability. As of December 31, 2018, $2.6 million of leased assets were capitalized in property and equipment, net of accumulated depreciation. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Measurements | |
Fair Value Measurements | 5. Fair Value Measurements The Company uses the three-tier hierarchy of fair value measurement, which prioritizes the inputs used in measuring fair value based upon their degree of availability in external active markets. These tiers include: Level 1 (the highest priority), defined as observable inputs, such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3 (the lowest priority), defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. As of September 30, 2019 and December 31, 2018, the Company determined that the carrying value of cash and cash equivalents approximated fair value based on Level 1 inputs. As of September 30, 2019, the fair values of the Company’s long-term debt and finance lease obligations were based on Level 2 inputs. As of December 31, 2018, the fair values of the Company's long-term debt and capital lease obligations were based on Level 2 inputs. The Company’s long-term debt was based on variable and fixed interest rates at September 30, 2019 and December 31, 2018, for new issues with similar remaining maturities, and approximated carrying value. In addition, based on borrowing rates currently available to the Company for borrowings with similar terms, the carrying values of the Company’s finance lease obligations also approximated fair value. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt | |
Debt | 6. Debt The table below reflects the Company’s total debt, including borrowings under its credit agreement and master loan agreements for equipment notes: Outstanding Outstanding Balance as of Balance as of Stated Interest Payment Term September 30, December 31, (dollar amounts in thousands) Inception Date Rate (per annum) Frequency (years) 2019 2018 Credit Agreement Revolving loans 9/13/2019 Variable Variable 5 $ 125,973 $ 58,306 Equipment Notes Equipment Note 1 9/28/2018 4.16% Semi-annual 5 10,793 12,655 Equipment Note 2 9/28/2018 4.23% Semi-annual 7 11,200 12,279 Equipment Note 3 12/31/2018 3.97% Semi-annual 5 2,124 2,291 Equipment Note 4 12/31/2018 4.02% Semi-annual 7 2,211 2,313 Equipment Note 5 12/31/2018 4.01% Semi-annual 7 1,851 1,948 Equipment Note 6 6/25/2019 2.89% Semi-annual 7 15,005 — Equipment Note 7 6/24/2019 3.09% Semi-annual 5 9,033 — 52,217 31,486 Total debt 178,190 89,792 Less: current portion of long-term debt (6,552) (3,681) Long-term debt $ 171,638 $ 86,111 Credit Agreement On September 13, 2019, the Company entered into a five-year amended and restated credit agreement (the “Credit Agreement”) with a syndicate of banks led by JPMorgan Chase Bank, N.A. and Bank of America, N.A, that provided for a $375 million facility (the “Facility”), which could be used for revolving loans and up to $150 million may be used for letters of credit. The Facility also allows for revolving loans and letters of credit in Canadian dollars and other currencies, up to the U.S. dollar equivalent of $75 million. The Company has an expansion option to increase the commitments under the Facility or enter into incremental term loans, subject to certain conditions, by up to an additional $200 million upon receipt of additional commitments from new or existing lenders. Subject to certain exceptions, the Facility is secured by substantially all of the assets of the Company and its domestic subsidiaries, and by a pledge of substantially all of the capital stock of the Company’s domestic subsidiaries and 65% of the capital stock of the direct foreign subsidiaries of the Company. Additionally, subject to certain exceptions, the Company’s domestic subsidiaries also guarantee the repayment of all amounts due under the Credit Agreement. If an event of default occurs and is continuing, on the terms and subject to the conditions set forth in the Credit Agreement, amounts outstanding under the Facility may be accelerated and may become or be declared immediately due and payable. Borrowings under the Credit Agreement are used for refinancing existing indebtedness, working capital, capital expenditures, acquisitions and other general corporate purposes. Amounts borrowed under the Credit Agreement bear interest, at the Company’s option, at a rate equal to either (1) the Alternate Base Rate (as defined in the Credit Agreement), plus an applicable margin ranging from 0.00% to 0.75%; or (2) Adjusted LIBO Rate (as defined in the Credit Agreement) plus an applicable margin ranging from 1.00% to 1.75%. The applicable margin is determined based on the Company’s consolidated leverage ratio (the “Leverage Ratio”) which is defined in the Credit Agreement as Consolidated Total Indebtedness (as defined in the Credit Agreement) divided by Consolidated EBITDA (as defined in the Credit Agreement). Letters of credit issued under the Facility are subject to a letter of credit fee of 1.00% to 1.75% for non-performance letters of credit or 0.50% to 0.875% for performance letters of credit, based on the Company’s consolidated Leverage Ratio. The Company is subject to a commitment fee of 0.15% to 0.25%, based on the Company’s consolidated Leverage Ratio, on any unused portion of the Facility. The Credit Agreement restricts certain types of payments when the Company’s consolidated Leverage Ratio exceeds 2.50 or the Company's consolidated Liquidity (as defined in the Credit Agreement) is less than $50 million. The weighted average interest rate on borrowings outstanding on the Facility for the nine months ended September 30, 2019 was 3.46% per annum. Under the Credit Agreement, the Company is subject to certain financial covenants and must maintain a maximum consolidated Leverage Ratio of 3.0 and a minimum interest coverage ratio of 3.0, which is defined in the Credit Agreement as Consolidated EBITDA (as defined in the Credit Agreement) divided by interest expense (as defined in the Credit Agreement). The Credit Agreement also contains covenants including limitations on asset sales, investments, indebtedness and liens. The Company was in compliance with all of its financial covenants under the Credit Agreement as of September 30, 2019. As of September 30, 2019, the Company had letters of credit outstanding under the Facility of approximately $19.7 million, including $18.5 million related to the Company's payment obligation under its insurance programs and approximately $1.2 million related to contract performance obligations. As of December 31, 2018, the Company had letters of credit outstanding under the Facility of approximately $21.2 million, including $17.6 million related to the Company’s payment obligation under its insurance programs and approximately $3.6 million related to contract performance obligations. The Company had remaining deferred debt issuance costs totaling $1.5 million as of September 30, 2019, related to the line of credit. As permitted under ASU No. 2015‑15, debt issuance costs have been deferred and are presented as an asset within other assets, which is amortized as interest expense over the term of the line of credit. Unamortized deferred debt issuance costs totaling $0.4 million relating to our previous credit agreement will be amortized over the life of the Facility. Equipment Notes The Company has entered into Master Equipment Loan and Security Agreements (the “Master Loan Agreements”) with multiple banks. The Master Loan Agreements may be used for the financing of equipment between the Company and the lending banks pursuant to one or more equipment notes ("Equipment Note"). Each Equipment Note executed under the Master Loan Agreements constitutes a separate, distinct and independent financing of equipment and a contractual obligation of the Company, which may contain prepayment clauses. As of September 30, 2019, the Company had seven Equipment Notes outstanding under the Master Loan Agreements that are collateralized by equipment and vehicles owned by the Company. The following table sets forth our remaining principal payments for the Company’s outstanding Equipment Notes as of September 30, 2019: Future Equipment Notes (in thousands) Principal Payments Remainder of 2019 $ 1,729 2020 6,608 2021 6,852 2022 7,107 2023 10,360 2024 5,964 Thereafter 13,597 Total future principal payments $ 52,217 Less: current portion of equipment notes (6,552) Long-term principal obligations $ 45,665 |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2019 | |
Revenue Recognition | |
Revenue Recognition | 7. Revenue Recognition Disaggregation of Revenue A majority of the Company’s revenues are earned through contracts with customers that normally provide for payment upon completion of specified work or units of work as identified in the contract. Although there is considerable variation in the terms of these contracts, they are primarily structured as fixed-price contracts, under which the Company agrees to do the entire project for a fixed amount, or unit-price contracts, under which the Company agrees to do the work at a fixed price per unit of work as specified in the contract. The Company also enters into time-and-equipment and time-and-materials contracts under which the Company is paid for labor and equipment at negotiated hourly billing rates and for other expenses, including materials, as incurred at rates agreed to in the contract. Finally, the Company sometimes enters into cost-plus contracts, where the Company is paid for costs plus a negotiated margin. On occasion, time-and-equipment, time-and-materials and cost-plus contracts include a guaranteed not-to-exceed maximum price. Historically, fixed-price and unit-price contracts have had the highest potential margins; however, they have had a greater risk in terms of profitability because cost overruns may not be recoverable. Time-and-equipment, time-and-materials and cost-plus contracts have historically had less margin upside, but generally have had a lower risk of cost overruns. The Company also provides services under master service agreements (“MSAs”) and other variable-term service agreements. MSAs normally cover maintenance, upgrade and extension services, as well as new construction. Work performed under MSAs is typically billed on a unit-price, time-and-materials or time-and-equipment basis. MSAs are typically one to three years in duration; however, most of the Company’s contracts, including MSAs, may be terminated by the customer on short notice, typically 30 to 90 days, even if the Company is not in default under the contract. Under MSAs, customers generally agree to use the Company for certain services in a specified geographic region. Most MSAs include no obligation for the contract counterparty to assign specific volumes of work to the Company and do not require the counterparty to use the Company exclusively, although in some cases the MSA contract gives the Company a right of first refusal for certain work. Additional information related to the Company’s market types is provided in Note 11–Segment Information. The components of the Company’s revenue by contract type for the three months ended September 30, 2019 and 2018 were as follows: Three Months Ended September 30, 2019 T&D C&I Total ( dollars in thousands) Amount Percent Amount Percent Amount Percent Fixed price $ 157,357 53.4 % $ 220,872 76.6 % $ 378,229 64.9 % Unit price 49,392 16.7 19,518 6.8 68,910 11.8 T&E 84,299 28.6 32,868 11.4 117,167 20.1 Other 3,892 1.3 15,016 5.2 18,908 3.2 $ 294,940 100.0 % $ 288,274 100.0 % $ 583,214 100.0 % Three Months Ended September 30, 2018 T&D C&I Total (dollars in thousands) Amount Percent Amount Percent Amount Percent