Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 27, 2017 | |
Document Information [Line Items] | ||
Entity Registrant Name | SPARTAN MOTORS INC | |
Entity Central Index Key | 743,238 | |
Trading Symbol | spar | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Common Stock, Shares Outstanding (in shares) | 35,093,877 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 21,855 | $ 32,041 |
Accounts receivable, less allowance of $191 and $487 | 93,682 | 65,441 |
Inventories | 95,070 | 58,896 |
Income taxes receivable | 1,287 | |
Other current assets | 4,482 | 4,526 |
Total current assets | 215,089 | 162,191 |
Property, plant and equipment, net | 55,984 | 53,116 |
Goodwill | 27,489 | 15,961 |
Intangible assets, net | 9,642 | 6,385 |
Other assets | 2,872 | 2,331 |
Net deferred tax assets | 9,790 | 3,310 |
TOTAL ASSETS | 320,866 | 243,294 |
Current liabilities: | ||
Accounts payable | 55,000 | 31,336 |
Accrued warranty | 19,786 | 19,334 |
Accrued compensation and related taxes | 12,043 | 13,188 |
Deposits from customers | 26,950 | 16,142 |
Other current liabilities and accrued expenses | 12,461 | 7,659 |
Current portion of long-term debt | 49 | 65 |
Total current liabilities | 126,289 | 87,724 |
Long-term debt, less current portion | 22,840 | 74 |
Other non-current liabilities | 5,103 | 2,544 |
Total liabilities | 154,232 | 90,342 |
Commitments and contingencies | ||
Shareholders' equity: | ||
Preferred stock, no par value: 2,000 shares authorized (none issued) | ||
Common stock, $0.01 par value; 80,000 shares authorized; 35,087 and 34,383 outstanding | 351 | 344 |
Additional paid in capital | 78,773 | 76,837 |
Retained earnings | 88,168 | 76,428 |
Total Spartan Motors, Inc. shareholders’ equity | 167,292 | 153,609 |
Non-controlling interest | (658) | (657) |
Total shareholders’ equity | 166,634 | 152,952 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 320,866 | $ 243,294 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) shares in Thousands, $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Accounts receivable, allowance | $ 191 | $ 487 |
Preferred stock, par value (in dollars per share) | $ 0 | $ 0 |
Preferred stock, shares authorized (in shares) | 2,000 | 2,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 80,000 | 80,000 |
Common stock, shares outstanding (in shares) | 35,087 | 34,383 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Sales | $ 189,215 | $ 148,664 | $ 526,029 | $ 444,927 |
Cost of products sold | 160,564 | 130,571 | 461,327 | 390,206 |
Restructuring charges | 83 | 156 | 83 | |
Gross profit | 28,651 | 18,010 | 64,546 | 54,638 |
Operating expenses: | ||||
Research and development | 1,598 | 1,377 | 5,265 | 4,408 |
Selling, general and administrative | 17,057 | 13,820 | 48,160 | 41,782 |
Restructuring Charges | 232 | 221 | 1,044 | 788 |
Total operating expenses | 18,887 | 15,418 | 54,469 | 46,978 |
Operating income | 9,764 | 2,592 | 10,077 | 7,660 |
Other income (expense): | ||||
Interest expense | (189) | (112) | (582) | (314) |
Interest and other income | 159 | 151 | 438 | 305 |
Total other income (expense) | (30) | 39 | (144) | (9) |
Income before taxes | 9,734 | 2,631 | 9,933 | 7,651 |
Taxes | (3,736) | (113) | (3,561) | (11) |
Net income | 13,470 | 2,744 | 13,494 | 7,662 |
Less: net loss attributable to non-controlling interest | (1) | (1) | (6) | |
Net income attributable to Spartan Motors, Inc. | $ 13,470 | $ 2,745 | $ 13,495 | $ 7,668 |
Basic net earnings per share (in dollars per share) | $ 0.38 | $ 0.08 | $ 0.39 | $ 0.22 |
Diluted net earnings per share (in dollars per share) | $ 0.38 | $ 0.08 | $ 0.39 | $ 0.22 |
Basic weighted average common shares outstanding (in shares) | 35,105 | 34,439 | 34,882 | 34,406 |
Diluted weighted average common shares outstanding (in shares) | 35,105 | 34,439 | 34,882 | 34,406 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 13,494 | $ 7,662 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization expense | 7,335 | 5,742 |
(Gain)/loss on disposal of assets | (24) | |
Asset impairment | 406 | |
Accruals for warranty | 6,799 | 9,790 |
Deferred income taxes | (6,493) | (2,670) |
Stock based compensation related to stock awards | 2,578 | 1,280 |
Decrease (increase) in operating assets: | ||
Accounts receivable | (29,110) | (13,865) |
Inventories | 26,194 | (7,402) |
Income taxes receivable | 1,287 | 1,059 |
Other assets | 1,038 | 462 |
Increase (decrease) in operating liabilities: | ||
Accounts payable | 19,729 | 16,822 |
Cash paid for warranty repairs | (10,036) | (7,727) |
Accrued compensation and related taxes | (2,751) | 3,533 |
Deposits from customers | (32,121) | 4,451 |
Other current liabilities and accrued expenses | 258 | 876 |
Other long term liabilities | 1,811 | |
Taxes on income | 2,106 | 58 |
Total adjustments | (11,376) | 12,791 |
Net cash provided by operating activities | 2,118 | 20,453 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (3,762) | (9,299) |
Proceeds from sale of property, plant and equipment | 25 | |
Acquisition of business, net of cash acquired | (28,903) | |
Net cash used in investing activities | (32,665) | (9,274) |
Cash flows from financing activities: | ||
Proceeds from long-term debt | 32,800 | 10 |
Payments on long-term debt | (10,049) | (42) |
Purchase and retirement of common stock | (2,000) | |
Payment of dividends | (1,755) | (1,725) |
Net cash used in the exercise, vesting or cancellation of stock incentive awards | (635) | (137) |
Net cash provided by (used in) financing activities | 20,361 | (3,894) |
Net increase (decrease) in cash and cash equivalents | (10,186) | 7,285 |
Cash and cash equivalents at beginning of period | 32,041 | 32,701 |
Cash and cash equivalents at end of period | $ 21,855 | $ 39,986 |
Condensded Consolidated Stateme
Condensded Consolidated Statement of Shareholders' Equity (Unaudited) - 9 months ended Sep. 30, 2017 - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] | Total |
Balance (in shares) at Dec. 31, 2016 | 34,383 | ||||
Balance at Dec. 31, 2016 | $ 344 | $ 76,837 | $ 76,428 | $ (657) | $ 152,952 |
Issuance of common stock and the tax impact of stock incentive plan transactions (in shares) | 7 | ||||
Issuance of common stock and the tax impact of stock incentive plan transactions | (635) | (635) | |||
Issuance of restricted stock, net of cancellation (in shares) | 697 | ||||
Issuance of restricted stock, net of cancellation | $ 7 | (7) | |||
Dividends declared ($0.05 per share) | (1,755) | (1,755) | |||
Stock based compensation expense related to restricted stock | 2,578 | 2,578 | |||
Net income (loss) | 13,495 | (1) | 13,494 | ||
Balance (in shares) at Sep. 30, 2017 | 35,087 | ||||
Balance at Sep. 30, 2017 | $ 351 | $ 78,773 | $ 88,168 | $ (658) | $ 166,634 |
Condensded Consolidated Statem7
Condensded Consolidated Statement of Shareholders' Equity (Unaudited) (Parentheticals) | 9 Months Ended |
Sep. 30, 2017$ / shares | |
Retained Earnings [Member] | |
Dividends declared (in dollars per share) | $ 0.05 |
Note 1 - General and Summary of
