Document_And_Entity_Informatio
Document And Entity Information | 6 Months Ended | |
Jun. 30, 2014 | Aug. 12, 2014 | |
Document Information [Line Items] | ' | ' |
Entity Registrant Name | 'P&F INDUSTRIES INC | ' |
Entity Central Index Key | '0000075340 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Trading Symbol | 'PFIN | ' |
Entity Common Stock, Shares Outstanding | ' | 3,792,695 |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Jun-14 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
Document Fiscal Year Focus | '2014 | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
CURRENT ASSETS | ' | ' |
Cash | $10,909,000 | $413,000 |
Accounts receivable - net | 9,995,000 | 8,739,000 |
Inventories - net | 20,957,000 | 22,974,000 |
Deferred income taxes - net | 1,168,000 | 1,168,000 |
Prepaid expenses and other current assets | 755,000 | 829,000 |
TOTAL CURRENT ASSETS | 43,784,000 | 34,123,000 |
PROPERTY AND EQUIPMENT | ' | ' |
Land | 1,550,000 | 1,550,000 |
Buildings and improvements | 7,638,000 | 7,626,000 |
Machinery and equipment | 19,040,000 | 18,606,000 |
Property plant and equipment gross | 28,228,000 | 27,782,000 |
Less accumulated depreciation and amortization | 18,293,000 | 17,553,000 |
NET PROPERTY AND EQUIPMENT | 9,935,000 | 10,229,000 |
GOODWILL | 5,150,000 | 5,150,000 |
OTHER INTANGIBLE ASSETS - net | 1,386,000 | 1,502,000 |
DEFERRED INCOME TAXES - net | 982,000 | 1,594,000 |
OTHER ASSETS - net | 571,000 | 643,000 |
TOTAL ASSETS | 61,808,000 | 53,241,000 |
CURRENT LIABILITIES | ' | ' |
Short-term borrowings | 8,419,000 | 360,000 |
Accounts payable | 2,356,000 | 3,006,000 |
Accrued liabilities | 3,014,000 | 3,520,000 |
Current maturities of long-term debt | 460,000 | 460,000 |
TOTAL CURRENT LIABILITIES | 14,249,000 | 7,346,000 |
Long-term debt, less current maturities | 6,673,000 | 6,903,000 |
Other liabilities | 254,000 | 262,000 |
TOTAL LIABILITIES | 21,176,000 | 14,511,000 |
COMMITMENTS AND CONTINGENCIES | ' | ' |
SHAREHOLDERS' EQUITY | ' | ' |
Preferred stock - $10 par; authorized - 2,000,000 shares; no shares issued | 0 | 0 |
Additional paid-in capital | 12,576,000 | 11,798,000 |
Retained earnings | 26,905,000 | 25,871,000 |
Treasury stock, at cost - 345,000 shares at June 30, 2014 and 344,000 shares at December 31, 2013 | -2,983,000 | -2,977,000 |
TOTAL SHAREHOLDERS' EQUITY | 40,632,000 | 38,730,000 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 61,808,000 | 53,241,000 |
Common Class A [Member] | ' | ' |
SHAREHOLDERS' EQUITY | ' | ' |
Common stock | 4,134,000 | 4,038,000 |
Common Class B [Member] | ' | ' |
SHAREHOLDERS' EQUITY | ' | ' |
Common stock | $0 | $0 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS [Parenthetical] (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Preferred stock, par value (in dollars per share) | $10 | $10 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | 0 | 0 |
Treasury stock, shares | 345,000 | 344,000 |
Common Class A [Member] | ' | ' |
Common stock, par value (in dollars per share) | $1 | $1 |
Common stock, shares authorized | 7,000,000 | 7,000,000 |
Common stock, shares issued | 4,134,000 | 4,038,000 |
Common Class B [Member] | ' | ' |
Common stock, par value (in dollars per share) | $1 | $1 |
Common stock, shares authorized | 2,000,000 | 2,000,000 |
Common stock, shares issued | 0 | 0 |
CONSOLIDATED_STATEMENTS_OF_INC
CONSOLIDATED STATEMENTS OF INCOME (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Net revenue | $18,268,000 | $19,476,000 | $34,200,000 | $40,185,000 |
Cost of sales | 11,665,000 | 12,374,000 | 21,562,000 | 25,349,000 |
Gross profit | 6,603,000 | 7,102,000 | 12,638,000 | 14,836,000 |
Selling, general and administrative expenses | 5,556,000 | 5,559,000 | 10,783,000 | 12,169,000 |
Operating income | 1,047,000 | 1,543,000 | 1,855,000 | 2,667,000 |
Interest expense | 88,000 | 139,000 | 177,000 | 270,000 |
Income before income taxes | 959,000 | 1,404,000 | 1,678,000 | 2,397,000 |
Income tax expense | 387,000 | 529,000 | 644,000 | 901,000 |
Net income | $572,000 | $875,000 | $1,034,000 | $1,496,000 |
Basic earnings per share (in dollars per share) | $0.15 | $0.24 | $0.28 | $0.41 |
Diluted earnings per share (in dollars per share) | $0.15 | $0.23 | $0.27 | $0.39 |
Weighted average common shares outstanding: | ' | ' | ' | ' |
Basic (in shares) | 3,724,000 | 3,683,000 | 3,709,000 | 3,678,000 |
Diluted (in shares) | 3,905,000 | 3,889,000 | 3,891,000 | 3,875,000 |
CONSOLIDATED_STATEMENT_OF_SHAR
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (USD $) | Total | Common Class A [Member] | Additional paid-in capital [Member] | Retained earnings [Member] | Treasury stock [Member] |
Balance at Dec. 31, 2013 | $38,730,000 | $4,038,000 | $11,798,000 | $25,871,000 | ($2,977,000) |
Balance (in shares) at Dec. 31, 2013 | ' | 4,038,000 | ' | ' | -344,000 |
Net income | 1,034,000 | 0 | 0 | 1,034,000 | 0 |
Exercise of stock options | 710,000 | 93,000 | 623,000 | 0 | -6,000 |
Exercise of stock options (in shares) | ' | 93,000 | ' | ' | -1,000 |
Restricted stock issuance | 14,000 | 3,000 | 11,000 | 0 | 0 |
Restricted stock issuance (in shares) | ' | 3,000 | ' | ' | ' |
Stock-based compensation | 144,000 | 0 | 144,000 | 0 | 0 |
Balance at Jun. 30, 2014 | $40,632,000 | $4,134,000 | $12,576,000 | $26,905,000 | ($2,983,000) |
Balance (in shares) at Jun. 30, 2014 | ' | 4,134,000 | ' | ' | -345,000 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 6 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Cash Flows from Operating Activities: | ' | ' |
Net income | $1,034,000 | $1,496,000 |
Non-cash charges: | ' | ' |
Depreciation and amortization | 740,000 | 789,000 |
Amortization of debt issue costs | 43,000 | 48,000 |
Amortization of other intangible assets | 116,000 | 134,000 |
(Adjustment to) provision for losses on accounts receivable | -124,000 | 35,000 |
Stock-based compensation | 144,000 | 151,000 |
Restricted stock-based compensation | 14,000 | 17,000 |
Deferred income taxes-net | 612,000 | 784,000 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -1,132,000 | -5,288,000 |
Inventories | 2,017,000 | 781,000 |
Prepaid expenses and other current assets | 74,000 | -306,000 |
Other assets | 29,000 | 20,000 |
Accounts payable | -650,000 | -1,092,000 |
Accrued liabilities | -506,000 | -700,000 |
Other liabilities | -8,000 | -8,000 |
Total adjustments | 1,369,000 | -4,635,000 |
Net cash provided by (used in) operating activities | 2,403,000 | -3,139,000 |
Cash Flows from Investing Activities: | ' | ' |
Capital expenditures | -446,000 | -303,000 |
Net cash used in investing activities | -446,000 | -303,000 |
Cash Flows from Financing Activities: | ' | ' |
Proceeds from exercise of stock options | 710,000 | 62,000 |
Proceeds from short-term borrowings | 38,274,000 | 35,140,000 |
Repayments of short-term borrowings | -30,215,000 | -31,320,000 |
Repayments of term loan | -230,000 | -230,000 |
Net cash provided by financing activities | 8,539,000 | 3,652,000 |
Net increase in cash | 10,496,000 | 210,000 |
Cash at beginning of period | 413,000 | 695,000 |
Cash at end of period | 10,909,000 | 905,000 |
Supplemental disclosures of cash flow information: | ' | ' |
Cash paid for: Interest | 139,000 | 225,000 |
Cash paid for: Income taxes | $41,000 | $33,000 |
SUMMARY_OF_ACCOUNTING_POLICIES
SUMMARY OF ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Significant Accounting Policies [Text Block] | ' |
