Document_And_Entity_Informatio
Document And Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 12, 2014 | |
Document Information [Line Items] | ||
Entity Registrant Name | P&F INDUSTRIES INC | |
Entity Central Index Key | 75340 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Smaller Reporting Company | |
Trading Symbol | PFIN | |
Entity Common Stock, Shares Outstanding | 3,584,370 | |
Document Type | 10-Q | |
Amendment Flag | TRUE | |
Amendment Description | This amendment to the Quarterly Report on Form 10-Q/A (“Amendment No. 1”) is being filed in order to correct previously disclosed pro forma information in Note 3 — Acquisitions in the financial statements included in the original Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2014, filed on November 13, 2014 (the “Original Filing”). These corrections have no impact, for any previously reported interim or annual period, on the Company’s consolidated balance sheets, consolidated statements of income and comprehensive income, consolidated statements of stockholders’ equity, or consolidated statements of cash flows, or any note related to such financial statements (other than Note 3). A detailed description of the amended financial information is set forth in this Amendment No. 1 under Note 3 – Acquisitions to the Company's Consolidated Financial Statements, which presents a reconciliation between pro forma information in Note 3 contained in the Original Filing and adjusted pro forma information in Note 3 contained in this Amendment No. 1, relating to unaudited pro-forma revenue, unaudited pro-forma net income, and unaudited pro-forma basic and diluted earnings per share, each giving effect to the acquisitions of Exhaust Technologies, Inc., Universal Air Tool Company Limited, and Air Tool Service Company, as if they were consummated on January 1, 2013. Amendment No. 1 also amends the Company’s disclosures relating to the Company’s controls and procedures. This Amendment No. 1 amends only Item 1 (Financial Statements) and Item 4 (Controls and Procedures) of Part I of the Original Filing as discussed above. The Company is also updating the Signature Page, Exhibit Index and certifications of our Chief Executive and Financial Officers contained in Exhibits 31.1, 31.2, 32.1 and 32.2. Except for the foregoing amended information, this Amendment No. 1 continues to describe conditions as of the date of the Original Filing, and the Company has not updated the disclosures contained herein to reflect events that occurred at a later date. | |
Document Period End Date | 30-Sep-14 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2014 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
CURRENT ASSETS | ||
Cash | $504,000 | $413,000 |
Accounts receivable - net | 14,645,000 | 8,739,000 |
Inventories - net | 24,307,000 | 22,974,000 |
Deferred income taxes - net | 1,168,000 | 1,168,000 |
Prepaid expenses and other current assets | 2,163,000 | 829,000 |
TOTAL CURRENT ASSETS | 42,787,000 | 34,123,000 |
PROPERTY AND EQUIPMENT | ||
Land | 1,550,000 | 1,550,000 |
Buildings and improvements | 7,669,000 | 7,626,000 |
Machinery and equipment | 20,747,000 | 18,606,000 |
Property plant and equipment gross | 29,966,000 | 27,782,000 |
Less accumulated depreciation and amortization | 19,226,000 | 17,553,000 |
NET PROPERTY AND EQUIPMENT | 10,740,000 | 10,229,000 |
GOODWILL | 11,896,000 | 5,150,000 |
OTHER INTANGIBLE ASSETS - net | 12,834,000 | 1,502,000 |
DEFERRED INCOME TAXES - net | 479,000 | 1,594,000 |
OTHER ASSETS - net | 588,000 | 643,000 |
TOTAL ASSETS | 79,324,000 | 53,241,000 |
CURRENT LIABILITIES | ||
Short-term borrowings | 14,419,000 | 360,000 |
Accounts payable | 4,703,000 | 3,006,000 |
Accrued liabilities | 5,702,000 | 3,520,000 |
Current maturities of long-term debt | 1,460,000 | 460,000 |
TOTAL CURRENT LIABILITIES | 26,284,000 | 7,346,000 |
Long-term debt, less current maturities | 8,475,000 | 6,903,000 |
Deferred taxes payable | 2,853,000 | 0 |
Other liabilities | 251,000 | 262,000 |
TOTAL LIABILITIES | 37,863,000 | 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 | 12,648,000 | 11,798,000 |
Retained earnings | 27,721,000 | 25,871,000 |
Treasury stock, at cost - 345,000 shares at September 30, 2014 and 344,000 shares at December 31, 2013 | -2,983,000 | -2,977,000 |
Accumulated other comprehensive loss | -63,000 | 0 |
TOTAL SHAREHOLDERS' EQUITY | 41,461,000 | 38,730,000 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 79,324,000 | 53,241,000 |
Common Class A [Member] | ||
SHAREHOLDERS' EQUITY | ||
Class A - $1 par; authorized - 7,000,000 shares; issued - 4,138,000 at September 30, 2014 and 4,038,000 at December 31, 2013 | 4,138,000 | 4,038,000 |
Common Class B [Member] | ||
SHAREHOLDERS' EQUITY | ||
Class A - $1 par; authorized - 7,000,000 shares; issued - 4,138,000 at September 30, 2014 and 4,038,000 at December 31, 2013 | $0 | $0 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS [Parenthetical] (USD $) | Sep. 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 | 4,138,000 | 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 AND COMPREHENSIVE INCOME (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Net revenue | $22,932,000 | $20,483,000 | $57,132,000 | $60,668,000 |
Cost of sales | 14,904,000 | 13,428,000 | 36,466,000 | 38,777,000 |
Gross profit | 8,028,000 | 7,055,000 | 20,666,000 | 21,891,000 |
Selling, general and administrative expenses | 6,438,000 | 5,658,000 | 17,221,000 | 17,827,000 |
Operating income | 1,590,000 | 1,397,000 | 3,445,000 | 4,064,000 |
Interest expense | 158,000 | 116,000 | 335,000 | 386,000 |
Income before income taxes | 1,432,000 | 1,281,000 | 3,110,000 | 3,678,000 |
Income tax expense | 616,000 | 471,000 | 1,260,000 | 1,372,000 |
Net income | 816,000 | 810,000 | 1,850,000 | 2,306,000 |
Basic earnings per share (in dollars per share) | $0.22 | $0.22 | $0.50 | $0.63 |
Diluted earnings per share (in dollars per share) | $0.20 | $0.20 | $0.47 | $0.59 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 3,792,000 | 3,694,000 | 3,737,000 | 3,684,000 |
Diluted (in shares) | 3,968,000 | 3,912,000 | 3,917,000 | 3,888,000 |
Net income | 816,000 | 810,000 | 1,850,000 | 2,306,000 |
Other comprehensive loss - foreign currency translation adjustment | -63,000 | 0 | -63,000 | 0 |
Total comprehensive income | $753,000 | $810,000 | $1,787,000 | $2,306,000 |
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] | Accumulated other comprehensive (loss) [Member] |
Balance at Dec. 31, 2013 | $38,730,000 | $4,038,000 | $11,798,000 | $25,871,000 | ($2,977,000) | $0 |
Balance (in shares) at Dec. 31, 2013 | 4,038,000 | -344,000 | ||||
Net income | 1,850,000 | 0 | 0 | 1,850,000 | 0 | 0 |
Foreign currency translation adjustment | -63,000 | 0 | 0 | 0 | 0 | -63,000 |
Exercise of stock options | 741,000 | 97,000 | 650,000 | 0 | -6,000 | 0 |
Exercise of stock options (in shares) | 97,000 | -1,000 | ||||
Restricted stock issuance | 21,000 | 3,000 | 18,000 | 0 | 0 | 0 |
Restricted stock issuance (in shares) | 3,000 | 0 | ||||
Stock-based compensation | 182,000 | 0 | 182,000 | 0 | 0 | 0 |
Balance at Sep. 30, 2014 | $41,461,000 | $4,138,000 | $12,648,000 | $27,721,000 | ($2,983,000) | ($63,000) |
Balance (in shares) at Sep. 30, 2014 | 4,138,000 | -345,000 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Cash Flows from Operating Activities: | ||
Net income | $1,850,000 | $2,306,000 |
Non-cash charges: | ||
Depreciation and amortization | 1,137,000 | 1,176,000 |
Amortization of other intangible assets | 361,000 | 192,000 |
Amortization of debt issue costs | 67,000 | 75,000 |
(Adjustment to) provision for losses on accounts receivable | -107,000 | 46,000 |
Stock-based compensation | 182,000 | 245,000 |
Loss on sale of fixed asset | 7,000 | 0 |
Restricted stock-based compensation | 21,000 | 30,000 |
Deferred income taxes-net | 1,079,000 | 1,098,000 |
Changes in operating assets and liabilities - net of effects of acquisitions: | ||
Accounts receivable | -3,824,000 | -5,426,000 |
Inventories | 1,671,000 | 927,000 |
Prepaid expenses and other current assets | -419,000 | -313,000 |
Other assets | 54,000 | 44,000 |
Accounts payable | 1,212,000 | 91,000 |
Accrued liabilities | -171,000 | 515,000 |
Other liabilities | -12,000 | -12,000 |
Total adjustments | 1,258,000 | -1,312,000 |
Net cash provided by operating activities | 3,108,000 | 994,000 |
Cash Flows from Investing Activities: | ||
Capital expenditures | -713,000 | -428,000 |
Proceeds from disposal of assets | 8,000 | 0 |
Purchase of net assets Air Tool Service Company | -7,559,000 | 0 |