Fixed price $ 82,058 36.9 % $ 132,439 74.8 % $ 214,497 53.7 % Unit price 42,751 19.2 14,256 8.1 57,007 14.3 T&E 76,520 34.4 9,431 5.3 85,951 21.5 Other 21,202 9.5 20,880 11.8 42,082 10.5 $ 222,531 100.0 % $ 177,006 100.0 % $ 399,537 100.0 % The components of the Company’s revenue by contract type for the nine months ended September 30, 2019 and 2018 were as follows: Nine Months Ended September 30, 2019 T&D C&I Total (dollars in thousands) Amount Percent Amount Percent Amount Percent Fixed price $ 410,253 49.8 % $ 469,700 69.4 % $ 879,953 58.7 % Unit price 152,748 18.6 42,361 6.3 195,109 13.0 T&E 237,448 28.8 82,592 12.2 320,040 21.3 Other 22,949 2.8 82,033 12.1 104,982 7.0 $ 823,398 100.0 % $ 676,686 100.0 % $ 1,500,084 100.0 % Nine Months Ended September 30, 2018 T&D C&I Total (dollars in thousands) Amount Percent Amount Percent Amount Percent Fixed price $ 238,723 37.5 % $ 312,033 69.5 % $ 550,756 50.8 % Unit price 130,058 20.5 39,314 8.8 169,372 15.6 T&E 224,938 35.4 27,830 6.2 252,768 23.3 Other 42,123 6.6 69,805 15.5 111,928 10.3 $ 635,842 100.0 % $ 448,982 100.0 % $ 1,084,824 100.0 % The components of the Company’s revenue by market type for the three months ended September 30, 2019 and 2018 were as follows: Three Months Ended September 30, 2019 Three Months Ended September 30, 2018 (dollars in thousands) Amount Percent Segment Amount Percent Segment Transmission $ 196,083 33.6 % T&D $ 121,619 30.4 % T&D Distribution 98,857 17.0 T&D 100,912 25.3 T&D Electrical construction 288,274 49.4 C&I 177,006 44.3 C&I Total revenue $ 583,214 100.0 % $ 399,537 100.0 % The components of the Company’s revenue by market type for the nine months ended September 30, 2019 and 2018 were as follows: Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 (dollars in thousands) Amount Percent Segment Amount Percent Segment Transmission $ 553,314 36.9 % T&D $ 377,780 34.8 % T&D Distribution 270,084 18.0 T&D 258,062 23.8 T&D Electrical construction 676,686 45.1 C&I 448,982 41.4 C&I Total revenue $ 1,500,084 100.0 % $ 1,084,824 100.0 % Remaining Performance Obligations As of September 30, 2019, the Company had $1.27 billion of remaining performance obligations. The Company’s remaining performance obligations include projects that have a written award, a letter of intent, a notice to proceed or an agreed upon work order to perform work on mutually accepted terms and conditions. The following table summarizes the amount of remaining performance obligations as of September 30, 2019 that the Company expects to be realized and the amount of the remaining performance obligations that the Company reasonably estimates will not be recognized within the next twelve months. Remaining Performance Obligations at September 30, 2019 Amount estimated to not be Total at (in thousands) Total recognized within 12 months December 31, 2018 T&D $ 368,865 $ 27,018 $ 418,178 C&I 899,859 208,699 644,547 Total $ 1,268,724 $ 235,717 $ 1,062,725 The Company expects a vast majority of the remaining performance obligations to be recognized within twenty-four months, although the timing of the Company’s performance is not always under its control. Additionally, the difference between the remaining performance obligations and backlog is due to the exclusion of a portion of the Company’s MSAs under certain contract types from the Company’s remaining performance obligations as these contracts can be canceled for convenience at any time by the Company or the customer without considerable cost incurred by the customer. Additional information related to backlog is provided in Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Taxes | |
Income Taxes | 8. Income Taxes The U.S. federal statutory tax rate was 21% for the three and nine months ended September 30, 2019 and 2018. The Company’s effective tax rate for the three and nine months ended September 30, 2019 was 26.4% and 27.2%, respectively, of pretax income compared to the effective tax rate for the three and nine months ended September 30, 2018 of 26.6% and 28.0%, respectively. The difference between the U.S. federal statutory tax rate and the Company’s effective tax rate for the three and nine months ended September 30, 2019 was primarily due to state income taxes offset by the impact of the Company’s noncontrolling interest. The difference between the U.S. federal statutory tax rate and the Company’s effective tax rate for the three months ended September 30, 2018, was primarily due to state income taxes and, for the nine months ended September 30, 2018, the difference was primarily due to state income taxes and the inability to utilize losses experienced in certain Canadian operations. The Company had unrecognized tax benefits of approximately $0.2 million and $0.4 million as of September 30, 2019 and December 31, 2018, respectively, which were included in other liabilities in the accompanying consolidated balance sheets. The Company’s policy is to recognize interest and penalties related to income tax liabilities as a component of income tax expense in the consolidated statements of operations. The amount of interest and penalties charged to income tax expense related to unrecognized tax benefits was not significant for the three and nine months ended September 30, 2019 and 2018. The Company is subject to taxation in various jurisdictions. The Company's 2017 and 2018 tax returns are subject to examination by U.S. federal authorities. The Company’s tax returns are subject to examination by various state authorities for the years 2015 through 2018. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies | |
Commitments and Contingencies | 9. Commitments and Contingencies Purchase Commitments As of September 30, 2019, the Company had approximately $4.6 million in outstanding purchase orders for certain construction equipment, with cash payments scheduled to occur over the next three months. Insurance and Claims Accruals The Company carries insurance policies, which are subject to certain deductibles, for workers’ compensation, general liability, automobile liability and other insurance coverage. The deductible per occurrence for each line of coverage is up to $1.0 million, except for wildfire coverage, which has a deductible of $2.0 million. The Company’s health benefit plans are subject to deductibles of up to $0.2 million for qualified individuals. Losses up to the deductible amounts are accrued based upon the Company’s estimates of the ultimate liability for claims reported and an estimate of claims incurred but not yet reported. The insurance and claims accruals are based on known facts, actuarial estimates and historical trends. While recorded accruals are based on the ultimate liability, which includes amounts in excess of the deductible, a corresponding receivable for amounts in excess of the deductible is included in current and long-term assets in the consolidated balance sheets. Performance and Payment Bonds and Parent Guarantees In certain circumstances, the Company is required to provide performance and payment bonds in connection with its future performance on certain contractual commitments. The Company has indemnified its sureties for any expenses paid out under these bonds. As of September 30, 2019, an aggregate of approximately $867.1 million in original face amount of bonds issued by the Company’s sureties were outstanding. The Company estimated the remaining cost to complete these bonded projects was approximately $378.7 million as of September 30, 2019. From time to time, the Company guarantees the obligations of wholly owned subsidiaries, including obligations under certain contracts with customers, certain lease agreements, and, in some states, obligations in connection with obtaining contractors’ licenses. Additionally, from time to time the Company is required to post letters of credit to guarantee the obligations of wholly owned subsidiaries, which reduces the borrowing availability under the Facility. Indemnities From time to time, pursuant to its service arrangements, the Company indemnifies its customers for claims related to the services it provides under those service arrangements. These indemnification obligations may subject the Company to indemnity claims and liabilities and related litigation. The Company is not aware of any material unrecorded liabilities for asserted claims in connection with these indemnification obligations. Collective Bargaining Agreements Many of the Company’s subsidiaries’ craft labor employees are covered by collective bargaining agreements. The agreements require the subsidiaries to pay specified wages, provide certain benefits and contribute certain amounts to multi-employer pension plans. If a subsidiary withdraws from any of the multi-employer pension plans or if the plans were to otherwise become underfunded, the subsidiary could incur liabilities for additional contributions related to these plans. Although the Company has been informed that the underfunding of some of the multi-employer pension plans to which its subsidiaries contribute have been classified as “critical” status, the Company is not currently aware of any potential liabilities related to this issue. Litigation and Other Legal Matters The Company is from time-to-time party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of business. These actions typically seek, among other things, compensation for alleged personal injury, breach of contract, property damages, punitive damages, civil penalties or other losses, or injunctive or declaratory relief. The Company is routinely subject to other civil claims, litigation and arbitration, and regulatory investigations arising in the ordinary course of our business, as well as in respect of our divested businesses. These claims, lawsuits and other proceedings include claims related to the Company’s current services and operations, as well as our historic operations. With respect to all such lawsuits, claims and proceedings, the Company records reserves when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. The Company does not believe that any of these proceedings, separately or in the aggregate, would be expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2019 | |
Stock-Based Compensation | |