Note 1 - General and Summary of Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Business Description and Accounting Policies [Text Block] | NOTE 1 For a description of key accounting policies followed , refer to the notes to the Spartan Motors, Inc. (the “Company”, “we”, “our” or “us”) consolidated financial statements for the year ended December 31, 2016, 10 March 3, 2017. no Spartan Motors, Inc. is a custom engineer and manufacturer of specialized motor vehicle chassis and bodies. Our principal chassis markets are emergency response vehicles, motor homes and other specialty vehicles. We also manufacture bodies for various markets including emergency response vehicles and vehicles used in delivery, mobile retail and trades and construction industries. Our operating activities are conducted through our wholly-owned operating subsidiary, Spartan Motors USA, Inc. (“Spartan USA”), with locations in Charlotte, Michigan; Brandon, South Dakota; Snyder and Neligh, Nebraska; Delavan, Wisconsin; Ephrata, Pennsylvania; Bristol, Indiana; Kansas City, Missouri; and Saltillo, Mexico. Our Charlotte, Michigan location manufactures heavy duty chassis and vehicles and supplies aftermarket parts and accessories under the Spartan Chassis and Spartan ER brand names. Our Brandon, South Dakota; Snyder and Neligh, Nebraska; Delavan, Wisconsin; and Ephrata, Pennsylvania locations manufacture emergency response vehicles under the Spartan ER, Smeal, US Tanker and Ladder Tower Company brand names. Our Bristol, Indiana location manufactures vehicles used in the parcel delivery, mobile retail and trades and construction industries, and supplies related aftermarket parts and services under the Utilimaster brand name. Our Kansas City, Missouri and Saltillo, Mexico locations sell and install equipment used in fleet vehicles. Spartan USA is also a participant in Spartan-Gimaex Innovations, LLC (“Spartan-Gimaex”), a 50/50 February 2015, June 2015, February 2017, No 10 On January 1, 2017, red substantially all of the assets and certain liabilities of Smeal Fire Apparatus Co., Smeal Properties, Inc., Ladder Tower Co., and U.S. Tanker Co. When used in this Quarterly Report on Form 10 The accompanying unaudited interim condensed consolidated financial statements reflect all normal and recurring adjustments that are necessary for the fair presentation of our financial position as of September 30, 2017, three nine September 30, 2017 nine September 30, 2017, 10 December 31, 2016. The results of operations for the three nine September 30, 2017 not We are required to disclose the fair value of our financial instruments in accordance with Financial Accounting Standards Board (“FASB”) Codification relating to “Disclosures about Fair Values of Financial Instruments.” The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and our variable rate debt instruments approximate their fair value at September 30, 2017 December 31, 2016. Certain immaterial amounts in the prior periods ’ financial statements have been reclassified to conform to the current period’s presentation. These reclassifications had no New Accounting Standards In February 2017 the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2017 05, Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610 20 2017 05” 2017 05 2017 05 2014 09 that the adoption of the provisions of ASU 2017 05 not In January 2017, No. 2017 04, Intangibles—Goodwill and Other (Topic 350 2017 4” 2017 4 December 15, 2019, January 1, 2017. We believe that the adoption of the provisions of ASU 2017 04 not In January 2017, ccounting Standards Update 2017 01, Business Combinations (Topic 805 2017 01” not not December 15, 2017, not We believe that the adoption of the provisions of ASU 2017 01 not In August 2016, No. 2016 15, Statement of Cash Flows (Topic 230 2016 15” 2016 15 2016 15 December 15, 2017, 2016 15, third 2017, not September 30, 2017. In June 2016, 2016 13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments 2016 13” 2016 13 December 15, 2019 2016 13 not In March 2016, No. 2016 09, Compensation – Stock Compensation 2016 09” 2016 09 2016 09 December 15, 2016, 2016 09 December 31, 2017 2016 09 not September 30, 2017. In February 2016, No. 2016 02, Leases 2016 02” 12 December 15, 2018, 2016 02 In July 2015, 2015 11, Inventory (Topic 330 2015 11” 2015 11 2015 11 December 15, 2016. 2015 11 no In May 2014, 2014 09, Revenue from Contracts with Customers (Topic 606 2014 09” 2014 09 2014 09 December 15, 2017, may fourth 2017. not not one first 2018. In March 2016, No. 2016 08, Revenue from Contracts with Customers (Topic 606 2016 08” 2016 08 two 2016 08 2014 09 In April 2016, No. 2016 10, Revenue from Contracts with Customers (Topic 606 2016 10” 2016 10 606 2016 10 2016 10 2016 10 2014 09 In May 2016, No. 2016 12, Revenue from Contracts with Customers (Topic 606 2016 12” 2016 12 2016 12 2014 09 |
Note 2 - Acquisition Activities
Note 2 - Acquisition Activities | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | NOTE 2 – ACQUISITION ACTIVITIES On January 1, 2017, Smeal pursuant to an Asset Purchase Agreement dated December 12, 2016. This acquisition will bring significant scale to our Emergency Response Vehicles segment, expand the geographic reach of our dealer network and add complementary products to our existing emergency response product portfolio . Sales and operatin g income included in our results since the January 1, 2017 Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017 Net sales $ 26,408 $ 102,878 Operating income 1,859 850 T he above operating income amounts include a one $0 $189 three nine September 30, 2017 Pro forma Results of Operation (Unaudited) The following table provides unaudited pro forma net sales and results of operations for the three nine September 30, 2017 2016, January 1 2016. not not Three Months Ended Nine Months Ended September 30, 2017 September 30, 2016 September 30, 2017 September 3 0, 2016 Net sales $ 189,215 $ 165,304 $ 526,029 $ 493,806 Net earnings attributable to Spartan Motors, Inc. $ 13,589 $ 1,745 $ 16,310 $ 5,729 Diluted net earnings per share $ 0.39 $ 0.05 $ 0.47 $ 0.17 SPARTAN MOTORS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Amounts in thousands, except per share data) Purchase Price Allocation The total purchase price paid for our acquisition of Smeal was $42,489, $28,903 $3,825, $7,391. may no April 1, 2018, not $2,400. fourth 2017. This acquisition w as accounted for using the purchase method of accounting with the purchase price allocated to the assets purchased and liabilities assumed based upon their estimated fair values at the date of acquisition. Identifiable intangible assets include trade-names and certain non-patented technology. The preliminary excess of the purchase price over the estimated fair values of the net tangible and intangible assets acquired of $11,528 nine September 30, 2017, $1,666 $2,370. The preliminary allocation of purchase price to assets acquired and liabilities assumed is as follows: Cash $ 3,825 Accounts receivable 6,523 Inventory 62,368 Other current assets 932 Property, plant and equipment 5,773 Intangible assets 3,900 Goodwill 11,528 Total assets acquired 94,849 Accounts payable 3,935 Customer prepayments 42,929 Accrued war ranty 3,689 Other liabilities 1,807 Total liabilities assumed 52,360 Total purchase price $ 42,489 Contingent Consideration Pursuant to the purchase agreement, the former owners of Smeal may . The purchase agreement specifies that Spartan will make a payment to the former owners of Smeal to cover certain state and federal tax liabilities for the tax year ending December 31, 2017 $0 $2,400 December 31, 2017. 10 $2,400. January 1, 2017 1%. one Goodwill Assigned The acquisition resulted in the recognition, on a preliminary basis, of $11,528 Goodwill consists of expected synergies resulting from the acquisition and the estimated value of the workforce employed. Key areas of expected cost savings include an expanded dealer network; complementary product portfolios; manufacturing and supply chain work process improvements; and the elimination of redundant corporate overhead. SPARTAN MOTORS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Amounts in thousands, except per share data) Financing for the Acquisition Our acquisition of Smeal was financed using $32,800 $100,000 October 31, 2016, Acquisition Related Expenses During the three nine September 30, 2017, $11 $742 three nine September 30, 2016, $159 $159 9, Business Segments |
