Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Oct. 26, 2016 | |
Document and Entity Information | ||
Entity Registrant Name | US ECOLOGY, INC. | |
Entity Central Index Key | 742,126 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | ECOL | |
Entity Common Stock, Shares Outstanding | 21,779,716 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current Assets: | ||
Cash and cash equivalents | $ 6,383 | $ 5,989 |
Receivables, net | 98,290 | 106,380 |
Prepaid expenses and other current assets | 13,241 | 8,484 |
Income taxes receivable | 951 | 2,017 |
Total current assets | 118,865 | 122,870 |
Property and equipment, net | 219,302 | 210,334 |
Restricted cash and investments | 5,810 | 5,748 |
Intangible assets, net | 234,466 | 239,571 |
Goodwill | 193,655 | 191,823 |
Other assets | 1,212 | 1,641 |
Total assets | 773,310 | 771,987 |
Current Liabilities: | ||
Accounts payable | 15,489 | 17,169 |
Deferred revenue | 6,184 | 8,078 |
Accrued liabilities | 22,040 | 25,634 |
Accrued salaries and benefits | 11,740 | 11,513 |
Income taxes payable | 179 | 117 |
Current portion of closure and post-closure obligations | 2,211 | 2,787 |
Revolving credit facility | 2,303 | |
Current portion of long-term debt | 2,903 | 3,056 |
Total current liabilities | 63,049 | 68,354 |
Long-term closure and post-closure obligations | 72,055 | 68,367 |
Long-term debt | 274,869 | 290,684 |
Other long-term liabilities | 9,764 | 5,825 |
Deferred income taxes | 79,818 | 82,622 |
Total liabilities | 499,555 | 515,852 |
Commitments and contingencies | ||
Stockholders' Equity: | ||
Common stock $0.01 par value, 50,000 authorized; 21,780 and 21,744 shares issued, respectively | 218 | 217 |
Additional paid-in capital | 171,961 | 169,873 |
Retained earnings | 118,115 | 103,300 |
Treasury stock, at cost, 7 and 5 shares, respectively | (52) | (189) |
Accumulated other comprehensive loss | (16,487) | (17,066) |
Total stockholders' equity | 273,755 | 256,135 |
Total liabilities and stockholders' equity | $ 773,310 | $ 771,987 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
CONSOLIDATED BALANCE SHEETS | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 50,000 | 50,000 |
Common stock, shares issued | 21,780 | 21,744 |
Treasury stock, shares | 7 | 5 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
Revenue | $ 124,824 | $ 148,414 | $ 360,493 | $ 424,797 |
Direct operating costs | 85,470 | 102,474 | 249,025 | 297,543 |
Gross profit | 39,354 | 45,940 | 111,468 | 127,254 |
Selling, general and administrative expenses | 18,439 | 23,507 | 57,683 | 71,075 |
Impairment charges | 6,700 | |||
Operating income | 20,915 | 22,433 | 53,785 | 49,479 |
Other income (expense): | ||||
Interest income | 8 | 17 | 90 | 64 |
Interest expense | (4,288) | (5,081) | (13,150) | (16,208) |
Foreign currency gain (loss) | (224) | (994) | 192 | (1,769) |
Other | (19) | 387 | 2,480 | 1,156 |
Total other expense | (4,523) | (5,671) | (10,388) | (16,757) |
Income before income taxes | 16,392 | 16,762 | 43,397 | 32,722 |
Income tax expense | 6,278 | 6,858 | 16,828 | 14,815 |
Net income | $ 10,114 | $ 9,904 | $ 26,569 | $ 17,907 |
Earnings per share: | ||||
Basic (in dollars per share) | $ 0.47 | $ 0.46 | $ 1.22 | $ 0.83 |
Diluted (in dollars per share) | $ 0.46 | $ 0.46 | $ 1.22 | $ 0.82 |
Shares used in earnings per share calculation: | ||||
Basic (in shares) | 21,714 | 21,655 | 21,700 | 21,619 |
Diluted (in shares) | 21,804 | 21,749 | 21,780 | 21,723 |
Dividends paid per share (in dollars per share) | $ 0.18 | $ 0.18 | $ 0.54 | $ 0.54 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||||
Net income | $ 10,114 | $ 9,904 | $ 26,569 | $ 17,907 |
Other comprehensive income (loss): | ||||
Foreign currency translation gain (loss) | (734) | (3,590) | 2,555 | (6,761) |
Net changes in interest rate hedge, net of taxes of $253, ($981), ($1,063) and ($1,072), respectively | 469 | (1,821) | (1,976) | (1,991) |
Comprehensive income, net of tax | $ 9,849 | $ 4,493 | $ 27,148 | $ 9,155 |
CONSOLIDATED STATEMENTS OF COM6
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Other comprehensive income (loss): | ||||
Net changes in interest rate hedge, tax | $ 253 | $ (981) | $ (1,063) | $ (1,072) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 26,569 | $ 17,907 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Impairment charges | 6,700 | |
Depreciation and amortization of property and equipment | 18,561 | 21,726 |
Amortization of intangible assets | 7,907 | 9,558 |
Accretion of closure and post-closure obligations | 3,081 | 3,208 |
Gain on disposition of business | (2,035) | |
Unrealized foreign currency (gain) loss | (381) | 2,740 |
Deferred income taxes | (2,832) | (4,015) |
Share-based compensation expense | 2,182 | 1,736 |
Net (gain) loss on disposal of property and equipment | (228) | 935 |
Amortization of debt issuance costs | 1,583 | 1,501 |
Amortization of debt discount | 111 | 111 |
Changes in assets and liabilities: | ||
Receivables | 8,713 | 7,221 |
Income taxes receivable | 1,102 | 6,560 |
Other assets | 395 | 284 |
Accounts payable and accrued liabilities | (6,560) | (5,256) |
Deferred revenue | (1,942) | (5,371) |
Accrued salaries and benefits | 126 | (1,877) |
Income taxes payable | 63 | (2,317) |
Closure and post-closure obligations | (32) | (4,386) |
Net cash provided by operating activities | 56,383 | 56,965 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (22,550) | (25,693) |
Deposits on Vernon acquisition | (5,049) | |
Business acquisition (net of cash acquired) | (4,934) | |
Purchases of restricted cash and investments | (1,040) | (848) |
Proceeds from divestitures (net of cash divested) | 2,723 | |
Proceeds from sale of restricted cash and investments | 978 | 804 |
Proceeds from sale of property and equipment | 524 | 404 |
Net cash used in investing activities | (29,348) | (25,333) |
Cash flows from financing activities: | ||
Payments on long-term debt and capital lease obligations | (17,326) | (34,848) |
Dividends paid | (11,754) | (11,700) |
Payments on revolving credit facility | (30,546) | (9,379) |
Proceeds from revolving credit facility | 32,849 | 9,379 |
Proceeds from exercise of stock options | 229 | 1,664 |
Other | (188) | 7 |
Net cash used in financing activities | (26,736) | (44,877) |
Effect of foreign exchange rate changes on cash | 95 | (376) |
Increase (decrease) in cash and cash equivalents | 394 | (13,621) |
Cash and cash equivalents at beginning of period | 5,989 | 22,971 |
Cash and cash equivalents at end of period | 6,383 | 9,350 |
Supplemental Disclosures | ||
Income taxes paid, net of receipts | 18,600 | 18,723 |
Interest paid | 11,430 | 14,406 |
Non-cash investing and financing activities: | ||
Capital expenditures in accounts payable | 3,855 | 3,420 |
Acquisition of equipment with financing arrangements | 1,239 | |
Restricted stock issued from treasury shares | $ 415 | $ 292 |
GENERAL
GENERAL | 9 Months Ended |
Sep. 30, 2016 | |
GENERAL | |
GENERAL | NOTE 1. GENERAL Basis of Presentation The accompanying unaudited consolidated financial statements include the results of operations, financial position and cash flows of US Ecology, Inc. and its wholly-owned subsidiaries. All inter-company balances have been eliminated. Throughout these financial statements words such as “we,” “us,” “our,” “US Ecology” and the “Company” refer to US Ecology, Inc. and its subsidiaries. In the opinion of management, the accompanying unaudited consolidated financial statements include all adjustments (consisting only of normal recurring adjustments) necessary to present fairly, in all material respects, the results of the Company for the periods presented. These consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been omitted pursuant to the rules and regulations of the SEC. These consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015. The results of operations for the three and nine months ended September 30, 2016 are not necessarily indicative of the results to be expected for the entire year ending December 31, 2016. For comparative purposes, certain amounts in prior periods’ consolidated financial statements have been reclassified to conform to the current period presentation. On November 1, 2015, we sold our Allstate Power Vac, Inc. (“Allstate”) subsidiary to a private investor group. See Note 3 for additional information. The Company’s consolidated balance sheet as of December 31, 2015 has been derived from the Company’s audited consolidated balance sheet as of that date. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from the estimates and assumptions that we use in the preparation of our financial statements. As it relates to estimates and assumptions in amortization rates and environmental obligations, significant engineering, operations and accounting judgments are required. We review these estimates and assumptions no less than annually. In many circumstances, the ultimate outcome of these estimates and assumptions will not be known for decades into the future. Actual results could differ materially from these estimates and assumptions due to changes in applicable regulations, changes in future operational plans and inherent imprecision associated with estimating environmental impacts far into the future. Recently Issued Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-15, Statements of Cash Flows (Topic 230). This ASU amends the guidance in ASC 230 on the classification of certain cash receipts and payments in the statement of cash flows. The primary purpose of the ASU is to reduce the diversity in practice that has resulted from the lack of consistent principles on this topic. The guidance is effective for annual and interim periods beginning after December 15, 2017. The guidance must be applied retrospectively to all periods presented. Early adoption is permitted. We are assessing the impact the adoption of ASU 2016-15 may have on our consolidated cash flows. In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718) . This ASU simplifies several aspects of the accounting for employee share-based transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. The guidance is effective for annual and interim periods beginning after December 15, 2016. Early adoption is permitted. We are assessing the impact the adoption of ASU 2016-09 may have on our consolidated financial position, results of operations and cash flows. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . The ASU significantly changes the accounting model used by lessees to account for leases, requiring that all material leases be presented on the balance sheet. Lessees will recognize substantially all leases on the balance sheet as a right-of-use asset and a corresponding lease liability. The liability will be equal to the present value of lease payments. The asset will be based on the liability, subject to adjustment, such as for initial direct costs. The guidance is effective for annual and interim periods beginning after December 15, 2018. Early adoption is permitted. We are assessing the impact the adoption of ASU 2016-02 may have on our consolidated financial position, results of operations and cash flows. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) , which provides guidance for revenue recognition. The ASU’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. The guidance permits the use of either the retrospective or cumulative effect transition method. The ASU also requires enhanced disclosures regarding the nature, amount, timing, and uncertainty of revenues and cash flows from contracts with customers. In August 2015, the FASB issued ASU 2015-14: Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date , which deferred the effective date established in ASU 2014-09. The amendments in ASU 2014-09 are now effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is permitted but not before annual periods beginning after December 15, 2016. We are currently assessing the impact the adoption of ASU 2014-09 may have on our consolidated financial position, results of operations and cash flows. |