Stock-Based Compensation | 10. Stock-Based Compensation The Company maintains two equity compensation plans under which stock-based compensation has been granted: the 2017 Long-Term Incentive Plan, (the “LTIP”) and the 2007 Long-Term Incentive Plan (the “2007 Plan”). Upon the adoption of the LTIP, awards were no longer granted under the 2007 Plan. The LTIP provides for grants of (a) incentive stock options qualified as such under U.S. federal income tax laws, (b) stock options that do not qualify as incentive stock options, (c) stock appreciation rights, (d) restricted stock awards, (e) restricted stock units, (f) performance share awards, (g) phantom stock units, (h) stock bonuses, (i) dividend equivalents, and (j) any combination of such grants. The company grants time-vested stock awards in the form of restricted stock awards, restricted stock units or equity-settled phantom stock. During the nine months ended September 30, 2019, the Company granted 85,640 shares of time-vested stock awards under the LTIP, which vest ratably over three years for employee awards and one year for director awards, at a weighted average grant date fair value of $34.22. Additionally, 99,655 shares of time-vested stock awards vested during the nine months ended September 30, 2019, at a weighted average grant date fair value of $30.51. During the nine months ended September 30, 2019, the Company granted 72,932 performance share awards under the LTIP at target, which cliff vest on December 31, 2021, at a weighted average grant date fair value of $39.26. The number of shares ultimately earned under a performance award may vary from zero to 200% of the target shares awarded, based upon the Company’s performance compared to certain metrics. The metrics used were determined at the time of the grant by the Compensation Committee of the Board of Directors and were either based on internal measures, such as the Company’s financial performance compared to target, or on a market-based metric, such as the Company’s stock performance compared to a peer group. Performance awards cliff vest upon attainment of the stated performance targets and minimum service requirements and are paid in shares of the Company’s common stock. During the nine months ended September 30, 2019, plan participants exercised options to purchase 13,788 shares of the Company's common stock with a weighted average exercise price of $23.57. The Company recognizes stock-based compensation expense related to restricted stock awards, phantom stock awards and restricted stock units based on the grant date fair value, which was the closing price of the Company’s stock on the date of grant. The fair value is expensed over the service period, which is generally three years. For performance awards, the Company recognizes stock-based compensation expense based on the grant date fair value of the award. The fair value of internal metric-based performance awards is determined by the closing stock price of the Company’s common stock on the date of the grant. The fair value of market-based performance awards is computed using a Monte Carlo simulation. Performance awards are expensed over the service period of approximately 2.8 years, and the Company adjusts the stock-based compensation expense related to internal metric-based performance awards according to its determination of the shares expected to vest at each reporting date. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2019 | |
Segment Information | |
Segment Information | 11. Segment Information MYR Group is a holding company of specialty contractors serving electrical utility infrastructure and commercial construction markets in the United States and western Canada. The Company has two reporting segments, each a separate operating segment, which are referred to as T&D and C&I. Performance measurement and resource allocation for the reporting segments are based on many factors. The primary financial measures used to evaluate the segment information are contract revenues and income from operations, excluding general corporate expenses. General corporate expenses include corporate facility and staffing costs, which include safety costs, professional fees, IT expenses and management fees. The accounting policies of the segments are the same as those described in the Note 1– Organization, Business and Significant Accounting Policies to the 2018 Annual Report. Transmission and Distribution: The T&D segment provides a broad range of services on electric transmission and distribution networks and substation facilities which include design, engineering, procurement, construction, upgrade, maintenance and repair services with a particular focus on construction, maintenance and repair. T&D services include the construction and maintenance of high voltage transmission lines, substations and lower voltage underground and overhead distribution systems. The T&D segment also provides emergency restoration services in response to hurricane, ice or other storm-related damage. T&D customers include investor-owned utilities, cooperatives, private developers, government-funded utilities, independent power producers, independent transmission companies, industrial facility owners and other contractors. Commercial and Industrial: The C&I segment provides services such as the design, installation, maintenance and repair of commercial and industrial wiring, installation of traffic networks and the installation of bridge, roadway and tunnel lighting. Typical C&I contracts cover electrical contracting services for airports, hospitals, data centers, hotels, stadiums, convention centers, renewable energy projects, manufacturing plants, processing facilities, waste-water treatment facilities, mining facilities and transportation control and management systems. The C&I segment generally provides electric construction and maintenance services as a subcontractor to general contractors in the C&I industry, but also contracts directly with facility owners. The C&I segment has a diverse customer base with many long-standing relationships. The information in the following table is derived from the segment’s internal financial reports used for corporate management purposes: Three months ended Nine months ended September 30, September 30, (in thousands) 2019 2018 2019 2018 Contract revenues: T&D $ 294,940 $ 222,531 $ 823,398 $ 635,842 C&I 288,274 177,006 676,686 448,982 $ 583,214 $ 399,537 $ 1,500,084 $ 1,084,824 Income from operations: T&D $ 17,726 $ 13,935 $ 48,706 $ 38,494 C&I 10,795 10,227 20,365 25,198 General Corporate (11,259) (10,025) (32,773) (30,791) $ 17,262 $ 14,137 $ 36,298 $ 32,901 For the three and nine months ended September 30, 2019, contract revenues attributable to the Company's Canadian operations were $22.3 million and $55.8 million, respectively, predominantly in the C&I segment. For the three and nine months ended September 30, 2018, contract revenues attributable to the Company’s Canadian operations were $12.8 million and $42.0 million, respectively, predominantly in the C&I segment. |
Noncontrolling Interest
Noncontrolling Interest | 9 Months Ended |
Sep. 30, 2019 | |
Noncontrolling Interest | |
Noncontrolling Interest | 12. Noncontrolling Interest On July 2, 2018, through the acquisition of certain assets of the Huen Companies, the Company became the majority controlling interest in a joint venture. As a result, the Company has consolidated the carrying value of the joint ventures’ assets and liabilities and results of operations in the Company’s consolidated financial statements. The equity owned by the other joint venture partners has been recorded as noncontrolling interest in the Company’s consolidated balance sheets, consolidated statements of stockholders' equity, and their portions, if material, of net income (loss) and other comprehensive income shown as net income or other comprehensive income attributable to noncontrolling interest in the Company’s consolidated statements of operations and other comprehensive income. Additionally, the joint venture associated with the Company’s noncontrolling interest is a partnership, and consequently, the tax effect of only the Company’s share of the joint venture income is recognized by the Company. The acquired joint venture made no distributions to its partners, and the Company made no capital contributions to the joint venture, during the three and nine months ended September 30, 2019. Additionally, there have been no changes in ownership during the three and nine months ended September 30, 2019. The project associated with this joint venture is expected to be completed in 2019. During the three months ended September 30, 2019, net gain attributable to the noncontrolling interest was $0.1 million and during the nine months ended September 30, 2019, net loss attributable to the noncontrolling interest was $1.5 million. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share | |
Earnings Per Share | 13. Earnings Per Share The Company computes earnings per share attributable to MYR Group Inc. using the treasury stock method. Under the treasury stock method, basic earnings per share attributable to MYR Group Inc. are computed by dividing net income available to stockholders by the weighted average number of common shares outstanding during the period, and diluted earnings per share are computed by dividing net income available to stockholders by the weighted average number of common shares outstanding during the period plus all potentially dilutive common stock equivalents, except in cases where the effect of the common stock equivalent would be anti-dilutive. Net income attributable to MYR Group Inc. and the weighted average number of common shares used to compute basic and diluted earnings per share were as follows: Three months ended Nine months ended September 30, September 30, (in thousands, except per share data) 2019 2018 2019 2018 Numerator: Net income attributable to MYR Group Inc. $ 10,355 $ 7,957 $ 24,915 $ 20,436 Denominator: Weighted average common shares outstanding 16,614 16,492 16,576 16,423 Weighted average dilutive securities 100 138 116 157 Weighted average common shares outstanding, diluted 16,714 16,630 16,692 16,580 Income per common share attributable to MYR Group Inc.: Basic $ 0.62 $ 0.48 $ 1.50 $ 1.24 Diluted $ 0.62 $ 0.48 $ 1.49 $ 1.23 For the three and nine months ended September 30, 2019 and 2018, certain common stock equivalents were excluded from the calculation of dilutive securities because their inclusion would either have been anti-dilutive or, for stock options, the exercise prices of those stock options were greater than the average market price of the Company’s common stock for the period. All of the Company’s unvested time-vested stock awards were included in the computation of weighted average dilutive securities. The following table summarizes the shares of common stock underlying the Company’s unexercised stock options, unvested time-vested stock awards and unvested performance awards that were excluded from the calculation of dilutive securities: Three months ended Nine months ended September 30, September 30, (in thousands) 2019 2018 2019 2018 Time-vested stock awards — 1 — 1 Performance awards 30 2 73 68 |
Organization, Business and Ba_2
Organization, Business and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Business and Basis of Presentation | |
Interim Consolidated Financial Information | Interim Consolidated Financial Information The accompanying unaudited consolidated financial statements of the Company were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial reporting pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. The Company believes that the disclosures made are adequate to make the information presented not misleading. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary to fairly state the financial position, results of operations, comprehensive income, stockholders’ equity and cash flows with respect to the interim consolidated financial statements, have been included. Certain reclassifications were made to prior year amounts to conform to the current year presentation. The consolidated balance sheet as of December 31, 2018 has been derived from the audited financial statements as of that date. The results of operations and comprehensive income are not necessarily indicative of the results for the full year or the results for any future periods. These financial statements should be read in conjunction with the audited financial statements and related notes for the year ended December 31, 2018, included in the Company’s Annual Report on Form 10‑K, which was filed with the SEC on March 6, 2019 (the "2018 Annual Report"). |
