Document_And_Entity_Informatio
Document And Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Oct. 24, 2014 | |
Document Information [Line Items] | ' | ' |
Entity Registrant Name | 'GP STRATEGIES CORP | ' |
Entity Central Index Key | '0000070415 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Trading Symbol | 'GPX | ' |
Entity Common Stock, Shares Outstanding | ' | 17,093,573 |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Document Fiscal Year Focus | '2014 | ' |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets | ' | ' |
Cash and cash equivalents | $9,118 | $5,647 |
Accounts and other receivables, less allowance for doubtful accounts of $1,475 in 2014 and $1,405 in 2013 | 89,064 | 94,662 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 38,425 | 22,706 |
Prepaid expenses and other current assets | 16,313 | 13,523 |
Total current assets | 152,920 | 136,538 |
Property, plant and equipment | 20,975 | 24,560 |
Accumulated depreciation | -12,572 | -15,329 |
Property, plant and equipment, net | 8,403 | 9,231 |
Goodwill | 127,514 | 116,987 |
Intangible assets, net | 12,161 | 15,129 |
Other assets | 1,686 | 2,271 |
Total assets | 302,684 | 280,156 |
Liabilities and Stockholders' Equity | ' | ' |
Short-term borrowings | 4,880 | 407 |
Accounts payable and accrued expenses | 55,881 | 55,339 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 18,931 | 22,062 |
Total current liabilities | 79,692 | 77,808 |
Other noncurrent liabilities | 12,640 | 9,321 |
Total liabilities | 92,332 | 87,129 |
Stockholders' equity: | ' | ' |
Common stock, par value $0.01 per share | 192 | 192 |
Additional paid-in capital | 166,835 | 167,908 |
Retained earnings | 47,385 | 27,711 |
Treasury stock at cost | 0 | -1,170 |
Accumulated other comprehensive loss | -4,060 | -1,614 |
Total stockholders’ equity | 210,352 | 193,027 |
Total Liabilities and Stockholders' Equity | $302,684 | $280,156 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Per Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Accounts and other receivables, allowance for doubtful accounts (in dollars) | $1,475 | $1,405 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Statement [Abstract] | ' | ' | ' | ' |
Revenue | $123,869 | $113,197 | $376,667 | $319,469 |
Cost of revenue | 101,351 | 93,136 | 311,027 | 264,832 |
Gross profit | 22,518 | 20,061 | 65,640 | 54,637 |
Selling, general and administrative expenses | 11,863 | 9,856 | 34,914 | 28,825 |
Gain on change in fair value of contingent consideration, net | 655 | 135 | 1,513 | 427 |
Operating income | 11,310 | 10,340 | 32,239 | 26,239 |
Interest expense | 117 | 90 | 399 | 256 |
Other income (expense) | -72 | 4 | 185 | 326 |
Income before income tax expense | 11,121 | 10,254 | 32,025 | 26,309 |
Income tax expense | 3,877 | 4,111 | 12,351 | 9,994 |
Net income | $7,244 | $6,143 | $19,674 | $16,315 |
Basic weighted average shares outstanding (in shares) | 19,131 | 19,125 | 19,138 | 19,089 |
Diluted weighted average shares outstanding (in shares) | 19,391 | 19,404 | 19,409 | 19,344 |
Per common share data: | ' | ' | ' | ' |
Basic earnings per share (in dollars per share) | $0.38 | $0.32 | $1.03 | $0.85 |
Diluted earnings per share (in dollars per share) | $0.37 | $0.32 | $1.01 | $0.84 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net income | $7,244 | $6,143 | $19,674 | $16,315 |
Foreign currency translation adjustments | -3,674 | 2,525 | -2,446 | -62 |
Comprehensive income | $3,570 | $8,668 | $17,228 | $16,253 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net income | $19,674 | $16,315 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Gain on change in fair value of contingent consideration, net | -1,513 | -427 |
Depreciation and amortization | 7,477 | 6,255 |
Deferred income taxes | 366 | -216 |
Non-cash compensation expense | 3,510 | 2,867 |
Changes in other operating items: | ' | ' |
Accounts and other receivables | 6,164 | 917 |
Costs and estimated earnings in excess of billings on uncompleted contracts | -15,937 | -9,269 |
Prepaid expenses and other current assets | -2,725 | -2,586 |
Accounts payable and accrued expenses | 6,129 | -71 |
Billings in excess of costs and estimated earnings on uncompleted contracts | -3,778 | -2,110 |
Excess Tax Benefit from Share-based Compensation, Operating Activities | -1,539 | -249 |
Contingent consideration payments in excess of fair value on acquisition date | -1,043 | -708 |
Other | -121 | -469 |
Net cash provided by operating activities | 16,664 | 10,249 |
Cash flows from investing activities: | ' | ' |
Additions to property, plant and equipment | -2,315 | -4,608 |
Acquisitions, net of cash acquired | -8,666 | -13,524 |
Proceeds from Sale of Productive Assets | 246 | 0 |
Net cash used in investing activities | -10,735 | -18,132 |
Cash flows from financing activities: | ' | ' |
Proceeds from short-term borrowings | 4,473 | 4,820 |
Contingent consideration payments | -977 | -1,026 |
Change in negative cash book balance | -2,576 | 1,829 |
Payments Related to Tax Withholding for Share-based Compensation | -1,978 | -523 |
Excess Tax Benefit from Share-based Compensation, Financing Activities | 1,539 | 249 |
Repurchases of common stock in the open market | -3,051 | -935 |
Proceeds from Stock Options Exercised | 81 | 62 |
Other | -4 | -3 |
Net cash provided by (used in) financing activities | -2,493 | 4,473 |
Effect of exchange rate changes on cash and cash equivalents | 35 | 22 |
Net increase (decrease) in cash and cash equivalents | 3,471 | -3,388 |
Cash and cash equivalents at beginning of period | 5,647 | 7,761 |
Cash and cash equivalents at end of period | 9,118 | 4,373 |
Supplemental disclosures of cash flow information: | ' | ' |
Cash paid during the period for income taxes | $14,502 | $10,765 |
Basis_of_Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Basis of Presentation | ' |
Basis of Presentation | |
GP Strategies Corporation is a global performance improvement solutions provider of training, e-Learning solutions, management consulting and engineering services. References in this report to “GP Strategies,” the “Company,” “we” and “our” are to GP Strategies Corporation and its subsidiaries, collectively. | |
The accompanying condensed consolidated balance sheet as of September 30, 2014 and the condensed consolidated statements of operations, comprehensive income and cash flows for the nine months ended September 30, 2014 and 2013 have not been audited, but have been prepared in conformity with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2013, as presented in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013. In the opinion of management, this interim information includes all material adjustments, which are of a normal and recurring nature, necessary for a fair presentation. The results for the 2014 interim period are not necessarily indicative of results to be expected for the entire year. Certain prior year amounts have been reclassified to conform to current year presentation. | |
The condensed consolidated financial statements include the operations of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated. |
Accounting_Standard_Issued
Accounting Standard Issued | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Accounting Standard Issued | ' |
Accounting Standard Issued | |
In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers, which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most current revenue recognition guidance. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASU 2014-09 will be effective for the Company in the first quarter of its fiscal year ending December 31, 2017. The Company is currently in the process of evaluating the impact of adoption of this ASU on the Company's consolidated financial statements. |
Significant_Customers_Concentr
Significant Customers & Concentration of Credit Risk | 9 Months Ended |
Sep. 30, 2014 | |
Risks and Uncertainties [Abstract] | ' |
Significant Customers and Concentration of Credit Risk | ' |
Significant Customers & Concentration of Credit Risk | |