BUSINESS COMBINATION
BUSINESS COMBINATION | 9 Months Ended |
Sep. 30, 2016 | |
BUSINESS COMBINATION | |
BUSINESS COMBINATION | NOTE 2. BUSINESS COMBINATION On May 2, 2016, the Company acquired 100% of the outstanding shares of Environmental Services Inc., (“ESI”), an environmental services company based in Tilbury, Ontario, Canada. ESI is focused primarily on hazardous and non-hazardous transportation and disposal, hazardous and non-hazardous waste treatment, industrial services, confined space rescue and emergency response work throughout Ontario. The total purchase price was $4.9 million, net of cash acquired, and was funded with cash on hand. ESI is reported as part of our Environmental Services segment, however, revenues and total assets of ESI are not material to our consolidated financial position or results of operations. We allocated the purchase price to the assets acquired and liabilities assumed based on estimates of the fair value at the date of the acquisition, resulting in $1.0 million allocated to goodwill (which is not deductible for tax purposes), $861,000 allocated to intangible assets (primarily customer relationships) to be amortized over a weighted average life of approximately 14 years, and $638,000 allocated to indefinite-lived environmental permits. The purchase price allocation is preliminary, as estimates and assumptions are subject to change as more information becomes available. |
DIVESTITURES
DIVESTITURES | 9 Months Ended |
Sep. 30, 2016 | |
DIVESTITURES | |
DIVESTITURES | NOTE 3. DIVESTITURES Divestiture of Augusta, Georgia Facility (“Augusta”) On April 5, 2016, we completed the divestiture of Augusta for cash proceeds of $1.9 million. Augusta was reported as part of our Environmental Services segment. Sales, net income and total assets of Augusta are not material to our consolidated financial position or results of operations in any period presented. We recognized a $1.9 million pre-tax gain on the divestiture of Augusta, which is included in Other income (expense) in our consolidated statements of operations for the nine months ended September 30, 2016. Divestiture of Allstate On November 1, 2015, we completed the divestiture of Allstate for cash proceeds at closing of $58.8 million. For the year ended December 31, 2015, we recognized a pre-tax loss on the divestiture of Allstate, including transaction-related costs, of $542,000, which was included in Other income (expense) in our consolidated statements of operations. On April 25, 2016, we received additional cash proceeds of $827,000 in settlement of final post-closing adjustments. We recognized a $178,000 pre-tax gain on the divestiture of Allstate, which is included in Other income (expense) in our consolidated statements of operations for the nine months ended September 30, 2016. Prior to the divesture, Allstate represented the majority of the industrial services business included in our Field & Industrial Services segment. The sale of Allstate did not meet the requirements to be reported as a discontinued operation as defined in ASU No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity . See Note 5 to the Consolidated Financial Statements in “Part II, Item 8. Financial Statements and Supplementary Data” of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 for additional information. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 9 Months Ended |
Sep. 30, 2016 | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | NOTE 4. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) Changes in accumulated other comprehensive income (loss) (“AOCI”) consisted of the following: Foreign Unrealized Loss Total Balance at December 31, 2015 $ ) $ ) $ ) Other comprehensive income (loss) before reclassifications, net of tax ) ) Amounts reclassified out of AOCI, net of tax (1) — Other comprehensive income (loss) ) Balance at September 30, 2016 $ ) $ ) $ ) (1) Before-tax reclassifications of $798,000 ($519,000 after-tax) and $2.4 million ($1.6 million after-tax) for the three and nine months ended September 30, 2016, respectively, and before-tax reclassifications of $871,000 ($566,000 after-tax) and $2.6 million ($1.7 million after-tax) for the three and nine months ended September 30, 2015, respectively, were included in Interest expense in the Company’s consolidated statements of operations. Amounts relate to our interest rate swap which is designated as a cash flow hedge. Changes in fair value of the swap recognized in AOCI are reclassified to interest expense when hedged interest payments on the underlying debt are made. Amounts in AOCI expected to be recognized in interest expense over the next 12 months total approximately $3.2 million ($2.1 million after tax). |
CONCENTRATIONS AND CREDIT RISK
CONCENTRATIONS AND CREDIT RISK | 9 Months Ended |
Sep. 30, 2016 | |
CONCENTRATIONS AND CREDIT RISK | |
CONCENTRATIONS AND CREDIT RISK | NOTE 5. CONCENTRATIONS AND CREDIT RISK Major Customers No customer accounted for more than 10% of total revenue for the three or nine months ended September 30, 2016 or the three or nine months ended September 30, 2015. No customer accounted for more than 10% of total trade receivables as of September 30, 2016 or December 31, 2015. Credit Risk Concentration We maintain most of our cash and cash equivalents with nationally recognized financial institutions like Wells Fargo Bank, National Association (“Wells Fargo”) and Comerica, Inc. Substantially all balances are uninsured and are not used as collateral for other obligations. Concentrations of credit risk on accounts receivable are believed to be limited due to the number, diversification and character of the obligors and our credit evaluation process. |
RECEIVABLES
RECEIVABLES | 9 Months Ended |
Sep. 30, 2016 | |
RECEIVABLES | |
RECEIVABLES | NOTE 6. RECEIVABLES Receivables consisted of the following: September 30, December 31, $s in thousands 2016 2015 Trade $ $ Unbilled revenue Other Total receivables Allowance for doubtful accounts ) ) Receivables, net $ $ |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2016 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | NOTE 7. FAIR VALUE MEASUREMENTS Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities recorded at fair value are categorized using defined hierarchical levels directly related to the amount of subjectivity associated with the inputs to fair value measurements, as follows: Level 1 - Quoted prices in active markets for identical assets or liabilities; Level 2 - Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; Level 3 - Unobservable inputs in which little or no market activity exists, requiring an entity to develop its own assumptions that market participants would use to value the asset or liability. The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, restricted cash and investments, accounts payable, accrued liabilities, debt and interest rate swap agreements. The estimated fair value of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities and revolving credit facility approximate their carrying value due to the short-term nature of these instruments. The Company estimates the fair value of its variable-rate debt using Level 2 inputs, such as interest rates, related terms and maturities of similar obligations. At September 30, 2016, the fair value of the Company’s variable-rate debt was estimated to be $285.2 million. The Company’s assets and liabilities measured at fair value on a recurring basis consisted of the following: September 30, 2016 Quoted Prices in Other Observable Unobservable $s in thousands (Level 1) (Level 2) (Level 3) Total Assets: Fixed-income securities (1) $ $ $ — $ Money market funds (2) — — Total $ $ $ — $ Liabilities: Interest rate swap agreement (3) $ — $ $ — $ Total $ — $ $ — $ December 31, 2015 Quoted Prices in Other Observable Unobservable $s in thousands (Level 1) (Level 2) (Level 3) Total Assets: Fixed-income securities (1) $ $ $ — $ Money market funds (2) — — Total $ $ $ — $ Liabilities: Interest rate swap agreement (3) $ — $ $ — $ Total $ — $ $ — $ (1) We invest a portion of our Restricted cash and investments in fixed-income securities, including U.S. Treasury and U.S. agency securities. We measure the fair value of U.S. Treasury securities using quoted prices for identical assets in active markets. We measure the fair value of U.S. agency securities using observable market activity for similar assets. The fair value of our fixed-income securities approximates our cost basis in the investments. (2) We invest a portion of our Restricted cash and investments in money market funds. We measure the fair value of these money market fund investments using quoted prices for identical assets in active markets. (3) In order to manage interest rate exposure, we entered into an interest rate swap agreement in October 2014 that effectively converts a portion of our variable-rate debt to a fixed interest rate. The swap is designated as a cash flow hedge, with gains and losses deferred in other comprehensive income to be recognized as an adjustment to interest expense in the same period that the hedged interest payments affect earnings. The interest rate swap has an effective date of December 31, 2014 with an initial notional amount of $250.0 million. The fair value of the interest rate swap agreement represents the difference in the present value of cash flows calculated at the contracted interest rates and at current market interest rates at the end of the period. We calculate the fair value of the interest rate swap agreement quarterly based on the quoted market price for the same or similar financial instruments. The fair value of the interest rate swap agreement is included in Other long-term liabilities in the Company’s consolidated balance sheet as of September 30, 2016 and December 31, 2015. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended |
Sep. 30, 2016 | |
PROPERTY AND EQUIPMENT | |
PROPERTY AND EQUIPMENT | NOTE 8. PROPERTY AND EQUIPMENT Property and equipment consisted of the following: September 30, December 31, $s in thousands 2016 2015 Cell development costs $ $ Land and improvements Buildings and improvements Railcars Vehicles and other equipment Construction in progress Total property and equipment Accumulated depreciation and amortization ) ) Property and equipment, net $ $ Depreciation and amortization expense for the three months ended September 30, 2016 and 2015 was $6.5 million and $6.6 million, respectively. Depreciation and amortization expense for the nine months ended September 30, 2016 and 2015 was $18.6 million and $21.7 million, respectively. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 9 Months Ended |
Sep. 30, 2016 | |
GOODWILL AND INTANGIBLE ASSETS | |
GOODWILL AND INTANGIBLE ASSETS | NOTE 9. GOODWILL AND INTANGIBLE ASSETS Changes in goodwill for the nine months ended September 30, 2016 consisted of the following: $s in thousands Environmental Field & Total Balance at December 31, 2015 $ $ $ ESI acquisition — Foreign currency translation — Balance at September 30, 2016 $ $ $ Intangible assets, net consisted of the following: September 30, 2016 December 31, 2015 $s in thousands Cost Accumulated Net Cost Accumulated Net Amortizing intangible assets: Permits, licenses and lease $ $ ) $ $ $ ) $ Customer relationships ) ) Technology - formulae and processes ) ) Customer backlog ) ) Tradename ) ) Developed software ) ) Non-compete agreements ) ) — Internet domain and website ) ) Database ) ) Total amortizing intangible assets ) ) Nonamortizing intangible assets: Permits and licenses — — Tradename — — Total intangible assets, net $ $ ) $ $ $ ) $ Amortization expense for the three months ended September 30, 2016 and 2015 was $2.7 million and $3.0 million, respectively. Amortization expense for the nine months ended September 30, 2016 and 2015 was $7.9 million and $9.6 million, respectively. Foreign intangible asset carrying amounts are affected by foreign currency translation. |
