Document And Entity Information
Document And Entity Information - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 29, 2016 | Jun. 30, 2015 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | FUEL TECH, INC. | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Common Stock, Shares Outstanding | 23,167,216 | ||
Entity Public Float | $ 45,681 | ||
Amendment Flag | false | ||
Entity Central Index Key | 846,913 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 21,684 | $ 18,637 |
Marketable securities | 19 | 36 |
Accounts receivable, net | 23,060 | 31,910 |
Inventories | 1,653 | 1,111 |
Prepaid expenses and other current assets | 3,889 | 4,094 |
Income taxes receivable | 1,857 | 597 |
Deferred income taxes | 239 | 1,953 |
Total current assets | 52,401 | 58,338 |
Property and equipment, net | 12,001 | 13,527 |
Goodwill | 2,116 | 2,116 |
Other intangible assets, net | 7,144 | 10,464 |
Deferred income taxes | 992 | 5,649 |
Other assets | 1,357 | 1,377 |
Total assets | 76,011 | 91,471 |
Current liabilities: | ||
Short-term debt | 0 | 1,625 |
Accounts payable | 8,942 | 7,310 |
Accrued liabilities: | ||
Employee compensation | 1,645 | 2,007 |
Other accrued liabilities | 5,949 | 7,708 |
Total current liabilities | 16,536 | 18,650 |
Other liabilities | 501 | 520 |
Total liabilities | $ 17,037 | $ 19,170 |
COMMITMENTS AND CONTINGENCIES (Note 9) | ||
Stockholders’ equity: | ||
Common stock, $.01 par value, 40,000,000 shares authorized, 23,419,008 and 23,027,704 shares issued, and 23,167,216 and 22,860,398 outstanding in 2015 and 2014, respectively | $ 234 | $ 230 |
Additional paid-in capital | 135,394 | 134,985 |
Accumulated deficit | (74,132) | (61,752) |
Accumulated other comprehensive loss | (1,556) | (448) |
Nil coupon perpetual loan notes | 76 | 76 |
Treasury stock, 251,792 and 167,306 shares in 2015 and 2014, respectively, at cost | (1,042) | (790) |
Total stockholders’ equity | 58,974 | 72,301 |
Total liabilities and stockholders’ equity | $ 76,011 | $ 91,471 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Consolidated Balance Sheets [Abstract] | ||
Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 23,419,008 | 23,027,704 |
Common stock outstanding | 23,167,216 | 22,860,398 |
Treasury stock, shares | 251,792 | 167,306 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Revenues | $ 73,664,000 | $ 79,017,000 | $ 109,338,000 |
Costs and expenses: | |||
Cost of sales | 45,107,000 | 43,889,000 | 62,521,000 |
Selling, general and administrative | 31,116,000 | 35,432,000 | 36,375,000 |
Research and development | 4,273,000 | 1,459,000 | 2,442,000 |
Goodwill and intangible assets impairment | 1,425,000 | 23,400,000 | 0 |
Total Costs and Expenses | 81,921,000 | 104,180,000 | 101,338,000 |
Operating (loss) income | (8,257,000) | (25,163,000) | 8,000,000 |
Interest expense | (27,000) | (125,000) | (56,000) |
Interest income | 21,000 | 29,000 | 58,000 |
Other expense | (360,000) | (544,000) | (137,000) |
(Loss) Income before taxes | (8,623,000) | (25,803,000) | 7,865,000 |
Income tax (expense) benefit | (3,757,000) | 8,078,000 | (2,764,000) |
Net (loss) income | $ (12,380,000) | $ (17,725,000) | $ 5,101,000 |
Net (loss) income per common share: | |||
Basic (in dollars per share) | $ (0.54) | $ (0.78) | $ 0.23 |
Diluted (in dollars per share) | $ (0.54) | $ (0.78) | $ 0.23 |
Weighted-average number of common shares outstanding: | |||
Basic (in shares) | 23,101 | 22,782 | 22,286 |
Diluted (in shares) | 23,101 | 22,782 | 22,579 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (12,380) | $ (17,725) | $ 5,101 |
Other comprehensive (loss) income: | |||
Foreign currency translation adjustments | (1,097) | (489) | 438 |
Unrealized (losses)/gains from marketable securities, net of tax | (11) | 4 | (9) |
Total other comprehensive (loss) income | (1,108) | (485) | 429 |
Comprehensive (loss) income | $ (13,488) | $ (18,210) | $ 5,530 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders’ Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Nil Coupon Perpetual Loan Notes | Treasury Stock |
Balance (in Shares) at Dec. 31, 2012 | 22,102,000 | ||||||
Balance at Dec. 31, 2012 | $ 84,236 | $ 221 | $ 133,498 | $ (49,128) | $ (392) | $ 76 | $ (39) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | 5,101 | 5,101 | |||||
Foreign currency translation adjustments | 438 | 438 | |||||
Unrealized (losses)/gains from marketable securities, net of tax | (9) | (9) | |||||
Exercise of stock options (in shares) | 195,000 | ||||||
Exercise of stock options | 811 | $ 2 | 809 | ||||
Tax benefit from stock compensation expense | 67 | 67 | |||||
Stock compensation expense | 1,798 | 1,798 | |||||
Tax effect of expired vested options | (121) | (121) | |||||
Common shares issued upon vesting of restricted stock units (in shares) | 395,000 | ||||||
Common shares issued upon vesting of restricted stock units | (3,251) | $ 4 | (3,255) | ||||
Treasury shares withheld (in shares) | (99,000) | ||||||
Treasury shares withheld | (447) | (447) | |||||
Balance (in Shares) at Dec. 31, 2013 | 22,593,000 | ||||||
Balance at Dec. 31, 2013 | 88,623 | $ 227 | 132,796 | (44,027) | 37 | 76 | (486) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | (17,725) | (17,725) | |||||
Foreign currency translation adjustments | (489) | (489) | |||||
Unrealized (losses)/gains from marketable securities, net of tax | 4 | 4 | |||||
Exercise of stock options (in shares) | 60,000 | ||||||
Exercise of stock options | 297 | 297 | |||||
Tax benefit from stock compensation expense | 7 | 7 | |||||
Stock compensation expense | 2,322 | 2,322 | |||||
Tax effect of expired vested options | (379) | (379) | |||||
Common shares issued upon vesting of restricted stock units (in shares) | 266,000 | ||||||
Common shares issued upon vesting of restricted stock units | $ (55) | $ 3 | (58) | ||||
Treasury shares withheld (in shares) | (58,649) | (59,000) | |||||
Treasury shares withheld | $ (304) | (304) | |||||
Balance (in Shares) at Dec. 31, 2014 | 22,860,000 | ||||||
Balance at Dec. 31, 2014 | 72,301 | $ 230 | 134,985 | (61,752) | (448) | 76 | (790) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | (12,380) | (12,380) | |||||
Foreign currency translation adjustments | (1,097) | (1,097) | |||||
Unrealized (losses)/gains from marketable securities, net of tax | (11) | (11) | |||||
Stock compensation expense | 1,809 | 1,809 | |||||
Issuance of Deferred Director's shares (in shares) | 39,000 | ||||||
Issuance of Deferred Director's shares | (70) | $ 1 | (71) | ||||
Tax effect of expired vested options | (908) | (908) | |||||
Common shares issued upon vesting of restricted stock units (in shares) | 352,000 | ||||||
Common shares issued upon vesting of restricted stock units | $ (418) | $ 3 | (421) | ||||
Treasury shares withheld (in shares) | (84,486) | (84,000) | |||||
Treasury shares withheld | $ (252) | (252) | |||||
Balance (in Shares) at Dec. 31, 2015 | 23,167,000 | ||||||
Balance at Dec. 31, 2015 | $ 58,974 | $ 234 | $ 135,394 | $ (74,132) | $ (1,556) | $ 76 | $ (1,042) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
OPERATING ACTIVITIES | |||
Net (loss) income | $ (12,380,000) | $ (17,725,000) | $ 5,101,000 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation | 2,067,000 | 1,922,000 | 2,175,000 |
Amortization | 2,138,000 | 2,384,000 | 839,000 |
Gain on disposal of equipment | (26,000) | 0 | 0 |
Allowance for doubtful accounts | 0 | 762,000 | 707,000 |
Deferred income taxes | 4,916,000 | (9,524,000) | 1,252,000 |
Stock compensation expense | 1,809,000 | 2,322,000 | 1,798,000 |
Goodwill and intangible assets impairment | 1,425,000 | 23,400,000 | 0 |
Changes in operating assets and liabilities, net of acquisitions: | |||
Accounts receivable | 7,880,000 | 6,117,000 | (6,970,000) |
Inventories | (560,000) | (616,000) | 77,000 |
Prepaid expenses, other current assets and other noncurrent assets | (1,245,000) | (913,000) | 2,118,000 |
Accounts payable | 1,817,000 | (3,600,000) | (2,968,000) |
Accrued liabilities and other noncurrent liabilities | (913,000) | 906,000 | (1,287,000) |
Net cash provided by operating activities | 6,928,000 | 5,435,000 | 2,842,000 |
INVESTING ACTIVITIES | |||
Purchases of property, equipment and patents | (802,000) | (2,808,000) | (1,754,000) |
Proceeds from the sale of equipment | 26,000 | 0 | 0 |
Purchases of other intangible assets | 0 | (3,010,000) | 0 |
Payment for acquisitions, net of cash acquired | 0 | (8,079,000) | 0 |
Net cash used in investing activities | (776,000) | (13,897,000) | (1,754,000) |
FINANCING ACTIVITIES | |||
Net proceeds (payments) of short-term debt | (1,623,000) | 0 | 1,614,000 |
Proceeds from exercises of stock options | 0 | 297,000 | 811,000 |
Excess tax benefit from exercises of stock options | 0 | 7,000 | 67,000 |
Treasury shares withheld | (252,000) | (304,000) | (447,000) |
Net cash provided by (used in) financing activities | (1,875,000) | 0 | 2,045,000 |
Effect of exchange rate fluctuations on cash | (1,230,000) | (639,000) | 152,000 |
Net (decrease) increase in cash and cash equivalents | 3,047,000 | (9,101,000) | 3,285,000 |
Cash and cash equivalents at beginning of year | 18,637,000 | 27,738,000 | 24,453,000 |
Cash and cash equivalents at end of year | 21,684,000 | 18,637,000 | 27,738,000 |
Cash paid for: | |||
Interest | 27,000 | 125,000 | 56,000 |
Income taxes paid | $ 0 | $ 0 | $ 2,901,000 |
Organization and Significant Ac
Organization and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Organization and significant accounting policies | ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Organization Fuel Tech, Inc. and subsidiaries ("Fuel Tech", the "Company", "we", "us" or "our") provides advanced engineered solutions for the optimization of combustion systems in utility and industrial applications. Our primary focus is on the worldwide marketing and sale of NO x reduction technologies as well as our FUEL CHEM program. The Company’s NO x reduction technologies reduce nitrogen oxide emissions from boilers, furnaces and other stationary combustion sources. Our FUEL CHEM program is based on proprietary TIFI ® Targeted In-Furnace™ Injection technology, in combination with advanced Computational Fluid Dynamics (CFD) and Chemical Kinetics Modeling (CKM) boiler modeling, in the unique application of specialty chemicals to improve the efficiency, reliability and environmental status of combustion units by controlling slagging, fouling, corrosion, opacity and other sulfur trioxide-related issues in the boiler. Our business is materially dependent on the continued existence and enforcement of air quality regulations, particularly in the United States. We have expended significant resources in the research and development of new technologies in building our proprietary portfolio of air pollution control, fuel and boiler treatment chemicals, computer modeling and advanced visualization technologies. International revenues were $22,179 , $28,116 , and $46,063 for the years ended December 31, 2015, 2014 and 2013 , respectively. These amounts represented 30% , 36% , and 42% of Fuel Tech’s total revenues for the respective periods of time. Foreign currency changes did not have a material impact on the calculation of these percentages. We have foreign offices in Beijing, China and Gallarate, Italy. Basis of Presentation The consolidated financial statements include the accounts of Fuel Tech and its wholly-owned subsidiaries. All intercompany transactions have been eliminated. Use of Estimates The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company uses estimates in accounting for, among other items, revenue recognition, allowance for doubtful accounts, income tax provisions and warranty expenses. Actual results could differ from those estimates. Fair Value of Financial Instruments The carrying values of cash and cash equivalents, accounts receivable, and accounts payable are reasonable estimates of their fair value due to their short-term nature. The carrying amount of our short-term debt under our revolving line of credit facility approximates fair value due to its short-term nature and because the amount outstanding accrues interest at a variable market-based rate. Our marketable securities are carried at fair value based on quoted market prices in an active market. Cash and Cash Equivalents We include cash and investments having an original maturity of three months or less at the time of acquisition in cash and cash equivalents. We have never incurred realized or unrealized holdings gains or losses on securities classified as cash equivalents. Income resulting from short-term investments is recorded as interest income. At December 31, 2015 , we had cash on hand of approximately $5,596 at our Beijing, China subsidiary that is subject to certain local regulations that may limit the immediate availability of these funds outside of China. Cash on hand at our Italy subsidiary totaled approximately $1,286 at December 31, 2015. Foreign Currency Risk Management Our earnings and cash flows are subject to fluctuations due to changes in foreign currency exchange rates. We do not enter into foreign currency forward contracts or into foreign currency option contracts to manage this risk due to the nature of the transactions involved. Accounts Receivable Accounts receivable consist of amounts due to us in the normal course of our business, are not collateralized, and normally do not bear interest. Accounts receivable includes unbilled receivables, representing costs and estimated earnings in excess of billings on uncompleted contracts under the percentage of completion method. At December 31, 2015 and 2014 , unbilled receivables were approximately $7,312 and $9,904 , respectively. Allowance for Doubtful Accounts The allowance for doubtful accounts is our management's best estimate of the amount of credit losses in accounts receivable. In order to control and monitor the credit risk associated with our customer base, we review the credit worthiness of customers on a recurring basis. Factors influencing the level of scrutiny include the level of business the customer has with Fuel Tech, the customer’s payment history, and the customer’s financial