Purchase of Exhaust Technologies, Inc. | -10,377,000 | 0 |
Purchase of Universal Air Tool Company Limited, net of cash acquired of $104,000 | -1,701,000 | 0 |
Net cash used in investing activities | -20,342,000 | -428,000 |
Cash Flows from Financing Activities: | ||
Proceeds from exercise of stock options | 741,000 | 62,000 |
Proceeds from short-term borrowings | 66,166,000 | 49,408,000 |
Repayments of short-term borrowings | -52,107,000 | -49,911,000 |
Proceeds from term loan | 3,000,000 | 0 |
Repayments of term loan | -428,000 | -345,000 |
Bank financing costs | -65,000 | 0 |
Net cash provided by (used in) financing activities | 17,307,000 | -786,000 |
Effect of exchange rate changes on cash and cash equivalents | 18,000 | 0 |
Net increase (decrease) in cash | 91,000 | -220,000 |
Cash at beginning of period | 413,000 | 695,000 |
Cash at end of period | 504,000 | 475,000 |
Supplemental disclosures of cash flow information: | ||
Cash paid for: Interest | 236,000 | 329,000 |
Cash paid for: Income taxes | 126,000 | 46,000 |
Supplemental disclosures of non-cash investing and financing activities: | ||
Contingent Consideration on Acquisition | $425,000 | $0 |
CONSOLIDATED_STATEMENTS_OF_CAS1
CONSOLIDATED STATEMENTS OF CASH FLOWS [Parenthetical] (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Cash Acquired from Acquisition | $104,000 | $104,000 |
SUMMARY_OF_ACCOUNTING_POLICIES
SUMMARY OF ACCOUNTING POLICIES | 9 Months Ended |
Sep. 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 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. | |
The consolidated financial statements have been reported in U.S. dollars by translating asset and liability amounts of a foreign wholly-owned subsidiary at the closing exchange rate, equity amounts at historical rates and the results of operations and cash flow at the average of the prevailing exchange rates during the periods reported. As a result, the Company is exposed to foreign currency translation gain or losses. These gains or losses are presented in its Consolidated Financial Statements as “Other comprehensive income (loss) - foreign currency translation adjustments”. | |
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”). During the third quarter of 2014, the Company acquired Exhaust Technologies Inc. and Universal Air Tool Company Limited. Both companies are subsidiaries of Florida Pneumatic. Additionally, during the third quarter of 2014, the Company acquired substantially all the assets of Air Tool Service Company, which business operates through a company, which is a wholly-owned subsidiary of Hy-Tech. (See Note 3 – Acquisitions, for additional information relating to these acquisitions) | |
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 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 | 9 Months Ended | |||||||||||||
Sep. 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 reflect 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 | Nine months ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Numerator for basic and diluted earnings per common share: | ||||||||||||||
Net income | $ | 816,000 | $ | 810,000 | $ | 1,850,000 | $ | 2,306,000 | ||||||
Denominator: | ||||||||||||||
For basic earnings per share - weighted average common shares outstanding | 3,792,000 | 3,694,000 | 3,737,000 | 3,684,000 | ||||||||||
Dilutive securities (1) | 176,000 | 218,000 | 180,000 | 204,000 | ||||||||||
For diluted earnings per share - weighted average common shares outstanding | 3,968,000 | 3,912,000 | 3,917,000 | 3,888,000 | ||||||||||
(1) Dilutive securities consist of “in the money” stock options. | ||||||||||||||
At September 30, 2014 and 2013 and during the three and nine-month periods ended September 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 | Nine months ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Weighted average antidilutive stock options outstanding | 184,000 | 296,000 | 232,000 | 236,000 | ||||||||||
ACQUISITIONS
ACQUISITIONS | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Business Combinations [Abstract] | ||||||||||||||
Business Combination Disclosure [Text Block] | NOTE 3 – ACQUISITIONS | |||||||||||||
Exhaust Technologies Inc. | ||||||||||||||
On July 1, 2014, the Company acquired Exhaust Technologies, Inc. (“ETI”), a developer and distributor of pneumatic tools, through a merger between a newly formed wholly-owned subsidiary of Florida Pneumatic and ETI. ETI markets its AIRCAT and NITROCAT brand pneumatic tools primarily to the automotive market. ETI’s business will operate through Florida Pneumatic. The purchase price for this acquisition consisted of $10,377,000 in cash plus the assumption of certain payables. The Company financed this acquisition from the Company's Revolver Loan (“Revolver”) provided for within the Credit Agreement with Capital One Business Credit Corp. (“COBC”), which is further described in Note 8 to these Consolidated Financial Statements | ||||||||||||||
Universal Air Tool Company Limited | ||||||||||||||
On July 29, 2014, the Company acquired all of the outstanding shares of Universal Air Tool Company Limited (“UAT”), a distributor of pneumatic tools. The purchase price for this acquisition consisted of approximately $1,950,000 in cash 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 $400,000. UAT, located in High Wycombe, England, markets pneumatic tools to the automotive market sector primarily in the United Kingdom and Ireland. The Company financed this acquisition from the Company's Revolver. | ||||||||||||||
Air Tool Service Company | ||||||||||||||
On August 13, 2014, the Company, through a newly formed wholly owned subsidiary of Hy-Tech, acquired substantially all of the assets comprising the business of Air Tool Service Company (“ATSCO”), an Ohio based corporation engaged in the design, manufacture and distribution of pneumatic tools and parts. The purchase price consisted of approximately $7,659,000 in cash and the assumption of certain payables and liabilities, and is subject to a post-closing working capital adjustment. The Company financed this acquisition from the Company's Revolver and a new Term Loan provided for within the Credit Agreement with COBC, which is further described in Note 8 to these Consolidated Financial Statements | ||||||||||||||
The purchase price for the acquisitions completed during the three-month period ended September 30, 2014 was as follows: | ||||||||||||||
ETI | UAT | ATSCO | Total | |||||||||||
Cash paid at closing | $ | 9,850,000 | $ | 1,947,000 | $ | 7,659,000 | $ | 19,456,000 | ||||||
Estimated net asset adjustments | 527,000 | -142,000 | -100,000 | 285,000 | ||||||||||
Fair Value of Contingent Consideration | — | 425,000 | — | 425,000 | ||||||||||
Total estimated purchase price | $ | 10,377,000 | $ | 2,230,000 | $ | 7,559,000 | $ | 20,166,000 | ||||||
The following table presents the estimated fair values of the net assets acquired, liabilities assumed and the amount allocated to goodwill: | ||||||||||||||
ETI | UAT | ATSCO | TOTAL | |||||||||||
Cash | $ | — | $ | 104,000 | $ | — | $ | 104,000 | ||||||
Accounts receivable | 1,086,000 | 732,000 | 190,000 | 2,008,000 | ||||||||||
Inventories | 1,669,000 | 772,000 | 600,000 | 3,041,000 | ||||||||||
Other current assets | 911,000 | 5,000 | — | 916,000 | ||||||||||
Property and equipment | 140,000 | 167,000 | 651,000 | 958,000 | ||||||||||
Identifiable intangible assets: | ||||||||||||||
Customer relationships | 4,560,000 | 334,000 | 3,260,000 | 8,154,000 | ||||||||||
Trademarks and trade names | 1,160,000 | 478,000 | 240,000 | 1,878,000 | ||||||||||
Non-compete agreements | 115,000 | 134,000 | 130,000 | 379,000 | ||||||||||
Engineering drawings | — | — | 120,000 | 120,000 | ||||||||||
Patents | 1,205,000 | — | — | 1,205,000 | ||||||||||
Total assets acquired | 10,846,000 | 2,726,000 | 5,191,000 | 18,763,000 | ||||||||||
Less: liabilities assumed | 1,489,000 | 626,000 | 345,000 | 2,460,000 | ||||||||||
Deferred taxes payable | 2,708,000 | 189,000 | — | 2,897,000 | ||||||||||
Total fair value of net assets acquired | 6,649,000 | 1,911,000 | 4,846,000 | 13,406,000 | ||||||||||
Goodwill | 3,728,000 | 319,000 | 2,713,000 | 6,760,000 | ||||||||||
Total estimated purchase price | $ | 10,377,000 | $ | 2,230,000 | $ | 7,559,000 | $ | 20,166,000 | ||||||