DEBT
DEBT | 9 Months Ended |
Sep. 30, 2016 | |
DEBT | |
DEBT | NOTE 10. DEBT Long-term debt consisted of the following: September 30, December 31, $s in thousands 2016 2015 Term loan $ $ Unamortized discount and debt issuance costs ) ) Total debt Current portion of long-term debt ) ) Long-term debt $ $ On June 17, 2014, in connection with the acquisition of EQ Holdings, Inc. and its wholly-owned subsidiaries (collectively “EQ”), the Company entered into a new $540.0 million senior secured credit agreement (the “Credit Agreement”) with a syndicate of banks comprised of a $415.0 million term loan (the “Term Loan”) with a maturity date of June 17, 2021 and a $125.0 million revolving line of credit (the “Revolving Credit Facility”) with a maturity date of June 17, 2019. Upon entering into the Credit Agreement, the Company terminated its existing credit agreement with Wells Fargo, dated October 29, 2010, as amended (the “Former Agreement”). Immediately prior to the termination of the Former Agreement, there were no outstanding borrowings under the Former Agreement. No early termination penalties were incurred as a result of the termination of the Former Agreement. Term Loan The Term Loan provided an initial commitment amount of $415.0 million, the proceeds of which were used to acquire 100% of the outstanding shares of EQ and pay related transaction fees and expenses. The Term Loan bears interest at a base rate (as defined in the Credit Agreement) plus 2.00% or LIBOR plus 3.00%, at the Company’s option. The Term Loan is subject to amortization in equal quarterly installments in an aggregate annual amount equal to 1.00% of the original principal amount of the Term Loan. At September 30, 2016, the effective interest rate on the Term Loan, including the impact of our interest rate swap, was 4.75%. Interest only payments are due either monthly or on the last day of any interest period, as applicable. As set forth in the Credit Agreement, the Company is required to enter into one or more interest rate hedge agreements in amounts sufficient to fix the interest rate on at least 50% of the principal amount of the $415.0 million Term Loan. In October 2014, the Company entered into an interest rate swap agreement with Wells Fargo, effectively fixing the interest rate on $215.0 million, or 76%, of the Term Loan principal outstanding as of September 30, 2016. Revolving Credit Facility The Revolving Credit Facility provides up to $125.0 million of revolving credit loans or letters of credit with the use of proceeds restricted solely for working capital and other general corporate purposes. Under the Revolving Credit Facility, revolving loans are available based on a base rate (as defined in the Credit Agreement) or LIBOR, at the Company’s option, plus an applicable margin which is determined according to a pricing grid under which the interest rate decreases or increases based on our ratio of funded debt to consolidated earnings before interest, taxes, depreciation and amortization (as defined in the Credit Agreement). At September 30, 2016, the effective interest rate on the Revolving Credit Facility was 5.25%. The Company is required to pay a commitment fee of 0.50% per annum on the unused portion of the Revolving Credit Facility, with such commitment fee to be reduced based upon the Company’s total leverage ratio (as defined in the Credit Agreement). The maximum letter of credit capacity under the Revolving Credit Facility is $50.0 million and the Credit Agreement provides for a letter of credit fee equal to the applicable margin for LIBOR loans under the Revolving Credit Facility. Interest payments are due either monthly or on the last day of any interest period, as applicable. At September 30, 2016, there were $2.3 million of working capital borrowings outstanding on the Revolving Credit Facility. These borrowings are due “on demand” and presented as short-term debt in the consolidated balance sheets. As of September 30, 2016, the availability under the Revolving Credit Facility was $115.2 million with $7.5 million of the Revolving Credit Facility issued in the form of standby letters of credit utilized as collateral for closure and post-closure financial assurance and other assurance obligations. Except as set forth below, the Company may prepay the Term Loan or permanently reduce the Revolving Credit Facility commitment under the Credit Agreement at any time without premium or penalty (other than customary “breakage” costs with respect to the early termination of LIBOR loans). Subject to certain exceptions, the Credit Agreement provides for mandatory prepayment upon certain asset dispositions, casualty events and issuances of indebtedness. The Credit Agreement is also subject to mandatory annual prepayments commencing in December 2015 if our total leverage (defined as the ratio of our consolidated funded debt as of the last day of the applicable fiscal year to our adjusted EBITDA for such period) exceeds certain ratios as follows: 50% of our adjusted excess cash flow (as defined in the Credit Agreement and which takes into account certain adjustments) if our total leverage ratio is greater than 2.50 to 1.00, with step-downs to 0% if our total leverage ratio is equal to or less than 2.50 to 1.00. Pursuant to (i) an unconditional guarantee agreement (the “Guarantee”) and (ii) a collateral agreement, each entered into by the Company and its domestic subsidiaries on June 17, 2014, the Company’s obligations under the Credit Agreement are jointly and severally and fully and unconditionally guaranteed on a senior basis by all of the Company’s existing and certain future domestic subsidiaries and the Credit Agreement is secured by substantially all of the Company’s and its domestic subsidiaries’ assets except the Company’s and its domestic subsidiaries’ real property. The Credit Agreement contains customary restrictive covenants, subject to certain permitted amounts and exceptions, including covenants limiting the ability of the Company to incur additional indebtedness, pay dividends and make other restricted payments, repurchase shares of our outstanding stock and create certain liens. We may only declare quarterly or annual dividends if on the date of declaration, no event of default has occurred and no other event or condition has occurred that would constitute default due to the payment of the dividend. The Credit Agreement also contains a financial maintenance covenant, which is a maximum Consolidated Senior Secured Leverage Ratio (as defined in the Credit Agreement), and is only applicable to the Revolving Credit Facility. Our Consolidated Senior Secured Leverage Ratio as of the last day of any fiscal quarter, commencing with June 30, 2014, may not exceed the ratios indicated below: Fiscal Quarters Ending Maximum Ratio December 31, 2015 through September 30, 2016 3.75 to 1.00 December 31, 2016 through September 30, 2017 3.50 to 1.00 December 31, 2017 through September 30, 2018 3.25 to 1.00 December 31, 2018 and thereafter 3.00 to 1.00 At September 30, 2016, we were in compliance with all of the financial covenants in the Credit Agreement. |
CLOSURE AND POST-CLOSURE OBLIGA
CLOSURE AND POST-CLOSURE OBLIGATIONS | 9 Months Ended |
Sep. 30, 2016 | |
CLOSURE AND POST-CLOSURE OBLIGATIONS | |
CLOSURE AND POST-CLOSURE OBLIGATIONS | NOTE 11. CLOSURE AND POST-CLOSURE OBLIGATIONS Our accrued closure and post-closure liability represents the expected future costs, including corrective actions, associated with closure and post-closure of our operating and non-operating disposal facilities. We record the fair value of our closure and post-closure obligations as a liability in the period in which the regulatory obligation to retire a specific asset is triggered. For our individual landfill cells, the required closure and post-closure obligations under the terms of our permits and our intended operation of the landfill cell are triggered and recorded when the cell is placed into service and waste is initially disposed in the landfill cell. The fair value is based on the total estimated costs to close the landfill cell and perform post-closure activities once the landfill cell has reached capacity and is no longer accepting waste. We perform periodic reviews of both non-operating and operating facilities and revise accruals for estimated closure and post-closure, remediation or other costs as necessary. Recorded liabilities are based on our best estimates of current costs and are updated periodically to include the effects of existing technology, presently enacted laws and regulations, inflation and other economic factors. Changes to closure and post-closure obligations consisted of the following: Three Months Ended Nine Months Ended $s in thousands September 30, 2016 September 30, 2016 Closure and post-closure obligations, beginning of period $ $ Accretion expense Payments ) ) Adjustments Foreign currency translation ) Closure and post-closure obligations, end of period Less current portion ) ) Long-term portion $ $ Adjustments to the closure and post-closure obligations represent changes in the expected timing or amount of cash expenditures based upon actual and estimated cash expenditures. Adjustments for the three and nine months ended September 30, 2016 are attributable to an increase in post-closure obligations for our non-operating facilities due to changes in estimated post-closure costs. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2016 | |
INCOME TAXES | |
INCOME TAXES | NOTE 12. INCOME TAXES Our effective tax rate for the three months ended September 30, 2016 was 38.3%, down from 40.9% for the three months ended September 30, 2015. The decrease primarily reflects a higher proportion of earnings from our Canadian operations, which are taxed at a lower corporate tax rate, in the third quarter of 2016 compared with the third quarter of 2015. The decrease was partially offset by a higher U.S. effective tax rate in the third quarter of 2016 driven by a higher overall effective state tax rate resulting from changes in our apportionment between the various states in which we operate. Our effective tax rate for the nine months ended September 30, 2016 was 38.8%, down from 45.3% for the nine months ended September 30, 2015. The decrease primarily reflects non-deductible goodwill impairment charges of $6.7 million recorded during the nine months ended September 30, 2015. The decrease is partially offset by a lower proportion of earnings from our Canadian operations, which are taxed at a lower corporate tax rate, in the first nine months of 2016 compared with the first nine months of 2015. The decrease is also partially attributable to a higher U.S. effective tax rate in the first nine months of 2016 driven by a higher overall effective state tax rate resulting from changes in our apportionment between the various states in which we operate. We file a consolidated U.S. federal income tax return with the Internal Revenue Service (“IRS”) as well as income tax returns in various states and Canada. During the nine months ended September 30, 2016, the US Ecology, Inc. IRS examination for the 2012 tax year concluded with no material changes. US Ecology, Inc. is subject to examination by the IRS for tax years 2013 through 2015. During the nine months ended September 30, 2016, the EQ IRS examination for the 2012 tax year concluded with no material changes. EQ is subject to examination by the IRS for tax years 2013 through 2015. We may be subject to examinations by the Canada Revenue Agency as well as various state and local taxing jurisdictions for tax years 2011 through 2015. We are currently not aware of any other examinations by taxing authorities. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 9 Months Ended |