Note 3 - Inventories
Note 3 - Inventories | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | NOTE 3 – INVENTORIES Inventories are summarized as follows: September 30 , December 31, 201 7 201 6 Finished goods $ 17,790 $ 12,743 Work in process 24,623 14,063 Raw materials and purchased components 55,620 35,458 Reserve for slow-moving inventory (2,963 ) (3,368 ) Total inventory $ 95,070 $ 58,896 We have a number of demonstration units used as part of our sales program. These demonstration units are included in the “Finished goods” line item above. The net carrying amount was $7,726 $3,558 September 30, 2017 December 31, 2016. |
Note 4 - Goodwill and Intangibl
Note 4 - Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | NOTE 4 – GOODWILL AND INTANGIBLE ASSETS Goodwill As described in Note 2 Acquisition Activities, January 1, 2017. Due to the short period of time that has elapsed since the acquisition of Smeal, it is our assessment that the goodwill at Smeal is not October 1, 2017, During the second 2017, to reflect the information and reports that our chief operating decision makers use to allocate resources to and assess the performance of our operating segments. As a result, a portion of the goodwill assigned to our Fleet Vehicles and Services segment was reassigned to our Specialty Chassis and Vehicles segment using a relative fair value approach. Changes in the carrying amount of goodwill, by reportable segment, are as follows: Emergency Response Vehicles Fleet Vehicles & Services Specialty Chassis & Vehicles Total Balance as of December 31, 2016 $ - $ 15,961 $ - $ 15,961 Acquisition of Smeal 11,528 - - 11,528 Reassignment of goodwill - (638 ) 638 - Balance as of September 30, 2017 $ 11,528 $ 15,323 $ 638 $ 27,489 With the acquisition of Smeal, we acquired other intangible assets besides goodwill. We recorded $3,900 10 not not The following table provides information regarding our other intangible assets: As of September 30, 2017 As of December 31, 201 6 Gross carrying amount Accumulated amortization Net Gross carrying amount Accumulated amortization Net Customer and dealer relationships $ 6,170 $ 3,619 $ 2,551 $ 6,170 $ 3,348 $ 2,822 Acquired product development project 1,860 1,427 433 1,860 1,167 693 Unpatented technology 1,500 112 1,388 - - - Non-compete agreements 400 400 - 400 400 - Backlog 320 320 - 320 320 - Trade Names 5,270 - 5,270 2,870 - 2,870 $ 15,520 $ 5,878 $ 9,642 $ 11,620 $ 5,235 $ 6,385 We recorded intangible asset amortization expense of $214 $177 three September 30, 2017 2016 $643 $531 nine September 30, 2017 2016. The estimated remaining amortization associated with finite-lived intangible assets is expected to be expensed as follows: Amount 2017 $ 190 2018 816 2019 449 2020 423 2021 399 Thereafter 2,095 Total $ 4,372 |
Note 5 - Debt
Note 5 - Debt | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | NOTE 5 - DEBT Long-term debt consists of the following: September 30 , December 31, Line of credit revolver (1): $ 22,800 $ - Capital lease obligations 89 139 Total debt 22,889 139 Less current portion of long-term debt (49 ) (65 ) Total long-term debt $ 22,840 $ 74 ( 1 On October 31, 2016, may $100,000 three may $35,000 0.5%, one 1.00%; no December 31, 2016. January 2017, $32,800 $10,000 May 2017. $10,000 2.75% one 1.50% September 30, 2017. Under the terms of the primary line of credit agreement, we are required to maintain certain financial ratios and other financial conditions, which limited our available borrowings under our line of credit to a total of approximately $45,500 $73,600 September 30, 2017 December 31, 2016, September 30, 2017 December 31, 2016, |
Note 6 - Restructuring
Note 6 - Restructuring | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Restructuring and Related Activities Disclosure [Text Block] | NOTE 6 – RESTRUCTURING During the three nine September 30, 2017, During the three nine September 30, 2016, Restructuring charges included in our Consolidated Statements of Operations for the three nine September 30, 2017, Three Months Ended September 30, 2017 Emergency Response Vehicles Fleet Vehicles and Services Specialty Chassis and Vehicles Other Total Cost of products sold Accrual for severance $ - $ - $ - $ - $ - General and Administrative Accrual for severance - 232 - - 232 Total restructuring $ - $ 232 $ - $ - $ 232 Nine Months Ended September 30, 2017 Emergency Response Vehicles Fleet Vehicles and Services Specialty Chassis and Vehicles Other Total Cost of products sold Accrual for severance $ 43 $ 97 $ 16 $ - $ 156 General and Administrative Accrual for severance 367 547 79 51 1,044 Total restructuring $ 410 $ 644 $ 95 $ 51 $ 1,200 Restructuring charges for the three nine September 30, 2016 $304 $871 The following table provides a summary of the compensation related charges incurred during the three nine September 30, 2017 Severance Balance January 1, 201 7 $ - Accrual for severance 643 Payments and adjustments made in period (201 ) Balance March 31, 2017 442 Accrual for severance 325 Payments and adjustments made in period (540 ) Balance June 30, 2017 227 Accrual for severance 116 Payments and adjustments made in period (250 ) Balance September 30, 2017 $ 93 There were no three nine September 30, 2016. |
Note 7 - Commitments and Contin
Note 7 - Commitments and Contingent Liabilities | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 7 - COMMITMENTS AND CONTINGENT LIABILITIES Under the terms of our credit agreement with our banks, we have the ability to issue letters of credit totaling $20,000. September 30, 2017 December 31, 2016, $906 $1,599 At September 30, 2017, not Chassis Agreements We are party to chassis bailment inventory agreements with General Motors Company (“GM”) and Chrysler Group, LLC (“Chrysler”) which allow GM and Chrysler to draw up to $10,000 $144 $784 September 30, 2017 December 31, 2016. one not Warranty Related We provide limited warranties against assembly/construction defects. These warranties generally provide for the replacement or repair of defective parts or workmanship for a specified period following the date of sale. The end users also may Certain warranty and other related claims involve matters of dispute that ultimately are resolved by negotiation, arbitration or litigation. Infrequently, a material warranty issue can arise which is beyond the scope of our historical experience. We provide for any such warranty issues as they become known and are estimable. It is reasonably possible that additional warranty and other related claims could arise from disputes or other matters beyond the scope of our historical experience. Changes in our warranty liability during the nine September 30, 2017 2016 201 7 201 6 Balance of accrued warranty at January 1 $ 19,334 $ 16,610 Warranties issued during the period 5,717 3,733 Cash settlements made during the period (10,036 ) (7,727 ) Changes in liability for pre-existing warranties during the period, including expirations 1,082 6,057 ) Assumed warranties outstanding at Smeal on January 1, 2017 3,689 - Balance of accrued warranty at September 30 $ 19,786 $ 18,673 Spartan-Gimaex joint venture In February , 2015, June 2015, February 2017, No 10 may may |