Foreign Currency | Foreign Currency The functional currency for the Company’s Canadian operations is the Canadian dollar. Assets and liabilities denominated in Canadian dollars are translated into U.S. dollars at the end-of-period exchange rate. Revenues and expenses are translated using average exchange rates for the periods reported. Equity accounts are translated at historical rates. Cumulative translation adjustments are included as a separate component of accumulated other comprehensive income in shareholders’ equity. Foreign currency transaction gains and losses, arising primarily from changes in exchange rates on short-term monetary assets and liabilities, and ineffective long-term monetary assets and liabilities are recorded in the “other income, net” line on the consolidated statements of operations. Foreign currency gains, recorded in other income, net, for the nine months ended September 30, 2019 were $0.1 million. Foreign currency gains, recorded in other income, net, for the nine months ended September 30, 2018 were not significant. Effective foreign currency transaction gains and losses, arising primarily from long-term monetary assets and liabilities, are recorded in the foreign currency translation adjustment line on the consolidated statements of comprehensive income. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the period reported. Actual results could differ from those estimates. The most significant estimates are related to estimates of costs to complete contracts, pending change orders and claims, shared savings, insurance reserves, income tax reserves, estimates surrounding stock-based compensation, the recoverability of goodwill and intangibles and allowance for doubtful accounts. The Company estimates a cost accrual every quarter that represents costs incurred but not invoiced for services performed or goods delivered during the period, and estimates revenue from the contract cost portion of these accruals based on current gross margin rates to be consistent with its cost method of revenue recognition. In the nine months ended September 30, 2019 and 2018, the Company recognized revenues of $31.1 million and $8.8 million, respectively, related to significant change orders and/or claims that had been included as contract price adjustments on certain contracts which were in the process of being negotiated in the normal course of business. The cost-to-cost method of accounting requires the Company to make estimates about the expected revenue and gross profit on each of its contracts in process. During the three months ended September 30, 2019, changes in estimates pertaining to certain projects increased consolidated gross margin by 0.2%, which resulted in increases in operating income of $0.9 million, net income attributable to MYR Group Inc. of $0.8 million and diluted earnings per common share attributable to MYR Group Inc. of $0.05. During the nine months ended September 30, 2019, changes in estimates pertaining to certain projects decreased consolidated gross margin by 0.5%, which resulted in decreases in operating income of $7.8 million, net income attributable to MYR Group Inc. of $3.3 million and diluted earnings per common share attributable to MYR Group Inc. of $0.20. During the three months ended September 30, 2018, changes in estimates pertaining to certain projects decreased consolidated gross margin by 0.6%, which resulted in decreases in operating income of $2.1 million, net income attributable to MYR Group Inc. of $1.6 million and diluted earnings per common share attributable to MYR Group Inc of $0.09. During the nine months ended September 30, 2018, changes in estimates pertaining to certain projects decreased consolidated gross margin by 0.4%, which resulted in decreases in operating income of $3.9 million, net income attributable to MYR Group Inc. of $2.8 million and diluted earnings per common share attributable to MYR Group Inc. of $0.17. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Changes to U.S. GAAP are typically established by the Financial Accounting Standards Board (“FASB”) in the form of accounting standards updates (“ASUs”) to the FASB’s Accounting Standards Codification (“ASC”). The Company considers the applicability and impact of all ASUs. The Company, based on its assessment, determined that any recently issued or proposed ASUs not listed below are either not applicable to the Company or adoption will have minimal impact on its consolidated financial statements Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . The amendments under this pronouncement changed the way all leases with durations in excess of one year are treated. Under this guidance, lessees are required to recognize virtually all leases on the balance sheet as a right-of-use asset and an associated finance lease liability or operating lease liability. The right-of-use asset represents the lessee’s right to use, or control the use of, a specified asset for the specified lease term. The lease liability represents the lessee’s obligation to make lease payments arising from the lease, measured on a discounted basis. Based on certain characteristics, leases are classified as finance leases or operating leases. Finance lease liabilities, which contain provisions similar to capitalized leases under the prior accounting standards, are amortized as amortization expense and interest expense in the statement of operations. Operating lease liabilities and right-of-use assets are adjusted to result in a single straight-line lease expense over the life of the lease. On January 1, 2019, the Company adopted ASU No. 2016-02, Leases (Topic 842) using the modified retrospective method. The modified retrospective basis provides a method for recording existing leases at adoption and in comparative periods that approximates the results of a full retrospective approach using the cumulative-effect approach for recording the transition adjustment as of the effective date. Financial results reported in prior periods are unchanged. See Note 4–Lease Obligations for further information related to the Company’s accounting policy and transition disclosures associated with the adoption of this pronouncement. Recently Issued Accounting Pronouncements In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , which simplifies the subsequent measurement of goodwill, through the elimination of Step 2 from the goodwill impairment test. Instead, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The update is effective for any annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The guidance requires application on a prospective basis. The Company does not expect that this pronouncement will have a significant impact on its financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments , which introduced an expected credit loss methodology for the measurement and recognition of credit losses on most financial instruments, including trade receivables and off-balance sheet credit exposures. Under this guidance, an entity is required to consider a broader range of information to estimate expected credit losses, which may result in earlier recognition of losses. This ASU also requires disclosure of information regarding how a company developed its allowance, including changes in the factors that influenced management’s estimate of expected credit losses and the reasons for those changes. The ASU and its related clarifying updates are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted. The adoption of this standard will be through a cumulative-effect adjustment to retained earnings as of the effective date. Based on our historical experience, the Company does not expect that this pronouncement will have a significant impact in its financial statements or on the estimate of the allowance for uncollectable accounts. In August 2018, the FASB issued ASU Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement , which modifies the disclosure requirements for Level 1, Level 2 and Level 3 instruments in the fair value hierarchy. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted for any eliminated or modified disclosures. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements or disclosures. Change in Accounting Policy On January 1, 2019, the Company adopted ASU No. 2016-02, Leases (Topic 842) using the modified retrospective method. Under this guidance, the net present value of future lease payments are recorded as right-of-use assets and liabilities. In addition, the Company elected the ‘package of practical expedients’ permitted under the transition guidance within the new standard, which among other things, allowed the Company to carry forward the historical lease classification. In addition, the Company elected not to utilize the hindsight practical expedient to determine the lease term for existing leases. The Company elected the short-term lease recognition exemption for all leases that qualify. This means, for those leases that qualify, the Company did not recognize right-of-use assets or lease liabilities, including not recognizing right-of-use assets or lease liabilities for existing short-term leases of those assets in transition. The Company also elected the practical expedient to not separate lease and non-lease components for our real estate and vehicle leases. Adoption of the new standard resulted in the recording of additional operating right-of-use assets and operating lease liabilities of approximately $15.1 million, as of January 1, 2019. The adoption of Topic 842 did not impact the Company’s retained earnings, consolidated net earnings or cash flows. |
Fair Value Measurements | Fair Value Measurements The Company uses the three-tier hierarchy of fair value measurement, which prioritizes the inputs used in measuring fair value based upon their degree of availability in external active markets. These tiers include: Level 1 (the highest priority), defined as observable inputs, such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3 (the lowest priority), defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. |
Earnings Per Share | Earnings Per Share The Company computes earnings per share attributable to MYR Group Inc. using the treasury stock method. Under the treasury stock method, basic earnings per share attributable to MYR Group Inc. are computed by dividing net income available to stockholders by the weighted average number of common shares outstanding during the period, and diluted earnings per share are computed by dividing net income available to stockholders by the weighted average number of common shares outstanding during the period plus all potentially dilutive common stock equivalents, except in cases where the effect of the common stock equivalent would be anti-dilutive. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Acquisitions | |
Schedule of acquisitions | The following table summarizes the preliminary allocation of the opening balance sheet from the date of the CSI acquisition through September 30, 2019: (as of acquisition date) July 15, (in thousands) 2019 Consideration paid $ 79,720 Preliminary estimated net asset adjustments 633 Total consideration, net of net asset adjustments $ 80,353 Accounts receivable, net $ 59,579 Contract assets 38,970 Other current assets 83 Property and equipment 7,964 Operating lease right-of-use assets 9,933 Intangible assets 26,000 Other long term assets 149 Accounts payable (29,533) Accrued salaries and benefits (8,091) Contract liabilities (18,934) Current portion of operating lease obligations (2,526) Other current liabilities (4,776) Operating lease obligations, net of current maturities (7,407) Long-term debt (20) Net identifiable assets and liabilities 71,391 Goodwill $ 8,962 The following table summarizes the allocation of the opening balance sheet from the date of the Huen Companies acquisition through September 30, 2019: (as of Measurement acquisition date) Period Final Acquisition (in thousands) July 2, 2018 Adjustments Allocation Consideration paid $ 47,082 $ — $ 47,082 Preliminary estimated net asset adjustments 10,749 85 10,834 Total consideration, net of net asset adjustments $ 57,831 $ 85 $ 57,916 Accounts receivable, net $ 33,903 $ (207) $ 33,696 Contract assets 10,570 1,010 11,580 Other current and long term assets 88 (11) 77 Property and equipment 3,188 — 3,188 Intangible assets — 24,300 24,300 Accounts payable (9,592) (1,274) (10,866) Contract liabilities (6,394) 525 (5,869) Other current liabilities (6,570) 49 (6,521) Net identifiable assets and liabilities 25,193 24,392 49,585 Unallocated intangible assets 9,800 (9,800) — Total acquired assets and liabilities 34,993 14,592 49,585 Fair value of acquired noncontrolling interest (1,273) (7) (1,280) Goodwill $ 24,111 $ (14,500) $ 9,611 |