NOTE 1 - SUMMARY OF ACCOUNTING POLICIES | |
Basis of Financial Statement Presentation | |
The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information, and with the rules and regulations of the Securities and Exchange Commission regarding interim financial reporting. Accordingly, these interim financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of the Company, as defined below, these unaudited consolidated financial statements include all adjustments necessary to present fairly the information set forth therein. All such adjustments are of a normal recurring nature. Results for interim periods are not necessarily indicative of results to be expected for a full year. | |
The audited consolidated balance sheet information as of December 31, 2013 was derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. The interim financial statements contained herein should be read in conjunction with that Report. | |
Principles of Consolidation | |
The unaudited consolidated financial statements contained herein include the accounts of P&F Industries, Inc. and its subsidiaries, (“P&F” or the “Company”). All significant intercompany balances and transactions have been eliminated in consolidation. Certain amounts in the financial statements and related footnotes have been reclassified to conform to classifications used in the current year. | |
The Company | |
The Company operates in two primary lines of business, or segments: (i) tools and other products (“Tools”) and (ii) hardware and accessories (“Hardware”). | |
Tools | |
The Company conducts its Tools business through a wholly-owned subsidiary, Continental Tool Group, Inc. (“Continental”), which in turn currently operates through its wholly-owned subsidiaries, Florida Pneumatic Manufacturing Corporation (“Florida Pneumatic”) and Hy-Tech Machine, Inc. (“Hy-Tech”). | |
Florida Pneumatic is engaged in the importation and sale of pneumatic hand tools, primarily for the retail, industrial and automotive markets, and the importation and sale of compressor air filters. Florida Pneumatic also markets, through its Berkley Tool division (“Berkley”), a product line which includes pipe and bolt dies, pipe taps, wrenches, vises and stands, pipe and tubing cutting equipment, hydrostatic test pumps, and replacement electrical components for a widely-used brand of pipe cutting and threading machines. | |
Hy-Tech manufactures and distributes its own line of industrial pneumatic tools. Hy-Tech also produces and markets impact wrenches, grinders, drills, and motors. Further, it also manufactures tools to customer specifications. Its customers include refineries, chemical plants, power generation, heavy construction, oil and mining companies. In addition, Hy-Tech manufactures an extensive line of pneumatic tool replacement parts that are sold competitively to the original equipment manufacturer (“OEM”). It also manufactures and distributes high pressure stoppers for hydrostatic testing fabricated pipe, gears, sprockets, splines and racks and produces a line of siphons. | |
Hardware | |
The Company conducts its Hardware business through a wholly-owned subsidiary, Countrywide Hardware, Inc. (“Countrywide”). Countrywide conducts its business operations through its wholly-owned subsidiary, Nationwide Industries, Inc. (“Nationwide”). Nationwide is an importer and manufacturer of door, window and fencing hardware and accessories, including rollers, hinges, window operators, sash locks, custom zinc castings and door closers. | |
Additionally, Nationwide marketed a Kitchen and Bath product line. However, effective November 12, 2013, Nationwide sold to an unrelated third party all inventory, intangibles and certain fixed assets attributable to its Kitchen and Bath product line. | |
Management Estimates | |
The preparation of financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses in those financial statements. Certain significant accounting policies that contain subjective management estimates and assumptions include those related to revenue recognition, inventory, goodwill, intangible assets and other long-lived assets, income taxes and deferred taxes. Descriptions of these policies are discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from those estimates and assumptions. Significant changes, if any, in those estimates resulting from continuing changes in the economic environment will be reflected in the consolidated financial statements in future periods. | |
Recently Adopted Accounting Standards | |
Management does not believe that any other recently issued, but not yet effective accounting standards, if currently adopted would have a material effect on our consolidated financial statements. | |
EARNINGS_PER_SHARE
EARNINGS PER SHARE | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||
Earnings Per Share [Text Block] | ' | |||||||||||||
NOTE 2 - EARNINGS PER SHARE | ||||||||||||||
Basic earnings per common share is based only on the average number of shares of common stock outstanding for the periods. Diluted earnings per common share reflects the effect of shares of common stock issuable upon the exercise of options, unless the effect on earnings is antidilutive. | ||||||||||||||
Diluted earnings per common share is computed using the treasury stock method. Under this method, the aggregate number of shares of common stock outstanding reflects the assumed use of proceeds from the hypothetical exercise of any outstanding options to purchase shares of the Company’s Class A Common Stock (“Common Stock”). The average market value for the period is used as the assumed purchase price. | ||||||||||||||
The following table sets forth the elements of basic and diluted earnings per common share: | ||||||||||||||
Three months ended | Six months ended | |||||||||||||
June 30, | June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Numerator for basic and diluted earnings per common share: | ||||||||||||||
Net income | $ | 572,000 | $ | 875,000 | $ | 1,034,000 | $ | 1,496,000 | ||||||
Denominator: | ||||||||||||||
For basic earnings per share - weighted average common shares outstanding | 3,724,000 | 3,683,000 | 3,709,000 | 3,678,000 | ||||||||||
Dilutive securities (1) | 181,000 | 206,000 | 182,000 | 197,000 | ||||||||||
For diluted earnings per share - weighted average common shares outstanding | 3,905,000 | 3,889,000 | 3,891,000 | 3,875,000 | ||||||||||
(1) Dilutive securities consist of “in the money” stock options. | ||||||||||||||
At June 30, 2014 and 2013 and during the three and six-month periods ended June 30, 2014 and 2013, there were outstanding stock options whose exercise prices were higher than the average market values of the underlying Class A Common Stock for the period. These options are antidilutive and are excluded from the computation of earnings per share. The weighted average antidilutive stock options outstanding were as follows: | ||||||||||||||
Three months ended | Six months ended | |||||||||||||
June 30, | June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Weighted average antidilutive stock options outstanding | 214,000 | 185,000 | 257,000 | 207,000 | ||||||||||
STOCKBASED_COMPENSATION
STOCK-BASED COMPENSATION | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | ' | |||||||||||||
NOTE 3 - STOCK-BASED COMPENSATION | ||||||||||||||