stability. Receivables are considered past due if payment is not received by the date agreed upon with the customer, which is normally 30 days . Representatives of our management team review all past due accounts on a weekly basis to assess collectability. At the end of each reporting period, the allowance for doubtful accounts balance is reviewed relative to management’s collectability assessment and is adjusted if deemed necessary through a corresponding charge or credit to bad debts expense, which is included in selling, general, and administrative expenses in the consolidated statements of operations. Bad debt write-offs are made when management believes it is probable a receivable will not be recovered. The table below sets forth the components of the Allowance for Doubtful Accounts for the years ended December 31. Year Balance at January 1 Provision charged to expense Write-offs / Recoveries Balance at December 31 2013 $ 460 $ 1,175 $ (446 ) $ 1,189 2014 $ 1,189 $ 1,099 $ (366 ) $ 1,922 2015 $ 1,922 $ — $ (150 ) $ 1,772 Prepaid expenses and other current assets Prepaid expenses and other current assets includes Chinese banker acceptances of $2,144 and $2,259 as of December 31, 2015 and 2014. These are short-term commitments of typically 30 to 60 days for future payments and can be redeemed at a discount or applied to future vendor payments. Inventories Inventories consist primarily of spare parts and are stated at the lower of cost or market using the first-in, first-out method. Usage is recorded in cost of sales in the period that parts were issued to a project or used to service equipment. Inventories are periodically evaluated to identify obsolete or otherwise impaired parts and are written off when management determines usage is not probable. Foreign Currency Translation and Transactions Assets and liabilities of consolidated foreign subsidiaries are translated into U.S. dollars at exchange rates in effect at year end. Revenues and expenses are translated at average exchange rates prevailing during the year. Gains or losses on foreign currency transactions and the related tax effects are reflected in net income. The resulting translation adjustments are included in stockholders’ equity as part of accumulated other comprehensive income. Accumulated Other Comprehensive (Loss) Income The changes in accumulated other comprehensive (loss) income by component were as follows: December 31, 2015 2014 Foreign currency translation Balance at beginning of period $ (471 ) $ 18 Other comprehensive (loss) income: Foreign currency translation adjustments (1) (1,097 ) (489 ) Balance at end of period $ (1,568 ) $ (471 ) Available-for-sale marketable securities Balance at beginning of period $ 23 $ 19 Other comprehensive income (loss): Net unrealized holding gain (loss) (2) (11 ) 4 Deferred income taxes (2) — — Total other comprehensive income (loss) (11 ) 4 Balance at end of period $ 12 $ 23 Total accumulated other comprehensive (loss) income $ (1,556 ) $ (448 ) (1) In all periods presented, there were no tax impacts related to rate changes and no amounts were reclassified to earnings. (2) In all periods presented, there were no realized holding gains or losses and therefore no amounts were reclassified to earnings. Research and Development Research and development costs are expensed as incurred. Research and development projects funded by customer contracts are reported as part of cost of goods sold. Internally funded research and development expenses are reported as operating expenses. Product/System Warranty We typically warrant our air pollution control products and systems against defects in design, materials and workmanship for one to two years. A provision for estimated future costs relating to warranty expense is recorded when the products/systems become commercially operational. Goodwill Goodwill is not amortized, but is reviewed annually or more frequently if indicators arise, for impairment. Our evaluation of goodwill impairment involves first assessing qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. We may bypass this qualitative assessment, or determine that based on our qualitative assessment considering the totality of events and circumstances including macroeconomic factors, industry and market considerations, current and projected financial performance, a sustained decrease in our share price, or other factors, that additional impairment analysis is necessary. This additional analysis involves comparing the current fair value of our reporting units to their carrying values. We use a discounted cash flow (DCF) model to determine the current fair value of our two reporting units. A number of significant assumptions and estimates are involved in the application of the DCF model to forecast operating cash flows, including markets and market share, sales volumes and prices, costs to produce and working capital changes. Management considers historical experience and all available information at the time the fair values of its reporting units are estimated. However, actual fair values that could be realized in an actual transaction may differ from those used to evaluate the impairment of goodwill. Goodwill is allocated to each of our reporting units, which is defined as an operating segment or one level below an operating segment, upon acquisition after considering the nature of the net assets giving rise to the goodwill and how each reporting unit would enjoy the benefits and synergies of the net assets acquired. Goodwill is also evaluated for impairment at the reporting unit level. We have two reporting units for goodwill evaluation purposes: the FUEL CHEM technology segment and the APC technology segment. There is no goodwill associated with either our APC or Fuel Conversion business segment. During the fourth quarter of 2014, we experienced a decrease in our stock price that caused our market capitalization to fall below the equity value on our consolidated balance sheet, which can be a potential indicator of goodwill impairment. This, along with an overall slowdown in APC technology segment orders and corresponding downward adjustments to our financial forecasts, was considered during a detailed evaluation of the fair value of our reporting units. Fuel Tech performed its annual goodwill impairment analysis for each of its reporting units as of October 1, 2014 and determined that no impairment of goodwill existed within the FUEL CHEM technology segment. At the same time, we determined that our APC technology reporting unit failed the first step test because the estimated fair value of the reporting unit was less than its carrying value, thus requiring additional analysis of the segment. Based on this additional analysis, Fuel Tech determined that the fair value of the APC technology reporting unit as of the test date was less than the fair value of the assets and liabilities of the unit, resulting in an implied fair value of goodwill of zero, and accordingly we recorded a non-cash goodwill impairment charge in the fourth quarter of 2014 of $23,400 representing the full carrying value of goodwill related to this reporting unit. The following table shows our goodwill activity by reporting unit during the periods ending December 31, 2015 and 2014 : 2015 Reporting Unit Beginning Carrying Amount Acquired Goodwill Impairment Charge Ending Carrying Amount FUEL CHEM Technology Segment $ 2,116 $ — $ — $ 2,116 APC Technology Segment — — — — $ 2,116 $ — $ — $ 2,116 2014 Reporting Unit Beginning Carrying Amount Acquired Goodwill Impairment Charge Ending Carrying Amount FUEL CHEM Technology Segment $ 2,116 $ — $ — $ 2,116 APC Technology Segment 18,935 4,465 (23,400 ) — $ 21,051 $ 4,465 $ (23,400 ) $ 2,116 Other Intangible Assets Management reviews other finite-lived intangible assets, which include customer lists and relationships, covenants not to compete, patent assets, trade names, and acquired technologies, for impairment when events or changes in circumstances indicate the carrying amount of an asset or asset group may not be recoverable. In the event that impairment indicators exist, a further analysis is performed and if the sum of the expected undiscounted future cash flows resulting from the use of the asset or asset group is less than the carrying amount of the asset or asset group, an impairment loss equal to the excess of the asset or asset group's carrying value over its fair value is recorded. Management considers historical experience and all available information at the time the estimates of future cash flows are made, however, the actual cash values that could be realized may differ from those that are estimated. In the fourth quarter of 2015, the Company performed an impairment test of the carrying value of our intangible assets to determine whether any impairment existed. The Company determined that the sum of the expected undiscounted cash flows attributable to certain intangible assets was less than its carrying value and that an impairment write-down was required. The impairment loss primarily related to the customer lists acquired in the 2009 acquisition of Advanced Combustion Technology and the 2014 acquisition of PECO. The Company calculated the estimated fair value of the intangible asset by summing the present value of the expected cash flows over its life. The impairment was calculated by deducting the present value of the expected cash flows from the carrying value. This assessment resulted in an impairment write-down of $1,425 , which was included in “Goodwill and intangible assets impairment” in the accompanying Consolidated Statements of Operations for the year ended December 31, 2015. Third-party costs related to the development of patents are included within other intangible assets on the consolidated balance sheets. As of December 31, 2015 and 2014 , the net patent asset balance, excluding patents acquired in business acquisitions, was $1,699 and $1,583 , respectively. The third-party costs capitalized as patent costs during the years ended December 31, 2015 and 2014 were $244 and $376 , respectively. Third-party costs are comprised of legal fees that relate to the review and preparation of patent disclosures and filing fees incurred to present the patents to the required governing body. Our intellectual property portfolio has been a significant building block for the Air Pollution Control and FUEL CHEM technology segments. The patents are essential to the generation of revenue for our businesses and are essential to protect us from competition in the markets in which we serve. These costs are being amortized on the straight-line method over the period beginning with the patent issuance date and ending on the patent expiration date. Patent maintenance fees are charged to operations as incurred. In 2014 we acquired intangible assets as a result of the business acquisitions described in Note 2 in the amount of $5,158 . In addition, we acquired intellectual property rights and know-how that was not part of a business acquisition in the amount of $3,010 related to the CARBONITE ® fuel conversion process that has an estimated useful life of 5 years . Amortization expense for intangible assets was $2,138 , $2,384 and $839 for the years ended December 31, 2015, 2014 and 2013 , respectively. The table below shows the amortization period and other intangible asset cost by intangible asset as of December 31, 2015 and 2014 , and the accumulated amortization and net intangible asset value in total for all other intangible assets. 2015 2014 Description of Other Intangibles Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships 4-15 years $ 3,633 $ (3,114 ) $ 519 $ 5,087 $ (2,690 ) $ 2,397 Trademarks and trade names 4-8 years 441 (382 ) 59 441 (293 ) 148 Patent assets 1-15 years 3,007 (1,210 ) 1,797 2,764 (987 ) 1,777 Acquired technologies 5-8 years 7,515 (2,746 ) 4,769 7,974 (1,832 ) 6,142 Total $ 14,596 $ (7,452 ) $ 7,144 $ 16,266 $ (5,802 ) $ 10,464 The table below shows the estimated future amortization expense for intangible assets: Year Estimated Amortization Expense 2016 $ 1,700 2017 1,374 2018 1,269 2019 1,016 2020 564 Thereafter 1,221 Total $ 7,144 Property and Equipment Property and equipment is stated at historical cost. Provisions for depreciation are computed by the straight-line method, using estimated useful lives that range based on the nature of the asset. Leasehold improvements are depreciated over the shorter of the associated lease term or the estimated useful life of the asset. Depreciation expense was $2,067 , $1,922 , and $2,175 for the years ended December 31, 2015, 2014 and 2013, respectively. The table below shows the depreciable life and cost by asset class as of December 31, 2015 and 2014 , and the accumulated depreciation and net book value in total for all classes of assets. Description of Property and Equipment Depreciable Life 2015 2014 Land $ 1,440 $ 1,440 Building 39 years 4,535 4,535 Building and leasehold improvements 3-39 years 5,102 5,115 Field equipment 3-4 years 19,797 19,796 Computer equipment and software 2-3 years 2,978 3,005 Furniture and fixtures 3-10 years 1,527 1,525 Vehicles 5 years 36 36 Total cost 35,415 35,452 Less accumulated depreciation (23,414 ) (21,925 ) Total net book value $ 12,001 $ 13,527 Property and equipment is reviewed for impairment when events and circumstances indicate that the carrying amount of the assets (or asset group) may not be recoverable. If impairment indicators exists, we perform a more detailed analysis and an impairment loss is recognized when estimated future undiscounted cash flows expected to result from the use of the asset (or asset group) and its eventual disposition are less than the carrying amount. This process of analyzing impairment involves examining the operating condition of individual assets (or asset group) and estimating a fair value based upon current condition, relevant market factors and remaining estimated operational life compared to the asset’s remaining depreciable life. Quoted market prices and other valuation techniques are used to determine expected cash flows. Due to the existence of impairment indicators as