We have a market concentration of revenue in both the automotive sector and financial services & insurance sector. Revenue from the automotive industry accounted for approximately 14% and 16% of our consolidated revenue for the nine months ended September 30, 2014 and 2013, respectively. Revenue from the financial services & insurance industry accounted for approximately 16% and 9% of our consolidated revenue for the nine months ended September 30, 2014 and 2013, respectively. In prior periods, we also had a concentration of revenue from the United States government. For the nine months ended September 30, 2014 and 2013, sales to the United States government and its agencies represented approximately 9% and 10%, respectively, of our consolidated revenue. Revenue was derived from many separate contracts with a variety of government agencies that are regarded by us as separate customers. No single customer accounted for more than 10% of our consolidated revenue for the nine months ended September 30, 2014 and 2013. As of September 30, 2014, billed and unbilled accounts receivable from a single financial services customer totaled $19.7 million, or 15%, of our consolidated accounts receivable and costs and estimated earnings in excess of billings on uncompleted contracts balances. |
Earnings_Per_Share
Earnings Per Share | 9 Months Ended | |||||||||||
Sep. 30, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||
Earnings Per Share | ' | |||||||||||
Earnings Per Share | ||||||||||||
Basic earnings per share (EPS) is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS reflects the potential dilution of common stock equivalent shares that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. | ||||||||||||
Our dilutive common stock equivalent shares consist of stock options and restricted stock units computed under the treasury stock method, using the average market price during the period. The following table presents instruments which were not dilutive and were excluded from the computation of diluted EPS in each period, as well as the dilutive common stock equivalent shares which were included in the computation of diluted EPS: | ||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||
September 30, | September 30, | |||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||
(In thousands) | ||||||||||||
Non-dilutive instruments | — | — | — | 20 | ||||||||
Dilutive common stock equivalents | 260 | 279 | 271 | 255 | ||||||||
Acquisitions
Acquisitions | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||
Business Combinations [Abstract] | ' | |||||||||||||||||||
Acquisitions | ' | |||||||||||||||||||
Acquisitions | ||||||||||||||||||||
Effective Companies | ||||||||||||||||||||
On April 1, 2014, we completed the acquisitions of Effective People and Effective Learning (the “Effective Companies”), providers of human capital management (HCM) solutions, including sales and support of the full SAP SuccessFactors Business Education (BizX) Platform, eLearning and blended learning solutions, as well as recruitment and employee development services. The Effective Companies are headquartered in Copenhagen, Denmark. The upfront purchase price was $9.0 million which was paid in cash at closing and is subject to a working capital adjustment which we expect will be finalized in the fourth quarter of 2014. In addition, the purchase agreement requires up to an additional $5.9 million of consideration, contingent upon the achievement of certain earnings targets during the two twelve-month periods following completion of the acquisition. The purchase price allocation for the acquisition included $1.6 million of customer-related intangible assets which are being amortized over four years from the acquisition date. None of the goodwill recorded for financial statement purposes is deductible for tax purposes. The acquired Effective Companies business is included in the Learning Solutions segment and the results of its operations have been included in the consolidated financial statements beginning April 1, 2014. The pro-forma impact of the acquisition is not material to our results of operations. The acquired Effective Companies business is included in our Denmark subsidiary and its local currency is the Danish Kroner. The purchase price allocation below was translated into U.S. dollars based on the exchange rate in effect on the date of acquisition. | ||||||||||||||||||||
The estimated fair value of the purchase price recorded by us consisted of the following (in thousands): | ||||||||||||||||||||
Cash purchase price | $ | 9,000 | ||||||||||||||||||
Fair value of contingent consideration | 5,345 | |||||||||||||||||||
Estimated working capital adjustment | (91 | ) | ||||||||||||||||||
Total purchase price | $ | 14,254 | ||||||||||||||||||
The preliminary purchase price allocation for the net assets acquired is as follows (in thousands): | ||||||||||||||||||||
Cash | $ | 334 | ||||||||||||||||||
Accounts receivable | 1,283 | |||||||||||||||||||
Prepaid expenses and other assets | 496 | |||||||||||||||||||
Property and equipment | 80 | |||||||||||||||||||
Amortizable intangible assets | 1,613 | |||||||||||||||||||
Goodwill | 12,338 | |||||||||||||||||||
Total assets acquired | $ | 16,144 | ||||||||||||||||||
Accounts payable, accrued expenses and other liabilities | $ | 582 | ||||||||||||||||||
Billings in excess of costs and estimated earnings on uncompleted contracts | 940 | |||||||||||||||||||
Deferred tax liability | 368 | |||||||||||||||||||
Total liabilities assumed | 1,890 | |||||||||||||||||||
Net assets acquired | $ | 14,254 | ||||||||||||||||||
Contingent Consideration | ||||||||||||||||||||
Accounting Standards Codification (“ASC”) Topic 805 requires that contingent consideration be recognized at fair value on the acquisition date and be re-measured each reporting period with subsequent adjustments recognized in the consolidated statement of operations. We estimate the fair value of contingent consideration liabilities based on financial projections of the acquired companies and estimated probabilities of achievement and discount the liabilities to present value using a weighted-average cost of capital. Contingent consideration is valued using significant inputs that are not observable in the market which are defined as Level 3 inputs pursuant to fair value measurement accounting. We believe our estimates and assumptions are reasonable; however, there is significant judgment involved. At each reporting date, the contingent consideration obligation is revalued to estimated fair value, and changes in fair value subsequent to the acquisitions are reflected in income or expense in the consolidated statements of operations, and could cause a material impact to, and volatility in, our operating results. Changes in the fair value of contingent consideration obligations may result from changes in discount periods, changes in the timing and amount of revenue and/or earnings estimates and changes in probability assumptions with respect to the likelihood of achieving the various earn-out criteria. | ||||||||||||||||||||
Below is a summary of the potential contingent consideration we may be required to pay in connection with completed acquisitions as of September 30, 2014 (dollars in thousands): | ||||||||||||||||||||
Original range | ||||||||||||||||||||
of potential | As of September 30, 2014 | |||||||||||||||||||
undiscounted | Maximum contingent consideration due in | |||||||||||||||||||
Acquisition: | payments | 2014 | 2015 | 2016 | Total | |||||||||||||||
Prospero | $0 - $4,482 | $ | — | $ | 1,793 | $ | — | $ | 1,793 | |||||||||||
Effective Companies | $0 - $5,920 | — | 2,960 | 2,960 | 5,920 | |||||||||||||||
Total | $ | — | $ | 4,753 | $ | 2,960 | $ | 7,713 | ||||||||||||
Below is a summary of the changes in the recorded amount of contingent consideration liabilities from December 31, 2013 to September 30, 2014 for each acquisition (dollars in thousands): | ||||||||||||||||||||
Liability as of | Additions | Change in | Foreign | Liability as of | ||||||||||||||||