During the three and six-month periods ended June 30, 2014 and 2013, the Company did not grant any stock options. | ||||||||||||||
The following is a summary of the changes in outstanding options during the six-month period ended June 30, 2014: | ||||||||||||||
Option Shares | Weighted | Weighted Average | Aggregate | |||||||||||
Average | Remaining | Intrinsic | ||||||||||||
Exercise | Contractual Life | Value | ||||||||||||
Price | (Years) | |||||||||||||
Outstanding, January 1, 2014 | 633,188 | $ | 6.76 | 4.8 | $ | 951,000 | ||||||||
Granted | — | — | — | |||||||||||
Exercised | -92,188 | 7.75 | ||||||||||||
Forfeited | — | — | ||||||||||||
Expired | — | — | ||||||||||||
Outstanding, June 30, 2014 | 541,000 | $ | 6.6 | 5 | $ | 1,215,000 | ||||||||
Vested and expected to vest, June 30, 2014 | 479,994 | $ | 6.48 | 4.5 | $ | 1,177,000 | ||||||||
The following is a summary of changes in non-vested options for the six months ended June 30, 2014: | ||||||||||||||
Option Shares | Weighted Average Grant- | |||||||||||||
Date Fair Value | ||||||||||||||
Non-vested options, January 1, 2014 | 121,500 | $ | 5.38 | |||||||||||
Granted | — | — | ||||||||||||
Vested | -60,494 | 4.62 | ||||||||||||
Forfeited | — | — | ||||||||||||
Non-vested options, June 30, 2014 | 61,006 | $ | 6.14 | |||||||||||
The number of shares of Common Stock available for issuance under the 2012 Stock Incentive Plan as of June 30, 2014 was 194,517. At June 30, 2014, there were 113,500 options outstanding issued under the 2012 Stock Incentive Plan and 427,500 options outstanding issued under the 2002 Stock Incentive Plan. | ||||||||||||||
Treasury Stock | ||||||||||||||
On March 31, 2014, the Company received 792 shares of its Common Stock, tendered as payment for the exercise of options to purchase 1,500 shares of Common Stock. The value of the tendered shares of Common Stock, was approximately $6,000, and was based on the fair value of such shares, determined by closing price of the Company’s Common Stock on the day prior. The Company recorded this transaction as an increase to its Treasury Stock. | ||||||||||||||
Restricted Stock | ||||||||||||||
On May 21, 2014, the Company granted 666 restricted shares of its common stock to each non-employee member of its Board of Directors totaling 3,330 restricted shares. These restricted shares cannot be traded earlier than the first anniversary of the grant date. The Company determined the fair value of these shares to be $7.43, which was the closing price of the Company’s Common Stock on the date of the grant. As a result of the aforementioned grants, the Company will recognize non-cash director fees expense of approximately $2,100 per month in its selling, general and administrative expenses through May 2015. | ||||||||||||||
ACCOUNTS_RECEIVABLE_AND_ALLOWA
ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Receivables [Abstract] | ' | |||||||
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | ' | |||||||
NOTE 4 - ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS | ||||||||
Accounts receivable - net consists of: | ||||||||
June 30, 2014 | December 31, 2013 | |||||||
Accounts receivable | $ | 10,107,000 | $ | 8,975,000 | ||||
Allowance for doubtful accounts | -112,000 | -236,000 | ||||||
$ | 9,995,000 | $ | 8,739,000 | |||||
INVENTORIES
INVENTORIES | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Inventory Disclosure [Text Block] | ' | |||||||
NOTE 5 - INVENTORIES | ||||||||
Inventories - net consist of: | ||||||||
June 30, 2014 | December 31, 2013 | |||||||
Raw material | $ | 1,660,000 | $ | 1,836,000 | ||||
Work in process | 591,000 | 475,000 | ||||||
Finished goods | 20,985,000 | 22,924,000 | ||||||
23,236,000 | 25,235,000 | |||||||
Reserve for obsolete and slow-moving inventories | -2,279,000 | -2,261,000 | ||||||
$ | 20,957,000 | $ | 22,974,000 | |||||
GOODWILL_AND_OTHER_INTANGIBLE_
GOODWILL AND OTHER INTANGIBLE ASSETS | 6 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Text Block] | ' | |||||||||||||||||||
NOTE 6 - GOODWILL AND OTHER INTANGIBLE ASSETS | ||||||||||||||||||||
During the six-month period ended June 30, 2014 there was no change to the carrying value of goodwill. | ||||||||||||||||||||
Other intangible assets were as follows: | ||||||||||||||||||||
June 30, 2014 | December 31, 2013 | |||||||||||||||||||
Cost | Accumulated | Net book | Cost | Accumulated | Net book | |||||||||||||||
amortization | value | amortization | value | |||||||||||||||||
Other intangible assets: | ||||||||||||||||||||
Customer relationships | $ | 5,070,000 | $ | 4,167,000 | $ | 903,000 | $ | 5,070,000 | $ | 4,087,000 | $ | 983,000 | ||||||||
Trademarks | 199,000 | — | 199,000 | 199,000 | — | 199,000 | ||||||||||||||
Drawings | 290,000 | 104,000 | 186,000 | 290,000 | 97,000 | 193,000 | ||||||||||||||
Licensing | 305,000 | 207,000 | 98,000 | 305,000 | 178,000 | 127,000 | ||||||||||||||
Totals | $ | 5,864,000 | $ | 4,478,000 | $ | 1,386,000 | $ | 5,864,000 | $ | 4,362,000 | $ | 1,502,000 | ||||||||
Amortization expense for intangible assets subject to amortization was as follows: | ||||||||||||||||||||
Three months ended June 30, | Six months ended June 30, | |||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||
$ | 58,000 | $ | 58,000 | $ | 116,000 | $ | 134,000 | |||||||||||||
Amortization expense for each of the twelve-month periods ending June 30, 2015 through June 30, 2019 is estimated to be as follows: 2015 - $233,000; 2016 - $216,000; 2017 - $175,000; 2018 - $175,000 and 2019 - $175,000. The weighted average amortization period for intangible assets was 6.4 years at June 30, 2014 and 6.8 years at December 31, 2013. | ||||||||||||||||||||
DEBT
DEBT | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Debt Disclosure [Text Block] | ' | |||||||
NOTE 7 - DEBT | ||||||||
SHORT-TERM LOANS | ||||||||
P&F, along with Florida Pneumatic, Hy-Tech and Nationwide, as borrowers, entered into a Loan and Security Agreement in October 2010, as amended (“Credit Agreement”), with Capital One Business Credit Corp., formerly known as Capital One Leverage Finance Corporation, as agent (“COBC”). The Credit Agreement expires December 19, 2017, (the “Maturity Date”), and has a maximum borrowing limit of $29,423,000. The Credit Agreement provides for a Revolver Loan (“Revolver”) with a maximum borrowing of $20,000,000. Direct borrowings under the Revolver are secured by the Company’s accounts receivable, mortgages on its real property located in Cranberry, PA, Jupiter, FL and Tampa, FL (“Real Property”), inventory and equipment, and are cross-guaranteed by certain of our subsidiaries (the “Subsidiary Guarantors”). Revolver borrowings bear interest at either LIBOR (London InterBank Offered Rate) or the Base Rate, as defined in the Credit Agreement (“Base Rate”), plus the Applicable Margin (the “Applicable Margin”), as defined in the Credit Agreement. The interest rate, either LIBOR or Base Rate, which is added to the Applicable Margin, is at the option of the Company, subject to limitations on the number of LIBOR borrowings. | ||||||||
See Note 10 – Subsequent Events to these Consolidated Financial Statements for discussion pertaining to various amendments occurring subsequent to June 30, 2014. | ||||||||