more fully described above, we performed a more detailed analysis of potential long-lived asset impairment in the APC technology asset group during the fourth quarter of 2015 using the aforementioned undiscounted cash flows analysis and concluded that no impairment of our fixed assets exists. A significant portion of our property and equipment is comprised of assets deployed at customer locations relating to our FUEL CHEM technology asset group, and due to the shorter-term duration over which this equipment is depreciated, the likelihood of impairment is mitigated. The discontinuation of a FUEL CHEM program at a customer site would most likely result in the re-deployment of all or most of the affected assets to another customer location rather than an impairment. Revenue Recognition Revenues from the sales of chemical products are recorded when title transfers, either at the point of shipment or at the point of destination, depending on the contract with the customer. We utilize the percentage of completion method of accounting for equipment construction and license contracts that are sold within the Air Pollution Control technology segment. Under the percentage of completion method, revenues are recognized as work is performed based on the relationship between actual construction costs incurred and total estimated costs at completion. Construction costs include all direct costs such as materials, labor, subcontracting costs, and indirect costs allocable to the particular contract such as indirect labor, tools and equipment, and supplies. Revisions in completion estimates and contract values are made in the period in which the facts giving rise to the revisions become known and can influence the timing of when revenues are recognized under the percentage of completion method of accounting. Such revisions have historically not had a material effect on the amount of revenue recognized. Provisions are made for estimated losses on uncompleted contracts in the period in which such losses are determined. The completed contract method is used for certain contracts when reasonably dependable estimates of the percentage of completion cannot be made. When the completed contract method is used, revenue and costs are deferred until the contract is substantially complete, which usually occurs upon customer acceptance of the installed product. Cost of Sales Cost of sales includes all internal and external engineering costs, equipment and chemical charges, inbound and outbound freight expenses, internal and site transfer costs, installation charges, purchasing and receiving costs, inspection costs, warehousing costs, project personnel travel expenses and other direct and indirect expenses specifically identified as project- or product line-related, as appropriate (e.g., test equipment depreciation and certain insurance expenses). Certain depreciation and amortization expenses related to tangible and intangible assets, respectively, are allocated to cost of sales. Selling, General and Administrative Expenses Selling, general and administrative expenses primarily include the following categories except where an allocation to the cost of sales line item is warranted due to the project- or product-line nature of a portion of the expense category: salaries and wages, employee benefits, non-project travel, insurance, legal, rent, accounting and auditing, recruiting, telephony, employee training, Board of Directors’ fees, auto rental, office supplies, dues and subscriptions, utilities, real estate taxes, commissions and bonuses, marketing materials, postage and business taxes. Departments comprising the selling, general and administrative line item primarily include the functions of executive management, finance and accounting, investor relations, regulatory affairs, marketing, business development, information technology, human resources, sales, legal and general administration. Distribution Costs We classify shipping and handling costs in cost of sales in the consolidated statements of operations. Income Taxes The provision for income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, the provision for income taxes represents income taxes paid or payable (or received or receivable) for the current year plus the change in deferred taxes during the year. Deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid, and result from differences between the financial and tax bases of our assets and liabilities and are adjusted for changes in tax rates and tax laws when enacted. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. In evaluating the need for a valuation allowance, management considers all potential sources of taxable income, including income available in carryback periods, future reversals of taxable temporary differences, projections of taxable income, and income from tax planning strategies, as well as all available positive and negative evidence. Positive evidence includes factors such as a history of profitable operations, projections of future profitability within the carryforward period, including from tax planning strategies, and our experience with similar operations. Negative evidence includes items such as cumulative losses, projections of future losses, or carryforward periods that are not long enough to allow for the utilization of a deferred tax asset based on existing projections of income. Deferred tax assets for which no valuation allowance is recorded may not be realized upon changes in facts and circumstances. Tax benefits related to uncertain tax positions taken or expected to be taken on a tax return are recorded when such benefits meet a more likely than not threshold. Otherwise, these tax benefits are recorded when a tax position has been effectively settled, which means that the statute of limitation has expired or the appropriate taxing authority has completed their examination even though the statute of limitations remains open. Interest and penalties related to uncertain tax positions are recognized as part of the provision for income taxes and are accrued beginning in the period that such interest and penalties would be applicable under relevant tax law until such time that the related tax benefits are recognized. Stock-Based Compensation Our stock-based employee compensation plan, referred to as the Fuel Tech, Inc. 2014 Long-Term Incentive Plan (Incentive Plan), was adopted in May 2014 and allows for awards to be granted to participants in the form of non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards, and bonuses or other forms of share-based or non-share-based awards or combinations thereof. Participants in the Incentive Plan may be our directors, officers, employees, consultants or advisors (except consultants or advisors in capital-raising transactions) as the directors determine are key to the success of our business. There are a maximum of 4,400,676 shares that may be issued or reserved for awards to participants under the Incentive Plan as of December 31, 2015. Basic and Diluted Earnings per Common Share Basic earnings per share excludes the antidilutive effects of stock options, restricted stock units (RSUs) and the nil coupon non-redeemable convertible unsecured loan notes (see Note 7). Diluted earnings per share includes the dilutive effect of the nil coupon non-redeemable convertible unsecured loan notes, RSUs, and unexercised in-the-money stock options, except in periods of net loss where the effect of these instruments is antidilutive. Out-of-the-money stock options are excluded from diluted earnings per share because they are anti-dilutive. At December 31, 2015, 2014 and 2013, we had outstanding equity awards of 2,068,000 , 1,628,000 and 1,623,000 , respectively, that were antidilutive for the purpose of inclusion in the diluted earnings per share calculation because the exercise prices of the options were greater than the average market price of our common stock. As of December 31, 2015 and 2014, respectively, we had an additional 169,000 and 280,000 equity awards that were antidilutive because of the net loss in the year then ended. These equity awards could potentially dilute basic EPS in future years. The table below sets forth the weighted-average shares used at December 31 in calculating earnings (loss) per share: 2015 2014 2013 Basic weighted-average shares 23,101,000 22,782,000 22,286,000 Conversion of unsecured loan notes — — 7,000 Unexercised options and unvested restricted stock units — — 286,000 Diluted weighted-average shares 23,101,000 22,782,000 22,579,000 Risk Concentrations Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. However, management believes the Company is not exposed to significant credit risk due to the financial position of its primary depository institution where a significant portion of its deposits are held. For the year ended December 31, 2015 , we had one customer which individually represented greater than 10% of revenues. This customer contributed primarily to our FUEL CHEM technology segment and represented 12% of consolidated revenues. We had no customers that accounted for greater than 10% of our current assets as of December 31, 2015 . For the year ended December 31, 2014 , we had two customers which individually represented greater than 10% of revenues. One of these customers contributed primarily to our FUEL CHEM technology segment and represented 20% of consolidated revenues. The other customer contributed to our APC technology segment and represented 11% of our consolidated revenues. We had no customers that accounted for greater than 10% of our current assets as of December 31, 2014 . For the year ended December 31, 2013 , we had two customer which individually represented greater than 10% of revenues. One of these customers contributed primarily to our FUEL CHEM technology segment and represented 14% of consolidated revenues. The other customer contributed to our APC technology segment and represented 18% of our consolidated revenues. We had no customers that accounted for greater than 10% of our current assets as of December 31, 2013 . We control credit risk through requiring milestone payments on long-term contracts, performing ongoing credit evaluations of its customers, and in some cases obtaining security for payment through bank guarantees and letters of credit. Available-for-Sale Marketable Securities At the time of purchase, marketable securities are classified as available-for-sale as management has the intent and ability to hold such securities for an indefinite period of time, but not necessarily to maturity. Any decision to sell available-for-sale securities would be based on various factors, including, but not limited to asset/liability management strategies, changes in interest rates or prepayment risks and liquidity needs. Available-for-sale securities are carried at fair value with unrealized gains and losses, net of related deferred income taxes, recorded in equity as a separate component of other comprehensive income (OCI). Our marketable securities consist of a single equity investment with a fair value of $19 and $36 at December 31, 2015 and December 31, 2014 , respectively. Purchases and sales of securities are recognized on a trade date basis. Realized securities gains or losses are reported in other income/(expense) in the Consolidated Statements of Operations. The cost of securities sold is based on the specific identification method. On a quarterly basis, we make an assessment to determine if there have been any events or circumstances to indicate whether a security with an unrealized loss is impaired on an other-than-temporary (OTTI) basis. This determination requires significant judgment. OTTI is considered to have occurred (1) if management intends to sell the security, (2) if it is more likely than not we will be required to sell the security before recovery of its amortized cost basis; or (3) the present value of the expected cash flows is not sufficient to recover the entire amortized cost basis. The credit-related OTTI, represented by the expected loss in principal, is recognized in non-interest income, while noncredit-related OTTI is recognized in OCI. For securities which we do expect to sell, all OTTI is recognized in earnings. Presentation of OTTI is made in the income statement on a gross basis with a reduction for the amount of OTTI recognized in OCI. Once an other-than-temporary impairment is recorded, when future cash flows can be reasonably estimated, future cash flows are re-allocated between interest and principal cash flows to provide for a level-yield on the security. We have not experienced any other-than-temporary impairments during the periods ended December 31, 2015, 2014 and 2013. Treasury Stock We use the cost method to account for its common stock repurchases. During the years ended December 31, 2015 and 2014 , we withheld 84,486 and 58,649 |
Business Acquisitions (Notes)