Note 8 - Taxes
Note 8 - Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | N OTE 8 – TAXES Our effective income tax rate was - 38.4% 35.9% three nine September 30, 2017 4.3% 0.1% three nine September 30, 2016. 2017 2016 2015. September 30, 2017, not no three September 30, 2017 September 30, 2017 $3,164 3,736 3,561 three nine September 30, 2017 $6,577 2015. 2016 0% 113 11 three nine September 30, 2016 |
Note 9 - Business Segments
Note 9 - Business Segments | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | NOTE 9 - BUSINESS SEGMENTS We identify our reportable segments based on our management structure and the financial data utilized by our chief operating decision makers to assess segment performance and allocate resources among our operating units. We have three second 2017, Beginning in 2017, not 2017 April 13, 2017. Our Emergency Response Vehicles segment consists of the emergency response chassis operations at our Charlotte, Michigan location and our operations at our Brandon, South Dakota; Snyder and Neligh, Nebraska; Delavan, Wisconsin; and Ephrata, Pennsylvania locations, along with our Spartan-Gimaex joint venture. This segment engineers and manufactures emergency response chassis and vehicles. Our Fleet Vehicles and Services segment consists of our operations at our Bristol and Wakarusa, Indiana locations, along with our operations at our up-fit centers in Kansas City, Missouri and Saltillo, Mexico and focuses on designing and manufacturing walk-in vans for the delivery and service market and the production of commercial truck bodies along with related aftermarket parts and assemblies. Our Specialty Chassis and Vehicles segment consists of our Charlotte, Michigan operations that engineer and manufacture motor home chassis, defense vehicles and other specialty chassis and distribute related aftermarket parts and assemblies. Appropriate expense amounts are allocated to the three The accounting policies of the segments are the same as those described, or referred to, in Note 1 General and Summary of Accounting Policies not not Three Months Ended September 30 , 2017 Emergency Response Vehicles Fleet Vehicles and Services Specialty Chassis and Vehicles Eliminations and Other Consolidated Emergency response vehicle sales $ 63,369 $ - $ - $ - $ 63,369 Fleet vehicle sales - 66,850 4,312 (4,312 ) 66,850 Motor home chassis sales - - 37,034 - 37,034 Other specialty vehicle sales - - 4,738 - 4,738 Aftermarket parts and accessories sales 2,503 11,787 2,934 - 17,224 Total sales $ 65,872 $ 78,637 $ 49,018 $ (4,312 ) $ 189,215 Depreciation and amortization expense $ 575 $ 856 $ 368 $ 846 $ 2,645 Adjusted EBITDA 2,501 8,785 5,149 (3,541 ) 12,894 Segment assets 131,806 78,766 32,770 77,524 320,866 Capital expenditures 499 66 28 731 1,324 Three Months Ended September 30 , 2016 Emergency Response Vehicles Fleet Vehicles and Services Specialty Chassis and Vehicles Eliminations and Other Consolidated Emergency response vehicle sales $ 40,185 $ - $ - $ - $ 40,185 Fleet vehicle sales - 57,422 2,244 (2,244 ) 57,422 Motor home chassis sales - - 22,344 - 22,344 Other specialty vehicle sales - - 4,091 - 4,091 Aftermarket parts and accessories sales 1,934 20,537 2,151 - 24,622 Total sales $ 42,119 $ 77,959 $ 30,830 $ (2,244 ) $ 148,664 Depreciation and amortization expense $ 217 $ 813 $ 186 $ 962 $ 2,178 Adjusted EBITDA (1,166 ) 10,118 1,330 (2,909 ) 7,373 Segment assets 75,086 76,080 33,129 76,953 261,248 Capital expenditures 387 140 2,439 539 3,505 Nine Months Ended September 30, 2017 Emergency Response Vehicles Fleet Vehicles and Services Specialty Chassis and Vehicles Eliminations and Other Consolidated Emergency response vehicle sales $ 220,112 $ - $ - $ - $ 220,112 Fleet vehicle sales - 154,178 4,739 (4,739 ) 154,178 Motor home chassis sales - - 91,280 - 91,280 Other specialty vehicle sales - - 13,753 - 13,753 Aftermarket parts and accessories sales 6,810 31,909 7,987 - 46,706 Total sales $ 226,922 $ 186,087 $ 117,759 $ (4,739 ) $ 526,029 Depreciation and amortization expense $ 1,711 $ 2,618 $ 942 $ 2,064 $ 7,335 Adjusted EBITDA 510 21,203 9,415 (9,098 ) 22,030 Segment assets 131,806 78,766 32,770 77,524 320,866 Capital expenditures 1,216 342 270 1,934 3,762 Nine Months Ended September 30, 2016 Emergency Response Vehicles Fleet Vehicles and Services Specialty Chassis and Vehicles Eliminations and Other Consolidated Emergency response vehicle sales $ 130,080 $ - $ - $ - $ 130,080 Fleet vehicle sales - 154,774 3,680 (3,680 ) 154,774 Motor home chassis sales - - 73,254 - 73,254 Other specialty vehicle sales - - 16,722 - 16,722 Aftermarket parts and accessories sales 5,555 56,292 8,250 - 70,097 Total sales $ 135,635 $ 211,066 $ 101,906 $ (3,680 ) $ 444,927 Depreciation and amortization expense $ 636 $ 2,379 $ 570 $ 2,157 $ 5,742 Adjusted EBITDA (4,532 ) 23,555 6,456 (7,038 ) 18,441 Segment assets 75,086 76,080 33,129 76,953 261,248 Capital expenditures 1,070 1,760 4,690 1,779 9,299 The table below present s the reconciliation of our consolidated Adjusted EBITDA to net income. Adjusted EBITDA is not not may not may not not Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Net income $ 13,470 $ 2,744 $ 13,494 $ 7,662 Add: Interest expense 189 112 582 314 Taxes (3,736 ) (113 ) (3,561 ) (11 ) Depreciation and amortization expense 2,645 2,178 7,335 5,742 EBITDA 12,568 4,921 17,850 13,707 Add: Restructuring expense 232 304 1,200 871 Acquisition expense 354 - 1,085 - Asset impairment - 406 - 406 Recall expense (368 ) 1,742 (368 ) 3,457 Impact of inventory fair value step-up - - 189 - Impact of chassis shipments to Smeal 108 - 2,073 - Adjusted EBITDA $ 12,894 $ 7,373 $ 22,029 $ 18,441 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Standards In February 2017 the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2017 05, Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610 20 2017 05” 2017 05 2017 05 2014 09 that the adoption of the provisions of ASU 2017 05 not In January 2017, No. 2017 04, Intangibles—Goodwill and Other (Topic 350 2017 4” 2017 4 December 15, 2019, January 1, 2017. We believe that the adoption of the provisions of ASU 2017 04 not In January 2017, ccounting Standards Update 2017 01, Business Combinations (Topic 805 2017 01” not not December 15, 2017, not We believe that the adoption of the provisions of ASU 2017 01 not In August 2016, No. 2016 15, Statement of Cash Flows (Topic 230 2016 15” 2016 15 2016 15 December 15, 2017, 2016 15, third 2017, not September 30, 2017. In June 2016, 2016 13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments 2016 13” 2016 13 December 15, 2019 2016 13 not In March 2016, No. 2016 09, Compensation – Stock Compensation 2016 09” 2016 09 2016 09 December 15, 2016, 2016 09 December 31, 2017 2016 09 not September 30, 2017. In February 2016, No. 2016 02, Leases 2016 02” 12 December 15, 2018, 2016 02 In July 2015, 2015 11, Inventory (Topic 330 2015 11” 2015 11 2015 11 December 15, 2016. 2015 11 no In May 2014, 2014 09, Revenue from Contracts with Customers (Topic 606 2014 09” 2014 09 2014 09 December 15, 2017, may fourth 2017. not not one first 2018. In March 2016, No. 2016 08, Revenue from Contracts with Customers (Topic 606 2016 08” 2016 08 two 2016 08 2014 09 In April 2016, No. 2016 10, Revenue from Contracts with Customers (Topic 606 2016 10” 2016 10 606 2016 10 2016 10 2016 10 2014 09 In May 2016, No. 2016 12, Revenue from Contracts with Customers (Topic 606 2016 12” 2016 12 2016 12 2014 09 |