December 31, | Fair Value of | Currency | September 30, | |||||||||||||||||
Contingent | ||||||||||||||||||||
Acquisition: | 2013 | (Payments) | Consideration | Translation | 2014 | |||||||||||||||
Bath Consulting | $ | 997 | $ | (1,005 | ) | $ | — | $ | 8 | $ | — | |||||||||
Prospero | 1,841 | — | (1,796 | ) | (45 | ) | — | |||||||||||||
Lorien | 959 | (1,015 | ) | 31 | 25 | — | ||||||||||||||
Effective Companies | — | 5,345 | 252 | (412 | ) | 5,185 | ||||||||||||||
Total | $ | 3,797 | $ | 3,325 | $ | (1,513 | ) | $ | (424 | ) | $ | 5,185 | ||||||||
As of September 30, 2014 and December 31, 2013, contingent consideration considered a current liability and included in accounts payable totaled $2.7 million and $2.4 million, respectively. As of September 30, 2014 and December 31, 2013, we also had accrued contingent consideration totaling $2.5 million and $1.4 million, respectively, related to acquisitions which are included in other long-term liabilities on the consolidated balance sheet and represent the portion of contingent consideration estimated to be payable greater than twelve months from the balance sheet date. |
Intangible_Assets
Intangible Assets | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Intangible Assets | ' | |||||||||||||||||||||||
Intangible Assets | ||||||||||||||||||||||||
Goodwill | ||||||||||||||||||||||||
Changes in the carrying amount of goodwill by reportable business segment for the nine months ended September 30, 2014 were as follows (in thousands): | ||||||||||||||||||||||||
Learning | Professional | Sandy | Performance | Energy | Total | |||||||||||||||||||
Solutions | & Technical | Readiness | Services | |||||||||||||||||||||
Services | Solutions | |||||||||||||||||||||||
Balance as of December 31, 2013 | $ | 60,187 | $ | 37,690 | $ | 653 | $ | 9,795 | $ | 8,662 | $ | 116,987 | ||||||||||||
Acquisitions | 12,338 | — | — | — | — | 12,338 | ||||||||||||||||||
Foreign currency translation | (1,773 | ) | — | — | — | (38 | ) | (1,811 | ) | |||||||||||||||
Balance as of September 30, 2014 | $ | 70,752 | $ | 37,690 | $ | 653 | $ | 9,795 | $ | 8,624 | $ | 127,514 | ||||||||||||
Intangible Assets Subject to Amortization | ||||||||||||||||||||||||
Intangible assets with finite lives are subject to amortization over their estimated useful lives. The primary assets included in this category and their respective balances were as follows (in thousands): | ||||||||||||||||||||||||
September 30, 2014 | ||||||||||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | ||||||||||||||||||||||
Amount | Amortization | Amount | ||||||||||||||||||||||
Customer relationships | $ | 27,672 | $ | (16,655 | ) | $ | 11,017 | |||||||||||||||||
Tradenames | 191 | (191 | ) | — | ||||||||||||||||||||
Intellectual property and other | 2,355 | (1,211 | ) | 1,144 | ||||||||||||||||||||
$ | 30,218 | $ | (18,057 | ) | $ | 12,161 | ||||||||||||||||||
December 31, 2013 | ||||||||||||||||||||||||
Customer relationships | $ | 26,470 | $ | (13,070 | ) | $ | 13,400 | |||||||||||||||||
Tradenames | 191 | (119 | ) | 72 | ||||||||||||||||||||
Intellectual property and other | 2,364 | (707 | ) | 1,657 | ||||||||||||||||||||
$ | 29,025 | $ | (13,896 | ) | $ | 15,129 | ||||||||||||||||||
StockBased_Compensation
Stock-Based Compensation | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||||
Stock-Based Compensation | ' | |||||||||||||||
Stock-Based Compensation | ||||||||||||||||
We recognize compensation expense for stock-based compensation awards issued to employees that are expected to vest. Compensation cost is based on the fair value of awards as of the grant date. | ||||||||||||||||
The following table summarizes the pre-tax stock-based compensation expense included in reported net income (in thousands): | ||||||||||||||||
Three months ended September 30, | Nine months ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Non-qualified stock options | $ | 113 | $ | 125 | $ | 367 | $ | 370 | ||||||||
Restricted stock units | 292 | 189 | 886 | 568 | ||||||||||||
Board of Directors stock grants | 86 | 79 | 245 | 246 | ||||||||||||
Total stock-based compensation | $ | 491 | $ | 393 | $ | 1,498 | $ | 1,184 | ||||||||
Pursuant to our 2011 Stock Incentive Plan (the “2011 Plan”), we may grant awards of non-qualified stock options, incentive stock options, restricted stock, stock units, performance shares, performance units and other incentives payable in cash or in shares of our common stock to officers, employees or members of the Board of Directors. As of September 30, 2014, we had non-qualified stock options and restricted stock units outstanding under these plans as discussed below. | ||||||||||||||||
Non-Qualified Stock Options | ||||||||||||||||
Summarized information for the Company’s non-qualified stock options is as follows: | ||||||||||||||||
Number of | Weighted | Weighted | Aggregate | |||||||||||||
average | average | intrinsic | ||||||||||||||
remaining | ||||||||||||||||
contractual | ||||||||||||||||
Stock Options | options | exercise price | term | value | ||||||||||||
Outstanding at December 31, 2013 | 569,300 | $ | 9.41 | |||||||||||||
Granted | — | — | ||||||||||||||
Exercised | (221,550 | ) | 8.02 | |||||||||||||
Forfeited | (3,000 | ) | 15.25 | |||||||||||||
Expired | — | — | ||||||||||||||
Outstanding at September 30, 2014 | 344,750 | $ | 10.25 | 1.85 | $ | 6,368,000 | ||||||||||
Exercisable at September 30, 2014 | 176,450 | $ | 9.84 | 1.74 | $ | 3,332,000 | ||||||||||
Restricted Stock Units | ||||||||||||||||
In addition to stock options, we issue restricted stock units to key employees and members of the Board of Directors based on meeting certain service goals. The stock units vest to the recipients at various dates, up to five years, based on fulfilling service requirements. We recognize the value of the market price of the underlying stock on the date of grant as compensation expense over the requisite service period. Upon vesting, the stock units are settled in shares of our common stock. Summarized share information for our restricted stock units is as follows: | ||||||||||||||||
Nine Months Ended September 30, 2014 | Weighted | |||||||||||||||
average | ||||||||||||||||
grant date | ||||||||||||||||
fair value | ||||||||||||||||
(In shares) | (In dollars) | |||||||||||||||
Outstanding and unvested, beginning of period | 244,031 | $ | 22.17 | |||||||||||||
Granted | 6,615 | 24.2 | ||||||||||||||
Vested | (39,850 | ) | 18.83 | |||||||||||||
Forfeited | (2,361 | ) | 17.75 | |||||||||||||
Outstanding and unvested, end of period | 208,435 | $ | 22.92 | |||||||||||||
Debt
Debt | 9 Months Ended |
Sep. 30, 2014 | |
Debt Disclosure [Abstract] | ' |
Debt | ' |
On September 2, 2014, in connection with the modified "Dutch auction" tender offer which is discussed in more detail in Note 10, we entered into a Fourth Amended and Restated Financing and Security Agreement (the “Credit Agreement”). The Credit Agreement provides for a revolving credit facility up to a maximum principal amount of $65 million and for a term loan in the maximum principal amount of $40 million maturing on October 31, 2017 (the “Maturity Date”), and is secured by substantially all of our assets. | |
The maximum interest rate on the Credit Agreement is the daily one-month LIBOR market index rate plus 2.50%. Based on our financial performance, the interest rate can be reduced to a minimum rate of the daily one-month LIBOR market index rate plus 1.25%, with the rate being determined based on our maximum leverage ratio for the preceding four quarters. Each unpaid advance on the revolving loan will bear interest until the Maturity Date. The term loan is payable in monthly installments equal to $1.1 million plus applicable interest, beginning on November 1, 2014 and ending on the Maturity Date. We may prepay the term loan or the revolving loan, in whole or in part, at any time without premium or penalty, subject to certain conditions. Amounts repaid or prepaid on the term loan may not be reborrowed. | |