Business Acquisitions (Notes) | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Business Acquisitions | BUSINESS ACQUISITIONS On April 30, 2014 Fuel Tech acquired 100% of the capital stock of Cleveland Roll Forming Environmental Division, Inc. d/b/a PECO (“PECO”), and FGC, Inc. ("FGC"), both Ohio corporations. Pursuant to the stock purchase agreements, PECO and FGC became wholly owned subsidiaries of Fuel Tech. Fuel Tech paid to the sellers total net cash consideration of $8,079 , which consisted of the agreed upon purchase price of $8,250 plus a working capital adjustment of $391 , less cash acquired of $562 . The stock purchase agreements contain customary representations, warranties, and indemnities. PECO specializes in electrostatic precipitator (ESP) rebuilds, retrofits and associated products and services. FGC specializes in flue gas conditioning to enhance electrostatic precipitator and fabric filter performance in boilers. These acquisitions broaden our APC product portfolio and grants us immediate access into the fast-growing particulate control market, creating opportunities both domestically and abroad. The PECO and FGC acquisitions are being accounted for using the acquisition method of accounting whereby the total purchase price is allocated to tangible and intangible assets and liabilities based on their estimated fair market values on the date of acquisition. These fair value estimates are based on third party valuations. The fair value of identifiable intangible assets was measured based upon significant inputs that were not observable in the market, and therefore are classified as Level 3. The key assumptions include: (i) management's projection of future cash flows based upon past experience and future expectations, and (ii) an assumed discount rate of 18.5% for PECO and 33.5% for FGC. The following table summarizes the approximate fair values of the assets acquired and liabilities assumed at the date of acquisition and incorporates the measurement period adjustments since they were originally reported in our Form 10-Q for the period ended June 30, 2014. The fair value of the assets and liabilities assumed, and the related tax balances, are based on their estimated fair values as of the acquisition date. As Reported on June 30, 2014 Measurement Adjustments Final Purchase Price Allocation Current assets $ 2,365 $ 26 $ 2,391 Property, plant and equipment 281 (281 ) — Identifiable intangible assets — 5,158 5,158 Current and long-term liabilities assumed (2,035 ) (1,900 ) (3,935 ) Total identifiable net assets acquired 611 3,003 3,614 Goodwill 7,468 (3,003 ) 4,465 Total assets acquired $ 8,079 $ — $ 8,079 The goodwill recorded in connection with the above acquisition is primarily attributable to the strong cash flow expected from the acquisitions as a result of the synergies with our APC technology segment expected to arise after the Company's acquisition of the businesses. However, as a result of factors not related to these acquisitions, all goodwill related to the APC technology segment was written off during 2014, as more fully described in Note 1. The goodwill and identifiable intangibles are not deductible for tax purposes. The fair value assigned to finite lived intangible assets as a result of the acquisitions was as follows: Description Amount Useful Life (Years) Order backlog $ 1,172 1.0 Trademarks 90 2.0 Customer relationships 870 4.0 Developed technology 3,230 7.0 Net assumed contractual obligations (204 ) 1.0 Total identifiable assets acquired $ 5,158 5.3 The following table summarizes the net sales and earnings after income taxes of PECO and FGC since the acquisition date, April 30, 2014 through December 31, 2014, which is included in the consolidated statements of operations for the years ended December 31, 2014: Year Ended December 31, 2014 Revenue $ 4,193 Net income (loss) (120 ) Net loss per Common Share Basic $ — Diluted $ — The following unaudited pro-forma information represents the Company's results of operations as if the acquisition date had occurred on January 1, 2013: Year Ended December 31, 2014 2013 Revenue $ 84,713 $ 122,723 Net income / (loss) (15,596 ) 6,508 Net income / (loss) per Common Share Basic $ (0.68 ) $ 0.29 Diluted $ (0.68 ) $ 0.29 The pro-forma results have been prepared for informational purposes only and include adjustments to eliminate acquisition related expenses of $59 and $0 , amortization of acquired intangible assets with finite lives in the amount of $1,449 and $0 , inter-company transactions resulting in a decrease in pro-forma gross margin of $70 and $500 , and to record the income tax consequences of the pro-forma adjustments resulting in additional pro-forma tax expense of $561 and $242 in the years ended December 31, 2014 and 2013, respectively. These pro-forma results do not purport to be indicative of the results of operations that would have occurred had the purchases been made as of the beginning of the periods presented or of the results of operations that may occur in the future. Transaction costs incurred related to the acquisition were $59 and are included in general and administrative expenses in the Consolidated Statement of Operations for the year ended December 31, 2014. |
Construction Contracts in Progr
Construction Contracts in Progress | 12 Months Ended |
Dec. 31, 2015 | |
LongTermContractsOrProgramsDisclosureTextBlockAbstract | |
Construction Contracts in Progress | CONSTRUCTION CONTRACTS IN PROGRESS The status of contracts in progress as of December 31, 2015 and 2014 is as follows: 2015 2014 Costs incurred on uncompleted contracts $ 94,686 $ 92,190 Estimated earnings 52,246 47,510 Earned revenue 146,932 139,700 Less billings to date (141,478 ) (132,790 ) Total $ 5,454 $ 6,910 Classified as follows: Costs and estimated earnings in excess of billings on uncompleted contracts $ 7,312 $ 9,904 Billings in excess of costs and estimated earnings on uncompleted contracts (1,858 ) (2,994 ) Total $ 5,454 $ 6,910 Costs and estimated earnings in excess of billings on uncompleted contracts are included in accounts receivable on the consolidated balance sheet, while billings in excess of costs and estimated earnings on uncompleted contracts are included in other accrued liabilities on the consolidated balance sheet. As of December 31, 2015 we had two construction contracts in progress that were identified as loss contracts and a provision for losses of $3 was recorded in other accrued liabilities on the consolidated balance sheet. As of December 31, 2014 , we had one construction contract in progress that was identified as a loss contract and a provision for losses of $4 was recorded in other accrued liabilities on the consolidated balance sheet. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
IncomeTaxDisclosureTextBlockAbstract | |
Income Taxes | INCOME TAXES The components of (loss) income before taxes for the years ended December 31 are as follows: Origin of income before taxes 2015 2014 2013 United States $ (9,763 ) $ (25,142 ) $ 6,025 Foreign 1,140 (661 ) 1,840 (Loss) income before taxes $ (8,623 ) $ (25,803 ) $ 7,865 Significant components of income tax (benefit) expense for the years ended December 31 are as follows: 2015 2014 2013 Current: Federal $ (1,155 ) $ 158 $ 1,114 State 14 (34 ) 334 Foreign 120 1,108 836 Total current (1,021 ) 1,232 2,284 Deferred: Federal 4,143 (7,260 ) 642 State 548 (959 ) (78 ) Foreign 87 (1,091 ) (84 ) Total deferred 4,778 (9,310 ) 480 Income tax (benefit) expense $ 3,757 $ (8,078 ) $ 2,764 A reconciliation between the provision for income taxes calculated at the U.S. federal statutory income tax rate and the consolidated income tax expense in the consolidated statements of operations for the years ended December 31 is as follows: 2015 2014 2013 Provision at the U.S. federal statutory rate (34.0 )% (34.0 )% 34.0 % State taxes, net of federal benefit (5.2 )% (3.6 )% 1.9 % Foreign tax rate differential (0.6 )% 0.1 % (2.5 )% Valuation allowance 72.3 % 1.2 % 2.9 % Other true up 7.8 % (0.4 )% (4.2 )% Stock-based compensation — % — % (0.4 )% Intangible assets impairment and other non-deductibles 2.2 % 5.9 % — % Other 1.1 % (0.5 )% 3.4 % Income tax expense (benefit) effective rate 43.6 % (31.3 )% 35.1 % The deferred tax assets and liabilities at December 31 are as follows: 2015 2014 Deferred tax assets: Stock compensation expense $ 3,394 $ 4,631 Goodwill 2,673 3,110 Royalty accruals - BJFT 992 — Bad debt allowance - BJFT 333 — Inter-company interest expense accrual - US tax 476 — Net operating loss carryforwards 1,576 2,006 Credit carry-forwards 359 — Other 637 2,419 Total deferred tax assets 10,440 12,166 Deferred tax liabilities: Depreciation (777 ) (1,096 ) Intangible assets (294 ) (1,156 ) Other (306 ) (306 ) Total deferred tax liabilities (1,377 ) (2,558 ) Net deferred tax asset before valuation allowance 9,063 9,608 Valuation allowances for deferred tax assets (7,832 ) (2,006 ) Net deferred tax asset $ 1,231 $ 7,602 Net deferred tax assets and liabilities are recorded as follows within the consolidated balance sheets: Current assets $ 239 $ 1,953 Long-term assets (liabilities) 992 5,649 Net deferred tax asset $ 1,231 $ 7,602 The change in the valuation allowance for deferred tax assets for the years ended December 31 is as follows: Year Balance at January 1 Charged to costs and expenses (Deductions)/Other Balance at December 31 2013 $ 1,868 — (35 ) $ 1,833 2014 $ 1,833 — 173 $ 2,006 2015 $ 2,006 6,625 (799 ) $ 7,832 For the years ended December 31, 2015, 2014 and 2013 , we recorded tax benefits from the exercise of stock options in the amount of $0 , $7 and $67 , respectively. This amount was recorded as an increase in additional paid-in capital on the consolidated balance sheet and as cash from financing activities on the consolidated statements of cash flows. We also reduced the deferred tax asset related to stock-based compensation by $908 and $379 for fully vested options that expired unexercised and by $421 and $58 for the excess of stock-based compensation over the related tax benefit recognized for restricted stock units that vested during 2015 and 2014 , respectively. These reductions in deferred tax assets were recorded against additional paid-in capital and had no impact on our results from operations. As required by ASC 740, we recognize the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the relevant tax authority. The following table summarizes our unrecognized tax benefit activity (excluding interest and penalties) during the years ended December 31, 2015, 2014 and 2013 : Description 2015 2014 2013 Balance at beginning of period $ 117 $ 65 $ 39 Increases in positions taken in a current period 38 52 65 Decreases due to settlements (15 ) — (39 ) Decreases due to lapse of statute of limitations — — — Balance at end of period $ 140 $ 117 $ 65 We recognize interest and penalties related to unrecognized tax benefits in income tax expense for all periods presented. The amount of interest and penalties that we recognized in income tax expense during the years ended December 31, 2015, 2014 and 2013 was $0 , $0 and $0 , respectively. The total amount of unrecognized tax benefits as of December 31, 2015, 2014 and 2013 , including interest and penalties, was $140 , $117 and $65 , respectively, all of which if ultimately recognized will reduce our annual effective tax rate. None of the unrecognized tax benefit will be recognized into income in 2016 due to the lapsing of statutes of limitations. We are subject to income taxes in the U.S. federal jurisdiction, and various states and foreign jurisdictions. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. With few exceptions, we are no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations by tax authorities for the years before 2012. We underwent examination for federal tax and state of Illinois purposes for the 2010 and 2011 tax years, and any potential tax obligations in those jurisdictions have been settled, or effectively settled, and are no longer subject to tax examination. Management periodically estimates our probable tax obligations using historical experience in tax jurisdictions and informed judgments. There are inherent uncertainties related to the interpretation of tax regulations in the jurisdictions in which we transact business. The judgments and estimates made at a point in time may change based on the outcome of tax audits, as well as changes to or further interpretations of regulations. If such changes take place, there is a risk that the tax rate may increase or decrease in any period. Tax accruals for tax liabilities related to potential changes in judgments and estimates for both federal and state tax issues are included in current liabilities on the consolidated balance sheet. The investment in our foreign subsidiaries is considered to be indefinite in duration and therefore we have not provided a provision for deferred U.S. income taxes on the unremitted earnings from those subsidiaries. A provision has not been established because it is not practicable to determine the amount of unrecognized deferred tax liability for such unremitted foreign earnings and because it is our present intention to reinvest the undistributed earnings indefinitely. As required by ASC 740, a valuation allowance must be established when it is more likely than not that all or a portion of a deferred tax asset will not be realized. At December 31, 2015, we recorded a full valuation allowance of $6,554 on our United States (US) deferred tax assets since we cannot anticipate when or if we will have sufficient taxable income to utilize the deferred tax assets in the future. We have approximately $420 of US net operating loss carryforwards available to offset future US taxable income as of December 31, 2015. The net operating loss carry-forwards related to tax losses generated in prior years in the US begin to expire in 2035. Further, we have tax loss carry-forwards of approximately $4,473 available to offset future foreign income in Italy as of December 31, 2015 . We have recorded a full valuation allowance against the resulting $1,230 deferred tax asset because we cannot anticipate when or if this entity will have taxable income sufficient to utilize the net operating losses in the future. There is no expiration of the net operating loss carry-forwards related to tax losses generated in prior years in Italy. |
Common Shares
Common Shares | 12 Months Ended |
Dec. 31, 2015 | |
CommonSharesTextBlockAbstract | |
Common Shares | COMMON SHARES At December 31, 2015 and 2014, respectively, we had 23,419,008 and 23,027,704 Common Shares issued and 23,167,216 and 22,860,398 outstanding, with an additional 6,715 shares reserved for issuance upon conversion of the nil coupon non-redeemable convertible unsecured loan notes (see Note 7). As of December 31, 2015, we had 4,400,676 shares reserved for issuance upon the exercise or vesting of equity awards, of which 1,191,125 are stock options that are currently exercisable (see Note 8). |
Treasury Stock
Treasury Stock | 12 Months Ended |
Dec. 31, 2015 | |
TreasuryStockTextBlockAbstract | |
Treasury Stock | TREASURY STOCK Common shares held in treasury totaled 251,792 and 167,306 with a cost of $1,042 and $790 at December 31, 2015 and 2014 , respectively. These shares were withheld from employees to settle personal tax withholding obligations that arose as a result of restricted stock units that vested during the current and prior years. |