Note 2 - Acquisition Activiti18
Note 2 - Acquisition Activities (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Business Combination, Pro Forma Information, Financial Information of Acquiree since Acquisition Date, Actual [Table Text Block] | Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017 Net sales $ 26,408 $ 102,878 Operating income 1,859 850 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Cash $ 3,825 Accounts receivable 6,523 Inventory 62,368 Other current assets 932 Property, plant and equipment 5,773 Intangible assets 3,900 Goodwill 11,528 Total assets acquired 94,849 Accounts payable 3,935 Customer prepayments 42,929 Accrued war ranty 3,689 Other liabilities 1,807 Total liabilities assumed 52,360 Total purchase price $ 42,489 |
Smeal Acquisition [Member] | |
Notes Tables | |
Business Acquisition, Pro Forma Information [Table Text Block] | Three Months Ended Nine Months Ended September 30, 2017 September 30, 2016 September 30, 2017 September 3 0, 2016 Net sales $ 189,215 $ 165,304 $ 526,029 $ 493,806 Net earnings attributable to Spartan Motors, Inc. $ 13,589 $ 1,745 $ 16,310 $ 5,729 Diluted net earnings per share $ 0.39 $ 0.05 $ 0.47 $ 0.17 |
Note 3 - Inventories (Tables)
Note 3 - Inventories (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | September 30 , December 31, 201 7 201 6 Finished goods $ 17,790 $ 12,743 Work in process 24,623 14,063 Raw materials and purchased components 55,620 35,458 Reserve for slow-moving inventory (2,963 ) (3,368 ) Total inventory $ 95,070 $ 58,896 |
Note 4 - Goodwill and Intangi20
Note 4 - Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Goodwill [Table Text Block] | Emergency Response Vehicles Fleet Vehicles & Services Specialty Chassis & Vehicles Total Balance as of December 31, 2016 $ - $ 15,961 $ - $ 15,961 Acquisition of Smeal 11,528 - - 11,528 Reassignment of goodwill - (638 ) 638 - Balance as of September 30, 2017 $ 11,528 $ 15,323 $ 638 $ 27,489 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | As of September 30, 2017 As of December 31, 201 6 Gross carrying amount Accumulated amortization Net Gross carrying amount Accumulated amortization Net Customer and dealer relationships $ 6,170 $ 3,619 $ 2,551 $ 6,170 $ 3,348 $ 2,822 Acquired product development project 1,860 1,427 433 1,860 1,167 693 Unpatented technology 1,500 112 1,388 - - - Non-compete agreements 400 400 - 400 400 - Backlog 320 320 - 320 320 - Trade Names 5,270 - 5,270 2,870 - 2,870 $ 15,520 $ 5,878 $ 9,642 $ 11,620 $ 5,235 $ 6,385 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Amount 2017 $ 190 2018 816 2019 449 2020 423 2021 399 Thereafter 2,095 Total $ 4,372 |
Note 5 - Debt (Tables)
Note 5 - Debt (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Long-term Debt Instruments [Table Text Block] | September 30 , December 31, Line of credit revolver (1): $ 22,800 $ - Capital lease obligations 89 139 Total debt 22,889 139 Less current portion of long-term debt (49 ) (65 ) Total long-term debt $ 22,840 $ 74 |
Note 6 - Restructuring (Tables)
Note 6 - Restructuring (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Restructuring Reserve by Type of Cost [Table Text Block] | Three Months Ended September 30, 2017 Emergency Response Vehicles Fleet Vehicles and Services Specialty Chassis and Vehicles Other Total Cost of products sold Accrual for severance $ - $ - $ - $ - $ - General and Administrative Accrual for severance - 232 - - 232 Total restructuring $ - $ 232 $ - $ - $ 232 Nine Months Ended September 30, 2017 Emergency Response Vehicles Fleet Vehicles and Services Specialty Chassis and Vehicles Other Total Cost of products sold Accrual for severance $ 43 $ 97 $ 16 $ - $ 156 General and Administrative Accrual for severance 367 547 79 51 1,044 Total restructuring $ 410 $ 644 $ 95 $ 51 $ 1,200 |
Restructuring and Related Costs [Table Text Block] | Severance Balance January 1, 201 7 $ - Accrual for severance 643 Payments and adjustments made in period (201 ) Balance March 31, 2017 442 Accrual for severance 325 Payments and adjustments made in period (540 ) Balance June 30, 2017 227 Accrual for severance 116 Payments and adjustments made in period (250 ) Balance September 30, 2017 $ 93 |
Note 7 - Commitments and Cont23
Note 7 - Commitments and Contingent Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Product Warranty Liability [Table Text Block] | 201 7 201 6 Balance of accrued warranty at January 1 $ 19,334 $ 16,610 Warranties issued during the period 5,717 3,733 Cash settlements made during the period (10,036 ) (7,727 ) Changes in liability for pre-existing warranties during the period, including expirations 1,082 6,057 ) Assumed warranties outstanding at Smeal on January 1, 2017 3,689 - Balance of accrued warranty at September 30 $ 19,786 $ 18,673 |
Note 9 - Business Segments (Tab
Note 9 - Business Segments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Emergency Response Vehicles Fleet Vehicles and Services Specialty Chassis and Vehicles Eliminations and Other Consolidated Emergency response vehicle sales $ 63,369 $ - $ - $ - $ 63,369 Fleet vehicle sales - 66,850 4,312 (4,312 ) 66,850 Motor home chassis sales - - 37,034 - 37,034 Other specialty vehicle sales - - 4,738 - 4,738 Aftermarket parts and accessories sales 2,503 11,787 2,934 - 17,224 Total sales $ 65,872 $ 78,637 $ 49,018 $ (4,312 ) $ 189,215 Depreciation and amortization expense $ 575 $ 856 $ 368 $ 846 $ 2,645 Adjusted EBITDA 2,501 8,785 5,149 (3,541 ) 12,894 Segment assets 131,806 78,766 32,770 77,524 320,866 Capital expenditures 499 66 28 731 1,324 Emergency Response Vehicles Fleet Vehicles and Services Specialty Chassis and Vehicles Eliminations and Other Consolidated Emergency response vehicle sales $ 40,185 $ - $ - $ - $ 40,185 Fleet vehicle sales - 57,422 2,244 (2,244 ) 57,422 Motor home chassis sales - - 22,344 - 22,344 Other specialty vehicle sales - - 4,091 - 4,091 Aftermarket parts and accessories sales 1,934 20,537 2,151 - 24,622 Total sales $ 42,119 $ 77,959 $ 30,830 $ (2,244 ) $ 148,664 Depreciation and amortization expense $ 217 $ 813 $ 186 $ 962 $ 2,178 Adjusted EBITDA (1,166 ) 10,118 1,330 (2,909 ) 7,373 Segment assets 75,086 76,080 33,129 76,953 261,248 Capital expenditures 387 140 2,439 539 3,505 Emergency Response Vehicles Fleet Vehicles and Services Specialty Chassis and Vehicles Eliminations and Other Consolidated Emergency response vehicle sales $ 220,112 $ - $ - $ - $ 220,112 Fleet vehicle sales - 154,178 4,739 (4,739 ) 154,178 Motor home chassis sales - - 91,280 - 91,280 Other specialty vehicle sales - - 13,753 - 13,753 Aftermarket parts and accessories sales 6,810 31,909 7,987 - 46,706 Total sales $ 226,922 $ 186,087 $ 117,759 $ (4,739 ) $ 526,029 Depreciation and amortization expense $ 1,711 $ 2,618 $ 942 $ 2,064 $ 7,335 Adjusted EBITDA 510 21,203 9,415 (9,098 ) 22,030 Segment assets 131,806 78,766 32,770 77,524 320,866 Capital expenditures 1,216 342 270 1,934 3,762 Emergency Response Vehicles Fleet Vehicles and Services Specialty Chassis and Vehicles Eliminations and Other Consolidated Emergency response vehicle sales $ 130,080 $ - $ - $ - $ 130,080 Fleet vehicle sales - 154,774 3,680 (3,680 ) 154,774 Motor home chassis sales - - 73,254 - 73,254 Other specialty vehicle sales - - 16,722 - 16,722 Aftermarket parts and accessories sales 5,555 56,292 8,250 - 70,097 Total sales $ 135,635 $ 211,066 $ 101,906 $ (3,680 ) $ 444,927 Depreciation and amortization expense $ 636 $ 2,379 $ 570 $ 2,157 $ 5,742 Adjusted EBITDA (4,532 ) 23,555 6,456 (7,038 ) 18,441 Segment assets 75,086 76,080 33,129 76,953 261,248 Capital expenditures 1,070 1,760 4,690 1,779 9,299 |