Sep. 30, 2016 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | NOTE 13. EARNINGS PER SHARE Three Months Ended September 30, $s and shares in thousands, except per share 2016 2015 amounts Basic Diluted Basic Diluted Net income $ $ $ $ Weighted average basic shares outstanding Dilutive effect of stock-based awards Weighted average diluted shares outstanding Earnings per share $ $ $ $ Anti-dilutive shares excluded from calculation Nine Months Ended September 30, $s and shares in thousands, except per share 2016 2015 amounts Basic Diluted Basic Diluted Net income $ $ $ $ Weighted average basic shares outstanding Dilutive effect of stock-based awards Weighted average diluted shares outstanding Earnings per share $ $ $ $ Anti-dilutive shares excluded from calculation |
EQUITY
EQUITY | 9 Months Ended |
Sep. 30, 2016 | |
EQUITY | |
EQUITY | NOTE 14. EQUITY Stock Repurchase Program On June 1, 2016, the Company’s Board of Directors authorized the repurchase of $25.0 million of the Company’s outstanding common stock. Repurchases may be made from time to time in open market or through privately negotiated transactions. The timing of any repurchases will be based upon prevailing market conditions and other factors. The Company did not repurchase any shares of common stock under the repurchase program during the nine months ended September 30, 2016. The repurchase program will remain in effect until June 2, 2018, unless extended by our Board of Directors. Omnibus Incentive Plan On May 27, 2015, our stockholders approved the Omnibus Incentive Plan (“Omnibus Plan”), which was approved by our Board of Directors on April 7, 2015. The Omnibus Plan was developed to provide additional incentives through equity ownership in US Ecology and, as a result, encourage employees and directors to contribute to our success. The Omnibus Plan provides, among other things, the ability for the Company to grant restricted stock, performance stock, options, stock appreciation rights, restricted stock units (“RSUs”), performance stock units (“PSUs”) and other stock-based awards or cash awards to officers, employees, consultants and non-employee directors. Subsequent to the approval of the Omnibus Plan in May 2015, we stopped granting equity awards under our 2008 Stock Option Incentive Plan and our 2006 Restricted Stock Plan (collectively, the “Previous Plans”), and the Previous Plans will remain in effect solely for the settlement of awards granted under the Previous Plans. No shares that are reserved but unissued under the Previous Plans or that are outstanding under the Previous Plans and reacquired by the Company for any reason will be available for issuance under the Omnibus Plan. The Omnibus Plan expires on April 7, 2025 and authorizes 1,500,000 shares of common stock for grant over the life of the Omnibus Plan. As of September 30, 2016, 1,261,484 shares of common stock remain available for grant under the Omnibus Plan. PSUs, RSUs and Restricted Stock On January 4, 2016, the Company granted 16,000 PSUs to certain employees. Each PSU represents the right to receive, on the settlement date, one share of the Company’s common stock. The total number of PSUs each participant is eligible to earn ranges from 0% to 200% of the target number of PSUs granted. The actual number of PSUs that will vest and be settled in shares is determined at the end of a three-year performance period beginning January 1, 2016, based on total stockholder return relative to a set of peer companies. The fair value of the PSUs estimated on the grant date using a Monte Carlo simulation was $41.22 per unit. Compensation expense is recorded over the awards’ vesting period. Assumptions used in the Monte Carlo simulation to calculate the fair value of the PSUs granted in 2016 and 2015 are as follows: 2016 2015 Stock price on grant date $35.05 $46.89 Expected term (years) 3.0 2.6 Expected volatility 29% 29% Risk-free interest rate 1.3% 0.9% Expected dividend yield 2.1% 1.5% A summary of our PSU, restricted stock and RSU activity for the nine months ended September 30, 2016 is as follows: PSUs Restricted Stock RSUs Shares Weighted Shares Weighted Shares Weighted Outstanding as of December 31, 2015 $ $ — $ — Granted Vested — — ) — — Cancelled, expired or forfeited ) ) ) Outstanding as of September 30, 2016 $ $ $ Stock Options A summary of our stock option activity for the nine months ended September 30, 2016 is as follows: Shares Weighted Outstanding as of December 31, 2015 $ Granted Exercised ) Cancelled, expired or forfeited ) Outstanding as of September 30, 2016 $ Exercisable as of September 30, 2016 $ Treasury Stock During the nine months ended September 30, 2016, the Company issued 10,412 shares of restricted stock, under the Omnibus Plan, from our treasury stock at an average cost of $39.82 per share and repurchased 6,589 shares of the Company’s common stock in connection with the net share settlement of employee equity awards at an average cost of $40.95 per share. During the nine months ended September 30, 2016, option holders exercised 13,939 options with a weighted-average exercise price of $23.25 per option. Option holders exercised 2,083 of these options via net share settlement. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2016 | |
COMMITMENTS AND CONTINGENCIES. | |
COMMITMENTS AND CONTINGENCIES | NOTE 15. COMMITMENTS AND CONTINGENCIES Litigation and Regulatory Proceedings In the ordinary course of business, we are involved in judicial and administrative proceedings involving federal, state, provincial or local governmental authorities, including regulatory agencies that oversee and enforce compliance with permits. Fines or penalties may be assessed by our regulators for non-compliance. Actions may also be brought by individuals or groups in connection with permitting of planned facilities, modification or alleged violations of existing permits, or alleged damages suffered from exposure to hazardous substances purportedly released from our operated sites, as well as other litigation. We maintain insurance intended to cover property and damage claims asserted as a result of our operations. Periodically, management reviews and may establish reserves for legal and administrative matters, or other fees expected to be incurred in relation to these matters. We are not currently a party to any material pending legal proceedings and are not aware of any other claims that could, individually or in the aggregate, have a materially adverse effect on our financial position, results of operations or cash flows. |
OPERATING SEGMENTS
OPERATING SEGMENTS | 9 Months Ended |
Sep. 30, 2016 | |
OPERATING SEGMENTS | |
OPERATING SEGMENTS | NOTE 16. OPERATING SEGMENTS Financial Information by Segment Our operations are managed in two reportable segments reflecting our internal reporting structure and nature of services offered as follows: Environmental Services - This segment provides a broad range of hazardous material management services including transportation, recycling, treatment and disposal of hazardous and non-hazardous waste at Company-owned landfill, wastewater and other treatment facilities. Field & Industrial Services - This segment provides packaging and collection of hazardous waste and total waste management solutions at customer sites and through our 10-day transfer facilities. Services include on-site management, waste characterization, transportation and disposal of non-hazardous and hazardous waste. This segment also provides specialty services such as high-pressure cleaning, tank cleaning, decontamination, remediation, transportation, spill cleanup and emergency response and other services to commercial and industrial facilities and to government entities. The operations not managed through our two reportable segments are recorded as “Corporate.” Corporate selling, general and administrative expenses include typical corporate items such as legal, accounting and other items of a general corporate nature. Income taxes are assigned to Corporate, but all other items are included in the segment where they originated. Inter-company transactions have been eliminated from the segment information and are not significant between segments. Effective January 1, 2016, we changed our internal reporting structure by moving the financial results of our Sulligent, Alabama and Tampa, Florida facilities from our Environmental Services segment to our Field & Industrial Services segment. The purpose of this change is to align our internal reporting structure with how we manage our business based on the primary service offering of each facility. Throughout this Quarterly Report on Form 10-Q, our segment results for all periods presented have been recast to reflect this change. Summarized financial information of our reportable segments is as follows: Three Months Ended September 30, 2016 $s in thousands Environmental Field & Corporate Total Treatment & Disposal Revenue $ $ $ — $ Services Revenue: Transportation and Logistics (1) — Industrial Cleaning (2) — — Technical Services (3) — — Remediation (4) — — Other (5) — — Total Revenue $ $ $ — $ Depreciation, amortization and accretion $ $ $ $ Capital expenditures $ $ $ $ Total assets $ $ $ $ Three Months Ended September 30, 2015 $s in thousands Environmental Field & Corporate Total Treatment & Disposal Revenue $ $ $ — $ Services Revenue: Transportation and Logistics (1) — Industrial Cleaning (2) — — Technical Services (3) — — Remediation (4) — — Other (5) — — Total Revenue $ $ $ — $ Depreciation, amortization and accretion $ $ $ $ Capital expenditures $ $ $ $ Total assets $ $ $ $ Nine Months Ended September 30, 2016 $s in thousands Environmental Field & Corporate Total Treatment & Disposal Revenue $ $ $ — $ Services Revenue: Transportation and Logistics (1) — Industrial Cleaning (2) — — Technical Services (3) — — Remediation (4) — — Other (5) — — Total Revenue $ $ $ — $ Depreciation, amortization and accretion $ $ $ $ Capital expenditures $ $ $ $ Total assets $ $ $ $ Nine Months Ended September 30, 2015 $s in thousands Environmental Field & Corporate Total Treatment & Disposal Revenue $ $ $ — $ Services Revenue: Transportation and Logistics (1) — Industrial Cleaning (2) — — Technical Services (3) — — Remediation (4) — — Other (5) — — Total Revenue $ $ $ — $ Depreciation, amortization and accretion $ $ $ $ Capital expenditures $ $ $ $ Total assets $ $ $ $ (1) Includes such services as collection, transportation and disposal of non-hazardous and hazardous waste. (2) Includes such services as industrial cleaning and maintenance for refineries, chemical plants, steel and automotive plants, and refinery services such as tank cleaning and temporary storage. (3) Includes such services as Total Waste Management (“TWM”) programs, retail services, laboratory packing, less-than-truck-load (“LTL”) service and Household Hazardous Waste (“HHW”) collection. (4) Includes such services as site assessment, onsite treatment, project management and remedial action planning and execution. (5) Includes such services as emergency response and marine. (6) Financial data includes the operations of our Allstate business. We completed the divestiture of Allstate on November 1, 2015. Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (“Adjusted EBITDA”) The primary financial measure used by management to assess segment performance is Adjusted EBITDA. Adjusted EBITDA is defined as net income before interest expense, interest income, income tax expense, depreciation, amortization, stock based compensation, accretion of closure and post-closure liabilities, foreign currency gain/loss, non-cash impairment charges and other income/expense, which are not considered part of usual business operations. Adjusted EBITDA is a complement to results provided in accordance with GAAP and we believe that such information provides additional useful information to analysts, stockholders and other users to understand the Company’s operating performance. Since Adjusted EBITDA is not a measurement determined in accordance with GAAP and is thus susceptible to varying calculations, Adjusted EBITDA as presented may not be comparable to other similarly titled measures of other companies. Items excluded from Adjusted EBITDA are significant components in understanding and assessing our financial performance. Adjusted EBITDA should not be considered in isolation or as an alternative to, or substitute for, net income, cash flows generated by operations, investing or financing activities, or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Adjusted EBITDA has limitations as an analytical tool and should not be considered in isolation or a substitute for analyzing our results as reported under GAAP. Some of the limitations are: · Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs; · Adjusted EBITDA does not reflect our interest expense, or the requirements necessary to service interest or principal payments on our debt; · Adjusted EBITDA does not reflect our income tax expenses or the cash requirements to pay our taxes; · Adjusted EBITDA does not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments; and · Although depreciation and amortization charges are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and Adjusted EBITDA does not reflect any cash requirements for such replacements. A reconciliation of Net Income to Adjusted EBITDA is as follows: Three Months Ended September 30, Nine Months Ended September 30, $s in thousands 2016 2015 2016 2015 Net income $ $ $ $ Income tax expense Interest expense Interest income ) ) ) ) Foreign currency (gain) loss ) Other (income) expense ) ) ) Depreciation and amortization of plant and equipment Amortization of intangibles Stock-based compensation Accretion and non-cash adjustment of closure & post-closure liabilities Impairment charges — — — Adjusted EBITDA $ $ $ $ Adjusted EBITDA, by operating segment, is as follows: Three Months Ended September 30, Nine Months Ended September 30, $s in thousands 2016 2015 2016 2015 Adjusted EBITDA: Environmental Services $ $ $ $ Field & Industrial Services Corporate ) ) ) ) Total $ $ $ $ Revenue, Property and Equipment and Intangible Assets Outside of the United States We provide services in the United States and Canada. Revenues by geographic location where the underlying services were performed were as follows: Three Months Ended September 30, Nine Months Ended September 30, $s in thousands 2016 2015 2016 2015 United States $ $ $ $ Canada Total revenue $ $ $ $ Long-lived assets, comprised of property and equipment and intangible assets net of accumulated depreciation and amortization, by geographic location are as follows: September 30, December 31, $s in thousands 2016 2015 United States $ $ Canada Total long-lived assets $ $ |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2016 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 17. SUBSEQUENT EVENTS Quarterly Dividend On October 3, 2016, we declared a quarterly dividend of $0.18 per common share to stockholders of record on October 21, 2016. The dividend was paid using cash on hand on October 28, 2016 in an aggregate amount of $3.9 million. Acquisition of Vernon, California Facility (“Vernon”) On October 1, 2016, we acquired the assets of the Vernon, California based RCRA Part B, liquids and solids waste treatment and storage facility of Evoqua Water Technologies LLC for $5.0 million. Revenues and total assets of Vernon are not material to our consolidated financial position or results of operations. |
GENERAL (Policies)
GENERAL (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
GENERAL | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements include the results of operations, financial position and cash flows of US Ecology, Inc. and its wholly-owned subsidiaries. All inter-company balances have been eliminated. Throughout these financial statements words such as “we,” “us,” “our,” “US Ecology” and the “Company” refer to US Ecology, Inc. and its subsidiaries. In the opinion of management, the accompanying unaudited consolidated financial statements include all adjustments (consisting only of normal recurring adjustments) necessary to present fairly, in all material respects, the results of the Company for the periods presented. These consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been omitted pursuant to the rules and regulations of the SEC. These consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015. The results of operations for the three and nine months ended September 30, 2016 are not necessarily indicative of the results to be expected for the entire year ending December 31, 2016. For comparative purposes, certain amounts in prior periods’ consolidated financial statements have been reclassified to conform to the current period presentation. On November 1, 2015, we sold our Allstate Power Vac, Inc. (“Allstate”) subsidiary to a private investor group. See Note 3 for additional information. The Company’s consolidated balance sheet as of December 31, 2015 has been derived from the Company’s audited consolidated balance sheet as of that date. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from the estimates and assumptions that we use in the preparation of our financial statements. As it relates to estimates and assumptions in amortization rates and environmental obligations, significant engineering, operations and accounting judgments are required. We review these estimates and assumptions no less than annually. In many circumstances, the ultimate outcome of these estimates and assumptions will not be known for decades into the future. Actual results could differ materially from these estimates and assumptions due to changes in applicable regulations, changes in future operational plans and inherent imprecision associated with estimating environmental impacts far into the future. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-15, Statements of Cash Flows (Topic 230). This ASU amends the guidance in ASC 230 on the classification of certain cash receipts and payments in the statement of cash flows. The primary purpose of the ASU is to reduce the diversity in practice that has resulted from the lack of consistent principles on this topic. The guidance is effective for annual and interim periods beginning after December 15, 2017. The guidance must be applied retrospectively to all periods presented. Early adoption is permitted. We are assessing the impact the adoption of ASU 2016-15 may have on our consolidated cash flows. In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718) . This ASU simplifies several aspects of the accounting for employee share-based transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. The guidance is effective for annual and interim periods beginning after December 15, 2016. Early adoption is permitted. We are assessing the impact the adoption of ASU 2016-09 may have on our consolidated financial position, results of operations and cash flows. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . The ASU significantly changes the accounting model used by lessees to account for leases, requiring that all material leases be presented on the balance sheet. Lessees will recognize substantially all leases on the balance sheet as a right-of-use asset and a corresponding lease liability. The liability will be equal to the present value of lease payments. The asset will be based on the liability, subject to adjustment, such as for initial direct costs. The guidance is effective for annual and interim periods beginning after December 15, 2018. Early adoption is permitted. We are assessing the impact the adoption of ASU 2016-02 may have on our consolidated financial position, results of operations and cash flows. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) , which provides guidance for revenue recognition. The ASU’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. The guidance permits the use of either the retrospective or cumulative effect transition method. The ASU also requires enhanced disclosures regarding the nature, amount, timing, and uncertainty of revenues and cash flows from contracts with customers. In August 2015, the FASB issued ASU 2015-14: Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date , which deferred the effective date established in ASU 2014-09. The amendments in ASU 2014-09 are now effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is permitted but not before annual periods beginning after December 15, 2016. We are currently assessing the impact the adoption of ASU 2014-09 may have on our consolidated financial position, results of operations and cash flows. |
ACCUMULATED OTHER COMPREHENSI26
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | |
Schedule of changes in accumulated other comprehensive income (loss) | Foreign Unrealized Loss Total Balance at December 31, 2015 $ ) $ ) $ ) Other comprehensive income (loss) before reclassifications, net of tax ) ) Amounts reclassified out of AOCI, net of tax (1) — Other comprehensive income (loss) ) Balance at September 30, 2016 $ ) $ ) $ ) (1) Before-tax reclassifications of $798,000 ($519,000 after-tax) and $2.4 million ($1.6 million after-tax) for the three and nine months ended September 30, 2016, respectively, and before-tax reclassifications of $871,000 ($566,000 after-tax) and $2.6 million ($1.7 million after-tax) for the three and nine months ended September 30, 2015, respectively, were included in Interest expense in the Company’s consolidated statements of operations. Amounts relate to our interest rate swap which is designated as a cash flow hedge. Changes in fair value of the swap recognized in AOCI are reclassified to interest expense when hedged interest payments on the underlying debt are made. Amounts in AOCI expected to be recognized in interest expense over the next 12 months total approximately $3.2 million ($2.1 million after tax). |
RECEIVABLES (Tables)
RECEIVABLES (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
RECEIVABLES | |
Schedule of receivables | September 30, December 31, $s in thousands 2016 2015 Trade $ $ Unbilled revenue Other Total receivables Allowance for doubtful accounts ) ) Receivables, net $ $ |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
FAIR VALUE MEASUREMENTS | |