Nil Coupon Non-Redeemable Conve
Nil Coupon Non-Redeemable Convertible Unsecured Loan Notes | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Nil Coupon Non-Redeemable Convertible Unsecured Loan Notes | NIL COUPON NON-REDEEMABLE CONVERTIBLE UNSECURED LOAN NOTES At December 31, 2015 and 2014 , respectively, we had a principal amount of $76 of nil coupon non-redeemable convertible unsecured perpetual loan notes (the “Loan Notes”) outstanding. The Loan Notes are convertible at any time into Common Shares at rates of $6.50 and $11.43 per share, depending on the note. As of December 31, 2015 , the nil coupon loan notes were convertible into 6,715 common shares. Based on our closing stock price of $1.89 at December 31, 2015 , the aggregate fair value of the common shares that the holders would receive if all the loan notes were converted would be approximately $13 , which is less than the principal amount of the loans outstanding as of that date. The Loan Notes bear no interest and have no maturity date. They are repayable in the event of our dissolution and the holders do not have the option to cash-settle the notes. Accordingly, they have been classified within stockholders’ equity in the accompanying balance sheet. The notes do not hold distribution or voting rights unless and until converted into common shares. In 2015, 2014 and 2013 , there were no Loan Notes repurchased by the Company. DEBT FINANCING On June 30, 2015, we amended our existing revolving credit facility (the Facility) with JPMorgan Chase Bank, N.A (JPM Chase) to extend the maturity date through June 30, 2017 , and we again amended the facility on December 31, 2015 to modify certain covenants. The total borrowing base of the facility is $15,000 and contains a provision to increase the facility up to a total principal amount of $25,000 upon approval from JPM Chase. The Facility is unsecured, bears interest at a rate of LIBOR plus 300 basis points, and has the Company’s Italian subsidiary, Fuel Tech S.r.l., as a guarantor. We are allowed to use this Facility for cash advances and standby letters of credit. As of December 31, 2015 and 2014, there was no outstanding borrowings on the amended credit facilities. The Facility contains several debt covenants with which the Company must comply on a quarterly or annual basis. The Facility requires a minimum trailing-twelve month EBITDA of $500 for quarters ending March 31, 2016 and June 30, 2016; Beginning with the fiscal quarter ending September 30, 2016, the Facility requires a minimum EBITDA for the trailing twelve-month period then ended of not less than $1,000 . EBITDA includes after tax earnings with add backs for interest expense, income taxes, depreciation and amortization, stock-based compensation expense, and other non-cash items. This covenant was waived by our bank through the period ending December 31, 2015. In addition, the Facility requires a minimum working capital requirement of $35,000 , starting as of December 31, 2015. Finally, the Facility has an annual capital expenditure limit of $5,000 . At December 31, 2015 we were in compliance with all active financial covenants specified by the Facility. At December 31, 2015 and 2014 , we had outstanding standby letters of credit and bank guarantees totaling approximately $7,803 and $8,284 , respectively, on our domestic credit facility in connection with contracts in process. We are committed to reimbursing the issuing bank for any payments made by the bank under these instruments. At December 31, 2015 and 2014 , there were no cash borrowings under the domestic revolving credit facility and approximately $7,197 and $6,716 , respectively, was available for future borrowings. We pay a commitment fee of 0.25% per year on the unused portion of the revolving credit facility. On June 26, 2015, our wholly-owned subsidiary, Beijing Fuel Tech Environmental Technologies Company, Ltd. (Beijing Fuel Tech) entered into a new revolving credit facility (the China Facility) agreement with JPM Chase for RMB 35 million (approximately $5,392 ), which expires on June 24, 2016. This new credit facility replaced the previous RMB 35 million facility that expired on June 26, 2015. The facility is unsecured, bears interest at a rate of 125% of the People’s Bank of China (PBOC) Base Rate, and is guaranteed by Fuel Tech. Beijing Fuel Tech can use this facility for cash advances and bank guarantees. As of December 31, 2015, Beijing Fuel Tech had no cash borrowings under the China Facility, and as of December 31, 2014 had borrowings outstanding in the amount of $1,625 . These borrowings were subject to interest rates of approximately 6.8% at December 31, 2015 and 7.0% at December 31, 2014. At December 31, 2015 and 2014 , we had outstanding standby letters of credit and bank guarantees totaling approximately $57 and $336 , respectively, on its Beijing Fuel Tech revolving credit facility in connection with contracts in process. At December 31, 2015 and 2014 , approximately $5,335 and $3,727 was available for future borrowings. In the event of default on either the domestic facility or the China facility, the cross default feature in each allows the lending bank to accelerate the payments of any amounts outstanding and may, under certain circumstances, allow the bank to cancel the facility. If we were unable to obtain a waiver for a breach of covenant and the bank accelerated the payment of any outstanding amounts, such acceleration may cause our cash position to deteriorate or, if cash on hand were insufficient to satisfy the payment due, may require us to obtain alternate financing to satisfy the accelerated payment. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | STOCK-BASED COMPENSATION Under our stock-based employee compensation plan, referred to as the Fuel Tech, Inc. 2014 Long-Term Incentive Plan (Incentive Plan), awards may be granted to participants in the form of Non-Qualified Stock Options, Incentive Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units (“RSUs”), Performance Awards, Bonuses or other forms of share-based or non-share-based awards or combinations thereof. Participants in the Incentive Plan may be our directors, officers, employees, consultants or advisors (except consultants or advisors in capital-raising transactions) as the directors determine are key to the success of our business. There are a maximum of 4,400,676 shares that may be issued or reserved for awards to participants under the Incentive Plan. At December 31, 2015 , we had approximately 1,190,426 equity awards available for issuance under the Incentive Plan. Stock-based compensation is included in selling, general and administrative costs in our consolidated statements of operations. The components of stock-based compensation for the years ended December 31, 2015, 2014 and 2013 were as follows: For the Year Ended December 31, 2015 2014 2013 Stock options $ 194 $ 236 $ (245 ) Restricted stock units 1,615 2,086 2,043 Deferred directors fees — — — Total stock-based compensation expense 1,809 2,322 1,798 Tax benefit of stock-based compensation expense (696 ) (892 ) (671 ) After-tax effect of stock based compensation $ 1,113 $ 1,430 $ 1,127 As of December 31, 2015 , there was $2,432 of total unrecognized compensation cost related to all non-vested share-based compensation arrangements granted under the Incentive Plan. That cost is expected to be recognized over the remaining requisite service period of 1.7 years . Stock Options The stock options granted to employees under the Incentive Plan have a 10 -year life and they vest as follows: 50% after the second anniversary of the award date, 25% after the third anniversary, and the final 25% after the fourth anniversary of the award date. Fuel Tech calculates stock compensation expense for employee option awards based on the grant date fair value of the award, less expected annual forfeitures, and recognizes expense on a straight-line basis over the four -year service period of the award. Stock options granted to members of our Board of Directors vest immediately. Stock compensation for these awards is based on the grant date fair value of the award and is recognized in expense immediately. Fuel Tech uses the Black-Scholes option pricing model to estimate the grant date fair value of employee stock options. The principal variable assumptions utilized in valuing options and the methodology for estimating such model inputs include: (1) risk-free interest rate – an estimate based on the yield of zero–coupon treasury securities with a maturity equal to the expected life of the option; (2) expected volatility – an estimate based on the historical volatility of Fuel Tech’s Common Stock for a period equal to the expected life of the option; and (3) expected life of the option – an estimate based on historical experience including the effect of employee terminations. Based on the results of the model, the weighted-average fair value of the stock options granted during the 12-month periods ended December 31, 2015, 2014 and 2013 , respectively, were $1.54 , $2.20 and $1.79 per share using the following weighted average assumptions: 2015 2014 2013 Expected dividend yield — % — % — % Risk-free interest rate 2.21 % 1.55 % 1.01 % Expected volatility 51.6 % 47.4 % 55.2 % Expected life of option 8.8 years 4.9 years 4.7 years The following table presents a summary of our stock option activity and related information for the years ended December 31: 2015 2014 2013 Number of Options Weighted- Average Exercise Price Number of Options Weighted- Average Exercise Price Number of Options Weighted- Average Exercise Price Outstanding at beginning of year 1,546,500 $ 11.62 1,688,500 $ 11.88 1,914,000 $ 11.38 Granted 126,000 2.44 94,500 5.22 80,000 3.85 Exercised — — (60,000 ) 4.96 (195,000 ) 4.16 Expired or forfeited (481,375 ) 12.04 (176,500 ) 13.01 (110,500 ) 10.93 Outstanding at end of year 1,191,125 $ 10.48 1,546,500 $ 11.62 1,688,500 $ 11.88 Exercisable at end of year 1,191,125 $ 10.48 1,546,500 $ 11.62 1,678,500 $ 11.92 Weighted-average fair value of options granted during the year $ 1.54 $ 2.20 $ 1.79 The following table provides additional information regarding our stock option activity for the 12 months ended December 31, 2015 : Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life Aggregate Intrinsic Value Outstanding on January 1, 2015 1,546,500 $ 11.62 Granted 126,000 2.44 Exercised — — Expired or forfeited (481,375 ) 12.04 Outstanding on December 31, 2015 1,191,125 $ 10.48 4.3 years $ — Exercisable on December 31, 2015 1,191,125 $ 10.48 4.3 years $ — The aggregate intrinsic value in the preceding table represents the total pretax intrinsic value, based on our closing stock price of $1.89 as of December 31, 2015 , which would have been received by the option holders had those options holders exercised their stock options as of that date. The following table summarizes information about stock options outstanding at December 31, 2015 : Options Outstanding Options Exercisable Range of Exercise Prices Number of Options Weighted- Average Remaining Contractual Life Weighted- Average Exercise Price Number of Options Weighted- Average Exercise Price $ 2.44 - $ 2.75 126,000 9.4 years $ 2.44 126,000 $ 2.44 $ 2.76 - $ 5.50 294,500 6.7 years 4.56 294,500 4.56 $ 5.51 - $ 8.26 100,000 4.8 years 7.33 100,000 7.33 $ 8.27 - $11.02 368,750 3.0 years 10.04 368,750 10.04 $11.03 - $13.77 10,000 0.2 years 11.40 10,000 11.40 $13.78 - $16.53 71,000 1.1 years 15.79 71,000 15.79 $16.54 - $19.29 41,250 1.1 years 17.82 41,250 17.82 $19.30 - $22.05 — — — — — $22.06 - $24.80 76,625 1.7 years 22.89 76,625 22.89 $24.81 - $27.57 103,000 1.1 years 25.88 103,000 25.88 $ 2.44 - $27.57 1,191,125 4.3 years $ 10.48 1,191,125 $ 10.48 Non-vested stock option activity for the 12 months ended December 31, 2015 was as follows: Non-Vested Stock Options Outstanding Weighted-Average Grant Date Fair Value Outstanding on January 1, 2015 — $ — Granted 126,000 1.54 Vested (126,000 ) 1.54 Forfeited — — Outstanding on December 31, 2015 — — As of December 31, 2015 , there was $0 of total unrecognized compensation cost related to non-vested stock options granted under the Incentive Plan. Fuel Tech received proceeds from the exercise of stock options of $0 , $297 and $811 in the years ended December 31, 2015, 2014 and 2013 , respectively. The intrinsic value of options exercised in the years ended December 31, 2015, 2014 and 2013 was $0 , $103 and $520 , respectively. It is our policy to issue new shares upon option exercises, loan conversions, and vesting of restricted stock units. We have not used cash and do not anticipate any future use of cash to settle equity instruments granted under share-based payment arrangements. Restricted Stock Units Restricted stock units (RSUs) granted to employees vest over time based on continued service (typically vesting over a period between two and four years). Such time-vested RSUs are valued at the date of grant using the intrinsic value method based on the closing price of the Common Shares on the grant date. Compensation cost, adjusted for estimated forfeitures, is amortized on a straight-line basis over the requisite service period. In addition to the time vested RSUs described above, performance-based RSU agreements (the Agreements) are issued annually to our Executive Chairman; President/Chief Executive Officer; Senior Vice President, Fuel Conversion Marketing; Senior Vice President, Treasurer/Chief Financial Officer; and Senior Vice President, General Counsel and Corporate Secretary. The Agreements provide each participating executive the opportunity to earn three types of awards with each award type specifying a targeted number of RSUs that may be granted to each executive based on either the individual performance of the executive or our relative performance compared to a peer group, as determined by the award type. The Compensation Committee of our Board of Directors (the Committee) determines the extent to which, if any, RSUs will be granted based on the achievement of the applicable performance criteria