The balance of Revolver borrowings outstanding was $8,419,000 and $360,000, at June 30, 2014 and December 31, 2013, respectively. Applicable Margins added to Revolver borrowings at LIBOR and the Base Rate were 1.50% and 0.50%, respectively at June 30, 2014 and were 1.75% and 0.75%, respectively, at December 31, 2013. The primary cause for the increase in the Company’s Revolver balance at June 30, 2014, was due to the funding necessary to complete the ETI acquisition that occurred on July 1, 2014. | ||||||||
The Company is required to provide, among other things, monthly financial statements, monthly borrowing base certificates and certificates of compliance with various financial covenants. The Company believes it is in compliance with all covenants. As part of the Credit Agreement, if an event of default occurs, COBC has the option to, among other things, increase the interest rate by two percent per annum during the period of default. | ||||||||
LONG-TERM LOANS | ||||||||
The Credit Agreement also provides for a $7,000,000 Term Loan (the “Term Loan”), which is secured by mortgages on the Real Property, accounts receivable, inventory and equipment. Term Loan borrowings incur interest at LIBOR or the Base Rate plus the Applicable Margins, which were 3.00% and 2.00%, respectively, at June 30, 2014 and December 31, 2013. | ||||||||
Additionally, the Company borrowed $380,000 and $519,000 in March 2012 and September 2012, respectively, as loans primarily for machinery and equipment (“Capex Term Loans”). Applicable Margins added to these Capex Term Loans at both June 30, 2014 and December 31, 2013 were 3.00% and 2.00%, for borrowings at LIBOR and the Base Rate, respectively. | ||||||||
Long-term debt consists of: | ||||||||
June 30, 2014 | December 31, 2013 | |||||||
Term loan - $23,000 payable monthly January 1, 2013 through December 1, 2017, balance due December 19, 2017. | $ | 6,580,000 | $ | 6,720,000 | ||||
Capex Term Loan - $6,000 payable monthly May 1, 2012 through April 1, 2017. | 216,000 | 254,000 | ||||||
Capex Term Loan - $9,000 payable monthly October 1, 2012 through September 1, 2017. | 337,000 | 389,000 | ||||||
7,133,000 | 7,363,000 | |||||||
Less current maturities | 460,000 | 460,000 | ||||||
$ | 6,673,000 | $ | 6,903,000 | |||||
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions Disclosure [Text Block] | ' |
NOTE 8 - RELATED PARTY TRANSACTIONS | |
The president of one of the Company’s subsidiaries is part owner of one of that subsidiary’s vendors. During the three and six-month periods ended June 30, 2014, the Company purchased approximately $154,000 and $417,000, respectively, of product from this vendor. During the three and six-month periods ended June 30, 2013, the Company purchased approximately $274,000 and $502,000, respectively, of product from this vendor. At June 30, 2014 and 2013, the Company owed this vendor $64,000 and $138,000, respectively. All transactions were made at arms-length. | |
BUSINESS_SEGMENTS
BUSINESS SEGMENTS | 6 Months Ended | ||||||||||
Jun. 30, 2014 | |||||||||||
Segment Reporting [Abstract] | ' | ||||||||||
Segment Reporting Disclosure [Text Block] | ' | ||||||||||
NOTE 9- BUSINESS SEGMENTS | |||||||||||
P&F operates in two primary lines of business, Tools and Hardware. For reporting purposes, Florida Pneumatic and Hy-Tech are combined in the Tools segment, while Nationwide is currently the only subsidiary in the Hardware segment. The Company evaluates segment performance based primarily on segment operating income. The accounting policies of each of the segments are the same as those referred to in Note 1. | |||||||||||
As of and for the three months ended June 30, 2014 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 18,268,000 | $ | 12,693,000 | $ | 5,575,000 | |||||
Segment operating income | $ | 2,676,000 | $ | 1,358,000 | $ | 1,318,000 | |||||
General corporate expense | -1,629,000 | ||||||||||
Interest expense | -88,000 | ||||||||||
Income before income taxes | $ | 959,000 | |||||||||
Segment assets | $ | 48,547,000 | $ | 35,702,000 | $ | 12,845,000 | |||||
Corporate assets | 13,261,000 | ||||||||||
Total assets | $ | 61,808,000 | |||||||||
Long-lived assets, including $33,000 at corporate | $ | 16,471,000 | $ | 11,836,000 | $ | 4,602,000 | |||||
As of and for the three months ended June 30, 2013 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 19,476,000 | $ | 13,221,000 | $ | 6,255,000 | |||||
Segment operating income | $ | 2,964,000 | $ | 1,740,000 | $ | 1,224,000 | |||||
General corporate expense | -1,421,000 | ||||||||||
Interest expense | -139,000 | ||||||||||
Income before income taxes | $ | 1,404,000 | |||||||||
Segment assets | $ | 54,422,000 | $ | 40,377,000 | $ | 14,045,000 | |||||
Corporate assets | 4,236,000 | ||||||||||
Total assets | $ | 58,658,000 | |||||||||
Long-lived assets, including $13,000 at corporate | $ | 17,384,000 | $ | 12,887,000 | $ | 4,484,000 | |||||
Six months ended June 30, 2014 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 34,200,000 | $ | 23,884,000 | $ | 10,316,000 | |||||
Segment operating income | $ | 4,895,000 | $ | 2,686,000 | $ | 2,209,000 | |||||
General corporate expense | -3,040,000 | ||||||||||
Interest expense | -177,000 | ||||||||||
Income before income taxes | $ | 1,678,000 | |||||||||
Six months ended June 30, 2013 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 40,185,000 | $ | 28,850,000 | $ | 11,335,000 | |||||
Segment operating income | $ | 5,492,000 | $ | 3,454,000 | $ | 2,038,000 | |||||
General corporate expense | -2,825,000 | ||||||||||
Interest expense | -270,000 | ||||||||||
Income before income taxes | $ | 2,397,000 | |||||||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Subsequent Events [Abstract] | ' | |||||||||||||
Subsequent Events [Text Block] | ' | |||||||||||||
NOTE 10– SUBSEQUENT EVENTS | ||||||||||||||
On July 1, 2014, the Company and COBC agreed to amend the Credit Agreement. This amendment effectively provided COBC’s consent to, among other things; complete an acquisition through merger of Exhaust Technologies Inc., (“ETI”) and added and modified certain definitions in connection with the acquisition and the transactions contemplated thereby. | ||||||||||||||
On July 1, 2014, the Company acquired all of the outstanding shares of ETI, a distributor of pneumatic tools. ETI markets its AIRCAT and NITROCAT brand pneumatic tools primarily to the automotive market. ETI’s business will operate under the control of Florida Pneumatic. Financing for this acquisition consisted of $10,377,000 in cash from the Company's Revolver Loan provided for within the Credit Agreement. The Company believes that this acquisition will enable it to become a larger factor in the automotive air tools industry, as well as provide Florida Pneumatic and Hy-Tech the ability to utilize some of ETI’s patented technologies in future product offerings. | ||||||||||||||
On July 29, 2014, the Company and COBC agreed to amend the Credit Agreement. The amendment effectively provided COBC’s consent to, among other things; complete an acquisition of Universal Air Tool Company Limited (“UAT”), and added and modified certain definitions in connection with the acquisition and the transactions contemplated thereby. | ||||||||||||||
On July 29, 2014, the Company acquired all of the outstanding shares of UAT, a distributor of pneumatic tools. UAT, located in High Wycombe, United Kingdom markets pneumatic tools to the automotive market sector primarily in England and Ireland. Financing for this acquisition consisted of approximately $1,950,000 in cash from the Company's Revolver Loan provided for within the Credit Agreement, and is subject to a post-closing working capital adjustment. In addition, there is a potential contingent consideration payment due to the former shareholders of UAT of a maximum of approximately $425,000. | ||||||||||||||