Schedule of assets and liabilities measured at fair value on a recurring basis | September 30, 2016 Quoted Prices in Other Observable Unobservable $s in thousands (Level 1) (Level 2) (Level 3) Total Assets: Fixed-income securities (1) $ $ $ — $ Money market funds (2) — — Total $ $ $ — $ Liabilities: Interest rate swap agreement (3) $ — $ $ — $ Total $ — $ $ — $ December 31, 2015 Quoted Prices in Other Observable Unobservable $s in thousands (Level 1) (Level 2) (Level 3) Total Assets: Fixed-income securities (1) $ $ $ — $ Money market funds (2) — — Total $ $ $ — $ Liabilities: Interest rate swap agreement (3) $ — $ $ — $ Total $ — $ $ — $ (1) We invest a portion of our Restricted cash and investments in fixed-income securities, including U.S. Treasury and U.S. agency securities. We measure the fair value of U.S. Treasury securities using quoted prices for identical assets in active markets. We measure the fair value of U.S. agency securities using observable market activity for similar assets. The fair value of our fixed-income securities approximates our cost basis in the investments. (2) We invest a portion of our Restricted cash and investments in money market funds. We measure the fair value of these money market fund investments using quoted prices for identical assets in active markets. (3) In order to manage interest rate exposure, we entered into an interest rate swap agreement in October 2014 that effectively converts a portion of our variable-rate debt to a fixed interest rate. The swap is designated as a cash flow hedge, with gains and losses deferred in other comprehensive income to be recognized as an adjustment to interest expense in the same period that the hedged interest payments affect earnings. The interest rate swap has an effective date of December 31, 2014 with an initial notional amount of $250.0 million. The fair value of the interest rate swap agreement represents the difference in the present value of cash flows calculated at the contracted interest rates and at current market interest rates at the end of the period. We calculate the fair value of the interest rate swap agreement quarterly based on the quoted market price for the same or similar financial instruments. The fair value of the interest rate swap agreement is included in Other long-term liabilities in the Company’s consolidated balance sheet as of September 30, 2016 and December 31, 2015. |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
PROPERTY AND EQUIPMENT | |
Schedule of property and equipment | September 30, December 31, $s in thousands 2016 2015 Cell development costs $ $ Land and improvements Buildings and improvements Railcars Vehicles and other equipment Construction in progress Total property and equipment Accumulated depreciation and amortization ) ) Property and equipment, net $ $ |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
GOODWILL AND INTANGIBLE ASSETS | |
Schedule of changes in goodwill | $s in thousands Environmental Field & Total Balance at December 31, 2015 $ $ $ ESI acquisition — Foreign currency translation — Balance at September 30, 2016 $ $ $ |
Schedule of intangible assets | September 30, 2016 December 31, 2015 $s in thousands Cost Accumulated Net Cost Accumulated Net Amortizing intangible assets: Permits, licenses and lease $ $ ) $ $ $ ) $ Customer relationships ) ) Technology - formulae and processes ) ) Customer backlog ) ) Tradename ) ) Developed software ) ) Non-compete agreements ) ) — Internet domain and website ) ) Database ) ) Total amortizing intangible assets ) ) Nonamortizing intangible assets: Permits and licenses — — Tradename — — Total intangible assets, net $ $ ) $ $ $ ) $ |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
DEBT | |
Schedule of long-term debt | September 30, December 31, $s in thousands 2016 2015 Term loan $ $ Unamortized discount and debt issuance costs ) ) Total debt Current portion of long-term debt ) ) Long-term debt $ $ |
Schedule of maximum consolidated senior secured leverage ratio for different periods | Fiscal Quarters Ending Maximum Ratio December 31, 2015 through September 30, 2016 3.75 to 1.00 December 31, 2016 through September 30, 2017 3.50 to 1.00 December 31, 2017 through September 30, 2018 3.25 to 1.00 December 31, 2018 and thereafter 3.00 to 1.00 |
CLOSURE AND POST-CLOSURE OBLI32
CLOSURE AND POST-CLOSURE OBLIGATIONS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
CLOSURE AND POST-CLOSURE OBLIGATIONS | |
Schedule of changes in closure and post-closure obligations | Three Months Ended Nine Months Ended $s in thousands September 30, 2016 September 30, 2016 Closure and post-closure obligations, beginning of period $ $ Accretion expense Payments ) ) Adjustments Foreign currency translation ) Closure and post-closure obligations, end of period Less current portion ) ) Long-term portion $ $ |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
EARNINGS PER SHARE | |
Schedule of earnings per share | Three Months Ended September 30, $s and shares in thousands, except per share 2016 2015 amounts Basic Diluted Basic Diluted Net income $ $ $ $ Weighted average basic shares outstanding Dilutive effect of stock-based awards Weighted average diluted shares outstanding Earnings per share $ $ $ $ Anti-dilutive shares excluded from calculation Nine Months Ended September 30, $s and shares in thousands, except per share 2016 2015 amounts Basic Diluted Basic Diluted Net income $ $ $ $ Weighted average basic shares outstanding Dilutive effect of stock-based awards Weighted average diluted shares outstanding Earnings per share $ $ $ $ Anti-dilutive shares excluded from calculation |
EQUITY (Tables)
EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
EQUITY | |
Schedule of assumptions for determining the fair value for PSU awards using Monte Carlo simulation models | 2016 2015 Stock price on grant date $35.05 $46.89 Expected term (years) 3.0 2.6 Expected volatility 29% 29% Risk-free interest rate 1.3% 0.9% Expected dividend yield 2.1% 1.5% |
Summary of PSU, restricted stock and RSU activity | PSUs Restricted Stock RSUs Shares Weighted Shares Weighted Shares Weighted Outstanding as of December 31, 2015 $ $ — $ — Granted Vested — — ) — — Cancelled, expired or forfeited ) ) ) Outstanding as of September 30, 2016 $ $ $ |
Summary of stock option plan activity | Shares Weighted Outstanding as of December 31, 2015 $ Granted Exercised ) Cancelled, expired or forfeited ) Outstanding as of September 30, 2016 $ Exercisable as of September 30, 2016 $ |
OPERATING SEGMENTS (Tables)
OPERATING SEGMENTS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
OPERATING SEGMENTS | |
Summary of financial information concerning reportable segments | Three Months Ended September 30, 2016 $s in thousands Environmental Field & Corporate Total Treatment & Disposal Revenue $ $ $ — $ Services Revenue: Transportation and Logistics (1) — Industrial Cleaning (2) — — Technical Services (3) — — Remediation (4) — — Other (5) — — Total Revenue $ $ $ — $ Depreciation, amortization and accretion $ $ $ $ Capital expenditures $ $ $ $ Total assets $ $ $ $ Three Months Ended September 30, 2015 $s in thousands Environmental Field & Corporate Total Treatment & Disposal Revenue $ $ $ — $ Services Revenue: Transportation and Logistics (1) — Industrial Cleaning (2) — — Technical Services (3) — — Remediation (4) — — Other (5) — — Total Revenue $ $ $ — $ Depreciation, amortization and accretion $ $ $ $ Capital expenditures $ $ $ $ Total assets $ $ $ $ Nine Months Ended September 30, 2016 $s in thousands Environmental Field & Corporate Total Treatment & Disposal Revenue $ $ $ — $ Services Revenue: Transportation and Logistics (1) — Industrial Cleaning (2) — — Technical Services (3) — — Remediation (4) — — Other (5) — — Total Revenue $ $ $ — $ Depreciation, amortization and accretion $ $ $ $ Capital expenditures $ $ $ $ Total assets $ $ $ $ Nine Months Ended September 30, 2015 $s in thousands Environmental Field & Corporate Total Treatment & Disposal Revenue $ $ $ — $ Services Revenue: Transportation and Logistics (1) — Industrial Cleaning (2) — — Technical Services (3) — — Remediation (4) — — Other (5) — — Total Revenue $ $ $ — $ Depreciation, amortization and accretion $ $ $ $ Capital expenditures $ $ $ $ Total assets $ $ $ $ (1) Includes such services as collection, transportation and disposal of non-hazardous and hazardous waste. (2) Includes such services as industrial cleaning and maintenance for refineries, chemical plants, steel and automotive plants, and refinery services such as tank cleaning and temporary storage. (3) Includes such services as Total Waste Management (“TWM”) programs, retail services, laboratory packing, less-than-truck-load (“LTL”) service and Household Hazardous Waste (“HHW”) collection. (4) Includes such services as site assessment, onsite treatment, project management and remedial action planning and execution. (5) Includes such services as emergency response and marine. (6) Financial data includes the operations of our Allstate business. We completed the divestiture of Allstate on November 1, 2015. |
Reconciliation of Net Income to Adjusted EBITDA and adjusted EBITDA by operating segment | Three Months Ended September 30, Nine Months Ended September 30, $s in thousands 2016 2015 2016 2015 Net income $ $ $ $ Income tax expense Interest expense Interest income ) ) ) ) Foreign currency (gain) loss ) Other (income) expense ) ) ) Depreciation and amortization of plant and equipment Amortization of intangibles Stock-based compensation Accretion and non-cash adjustment of closure & post-closure liabilities Impairment charges — — — Adjusted EBITDA $ $ $ $ Three Months Ended September 30, Nine Months Ended September 30, $s in thousands 2016 2015 2016 2015 Adjusted EBITDA: Environmental Services $ $ $ $ Field & Industrial Services Corporate ) ) ) ) Total $ $ $ $ |
Summary of revenues by geographic location | Three Months Ended September 30, Nine Months Ended September 30, $s in thousands 2016 2015 2016 2015 United States $ $ $ $ Canada Total revenue $ $ $ $ |
Schedule of long-lived assets by geographic location | September 30, December 31, $s in thousands 2016 2015 United States $ $ Canada Total long-lived assets $ $ |
BUSINESS COMBINATIONS (Details)
BUSINESS COMBINATIONS (Details) - USD ($) | May 02, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
BUSINESS ACQUISITIONS | |||
Payment to acquire business, net of cash acquired | $ 4,934,000 | ||
Goodwill | $ 193,655,000 | $ 191,823,000 | |
ESI | |||
BUSINESS ACQUISITIONS | |||
Percentage of outstanding shares acquired | 100.00% | ||
Payment to acquire business, net of cash acquired | $ 4,900,000 | ||
Goodwill | 1,000,000 | ||
Identifiable intangible assets | $ 861,000 | ||
Weighted average amortization period | 14 years | ||
Indefinite-lived environmental permits | $ 638,000 |
DIVESTITURE (Details)
DIVESTITURE (Details) - Disposed of by Sale - USD ($) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Dec. 31, 2015 | Apr. 25, 2016 | Apr. 05, 2016 | Nov. 01, 2015 | |
Augusta facility | |||||
Divestiture | |||||
Cash consideration | $ 1,900,000 | ||||
Gain (loss) on divestiture | $ 1,900,000 | ||||
Allstate | |||||
Divestiture | |||||
Cash consideration | $ 827,000 | $ 58,800,000 | |||
Gain (loss) on divestiture | $ 178,000 | $ (542,000) |
ACCUMULATED OTHER COMPREHENSI38
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - Changes in AOCI (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Accumulated other comprehensive loss, net of taxes | |
Balance at the beginning | $ 256,135 |
Balance at the end | 273,755 |
Accumulated Other Comprehensive Loss | |
Accumulated other comprehensive loss, net of taxes | |
Balance at the beginning | (17,066) |
Other comprehensive income (loss) before reclassifications, net of tax | (1,001) |
Amounts reclassified out of AOCI, net of tax (1) | 1,580 |
Other comprehensive income (loss) | 579 |
Balance at the end | (16,487) |
Foreign Currency Translation | |
Accumulated other comprehensive loss, net of taxes | |
Balance at the beginning | (14,028) |
Other comprehensive income (loss) before reclassifications, net of tax | 2,555 |
Other comprehensive income (loss) | 2,555 |
Balance at the end | (11,473) |
Unrealized Loss on Interest Rate Hedge | |
Accumulated other comprehensive loss, net of taxes | |
Balance at the beginning | (3,038) |
Other comprehensive income (loss) before reclassifications, net of tax | (3,556) |
Amounts reclassified out of AOCI, net of tax (1) | 1,580 |