specified in the Agreement. This determination will be made following the completion of the applicable performance period (each a Determination Date). Such performance based awards include the following: • The first type of award is based on individual performance during the respective calendar year as determined by the Committee based on performance criteria specified in the Agreement. These awards will vest over a three -year period beginning on the Determination Date. We estimated the fair value of these performance-based RSU awards on the date of the Agreement using the trading price of the Company’s stock and our estimate of the probability that the specified performance criteria will be met. The fair value measurement and probability estimate will be re-measured each reporting date until the Determination Date, at which time the final award amount will be known. For these job performance-based awards, we amortize compensation costs over the requisite service period, adjusted for estimated forfeitures, for each separately vesting tranche of the award. • The second type of RSU award contains a targeted number of RSUs to be granted based on our revenue growth relative to a specified peer group during a period of two calendar years. These awards vest 67% on the second anniversary of the Agreement date and 33% on the third anniversary of the Agreement date. We estimated the fair value of these performance-based RSU awards on the Agreement date using the trading price of the Company’s stock and our estimate of the probability that the specified performance criteria will be met. For these revenue growth performance-based awards, we amortize compensation costs over the requisite service period, adjusted for estimated forfeitures, for each separately vesting tranche of the award. • The third type of RSU award contains a targeted number of RSUs to be granted based on the total shareholder return (TSR) of our Common Shares relative to a specified peer group during a period of two calendar years. These awards vest 67% on the second anniversary of the Agreement date and 33% on the third anniversary of the Agreement date. We estimated the fair value of these market-based RSU awards on the Agreement date using a Monte Carlo valuation methodology and amortize the fair value over the requisite service period for each separately vesting tranche of the award. The principal variable assumptions utilized in valuing these RSUs under this valuation methodology include the risk-free interest rate, stock volatility and correlations between our stock price and the stock prices of the peer group of companies. We recorded expense of approximately $1,615 , $2,086 and $2,043 associated with our restricted stock unit awards in 2015, 2014 and 2013 , respectively. At December 31, 2015 there was $2,432 of unrecognized compensation costs related to restricted stock unit awards to be recognized over a weighted average period of 1.7 years. During the years ended December 31, 2015 and 2014 , there were 351,938 and 266,091 restricted stock units that vested with a fair value of $1,821 and $1,553 , respectively. A summary of restricted stock unit activity for the years ended December 31, 2015, 2014 and 2013 is as follows: Shares Weighted Average Grant Date Fair Value Unvested restricted units at January 1, 2013 752,024 6.21 Granted 485,000 4.62 Forfeited (70,070 ) 5.58 Vested (394,938 ) 2.94 Unvested restricted stock units at December 31, 2013 772,016 5.35 Granted 484,450 5.63 Forfeited (13,306 ) 5.27 Vested (266,091 ) 5.84 Unvested restricted stock units at December 31, 2014 977,069 5.36 Granted 789,500 3.33 Forfeited (209,748 ) 4.62 Vested (351,938 ) 5.17 Unvested restricted stock units at December 31, 2015 1,204,883 4.21 Deferred Directors Fees In addition to the Incentive Plan, Fuel Tech has a Deferred Compensation Plan for Directors (Deferred Plan). Under the terms of the Deferred Plan, Directors can elect to defer Directors’ fees for shares of Fuel Tech Common Stock that are issuable at a future date as defined in the agreement. In accordance with ASC 718, Fuel Tech accounts for these awards as equity awards as opposed to liability awards. In 2015, 2014 and 2013 , we recorded $0 , $0 and $0 respectively, of stock-based compensation expense under the Deferred Plan. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Operating Leases We lease office space, automobiles and certain equipment under agreements expiring on various dates through 2020. Future minimum lease payments under non-cancellable operating leases that have initial or remaining lease terms in excess of one year as of December 31, 2015 are as follows: Year of Payment Amount 2016 $ 972 2017 700 2018 382 2019 366 2020 73 Total $ 2,493 For the years ended December 31, 2015, 2014 and 2013 , rent expense, net of related party sub-lease income, approximated $1,166 , $1,041 , and $1,010 , respectively. We are party to a sublease agreement with American Bailey Corporation (ABC) that obligates ABC to reimburse us for its share of lease and lease-related expenses under our February 1, 2010 lease of executive offices in Stamford, Connecticut. Please refer to Note 11 to the consolidated financial statements for a discussion of our relationship with ABC. The future minimum lease income under this non-cancellable sublease as of December 31, 2015 is as follows: Year of Payment Amount 2016 $ 155 2017 155 2018 155 2019 155 2020 — Total $ 620 The terms of the Company’s eight primary lease arrangements are as follows: • The Stamford, Connecticut building lease, for approximately 6,440 square feet, runs from February 1, 2010 to December 31, 2019. The facility houses certain administrative functions such as Investor Relations and certain APC sales functions. • The Beijing, China building lease, for approximately 8,000 square feet, runs from September 1, 2014 to August 31, 2017. This facility serves as the operating headquarters for our Beijing Fuel Tech operation. • The Durham, North Carolina building lease, for approximately 16,000 square feet, runs from May 1, 2014 to April 30, 2017. This facility houses engineering operations. The landlord has exercised an option to terminate the lease effective June 30, 2016. • The Gallarate, Italy building lease, for approximately 1,300 square feet, runs from May 1, 2013 to April 30, 2019. This facility serves as the operating headquarters for our European operations. • The Westlake, Ohio building lease, for approximately 5,000 square feet, runs from May 1, 2014 to April 30, 2017. This facility houses engineering operations. • The Aurora, IL warehouse lease, for approximately 11,000 square feet, runs from September 1, 2013 to December 31, 2020. This facility serves as an outside warehouse facility. • The Overland Park, KS lease, for approximately 600 square feet, runs from October 16, 2015 to October 15, 2018. This facility serves primarily as a sales office. • The Aberdeen Corners, GA lease, for an office suite, runs from June 1, 2015 to May 31, 2017. This facility primarily serves as a sales office. Performance Guarantees The majority of Fuel Tech’s long-term equipment construction contracts contain language guaranteeing that the performance of the system that is being sold to the customer will meet specific criteria. On occasion, performance surety bonds and bank performance guarantees/letters of credit are issued to the customer in support of the construction contracts as follows: • in support of the warranty period defined in the contract; or • in support of the system performance criteria that are defined in the contract. As of December 31, 2015 , we had outstanding bank performance guarantees and letters of credit in the amount of $7,860 and performance surety bonds in the amount of $12,389 in support of equipment construction contracts that have not completed their final acceptance test or that are still operating under a warranty period. The performance guarantees expire in dates ranging from January 2015 through September 2016. The expiration dates may be extended if the project completion dates are extended. Our management believes it is probable that these projects will be successfully completed and that there will not be a material adverse impact on our operations from these bank performance guarantees and letters of credit. As a result, no liability has been recorded for these performance guarantees. Product Warranties We issue a standard product warranty with the sale of our products to customers. Our recognition of warranty liability is based primarily on analyses of warranty claims experience in the preceding years as the nature of our historical product sales for which we offer a warranty are substantially unchanged. This approach provides an aggregate warranty accrual that is historically aligned with actual warranty claims experienced. Changes in the warranty liability in 2015, 2014 and 2013 are summarized below: 2015 2014 2013 Aggregate product warranty liability at beginning of year $ 268 $ 596 $ 776 Net aggregate expense (income) related to product warranties 8 (311 ) (68 ) Aggregate reductions for payments (8 ) (17 ) (112 ) Aggregate product warranty liability at end of year $ 268 $ 268 $ 596 |
Debt Financing
Debt Financing | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt Financing | NIL COUPON NON-REDEEMABLE CONVERTIBLE UNSECURED LOAN NOTES At December 31, 2015 and 2014 , respectively, we had a principal amount of $76 of nil coupon non-redeemable convertible unsecured perpetual loan notes (the “Loan Notes”) outstanding. The Loan Notes are convertible at any time into Common Shares at rates of $6.50 and $11.43 per share, depending on the note. As of December 31, 2015 , the nil coupon loan notes were convertible into 6,715 common shares. Based on our closing stock price of $1.89 at December 31, 2015 , the aggregate fair value of the common shares that the holders would receive if all the loan notes were converted would be approximately $13 , which is less than the principal amount of the loans outstanding as of that date. The Loan Notes bear no interest and have no maturity date. They are repayable in the event of our dissolution and the holders do not have the option to cash-settle the notes. Accordingly, they have been classified within stockholders’ equity in the accompanying balance sheet. The notes do not hold distribution or voting rights unless and until converted into common shares. In 2015, 2014 and 2013 , there were no Loan Notes repurchased by the Company. DEBT FINANCING On June 30, 2015, we amended our existing revolving credit facility (the Facility) with JPMorgan Chase Bank, N.A (JPM Chase) to extend the maturity date through June 30, 2017 , and we again amended the facility on December 31, 2015 to modify certain covenants. The total borrowing base of the facility is $15,000 and contains a provision to increase the facility up to a total principal amount of $25,000 upon approval from JPM Chase. The Facility is unsecured, bears interest at a rate of LIBOR plus 300 basis points, and has the Company’s Italian subsidiary, Fuel Tech S.r.l., as a guarantor. We are allowed to use this Facility for cash advances and standby letters of credit. As of December 31, 2015 and 2014, there was no outstanding borrowings on the amended credit facilities. The Facility contains several debt covenants with which the Company must comply on a quarterly or annual basis. The Facility requires a minimum trailing-twelve month EBITDA of $500 for quarters ending March 31, 2016 and June 30, 2016; Beginning with the fiscal quarter ending September 30, 2016, the Facility requires a minimum EBITDA for the trailing twelve-month period then ended of not less than $1,000 . EBITDA includes after tax earnings with add backs for interest expense, income taxes, depreciation and amortization, stock-based compensation expense, and other non-cash items. This covenant was waived by our bank through the period ending December 31, 2015. In addition, the Facility requires a minimum working capital requirement of $35,000 , starting as of December 31, 2015. Finally, the Facility has an annual capital expenditure limit of $5,000 . At December 31, 2015 we were in compliance with all active financial covenants specified by the Facility. At December 31, 2015 and 2014 , we had outstanding standby letters of credit and bank guarantees totaling approximately $7,803 and $8,284 , respectively, on our domestic credit facility in connection with contracts in process. We are committed to reimbursing the issuing bank for any payments made by the bank under these instruments. At December 31, 2015 and 2014 , there were no cash borrowings under the domestic revolving credit facility and approximately $7,197 and $6,716 , respectively, was available for future borrowings. We pay a commitment fee of 0.25% per year on the unused portion of the revolving credit facility. On June 26, 2015, our wholly-owned subsidiary, Beijing Fuel Tech Environmental Technologies Company, Ltd. (Beijing Fuel Tech) entered into a new revolving credit facility (the China Facility) agreement with JPM Chase for RMB 35 million (approximately $5,392 ), which expires on June 24, 2016. This new credit facility replaced the previous RMB 35 million facility that expired on June 26, 2015. The facility is unsecured, bears interest at a rate of 125% of the People’s Bank of China (PBOC) Base Rate, and is guaranteed by Fuel Tech. Beijing Fuel Tech can use this facility for cash advances and bank guarantees. As of December 31, 2015, Beijing Fuel Tech had no cash borrowings under the China Facility, and as of December 31, 2014 had borrowings outstanding in the amount of $1,625 . These borrowings were subject to interest rates of approximately 6.8% at December 31, 2015 and 7.0% at December 31, 2014. At December 31, 2015 and 2014 , we had outstanding standby letters of credit and bank guarantees totaling approximately $57 and $336 , respectively, on its Beijing Fuel Tech revolving credit facility in connection with contracts in process. At December 31, 2015 and 2014 , approximately $5,335 and $3,727 was available for future borrowings. In the event of default on either the domestic facility or the China facility, the cross default feature in each allows the lending bank to accelerate the payments of any amounts outstanding and may, under certain circumstances, allow the bank to cancel the facility. If we were unable to obtain a waiver for a breach of covenant and the bank accelerated the payment of any outstanding amounts, such acceleration may cause our cash position to deteriorate or, if cash on hand were insufficient to satisfy the payment due, may require us to obtain alternate financing to satisfy the accelerated payment. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS Persons now or formerly associated with American Bailey Corporation (ABC), including our Chairman, currently own approximately 29% of our outstanding Common Shares. On January 1, 2004, we entered into an agreement whereby ABC reimburses us for services that certain employees provide to ABC. In addition, ABC is a sub-lessee under our February 1, 2010 lease of its offices in Stamford, Connecticut, which runs through December 31, 2019. ABC reimburses us for its share of lease and lease-related expenses under the sublease agreement. The Stamford facility houses certain administrative functions. The amounts earned from ABC related to the subleases for the years ended December 31, 2015, 2014 and 2013 , were $155 , $144 and $147 , respectively. The amount due from ABC related to the sublease agreement was $14 , $13 and $13 at December 31, 2015, 2014 and 2013 respectively. |