Schedule of Earnings Before Interest, Taxes, Depreciation and Amortization [Table Text Block] | Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Net income $ 13,470 $ 2,744 $ 13,494 $ 7,662 Add: Interest expense 189 112 582 314 Taxes (3,736 ) (113 ) (3,561 ) (11 ) Depreciation and amortization expense 2,645 2,178 7,335 5,742 EBITDA 12,568 4,921 17,850 13,707 Add: Restructuring expense 232 304 1,200 871 Acquisition expense 354 - 1,085 - Asset impairment - 406 - 406 Recall expense (368 ) 1,742 (368 ) 3,457 Impact of inventory fair value step-up - - 189 - Impact of chassis shipments to Smeal 108 - 2,073 - Adjusted EBITDA $ 12,894 $ 7,373 $ 22,029 $ 18,441 |
Note 2 - Acquisition Activiti25
Note 2 - Acquisition Activities (Details Textual) - USD ($) | Jan. 01, 2017 | Jan. 31, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 |
Business Combination, Inventory Fair Value Step-up | $ 189,000 | |||||
Payments to Acquire Businesses, Net of Cash Acquired | 28,903,000 | |||||
Goodwill, Acquired During Period | 11,528,000 | |||||
Wells Fargo, JPMorgan Chase Bank, N.A.and PNC Bank [Member] | Line of Credit [Member] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 100,000,000 | |||||
Smeal Acquisition [Member] | ||||||
Business Combination, Inventory Fair Value Step-up | 0 | 189,000 | ||||
Business Combination, Consideration Transferred | $ 42,489,000 | |||||
Payments to Acquire Businesses, Net of Cash Acquired | 28,903,000 | |||||
Cash Acquired from Acquisition | 3,825,000 | |||||
Business Combination, Consideration Transferred, Forgiveness of Liabilities | 7,391,000 | |||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 2,400,000 | |||||
Goodwill, Acquired During Period | 11,528,000 | 1,666,000 | ||||
Business Combination, Contingent Consideration, Liability | 2,370,000 | |||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | $ 0 | |||||
Business Combination, Contingent Consideration Arrangements, Significant Inputs, Discount Rate | 1.00% | |||||
Smeal Acquisition [Member] | Selling, General and Administrative Expenses [Member] | ||||||
Business Combination, Separately Recognized Transactions, Additional Disclosures, Acquisition Cost Expensed | $ 11,000 | $ 159,000 | $ 742,000 | $ 159,000 | ||
Smeal Acquisition [Member] | Wells Fargo, JPMorgan Chase Bank, N.A.and PNC Bank [Member] | Line of Credit [Member] | ||||||
Proceeds from Lines of Credit | $ 32,800,000 |
Note 2 - Acquisition Activiti26
Note 2 - Acquisition Activities - Sales and Operating Income (Loss) Included in Results Since Acquisition (Details) - Smeal Acquisition [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017 | Sep. 30, 2017 | |
Net sales | $ 26,408 | $ 102,878 |
Operating income | $ 1,859 | $ 850 |
Note 2 - Acquisition Activiti27
Note 2 - Acquisition Activities - Smeal Acquisition Pro Forma Information (Details) - Smeal Acquisition [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Net sales | $ 189,215 | $ 165,304 | $ 526,029 | $ 493,806 |
Net earnings attributable to Spartan Motors, Inc. | $ 13,589 | $ 1,745 | $ 16,310 | $ 5,729 |
Diluted net earnings per share (in dollars per share) | $ 0.39 | $ 0.05 | $ 0.47 | $ 0.17 |
Note 2 - Acquisition Activiti28
Note 2 - Acquisition Activities - Smeal Purchase Price Allocation (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Jan. 01, 2017 | Dec. 31, 2016 |
Goodwill | $ 27,489 | $ 15,961 | |
Smeal Acquisition [Member] | |||
Cash | $ 3,825 | ||
Accounts receivable | 6,523 | ||
Inventory | 62,368 | ||
Other current assets | 932 | ||
Property, plant and equipment | 5,773 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 3,900 | ||
Goodwill | 11,528 | ||
Total assets acquired | 94,849 | ||
Accounts payable | 3,935 | ||
Customer prepayments | 42,929 | ||
Accrued warranty | 3,689 | ||
Other liabilities | 1,807 | ||
Total liabilities assumed | 52,360 | ||
Total purchase price | $ 42,489 |
Note 3 - Inventories (Details T
Note 3 - Inventories (Details Textual) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Other Inventory, Demo, Gross | $ 7,726 | $ 3,558 |
Note 3 - Inventories - Summary
Note 3 - Inventories - Summary of Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Finished goods | $ 17,790 | $ 12,743 |
Work in process | 24,623 | 14,063 |
Raw materials and purchased components | 55,620 | 35,458 |
Reserve for slow-moving inventory | (2,963) | (3,368) |
Total inventory | $ 95,070 | $ 58,896 |
Note 4 - Goodwill and Intangi31
Note 4 - Goodwill and Intangible Assets (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Jan. 01, 2017 | |
Amortization of Intangible Assets | $ 214 | $ 177 | $ 643 | $ 531 | |
Unpatented Technology [Member] | |||||
Finite-Lived Intangible Asset, Useful Life | 10 years | ||||
Smeal Acquisition [Member] | |||||
Goodwill, Impairment Loss | $ 0 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 3,900 |
Note 4 - Goodwill and Intangi32
Note 4 - Goodwill and Intangible Assets - Goodwill by Reportable Segment (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Balance at beginning of period | $ 15,961 |
Acquisition of Smeal | 11,528 |
Reassignment of goodwill | |
Balance at end of period | 27,489 |
Emergency Response Vehicles [Member] | |
Balance at beginning of period | |
Acquisition of Smeal | 11,528 |
Reassignment of goodwill | |
Balance at end of period | 11,528 |
Delivery and Service Vehicles [Member] | |
Balance at beginning of period | 15,961 |
Acquisition of Smeal | |
Reassignment of goodwill | (638) |
Balance at end of period | 15,323 |
Specialty Chassis and Vehicles [Member] | |
Balance at beginning of period | |
Acquisition of Smeal | |
Reassignment of goodwill | 638 |
Balance at end of period | $ 638 |
Note 4 - Goodwill and Intangi33
Note 4 - Goodwill and Intangible Assets - Other Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Accumulated amortization, finite-lived | $ 5,878 | $ 5,235 |
Net carrying amount, finite-lived | 4,372 | |
Gross carrying amount, intangible assets | 15,520 | 11,620 |
Net carrying amount, intangible assets | 9,642 | 6,385 |
Customer Relationships [Member] | ||
Gross carrying amount, finite-lived | 6,170 | 6,170 |
Accumulated amortization, finite-lived | 3,619 | 3,348 |
Net carrying amount, finite-lived | 2,551 | 2,822 |
Acquired Product Development Project [Member] | ||
Gross carrying amount, finite-lived | 1,860 | 1,860 |
Accumulated amortization, finite-lived | 1,427 | 1,167 |
Net carrying amount, finite-lived | 433 | 693 |
Unpatented Technology [Member] | ||
Gross carrying amount, finite-lived | 1,500 | |
Accumulated amortization, finite-lived | 112 | |
Net carrying amount, finite-lived | 1,388 | |
Noncompete Agreements [Member] | ||
Gross carrying amount, finite-lived | 400 | 400 |
Accumulated amortization, finite-lived | 400 | 400 |
Net carrying amount, finite-lived | ||
Order or Production Backlog [Member] | ||
Gross carrying amount, finite-lived | 320 | 320 |
Accumulated amortization, finite-lived | 320 | 320 |
Net carrying amount, finite-lived | ||
Trade Names [Member] | ||
Gross carrying amount, indefinite-lived | $ 5,270 | $ 2,870 |
Note 4 - Goodwill and Intangi34
Note 4 - Goodwill and Intangible Assets - Estimated Remaining Amortization Associated With Finite-lived Intangible Assets (Details) $ in Thousands | Sep. 30, 2017USD ($) |
2,017 | $ 190 |
2,018 | 816 |
2,019 | 449 |
2,020 | 423 |
2,021 | 399 |
Thereafter | 2,095 |
Total | $ 4,372 |