Other comprehensive income (loss) | (1,976) |
Balance at the end | $ (5,014) |
ACCUMULATED OTHER COMPREHENSI39
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) -Reclassifications Line Items (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Reclassification adjustments | ||||
Interest expense | $ 4,288,000 | $ 5,081,000 | $ 13,150,000 | $ 16,208,000 |
Unrealized Loss on Interest Rate Hedge | Interest rate swap agreement | Reclassification out of accumulated other comprehensive income | ||||
Reclassification adjustments | ||||
Interest expense | 798,000 | 871,000 | 2,400,000 | 2,600,000 |
Interest expense, net of tax | 519,000 | $ 566,000 | 1,600,000 | $ 1,700,000 |
Amounts in AOCI expected to be recognized over the next 12 months before tax | 3,200,000 | 3,200,000 | ||
Amounts in AOCI expected to be recognized over the next 12 months, net of taxes | $ 2,100,000 | $ 2,100,000 |
RECEIVABLES (Details)
RECEIVABLES (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
RECEIVABLES | ||
Trade | $ 84,446 | $ 95,055 |
Unbilled revenue | 15,535 | 11,983 |
Other | 838 | 2,568 |
Total receivables | 100,819 | 109,606 |
Allowance for doubtful accounts | (2,529) | (3,226) |
Receivables, net | $ 98,290 | $ 106,380 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Interest rate swap agreement | |||
Assets measured at fair value on a recurring basis | |||
Initial notional amount | $ 250,000 | ||
Other Observable Inputs (Level 2) | Variable-rate debt | |||
Assets measured at fair value on a recurring basis | |||
Liabilities fair value disclosure | $ 285,200 | ||
Recurring | |||
Assets measured at fair value on a recurring basis | |||
Assets fair value disclosure | 5,810 | $ 5,748 | |
Liabilities fair value disclosure | 7,713 | 4,676 | |
Recurring | Interest rate swap agreement | |||
Assets measured at fair value on a recurring basis | |||
Liabilities fair value disclosure | 7,713 | 4,676 | |
Recurring | Fixed-income securities | |||
Assets measured at fair value on a recurring basis | |||
Assets fair value disclosure | 4,024 | 3,976 | |
Recurring | Money market funds | |||
Assets measured at fair value on a recurring basis | |||
Assets fair value disclosure | 1,786 | 1,772 | |
Recurring | Quoted Prices in Active Markets (Level 1) | |||
Assets measured at fair value on a recurring basis | |||
Assets fair value disclosure | 2,604 | 2,175 | |
Recurring | Quoted Prices in Active Markets (Level 1) | Fixed-income securities | |||
Assets measured at fair value on a recurring basis | |||
Assets fair value disclosure | 818 | 403 | |
Recurring | Quoted Prices in Active Markets (Level 1) | Money market funds | |||
Assets measured at fair value on a recurring basis | |||
Assets fair value disclosure | 1,786 | 1,772 | |
Recurring | Other Observable Inputs (Level 2) | |||
Assets measured at fair value on a recurring basis | |||
Assets fair value disclosure | 3,206 | 3,573 | |
Liabilities fair value disclosure | 7,713 | 4,676 | |
Recurring | Other Observable Inputs (Level 2) | Interest rate swap agreement | |||
Assets measured at fair value on a recurring basis | |||
Liabilities fair value disclosure | 7,713 | 4,676 | |
Recurring | Other Observable Inputs (Level 2) | Fixed-income securities | |||
Assets measured at fair value on a recurring basis | |||
Assets fair value disclosure | $ 3,206 | $ 3,573 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
PROPERTY AND EQUIPMENT | |||||
Total property and equipment | $ 381,486 | $ 381,486 | $ 354,308 | ||
Accumulated depreciation and amortization | (162,184) | (162,184) | (143,974) | ||
Property and equipment, net | 219,302 | 219,302 | 210,334 | ||
Depreciation and amortization expense | 6,454 | $ 6,591 | 18,561 | $ 21,726 | |
Cell development costs | |||||
PROPERTY AND EQUIPMENT | |||||
Total property and equipment | 123,036 | 123,036 | 121,473 | ||
Land and improvements | |||||
PROPERTY AND EQUIPMENT | |||||
Total property and equipment | 33,503 | 33,503 | 31,606 | ||
Buildings and improvements | |||||
PROPERTY AND EQUIPMENT | |||||
Total property and equipment | 76,680 | 76,680 | 70,990 | ||
Railcars | |||||
PROPERTY AND EQUIPMENT | |||||
Total property and equipment | 17,299 | 17,299 | 17,375 | ||
Vehicles and other equipment | |||||
PROPERTY AND EQUIPMENT | |||||
Total property and equipment | 104,546 | 104,546 | 92,797 | ||
Construction in progress | |||||
PROPERTY AND EQUIPMENT | |||||
Total property and equipment | $ 26,422 | $ 26,422 | $ 20,067 |
GOODWILL AND INTANGIBLE ASSET43
GOODWILL AND INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Changes in goodwill | |||||
Balance at the beginning of the period | $ 191,823 | ||||
ESI acquisition | 1,011 | ||||
Foreign currency translation | 821 | ||||
Balance at the end of the period | $ 193,655 | 193,655 | |||
Intangible Assets | |||||
Amortizing intangible assets, Cost | 213,245 | 213,245 | $ 210,759 | ||
Accumulated amortization | (29,267) | (29,267) | (21,061) | ||
Amortizing intangible assets, Net | 183,978 | 183,978 | 189,698 | ||
Total intangible assets, cost | 263,733 | 263,733 | 260,632 | ||
Total intangible assets, net | 234,466 | 234,466 | 239,571 | ||
Amortization expense | 2,651 | $ 2,952 | 7,907 | $ 9,558 | |
Permits and licenses | |||||
Intangible Assets | |||||
Nonamortizing intangible assets | 50,359 | 50,359 | 49,750 | ||
Tradename | |||||
Intangible Assets | |||||
Nonamortizing intangible assets | 129 | 129 | 123 | ||
Permits, licenses and lease | |||||
Intangible Assets | |||||
Amortizing intangible assets, Cost | 110,816 | 110,816 | 109,652 | ||
Accumulated amortization | (8,877) | (8,877) | (6,682) | ||
Amortizing intangible assets, Net | 101,939 | 101,939 | 102,970 | ||
Customer relationships | |||||
Intangible Assets | |||||
Amortizing intangible assets, Cost | 82,945 | 82,945 | 82,021 | ||
Accumulated amortization | (13,149) | (13,149) | (9,015) | ||
Amortizing intangible assets, Net | 69,796 | 69,796 | 73,006 | ||
Technology - formulae and processes | |||||
Intangible Assets | |||||
Amortizing intangible assets, Cost | 6,924 | 6,924 | 6,560 | ||
Accumulated amortization | (1,279) | (1,279) | (1,054) | ||
Amortizing intangible assets, Net | 5,645 | 5,645 | 5,506 | ||
Customer backlog | |||||
Intangible Assets | |||||
Amortizing intangible assets, Cost | 3,652 | 3,652 | 3,652 | ||
Accumulated amortization | (835) | (835) | (561) | ||
Amortizing intangible assets, Net | 2,817 | 2,817 | 3,091 | ||
Tradename | |||||
Intangible Assets | |||||
Amortizing intangible assets, Cost | 4,318 | 4,318 | 4,318 | ||
Accumulated amortization | (3,290) | (3,290) | (2,210) | ||
Amortizing intangible assets, Net | 1,028 | 1,028 | 2,108 | ||
Developed software | |||||
Intangible Assets | |||||
Amortizing intangible assets, Cost | 2,914 | 2,914 | 2,899 | ||
Accumulated amortization | (922) | (922) | (678) | ||
Amortizing intangible assets, Net | 1,992 | 1,992 | 2,221 | ||
Non-compete agreements | |||||
Intangible Assets | |||||
Amortizing intangible assets, Cost | 747 | 747 | 732 | ||
Accumulated amortization | (738) | (738) | (732) | ||
Amortizing intangible assets, Net | 9 | 9 | |||
Internet domain and website | |||||
Intangible Assets | |||||
Amortizing intangible assets, Cost | 540 | 540 | 540 | ||
Accumulated amortization | (65) | (65) | (44) | ||
Amortizing intangible assets, Net | 475 | 475 | 496 | ||
Database | |||||
Intangible Assets | |||||
Amortizing intangible assets, Cost | 389 | 389 | 385 | ||
Accumulated amortization | (112) | (112) | (85) | ||
Amortizing intangible assets, Net | 277 | 277 | $ 300 | ||
Environmental Services | |||||
Changes in goodwill | |||||
Balance at the beginning of the period | 147,692 | ||||
ESI acquisition | 1,011 | ||||
Foreign currency translation | 821 | ||||
Balance at the end of the period | 149,524 | 149,524 | |||
Field & Industrial Services | |||||
Changes in goodwill | |||||
Balance at the beginning of the period | 44,131 | ||||
Balance at the end of the period | $ 44,131 | $ 44,131 |
DEBT (Details)
DEBT (Details) $ in Thousands | Jun. 17, 2014USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2015USD ($) |
Long-term debt | |||
Term loan | $ 283,765 | $ 300,994 | |
Unamortized discount and debt issuance costs | (5,993) | (7,254) | |
Total debt | 277,772 | 293,740 | |
Current portion of long-term debt | (2,903) | (3,056) | |
Long-term debt | $ 274,869 | $ 290,684 | |
Credit Agreement | |||
Long-term debt | |||
Mandatory prepayments as a percentage of adjusted excess cash flow if entity's total leverage ratio is greater than the specified leverage ratio | 50.00% | ||
Total leverage ratio | 2.50 | ||
Mandatory prepayments as a percentage of adjusted excess cash flow if entity's total leverage ratio is equal to or less than the specified leverage ratio | 0.00% | ||
Credit Agreement | EQ | |||
Long-term debt | |||
Maximum borrowing capacity | $ 540,000 | ||
Term Loan | |||
Long-term debt | |||
Debt instrument, aggregate annual amortization as a percentage of original principal amount | 1.00% | ||
Effective interest rate (as a percent) | 4.75% | ||
Percentage of principal amount of debt instrument for which the Company is required to enter into one or more interest rate hedge agreements | 76.00% | ||
Amount of debt hedged | $ 215,000 | ||
Term Loan | Minimum | |||
Long-term debt | |||
Percentage of principal amount of debt instrument for which the Company is required to enter into one or more interest rate hedge agreements | 50.00% | ||
Term Loan | Base rate | |||
Long-term debt | |||
Percentage points added to the reference rate | 2.00% | ||
Term Loan | LIBOR | |||
Long-term debt | |||
Percentage points added to the reference rate | 3.00% | ||
Term Loan | EQ | |||
Long-term debt | |||
Maximum borrowing capacity | $ 415,000 | ||
Percentage of outstanding shares acquired | 100.00% | ||
Revolving Line of Credit | |||
Long-term debt | |||
Maximum borrowing capacity | $ 125,000 | ||
Amount outstanding | $ 2,300 | ||
Interest rate (as a percent) | 5.25% | ||
Commitment fee (as a percent) | 0.50% | ||
Availability for borrowings under line of credit | $ 115,200 | ||
Line of credit issued in the form of a standby letters of credit | $ 7,500 | ||
Revolving Line of Credit | December 31, 2015 through September 30, 2016 | |||
Long-term debt | |||
Maximum consolidated senior secured leverage ratio | 3.75 | ||
Revolving Line of Credit | December 31, 2016 through September 30, 2017 | |||
Long-term debt | |||
Maximum consolidated senior secured leverage ratio | 3.50 | ||
Revolving Line of Credit | December 31, 2017 through September 30, 2018 | |||
Long-term debt | |||
Maximum consolidated senior secured leverage ratio | 3.25 | ||
Revolving Line of Credit | December 31, 2018 and thereafter | |||
Long-term debt | |||
Maximum consolidated senior secured leverage ratio | 3 | ||
Revolving Line of Credit | EQ | |||
Long-term debt | |||
Maximum borrowing capacity | $ 125,000 | ||
Letter of credit | |||
Long-term debt | |||
Maximum borrowing capacity | 50,000 | ||
Former Agreement | |||
Long-term debt | |||
Amount outstanding | 0 | ||
Early termination penalties incurred | $ 0 |
CLOSURE AND POST-CLOSURE OBLI45
CLOSURE AND POST-CLOSURE OBLIGATIONS - Rollforward (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | |
Changes to closure and post-closure obligations | |||
Closure and post-closure obligations, beginning of period | $ 72,435 | $ 71,154 | |
Accretion expense | 1,031 | 3,081 | $ 3,208 |
Payments | (455) | (1,304) | |
Adjustments | 1,272 | 1,272 | |
Foreign currency translation | (17) | 63 | |
Closure and post-closure obligations, end of period | $ 74,266 | $ 74,266 |
CLOSURE AND POST-CLOSURE OBLI46
CLOSURE AND POST-CLOSURE OBLIGATIONS - Current And Non Current (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2015 |
Changes to closure and post-closure obligations | |||