Defined Contribution Plan
Defined Contribution Plan | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Defined Contribution Plan | DEFINED CONTRIBUTION PLAN We have a retirement savings plan available for all our U.S. employees who have met minimum length-of-service requirements. Our contributions are determined based upon amounts contributed by the employees with additional contributions made at the discretion of the Board of Directors. Costs related to this plan were $433 , $464 and $728 in 2015, 2014 and 2013 , respectively. |
Business Segment, Geographic an
Business Segment, Geographic and Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Business Segment, Geographic and Quarterly Financial Data | BUSINESS SEGMENT, GEOGRAPHIC AND QUARTERLY FINANCIAL DATA Business Segment Financial Data We segregate our financial results into three reportable segments representing three broad technology segments as follows: • The Air Pollution Control technology segment includes technologies to reduce NO x emissions in flue gas from boilers, incinerators, furnaces and other stationary combustion sources. These include Low and Ultra Low NO x Burners (LNB and ULNB), Over-Fire Air (OFA) systems, NO x OUT ® and HERT™ Selective Non-Catalytic Reduction (SNCR) systems, and Advanced Selective Catalytic Reduction (ASCR ™ ) systems. Our ASCR systems include ULNB, OFA, and SNCR components, along with a downsized SCR catalyst, Ammonia Injection Grid (AIG), and Graduated Straightening Grid GSG™ systems to provide high NO x reductions at significantly lower capital and operating costs than conventional SCR systems. The NO x OUT CASCADE ® and NO x OUT-SCR ® processes are more basic, using just SNCR and SCR catalyst components. ULTRA™ technology creates ammonia at a plant site using safe urea for use with any SCR application. Flue Gas Conditioning systems are chemical injection systems offered in markets outside the U.S. and Canada to enhance electrostatic precipitator and fabric filter performance in controlling particulate emissions. • The FUEL CHEM ® technology segment, which uses chemical processes in combination with advanced CFD and CKM boiler modeling, for the control of slagging, fouling, corrosion, opacity and other sulfur trioxide-related issues in furnaces and boilers through the addition of chemicals into the furnace using TIFI ® Targeted In-Furnace Injection™ technology. • The Fuel Conversion segment represents a new business initiative we commenced in 2014. As described in Note 1, we acquired intellectual property rights and know-how related to the CARBONITE® fuel conversion process and technology. This process can convert coals of various grades into value-added products that are high in energy content, carbon-rich and less pollutive. This technology has a number of potential applications including certain coal replacement, electric arc furnace (EAF) reductant, ferro-alloy feedstock, absorbent and Hg reduced carbon stock. During 2015, we have been testing and developing the engineered carbon products for specific markets. We are in the process of evaluating the commercialization of these product offerings with prospective customers and considering alternatives. We have earned no significant revenue other than for test products from perspective customers for the years ended December 31, 2015, 2014 and 2013. The “Other” classification includes those profit and loss items not allocated to either reportable segment. There are no inter-segment sales that require elimination. We evaluate performance and allocate resources based on gross margin by reportable segment. The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies. We do not review assets by reportable segment, but rather, in aggregate for the company as a whole. Information about reporting segment net sales and gross margin are provided below: For the year ended December 31, 2015 Air Pollution Control Segment FUEL CHEM Segment Fuel Conversion Segment Other Total Revenues from external customers $ 43,485 $ 30,179 $ — $ — $ 73,664 Cost of sales (30,612 ) (14,495 ) — — (45,107 ) Gross margin 12,873 15,684 — — 28,557 Selling, general and administrative — — — (31,116 ) (31,116 ) Research and development — — (2,826 ) (1,447 ) (4,273 ) Intangible assets impairment (1,425 ) — — — (1,425 ) Operating (loss) income $ 11,448 $ 15,684 $ (2,826 ) $ (32,563 ) $ (8,257 ) For the year ended December 31, 2014 Air Pollution Control Segment FUEL CHEM Segment Fuel Conversion Segment Other Total Revenues from external customers $ 42,031 $ 36,986 $ — $ — $ 79,017 Cost of sales (26,586 ) (17,303 ) — — (43,889 ) Gross margin 15,445 19,683 — — 35,128 Selling, general and administrative — — — (35,432 ) (35,432 ) Research and development — — (277 ) (1,182 ) (1,459 ) Goodwill impairment (23,400 ) — — — (23,400 ) Operating (loss) income $ (7,955 ) $ 19,683 $ (277 ) $ (36,614 ) $ (25,163 ) For the year ended December 31, 2013 Air Pollution Control Segment FUEL CHEM Segment Other Total Revenues from external customers $ 72,552 $ 36,786 $ — $ 109,338 Cost of sales (45,138 ) (17,383 ) — (62,521 ) Gross margin 27,414 19,403 — 46,817 Selling, general and administrative — — (36,375 ) (36,375 ) Research and development — — (2,442 ) (2,442 ) Operating income $ 27,414 $ 19,403 $ (38,817 ) $ 8,000 Geographic Segment Financial Data Information concerning our operations by geographic area is provided below. Revenues are attributed to countries based on the location of the customer. Assets are those directly associated with operations of the geographic area. For the years ended December 31, 2015 2014 2013 Revenues: United States $ 51,485 $ 50,901 $ 63,275 Foreign 22,179 28,116 46,063 $ 73,664 $ 79,017 $ 109,338 As of December 31, 2015 2014 Assets: United States $ 47,437 $ 64,324 Foreign 28,574 27,147 $ 76,011 $ 91,471 Unaudited Quarterly Financial Data Set forth below are the unaudited quarterly financial data for the fiscal years ended December 31, 2015 and 2014 . For the quarters ended March 31 June 30 September 30 December 31 2015 Revenues $ 15,103 $ 18,683 $ 21,677 $ 18,201 Cost of sales 8,437 11,547 13,829 11,294 Net (loss) income (1,654 ) (1,371 ) (289 ) (9,066 ) Net (loss) income per common share: Basic $ (0.07 ) $ (0.06 ) $ (0.01 ) $ (0.39 ) Diluted $ (0.07 ) $ (0.06 ) $ (0.01 ) $ (0.39 ) 2014 Revenues $ 18,661 $ 20,190 $ 21,482 $ 18,684 Cost of sales 10,810 11,677 11,582 9,820 Net (loss) income (1,086 ) (720 ) 1,192 (17,111 ) Net (loss) income per common share: Basic $ (0.05 ) $ (0.03 ) $ 0.05 $ (0.75 ) Diluted $ (0.05 ) $ (0.03 ) $ 0.05 $ (0.75 ) |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS We apply authoritative accounting guidance for fair value measurements of financial and nonfinancial assets and liabilities. This guidance defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis and clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the standard establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: • Level 1 – Observable inputs to the valuation methodology such as quoted prices in active markets for identical assets or liabilities • Level 2 – Inputs to the valuation methodology including quoted prices for similar assets or liabilities in active markets, quoted prices for identical assets or liabilities in inactive markets, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means • Level 3 – Significant unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own estimates and assumptions or those expected to be used by market participants. Generally, these fair value measures are model-based valuation techniques such as discounted cash flows, option pricing models, and other commonly used valuation techniques The fair value of our marketable securities was $19 and $36 at December 31, 2015 and 2014 , respectively, and was determined using quoted prices in active markets for identical assets (level 1 fair value measurements). Transfers between levels of the fair value hierarchy are recognized based on the actual date of the event or change in circumstances that caused the transfer. We had no assets or liabilities that were valued using level 2 or level 3 inputs and therefore there were no transfers between levels of the fair value hierarchy during the periods ended December 31, 2015 and 2014 . The carrying amount of our short-term debt and revolving line of credit approximates fair value due to its short-term nature and because the amounts outstanding accrue interest at variable market-based rates. The following table summarizes the Company's assets measured at fair value on a non-recurring basis relating to an intangible assets impairment charge recognized during 2015 primarily related to the customer lists acquired in the 2009 acquisition of Advanced Combustion Technology and the 2014 acquisition of PECO in the APC technology segment, as more fully described in Note 1. Level 1 Level 2 Level 3 Impairment Losses Fair Value at December 31, 2015 Other intangible assets, net $ — $ — $ 8,569 $ (1,425 ) $ 7,144 $ — $ — $ 8,569 $ (1,425 ) $ 7,144 The following table summarizes the Company's assets measured at fair value on a non-recurring basis relating to a goodwill impairment charge recognized during 2014 for the full carrying value of goodwill in the APC technology segment, as more fully described in Note 1. Level 1 Level 2 Level 3 Impairment Losses Fair Value at December 31, 2014 Goodwill $ — $ — $ 23,400 $ (23,400 ) $ — $ — $ — $ 23,400 $ (23,400 ) $ — |
Organization and Significant 22
Organization and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements include the accounts of Fuel Tech and its wholly-owned subsidiaries. All intercompany transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company uses estimates in accounting for, among other items, revenue recognition, allowance for doubtful accounts, income tax provisions and warranty expenses. Actual results could differ from those estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying values of cash and cash equivalents, accounts receivable, and accounts payable are reasonable estimates of their fair value due to their short-term nature. The carrying amount of our short-term debt under our revolving line of credit facility approximates fair value due to its short-term nature and because the amount outstanding accrues interest at a variable market-based rate. Our marketable securities are carried at fair value based on quoted market prices in an active market. |
Cash and Cash Equivalents | Cash and Cash Equivalents We include cash and investments having an original maturity of three months or less at the time of acquisition in cash and cash equivalents. We have never incurred realized or unrealized holdings gains or losses on securities classified as cash equivalents. Income resulting from short-term investments is recorded as interest income. |
Foreign Currency Risk Management | Foreign Currency Risk Management Our earnings and cash flows are subject to fluctuations due to changes in foreign currency exchange rates. We do not enter into foreign currency forward contracts or into foreign currency option contracts to manage this risk due to the nature of the transactions involved. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable Accounts receivable consist of amounts due to us in the normal course of our business, are not collateralized, and normally do not bear interest. Accounts receivable includes unbilled receivables, representing costs and estimated earnings in excess of billings on uncompleted contracts under the percentage of completion method. Allowance for Doubtful Accounts The allowance for doubtful accounts is our management's best estimate of the amount of credit losses in accounts receivable. In order to control and monitor the credit risk associated with our customer base, we review the credit worthiness of customers on a recurring basis. Factors influencing the level of scrutiny include the level of business the customer has with Fuel Tech, the customer’s payment history, and the customer’s financial stability. Receivables are considered past due if payment is not received by the date agreed upon with the customer, which is normally 30 days . Representatives of our management team review all past due accounts on a weekly basis to assess collectability. At the end of each reporting period, the allowance for doubtful accounts balance is reviewed relative to management’s collectability assessment and is adjusted if deemed necessary through a corresponding charge or credit to bad debts expense, which is included in selling, general, and administrative expenses in the consolidated statements of operations. Bad debt write-offs are made when management believes it is probable a receivable will not be recovered. |