The excess of the total purchase price over the fair value of the net assets acquired, including the value of the identifiable intangible assets, has been allocated to goodwill. Goodwill attributable to ATSCO will be amortized for fifteen years for tax purposes, but not deductible for financial reporting purposes. Goodwill attributable to ETI and UAT is not amortizable for tax purposes or deductible for financial reporting purposes. The fair values and estimated lives of the identifiable intangible assets are based on current information and are subject to change. The ATSCO intangible assets subject to amortization will be amortized over fifteen years for tax purposes. The ETI and UAT intangible assets are not subject to amortization for tax purposes. For financial reporting purposes, useful lives have been assigned as follows: | ||||||||||||||
ETI | UAT | ATSCO | ||||||||||||
Customer relationships | 12 years | 12 years | 12 years | |||||||||||
Trademarks and trade names | Indefinite | Indefinite | Indefinite | |||||||||||
Non-compete agreements | 4 years | 3 years | 5 years | |||||||||||
Engineering drawings | — | — | 5 years | |||||||||||
Patents | 3-10 years | — | — | |||||||||||
In connection with one of the aforementioned transactions, the Company, in accordance the Accounting Standards Codification 740-10, recorded in Accrued liabilities an uncertain tax position of $866,000 on its Consolidated Balance Sheet as of September 30, 2014. The parties to such transaction entered into a tax exposure-related escrow agreement which the Company believes adequately covers the entire potential exposure related to the uncertain tax position, and as a result, such liability was offset by an indemnification asset recorded in Prepaid expenses and other current assets in the Consolidated Balance Sheet. | ||||||||||||||
The following unaudited pro-forma combined financial information gives effect to the acquisition of ETI, UAT and ATSCO 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. | ||||||||||||||
AS REPORTED | ||||||||||||||
THREE | NINE | THREE | NINE | |||||||||||
MONTHS | MONTHS | MONTHS | MONTHS | |||||||||||
ENDED | ENDED | ENDED | ENDED | |||||||||||
9/30/13 | 9/30/13 | 9/30/14 | 9/30/14 | |||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||
REVENUE | $ | 24,072,000 | $ | 73,776,000 | $ | 23,500,000 | $ | 66,915,000 | ||||||
NET INCOME | $ | 1,415,000 | $ | 5,107,000 | $ | 775,000 | $ | 4,148,000 | ||||||
Earnings Per Share - BASIC | $ | 0.38 | $ | 1.39 | $ | 0.2 | $ | 1.11 | ||||||
Earnings Per Share - DILUTED | $ | 0.36 | $ | 1.31 | $ | 0.2 | $ | 1.06 | ||||||
ADJUSTMENTS | ||||||||||||||
THREE | NINE | THREE | NINE | |||||||||||
MONTHS | MONTHS | MONTHS | MONTHS | |||||||||||
ENDED | ENDED | ENDED | ENDED | |||||||||||
9/30/13 | 9/30/13 | 9/30/14 | 9/30/14 | |||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||
REVENUE | $ | — | $ | -2,039,000 | $ | — | $ | -1,463,000 | ||||||
NET INCOME | $ | -259,000 | $ | -1,797,000 | $ | 21,000 | $ | -1,331,000 | ||||||
Earnings Per Share - BASIC | $ | -0.07 | $ | -0.49 | $ | 0.01 | $ | -0.36 | ||||||
Earnings Per Share - DILUTED | $ | -0.06 | $ | -0.46 | $ | — | $ | -0.34 | ||||||
RESTATED | ||||||||||||||
THREE | NINE | THREE | NINE | |||||||||||
MONTHS | MONTHS | MONTHS | MONTHS | |||||||||||
ENDED | ENDED | ENDED | ENDED | |||||||||||
9/30/13 | 9/30/13 | 9/30/14 | 9/30/14 | |||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||
REVENUE | $ | 24,072,000 | $ | 71,737,000 | $ | 23,500,000 | $ | 65,452,000 | ||||||
NET INCOME | $ | 1,156,000 | $ | 3,310,000 | $ | 796,000 | $ | 2,817,000 | ||||||
Earnings Per Share - BASIC | $ | 0.31 | $ | 0.9 | $ | 0.21 | $ | 0.75 | ||||||
Earnings Per Share - DILUTED | $ | 0.3 | $ | 0.85 | $ | 0.2 | $ | 0.72 | ||||||
STOCKBASED_COMPENSATION
STOCK-BASED COMPENSATION | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | NOTE 4 - STOCK-BASED COMPENSATION | |||||||||||||
During the three and nine-month periods ended September 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 nine-month period ended September 30, 2014: | ||||||||||||||
Weighted | Weighted Average | Aggregate | ||||||||||||
Average | Remaining | Intrinsic | ||||||||||||
Contractual Life | ||||||||||||||
Option Shares | Exercise Price | (Years) | Value | |||||||||||
Outstanding, January 1, 2014 | 633,188 | $ | 6.76 | 4.8 | $ | 951,000 | ||||||||
Granted | — | — | ||||||||||||
Exercised | -96,188 | 7.76 | ||||||||||||
Forfeited | — | — | ||||||||||||
Expired | -26,500 | 8.06 | ||||||||||||
Outstanding, September 30, 2014 | 510,500 | $ | 6.51 | 5 | $ | 1,303,505 | ||||||||
Vested September 30, 2014 | 449,494 | $ | 6.38 | 4.6 | $ | 1,261,239 | ||||||||
The following is a summary of changes in non-vested options for the nine months ended September 30, 2014: | ||||||||||||||
Weighted | ||||||||||||||
Average Grant- | ||||||||||||||
Option Shares | Date Fair Value | |||||||||||||
Non-vested options, January 1, 2014 | 121,500 | $ | 5.38 | |||||||||||
Granted | — | — | ||||||||||||
Vested | -60,494 | 4.62 | ||||||||||||
Forfeited | — | — | ||||||||||||
Non-vested options, September 30, 2014 | 61,006 | $ | 6.14 | |||||||||||
The number of shares of Common Stock available for issuance under the 2012 Stock Incentive Plan as of September 30, 2014 was 194,517. At September 30, 2014, there were 113,500 options outstanding, issued under the 2012 Stock Incentive Plan and 397,000 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 | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Receivables [Abstract] | ||||||||
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | NOTE 5 - ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS | |||||||
Accounts receivable - net consists of: | ||||||||
September 30, | December 31, 2013 | |||||||
2014 | ||||||||
Accounts receivable | $ | 14,810,000 | $ | 8,975,000 | ||||
Allowance for doubtful accounts | -165,000 | -236,000 | ||||||
$ | 14,645,000 | $ | 8,739,000 | |||||
INVENTORIES
INVENTORIES | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Inventory Disclosure [Text Block] | NOTE 6 - INVENTORIES | |||||||
Inventories - net consist of: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
Raw material | $ | 2,048,000 | $ | 1,836,000 | ||||
Work in process | 952,000 | 475,000 | ||||||
Finished goods | 23,678,000 | 22,924,000 | ||||||
26,678,000 | 25,235,000 | |||||||
Reserve for obsolete and slow-moving inventories | -2,371,000 | -2,261,000 | ||||||
$ | 24,307,000 | $ | 22,974,000 | |||||
GOODWILL_AND_OTHER_INTANGIBLE_
GOODWILL AND OTHER INTANGIBLE ASSETS | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Text Block] | NOTE 7 - GOODWILL AND OTHER INTANGIBLE ASSETS | |||||||||||||||||||
The changes in the carrying amounts of goodwill, which resulted from the acquisitions of ETI, UAT and ATSCO, for the nine-months ended September 30, 2014, are as follows: | ||||||||||||||||||||
Consolidated | Tools | Hardware | ||||||||||||||||||
Balance, January 1, 2014 | $ | 5,150,000 | $ | 3,278,000 | $ | 1,872,000 | ||||||||||||||
Acquisition of ETI, UAT and ATSCO | 6,746,000 | 6,746,000 | — | |||||||||||||||||
Balance, September 30, 2014 | $ | 11,896,000 | $ | 10,024,000 | $ | 1,872,000 | ||||||||||||||
Other intangible assets were as follows: | ||||||||||||||||||||
September 30, 2014 | December 31, 2013 | |||||||||||||||||||
Accumulated | Net book | Accumulated | Net book | |||||||||||||||||
Cost | amortization | value | Cost | amortization | value | |||||||||||||||
Other intangible assets: | ||||||||||||||||||||
Customer relationships | $ | 13,208,000 | $ | 4,316,000 | $ | 8,892,000 | $ | 5,070,000 | $ | 4,087,000 | $ | 983,000 | ||||||||
Trademarks and trade names | 2,056,000 | — | 2,056,000 | 199,000 | — | 199,000 | ||||||||||||||
Engineering drawings | 410,000 | 111,000 | 299,000 | 290,000 | 97,000 | 193,000 | ||||||||||||||
Licensing | 305,000 | 221,000 | 84,000 | 305,000 | 178,000 | 127,000 | ||||||||||||||
Non-compete agreements | 373,000 | 8,000 | 365,000 | — | — | — | ||||||||||||||
Patents | 1,205,000 | 67,000 | 1,138,000 | — | — | — | ||||||||||||||
Totals | $ | 17,557,000 | $ | 4,723,000 | $ | 12,834,000 | $ | 5,864,000 | $ | 4,362,000 | $ | 1,502,000 | ||||||||
Amortization expense for intangible assets subject to amortization was as follows: | ||||||||||||||||||||
Three months ended September 30, | Nine months ended September 30, | |||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||
$ | 245,000 | $ | 58,000 | $ | 361,000 | $ | 192,000 | |||||||||||||
Amortization expense for each of the twelve-month periods ending September 30, 2015 through September 30, 2019 is estimated to be as follows: 2015 - $1,293,000; 2016 - $1,262,000; 2017 - $1,183,000; 2018 - $984,000 and 2019 - $972,000. The weighted average amortization period for intangible assets was 10.3 years at September 30, 2014 and 6.8 years at December 31, 2013. | ||||||||||||||||||||