The Credit Agreement contains customary affirmative and negative covenants, including covenants that limit or restrict our and our subsidiaries’ (subject to certain exceptions) ability to, among other things, grant liens, make investments, incur indebtedness, merge or consolidate, dispose of assets or make acquisitions. We are also required to maintain compliance with a minimum fixed charge coverage ratio and a maximum leverage ratio. We were in compliance with all of the financial covenants under the Credit Agreement as of September 30, 2014. As of September 30, 2014, there were $4.9 million of borrowings outstanding and $59.3 million of available borrowings under the Credit Agreement. For the nine months ended September 30, 2014, the weighted average interest rate on our borrowings was 1.6%. The tender offer closed on October 3, 2014, at which time we purchased 2,127,706 shares of our common stock for a payment of $61.7 million. To fund the payment, we used the $40 million term loan and additional borrowings under the revolving credit facility. |
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
Income tax expense was $12.4 million, or an effective income tax rate of 38.6%, for the nine months ended September 30, 2014 compared to $10.0 million, or an effective income tax rate of 38.0%, for the nine months ended September 30, 2013. During the third quarter of 2014, we recorded an income tax benefit of $0.6 million resulting from a claim for a deduction under Internal Revenue Code Section 199 for the Domestic Production Deduction on our 2013 U.S. federal income tax return which was not taken in previous years. We are currently evaluating whether a deduction is available to the Company for prior years in which the statute of limitations is open, and we may recognize an income tax benefit in future periods. In addition, during the first quarter of 2013, we recorded one-time income tax benefits totaling $0.4 million for a foreign subsidiary. Excluding these and other discrete items in both years, the effective income tax rate was 40.2% and 39.4% for the nine months ended September 30, 2014 and 2013, respectively. The increase in the effective income tax rate compared to 2013 is primarily due to a higher proportion of earnings in jurisdictions with higher tax rates. Income tax expense for the quarterly periods is based on an estimated annual effective tax rate which includes the U.S. federal, state and local, and non-U.S. statutory rates, permanent differences, and other items that may have an impact on income tax expense. | |
An uncertain tax position taken or expected to be taken in a tax return is recognized in the financial statements when it is more likely than not (i.e., a likelihood of more than fifty percent) that the position would be sustained upon examination by tax authorities that have full knowledge of all relevant information. A recognized tax position is then measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. Interest and penalties related to income taxes are accounted for as income tax expense. As of September 30, 2014, we had no uncertain tax positions reflected on our consolidated balance sheet. The Company files income tax returns in U.S. federal, state and local jurisdictions, and various non-U.S. jurisdictions, and is subject to audit by tax authorities in those jurisdictions. Tax years 2010 through 2013 remain open to examination by these tax jurisdictions, and earlier years remain open to examination in certain of these jurisdictions which have longer statutes of limitations. |
Stockholders_Equity
Stockholders' Equity | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||
Stockholders' Equity Note [Abstract] | ' | |||||||||||||||||||||||
Stockholders' Equity | ' | |||||||||||||||||||||||
Stockholders’ Equity | ||||||||||||||||||||||||
Changes in stockholders’ equity during the nine months ended September 30, 2014 were as follows (in thousands): | ||||||||||||||||||||||||
Common | Additional | Retained | Treasury | Accumulated | Total | |||||||||||||||||||
stock | paid-in | earnings | stock | other | stockholders’ | |||||||||||||||||||
capital | at cost | comprehensive | equity | |||||||||||||||||||||
loss | ||||||||||||||||||||||||
Balance at December 31, 2013 | $ | 192 | $ | 167,908 | $ | 27,711 | $ | (1,170 | ) | $ | (1,614 | ) | $ | 193,027 | ||||||||||
Net income | — | — | 19,674 | — | — | 19,674 | ||||||||||||||||||
Foreign currency translation adjustment | — | — | — | — | (2,446 | ) | (2,446 | ) | ||||||||||||||||
Repurchases of common stock | — | — | — | (3,051 | ) | — | (3,051 | ) | ||||||||||||||||
Stock-based compensation expense | — | 1,498 | — | — | — | 1,498 | ||||||||||||||||||
Income tax benefit from stock-based compensation | — | 1,539 | — | — | — | 1,539 | ||||||||||||||||||
Shares withheld in exchange for tax withholding payments on stock-based compensation | — | (1,978 | ) | — | — | — | (1,978 | ) | ||||||||||||||||
Issuance of stock for employer contributions to retirement plan | — | 169 | — | 1,684 | — | 1,853 | ||||||||||||||||||
Net issuances of stock pursuant to stock compensation plans and other | — | (2,301 | ) | — | 2,537 | — | 236 | |||||||||||||||||
Balance at September 30, 2014 | $ | 192 | $ | 166,835 | $ | 47,385 | $ | — | $ | (4,060 | ) | $ | 210,352 | |||||||||||
On September 2, 2014, we announced the commencement of a modified "Dutch auction" tender offer to repurchase for cash shares of our common stock up to an aggregate purchase price of $80 million within the range of $26.00 to $29.00 per share. The tender offer expired at 12:00 midnight, New York City time, on September 29, 2014 resulting in the Company accepting for payment an aggregate of 2,127,706 shares of GP Strategies Corporation common stock at a purchase price of $29.00 per share, for an aggregate cost of approximately $61.7 million, excluding fees and expenses relating to the tender offer. The total amount of shares purchased in the tender offer represented approximately 11.1% of our issued and outstanding shares as of September 29, 2014. The transaction closed on October 3, 2014 at which time we transferred the funds for the repurchase. To fund the share repurchase, we used borrowings under an amended Credit Agreement which is discussed in more detail in Note 8. As a result of the final outcome of the tender offer, we had approximately 17,086,145 common shares issued and outstanding as of October 3, 2014. |
Business_Segments
Business Segments | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Business Segments | ' | |||||||||||||||
Business Segments | ||||||||||||||||
As of September 30, 2014, we operated through five reportable business segments: (i) Learning Solutions, (ii) Professional & Technical Services, (iii) Sandy Training & Marketing, (iv) Performance Readiness Solutions, and (v) Energy Services. Our Learning Solutions segment represents an aggregation of two operating groups in accordance with the aggregation criteria in U.S. GAAP, while each of the other reportable segments represents individual operating segments. We are organized by operating group primarily based upon the markets served by each group and/or the services performed. Each operating group consists of business units which are focused on providing specific products and services to certain classes of customers or within targeted markets. Marketing and communications, accounting, finance, legal, human resources, information systems and other administrative services are organized at the corporate level. Business development and sales resources are aligned with operating groups to support existing customer accounts and new customer development. | ||||||||||||||||
Further information regarding our business segments is discussed below. | ||||||||||||||||