As the two acquisitions discussed above have recently been completed, the Company is currently in the process of completing purchase price allocations for each. As a result, purchase price allocations for these two recent acquisitions will be included in the Company’s consolidated financial statements for the quarterly period ending September 30, 2014. | ||||||||||||||
The following unaudited pro-forma combined financial information gives effect to the acquisition of ETI, and UAT as if they were consummated January 1, 2013. This unaudited pro-forma financial information is presented for information purposes only, and is not intended to present actual results that would have been attained had the acquisitions been completed as of January 1, 2013 (the beginning of the earliest period presented) or to project potential operating results as of any future date or for any future periods. | ||||||||||||||
For the three | For the six | For the three | For the six | |||||||||||
months ended | months ended | months ended | months ended | |||||||||||
June 30, 2013 | June 30, 2013 | June 30, 2014 | June 30, 2014 | |||||||||||
Revenues | $ | 22,956,000 | $ | 46,470,000 | $ | 22,145,000 | $ | 41,200,000 | ||||||
Net income | $ | 1,261,000 | $ | 2,384,000 | $ | 1,410,000 | $ | 2,822,000 | ||||||
Earnings per share - basic | $ | 0.34 | $ | 0.65 | $ | 0.38 | $ | 0.77 | ||||||
Earnings per share - diluted | $ | 0.32 | $ | 0.61 | $ | 0.36 | $ | 0.73 | ||||||
SUMMARY_OF_ACCOUNTING_POLICIES1
SUMMARY OF ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Basis of Accounting, Policy [Policy Text Block] | ' |
Basis of Financial Statement Presentation | |
The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information, and with the rules and regulations of the Securities and Exchange Commission regarding interim financial reporting. Accordingly, these interim financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of the Company, as defined below, these unaudited consolidated financial statements include all adjustments necessary to present fairly the information set forth therein. All such adjustments are of a normal recurring nature. Results for interim periods are not necessarily indicative of results to be expected for a full year. | |
The audited consolidated balance sheet information as of December 31, 2013 was derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. The interim financial statements contained herein should be read in conjunction with that Report. | |
Consolidation, Policy [Policy Text Block] | ' |
Principles of Consolidation | |
The unaudited consolidated financial statements contained herein include the accounts of P&F Industries, Inc. and its subsidiaries, (“P&F” or the “Company”). All significant intercompany balances and transactions have been eliminated in consolidation. Certain amounts in the financial statements and related footnotes have been reclassified to conform to classifications used in the current year. | |
The Company | |
The Company operates in two primary lines of business, or segments: (i) tools and other products (“Tools”) and (ii) hardware and accessories (“Hardware”). | |
Tools | |
The Company conducts its Tools business through a wholly-owned subsidiary, Continental Tool Group, Inc. (“Continental”), which in turn currently operates through its wholly-owned subsidiaries, Florida Pneumatic Manufacturing Corporation (“Florida Pneumatic”) and Hy-Tech Machine, Inc. (“Hy-Tech”). | |
Florida Pneumatic is engaged in the importation and sale of pneumatic hand tools, primarily for the retail, industrial and automotive markets, and the importation and sale of compressor air filters. Florida Pneumatic also markets, through its Berkley Tool division (“Berkley”), a product line which includes pipe and bolt dies, pipe taps, wrenches, vises and stands, pipe and tubing cutting equipment, hydrostatic test pumps, and replacement electrical components for a widely-used brand of pipe cutting and threading machines. | |
Hy-Tech manufactures and distributes its own line of industrial pneumatic tools. Hy-Tech also produces and markets impact wrenches, grinders, drills, and motors. Further, it also manufactures tools to customer specifications. Its customers include refineries, chemical plants, power generation, heavy construction, oil and mining companies. In addition, Hy-Tech manufactures an extensive line of pneumatic tool replacement parts that are sold competitively to the original equipment manufacturer (“OEM”). It also manufactures and distributes high pressure stoppers for hydrostatic testing fabricated pipe, gears, sprockets, splines and racks and produces a line of siphons. | |
Hardware | |
The Company conducts its Hardware business through a wholly-owned subsidiary, Countrywide Hardware, Inc. (“Countrywide”). Countrywide conducts its business operations through its wholly-owned subsidiary, Nationwide Industries, Inc. (“Nationwide”). Nationwide is an importer and manufacturer of door, window and fencing hardware and accessories, including rollers, hinges, window operators, sash locks, custom zinc castings and door closers. | |
Additionally, Nationwide marketed a Kitchen and Bath product line. However, effective November 12, 2013, Nationwide sold to an unrelated third party all inventory, intangibles and certain fixed assets attributable to its Kitchen and Bath product line. | |
Use of Estimates, Policy [Policy Text Block] | ' |
Management Estimates | |
The preparation of financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses in those financial statements. Certain significant accounting policies that contain subjective management estimates and assumptions include those related to revenue recognition, inventory, goodwill, intangible assets and other long-lived assets, income taxes and deferred taxes. Descriptions of these policies are discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from those estimates and assumptions. Significant changes, if any, in those estimates resulting from continuing changes in the economic environment will be reflected in the consolidated financial statements in future periods. | |
New Accounting Pronouncements, Policy [Policy Text Block] | ' |
Recently Adopted Accounting Standards | |
Management does not believe that any other recently issued, but not yet effective accounting standards, if currently adopted would have a material effect on our consolidated financial statements. | |
EARNINGS_PER_SHARE_Tables
EARNINGS PER SHARE (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | ' | |||||||||||||
The following table sets forth the elements of basic and diluted earnings per common share: | ||||||||||||||
Three months ended | Six months ended | |||||||||||||
June 30, | June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Numerator for basic and diluted earnings per common share: | ||||||||||||||
Net income | $ | 572,000 | $ | 875,000 | $ | 1,034,000 | $ | 1,496,000 | ||||||
Denominator: | ||||||||||||||
For basic earnings per share - weighted average common shares outstanding | 3,724,000 | 3,683,000 | 3,709,000 | 3,678,000 | ||||||||||