DEBT
DEBT | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Debt Disclosure [Text Block] | NOTE 8 - 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 and lender (“COBC”). The Credit Agreement expires December 19, 2017, (the “Maturity Date”). Further, the Credit Agreement provides for a Revolver Loan (“Revolver”), borrowings under which 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. | ||||||||
Contemporaneously with the ATSCO acquisition described in Note 3, the Company, on August 13, 2014, entered into an Amended and Restated Loan and Security Agreement, (the “Restated Loan Agreement”), with COBC. The Restated Loan Agreement, among other things, amended the Credit Agreement by: (1) increasing the total amount of the credit facility to approximately $33,657,000, (2) increasing the Revolver from $20,000,000 to $22,000,000, (3) creating a new Term Loan, as defined in the Restated Loan Agreement (“Term Loan B”), and (4) re-designating as “Term Loan A”, the previously existing outstanding Term Loan, which relates primarily to the Company’s real property. In addition, the Restated Loan Agreement also reset certain financial covenants. | ||||||||
At September 30, 2014 and December 31, 2013, the balance of Revolver borrowings outstanding was $14,419,000 and $360,000, respectively. The primary cause for the increase in the Company’s Revolver balance at September 30, 2014, was due to the funding necessary to complete the acquisitions of ETI, UAT and ATSCO that occurred during the third quarter of 2014. Applicable Margins added to Revolver borrowings at LIBOR and the Base Rate were 2.0% and 1.0%, respectively at September 30, 2014 and were 1.75% and 0.75%, respectively, at December 31, 2013. | ||||||||
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 that at September 30, 2014, 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 Restated Loan Agreement also provides for a $6,533,000 Term Loan A, 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 3.0% and 2.0%, respectively, at September 30, 2014 and December 31, 2013. | ||||||||
Additionally, the Restated Loan Agreement provides for a Term Loan B, pursuant to which the Company borrowed the maximum principal amount of $3,000,000 as part of the ATSCO acquisition. This Term Loan B is to be repaid in 36 consecutive monthly payments of $83,000, with an additional mandatory repayment each year equal to 50% of the Company’s Excess Cash Flow (as defined in the Restated Loan Agreement) for such year, if any. Term Loan B borrowings incur interest at LIBOR or the Base Rate plus the Applicable Margins, which was 3.25% and 2.25% at September 30, 2014. | ||||||||
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 September 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: | ||||||||
September 30, 2014 | December 31, 2013 | |||||||
Term Loan A - $23,000 payable monthly January 2013 through December 2017, balance due December 19, 2017. | $ | 6,510,000 | $ | 6,720,000 | ||||
Term Loan B - $83,000 payable monthly September 2014 through August 2017. | 2,917,000 | — | ||||||
Capex Term Loan - $6,000 payable monthly May 2012 through April 2017. | 197,000 | 254,000 | ||||||
Capex Term Loan - $9,000 payable monthly October 2012 through September 2017. | 311,000 | 389,000 | ||||||
9,935,000 | 7,363,000 | |||||||
Less current maturities | 1,460,000 | 460,000 | ||||||
$ | 8,475,000 | $ | 6,903,000 | |||||
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 9 - 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 nine-month periods ended September 30, 2014, the Company purchased approximately $254,000 and $672,000, respectively, of product from this vendor. During the three and nine-month periods ended September 30, 2013, the Company purchased approximately $120,000 and $622,000, respectively, of product from this vendor. At September 30, 2014 and 2013, the Company owed this vendor $84,000 and $49,000, respectively. All transactions were made at arms-length. | |
BUSINESS_SEGMENTS
BUSINESS SEGMENTS | 9 Months Ended | ||||||||||
Sep. 30, 2014 | |||||||||||
Segment Reporting [Abstract] | |||||||||||
Segment Reporting Disclosure [Text Block] | NOTE 10 - 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 September 30, 2014 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 22,932,000 | $ | 17,865,000 | $ | 5,067,000 | |||||
Segment operating income | $ | 3,217,000 | $ | 2,201,000 | $ | 1,016,000 | |||||
General corporate expense | -1,627,000 | ||||||||||
Interest expense | -158,000 | ||||||||||
Income before income taxes | $ | 1,432,000 | |||||||||
Segment assets | $ | 76,980,000 | $ | 65,011,000 | $ | 11,969,000 | |||||
Corporate assets | 2,344,000 | ||||||||||
Total assets | $ | 79,324,000 | |||||||||
Long-lived assets, including $55,000 at corporate | $ | 35,470,000 | $ | 30,815,000 | $ | 4,600,000 | |||||
As of and for the three months ended September 30, 2013 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 20,483,000 | $ | 14,776,000 | $ | 5,707,000 | |||||
Segment operating income | $ | 2,903,000 | $ | 1,938,000 | $ | 965,000 | |||||
General corporate expense | -1,506,000 | ||||||||||
Interest expense – net | -116,000 | ||||||||||
Income before income taxes | $ | 1,281,000 | |||||||||
Segment assets | $ | 53,647,000 | $ | 42,080,000 | $ | 11,567,000 | |||||
Corporate assets | 3,878,000 | ||||||||||
Total assets | $ | 57,525,000 | |||||||||
Long-lived assets, including $11,000 at corporate | $ | 17,064,000 | $ | 12,604,000 | $ | 4,449,000 | |||||
As of and for the nine months ended September 30, 2014 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 57,132,000 | $ | 41,749,000 | $ | 15,383,000 | |||||
Segment operating income | $ | 8,112,000 | $ | 4,887,000 | $ | 3,225,000 | |||||
General corporate expense | -4,667,000 | ||||||||||
Interest expense | -335,000 | ||||||||||
Income before income taxes | $ | 3,110,000 | |||||||||
As of and for the nine months ended September 30, 2013 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 60,668,000 | $ | 43,625,000 | $ | 17,043,000 | |||||
Segment operating income | $ | 8,395,000 | $ | 5,392,000 | $ | 3,003,000 | |||||
General corporate expense | -4,331,000 | ||||||||||
Interest expense – net | -386,000 | ||||||||||
Income before income taxes | $ | 3,678,000 | |||||||||
SUBSEQUENT_EVENT
SUBSEQUENT EVENT | 9 Months Ended |
Sep. 30, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 11 - SUBSEQUENT EVENT |
On October 14, 2014, the Company acquired 208,325 shares of the Company’s Class A Common Stock from Timothy J. Stabosz in a privately negotiated transaction pursuant to a purchase agreement, at a purchase price of $7.60 per share, which was at a discount to the then market price of the Company’s Common Stock, with an aggregate purchase price of approximately $1,583,000. The purchase agreement contains certain covenants, including standstill restrictions imposed on the Seller with respect to shares of Common Stock for a three-year period. | |
SUMMARY_OF_ACCOUNTING_POLICIES1
SUMMARY OF ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 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 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. | |
The consolidated financial statements have been reported in U.S. dollars by translating asset and liability amounts of a foreign wholly-owned subsidiary at the closing exchange rate, equity amounts at historical rates and the results of operations and cash flow at the average of the prevailing exchange rates during the periods reported. As a result, the Company is exposed to foreign currency translation gain or losses. These gains or losses are presented in its Consolidated Financial Statements as “Other comprehensive income (loss) - foreign currency translation adjustments”. | |
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”). During the third quarter of 2014, the Company acquired Exhaust Technologies Inc. and Universal Air Tool Company Limited. Both companies are subsidiaries of Florida Pneumatic. Additionally, during the third quarter of 2014, the Company acquired substantially all the assets of Air Tool Service Company, which business operates through a company, which is a wholly-owned subsidiary of Hy-Tech. (See Note 3 – Acquisitions, for additional information relating to these acquisitions) | |
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 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) | 9 Months Ended | |||||||||||||
Sep. 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 | Nine months ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Numerator for basic and diluted earnings per common share: | ||||||||||||||