Schedule of supplemental pro forma financial information | Future results may vary significantly from the results reflected in the following pro forma financial information because of future events and transactions, as well as other factors: Three months ended Nine months ended September 30, September 30, 2019 2018 2019 2018 (in thousands, except per share data) (unaudited) (unaudited) (unaudited) (unaudited) Contract revenues $ 596,600 $ 474,783 $ 1,672,149 $ 1,277,341 Net income $ 10,743 $ 5,602 $ 26,515 $ 18,940 Net income attributable to MYR Group, Inc. $ 10,637 $ 5,600 $ 27,991 $ 18,938 Income per common share attributable to MYR Group Inc.: —Basic $ 0.64 $ 0.34 $ 1.69 $ 1.15 —Diluted $ 0.64 $ 0.34 $ 1.68 $ 1.14 Weighted average number of common shares and potential common shares outstanding: —Basic 16,614 16,492 16,576 16,423 —Diluted 16,714 16,630 16,692 16,580 |
Contract Assets and Liabiliti_2
Contract Assets and Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Contract Assets and Liabilities | |
Schedule of contract assets and liabilities from contracts with customers | Contract assets consisted of the following: September 30, December 31, (in thousands) 2019 2018 Change Unbilled revenue $ 150,485 $ 111,153 $ 39,332 Contract retainages, net 88,007 49,128 38,879 Contract assets $ 238,492 $ 160,281 $ 78,211 Contract liabilities consisted of the following: September 30, December 31, (in thousands) 2019 2018 Change Deferred revenue $ 75,641 $ 57,051 $ 18,590 Accrued loss provision 1,652 1,483 169 Contract liabilities $ 77,293 $ 58,534 $ 18,759 The following table provides information about contract assets and contract liabilities from contracts with customers: September 30, December 31, (in thousands) 2019 2018 Change Contract assets $ 238,492 $ 160,281 $ 78,211 Contract liabilities (77,293) (58,534) (18,759) Net contract assets (liabilities) $ 161,199 $ 101,747 $ 59,452 |
Schedule of net asset position for contracts in process | The net asset position for contracts in process consisted of the following: September 30, December 31, (in thousands) 2019 2018 Costs and estimated earnings on uncompleted contracts $ 3,335,968 $ 2,718,713 Less: billings to date 3,261,124 2,664,611 $ 74,844 $ 54,102 The net asset position for contracts in process is included within the contract asset and contract liability in the accompanying consolidated balance sheets as follows: September 30, December 31, (in thousands) 2019 2018 Unbilled revenue $ 150,485 $ 111,153 Deferred revenue (75,641) (57,051) $ 74,844 $ 54,102 |
Lease Obligations (Tables)
Lease Obligations (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Lease Obligations | |
Summary of the lease-related assets and liabilities | The following is a summary of the lease-related assets and liabilities recorded as of September 30, 2019: (in thousands) Assets Classification on the Consolidated Balance Sheet Operating lease right-of-use assets Operating lease right-of-use assets $ 22,968 Finance lease right-of-use assets Property and equipment, net of accumulated depreciation 1,781 Total right-of-use lease assets $ 24,749 Liabilities Current Operating lease obligations Current portion of operating lease obligations $ 6,068 Finance lease obligations Current portion of finance lease obligations 1,144 Total current obligations 7,212 Non-current Operating lease obligations Operating lease obligations, net of current maturities 17,084 Finance lease obligations Finance lease obligations, net of current maturities 633 Total non-current obligations 17,717 Total lease obligations $ 24,929 |
Summary of the lease terms and discount rates | The following is a summary of the lease terms and discount rates as of September 30, 2019: Weighted-average remaining lease term - finance leases 1.6 years Weighted-average remaining lease term - operating leases 4.1 years Weighted-average discount rate - finance leases Weighted-average discount rate - operating leases |
Schedule of lease costs | The following is a summary of certain information related to the lease costs for finance and operating leases for the three and nine months ended September 30, 2019: Three months ended Nine months ended (in thousands) September 30, 2019 September 30, 2019 Lease cost: Finance lease cost: Amortization of right-of-use assets $ 273 $ 820 Interest on lease liabilities 16 53 Operating lease cost 2,055 5,016 Short-term lease cost — 8 Variable lease costs 67 198 Total lease cost $ 2,411 $ 6,095 |
Summary of supplemental cash flow information | The following is a summary of other information and supplemental cash flow information related to finance and operating leases for the nine months ended September 30, 2019: (in thousands) Other information: Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 5,064 Right-of-use asset obtained in exchange for new operating lease obligations $ 11,374 |
Schedule of future minimum operating lease payments | The future undiscounted minimum lease payments, as reconciled to the discounted minimum lease obligation indicated on the Company’s consolidated balance sheets, under financial leases, less interest, and under operating leases, less imputed interest, as of September 30, 2019 were as follows: Finance Operating Total Lease Lease Lease (in thousands) Obligations Obligations Obligations Remainder of 2019 $ 296 $ 2,202 $ 2,498 2020 1,185 7,407 8,592 2021 345 6,407 6,752 2022 — 5,051 5,051 2023 — 3,296 3,296 Thereafter — 3,138 3,138 Total minimum lease payments 1,826 27,501 29,327 Financing component (49) (4,349) (4,398) Net present value of minimum lease payments 1,777 23,152 24,929 Less: current portion of finance and operating lease obligations (1,144) (6,068) (7,212) Long-term finance and operating lease obligations $ 633 $ 17,084 $ 17,717 |
Schedule of future minimum finance lease payments | The future undiscounted minimum lease payments, as reconciled to the discounted minimum lease obligation indicated on the Company’s consolidated balance sheets, under financial leases, less interest, and under operating leases, less imputed interest, as of September 30, 2019 were as follows: Finance Operating Total Lease Lease Lease (in thousands) Obligations Obligations Obligations Remainder of 2019 $ 296 $ 2,202 $ 2,498 2020 1,185 7,407 8,592 2021 345 6,407 6,752 2022 — 5,051 5,051 2023 — 3,296 3,296 Thereafter — 3,138 3,138 Total minimum lease payments 1,826 27,501 29,327 Financing component (49) (4,349) (4,398) Net present value of minimum lease payments 1,777 23,152 24,929 Less: current portion of finance and operating lease obligations (1,144) (6,068) (7,212) Long-term finance and operating lease obligations $ 633 $ 17,084 $ 17,717 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt | |
Schedule of total debt | The table below reflects the Company’s total debt, including borrowings under its credit agreement and master loan agreements for equipment notes: Outstanding Outstanding Balance as of Balance as of Stated Interest Payment Term September 30, December 31, (dollar amounts in thousands) Inception Date Rate (per annum) Frequency (years) 2019 2018 Credit Agreement Revolving loans 9/13/2019 Variable Variable 5 $ 125,973 $ 58,306 Equipment Notes Equipment Note 1 9/28/2018 4.16% Semi-annual 5 10,793 12,655 Equipment Note 2 9/28/2018 4.23% Semi-annual 7 11,200 12,279 Equipment Note 3 12/31/2018 3.97% Semi-annual 5 2,124 2,291 Equipment Note 4 12/31/2018 4.02% Semi-annual 7 2,211 2,313 Equipment Note 5 12/31/2018 4.01% Semi-annual 7 1,851 1,948 Equipment Note 6 6/25/2019 2.89% Semi-annual 7 15,005 — Equipment Note 7 6/24/2019 3.09% Semi-annual 5 9,033 — 52,217 31,486 Total debt 178,190 89,792 Less: current portion of long-term debt (6,552) (3,681) Long-term debt $ 171,638 $ 86,111 |
Schedule of remaining principal payments for long term obligations | The following table sets forth our remaining principal payments for the Company’s outstanding Equipment Notes as of September 30, 2019: Future Equipment Notes (in thousands) Principal Payments Remainder of 2019 $ 1,729 2020 6,608 2021 6,852 2022 7,107 2023 10,360 2024 5,964 Thereafter 13,597 Total future principal payments $ 52,217 Less: current portion of equipment notes (6,552) Long-term principal obligations $ 45,665 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue Recognition | |
Schedule of revenue by contract and market type | The components of the Company’s revenue by contract type for the three months ended September 30, 2019 and 2018 were as follows: Three Months Ended September 30, 2019 T&D C&I Total ( dollars in thousands) Amount Percent Amount Percent Amount Percent Fixed price $ 157,357 53.4 % $ 220,872 76.6 % $ 378,229 64.9 % Unit price 49,392 16.7 19,518 6.8 68,910 11.8 T&E 84,299 28.6 32,868 11.4 117,167 20.1 Other 3,892 1.3 15,016 5.2 18,908 3.2 $ 294,940 100.0 % $ 288,274 100.0 % $ 583,214 100.0 % Three Months Ended September 30, 2018 T&D C&I Total (dollars in thousands) Amount Percent Amount Percent Amount Percent Fixed price $ 82,058 36.9 % $ 132,439 74.8 % $ 214,497 53.7 % Unit price 42,751 19.2 14,256 8.1 57,007 14.3 T&E 76,520 34.4 9,431 5.3 85,951 21.5 Other 21,202 9.5 20,880 11.8 42,082 10.5 $ 222,531 100.0 % $ 177,006 100.0 % $ 399,537 100.0 % The components of the Company’s revenue by contract type for the nine months ended September 30, 2019 and 2018 were as follows: Nine Months Ended September 30, 2019 T&D C&I Total (dollars in thousands) Amount Percent Amount Percent Amount Percent Fixed price $ 410,253 49.8 % $ 469,700 69.4 % $ 879,953 58.7 % Unit price 152,748 18.6 42,361 6.3 195,109 13.0 T&E 237,448 28.8 82,592 12.2 320,040 21.3 Other 22,949 2.8 82,033 12.1 104,982 7.0 $ 823,398 100.0 % $ 676,686 100.0 % $ 1,500,084 100.0 % Nine Months Ended September 30, 2018 T&D C&I Total (dollars in thousands) Amount Percent Amount Percent Amount Percent Fixed price $ 238,723 37.5 % $ 312,033 69.5 % $ 550,756 50.8 % Unit price 130,058 20.5 39,314 8.8 169,372 15.6 T&E 224,938 35.4 27,830 6.2 252,768 23.3 Other 42,123 6.6 69,805 15.5 111,928 10.3 $ 635,842 100.0 % $ 448,982 100.0 % $ 1,084,824 100.0 % The components of the Company’s revenue by market type for the three months ended September 30, 2019 and 2018 were as follows: Three Months Ended September 30, 2019 Three Months Ended September 30, 2018 (dollars in thousands) Amount Percent Segment Amount Percent Segment Transmission $ 196,083 33.6 % T&D $ 121,619 30.4 % T&D Distribution 98,857 17.0 T&D 100,912 25.3 T&D Electrical construction 288,274 49.4 C&I 177,006 44.3 C&I Total revenue $ 583,214 100.0 % $ 399,537 100.0 % The components of the Company’s revenue by market type for the nine months ended September 30, 2019 and 2018 were as follows: Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 (dollars in thousands) Amount Percent Segment Amount Percent Segment Transmission $ 553,314 36.9 % T&D $ 377,780 34.8 % T&D Distribution 270,084 18.0 T&D 258,062 23.8 T&D Electrical construction 676,686 45.1 C&I 448,982 41.4 C&I Total revenue $ 1,500,084 100.0 % $ 1,084,824 100.0 % |