Dilutive securities (1) | 181,000 | 206,000 | 182,000 | 197,000 | ||||||||||
For diluted earnings per share - weighted average common shares outstanding | 3,905,000 | 3,889,000 | 3,891,000 | 3,875,000 | ||||||||||
(1) Dilutive securities consist of “in the money” stock options. | ||||||||||||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | ' | |||||||||||||
At June 30, 2014 and 2013 and during the three and six-month periods ended June 30, 2014 and 2013, there were outstanding stock options whose exercise prices were higher than the average market values of the underlying Class A Common Stock for the period. These options are antidilutive and are excluded from the computation of earnings per share. The weighted average antidilutive stock options outstanding were as follows: | ||||||||||||||
Three months ended | Six months ended | |||||||||||||
June 30, | June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Weighted average antidilutive stock options outstanding | 214,000 | 185,000 | 257,000 | 207,000 | ||||||||||
STOCKBASED_COMPENSATION_Tables
STOCK-BASED COMPENSATION (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | ' | |||||||||||||
The following is a summary of the changes in outstanding options during the six-month period ended June 30, 2014: | ||||||||||||||
Option Shares | Weighted | Weighted Average | Aggregate | |||||||||||
Average | Remaining | Intrinsic | ||||||||||||
Exercise | Contractual Life | Value | ||||||||||||
Price | (Years) | |||||||||||||
Outstanding, January 1, 2014 | 633,188 | $ | 6.76 | 4.8 | $ | 951,000 | ||||||||
Granted | — | — | — | |||||||||||
Exercised | -92,188 | 7.75 | ||||||||||||
Forfeited | — | — | ||||||||||||
Expired | — | — | ||||||||||||
Outstanding, June 30, 2014 | 541,000 | $ | 6.6 | 5 | $ | 1,215,000 | ||||||||
Vested and expected to vest, June 30, 2014 | 479,994 | $ | 6.48 | 4.5 | $ | 1,177,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable [Table Text Block] | ' | |||||||||||||
The following is a summary of changes in non-vested options for the six months ended June 30, 2014: | ||||||||||||||
Option Shares | Weighted Average Grant- | |||||||||||||
Date Fair Value | ||||||||||||||
Non-vested options, January 1, 2014 | 121,500 | $ | 5.38 | |||||||||||
Granted | — | — | ||||||||||||
Vested | -60,494 | 4.62 | ||||||||||||
Forfeited | — | — | ||||||||||||
Non-vested options, June 30, 2014 | 61,006 | $ | 6.14 | |||||||||||
ACCOUNTS_RECEIVABLE_AND_ALLOWA1
ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS (Tables) | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Receivables [Abstract] | ' | |||||||
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | ' | |||||||
Accounts receivable - net consists of: | ||||||||
June 30, 2014 | December 31, 2013 | |||||||
Accounts receivable | $ | 10,107,000 | $ | 8,975,000 | ||||
Allowance for doubtful accounts | -112,000 | -236,000 | ||||||
$ | 9,995,000 | $ | 8,739,000 | |||||
INVENTORIES_Tables
INVENTORIES (Tables) | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Schedule of Inventory, Current [Table Text Block] | ' | |||||||
Inventories - net consist of: | ||||||||
June 30, 2014 | December 31, 2013 | |||||||
Raw material | $ | 1,660,000 | $ | 1,836,000 | ||||
Work in process | 591,000 | 475,000 | ||||||
Finished goods | 20,985,000 | 22,924,000 | ||||||
23,236,000 | 25,235,000 | |||||||
Reserve for obsolete and slow-moving inventories | -2,279,000 | -2,261,000 | ||||||
$ | 20,957,000 | $ | 22,974,000 | |||||
GOODWILL_AND_OTHER_INTANGIBLE_1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 6 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | ' | |||||||||||||||||||
Other intangible assets were as follows: | ||||||||||||||||||||
June 30, 2014 | December 31, 2013 | |||||||||||||||||||
Cost | Accumulated | Net book | Cost | Accumulated | Net book | |||||||||||||||
amortization | value | amortization | value | |||||||||||||||||
Other intangible assets: | ||||||||||||||||||||
Customer relationships | $ | 5,070,000 | $ | 4,167,000 | $ | 903,000 | $ | 5,070,000 | $ | 4,087,000 | $ | 983,000 | ||||||||
Trademarks | 199,000 | — | 199,000 | 199,000 | — | 199,000 | ||||||||||||||
Drawings | 290,000 | 104,000 | 186,000 | 290,000 | 97,000 | 193,000 | ||||||||||||||
Licensing | 305,000 | 207,000 | 98,000 | 305,000 | 178,000 | 127,000 | ||||||||||||||
Totals | $ | 5,864,000 | $ | 4,478,000 | $ | 1,386,000 | $ | 5,864,000 | $ | 4,362,000 | $ | 1,502,000 | ||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | ' | |||||||||||||||||||
Amortization expense for intangible assets subject to amortization was as follows: | ||||||||||||||||||||
Three months ended June 30, | Six months ended June 30, | |||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||
$ | 58,000 | $ | 58,000 | $ | 116,000 | $ | 134,000 | |||||||||||||
DEBT_Tables
DEBT (Tables) | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Schedule of Debt [Table Text Block] | ' | |||||||
Long-term debt consists of: | ||||||||
June 30, 2014 | December 31, 2013 | |||||||
Term loan - $23,000 payable monthly January 1, 2013 through December 1, 2017, balance due December 19, 2017. | $ | 6,580,000 | $ | 6,720,000 | ||||
Capex Term Loan - $6,000 payable monthly May 1, 2012 through April 1, 2017. | 216,000 | 254,000 | ||||||
Capex Term Loan - $9,000 payable monthly October 1, 2012 through September 1, 2017. | 337,000 | 389,000 | ||||||
7,133,000 | 7,363,000 | |||||||
Less current maturities | 460,000 | 460,000 | ||||||
$ | 6,673,000 | $ | 6,903,000 | |||||
BUSINESS_SEGMENTS_Tables
BUSINESS SEGMENTS (Tables) | 6 Months Ended | ||||||||||
Jun. 30, 2014 | |||||||||||
Segment Reporting [Abstract] | ' | ||||||||||
Schedule of Revenue by Major Customers by Reporting Segments [Table Text Block] | ' | ||||||||||
The Company evaluates segment performance based primarily on segment operating income. The accounting policies of each of the segments are the same as those referred to in Note 1. | |||||||||||
As of and for the three months ended June 30, 2014 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 18,268,000 | $ | 12,693,000 | $ | 5,575,000 | |||||
Segment operating income | $ | 2,676,000 | $ | 1,358,000 | $ | 1,318,000 | |||||
General corporate expense | -1,629,000 | ||||||||||
Interest expense | -88,000 | ||||||||||
Income before income taxes | $ | 959,000 | |||||||||
Segment assets | $ | 48,547,000 | $ | 35,702,000 | $ | 12,845,000 | |||||
Corporate assets | 13,261,000 | ||||||||||
Total assets | $ | 61,808,000 | |||||||||
Long-lived assets, including $33,000 at corporate | $ | 16,471,000 | $ | 11,836,000 | $ | 4,602,000 | |||||
As of and for the three months ended June 30, 2013 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 19,476,000 | $ | 13,221,000 | $ | 6,255,000 | |||||
Segment operating income | $ | 2,964,000 | $ | 1,740,000 | $ | 1,224,000 | |||||
General corporate expense | -1,421,000 | ||||||||||
Interest expense | -139,000 | ||||||||||
Income before income taxes | $ | 1,404,000 | |||||||||
Segment assets | $ | 54,422,000 | $ | 40,377,000 | $ | 14,045,000 | |||||
Corporate assets | 4,236,000 | ||||||||||
Total assets | $ | 58,658,000 | |||||||||
Long-lived assets, including $13,000 at corporate | $ | 17,384,000 | $ | 12,887,000 | $ | 4,484,000 | |||||
Six months ended June 30, 2014 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 34,200,000 | $ | 23,884,000 | $ | 10,316,000 | |||||