Net income | $ | 816,000 | $ | 810,000 | $ | 1,850,000 | $ | 2,306,000 | ||||||
Denominator: | ||||||||||||||
For basic earnings per share - weighted average common shares outstanding | 3,792,000 | 3,694,000 | 3,737,000 | 3,684,000 | ||||||||||
Dilutive securities (1) | 176,000 | 218,000 | 180,000 | 204,000 | ||||||||||
For diluted earnings per share - weighted average common shares outstanding | 3,968,000 | 3,912,000 | 3,917,000 | 3,888,000 | ||||||||||
(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 September 30, 2014 and 2013 and during the three and nine-month periods ended September 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 | Nine months ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Weighted average antidilutive stock options outstanding | 184,000 | 296,000 | 232,000 | 236,000 | ||||||||||
ACQUISITIONS_Tables
ACQUISITIONS (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Business Combinations [Abstract] | ||||||||||||||
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The purchase price for the acquisitions completed during the three-month period ended September 30, 2014 was as follows: | |||||||||||||
ETI | UAT | ATSCO | Total | |||||||||||
Cash paid at closing | $ | 9,850,000 | $ | 1,947,000 | $ | 7,659,000 | $ | 19,456,000 | ||||||
Estimated net asset adjustments | 527,000 | -142,000 | -100,000 | 285,000 | ||||||||||
Fair Value of Contingent Consideration | — | 425,000 | — | 425,000 | ||||||||||
Total estimated purchase price | $ | 10,377,000 | $ | 2,230,000 | $ | 7,559,000 | $ | 20,166,000 | ||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The following table presents the estimated fair values of the net assets acquired, liabilities assumed and the amount allocated to goodwill: | |||||||||||||
ETI | UAT | ATSCO | TOTAL | |||||||||||
Cash | $ | — | $ | 104,000 | $ | — | $ | 104,000 | ||||||
Accounts receivable | 1,086,000 | 732,000 | 190,000 | 2,008,000 | ||||||||||
Inventories | 1,669,000 | 772,000 | 600,000 | 3,041,000 | ||||||||||
Other current assets | 911,000 | 5,000 | — | 916,000 | ||||||||||
Property and equipment | 140,000 | 167,000 | 651,000 | 958,000 | ||||||||||
Identifiable intangible assets: | ||||||||||||||
Customer relationships | 4,560,000 | 334,000 | 3,260,000 | 8,154,000 | ||||||||||
Trademarks and trade names | 1,160,000 | 478,000 | 240,000 | 1,878,000 | ||||||||||
Non-compete agreements | 115,000 | 134,000 | 130,000 | 379,000 | ||||||||||
Engineering drawings | — | — | 120,000 | 120,000 | ||||||||||
Patents | 1,205,000 | — | — | 1,205,000 | ||||||||||
Total assets acquired | 10,846,000 | 2,726,000 | 5,191,000 | 18,763,000 | ||||||||||
Less: liabilities assumed | 1,489,000 | 626,000 | 345,000 | 2,460,000 | ||||||||||
Deferred taxes payable | 2,708,000 | 189,000 | — | 2,897,000 | ||||||||||
Total fair value of net assets acquired | 6,649,000 | 1,911,000 | 4,846,000 | 13,406,000 | ||||||||||
Goodwill | 3,728,000 | 319,000 | 2,713,000 | 6,760,000 | ||||||||||
Total estimated purchase price | $ | 10,377,000 | $ | 2,230,000 | $ | 7,559,000 | $ | 20,166,000 | ||||||
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | For financial reporting purposes, useful lives have been assigned as follows: | |||||||||||||
ETI | UAT | ATSCO | ||||||||||||
Customer relationships | 12 years | 12 years | 12 years | |||||||||||
Trademarks and trade names | Indefinite | Indefinite | Indefinite | |||||||||||
Non-compete agreements | 4 years | 3 years | 5 years | |||||||||||
Engineering drawings | — | — | 5 years | |||||||||||
Patents | 3-10 years | — | — | |||||||||||
Business Acquisition, Pro Forma Information [Table Text Block] | The following unaudited pro-forma combined financial information gives effect to the acquisition of ETI, UAT and ATSCO 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. | |||||||||||||
AS REPORTED | ||||||||||||||
THREE | NINE | THREE | NINE | |||||||||||
MONTHS | MONTHS | MONTHS | MONTHS | |||||||||||
ENDED | ENDED | ENDED | ENDED | |||||||||||
9/30/13 | 9/30/13 | 9/30/14 | 9/30/14 | |||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||
REVENUE | $ | 24,072,000 | $ | 73,776,000 | $ | 23,500,000 | $ | 66,915,000 | ||||||
NET INCOME | $ | 1,415,000 | $ | 5,107,000 | $ | 775,000 | $ | 4,148,000 | ||||||
Earnings Per Share - BASIC | $ | 0.38 | $ | 1.39 | $ | 0.2 | $ | 1.11 | ||||||
Earnings Per Share - DILUTED | $ | 0.36 | $ | 1.31 | $ | 0.2 | $ | 1.06 | ||||||
ADJUSTMENTS | ||||||||||||||
THREE | NINE | THREE | NINE | |||||||||||
MONTHS | MONTHS | MONTHS | MONTHS | |||||||||||
ENDED | ENDED | ENDED | ENDED | |||||||||||
9/30/13 | 9/30/13 | 9/30/14 | 9/30/14 | |||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||
REVENUE | $ | — | $ | -2,039,000 | $ | — | $ | -1,463,000 | ||||||
NET INCOME | $ | -259,000 | $ | -1,797,000 | $ | 21,000 | $ | -1,331,000 | ||||||
Earnings Per Share - BASIC | $ | -0.07 | $ | -0.49 | $ | 0.01 | $ | -0.36 | ||||||
Earnings Per Share - DILUTED | $ | -0.06 | $ | -0.46 | $ | — | $ | -0.34 | ||||||
RESTATED | ||||||||||||||
THREE | NINE | THREE | NINE | |||||||||||
MONTHS | MONTHS | MONTHS | MONTHS | |||||||||||
ENDED | ENDED | ENDED | ENDED | |||||||||||
9/30/13 | 9/30/13 | 9/30/14 | 9/30/14 | |||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||
REVENUE | $ | 24,072,000 | $ | 71,737,000 | $ | 23,500,000 | $ | 65,452,000 | ||||||
NET INCOME | $ | 1,156,000 | $ | 3,310,000 | $ | 796,000 | $ | 2,817,000 | ||||||
Earnings Per Share - BASIC | $ | 0.31 | $ | 0.9 | $ | 0.21 | $ | 0.75 | ||||||
Earnings Per Share - DILUTED | $ | 0.3 | $ | 0.85 | $ | 0.2 | $ | 0.72 | ||||||
STOCKBASED_COMPENSATION_Tables
STOCK-BASED COMPENSATION (Tables) | 9 Months Ended | |||||||||||||
Sep. 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 nine-month period ended September 30, 2014: | |||||||||||||
Weighted | Weighted Average | Aggregate | ||||||||||||
Average | Remaining | Intrinsic | ||||||||||||
Contractual Life | ||||||||||||||
Option Shares | Exercise Price | (Years) | Value | |||||||||||
Outstanding, January 1, 2014 | 633,188 | $ | 6.76 | 4.8 | $ | 951,000 | ||||||||
Granted | — | — | ||||||||||||
Exercised | -96,188 | 7.76 | ||||||||||||
Forfeited | — | — | ||||||||||||
Expired | -26,500 | 8.06 | ||||||||||||
Outstanding, September 30, 2014 | 510,500 | $ | 6.51 | 5 | $ | 1,303,505 | ||||||||
Vested September 30, 2014 | 449,494 | $ | 6.38 | 4.6 | $ | 1,261,239 | ||||||||
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 nine months ended September 30, 2014: | |||||||||||||
Weighted | ||||||||||||||
Average Grant- | ||||||||||||||
Option Shares | Date Fair Value | |||||||||||||
Non-vested options, January 1, 2014 | 121,500 | $ | 5.38 | |||||||||||
Granted | — | — | ||||||||||||
Vested | -60,494 | 4.62 | ||||||||||||
Forfeited | — | — | ||||||||||||
Non-vested options, September 30, 2014 | 61,006 | $ | 6.14 | |||||||||||
ACCOUNTS_RECEIVABLE_AND_ALLOWA1
ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Receivables [Abstract] | ||||||||
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | Accounts receivable - net consists of: | |||||||
September 30, | December 31, 2013 | |||||||
2014 | ||||||||
Accounts receivable | $ | 14,810,000 | $ | 8,975,000 | ||||
Allowance for doubtful accounts | -165,000 | -236,000 | ||||||
$ | 14,645,000 | $ | 8,739,000 | |||||
INVENTORIES_Tables
INVENTORIES (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Schedule of Inventory, Current [Table Text Block] | Inventories - net consist of: | |||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
Raw material | $ | 2,048,000 | $ | 1,836,000 | ||||
Work in process | 952,000 | 475,000 | ||||||
Finished goods | 23,678,000 | 22,924,000 | ||||||
26,678,000 | 25,235,000 | |||||||
Reserve for obsolete and slow-moving inventories | -2,371,000 | -2,261,000 | ||||||
$ | 24,307,000 | $ | 22,974,000 | |||||
GOODWILL_AND_OTHER_INTANGIBLE_1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||
Schedule of Goodwill [Table Text Block] | The changes in the carrying amounts of goodwill, which resulted from the acquisitions of ETI, UAT and ATSCO, for the nine-months ended September 30, 2014, are as follows: | |||||||||||||||||||
Consolidated | Tools | Hardware | ||||||||||||||||||
Balance, January 1, 2014 | $ | 5,150,000 | $ | 3,278,000 | $ | 1,872,000 | ||||||||||||||
Acquisition of ETI, UAT and ATSCO | 6,746,000 | 6,746,000 | — | |||||||||||||||||
Balance, September 30, 2014 | $ | 11,896,000 | $ | 10,024,000 | $ | 1,872,000 | ||||||||||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Other intangible assets were as follows: | |||||||||||||||||||