Schedule of amount of the remaining performance obligations that the company reasonably estimates will not be recognized within the next twelve months | The following table summarizes the amount of remaining performance obligations as of September 30, 2019 that the Company expects to be realized and the amount of the remaining performance obligations that the Company reasonably estimates will not be recognized within the next twelve months. Remaining Performance Obligations at September 30, 2019 Amount estimated to not be Total at (in thousands) Total recognized within 12 months December 31, 2018 T&D $ 368,865 $ 27,018 $ 418,178 C&I 899,859 208,699 644,547 Total $ 1,268,724 $ 235,717 $ 1,062,725 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Information | |
Schedule of segment's internal financial reports | The information in the following table is derived from the segment’s internal financial reports used for corporate management purposes: Three months ended Nine months ended September 30, September 30, (in thousands) 2019 2018 2019 2018 Contract revenues: T&D $ 294,940 $ 222,531 $ 823,398 $ 635,842 C&I 288,274 177,006 676,686 448,982 $ 583,214 $ 399,537 $ 1,500,084 $ 1,084,824 Income from operations: T&D $ 17,726 $ 13,935 $ 48,706 $ 38,494 C&I 10,795 10,227 20,365 25,198 General Corporate (11,259) (10,025) (32,773) (30,791) $ 17,262 $ 14,137 $ 36,298 $ 32,901 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share | |
Schedule of weighted average number of common shares used to compute basic and dilute earnings per share | Net income attributable to MYR Group Inc. and the weighted average number of common shares used to compute basic and diluted earnings per share were as follows: Three months ended Nine months ended September 30, September 30, (in thousands, except per share data) 2019 2018 2019 2018 Numerator: Net income attributable to MYR Group Inc. $ 10,355 $ 7,957 $ 24,915 $ 20,436 Denominator: Weighted average common shares outstanding 16,614 16,492 16,576 16,423 Weighted average dilutive securities 100 138 116 157 Weighted average common shares outstanding, diluted 16,714 16,630 16,692 16,580 Income per common share attributable to MYR Group Inc.: Basic $ 0.62 $ 0.48 $ 1.50 $ 1.24 Diluted $ 0.62 $ 0.48 $ 1.49 $ 1.23 |
Schedule of shared excluded from calculation of dilute securities | The following table summarizes the shares of common stock underlying the Company’s unexercised stock options, unvested time-vested stock awards and unvested performance awards that were excluded from the calculation of dilutive securities: Three months ended Nine months ended September 30, September 30, (in thousands) 2019 2018 2019 2018 Time-vested stock awards — 1 — 1 Performance awards 30 2 73 68 |
Organization, Business and Ba_3
Organization, Business and Basis of Presentation (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019USD ($)$ / shares | Sep. 30, 2018USD ($)$ / shares | Sep. 30, 2019USD ($)segment$ / shares | Sep. 30, 2018USD ($)$ / shares | |
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||||
Number of business segments (segment) | segment | 2 | |||
Foreign currency gains | $ 100 | $ 0 | ||
Contract with customer, liability, cumulative catch-up adjustment to revenue, change in estimate of transaction price | 31,100 | 8,800 | ||
Increase (decrease) in operating income | $ 17,262 | $ 14,137 | 36,298 | 32,901 |
Increase (decrease) in net income | $ 10,355 | $ 7,957 | $ 24,915 | $ 20,436 |
Increase (decrease) in diluted earnings per common share (in dollars per share) | $ / shares | $ 0.62 | $ 0.48 | $ 1.49 | $ 1.23 |
Contracts Accounted for under Percentage of Completion [Member] | ||||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||||
Increase (decrease) in consolidated gross margin | 0.20% | (0.60%) | (0.50%) | (0.40%) |
Increase (decrease) in operating income | $ 900 | $ (2,100) | $ (7,800) | $ (3,900) |
Increase (decrease) in net income | $ 800 | $ (1,600) | $ (3,300) | $ (2,800) |
Increase (decrease) in diluted earnings per common share (in dollars per share) | $ / shares | $ 0.05 | $ (0.09) | $ (0.20) | $ (0.17) |
Acquisitions - Additional infor
Acquisitions - Additional information (Details) - USD ($) | Jul. 15, 2019 | Jul. 02, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jan. 01, 2018 |
Business Acquisition [Line Items] | |||||||
Income before income taxes | $ 14,215,000 | $ 10,844,000 | $ 32,206,000 | $ 28,378,000 | |||
Amortization of intangible assets | 1,419,000 | $ 743,000 | 2,888,000 | $ 979,000 | |||
CSI Electrical Contractors, Inc [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Total consideration paid | $ 79,720,000 | ||||||
Preliminary estimated net asset adjustments | 633,000 | ||||||
Acquisition related costs | 300,000 | 300,000 | |||||
Revenues | 65,000,000 | 65,000,000 | |||||
Income before income taxes | 1,700,000 | 1,700,000 | |||||
Amortization of intangible assets | 1,100,000 | 1,100,000 | |||||
Total consideration, net of net asset adjustments | $ 80,353,000 | ||||||
CSI Electrical Contractors, Inc [Member] | Revolving Credit Facility [Member] | Pro Forma [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Borrowings under line of credit | $ 79,700,000 | ||||||
CSI Electrical Contractors, Inc [Member] | Margin Guarantee [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Change in contingent consideration | 1,100,000 | 1,100,000 | |||||
CSI Electrical Contractors, Inc [Member] | Certain Performance Targets and Continued Employment of Key Executives [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Change in contingent consideration | 0 | 0 | |||||
Huen Electric Inc [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Total consideration paid | $ 47,082,000 | 47,082,000 | |||||
Preliminary estimated net asset adjustments | 10,749,000 | 10,834,000 | |||||
Total consideration, net of net asset adjustments | $ 57,831,000 | 57,916,000 | |||||
Huen Electric Inc [Member] | Margin Guarantee [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Change in contingent consideration | 0 | 1,400,000 | |||||
Huen Electric Inc [Member] | Certain Performance Targets and Continued Employment of Key Executives [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Change in contingent consideration | $ 900,000 | $ 1,400,000 |
Acquisitions - Summary of acqui
Acquisitions - Summary of acquisition by acquisition (Details) - USD ($) $ in Thousands | Jul. 15, 2019 | Jul. 02, 2018 | Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 65,557 | $ 65,557 | $ 56,588 | ||
CSI Electrical Contractors, Inc [Member] | |||||
Business Acquisition [Line Items] | |||||
Consideration paid | $ 79,720 | ||||
Preliminary estimated net asset adjustments | 633 | ||||
Total consideration, net of net asset adjustments | 80,353 | ||||
Accounts receivable, net | 59,579 | ||||
Contract assets | 38,970 | ||||
Other current assets | 83 | ||||
Property and equipment | 7,964 | ||||
Operating lease right-of-use assets | 9,933 | ||||
Intangible assets | 26,000 | ||||
Other long term assets | 149 | ||||
Accounts payable | (29,533) | ||||
Accrued salaries and benefits | (8,091) | ||||
Contract liabilities | (18,934) | ||||
Current portion of operating lease obligations | (2,526) | ||||
Other current liabilities | (4,776) | ||||
Operating lease obligations, net of current maturities | (7,407) | ||||
Long-term debt | (20) | ||||
Net identifiable assets and liabilities | 71,391 | ||||
Goodwill | $ 8,962 | ||||
Huen Electric Inc [Member] | |||||
Business Acquisition [Line Items] | |||||
Consideration paid | $ 47,082 | 47,082 | |||
Preliminary estimated net asset adjustments | 10,749 | 10,834 | |||
Total consideration, net of net asset adjustments | 57,831 | 57,916 | |||
Accounts receivable, net | 33,903 | 33,696 | 33,696 | ||
Contract assets | 10,570 | 11,580 | 11,580 | ||
Other current and long term assets | 88 | 77 | 77 | ||
Property and equipment | 3,188 | 3,188 | 3,188 | ||
Intangible assets | 0 | 24,300 | 24,300 | ||
Accounts payable | (9,592) | (10,866) | (10,866) | ||
Contract liabilities | (6,394) | (5,869) | (5,869) | ||
Other current liabilities | (6,570) | (6,521) | (6,521) | ||
Net identifiable assets and liabilities | 25,193 | 49,585 | 49,585 | ||
Unallocated intangible assets | 9,800 | 0 | 0 | ||
Total acquired assets and liabilities | 34,993 | 49,585 | 49,585 | ||
Fair value of acquired noncontrolling interest | (1,273) | (1,280) | (1,280) | ||
Goodwill | $ 24,111 | $ 9,611 | 9,611 | ||
Consideration paid | 0 | ||||
Preliminary estimated net asset adjustments | 85 | ||||
Total consideration, net of net asset adjustments | 85 | ||||
Accounts receivable, net | (207) | ||||
Contract assets | 1,010 | ||||
Other current and long term assets | (11) | ||||
Property and equipment | 0 | ||||
Intangible assets | 24,300 | ||||
Accounts payable | (1,274) | ||||
Contract liabilities | 525 | ||||
Other current liabilities | 49 | ||||
Net identifiable assets and liabilities | 24,392 | ||||
Unallocated intangible assets | (9,800) | ||||
Total acquired assets and liabilities | 14,592 | ||||
Fair value of acquired noncontrolling interest | (7) | ||||
Goodwill | $ (14,500) |
Acquisitions - Summary of suppl
Acquisitions - Summary of supplemental pro forma financial information (Details) - CSI Electrical Contractors, Inc [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Business Acquisition [Line Items] | ||||
Contract revenues | $ 596,600 | $ 474,783 | $ 1,672,149 | $ 1,277,341 |
Net income | 10,743 | 5,602 | 26,515 | 18,940 |
Net income attributable to MYR Group, Inc. | $ 10,637 | $ 5,600 | $ 27,991 | $ 18,938 |
Income per common share attributable to MYR Group Inc.: | ||||
- Basic (in dollars per share) | $ 0.64 | $ 0.34 | $ 1.69 | $ 1.15 |
- Diluted (in dollars per share) | $ 0.64 | $ 0.34 | $ 1.68 | $ 1.14 |
Weighted average number of common shares and potential common shares outstanding: | ||||
- Basic (in shares) | 16,614 | 16,492 | 16,576 | 16,423 |
- Diluted (in shares) | 16,714 | 16,630 | 16,692 | 16,580 |
Contract Assets and Liabiliti_3
Contract Assets and Liabilities - Summary of contract assets (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Contractors [Line Items] | |||
Unbilled revenue | $ 150,485 | $ 111,153 | |
Contract retainages, net | 88,007 | 49,128 | |
Contract assets | 238,492 | $ 160,281 | |
Changes in contract assets | 38,910 | $ 40,179 | |
Net Period Change [Member] | |||
Contractors [Line Items] | |||
Changes in unbilled revenue | 39,332 | ||
Changes in contract retainages, net | 38,879 | ||
Changes in contract assets | $ 78,211 |
Contract Assets and Liabiliti_4
Contract Assets and Liabilities - Summary of contract liabilities (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Contractors [Line Items] | |||
Deferred revenue | $ 75,641 | $ 57,051 | |
Accrued loss provision | 1,652 | 1,483 | |
Contract liabilities | 77,293 | $ 58,534 | |
Changes in contract liabilities | (397) | $ 8,681 | |
Net Period Change [Member] | |||
Contractors [Line Items] | |||
Changes in deferred revenue | 18,590 | ||
Changes in accrued loss provision | 169 | ||
Changes in contract liabilities | $ 18,759 |
Contract Assets and Liabiliti_5
Contract Assets and Liabilities - Summary of assets and liabilities (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Contractors [Line Items] | |||
Contract assets | $ 238,492 | $ 160,281 | |
Contract liabilities | (77,293) | (58,534) | |
Net contract assets (liabilities) | 161,199 | $ 101,747 | |
Changes in contract assets | 38,910 | $ 40,179 | |
Net Period Change [Member] | |||
Contractors [Line Items] | |||
Changes in contract assets | 78,211 | ||
Changes in contract liabilities | (18,759) | ||
Changes in net contract assets (liabilities) | $ 59,452 |
Contract Assets and Liabiliti_6