Note 5 - Debt (Details Textual)
Note 5 - Debt (Details Textual) - USD ($) $ in Thousands | Oct. 31, 2016 | May 31, 2017 | Jan. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | |
Long-term Line of Credit | [1] | $ 22,800 | ||||
Line of Credit Facility, Current Borrowing Capacity | 45,500 | 73,600 | ||||
Well Fargo Bank and JPMorgan Chase Bank [Member] | Revolving Credit Facility [Member] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 100,000 | |||||
Debt Instrument, Term | 3 years | |||||
Line of Credit Facility, Potential Increase Borrowing Capacity | $ 35,000 | |||||
Debt Instrument Reference Rate Term | 30 days | |||||
Long-term Line of Credit | $ 0 | |||||
Line of Credit Facility, Capacity Available for Trade Purchases | $ 10,000 | |||||
Well Fargo Bank and JPMorgan Chase Bank [Member] | Revolving Credit Facility [Member] | Smeal Acquisition [Member] | ||||||
Proceeds from Lines of Credit | $ 32,800 | |||||
Repayments of Lines of Credit | $ 10,000 | |||||
Well Fargo Bank and JPMorgan Chase Bank [Member] | Revolving Credit Facility [Member] | Federal Funds Effective Swap Rate [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | 1.50% | ||||
Line of Credit Facility, Interest Rate at Period End | 2.75% | |||||
Well Fargo Bank and JPMorgan Chase Bank [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||||
[1] | On October 31, 2016, we entered into a Second Amended and Restated Credit Agreement (the "Credit Agreement") by and among us, certain of our subsidiaries, Wells Fargo Bank, National Association, as administrative agent ("Wells Fargo"), and the lenders party thereto consisting of Wells Fargo, JPMorgan Chase Bank, N.A. and PNC Bank (the "Lenders"). Under the Credit Agreement, we may borrow up to $100,000 from the Lenders under a three-year unsecured revolving credit facility. We may also request an increase in the facility of up to $35,000 in the aggregate, subject to customary conditions. This line carries an interest rate of the higher of either (i) the highest of prime rate, the federal funds effective rate plus 0.5%, or the one month adjusted LIBOR plus 1.00%; or (ii) adjusted LIBOR plus margin based upon our ratio of debt to earnings from time to time. We had no borrowings on this line at December 31, 2016. In January 2017, we borrowed $32,800 from our credit line to fund our acquisition of Smeal, and repaid $10,000 of this borrowing in May 2017. GM and Chrysler have the ability to draw up to $10,000 against our line of credit in relation to chassis supplied to Spartan USA under chassis bailment inventory programs. The applicable borrowing rate including margin was 2.75% (or one-month LIBOR plus 1.50%) at September 30, 2017. |
Note 5 - Debt - Schedule of Lon
Note 5 - Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | |
Long-term Line of Credit | [1] | $ 22,800 | |
Capital lease obligations | 89 | 139 | |
Total debt | 22,889 | 139 | |
Less current portion of long-term debt | (49) | (65) | |
Total long-term debt | $ 22,840 | $ 74 | |
[1] | On October 31, 2016, we entered into a Second Amended and Restated Credit Agreement (the "Credit Agreement") by and among us, certain of our subsidiaries, Wells Fargo Bank, National Association, as administrative agent ("Wells Fargo"), and the lenders party thereto consisting of Wells Fargo, JPMorgan Chase Bank, N.A. and PNC Bank (the "Lenders"). Under the Credit Agreement, we may borrow up to $100,000 from the Lenders under a three-year unsecured revolving credit facility. We may also request an increase in the facility of up to $35,000 in the aggregate, subject to customary conditions. This line carries an interest rate of the higher of either (i) the highest of prime rate, the federal funds effective rate plus 0.5%, or the one month adjusted LIBOR plus 1.00%; or (ii) adjusted LIBOR plus margin based upon our ratio of debt to earnings from time to time. We had no borrowings on this line at December 31, 2016. In January 2017, we borrowed $32,800 from our credit line to fund our acquisition of Smeal, and repaid $10,000 of this borrowing in May 2017. GM and Chrysler have the ability to draw up to $10,000 against our line of credit in relation to chassis supplied to Spartan USA under chassis bailment inventory programs. The applicable borrowing rate including margin was 2.75% (or one-month LIBOR plus 1.50%) at September 30, 2017. |
Note 6 - Restructuring (Details
Note 6 - Restructuring (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Restructuring Charges | $ 232 | $ 221 | $ 1,044 | $ 788 |
Employee Severance [Member] | ||||
Restructuring Charges | 0 | 0 | ||
Operating Expense [Member] | ||||
Restructuring Charges | $ 304 | $ 871 |
Note 6 - Restructuring - Restru
Note 6 - Restructuring - Restructuring Charges Included in Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Restructuring charges, cost of products sold | $ 83 | $ 156 | $ 83 | |
Restructuring Charges | 232 | 221 | 1,044 | 788 |
Total restructuring | 232 | $ 304 | 1,200 | $ 871 |
Accrual Of Severance [Member] | ||||
Restructuring charges, cost of products sold | 156 | |||
Restructuring Charges | 232 | 1,044 | ||
Emergency Response Vehicles [Member] | ||||
Total restructuring | 410 | |||
Emergency Response Vehicles [Member] | Accrual Of Severance [Member] | ||||
Restructuring charges, cost of products sold | 43 | |||
Restructuring Charges | 367 | |||
Delivery and Service Vehicles [Member] | ||||
Total restructuring | 232 | 644 | ||
Delivery and Service Vehicles [Member] | Accrual Of Severance [Member] | ||||
Restructuring charges, cost of products sold | 97 | |||
Restructuring Charges | 232 | 547 | ||
Specialty Chassis and Vehicles [Member] | ||||
Total restructuring | 95 | |||
Specialty Chassis and Vehicles [Member] | Accrual Of Severance [Member] | ||||
Restructuring charges, cost of products sold | 16 | |||
Restructuring Charges | 79 | |||
Other Segments [Member] | ||||
Total restructuring | 51 | |||
Other Segments [Member] | Accrual Of Severance [Member] | ||||
Restructuring charges, cost of products sold | ||||
Restructuring Charges | $ 51 |
Note 6 - Restructuring - Summar
Note 6 - Restructuring - Summary of Compensation Related Charges (Details) - Employee Severance [Member] - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | |
Balance, beginning of period | $ 227 | $ 442 | |
Accrual for severance | 116 | 325 | 643 |
Payments and adjustments made in period | (250) | (540) | (201) |
Balance, end of period | $ 93 | $ 227 | $ 442 |
Note 7 - Commitments and Cont40
Note 7 - Commitments and Contingent Liabilities (Details Textual) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | |
Letters of Credit Outstanding, Amount | $ 906 | $ 1,599 | |
Long-term Line of Credit | [1] | 22,800 | |
Letter of Credit [Member] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 20,000 | ||
Revolving Credit Facility [Member] | GM [Member] | |||
Line of Credit Facility, Capacity Available for Trade Purchases | 10,000 | ||
Long-term Line of Credit | $ 144 | $ 784 | |