September 30, 2014 | December 31, 2013 | |||||||||||||||||||
Accumulated | Net book | Accumulated | Net book | |||||||||||||||||
Cost | amortization | value | Cost | amortization | value | |||||||||||||||
Other intangible assets: | ||||||||||||||||||||
Customer relationships | $ | 13,208,000 | $ | 4,316,000 | $ | 8,892,000 | $ | 5,070,000 | $ | 4,087,000 | $ | 983,000 | ||||||||
Trademarks and trade names | 2,056,000 | — | 2,056,000 | 199,000 | — | 199,000 | ||||||||||||||
Engineering drawings | 410,000 | 111,000 | 299,000 | 290,000 | 97,000 | 193,000 | ||||||||||||||
Licensing | 305,000 | 221,000 | 84,000 | 305,000 | 178,000 | 127,000 | ||||||||||||||
Non-compete agreements | 373,000 | 8,000 | 365,000 | — | — | — | ||||||||||||||
Patents | 1,205,000 | 67,000 | 1,138,000 | — | — | — | ||||||||||||||
Totals | $ | 17,557,000 | $ | 4,723,000 | $ | 12,834,000 | $ | 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 September 30, | Nine months ended September 30, | |||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||
$ | 245,000 | $ | 58,000 | $ | 361,000 | $ | 192,000 | |||||||||||||
DEBT_Tables
DEBT (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Schedule of Debt [Table Text Block] | Long-term debt consists of: | |||||||
September 30, 2014 | December 31, 2013 | |||||||
Term Loan A - $23,000 payable monthly January 2013 through December 2017, balance due December 19, 2017. | $ | 6,510,000 | $ | 6,720,000 | ||||
Term Loan B - $83,000 payable monthly September 2014 through August 2017. | 2,917,000 | — | ||||||
Capex Term Loan - $6,000 payable monthly May 2012 through April 2017. | 197,000 | 254,000 | ||||||
Capex Term Loan - $9,000 payable monthly October 2012 through September 2017. | 311,000 | 389,000 | ||||||
9,935,000 | 7,363,000 | |||||||
Less current maturities | 1,460,000 | 460,000 | ||||||
$ | 8,475,000 | $ | 6,903,000 | |||||
BUSINESS_SEGMENTS_Tables
BUSINESS SEGMENTS (Tables) | 9 Months Ended | ||||||||||
Sep. 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 September 30, 2014 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 22,932,000 | $ | 17,865,000 | $ | 5,067,000 | |||||
Segment operating income | $ | 3,217,000 | $ | 2,201,000 | $ | 1,016,000 | |||||
General corporate expense | -1,627,000 | ||||||||||
Interest expense | -158,000 | ||||||||||
Income before income taxes | $ | 1,432,000 | |||||||||
Segment assets | $ | 76,980,000 | $ | 65,011,000 | $ | 11,969,000 | |||||
Corporate assets | 2,344,000 | ||||||||||
Total assets | $ | 79,324,000 | |||||||||
Long-lived assets, including $55,000 at corporate | $ | 35,470,000 | $ | 30,815,000 | $ | 4,600,000 | |||||
As of and for the three months ended September 30, 2013 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 20,483,000 | $ | 14,776,000 | $ | 5,707,000 | |||||
Segment operating income | $ | 2,903,000 | $ | 1,938,000 | $ | 965,000 | |||||
General corporate expense | -1,506,000 | ||||||||||
Interest expense – net | -116,000 | ||||||||||
Income before income taxes | $ | 1,281,000 | |||||||||
Segment assets | $ | 53,647,000 | $ | 42,080,000 | $ | 11,567,000 | |||||
Corporate assets | 3,878,000 | ||||||||||
Total assets | $ | 57,525,000 | |||||||||
Long-lived assets, including $11,000 at corporate | $ | 17,064,000 | $ | 12,604,000 | $ | 4,449,000 | |||||
As of and for the nine months ended September 30, 2014 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 57,132,000 | $ | 41,749,000 | $ | 15,383,000 | |||||
Segment operating income | $ | 8,112,000 | $ | 4,887,000 | $ | 3,225,000 | |||||
General corporate expense | -4,667,000 | ||||||||||
Interest expense | -335,000 | ||||||||||
Income before income taxes | $ | 3,110,000 | |||||||||
As of and for the nine months ended September 30, 2013 | Consolidated | Tools | Hardware | ||||||||
Revenues from unaffiliated customers | $ | 60,668,000 | $ | 43,625,000 | $ | 17,043,000 | |||||
Segment operating income | $ | 8,395,000 | $ | 5,392,000 | $ | 3,003,000 | |||||
General corporate expense | -4,331,000 | ||||||||||
Interest expense – net | -386,000 | ||||||||||
Income before income taxes | $ | 3,678,000 | |||||||||
EARNINGS_PER_SHARE_Details
EARNINGS PER SHARE (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |||||
Numerator for basic and diluted earnings per common share: | ||||||||
Net income | $816,000 | $810,000 | $1,850,000 | $2,306,000 | ||||
Denominator: | ||||||||
For basic earnings per share - weighted average common shares outstanding | 3,792,000 | 3,694,000 | 3,737,000 | 3,684,000 | ||||
Dilutive securities | 176,000 | [1] | 218,000 | [1] | 180,000 | [1] | 204,000 | [1] |
For diluted earnings per share - weighted average common shares outstanding | 3,968,000 | 3,912,000 | 3,917,000 | 3,888,000 | ||||
[1] | Dilutive securities consist of bin the moneyb stock options. |
EARNINGS_PER_SHARE_Details_1
EARNINGS PER SHARE (Details 1) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average antidilutive stock options outstanding (in shares) | 184,000 | 296,000 | 232,000 | 236,000 |
ACQUISITIONS_Details
ACQUISITIONS (Details) (USD $) | 3 Months Ended |
Sep. 30, 2014 | |
Business Acquisition [Line Items] | |
Cash paid at closing | $19,456,000 |
Estimated net asset adjustments | 285,000 |
Fair Value of Contingent Consideration | 425,000 |
Total estimated purchase price | 20,166,000 |
Exhaust Technologies Inc. [Member] | |
Business Acquisition [Line Items] | |
Cash paid at closing | 9,850,000 |
Estimated net asset adjustments | 527,000 |
Fair Value of Contingent Consideration | 0 |
Total estimated purchase price | 10,377,000 |
Universal Air Tool Company Limited [Member] | |
Business Acquisition [Line Items] | |
Cash paid at closing | 1,947,000 |
Estimated net asset adjustments | -142,000 |
Fair Value of Contingent Consideration | 425,000 |
Total estimated purchase price | 2,230,000 |
Air Tool Service Company [Member] | |
Business Acquisition [Line Items] | |
Cash paid at closing | 7,659,000 |
Estimated net asset adjustments | -100,000 |
Fair Value of Contingent Consideration | 0 |
Total estimated purchase price | $7,559,000 |
ACQUISITIONS_Details_1
ACQUISITIONS (Details 1) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | ||
Cash | $104,000 | |
Accounts receivable | 2,008,000 | |
Inventories | 3,041,000 | |
Other current assets | 916,000 | |
Property and equipment | 958,000 | |
Identifiable intangible assets: | ||
Total assets acquired | 18,763,000 | |
Less: liabilities assumed | 2,460,000 | |
Deferred taxes payable | 2,853,000 | 0 |
Total fair value of net assets acquired | 13,406,000 | |
Goodwill | 6,760,000 | |
Total estimated purchase price | 20,166,000 | |
Trademarks and Trade Names [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 1,878,000 | |
Customer Relationships [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 8,154,000 | |
Noncompete Agreements [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 379,000 | |
Engineering drawings [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 120,000 | |
Patents [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 1,205,000 | |
Exhaust Technologies Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Cash | 0 | |
Accounts receivable | 1,086,000 | |
Inventories | 1,669,000 | |
Other current assets | 911,000 | |
Property and equipment | 140,000 | |
Identifiable intangible assets: | ||
Total assets acquired | 10,846,000 | |
Less: liabilities assumed | 1,489,000 | |
Deferred taxes payable | 2,708,000 | |
Total fair value of net assets acquired | 6,649,000 | |
Goodwill | 3,728,000 | |
Total estimated purchase price | 10,377,000 | |
Exhaust Technologies Inc. [Member] | Trademarks and Trade Names [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 1,160,000 | |
Exhaust Technologies Inc. [Member] | Customer Relationships [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 4,560,000 | |
Exhaust Technologies Inc. [Member] | Noncompete Agreements [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 115,000 | |
Exhaust Technologies Inc. [Member] | Engineering drawings [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 0 | |
Exhaust Technologies Inc. [Member] | Patents [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 1,205,000 | |
Universal Air Tool Company Limited [Member] | ||
Business Acquisition [Line Items] | ||
Cash | 104,000 | |
Accounts receivable | 732,000 | |
Inventories | 772,000 | |
Other current assets | 5,000 | |
Property and equipment | 167,000 | |
Identifiable intangible assets: | ||
Total assets acquired | 2,726,000 | |