Segment operating income | $ | 4,895,000 | $ | 2,686,000 | $ | 2,209,000 | |||||
General corporate expense | -3,040,000 | ||||||||||
Interest expense | -177,000 | ||||||||||
Income before income taxes | $ | 1,678,000 | |||||||||
Six months ended June 30, 2013 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 40,185,000 | $ | 28,850,000 | $ | 11,335,000 | |||||
Segment operating income | $ | 5,492,000 | $ | 3,454,000 | $ | 2,038,000 | |||||
General corporate expense | -2,825,000 | ||||||||||
Interest expense | -270,000 | ||||||||||
Income before income taxes | $ | 2,397,000 | |||||||||
SUBSEQUENT_EVENTS_Tables
SUBSEQUENT EVENTS (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Subsequent Events [Abstract] | ' | |||||||||||||
Business Acquisition, Pro Forma Information [Table Text Block] | ' | |||||||||||||
The following unaudited pro-forma combined financial information gives effect to the acquisition of ETI, and UAT as if they were consummated January 1, 2013. This unaudited pro-forma financial information is presented for information purposes only, and is not intended to present actual results that would have been attained had the acquisitions been completed as of January 1, 2013 (the beginning of the earliest period presented) or to project potential operating results as of any future date or for any future periods. | ||||||||||||||
For the three | For the six | For the three | For the six | |||||||||||
months ended | months ended | months ended | months ended | |||||||||||
June 30, 2013 | June 30, 2013 | June 30, 2014 | June 30, 2014 | |||||||||||
Revenues | $ | 22,956,000 | $ | 46,470,000 | $ | 22,145,000 | $ | 41,200,000 | ||||||
Net income | $ | 1,261,000 | $ | 2,384,000 | $ | 1,410,000 | $ | 2,822,000 | ||||||
Earnings per share - basic | $ | 0.34 | $ | 0.65 | $ | 0.38 | $ | 0.77 | ||||||
Earnings per share - diluted | $ | 0.32 | $ | 0.61 | $ | 0.36 | $ | 0.73 | ||||||
EARNINGS_PER_SHARE_Details
EARNINGS PER SHARE (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |||||
Numerator for basic and diluted earnings per common share: | ' | ' | ' | ' | ||||
Net income | $572,000 | $875,000 | $1,034,000 | $1,496,000 | ||||
Denominator: | ' | ' | ' | ' | ||||
For basic earnings per share - weighted average common shares outstanding | 3,724,000 | 3,683,000 | 3,709,000 | 3,678,000 | ||||
Dilutive securities | 181,000 | [1] | 206,000 | [1] | 182,000 | [1] | 197,000 | [1] |
For diluted earnings per share - weighted average common shares outstanding | 3,905,000 | 3,889,000 | 3,891,000 | 3,875,000 | ||||
[1] | Dilutive securities consist of "in the money" stock options. |
EARNINGS_PER_SHARE_Details_1
EARNINGS PER SHARE (Details 1) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Weighted average antidilutive stock options outstanding | 214,000 | 185,000 | 257,000 | 207,000 |
STOCKBASED_COMPENSATION_Detail
STOCK-BASED COMPENSATION (Details) (Employee Stock Option [Member], USD $) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Employee Stock Option [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Option Shares, Outstanding, January 1, 2014 | 633,188 | ' |
Option Shares, Granted | 0 | ' |
Option Shares, Exercised | -92,188 | ' |
Option Shares, Forfeited | 0 | ' |
Option Shares, Expired | 0 | ' |
Option Shares, Outstanding, June 30, 2014 | 541,000 | 633,188 |
Option Shares, Vested and expected to vest, June 30, 2014 | 479,994 | ' |
Weighted Average Exercise Price, Outstanding, January 1, 2014 (in dollars per share) | $6.76 | ' |
Weighted Average Exercise Price, Granted (in dollars per share) | $0 | ' |
Weighted Average Exercise Price, Exercised (in dollars per share) | $7.75 | ' |
Weighted Average Exercise Price, Forfeited (in dollars per share) | $0 | ' |
Weighted Average Exercise Price, Expired (in dollars per share) | $0 | ' |
Weighted Average Exercise Price, Outstanding, June 30, 2014 (in dollars per share) | $6.60 | $6.76 |
Weighted Average Exercise Price,Vested and expected to vest, June 30, 2014 (in dollars per share) | $6.48 | ' |
Weighted Average Remaining ContractualLife, Outstanding Period (Years) | '5 years | '4 years 9 months 18 days |
Weighted Average Remaining Contractual Life, Vested and expected to vest, June 30, 2014 (Years) | '4 years 6 months | ' |
Aggregate Intrinsic Value, Outstanding Balance (in dollars) | $1,215,000 | $951,000 |
Aggregate Intrinsic Value, Vested and expected to vest, June 30, 2014 (in dollars) | $1,177,000 | ' |
STOCKBASED_COMPENSATION_Detail1
STOCK-BASED COMPENSATION (Details 1) (Employee Stock Option [Member], USD $) | 6 Months Ended |
Jun. 30, 2014 | |
Employee Stock Option [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Option Shares, Non-vested options, January 1, 2014 | 121,500 |
Option Shares, Granted | 0 |
Option Shares, Vested | -60,494 |
Option Shares, Forfeited | 0 |
Option Shares, Non-vested options, June 30, 2014 | 61,006 |
Weighted Average Grant Date Fair Value, Non-vested options, January 1, 2014 (in dollars per share) | $5.38 |
Weighted Average Grant Date Fair Value, Granted (in dollars per share) | $0 |
Weighted Average Grant Date Fair Value, Vested (in dollars per share) | $4.62 |
Weighted Average Grant Date Fair Value, Forfeited (in dollars per share) | $0 |
Weighted Average Grant Date Fair Value, Non-vested options, June 30, 2014 in dollars per share) | $6.14 |
STOCKBASED_COMPENSATION_Detail2
STOCK-BASED COMPENSATION (Details Textual) (USD $) | 6 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2014 | Jun. 30, 2013 | Mar. 31, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | 21-May-14 | 21-May-14 | |
Treasury Stock [Member] | Incentive Stock Option Plan 2002 [Member] | Incentive Stock Option Plan 2012 [Member] | Incentive Stock Option Plan 2012 [Member] | Incentive Stock Option Plan 2012 [Member] | Incentive Stock Option Plan 2012 [Member] | |||
Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | ||||||
Non-employee [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | ' | ' | ' | ' | 194,517 | ' | ' | ' |
Treasury Stock, Shares, Acquired | ' | ' | 792 | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, Share-based Compensation, Gross | ' | ' | 1,500 | ' | ' | ' | ' | ' |
General corporate expense | ' | ' | $6,000 | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | ' | ' | ' | 427,500 | 113,500 | ' | 3,330 | 666 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | ' | ' | ' | ' | ' | $7.43 | ' | ' |
Restricted stock-based compensation (in dollars) | $14,000 | $17,000 | ' | ' | ' | $2,100 | ' | ' |
ACCOUNTS_RECEIVABLE_AND_ALLOWA2
ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable | $10,107,000 | $8,975,000 |
Allowance for doubtful accounts | -112,000 | -236,000 |
Accounts Receivable, Net, Current, Total | $9,995,000 | $8,739,000 |
INVENTORIES_Details
INVENTORIES (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Inventory [Line Items] | ' | ' |
Raw material | $1,660,000 | $1,836,000 |
Work in process | 591,000 | 475,000 |
Finished goods | 20,985,000 | 22,924,000 |
Inventory, Gross | 23,236,000 | 25,235,000 |
Reserve for obsolete and slow-moving inventories | -2,279,000 | -2,261,000 |
Inventory net | $20,957,000 | $22,974,000 |
GOODWILL_AND_OTHER_INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Other intangible assets: | ' | ' |
Cost | $5,864,000 | $5,864,000 |
Accumulated amortization | 4,478,000 | 4,362,000 |