Learning Solutions. The Learning Solutions segment delivers training, curriculum design and development, e-Learning services, system hosting, training business process outsourcing and consulting services globally. This segment also offers organizational performance solutions including leadership training and employee engagement tools and services. This segment serves large companies in the electronics and semiconductors, healthcare, software, financial services and other industries as well as to government agencies. The ability to deliver a wide range of training services on a global basis allows this segment to take over the entire learning function for the client, including their training personnel. | ||||||||||||||||
Professional & Technical Services. This segment has over four decades of experience providing training, consulting, engineering and technical services, including lean consulting, emergency preparedness, safety and regulatory compliance, chemical demilitarization and environmental services primarily to large companies in the manufacturing, steel, pharmaceutical and petrochemical industries, federal and state government agencies and large government contractors. | ||||||||||||||||
Sandy Training & Marketing. The Sandy Training & Marketing segment provides custom product sales training and has been a leader in serving manufacturing customers in the U.S. automotive industry for over 30 years. Sandy provides custom product sales training designed to better educate customer sales forces with respect to new vehicle features and designs, in effect rapidly increasing the sales force knowledge base and enabling them to address detailed customer queries. Furthermore, Sandy helps our clients assess their customer relationship marketing strategy, measure performance against competitors and connect with their customers on a one-to-one basis. This segment also provides technical training services to automotive manufacturers as well as customers in other industries. | ||||||||||||||||
Performance Readiness Solutions. This segment provides performance consulting and technology consulting services, including platform adoption, end-user training, change management, knowledge management, customer product training outsourcing and sales enablement solutions in industries such as manufacturing, aerospace, healthcare, life sciences, consumer products, financial, telecommunications, services and higher education as well as the public sector. | ||||||||||||||||
Energy Services. The Energy Services segment provides engineering services, products and training primarily to electric power generators. Our proprietary EtaPROTM Performance and Condition Monitoring System provides a suite of real-time software solutions for power generation facilities and is installed on power generating units across the world. In addition to providing custom training solutions, this segment provides web-based training through our GPiLearnTM portal, which offers a variety of courses to power plant personnel in the U.S. and other countries. This segment also provides services to users of alternative fuels, including designing and constructing liquefied natural gas (LNG), liquid to compressed natural gas (LCNG) and hydrogen fueling stations, as well as supplying fuel and equipment. | ||||||||||||||||
We do not allocate the following items to the segments: other income, interest expense, gain (loss) on change in fair value of contingent consideration and income tax expense. Inter-segment revenue is eliminated in consolidation and is not significant. | ||||||||||||||||
The following tables set forth the revenue and operating results attributable to each reportable segment and includes a reconciliation of segment revenue to consolidated revenue and operating results to consolidated income before income tax expense (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenue: | ||||||||||||||||
Learning Solutions | $ | 60,811 | $ | 49,304 | $ | 175,748 | $ | 137,223 | ||||||||
Professional & Technical Services | 20,226 | 19,157 | 58,925 | 54,220 | ||||||||||||
Sandy Training & Marketing | 15,883 | 16,929 | 50,364 | 52,061 | ||||||||||||
Performance Readiness Solutions | 13,315 | 13,037 | 40,454 | 41,491 | ||||||||||||
Energy Services | 13,634 | 14,770 | 51,176 | 34,474 | ||||||||||||
$ | 123,869 | $ | 113,197 | $ | 376,667 | $ | 319,469 | |||||||||
Operating income: | ||||||||||||||||
Learning Solutions | $ | 3,045 | $ | 4,120 | $ | 7,356 | $ | 10,886 | ||||||||
Professional & Technical Services | 2,383 | 1,530 | 6,384 | 4,335 | ||||||||||||
Sandy Training & Marketing | 1,023 | 975 | 3,204 | 2,797 | ||||||||||||
Performance Readiness Solutions | 1,354 | 907 | 2,953 | 1,802 | ||||||||||||
Energy Services | 2,850 | 2,673 | 10,829 | 5,992 | ||||||||||||
Gain on change in fair value of contingent consideration, net | 655 | 135 | 1,513 | 427 | ||||||||||||
Operating income | 11,310 | 10,340 | 32,239 | 26,239 | ||||||||||||
Interest expense | 117 | 90 | 399 | 256 | ||||||||||||
Other income (expense) | (72 | ) | 4 | 185 | 326 | |||||||||||
Income before income tax expense | $ | 11,121 | $ | 10,254 | $ | 32,025 | $ | 26,309 | ||||||||
Accounting_Standard_Issued_Pol
Accounting Standard Issued (Policy) | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Policies [Abstract] | ' |
New Accounting Pronouncements | ' |
In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers, which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most current revenue recognition guidance. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASU 2014-09 will be effective for the Company in the first quarter of its fiscal year ending December 31, 2017. The Company is currently in the process of evaluating the impact of adoption of this ASU on the Company's consolidated financial statements. |
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 9 Months Ended | |||||||||||
Sep. 30, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||
Schedule of Earnings Per Share, Basic and Diluted | ' | |||||||||||
The following table presents instruments which were not dilutive and were excluded from the computation of diluted EPS in each period, as well as the dilutive common stock equivalent shares which were included in the computation of diluted EPS: | ||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||
September 30, | September 30, | |||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||
(In thousands) | ||||||||||||
Non-dilutive instruments | — | — | — | 20 | ||||||||
Dilutive common stock equivalents | 260 | 279 | 271 | 255 | ||||||||
Acquisitions_Tables
Acquisitions (Tables) | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||
Business Combinations [Abstract] | ' | |||||||||||||||||||
Fair value of purchase price and allocation for net assets acquired | ' | |||||||||||||||||||
The estimated fair value of the purchase price recorded by us consisted of the following (in thousands): | ||||||||||||||||||||
Cash purchase price | $ | 9,000 | ||||||||||||||||||
Fair value of contingent consideration | 5,345 | |||||||||||||||||||
Estimated working capital adjustment | (91 | ) | ||||||||||||||||||
Total purchase price | $ | 14,254 | ||||||||||||||||||
The preliminary purchase price allocation for the net assets acquired is as follows (in thousands): | ||||||||||||||||||||
Cash | $ | 334 | ||||||||||||||||||
Accounts receivable | 1,283 | |||||||||||||||||||
Prepaid expenses and other assets | 496 | |||||||||||||||||||
Property and equipment | 80 | |||||||||||||||||||
Amortizable intangible assets | 1,613 | |||||||||||||||||||
Goodwill | 12,338 | |||||||||||||||||||
Total assets acquired | $ | 16,144 | ||||||||||||||||||
Accounts payable, accrued expenses and other liabilities | $ | 582 | ||||||||||||||||||
Billings in excess of costs and estimated earnings on uncompleted contracts | 940 | |||||||||||||||||||
Deferred tax liability | 368 | |||||||||||||||||||
Total liabilities assumed | 1,890 | |||||||||||||||||||
Net assets acquired | $ | 14,254 | ||||||||||||||||||
Summary of potential contingent consideration | ' | |||||||||||||||||||
Below is a summary of the potential contingent consideration we may be required to pay in connection with completed acquisitions as of September 30, 2014 (dollars in thousands): | ||||||||||||||||||||