Less: liabilities assumed | 626,000 | |
Deferred taxes payable | 189,000 | |
Total fair value of net assets acquired | 1,911,000 | |
Goodwill | 319,000 | |
Total estimated purchase price | 2,230,000 | |
Universal Air Tool Company Limited [Member] | Trademarks and Trade Names [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 478,000 | |
Universal Air Tool Company Limited [Member] | Customer Relationships [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 334,000 | |
Universal Air Tool Company Limited [Member] | Noncompete Agreements [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 134,000 | |
Universal Air Tool Company Limited [Member] | Engineering drawings [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 0 | |
Universal Air Tool Company Limited [Member] | Patents [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 0 | |
Air Tool Service Company [Member] | ||
Business Acquisition [Line Items] | ||
Cash | 0 | |
Accounts receivable | 190,000 | |
Inventories | 600,000 | |
Other current assets | 0 | |
Property and equipment | 651,000 | |
Identifiable intangible assets: | ||
Total assets acquired | 5,191,000 | |
Less: liabilities assumed | 345,000 | |
Deferred taxes payable | 0 | |
Total fair value of net assets acquired | 4,846,000 | |
Goodwill | 2,713,000 | |
Total estimated purchase price | 7,559,000 | |
Air Tool Service Company [Member] | Trademarks and Trade Names [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 240,000 | |
Air Tool Service Company [Member] | Customer Relationships [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 3,260,000 | |
Air Tool Service Company [Member] | Noncompete Agreements [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 130,000 | |
Air Tool Service Company [Member] | Engineering drawings [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 120,000 | |
Air Tool Service Company [Member] | Patents [Member] | ||
Identifiable intangible assets: | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | $0 |
ACQUISITIONS_Details_2
ACQUISITIONS (Details 2) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years 3 months 18 days | 6 years 9 months 18 days |
Customer Relationships [Member] | Exhaust Technologies Inc. [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 12 years | |
Customer Relationships [Member] | Universal Air Tool Company Limited [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 12 years | |
Customer Relationships [Member] | Air Tool Service Company [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 12 years | |
Noncompete Agreements [Member] | Exhaust Technologies Inc. [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years | |
Noncompete Agreements [Member] | Universal Air Tool Company Limited [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 3 years | |
Noncompete Agreements [Member] | Air Tool Service Company [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | |
Engineering drawings [Member] | Exhaust Technologies Inc. [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 0 years | |
Engineering drawings [Member] | Universal Air Tool Company Limited [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 0 years | |
Engineering drawings [Member] | Air Tool Service Company [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | |
Patents [Member] | Exhaust Technologies Inc. [Member] | Minimum [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 3 years | |
Patents [Member] | Exhaust Technologies Inc. [Member] | Maximum [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years | |
Patents [Member] | Universal Air Tool Company Limited [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 0 years | |
Patents [Member] | Air Tool Service Company [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 0 years |
ACQUISITIONS_Details_3
ACQUISITIONS (Details 3) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Business Acquisition [Line Items] | ||||
REVENUE | $23,500,000 | $24,072,000 | $65,452,000 | $71,737,000 |
NET INCOME | 796,000 | 1,156,000 | 2,817,000 | 3,310,000 |
Earnings Per Share - BASIC (in dollars per share) | $0.21 | $0.31 | $0.75 | $0.90 |
Earnings Per Share - DILUTED (in dollars per share) | $0.20 | $0.30 | $0.72 | $0.85 |
Scenario, Previously Reported [Member] | ||||
Business Acquisition [Line Items] | ||||
REVENUE | 23,500,000 | 24,072,000 | 66,915,000 | 73,776,000 |
NET INCOME | 775,000 | 1,415,000 | 4,148,000 | 5,107,000 |
Earnings Per Share - BASIC (in dollars per share) | $0.20 | $0.38 | $1.11 | $1.39 |
Earnings Per Share - DILUTED (in dollars per share) | $0.20 | $0.36 | $1.06 | $1.31 |
Restatement Adjustment [Member] | ||||
Business Acquisition [Line Items] | ||||
REVENUE | 0 | 0 | -1,463,000 | -2,039,000 |
NET INCOME | $21,000 | ($259,000) | ($1,331,000) | ($1,797,000) |
Earnings Per Share - BASIC (in dollars per share) | $0.01 | ($0.07) | ($0.36) | ($0.49) |
Earnings Per Share - DILUTED (in dollars per share) | $0 | ($0.06) | ($0.34) | ($0.46) |
ACQUISITIONS_Details_Textual
ACQUISITIONS (Details Textual) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Business Acquisition [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years 3 months 18 days | 6 years 9 months 18 days |
Liability for Uncertain Tax Positions, Current | $866,000 | |
Goodwill [Member] | ||
Business Acquisition [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | |
Universal Air Tool Company Limited [Member] | ||
Business Acquisition [Line Items] | ||
Business Combination, Contingent Consideration, Liability | $400,000 |
STOCKBASED_COMPENSATION_Detail
STOCK-BASED COMPENSATION (Details) (Employee Stock Option [Member], USD $) | 9 Months Ended | 12 Months Ended |
Sep. 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 | -96,188 | |
Option Shares, Forfeited | 0 | |
Option Shares, Expired | -26,500 | |
Option Shares, Outstanding, September 30, 2014 | 510,500 | 633,188 |
Option Shares, Vested September 30, 2014 | 449,494 | |
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) | $7.76 | |
Weighted Average Exercise Price, Forfeited (in dollars per share) | $0 | |
Weighted Average Exercise Price, Expired (in dollars per share) | $8.06 | |
Weighted Average Exercise Price, Outstanding, September 30, 2014 (in dollars per share) | $6.51 | $6.76 |
Weighted Average Exercise Price,Vested September 30, 2014 (in dollars per share) | $6.38 | |
Weighted Average Remaining ContractualLife, Outstanding Period (Years) | 5 years | 4 years 9 months 18 days |
Weighted Average Remaining Contractual Life, Vested September 30, 2014 (Years) | 4 years 7 months 6 days | |
Aggregate Intrinsic Value, Outstanding Balance (in dollars) | $1,303,505 | $951,000 |
Aggregate Intrinsic Value, Vested September 30, 2014 (in dollars) | $1,261,239 |
STOCKBASED_COMPENSATION_Detail1
STOCK-BASED COMPENSATION (Details 1) (Employee Stock Option [Member], USD $) | 9 Months Ended |
Sep. 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, September 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, September 30, 2014 in dollars per share) | $6.14 |
STOCKBASED_COMPENSATION_Detail2
STOCK-BASED COMPENSATION (Details Textual) (USD $) | 9 Months Ended | 3 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Mar. 31, 2014 | 21-May-14 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock-based compensation (in dollars) | $21,000 | $30,000 | ||
Treasury Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Treasury Stock, Shares, Acquired | 792 | |||
Stock Issued During Period, Shares, Share-based Compensation, Gross | 1,500 | |||
Stock Issued During Period, Value, Share-based Compensation, Net of Forfeitures (in dollars) | 6,000 | |||
Incentive Stock Option Plan 2002 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | 397,000 | |||
Incentive Stock Option Plan 2012 [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 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | 113,500 | |||
Incentive Stock Option Plan 2012 [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | 3,330 | |||
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) | $2,100 | |||
Incentive Stock Option Plan 2012 [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, Options, Outstanding, Number, Beginning Balance | 666 |
ACCOUNTS_RECEIVABLE_AND_ALLOWA2
ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $14,810,000 | $8,975,000 |
Allowance for doubtful accounts | -165,000 | -236,000 |
Accounts Receivable, Net, Current, Total | $14,645,000 | $8,739,000 |
INVENTORIES_Details
INVENTORIES (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Inventory [Line Items] | ||
Raw material | $2,048,000 | $1,836,000 |