Net book value | 1,386,000 | 1,502,000 |
Customer relationships [Member] | ' | ' |
Other intangible assets: | ' | ' |
Cost | 5,070,000 | 5,070,000 |
Accumulated amortization | 4,167,000 | 4,087,000 |
Net book value | 903,000 | 983,000 |
Trademarks [Member] | ' | ' |
Other intangible assets: | ' | ' |
Cost | 199,000 | 199,000 |
Accumulated amortization | 0 | 0 |
Net book value | 199,000 | 199,000 |
Drawings [Member] | ' | ' |
Other intangible assets: | ' | ' |
Cost | 290,000 | 290,000 |
Accumulated amortization | 104,000 | 97,000 |
Net book value | 186,000 | 193,000 |
Licensing [Member] | ' | ' |
Other intangible assets: | ' | ' |
Cost | 305,000 | 305,000 |
Accumulated amortization | 207,000 | 178,000 |
Net book value | $98,000 | $127,000 |
GOODWILL_AND_OTHER_INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 1) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Goodwill [Line Items] | ' | ' | ' | ' |
Amortization Of Other Intangible Assets | $58,000 | $58,000 | $116,000 | $134,000 |
GOODWILL_AND_OTHER_INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS (Details Textual) (USD $) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Goodwill [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | $233,000 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 216,000 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 175,000 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 175,000 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Five | $175,000 | ' |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | '6 years 4 months 24 days | '6 years 9 months 18 days |
DEBT_Details
DEBT (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt | $7,133,000 | $7,363,000 |
Less current maturities | 460,000 | 460,000 |
Long-term Debt and Capital Lease Obligations | 6,673,000 | 6,903,000 |
Term Loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt | 6,580,000 | 6,720,000 |
Capex Term Loan One [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt | 216,000 | 254,000 |
Capex Term Loan Two [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term Debt | $337,000 | $389,000 |
DEBT_Details_Textual
DEBT (Details Textual) (USD $) | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2012 | Jun. 30, 2014 | Dec. 31, 2012 | |
Capex Term Loan [Member] | Capex Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Capex Term Loan One [Member] | Capex Term Loan One [Member] | Capex Term Loan Two [Member] | Capex Term Loan Two [Member] | |
London Interbank Offered Rate (LIBOR) [Member] | London Interbank Offered Rate (LIBOR) [Member] | Base Rate Borrowing [Member] | Base Rate Borrowing [Member] | |||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum Borrowing Credit Agreement Original | ' | ' | ' | ' | $29,423,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | ' | ' | ' | ' | 20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term Line of Credit | ' | ' | ' | ' | 8,419,000 | 360,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Face Amount | ' | ' | 7,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Description of Variable Rate Basis | ' | ' | 'Term Loan borrowings incur interest at LIBOR or the Base Rate plus the Applicable Margins, which were 3.00% | 'Term Loan borrowings incur interest at LIBOR or the Base Rate plus the Applicable Margins, which were 2.00%. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Issuance of Long-term Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 380,000 | ' | 519,000 |
Applicable Interest Rate Margins | ' | ' | 3.00% | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Periodic Payment, Principal | ' | ' | $23,000 | ' | ' | ' | ' | ' | ' | ' | $6,000 | ' | $9,000 | ' |
Debt Instrument, Frequency of Periodic Payment | ' | ' | 'Monthly | ' | ' | ' | ' | ' | ' | ' | 'Monthly | ' | 'Monthly | ' |
Debt Instrument, Date of First Required Payment | ' | ' | 1-Jan-13 | ' | ' | ' | ' | ' | ' | ' | 1-May-12 | ' | 1-Oct-12 | ' |
Debt Instrument, Maturity Date | ' | ' | 19-Dec-17 | ' | ' | ' | ' | ' | ' | ' | 1-Apr-17 | ' | 1-Sep-17 | ' |
Debt Instrument, Basis Spread on Variable Rate | 3.00% | 2.00% | ' | ' | ' | ' | 1.50% | 1.75% | 0.50% | 0.75% | ' | ' | ' | ' |
RELATED_PARTY_TRANSACTIONS_Det
RELATED PARTY TRANSACTIONS (Details Textual) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Related Party Transaction, Purchases from Related Party | $154,000 | $274,000 | $417,000 | $502,000 |
Accounts Payable, Related Parties, Current | $64,000 | $138,000 | $64,000 | $138,000 |
BUSINESS_SEGMENTS_Details
BUSINESS SEGMENTS (Details) (USD $) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues from unaffiliated customers | $18,268,000 | $19,476,000 | $34,200,000 | $40,185,000 | ' |
Segment operating income | 2,676,000 | 2,964,000 | 4,895,000 | 5,492,000 | ' |
General corporate expense | -1,629,000 | -1,421,000 | -3,040,000 | -2,825,000 | ' |
Interest expense | -88,000 | -139,000 | -177,000 | -270,000 | ' |
Income before income taxes | 959,000 | 1,404,000 | 1,678,000 | 2,397,000 | ' |
Total assets | 61,808,000 | 58,658,000 | 61,808,000 | 58,658,000 | 53,241,000 |
Long-lived assets | 16,471,000 | 17,384,000 | 16,471,000 | 17,384,000 | ' |
Reportable Subsegments [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total assets | 48,547,000 | 54,422,000 | 48,547,000 | 54,422,000 | ' |
Corporate Segment [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total assets | 13,261,000 | 4,236,000 | 13,261,000 | 4,236,000 | ' |
Long-lived assets | 33,000 | 13,000 | 33,000 | 13,000 | ' |
Tool [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues from unaffiliated customers | 12,693,000 | 13,221,000 | 23,884,000 | 28,850,000 | ' |
Segment operating income | 1,358,000 | 1,740,000 | 2,686,000 | 3,454,000 | ' |
Long-lived assets | 11,836,000 | 12,887,000 | 11,836,000 | 12,887,000 | ' |
Tool [Member] | Reportable Subsegments [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total assets | 35,702,000 | 40,377,000 | 35,702,000 | 40,377,000 | ' |
Hardware [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues from unaffiliated customers | 5,575,000 | 6,255,000 | 10,316,000 | 11,335,000 | ' |
Segment operating income | 1,318,000 | 1,224,000 | 2,209,000 | 2,038,000 | ' |
Long-lived assets | 4,602,000 | 4,484,000 | 4,602,000 | 4,484,000 | ' |
Hardware [Member] | Reportable Subsegments [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total assets | $12,845,000 | $14,045,000 | $12,845,000 | $14,045,000 | ' |
SUBSEQUENT_EVENTS_Details
SUBSEQUENT EVENTS (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Subsequent Event [Line Items] | ' | ' | ' | ' |
Revenues | $22,145,000 | $22,956,000 | $41,200,000 | $46,470,000 |
Net income | $1,410,000 | $1,261,000 | $2,822,000 | $2,384,000 |
Earnings per share - basic (in dollars per share) | $0.38 | $0 | $0 | $0 |
Earnings per share - diluted (in dollars per share) | $0 | $0 | $0.73 | $0 |
SUBSEQUENT_EVENTS_Details_Text
SUBSEQUENT EVENTS (Details Textual) (Subsequent Event [Member], USD $) | 1 Months Ended |
Jul. 29, 2014 | |
Exhaust Technologies Inc. [Member] | ' |
Subsequent Event [Line Items] | ' |
Business Combination, Consideration Transferred | $10,377,000 |
Universal Air Tool Company Limited [Member] | ' |
Subsequent Event [Line Items] | ' |
Business Combination, Consideration Transferred | 1,950,000 |
Business Combination, Contingent Consideration, Liability | $425,000 |