Contract Assets and Liabilities - Additional information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Contract Assets and Liabilities | ||||
Revenue recognized during period | $ 11.9 | $ 16.9 | $ 39.4 | $ 22.6 |
Contract Assets and Liabiliti_7
Contract Assets and Liabilities - Contracts in process (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Contract Assets and Liabilities | ||
Costs and estimated earnings on uncompleted contracts | $ 3,335,968 | $ 2,718,713 |
Less: Billings to date | 3,261,124 | 2,664,611 |
Net asset position for contracts in process | $ 74,844 | $ 54,102 |
Contract Assets and Liabiliti_8
Contract Assets and Liabilities - Summary of net asset position for contracts in process (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Contract Assets and Liabilities | ||
Unbilled revenue | $ 150,485 | $ 111,153 |
Deferred revenue | (75,641) | (57,051) |
Net asset position for contracts in process | $ 74,844 | $ 54,102 |
Lease Obligations - Additional
Lease Obligations - Additional information (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Operating And Finance Leases [Line Items] | |||
Additional right of use lease assets | $ 22,968 | $ 0 | |
Long-term finance and operating lease obligations | $ 17,084 | 0 | |
Option to extend lease term (up to) | 5 years | ||
Option to terminate leases, period | 1 year | ||
Minimum lease payments required | $ 27,501 | ||
Leased assets capitalized | 2,600 | ||
Capital lease obligations classified as current | 1,100 | ||
Capital lease obligations outstanding | $ 2,700 | ||
Subsidiaries [Member] | Employees [Member] | |||
Operating And Finance Leases [Line Items] | |||
Minimum lease payments required | $ 4,800 | ||
Lease amortization period | 4 years 9 months 18 days | ||
Minimum [Member] | |||
Operating And Finance Leases [Line Items] | |||
Remaining lease term | 1 year | ||
Maximum [Member] | |||
Operating And Finance Leases [Line Items] | |||
Remaining lease term | 8 years | ||
Accounting Standards Update 2016-02 [Member] | |||
Operating And Finance Leases [Line Items] | |||
Additional right of use lease assets | $ 15,100 | ||
Long-term finance and operating lease obligations | $ 15,100 |
Lease Obligations - Summary of
Lease Obligations - Summary of lease-related assets and liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Assets | ||
Operating lease right-of-use assets | $ 22,968 | $ 0 |
Finance lease right-of-use assets | 1,781 | |
Total right-of-use lease assets | 24,749 | |
Current | ||
Operating lease obligations | 6,068 | 0 |
Finance lease obligations | 1,144 | 1,119 |
Total current obligations | 7,212 | |
Non-current | ||
Operating lease obligations | 17,084 | 0 |
Finance lease obligations | 633 | $ 1,514 |
Total non-current obligations | 17,717 | |
Total lease obligations | $ 24,929 |
Lease Obligations - Summary o_2
Lease Obligations - Summary of the lease terms and discount rates (Details) | Sep. 30, 2019 |
Lease Obligations | |
Weighted-average remaining lease term - finance leases | 1 year 7 months 6 days |
Weighted-average remaining lease term - operating leases | 4 years 1 month 6 days |
Weighted-average discount rate - finance leases | 2.50% |
Weighted-average discount rate - operating leases | 3.80% |
Lease Obligations - Summary o_3
Lease Obligations - Summary of lease related costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Lease cost: | ||
Amortization of right-of-use assets | $ 273 | $ 820 |
Interest on lease liabilities | 16 | 53 |
Operating lease cost | 2,055 | 5,016 |
Short-term lease cost | 0 | 8 |
Variable lease costs | 67 | 198 |
Total lease cost | $ 2,411 | $ 6,095 |
Lease Obligations - Summary o_4
Lease Obligations - Summary of other and supplemental cash flow information related to leases (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Other information: | |
Operating cash flow from operating leases | $ 5,064 |
Right-of-use asset obtained in exchange for new operating lease obligations | $ 11,374 |
Lease Obligations - Schedule of
Lease Obligations - Schedule of future minimum lease payments (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Finance Lease Obligations | ||
Remainder of 2019 | $ 296 | |
2020 | 1,185 | |
2021 | 345 | |
2022 | 0 | |
2023 | 0 | |
Thereafter | 0 | |
Total minimum lease payments | 1,826 | |
Financing component | (49) | |
Net present of minimum lease payments | 1,777 | |
Less: Current portion of financing and operating lease obligations | (1,144) | $ (1,119) |
Long-term financing and operating lease obligations | 633 | 1,514 |
Operating Lease Obligations | ||
Remainder of 2019 | 2,202 | |
2020 | 7,407 | |
2021 | 6,407 | |
2022 | 5,051 | |
2023 | 3,296 | |
Thereafter | 3,138 | |
Total minimum lease payments | 27,501 | |
Financing component | (4,349) | |
Net present value of minimum lease payments | 23,152 | |
Less: Current portion of financing and operating lease obligations | (6,068) | 0 |
Long-term finance and operating lease obligations | 17,084 | $ 0 |
Total Lease Obligations | ||
Remainder of 2019 | 2,498 | |
2020 | 8,592 | |
2021 | 6,752 | |
2022 | 5,051 | |
2023 | 3,296 | |
Thereafter | 3,138 | |
Total minimum lease payments | 29,327 | |
Financing component | (4,398) | |
Net present value of minimum lease payments | 24,929 | |
Less: Current portion of financing and operating lease obligations | (7,212) | |
Long-term financing and operating lease obligations | $ 17,717 |
Debt - Summary of total debt (D
Debt - Summary of total debt (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | ||
Total debt | $ 178,190 | $ 89,792 |
Less: Current portion of long-term debt | (6,552) | (3,681) |
Long-term debt | 171,638 | 86,111 |
Notes Payable to Banks [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | $ 52,217 | 31,486 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Term (years) | 5 years | |
Total debt | $ 125,973 | 58,306 |
Equipment Note One [Member] | Notes Payable to Banks [Member] | ||
Debt Instrument [Line Items] | ||
Stated Interest Rate (per annum) | 4.16% | |
Term (years) | 5 years | |
Total debt | $ 10,793 | 12,655 |
Equipment Note Two [Member] | Notes Payable to Banks [Member] | ||
Debt Instrument [Line Items] | ||
Stated Interest Rate (per annum) | 4.23% | |
Term (years) | 7 years | |
Total debt | $ 11,200 | 12,279 |
Equipment Note Three [Member] | Notes Payable to Banks [Member] | ||
Debt Instrument [Line Items] | ||
Stated Interest Rate (per annum) | 3.97% | |
Term (years) | 5 years | |
Total debt | $ 2,124 | 2,291 |
Equipment Note Four [Member] | Notes Payable to Banks [Member] | ||
Debt Instrument [Line Items] | ||
Stated Interest Rate (per annum) | 4.02% | |
Term (years) | 7 years | |
Total debt | $ 2,211 | 2,313 |
Equipment Note Five [Member] | Notes Payable to Banks [Member] | ||
Debt Instrument [Line Items] | ||
Stated Interest Rate (per annum) | 4.01% | |
Term (years) | 7 years | |
Total debt | $ 1,851 | 1,948 |
Equipment Note Six [Member] | Notes Payable to Banks [Member] | ||
Debt Instrument [Line Items] | ||
Stated Interest Rate (per annum) | 2.89% | |
Term (years) | 7 years | |
Total debt | $ 15,005 | 0 |
Equipment Note Seven [Member] | Notes Payable to Banks [Member] | ||
Debt Instrument [Line Items] | ||
Stated Interest Rate (per annum) | 3.09% | |
Term (years) | 5 years | |
Total debt | $ 9,033 | $ 0 |
Debt - Additional information (
Debt - Additional information (Details) $ in Millions | Sep. 13, 2019USD ($) | Sep. 30, 2019USD ($)item | Dec. 31, 2018USD ($) |
Secured Debt [Member] | Credit Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument term | 5 years | ||
Maximum borrowing capacity | $ 375 | ||
Option to increase borrowing capacity | $ 200 | ||
Percentage of capital stock from direct foreign subsidiaries | 65.00% | ||
Debt instrument covenant leveraged debt ratio restriction | 2.50 | ||
Interest rate on borrowings outstanding | 3.46% | ||
Leverage coverage ratio | 3 | ||
Interest coverage ratio | 3 | ||
Debt instrument restricted maximum liquidity | $ 50 | ||
Deferred debt issuance costs | 1.5 | ||
Unamortized deferred debt issuance costs | 0.4 | ||
Secured Debt [Member] | Credit Agreement [Member] | Canada, Dollars [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 75 | ||
Secured Debt [Member] | Credit Agreement [Member] | Letter of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 150 | ||
Letters of credit outstanding | $ 19.7 | $ 21.2 | |
Secured Debt [Member] | Credit Agreement [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Commitment fee on unused capacity | 0.25% | ||
Secured Debt [Member] | Credit Agreement [Member] | Maximum [Member] | Performance letters of credit [Member] | |||
Debt Instrument [Line Items] | |||
Letter of credit facility commitment percentage | 0.875% | ||
Secured Debt [Member] | Credit Agreement [Member] | Maximum [Member] | Non-performance Letters Of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Letter of credit facility commitment percentage | 1.75% | ||
Secured Debt [Member] | Credit Agreement [Member] | Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate margin | 1.75% | ||
Secured Debt [Member] | Credit Agreement [Member] | Maximum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate margin | 0.75% | ||
Secured Debt [Member] | Credit Agreement [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Commitment fee on unused capacity | 0.15% | ||
Secured Debt [Member] | Credit Agreement [Member] | Minimum [Member] | Performance letters of credit [Member] | |||
Debt Instrument [Line Items] | |||
Letter of credit facility commitment percentage | 0.50% | ||
Secured Debt [Member] | Credit Agreement [Member] | Minimum [Member] | Non-performance Letters Of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Letter of credit facility commitment percentage | 1.00% | ||
Secured Debt [Member] | Credit Agreement [Member] | Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate margin | 1.00% | ||
Secured Debt [Member] | Credit Agreement [Member] | Minimum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate margin | 0.00% | ||
Secured Debt [Member] | Insurance Program Obligations [Member] | Credit Agreement [Member] | Letter of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Letters of credit outstanding | $ 18.5 | 17.6 | |
Secured Debt [Member] | Contract Performance Obligations [Member] | Credit Agreement [Member] | Letter of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Letters of credit outstanding | $ 1.2 | $ 3.6 | |
Notes Payable to Banks [Member] | Master Loan Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Number of equipment notes (equipment note) | item | 7 |
Debt - Schedule of remaining pr
Debt - Schedule of remaining principal payments for long term obligations (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Total future principal payments | $ 178,190 | $ 89,792 |
Less: Current portion of equipment notes | (6,552) | (3,681) |
Long-term principal obligations | 171,638 | 86,111 |
Notes Payable to Banks [Member] | ||
Debt Instrument [Line Items] | ||
Total future principal payments | 52,217 | $ 31,486 |
Master Loan Agreement [Member] | Notes Payable to Banks [Member] | ||
Debt Instrument [Line Items] | ||
Remainder of 2019 | 1,729 | |
2020 | 6,608 | |
2021 | 6,852 | |
2022 | 7,107 | |
2023 | 10,360 | |
2024 | 5,964 | |
Thereafter | 13,597 | |
Total future principal payments | 52,217 | |
Less: Current portion of equipment notes | (6,552) | |
Long-term principal obligations | $ 45,665 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of revenue by contract type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 583,214 | $ 399,537 | $ 1,500,084 | $ 1,084,824 |
Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 583,214 | $ 399,537 | $ 1,500,084 | $ 1,084,824 |