Original range | ||||||||||||||||||||
of potential | As of September 30, 2014 | |||||||||||||||||||
undiscounted | Maximum contingent consideration due in | |||||||||||||||||||
Acquisition: | payments | 2014 | 2015 | 2016 | Total | |||||||||||||||
Prospero | $0 - $4,482 | $ | — | $ | 1,793 | $ | — | $ | 1,793 | |||||||||||
Effective Companies | $0 - $5,920 | — | 2,960 | 2,960 | 5,920 | |||||||||||||||
Total | $ | — | $ | 4,753 | $ | 2,960 | $ | 7,713 | ||||||||||||
Summary of changes in recorded amount of contingent consideration | ' | |||||||||||||||||||
Below is a summary of the changes in the recorded amount of contingent consideration liabilities from December 31, 2013 to September 30, 2014 for each acquisition (dollars in thousands): | ||||||||||||||||||||
Liability as of | Additions | Change in | Foreign | Liability as of | ||||||||||||||||
December 31, | Fair Value of | Currency | September 30, | |||||||||||||||||
Contingent | ||||||||||||||||||||
Acquisition: | 2013 | (Payments) | Consideration | Translation | 2014 | |||||||||||||||
Bath Consulting | $ | 997 | $ | (1,005 | ) | $ | — | $ | 8 | $ | — | |||||||||
Prospero | 1,841 | — | (1,796 | ) | (45 | ) | — | |||||||||||||
Lorien | 959 | (1,015 | ) | 31 | 25 | — | ||||||||||||||
Effective Companies | — | 5,345 | 252 | (412 | ) | 5,185 | ||||||||||||||
Total | $ | 3,797 | $ | 3,325 | $ | (1,513 | ) | $ | (424 | ) | $ | 5,185 | ||||||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Schedule of Goodwill | ' | |||||||||||||||||||||||
Changes in the carrying amount of goodwill by reportable business segment for the nine months ended September 30, 2014 were as follows (in thousands): | ||||||||||||||||||||||||
Learning | Professional | Sandy | Performance | Energy | Total | |||||||||||||||||||
Solutions | & Technical | Readiness | Services | |||||||||||||||||||||
Services | Solutions | |||||||||||||||||||||||
Balance as of December 31, 2013 | $ | 60,187 | $ | 37,690 | $ | 653 | $ | 9,795 | $ | 8,662 | $ | 116,987 | ||||||||||||
Acquisitions | 12,338 | — | — | — | — | 12,338 | ||||||||||||||||||
Foreign currency translation | (1,773 | ) | — | — | — | (38 | ) | (1,811 | ) | |||||||||||||||
Balance as of September 30, 2014 | $ | 70,752 | $ | 37,690 | $ | 653 | $ | 9,795 | $ | 8,624 | $ | 127,514 | ||||||||||||
Schedule of Finite-Lived Intangible Assets | ' | |||||||||||||||||||||||
The primary assets included in this category and their respective balances were as follows (in thousands): | ||||||||||||||||||||||||
September 30, 2014 | ||||||||||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | ||||||||||||||||||||||
Amount | Amortization | Amount | ||||||||||||||||||||||
Customer relationships | $ | 27,672 | $ | (16,655 | ) | $ | 11,017 | |||||||||||||||||
Tradenames | 191 | (191 | ) | — | ||||||||||||||||||||
Intellectual property and other | 2,355 | (1,211 | ) | 1,144 | ||||||||||||||||||||
$ | 30,218 | $ | (18,057 | ) | $ | 12,161 | ||||||||||||||||||
December 31, 2013 | ||||||||||||||||||||||||
Customer relationships | $ | 26,470 | $ | (13,070 | ) | $ | 13,400 | |||||||||||||||||
Tradenames | 191 | (119 | ) | 72 | ||||||||||||||||||||
Intellectual property and other | 2,364 | (707 | ) | 1,657 | ||||||||||||||||||||
$ | 29,025 | $ | (13,896 | ) | $ | 15,129 | ||||||||||||||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||||
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan | ' | |||||||||||||||
The following table summarizes the pre-tax stock-based compensation expense included in reported net income (in thousands): | ||||||||||||||||
Three months ended September 30, | Nine months ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Non-qualified stock options | $ | 113 | $ | 125 | $ | 367 | $ | 370 | ||||||||
Restricted stock units | 292 | 189 | 886 | 568 | ||||||||||||
Board of Directors stock grants | 86 | 79 | 245 | 246 | ||||||||||||
Total stock-based compensation | $ | 491 | $ | 393 | $ | 1,498 | $ | 1,184 | ||||||||
Schedule of Share-based Compensation, Stock Options, Activity | ' | |||||||||||||||
Summarized information for the Company’s non-qualified stock options is as follows: | ||||||||||||||||
Number of | Weighted | Weighted | Aggregate | |||||||||||||
average | average | intrinsic | ||||||||||||||
remaining | ||||||||||||||||
contractual | ||||||||||||||||
Stock Options | options | exercise price | term | value | ||||||||||||
Outstanding at December 31, 2013 | 569,300 | $ | 9.41 | |||||||||||||
Granted | — | — | ||||||||||||||
Exercised | (221,550 | ) | 8.02 | |||||||||||||
Forfeited | (3,000 | ) | 15.25 | |||||||||||||
Expired | — | — | ||||||||||||||
Outstanding at September 30, 2014 | 344,750 | $ | 10.25 | 1.85 | $ | 6,368,000 | ||||||||||
Exercisable at September 30, 2014 | 176,450 | $ | 9.84 | 1.74 | $ | 3,332,000 | ||||||||||
Schedule of Nonvested Restricted Stock Units Activity | ' | |||||||||||||||
Summarized share information for our restricted stock units is as follows: | ||||||||||||||||
Nine Months Ended September 30, 2014 | Weighted | |||||||||||||||
average | ||||||||||||||||
grant date | ||||||||||||||||
fair value | ||||||||||||||||
(In shares) | (In dollars) | |||||||||||||||
Outstanding and unvested, beginning of period | 244,031 | $ | 22.17 | |||||||||||||
Granted | 6,615 | 24.2 | ||||||||||||||
Vested | (39,850 | ) | 18.83 | |||||||||||||
Forfeited | (2,361 | ) | 17.75 | |||||||||||||
Outstanding and unvested, end of period | 208,435 | $ | 22.92 | |||||||||||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||
Stockholders' Equity Note [Abstract] | ' | |||||||||||||||||||||||
Schedule of Stockholders Equity | ' | |||||||||||||||||||||||
Changes in stockholders’ equity during the nine months ended September 30, 2014 were as follows (in thousands): | ||||||||||||||||||||||||
Common | Additional | Retained | Treasury | Accumulated | Total | |||||||||||||||||||
stock | paid-in | earnings | stock | other | stockholders’ | |||||||||||||||||||
capital | at cost | comprehensive | equity | |||||||||||||||||||||
loss | ||||||||||||||||||||||||
Balance at December 31, 2013 | $ | 192 | $ | 167,908 | $ | 27,711 | $ | (1,170 | ) | $ | (1,614 | ) | $ | 193,027 | ||||||||||
Net income | — | — | 19,674 | — | — | 19,674 | ||||||||||||||||||
Foreign currency translation adjustment | — | — | — | — | (2,446 | ) | (2,446 | ) | ||||||||||||||||
Repurchases of common stock | — | — | — | (3,051 | ) | — | (3,051 | ) | ||||||||||||||||
Stock-based compensation expense | — | 1,498 | — | — | — | 1,498 | ||||||||||||||||||
Income tax benefit from stock-based compensation | — | 1,539 | — | — | — | 1,539 | ||||||||||||||||||
Shares withheld in exchange for tax withholding payments on stock-based compensation | — | (1,978 | ) | — | — | — | (1,978 | ) | ||||||||||||||||
Issuance of stock for employer contributions to retirement plan | — | 169 | — | 1,684 | — | 1,853 | ||||||||||||||||||
Net issuances of stock pursuant to stock compensation plans and other | — | (2,301 | ) | — | 2,537 | — | 236 | |||||||||||||||||
Balance at September 30, 2014 | $ | 192 | $ | 166,835 | $ | 47,385 | $ | — | $ | (4,060 | ) | $ | 210,352 | |||||||||||
Business_Segments_Tables
Business Segments (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Reconciliation of Revenue from Segments to Consolidated | ' | |||||||||||||||
The following tables set forth the revenue and operating results attributable to each reportable segment and includes a reconciliation of segment revenue to consolidated revenue and operating results to consolidated income before income tax expense (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenue: | ||||||||||||||||
Learning Solutions | $ | 60,811 | $ | 49,304 | $ | 175,748 | $ | 137,223 | ||||||||
Professional & Technical Services | 20,226 | 19,157 | 58,925 | 54,220 | ||||||||||||
Sandy Training & Marketing | 15,883 | 16,929 | 50,364 | 52,061 | ||||||||||||
Performance Readiness Solutions | 13,315 | 13,037 | 40,454 | 41,491 | ||||||||||||
Energy Services | 13,634 | 14,770 | 51,176 | 34,474 | ||||||||||||
$ | 123,869 | $ | 113,197 | $ | 376,667 | $ | 319,469 | |||||||||