Closure and post-closure obligations, end of period | $ 74,266 | $ 72,435 | $ 71,154 |
Less current portion | (2,211) | (2,787) | |
Long-term portion | $ 72,055 | $ 68,367 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
INCOME TAXES | ||||
Effective tax rate (as a percent) | 38.30% | 40.90% | 38.80% | 45.30% |
Impairment charges | $ 6,700 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Basic | ||||
Net income, basic | $ 10,114 | $ 9,904 | $ 26,569 | $ 17,907 |
Weighted average basic shares outstanding | 21,714 | 21,655 | 21,700 | 21,619 |
Earnings per share (in dollars per share) | $ 0.47 | $ 0.46 | $ 1.22 | $ 0.83 |
Diluted | ||||
Net income, diluted | $ 10,114 | $ 9,904 | $ 26,569 | $ 17,907 |
Weighted average basic shares outstanding | 21,714 | 21,655 | 21,700 | 21,619 |
Dilutive effect of stock-based awards (in shares) | 90 | 94 | 80 | 104 |
Weighted average diluted shares outstanding | 21,804 | 21,749 | 21,780 | 21,723 |
Earnings per share (in dollars per share) | $ 0.46 | $ 0.46 | $ 1.22 | $ 0.82 |
Anti-dilutive shares excluded from calculation | 195 | 181 | 267 | 192 |
EQUITY - Stock Repurchase Progr
EQUITY - Stock Repurchase Program (Details) $ in Millions | Jun. 01, 2016USD ($) |
EQUITY | |
Authorized repurchase amount of outstanding common stock | $ 25 |
EQUITY - Omnibus Incentive Plan
EQUITY - Omnibus Incentive Plan (Details) - USD ($) | Jan. 04, 2016 | Jan. 01, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | May 27, 2015 |
Omnibus Plan | |||||
Stock-Based Compensation Plans | |||||
Number of shares authorized for grant | 1,500,000 | ||||
Number of shares available for future grant | 1,261,484 | ||||
PSUs | |||||
Stock-Based Compensation Plans | |||||
Performance Stock Units granted | 16,000 | 16,000 | |||
Number of common shares each PSU represents (in shares) | 1 | ||||
Performance period | 3 years | ||||
Weighted-average grant-date fair value (per unit) | $ 41.22 | $ 41.22 | |||
Assumptions used in Monte Carlo simulation | |||||
Stock price on grant date | $ 35.05 | $ 46.89 | |||
Expected term (years) | 3 years | 2 years 7 months 6 days | |||
Expected volatility | 29.00% | 29.00% | |||
Risk-free interest rate | 1.30% | 0.90% | |||
Expected dividend yield | 2.10% | 1.50% | |||
PSUs | Minimum | |||||
Stock-Based Compensation Plans | |||||
Percentage payout rate | 0.00% | ||||
PSUs | Maximum | |||||
Stock-Based Compensation Plans | |||||
Percentage payout rate | 200.00% |
EQUITY - PSUs, RSUs and Restric
EQUITY - PSUs, RSUs and Restricted Stock (Details) - $ / shares | Jan. 04, 2016 | Sep. 30, 2016 |
Shares | ||
Exercised (in shares) | (13,939) | |
Weighted Average Exercise Price | ||
Exercised (in dollars per share) | $ 23.25 | |
PSUs | ||
Shares | ||
Outstanding at the beginning of the period (in shares) | 6,929 | |
Granted (in shares) | 16,000 | 16,000 |
Cancelled, expired or forfeited (in shares) | (3,466) | |
Outstanding at the end of the period (in shares) | 19,463 | |
Weighted Average Grant Date Fair Value | ||
Outstanding at the beginning of the period (in dollars per share) | $ 65.78 | |
Granted (in dollars per share) | $ 41.22 | 41.22 |
Cancelled, expired or forfeited (in dollars per share) | 48.77 | |
Outstanding at the end of the period (in dollars per share) | $ 48.62 | |
Restricted stock | ||
Stock-Based Compensation Plans | ||
Issuance of restricted stock from treasury stock (in shares) | 10,412 | |
Average cost (in dollars per share) | $ 39.82 | |
Shares | ||
Outstanding at the beginning of the period (in shares) | 59,413 | |
Granted (in shares) | 34,300 | |
Vested (in shares) | (32,279) | |
Cancelled, expired or forfeited (in shares) | (6,233) | |
Outstanding at the end of the period (in shares) | 55,201 | |
Weighted Average Grant Date Fair Value | ||
Outstanding at the beginning of the period (in dollars per share) | $ 42.67 | |
Granted (in dollars per share) | 37.90 | |
Vested (in dollars per share) | 37.83 | |
Cancelled, expired or forfeited (in dollars per share) | 40.51 | |
Outstanding at the end of the period (in dollars per share) | $ 42.78 | |
RSUs | ||
Shares | ||
Granted (in shares) | 20,830 | |
Cancelled, expired or forfeited (in shares) | (260) | |
Outstanding at the end of the period (in shares) | 20,570 | |
Weighted Average Grant Date Fair Value | ||
Granted (in dollars per share) | $ 39.10 | |
Cancelled, expired or forfeited (in dollars per share) | 39.10 | |
Outstanding at the end of the period (in dollars per share) | $ 39.10 | |
Stock options | ||
Shares | ||
Outstanding at the beginning of the period (in shares) | 336,417 | |
Granted (in shares) | 147,660 | |
Exercised (in shares) | (13,939) | |
Cancelled, expired or forfeited (in shares) | (22,730) | |
Outstanding at the end of the period (in shares) | 447,408 | |
Exercisable at the end of the period (in shares) | 153,535 | |
Weighted Average Exercise Price | ||
Outstanding at the beginning of the period (in dollars per share) | $ 35.83 | |
Granted (in dollars per share) | 37.83 | |
Exercised (in dollars per share) | 23.25 | |
Cancelled, expired or forfeited (in dollars per share) | 43.44 | |
Outstanding at the end of the period (in dollars per share) | 36.50 | |
Exercisable at the end of the period (in dollars per share) | $ 33.33 |
EQUITY - Treasury Stock (Detail
EQUITY - Treasury Stock (Details) | 9 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Treasury Stock | |
Repurchase of common stock (in shares) | 6,589 |
Average cost of repurchase (in dollars per share) | $ / shares | $ 40.95 |
Number of options exercised (in shares) | 13,939 |
Exercised (in dollars per share) | $ / shares | $ 23.25 |
Number of options exercised via share settlement | 2,083 |
Restricted stock | |
Treasury Stock | |
Issuance of restricted stock from treasury stock (in shares) | 10,412 |
Average cost (in dollars per share) | $ / shares | $ 39.82 |
OPERATING SEGMENTS - Summarized
OPERATING SEGMENTS - Summarized Financial Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)segment | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($) | |
OPERATING SEGMENTS | |||||
Number of reportable segments | segment | 2 | ||||
Total revenue | $ 124,824 | $ 148,414 | $ 360,493 | $ 424,797 | |
Depreciation, amortization and accretion | 10,136 | 10,675 | 29,549 | 34,492 | |
Capital expenditures | 2,956 | 6,317 | 22,550 | 25,693 | |
Total assets | 773,310 | 863,376 | 773,310 | 863,376 | $ 771,987 |
Treatment and Disposal Revenue | |||||
OPERATING SEGMENTS | |||||
Total revenue | 74,456 | 76,991 | 213,738 | 226,768 | |
Transportation and Logistics | |||||
OPERATING SEGMENTS | |||||
Total revenue | 21,139 | 24,300 | 62,170 | 69,765 | |
Industrial Cleaning | |||||
OPERATING SEGMENTS | |||||
Total revenue | 5,025 | 28,059 | 16,497 | 71,601 | |
Technical Services | |||||
OPERATING SEGMENTS | |||||
Total revenue | 20,364 | 17,640 | 57,136 | 50,243 | |
Remediation | |||||
OPERATING SEGMENTS | |||||
Total revenue | 3,326 | 1,253 | 8,816 | 5,492 | |
Other | |||||
OPERATING SEGMENTS | |||||
Total revenue | 514 | 171 | 2,136 | 928 | |
Corporate | |||||
OPERATING SEGMENTS | |||||
Depreciation, amortization and accretion | 115 | 126 | 362 | 405 | |
Capital expenditures | 546 | 436 | 2,358 | 1,879 | |
Total assets | 59,118 | 62,614 | 59,118 | 62,614 | |
Environmental Services | Operating Segment | |||||
OPERATING SEGMENTS | |||||
Total revenue | 87,785 | 91,947 | 252,106 | 266,314 | |
Depreciation, amortization and accretion | 8,665 | 8,619 | 25,117 | 26,047 | |
Capital expenditures | 1,960 | 4,365 | 18,309 | 17,226 | |
Total assets | 589,841 | 594,421 | 589,841 | 594,421 | |
Environmental Services | Operating Segment | Treatment and Disposal Revenue | |||||
OPERATING SEGMENTS | |||||
Total revenue | 70,719 | 73,487 | 204,352 | 217,045 | |
Environmental Services | Operating Segment | Transportation and Logistics | |||||
OPERATING SEGMENTS | |||||
Total revenue | 17,066 | 18,460 | 47,754 | 49,269 | |
Field & Industrial Services | Operating Segment | |||||
OPERATING SEGMENTS | |||||
Total revenue | 37,039 | 56,467 | 108,387 | 158,483 | |
Depreciation, amortization and accretion | 1,356 | 1,930 | 4,070 | 8,040 | |
Capital expenditures | 450 | 1,516 | 1,883 | 6,588 | |
Total assets | 124,351 | 206,341 | 124,351 | 206,341 | |
Field & Industrial Services | Operating Segment | Treatment and Disposal Revenue | |||||
OPERATING SEGMENTS | |||||
Total revenue | 3,737 | 3,504 | 9,386 | 9,723 | |
Field & Industrial Services | Operating Segment | Transportation and Logistics | |||||
OPERATING SEGMENTS | |||||
Total revenue | 4,073 | 5,840 | 14,416 | 20,496 | |
Field & Industrial Services | Operating Segment | Industrial Cleaning | |||||
OPERATING SEGMENTS | |||||
Total revenue | 5,025 | 28,059 | 16,497 | 71,601 | |
Field & Industrial Services | Operating Segment | Technical Services | |||||
OPERATING SEGMENTS | |||||
Total revenue | 20,364 | 17,640 | 57,136 | 50,243 | |
Field & Industrial Services | Operating Segment | Remediation | |||||
OPERATING SEGMENTS | |||||
Total revenue | 3,326 | 1,253 | 8,816 | 5,492 | |
Field & Industrial Services | Operating Segment | Other | |||||
OPERATING SEGMENTS | |||||
Total revenue | $ 514 | $ 171 | $ 2,136 | $ 928 |
OPERATING SEGMENTS - Reconcilia
OPERATING SEGMENTS - Reconciliation of EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Reconciliation of Net Income to adjusted EBITDA | ||||
Net income | $ 10,114 | $ 9,904 | $ 26,569 | $ 17,907 |
Income tax expense | 6,278 | 6,858 | 16,828 | 14,815 |
Interest expense | 4,288 | 5,081 | 13,150 | 16,208 |
Interest income | (8) | (17) | (90) | (64) |
Foreign currency (gain) loss | 224 | 994 | (192) | 1,769 |
Other (income) expense | 19 | (387) | (2,480) | (1,156) |
Depreciation and amortization of property and equipment | 6,454 | 6,591 | 18,561 | 21,726 |
Amortization of intangible assets | 2,651 | 2,952 | 7,907 | 9,558 |
Stock-based compensation | 605 | 646 | 2,182 | 1,736 |
Accretion and non-cash adjustment of closure & post-closure liabilities | 1,031 | 1,132 | 3,081 | 3,208 |
Impairment charges | 6,700 | |||
Adjusted EBITDA | 31,656 | 33,754 | 85,516 | 92,407 |
Operating Segment | Environmental Services | ||||
Reconciliation of Net Income to adjusted EBITDA | ||||
Adjusted EBITDA | 37,747 | 38,420 | 104,352 | 110,778 |
Operating Segment | Field & Industrial Services | ||||
Reconciliation of Net Income to adjusted EBITDA | ||||
Adjusted EBITDA | 4,466 | 6,435 | 13,267 | 15,790 |
Corporate | ||||
Reconciliation of Net Income to adjusted EBITDA | ||||
Adjusted EBITDA | $ (10,557) | $ (11,101) | $ (32,103) | $ (34,161) |
OPERATING SEGMENTS - Revenue an
OPERATING SEGMENTS - Revenue and Long-lived Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Revenue, Property and Equipment and Intangible Assets Outside of the United States | |||||
Total revenue | $ 124,824 | $ 148,414 | $ 360,493 | $ 424,797 | |
Total long- lived assets | 453,768 | 453,768 | $ 449,905 | ||
United States | |||||
Revenue, Property and Equipment and Intangible Assets Outside of the United States | |||||
Total revenue | 111,005 | 138,367 | 325,379 | 392,698 | |
Total long- lived assets | 398,722 | 398,722 | 400,320 | ||
Canada | |||||
Revenue, Property and Equipment and Intangible Assets Outside of the United States | |||||
Total revenue | 13,819 | $ 10,047 | 35,114 | $ 32,099 | |
Total long- lived assets | $ 55,046 | $ 55,046 | $ 49,585 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 28, 2016 | Oct. 03, 2016 | Oct. 01, 2016 | Sep. 30, 2016 | Sep. 30, 2015 |
SUBSEQUENT EVENTS | |||||
Dividend paid in cash | $ 11,754 | $ 11,700 | |||
Subsequent events | |||||
SUBSEQUENT EVENTS | |||||
Quarterly dividend declared (in dollars per share) | $ 0.18 | ||||
Dividend paid in cash | $ 3,900 | ||||
Subsequent events | Vernon | |||||
SUBSEQUENT EVENTS | |||||
Acquisition price | $ 5,000 |