Percent | 100.00% | 100.00% | 100.00% | 100.00% |
Fixed-price Contract [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 378,229 | $ 214,497 | $ 879,953 | $ 550,756 |
Percent | 64.90% | 53.70% | 58.70% | 50.80% |
Unit Price Contract [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 68,910 | $ 57,007 | $ 195,109 | $ 169,372 |
Percent | 11.80% | 14.30% | 13.00% | 15.60% |
TE Contract [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 117,167 | $ 85,951 | $ 320,040 | $ 252,768 |
Percent | 20.10% | 21.50% | 21.30% | 23.30% |
Other Contract [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 18,908 | $ 42,082 | $ 104,982 | $ 111,928 |
Percent | 3.20% | 10.50% | 7.00% | 10.30% |
T&D [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 294,940 | $ 222,531 | $ 823,398 | $ 635,842 |
Percent | 100.00% | 100.00% | 100.00% | 100.00% |
T&D [Member] | Fixed-price Contract [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 157,357 | $ 82,058 | $ 410,253 | $ 238,723 |
Percent | 53.40% | 36.90% | 49.80% | 37.50% |
T&D [Member] | Unit Price Contract [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 49,392 | $ 42,751 | $ 152,748 | $ 130,058 |
Percent | 16.70% | 19.20% | 18.60% | 20.50% |
T&D [Member] | TE Contract [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 84,299 | $ 76,520 | $ 237,448 | $ 224,938 |
Percent | 28.60% | 34.40% | 28.80% | 35.40% |
T&D [Member] | Other Contract [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 3,892 | $ 21,202 | $ 22,949 | $ 42,123 |
Percent | 1.30% | 9.50% | 2.80% | 6.60% |
C&I [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 288,274 | $ 177,006 | $ 676,686 | $ 448,982 |
Percent | 100.00% | 100.00% | 100.00% | 100.00% |
C&I [Member] | Fixed-price Contract [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 220,872 | $ 132,439 | $ 469,700 | $ 312,033 |
Percent | 76.60% | 74.80% | 69.40% | 69.50% |
C&I [Member] | Unit Price Contract [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 19,518 | $ 14,256 | $ 42,361 | $ 39,314 |
Percent | 6.80% | 8.10% | 6.30% | 8.80% |
C&I [Member] | TE Contract [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 32,868 | $ 9,431 | $ 82,592 | $ 27,830 |
Percent | 11.40% | 5.30% | 12.20% | 6.20% |
C&I [Member] | Other Contract [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 15,016 | $ 20,880 | $ 82,033 | $ 69,805 |
Percent | 5.20% | 11.80% | 12.10% | 15.50% |
Revenue Recognition - Schedul_2
Revenue Recognition - Schedule of revenue by market type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 583,214 | $ 399,537 | $ 1,500,084 | $ 1,084,824 |
Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 583,214 | $ 399,537 | $ 1,500,084 | $ 1,084,824 |
Percent | 100.00% | 100.00% | 100.00% | 100.00% |
T&D [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 294,940 | $ 222,531 | $ 823,398 | $ 635,842 |
Percent | 100.00% | 100.00% | 100.00% | 100.00% |
T&D [Member] | Market Type Transmission [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 196,083 | $ 121,619 | $ 553,314 | $ 377,780 |
Percent | 33.60% | 30.40% | 36.90% | 34.80% |
T&D [Member] | Market Type Distribution [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 98,857 | $ 100,912 | $ 270,084 | $ 258,062 |
Percent | 17.00% | 25.30% | 18.00% | 23.80% |
C&I [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 288,274 | $ 177,006 | $ 676,686 | $ 448,982 |
Percent | 100.00% | 100.00% | 100.00% | 100.00% |
C&I [Member] | Market Type Electrical construction [Member] | Revenue from Contract with Customer [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Amount | $ 288,274 | $ 177,006 | $ 676,686 | $ 448,982 |
Percent | 49.40% | 44.30% | 45.10% | 41.40% |
Revenue Recognition - Additiona
Revenue Recognition - Additional information (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Disaggregation of Revenue [Line Items] | |
Remaining performance obligations | $ 1,270 |
Minimum [Member] | |
Disaggregation of Revenue [Line Items] | |
Term of master service agreements (in years) | 1 year |
Short termination notice of master service agreements (in days) | 30 days |
Maximum [Member] | |
Disaggregation of Revenue [Line Items] | |
Term of master service agreements (in years) | 3 years |
Short termination notice of master service agreements (in days) | 90 days |
Revenue Recognition - Summary o
Revenue Recognition - Summary of remaining performance obligations (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Total, Remaining Performance Obligations | $ 1,270,000 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 24 months | |
Total, Remaining Performance Obligations | $ 1,062,725 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 24 months | |
Total, Remaining Performance Obligations | $ 1,268,724 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-10-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 24 months | |
Total, Remaining Performance Obligations | $ 235,717 | |
T&D [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 24 months | |
Total, Remaining Performance Obligations | $ 418,178 | |
T&D [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 24 months | |
Total, Remaining Performance Obligations | $ 368,865 | |
T&D [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-10-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 24 months | |
Total, Remaining Performance Obligations | $ 27,018 | |
C&I [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 24 months | |
Total, Remaining Performance Obligations | $ 644,547 | |
C&I [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 24 months | |
Total, Remaining Performance Obligations | $ 899,859 | |
C&I [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-10-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 24 months | |
Total, Remaining Performance Obligations | $ 208,699 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||||
Federal statutory tax rate | 21.00% | 21.00% | 21.00% | 21.00% | |
Effective tax rate | 26.40% | 26.60% | 27.20% | 28.00% | |
Unrecognized tax benefits | $ 0.2 | $ 0.2 | $ 0.4 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Other Commitments [Line Items] | |
Purchase orders outstanding | $ 4.6 |
Purchase orders outstanding, term | 3 months |
Performance Guarantee [Member] | |
Other Commitments [Line Items] | |
Bonds outstanding | $ 867.1 |
Estimated remaining costs for bonded projects | 378.7 |
Contingencies Excluding Wildfire and Health Insurance [Member] | |
Other Commitments [Line Items] | |
Insurance coverage deductible | 1 |
Wildfire [Member] | |
Other Commitments [Line Items] | |
Insurance coverage deductible | 2 |
Health Insurance [Member] | |
Other Commitments [Line Items] | |
Insurance coverage deductible | $ 0.2 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) | 9 Months Ended |
Sep. 30, 2019plan$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of equity compensation plans (plan) | plan | 2 |
Time vested stock awards [Member] | Long-Term Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares granted (in shares) | shares | 85,640 |
Shares vested (in shares) | shares | 99,655 |
Shares vested, weighted average grant date fair value (in dollars per share) | $ / shares | $ 30.51 |
Shares granted, weighted average grant date fair value (in dollars per share) | $ / shares | $ 34.22 |
Time vested stock awards [Member] | Long-Term Incentive Plan [Member] | Sharebased Payment Arrangement Employee [Member] | Employees [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Amortization period | 3 years |
Time vested stock awards [Member] | Long-Term Incentive Plan [Member] | Sharebased Payment Arrangement Employee [Member] | Director [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Amortization period | 1 year |
Performance awards [Member] | Long-Term Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares granted (in shares) | shares | 72,932 |
Shares granted, weighted average grant date fair value (in dollars per share) | $ / shares | $ 39.26 |
Performance awards [Member] | Long-Term Incentive Plan [Member] | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of potential target shares awarded | 0.00% |
Performance awards [Member] | Long-Term Incentive Plan [Member] | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of potential target shares awarded | 200.00% |
Employee Stock Option [Member] | Long-Term Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares exercised (in shares) | shares | 13,788 |
Shares exercised, weighted average exercise price (in dollars shares) | $ / shares | $ 23.57 |
Internal Measure based Performance Awards [Member] | Long-Term Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Service period | 2 years 9 months 18 days |
Segment Information - Additiona
Segment Information - Additional information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)segment | Sep. 30, 2018USD ($) | |
Segment Reporting Information [Line Items] | ||||
Contract revenues | $ 583,214 | $ 399,537 | $ 1,500,084 | $ 1,084,824 |
Number of business segments (segment) | segment | 2 | |||
C&I [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Contract revenues | 288,274 | 177,006 | $ 676,686 | 448,982 |
C&I [Member] | CANADA | ||||
Segment Reporting Information [Line Items] | ||||
Contract revenues | $ 22,300 | $ 12,800 | $ 55,800 | $ 42,000 |
Segment Information - Summary o
Segment Information - Summary of segment's internal financial reports (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||
Contract revenues | $ 583,214 | $ 399,537 | $ 1,500,084 | $ 1,084,824 |
Income from operations | 17,262 | 14,137 | 36,298 | 32,901 |
T&D [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Contract revenues | 294,940 | 222,531 | 823,398 | 635,842 |
Income from operations | 17,726 | 13,935 | 48,706 | 38,494 |
C&I [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Contract revenues | 288,274 | 177,006 | 676,686 | 448,982 |
Income from operations | 10,795 | 10,227 | 20,365 | 25,198 |
General Corporate [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Income from operations | $ (11,259) | $ (10,025) | $ (32,773) | $ (30,791) |
Noncontrolling Interest (Detail
Noncontrolling Interest (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Noncontrolling Interest [Line Items] | ||||
Capital contributions to joint venture | $ 0 | $ 0 | ||
Net income attributable to noncontrolling interest | 106,000 | $ 2,000 | (1,476,000) | $ 2,000 |
Huen Electric Inc [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Distributions to partners | $ 0 | $ 0 |
Earnings Per Share - Summary of
Earnings Per Share - Summary of weighted average number of common shares used to compute basic and dilute earnings per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Numerator: | ||||
Net income attributable to MYR Group Inc. | $ 10,355 | $ 7,957 | $ 24,915 | $ 20,436 |
Denominator: | ||||
Weighted average common shares outstanding (in shares) | 16,614 | 16,492 | 16,576 | 16,423 |
Weighted average dilutive securities (in shares) | 100 | 138 | 116 | 157 |
Weighted average common shares outstanding, diluted (in shares) | 16,714 | 16,630 | 16,692 | 16,580 |
Income per common share attributable to MYR Group Inc.: | ||||
Basic (in dollars per share) | $ 0.62 | $ 0.48 | $ 1.50 | $ 1.24 |
Diluted (in dollars per share) | $ 0.62 | $ 0.48 | $ 1.49 | $ 1.23 |
Earnings Per Share - Summary _2
Earnings Per Share - Summary of shared excluded from calculation of dilute securities (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Time vested stock awards [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings (in shares) | 0 | 1 | 0 | 1 |
Performance awards [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings (in shares) | 30 | 2 | 73 | 68 |