Operating income: | ||||||||||||||||
Learning Solutions | $ | 3,045 | $ | 4,120 | $ | 7,356 | $ | 10,886 | ||||||||
Professional & Technical Services | 2,383 | 1,530 | 6,384 | 4,335 | ||||||||||||
Sandy Training & Marketing | 1,023 | 975 | 3,204 | 2,797 | ||||||||||||
Performance Readiness Solutions | 1,354 | 907 | 2,953 | 1,802 | ||||||||||||
Energy Services | 2,850 | 2,673 | 10,829 | 5,992 | ||||||||||||
Gain on change in fair value of contingent consideration, net | 655 | 135 | 1,513 | 427 | ||||||||||||
Operating income | 11,310 | 10,340 | 32,239 | 26,239 | ||||||||||||
Interest expense | 117 | 90 | 399 | 256 | ||||||||||||
Other income (expense) | (72 | ) | 4 | 185 | 326 | |||||||||||
Income before income tax expense | $ | 11,121 | $ | 10,254 | $ | 32,025 | $ | 26,309 | ||||||||
Significant_Customers_Concentr1
Significant Customers & Concentration of Credit Risk (Details Textual) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | Single Customer [Member] | Single Customer [Member] | Single Financial Services Customer [Member] | Automotive Industry [Member] | Automotive Industry [Member] | Financial & Insurance Industry [Member] [Member] | Financial & Insurance Industry [Member] [Member] | United States Government [Member] | United States Government [Member] | ||
Concentration Risk [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration risk percentage | ' | ' | 10.00% | 10.00% | 15.00% | 14.00% | 16.00% | 16.00% | 9.00% | 9.00% | 10.00% |
Unbilled accounts receivable | $89,064 | $94,662 | ' | ' | $19,700 | ' | ' | ' | ' | ' | ' |
Earnings_Per_Share_Details
Earnings Per Share (Details) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Earnings Per Share [Abstract] | ' | ' | ' | ' |
Non-dilutive instruments | 0 | 0 | 0 | 20 |
Dilutive common stock equivalents | 260 | 279 | 271 | 255 |
Acquisitions_Details
Acquisitions (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Apr. 01, 2014 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | Effective Companies [Member] | Effective Companies [Member] | Prospero [Member] | ||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' |
Cash purchase price | ' | ' | ' | $9,000 | ' |
Fair value of contingent consideration | ' | ' | ' | 5,345 | ' |
Estimated working capital adjustment | ' | ' | ' | -91 | ' |
Total purchase price | ' | ' | ' | 14,254 | ' |
Cash | ' | ' | ' | 334 | ' |
Accounts receivable | ' | ' | ' | 1,283 | ' |
Prepaid expenses and other assets | ' | ' | ' | 496 | ' |
Property and equipment | ' | ' | ' | 80 | ' |
Amortizable intangible assets | ' | ' | ' | 1,613 | ' |
Goodwill | 127,514 | 116,987 | ' | 12,338 | ' |
Total assets acquired | ' | ' | ' | 16,144 | ' |
Accounts payable, accrued expenses and other liabilities | ' | ' | ' | 582 | ' |
Billings in excess of costs and estimated earnings on uncompleted contracts | ' | ' | ' | 940 | ' |
Deferred tax liability | ' | ' | ' | 368 | ' |
Total liabilities assumed | ' | ' | ' | 1,890 | ' |
Net assets acquired | ' | ' | ' | 14,254 | ' |
Maximum contingent consideration due in 2014 | 0 | ' | ' | ' | 0 |
Maximum contingent consideration due in 2015 | 4,753 | ' | 2,960 | ' | 1,793 |
Maximum contingent consideration due in 2016 | 2,960 | ' | 2,960 | ' | 0 |
Maximum contingent consideration due Total | 7,713 | ' | 5,920 | ' | 1,793 |
Original range of potential undiscounted payments minimum | ' | ' | 0 | ' | 0 |
Original range of potential undiscounted payments maximum | ' | ' | $5,921 | ' | $4,482 |
Acquisitions_Details_1
Acquisitions (Details 1) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Business Acquisition [Line Items] | ' |
Beginning Liability | $3,797 |
Additions (Payments) | 3,325 |
Change in Fair Value of Contingent Consideration | -1,513 |
Foreign Currency Translation | -424 |
Ending Liability | 5,185 |
Bath Consulting [Member] | ' |
Business Acquisition [Line Items] | ' |
Beginning Liability | 997 |
Additions (Payments) | -1,005 |
Change in Fair Value of Contingent Consideration | 0 |
Foreign Currency Translation | 8 |
Ending Liability | 0 |
Prospero [Member] | ' |
Business Acquisition [Line Items] | ' |
Beginning Liability | 1,841 |
Additions (Payments) | 0 |
Change in Fair Value of Contingent Consideration | -1,796 |
Foreign Currency Translation | -45 |
Ending Liability | 0 |
Lorien [Member] | ' |
Business Acquisition [Line Items] | ' |
Beginning Liability | 959 |
Additions (Payments) | -1,015 |
Change in Fair Value of Contingent Consideration | 31 |
Foreign Currency Translation | 25 |
Ending Liability | 0 |
Effective Companies [Member] | ' |
Business Acquisition [Line Items] | ' |
Beginning Liability | 0 |
Additions (Payments) | 5,345 |
Change in Fair Value of Contingent Consideration | 252 |
Foreign Currency Translation | -412 |
Ending Liability | $5,185 |
Acquisitions_Details_Textual
Acquisitions (Details Textual) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Business Acquisition [Line Items] | ' | ' |
Business acquisition contingent consideration, other long term liability | $2,467 | $1,392 |
Business acquisition contingent consideration, accounts payable | $2,718 | $2,405 |
Intangible_Assets_Details
Intangible Assets (Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Goodwill [Roll Forward] | ' |
Beginning Balance | $116,987 |
Acquisitions | 12,338 |
Foreign currency translation | -1,811 |
Ending Balance | 127,514 |
Learning Solutions [Member] | ' |
Goodwill [Roll Forward] | ' |
Beginning Balance | 60,187 |
Acquisitions | 12,338 |
Foreign currency translation | -1,773 |
Ending Balance | 70,752 |
Professional and Technical Services [Member] | ' |
Goodwill [Roll Forward] | ' |
Beginning Balance | 37,690 |
Acquisitions | 0 |
Foreign currency translation | 0 |
Ending Balance | 37,690 |
Sandy [Member] | ' |
Goodwill [Roll Forward] | ' |
Beginning Balance | 653 |
Acquisitions | 0 |
Foreign currency translation | 0 |
Ending Balance | 653 |
Performance Readiness Group [Member] | ' |
Goodwill [Roll Forward] | ' |
Beginning Balance | 9,795 |
Acquisitions | 0 |
Foreign currency translation | 0 |
Ending Balance | 9,795 |
Energy Services [Member] | ' |
Goodwill [Roll Forward] | ' |
Beginning Balance | 8,662 |
Acquisitions | 0 |
Foreign currency translation | -38 |
Ending Balance | $8,624 |
Intangible_Assets_Details_1
Intangible Assets (Details 1) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | $30,218 | $29,025 |
Accumulated Amortization | -18,057 | -13,896 |
Net Carrying Amount | 12,161 | 15,129 |
Customer relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 27,672 | 26,470 |
Accumulated Amortization | -16,655 | -13,070 |
Net Carrying Amount | 11,017 | 13,400 |
Tradenames [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 191 | 191 |
Accumulated Amortization | -191 | -119 |
Net Carrying Amount | 0 | 72 |
Intellectual property and other [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 2,355 | 2,364 |
Accumulated Amortization | -1,211 | -707 |
Net Carrying Amount | $1,144 | $1,657 |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Total stock-based compensation expense | $491 | $393 | $1,498 | $1,184 |
Non-qualified stock options [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Total stock-based compensation expense | 113 | 125 | 367 | 370 |
Restricted stock units [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Total stock-based compensation expense | 292 | 189 | 886 | 568 |
Board of Directors stock grants [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Total stock-based compensation expense | $86 | $79 | $245 | $246 |
StockBased_Compensation_Detail1
Stock-Based Compensation (Details 1) (Non Qualified Stock Option [Member], USD $) | 9 Months Ended |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 |
Non Qualified Stock Option [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Outstanding at December 31, 2013, Number of options | 569,300 |
Granted, Number of options | 0 |
Exercised, Number of options | -221,550 |
Forfeited, Number of options | -3,000 |
Expired, Number of options | 0 |