[1] | On October 31, 2016, we entered into a Second Amended and Restated Credit Agreement (the "Credit Agreement") by and among us, certain of our subsidiaries, Wells Fargo Bank, National Association, as administrative agent ("Wells Fargo"), and the lenders party thereto consisting of Wells Fargo, JPMorgan Chase Bank, N.A. and PNC Bank (the "Lenders"). Under the Credit Agreement, we may borrow up to $100,000 from the Lenders under a three-year unsecured revolving credit facility. We may also request an increase in the facility of up to $35,000 in the aggregate, subject to customary conditions. This line carries an interest rate of the higher of either (i) the highest of prime rate, the federal funds effective rate plus 0.5%, or the one month adjusted LIBOR plus 1.00%; or (ii) adjusted LIBOR plus margin based upon our ratio of debt to earnings from time to time. We had no borrowings on this line at December 31, 2016. In January 2017, we borrowed $32,800 from our credit line to fund our acquisition of Smeal, and repaid $10,000 of this borrowing in May 2017. GM and Chrysler have the ability to draw up to $10,000 against our line of credit in relation to chassis supplied to Spartan USA under chassis bailment inventory programs. The applicable borrowing rate including margin was 2.75% (or one-month LIBOR plus 1.50%) at September 30, 2017. |
Note 7 - Commitments and Cont41
Note 7 - Commitments and Contingent Liabilities - Changes Warranty Liability (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Balance of accrued warranty | $ 19,334 | $ 16,610 |
Warranties issued during the period | 5,717 | 3,733 |
Cash settlements made during the period | (10,036) | (7,727) |
Changes in liability for pre-existing warranties during the period, including expirations | 1,082 | 6,057 |
Assumed warranties outstanding at Smeal on January 1, 2017 | 3,689 | |
Balance of accrued warranty | $ 19,786 | $ 18,673 |
Note 8 - Taxes (Details Textual
Note 8 - Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Effective Income Tax Rate Reconciliation, Percent | (38.40%) | (4.30%) | (35.90%) | (0.10%) |
Deferred Tax Assets, Net | $ 3,164 | $ 3,164 | ||
Income Tax Expense (Benefit) | (3,736) | $ (113) | (3,561) | $ (11) |
Deferred Tax Assets, Valuation Allowance | $ 6,577 | $ 6,577 | ||
Effective Income Tax Rate Reconciliation, Tax Rate Applied to Current Earnings | 0.00% |
Note 9 - Business Segments (Det
Note 9 - Business Segments (Details Textual) | 9 Months Ended |
Sep. 30, 2017 | |
Number of Reportable Segments | 3 |
Note 9 - Business Segments - Se
Note 9 - Business Segments - Segment Reporting Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Sales revenue, net | $ 189,215 | $ 148,664 | $ 526,029 | $ 444,927 | |
Depreciation and amortization expense | 2,645 | 2,178 | 7,335 | 5,742 | |
Adjusted EBITDA | 12,894 | 7,373 | 22,029 | 18,441 | |
Segment assets | 320,866 | 261,248 | 320,866 | 261,248 | $ 243,294 |
Capital expenditures | 1,324 | 3,505 | 3,762 | 9,299 | |
Emergency Response Vehicles [Member] | |||||
Sales revenue, net | 65,872 | 42,119 | 226,922 | 135,635 | |
Depreciation and amortization expense | 575 | 217 | 1,711 | 636 | |
Adjusted EBITDA | 2,501 | (1,166) | 510 | (4,532) | |
Segment assets | 131,806 | 75,086 | 131,806 | 75,086 | |
Capital expenditures | 499 | 387 | 1,216 | 1,070 | |
Delivery and Service Vehicles [Member] | |||||
Sales revenue, net | 78,637 | 77,959 | 186,087 | 211,066 | |
Depreciation and amortization expense | 856 | 813 | 2,618 | 2,379 | |
Adjusted EBITDA | 8,785 | 10,118 | 21,203 | 23,555 | |
Segment assets | 78,766 | 76,080 | 78,766 | 76,080 | |
Capital expenditures | 66 | 140 | 342 | 1,760 | |
Specialty Chassis and Vehicles [Member] | |||||
Sales revenue, net | 49,018 | 30,830 | 117,759 | 101,906 | |
Depreciation and amortization expense | 368 | 186 | 942 | 570 | |
Adjusted EBITDA | 5,149 | 1,330 | 9,415 | 6,456 | |
Segment assets | 32,770 | 33,129 | 32,770 | 33,129 | |
Capital expenditures | 28 | 2,439 | 270 | 4,690 | |
Other Segments [Member] | |||||
Sales revenue, net | (4,312) | (2,244) | (4,739) | (3,680) | |
Depreciation and amortization expense | 846 | 962 | 2,064 | 2,157 | |
Adjusted EBITDA | (3,541) | (2,909) | (9,098) | (7,038) | |
Segment assets | 77,524 | 76,953 | 77,524 | 76,953 | |
Capital expenditures | 731 | 539 | 1,934 | 1,779 | |
Emergency Response Vehicles Sales [Member] | |||||
Sales revenue, net | 63,369 | 40,185 | 220,112 | 130,080 | |
Emergency Response Vehicles Sales [Member] | Emergency Response Vehicles [Member] | |||||
Sales revenue, net | 63,369 | 40,185 | 220,112 | 130,080 | |
Emergency Response Vehicles Sales [Member] | Delivery and Service Vehicles [Member] | |||||
Sales revenue, net | |||||
Emergency Response Vehicles Sales [Member] | Specialty Chassis and Vehicles [Member] | |||||
Sales revenue, net | |||||
Emergency Response Vehicles Sales [Member] | Other Segments [Member] | |||||
Sales revenue, net | |||||
Utilmaster Vehicles [Member] | |||||
Sales revenue, net | 66,850 | 57,422 | 154,178 | 154,774 | |
Utilmaster Vehicles [Member] | Emergency Response Vehicles [Member] | |||||
Sales revenue, net | |||||
Utilmaster Vehicles [Member] | Delivery and Service Vehicles [Member] | |||||
Sales revenue, net | 66,850 | 57,422 | 154,178 | 154,774 | |
Utilmaster Vehicles [Member] | Specialty Chassis and Vehicles [Member] | |||||
Sales revenue, net | 4,312 | 2,244 | 4,739 | 3,680 | |
Utilmaster Vehicles [Member] | Other Segments [Member] | |||||
Sales revenue, net | (4,312) | (2,244) | (4,739) | (3,680) | |
Motorhome Chassis [Member] | |||||
Sales revenue, net | 37,034 | 22,344 | 91,280 | 73,254 | |
Motorhome Chassis [Member] | Emergency Response Vehicles [Member] | |||||
Sales revenue, net | |||||
Motorhome Chassis [Member] | Delivery and Service Vehicles [Member] | |||||
Sales revenue, net | |||||
Motorhome Chassis [Member] | Specialty Chassis and Vehicles [Member] | |||||
Sales revenue, net | 37,034 | 22,344 | 91,280 | 73,254 | |
Motorhome Chassis [Member] | Other Segments [Member] | |||||
Sales revenue, net | |||||
Other Specialty Vehicles [Member] | |||||
Sales revenue, net | 4,738 | 4,091 | 13,753 | 16,722 | |
Other Specialty Vehicles [Member] | Emergency Response Vehicles [Member] | |||||
Sales revenue, net | |||||
Other Specialty Vehicles [Member] | Delivery and Service Vehicles [Member] | |||||
Sales revenue, net | |||||
Other Specialty Vehicles [Member] | Specialty Chassis and Vehicles [Member] | |||||
Sales revenue, net | 4,738 | 4,091 | 13,753 | 16,722 | |
Other Specialty Vehicles [Member] | Other Segments [Member] | |||||
Sales revenue, net | |||||
Aftermarket Parts and Accessories Sales [Member] | |||||
Sales revenue, net | 17,224 | 24,622 | 46,706 | 70,097 | |
Aftermarket Parts and Accessories Sales [Member] | Emergency Response Vehicles [Member] | |||||
Sales revenue, net | 2,503 | 1,934 | 6,810 | 5,555 | |
Aftermarket Parts and Accessories Sales [Member] | Delivery and Service Vehicles [Member] | |||||
Sales revenue, net | 11,787 | 20,537 | 31,909 | 56,292 | |
Aftermarket Parts and Accessories Sales [Member] | Specialty Chassis and Vehicles [Member] | |||||
Sales revenue, net | 2,934 | 2,151 | 7,987 | 8,250 | |
Aftermarket Parts and Accessories Sales [Member] | Other Segments [Member] | |||||
Sales revenue, net |
Note 9 - Business Segments - Re
Note 9 - Business Segments - Reconciliation of Adjusted EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Net income | $ 13,470 | $ 2,744 | $ 13,494 | $ 7,662 |
Interest expense | 189 | 112 | 582 | 314 |
Taxes | (3,736) | (113) | (3,561) | (11) |
Depreciation and amortization expense | 2,645 | 2,178 | 7,335 | 5,742 |
EBITDA | 12,568 | 4,921 | 17,850 | 13,707 |
Restructuring expense | 232 | 304 | 1,200 | 871 |
Acquisition expense | 354 | 1,085 | ||
Asset impairment | 406 | 406 | ||
Recall expense | 368 | (1,742) | 368 | (3,457) |
Recall expense | (368) | 1,742 | (368) | 3,457 |
Impact of inventory fair value step-up | 189 | |||
Impact of chassis shipments to Smeal | 108 | 2,073 | ||
Adjusted EBITDA | $ 12,894 | $ 7,373 | $ 22,029 | $ 18,441 |