Work in process | 952,000 | 475,000 |
Finished goods | 23,678,000 | 22,924,000 |
Inventory, Gross | 26,678,000 | 25,235,000 |
Reserve for obsolete and slow-moving inventories | -2,371,000 | -2,261,000 |
Inventory net | $24,307,000 | $22,974,000 |
GOODWILL_AND_OTHER_INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | |
Goodwill | $11,896,000 | $5,150,000 |
Acquisition of ETI, UAT and ATSCO | 6,746,000 | |
Tools [Member] | ||
Goodwill | 10,024,000 | 3,278,000 |
Acquisition of ETI, UAT and ATSCO | 6,746,000 | |
Hardware [Member] | ||
Goodwill | 1,872,000 | 1,872,000 |
Acquisition of ETI, UAT and ATSCO | $0 |
GOODWILL_AND_OTHER_INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 1) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Other intangible assets: | ||
Cost | $17,557,000 | $5,864,000 |
Accumulated amortization | 4,723,000 | 4,362,000 |
Net book value | 12,834,000 | 1,502,000 |
Customer relationships [Member] | ||
Other intangible assets: | ||
Cost | 13,208,000 | 5,070,000 |
Accumulated amortization | 4,316,000 | 4,087,000 |
Net book value | 8,892,000 | 983,000 |
Trademarks and trade names [Member] | ||
Other intangible assets: | ||
Cost | 2,056,000 | 199,000 |
Accumulated amortization | 0 | 0 |
Net book value | 2,056,000 | 199,000 |
Engineering drawings [Member] | ||
Other intangible assets: | ||
Cost | 410,000 | 290,000 |
Accumulated amortization | 111,000 | 97,000 |
Net book value | 299,000 | 193,000 |
Licensing [Member] | ||
Other intangible assets: | ||
Cost | 305,000 | 305,000 |
Accumulated amortization | 221,000 | 178,000 |
Net book value | 84,000 | 127,000 |
Non-compete agreements [Member] | ||
Other intangible assets: | ||
Cost | 373,000 | 0 |
Accumulated amortization | 8,000 | 0 |
Net book value | 365,000 | 0 |
Patents [Member] | ||
Other intangible assets: | ||
Cost | 1,205,000 | 0 |
Accumulated amortization | 67,000 | 0 |
Net book value | $1,138,000 | $0 |
GOODWILL_AND_OTHER_INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 2) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Goodwill [Line Items] | ||||
Amortization Of Other Intangible Assets | $245,000 | $58,000 | $361,000 | $192,000 |
GOODWILL_AND_OTHER_INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS (Details Textual) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | $1,293,000 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 1,262,000 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 1,183,000 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 984,000 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Five | $972,000 | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years 3 months 18 days | 6 years 9 months 18 days |
DEBT_Details
DEBT (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ||
Long-term Debt | $9,935,000 | $7,363,000 |
Less current maturities | 1,460,000 | 460,000 |
Long-term Debt and Capital Lease Obligations | 8,475,000 | 6,903,000 |
Term Loan A [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 6,510,000 | 6,720,000 |
Term Loan B [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 2,917,000 | 0 |
Capex Term Loan One [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 197,000 | 254,000 |
Capex Term Loan Two [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | $311,000 | $389,000 |
DEBT_Details_Textual
DEBT (Details Textual) (USD $) | 9 Months Ended | 12 Months Ended | 1 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2012 | Mar. 31, 2012 | |
Term Loan A [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Periodic Payment, Principal | $23,000 | |||
Debt Instrument, Frequency of Periodic Payment | Monthly | |||
Debt Instrument, Date of First Required Payment | 1-Jan-13 | |||
Debt Instrument, Maturity Date | 19-Dec-17 | |||
Term Loan A [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | 2.00% | ||
Term Loan A [Member] | Base Rate Borrowing [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | 2.00% | ||
Term Loan B [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Periodic Payment, Principal | 83,000 | |||
Debt Instrument, Frequency of Periodic Payment | Monthly | |||
Debt Instrument, Date of First Required Payment | 30-Sep-14 | |||
Debt Instrument, Maturity Date | 31-Aug-17 | |||
Debt Instrument, Payment Terms | 36 consecutive monthly payments of $83,000, with an additional mandatory repayment each year equal to 50% of the Companys Excess Cash Flow (as defined in the Restated Loan Agreement) for such year | |||
Term Loan B [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 3.25% | |||
Term Loan B [Member] | Base Rate Borrowing [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | |||
Capex Term Loan One [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Periodic Payment, Principal | 6,000 | |||
Debt Instrument, Frequency of Periodic Payment | Monthly | |||
Debt Instrument, Date of First Required Payment | 1-May-12 | |||
Debt Instrument, Maturity Date | 1-Apr-17 | |||
Capex Term Loan Two [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Periodic Payment, Principal | 9,000 | |||
Debt Instrument, Frequency of Periodic Payment | Monthly | |||
Debt Instrument, Date of First Required Payment | 1-Oct-12 | |||
Debt Instrument, Maturity Date | 1-Sep-17 | |||
Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | 22,000,000 | 20,000,000 | ||
Long-term Line of Credit | 14,419,000 | 360,000 | ||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | 1.75% | ||
Revolving Credit Facility [Member] | Base Rate Borrowing [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | 0.75% | ||
Capex Term Loans [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from Issuance of Long-term Debt | 519,000 | 380,000 | ||
Capex Term Loans [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | 2.00% | ||
Capex Term Loans [Member] | Base Rate Borrowing [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | 2.00% | ||
Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $33,657,000 |
RELATED_PARTY_TRANSACTIONS_Det
RELATED PARTY TRANSACTIONS (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Purchases from Related Party | $254,000 | $120,000 | $672,000 | $622,000 |
Accounts Payable, Related Parties, Current | $84,000 | $49,000 | $84,000 | $49,000 |
BUSINESS_SEGMENTS_Details
BUSINESS SEGMENTS (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||||
Revenues from unaffiliated customers | $22,932,000 | $20,483,000 | $57,132,000 | $60,668,000 | |
Segment operating income | 3,217,000 | 2,903,000 | 8,112,000 | 8,395,000 | |
General corporate expense | -1,627,000 | -1,506,000 | -4,667,000 | -4,331,000 | |
Interest expense | -158,000 | -116,000 | -335,000 | -386,000 | |
Income before income taxes | 1,432,000 | 1,281,000 | 3,110,000 | 3,678,000 | |
Total assets | 79,324,000 | 57,525,000 | 79,324,000 | 57,525,000 | 53,241,000 |
Long-lived assets | 35,470,000 | 17,064,000 | 35,470,000 | 17,064,000 | |
Reportable Subsegments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total assets | 76,980,000 | 53,647,000 | 76,980,000 | 53,647,000 | |
Corporate Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total assets | 2,344,000 | 3,878,000 | 2,344,000 | 3,878,000 | |
Long-lived assets | 55,000 | 11,000 | 55,000 | 11,000 | |
Tool [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues from unaffiliated customers | 17,865,000 | 14,776,000 | 41,749,000 | 43,625,000 | |
Segment operating income | 2,201,000 | 1,938,000 | 4,887,000 | 5,392,000 | |
Long-lived assets | 30,815,000 | 12,604,000 | 30,815,000 | 12,604,000 | |
Tool [Member] | Reportable Subsegments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total assets | 65,011,000 | 42,080,000 | 65,011,000 | 42,080,000 | |
Hardware [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues from unaffiliated customers | 5,067,000 | 5,707,000 | 15,383,000 | 17,043,000 | |
Segment operating income | 1,016,000 | 965,000 | 3,225,000 | 3,003,000 | |
Long-lived assets | 4,600,000 | 4,449,000 | 4,600,000 | 4,449,000 | |
Hardware [Member] | Reportable Subsegments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total assets | $11,969,000 | $11,567,000 | $11,969,000 | $11,567,000 |
SUBSEQUENT_EVENT_Details_Textu
SUBSEQUENT EVENT (Details Textual) (Subsequent Event [Member], Timothy J. Stabosz [Member], Common Class A [Member], USD $) | 1 Months Ended |
Oct. 14, 2014 | |
Subsequent Event [Member] | Timothy J. Stabosz [Member] | Common Class A [Member] | |
Subsequent Event [Line Items] | |
Stock Repurchased During Period, Shares | 208,325 |
Stock Repurchased During Period, Purchase Price | $7.60 |
Stock Repurchased During Period, Value | $1,583,000 |