Outstanding at June 30, 2014, Number of options | 344,750 |
Exercisable at June 30, 2014, Number of options | 176,450 |
Outstanding at December 31, 2013, Weighted average exercise price | $9.41 |
Granted, Weighted average exercise price | $0 |
Exercised, Weighted average exercise price | $8.02 |
Forfeited, Weighted average exercise price | $15.25 |
Expired, Weighted average exercise price | $0 |
Outstanding at June 30, 2014, Weighted average exercise price | $10.25 |
Exercisable at June 30, 2014, Weighted average exercise price | $9.84 |
Outstanding at June 30, 2014, Weighted average remaining contractual term | '1 year 10 months 5 days |
Exercisable at June 30, 2014, Weighted average remaining contractual term | '1 year 8 months 27 days |
Outstanding at June 30, 2014, Aggregate intrinsic value | $6,368 |
Exercisable at June 30, 2014, Aggregate intrinsic value | $3,332 |
StockBased_Compensation_Detail2
Stock-Based Compensation (Details 2) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
RSU [Roll Forward] | ' |
Outstanding and unvested, beginning of period | 244,031 |
Granted | 6,615 |
Vested | -39,850 |
Forfeited | -2,361 |
Outstanding and unvested, end of period | 208,435 |
Outstanding and unvested, beginning of period, Weighted average grant date fair value | $22.17 |
Granted, Weighted average grant date fair value | $24.20 |
Vested, Weighted average grant date fair value | $18.83 |
Forfeited, Weighted average grant date fair value | $17.75 |
Outstanding and unvested, end of period, Weighted average grant date fair value | $22.92 |
Restricted Stock Units (RSUs) [Member] | ' |
RSU [Roll Forward] | ' |
Vesting period | '5 years |
Debt_Details_Textual
Debt (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | 9 Months Ended | 9 Months Ended | ||||
Sep. 30, 2014 | Sep. 30, 2014 | Sep. 02, 2014 | Oct. 03, 2014 | Oct. 03, 2014 | Sep. 02, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
Subsequent Event [Member] | Subsequent Event [Member] | Maximum [Member] | Minimum [Member] | Financing and Security Agreement [Member] | Financing and Security Agreement [Member] | Financing and Security Agreement [Member] | ||||
LIBOR [Member] | LIBOR [Member] | |||||||||
Maximum [Member] | Minimum [Member] | |||||||||
Short-term Debt [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowing capacity | ' | ' | $65,000,000 | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt, Gross | ' | ' | 40,000,000 | ' | 40,000,000 | ' | ' | ' | ' | ' |
Line of Credit Facility, Interest Rate Description | ' | ' | ' | ' | ' | 'LIBOR market index rate plus 2.50% | 'LIBOR market index rate plus 1.25% | ' | ' | ' |
Interest rate spread | ' | ' | ' | ' | ' | ' | ' | ' | 2.25% | 1.00% |
Debt Instrument, Periodic Payment, Principal | 1,111,111.11 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowing outstanding | ' | ' | ' | ' | ' | ' | ' | 4,880,000 | ' | ' |
Available borrowings | ' | ' | ' | ' | ' | ' | ' | 59,317,000 | ' | ' |
Weighted average interest rate | ' | 1.60% | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Repurchased During Period, Shares | ' | ' | ' | 2,127,706 | ' | ' | ' | ' | ' | ' |
Payments for Repurchase of Equity | ' | ' | ' | $61,700,000 | ' | ' | ' | ' | ' | ' |
Income_Taxes_Details_Textual
Income Taxes (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' | ' |
Income tax expense | $3,877 | $4,111 | ' | $12,351 | $9,994 |
Effective income tax rate | ' | ' | ' | 38.60% | 38.00% |
One time income tax benefits | $600 | ' | $373 | ' | ' |
Effective income tax rate excluding discrete items | ' | ' | ' | 40.20% | 39.40% |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | |||||||||||||
Sep. 29, 2014 | Sep. 02, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 29, 2014 | Sep. 02, 2014 | Oct. 03, 2014 | Oct. 03, 2014 | Sep. 02, 2014 | Sep. 02, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
Subsequent Event [Member] | Subsequent Event [Member] | Minimum [Member] | Maximum [Member] | Common Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | |||||||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Repurchase Program, Authorized Amount | ' | $80,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Repurchase Program, Authorized Per Share Range | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $26 | $29 | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Beginning Balance | ' | ' | ' | ' | 193,027,000 | ' | ' | ' | ' | ' | ' | ' | 192,000 | 192,000 | 167,908,000 | 27,711,000 | -1,170,000 | -1,614,000 |
Net income | ' | ' | 7,244,000 | 6,143,000 | 19,674,000 | 16,315,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 19,674,000 | ' | ' |
Foreign currency translation adjustment | ' | ' | ' | ' | -2,446,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -2,446,000 |
Repurchases of common stock | ' | ' | ' | ' | -3,051,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -3,051,000 | ' |
Stock-based compensation expense | ' | ' | 491,000 | 393,000 | 1,498,000 | 1,184,000 | ' | ' | ' | ' | ' | ' | ' | ' | 1,498,000 | ' | ' | ' |
Employee Service Share-based Compensation, Tax Benefit from Compensation Expense | ' | ' | ' | ' | 1,539,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,539,000 | ' | ' | ' |
Payments Related to Tax Withholding for Share-based Compensation | ' | ' | ' | ' | -1,978,000 | -523,000 | ' | ' | ' | ' | ' | ' | ' | ' | -1,978,000 | ' | ' | ' |
Issuance of stock for employer contributions to retirement plan | ' | ' | ' | ' | 1,853,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 169,000 | ' | 1,684,000 | ' |
Other | ' | ' | ' | ' | 236,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -2,301,000 | ' | 2,537,000 | ' |
Ending Balance | ' | ' | 210,352,000 | ' | 210,352,000 | ' | ' | ' | ' | ' | ' | ' | 192,000 | 192,000 | 166,835,000 | 47,385,000 | 0 | -4,060,000 |
Stock Repurchased During Period, Shares | ' | ' | ' | ' | ' | ' | ' | ' | 2,127,706 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Treasury Stock Acquired, Average Cost Per Share | $29 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payments for Repurchase of Equity | ' | ' | ' | ' | ' | ' | ' | ' | 61,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Repurchase Program, Percentage of Outstanding Shares Repurchased | ' | ' | ' | ' | ' | ' | 11.10% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock, Shares, Outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17,086,145 | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt, Gross | ' | ' | ' | ' | ' | ' | ' | $40,000,000 | ' | $40,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Business_Segments_Details
Business Segments (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
segment | ||||
Segment Reporting [Abstract] | ' | ' | ' | ' |
Number of reportable business segments | ' | ' | 5 | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenue | $123,869 | $113,197 | $376,667 | $319,469 |
Gain on change in fair value of contingent consideration, net | 655 | 135 | 1,513 | 427 |
Operating income | 11,310 | 10,340 | 32,239 | 26,239 |
Interest expense | 117 | 90 | 399 | 256 |
Other income (expense) | -72 | 4 | 185 | 326 |
Income before income tax expense | 11,121 | 10,254 | 32,025 | 26,309 |
Learning Solutions [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenue | 60,811 | 49,304 | 175,748 | 137,223 |
Operating income | 3,045 | 4,120 | 7,356 | 10,886 |
Professional and Technical Services [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenue | 20,226 | 19,157 | 58,925 | 54,220 |
Operating income | 2,383 | 1,530 | 6,384 | 4,335 |
Sandy Training and Marketing [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenue | 15,883 | 16,929 | 50,364 | 52,061 |
Operating income | 1,023 | 975 | 3,204 | 2,797 |
Performance Readiness Solutions [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenue | 13,315 | 13,037 | 40,454 | 41,491 |
Operating income | 1,354 | 907 | 2,953 | 1,802 |
Energy Services [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Revenue | 13,634 | 14,770 | 51,176 | 34,474 |
Operating income | $2,850 | $2,673 | $10,829 | $5,992 |