Inventories | Inventories Inventories consist primarily of spare parts and are stated at the lower of cost or market using the first-in, first-out method. Usage is recorded in cost of sales in the period that parts were issued to a project or used to service equipment. Inventories are periodically evaluated to identify obsolete or otherwise impaired parts and are written off when management determines usage is not probable. |
Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions Assets and liabilities of consolidated foreign subsidiaries are translated into U.S. dollars at exchange rates in effect at year end. Revenues and expenses are translated at average exchange rates prevailing during the year. Gains or losses on foreign currency transactions and the related tax effects are reflected in net income. The resulting translation adjustments are included in stockholders’ equity as part of accumulated other comprehensive income. |
Research and Development | Research and Development Research and development costs are expensed as incurred. Research and development projects funded by customer contracts are reported as part of cost of goods sold. Internally funded research and development expenses are reported as operating expenses. |
Product/System Warranty | Product/System Warranty We typically warrant our air pollution control products and systems against defects in design, materials and workmanship for one to two years. A provision for estimated future costs relating to warranty expense is recorded when the products/systems become commercially operational. |
Goodwill and Other Intangibles | Other Intangible Assets Management reviews other finite-lived intangible assets, which include customer lists and relationships, covenants not to compete, patent assets, trade names, and acquired technologies, for impairment when events or changes in circumstances indicate the carrying amount of an asset or asset group may not be recoverable. In the event that impairment indicators exist, a further analysis is performed and if the sum of the expected undiscounted future cash flows resulting from the use of the asset or asset group is less than the carrying amount of the asset or asset group, an impairment loss equal to the excess of the asset or asset group's carrying value over its fair value is recorded. Management considers historical experience and all available information at the time the estimates of future cash flows are made, however, the actual cash values that could be realized may differ from those that are estimated. In the fourth quarter of 2015, the Company performed an impairment test of the carrying value of our intangible assets to determine whether any impairment existed. The Company determined that the sum of the expected undiscounted cash flows attributable to certain intangible assets was less than its carrying value and that an impairment write-down was required. The impairment loss primarily related to the customer lists acquired in the 2009 acquisition of Advanced Combustion Technology and the 2014 acquisition of PECO. The Company calculated the estimated fair value of the intangible asset by summing the present value of the expected cash flows over its life. The impairment was calculated by deducting the present value of the expected cash flows from the carrying value. This assessment resulted in an impairment write-down of $1,425 , which was included in “Goodwill and intangible assets impairment” in the accompanying Consolidated Statements of Operations for the year ended December 31, 2015. Goodwill Goodwill is not amortized, but is reviewed annually or more frequently if indicators arise, for impairment. Our evaluation of goodwill impairment involves first assessing qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. We may bypass this qualitative assessment, or determine that based on our qualitative assessment considering the totality of events and circumstances including macroeconomic factors, industry and market considerations, current and projected financial performance, a sustained decrease in our share price, or other factors, that additional impairment analysis is necessary. This additional analysis involves comparing the current fair value of our reporting units to their carrying values. We use a discounted cash flow (DCF) model to determine the current fair value of our two reporting units. A number of significant assumptions and estimates are involved in the application of the DCF model to forecast operating cash flows, including markets and market share, sales volumes and prices, costs to produce and working capital changes. Management considers historical experience and all available information at the time the fair values of its reporting units are estimated. However, actual fair values that could be realized in an actual transaction may differ from those used to evaluate the impairment of goodwill. Goodwill is allocated to each of our reporting units, which is defined as an operating segment or one level below an operating segment, upon acquisition after considering the nature of the net assets giving rise to the goodwill and how each reporting unit would enjoy the benefits and synergies of the net assets acquired. Goodwill is also evaluated for impairment at the reporting unit level. We have two reporting units for goodwill evaluation purposes: the FUEL CHEM technology segment and the APC technology segment. There is no goodwill associated with either our APC or Fuel Conversion business segment. . Third-party costs are comprised of legal fees that relate to the review and preparation of patent disclosures and filing fees incurred to present the patents to the required governing body. Our intellectual property portfolio has been a significant building block for the Air Pollution Control and FUEL CHEM technology segments. The patents are essential to the generation of revenue for our businesses and are essential to protect us from competition in the markets in which we serve. These costs are being amortized on the straight-line method over the period beginning with the patent issuance date and ending on the patent expiration date. Patent maintenance fees are charged to operations as incurred. |
Property and Equipment | Property and equipment is reviewed for impairment when events and circumstances indicate that the carrying amount of the assets (or asset group) may not be recoverable. If impairment indicators exists, we perform a more detailed analysis and an impairment loss is recognized when estimated future undiscounted cash flows expected to result from the use of the asset (or asset group) and its eventual disposition are less than the carrying amount. This process of analyzing impairment involves examining the operating condition of individual assets (or asset group) and estimating a fair value based upon current condition, relevant market factors and remaining estimated operational life compared to the asset’s remaining depreciable life. Quoted market prices and other valuation techniques are used to determine expected cash flows. Property and Equipment Property and equipment is stated at historical cost. Provisions for depreciation are computed by the straight-line method, using estimated useful lives that range based on the nature of the asset. Leasehold improvements are depreciated over the shorter of the associated lease term or the estimated useful life of the asset. |
Revenue Recognition | Revenue Recognition Revenues from the sales of chemical products are recorded when title transfers, either at the point of shipment or at the point of destination, depending on the contract with the customer. We utilize the percentage of completion method of accounting for equipment construction and license contracts that are sold within the Air Pollution Control technology segment. Under the percentage of completion method, revenues are recognized as work is performed based on the relationship between actual construction costs incurred and total estimated costs at completion. Construction costs include all direct costs such as materials, labor, subcontracting costs, and indirect costs allocable to the particular contract such as indirect labor, tools and equipment, and supplies. Revisions in completion estimates and contract values are made in the period in which the facts giving rise to the revisions become known and can influence the timing of when revenues are recognized under the percentage of completion method of accounting. Such revisions have historically not had a material effect on the amount of revenue recognized. Provisions are made for estimated losses on uncompleted contracts in the period in which such losses are determined. The completed contract method is used for certain contracts when reasonably dependable estimates of the percentage of completion cannot be made. When the completed contract method is used, revenue and costs are deferred until the contract is substantially complete, which usually occurs upon customer acceptance of the installed product. |
Cost of Sales | Cost of Sales Cost of sales includes all internal and external engineering costs, equipment and chemical charges, inbound and outbound freight expenses, internal and site transfer costs, installation charges, purchasing and receiving costs, inspection costs, warehousing costs, project personnel travel expenses and other direct and indirect expenses specifically identified as project- or product line-related, as appropriate (e.g., test equipment depreciation and certain insurance expenses). Certain depreciation and amortization expenses related to tangible and intangible assets, respectively, are allocated to cost of sales. |
Selling, General and Administrative Expenses | Selling, General and Administrative Expenses Selling, general and administrative expenses primarily include the following categories except where an allocation to the cost of sales line item is warranted due to the project- or product-line nature of a portion of the expense category: salaries and wages, employee benefits, non-project travel, insurance, legal, rent, accounting and auditing, recruiting, telephony, employee training, Board of Directors’ fees, auto rental, office supplies, dues and subscriptions, utilities, real estate taxes, commissions and bonuses, marketing materials, postage and business taxes. Departments comprising the selling, general and administrative line item primarily include the functions of executive management, finance and accounting, investor relations, regulatory affairs, marketing, business development, information technology, human resources, sales, legal and general administration. |
Distribution Costs | Distribution Costs We classify shipping and handling costs in cost of sales in the consolidated statements of operations |
Income Taxes | Income Taxes The provision for income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, the provision for income taxes represents income taxes paid or payable (or received or receivable) for the current year plus the change in deferred taxes during the year. Deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid, and result from differences between the financial and tax bases of our assets and liabilities and are adjusted for changes in tax rates and tax laws when enacted. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. In evaluating the need for a valuation allowance, management considers all potential sources of taxable income, including income available in carryback periods, future reversals of taxable temporary differences, projections of taxable income, and income from tax planning strategies, as well as all available positive and negative evidence. Positive evidence includes factors such as a history of profitable operations, projections of future profitability within the carryforward period, including from tax planning strategies, and our experience with similar operations. Negative evidence includes items such as cumulative losses, projections of future losses, or carryforward periods that are not long enough to allow for the utilization of a deferred tax asset based on existing projections of income. Deferred tax assets for which no valuation allowance is recorded may not be realized upon changes in facts and circumstances. Tax benefits related to uncertain tax positions taken or expected to be taken on a tax return are recorded when such benefits meet a more likely than not threshold. Otherwise, these tax benefits are recorded when a tax position has been effectively settled, which means that the statute of limitation has expired or the appropriate taxing authority has completed their examination even though the statute of limitations remains open. Interest and penalties related to uncertain tax positions are recognized as part of the provision for income taxes and are accrued beginning in the period that such interest and penalties would be applicable under relevant tax law until such time that the related tax benefits are recognized. |
Stock-Based Compensation | Stock-Based Compensation Our stock-based employee compensation plan, referred to as the Fuel Tech, Inc. 2014 Long-Term Incentive Plan (Incentive Plan), was adopted in May 2014 and allows for awards to be granted to participants in the form of non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards, and bonuses or other forms of share-based or non-share-based awards or combinations thereof. Participants in the Incentive Plan may be our directors, officers, employees, consultants or advisors (except consultants or advisors in capital-raising transactions) as the directors determine are key to the success of our business |
Basic and Diluted Earnings per Common Share | Basic and Diluted Earnings per Common Share Basic earnings per share excludes the antidilutive effects of stock options, restricted stock units (RSUs) and the nil coupon non-redeemable convertible unsecured loan notes (see Note 7). Diluted earnings per share includes the dilutive effect of the nil coupon non-redeemable convertible unsecured loan notes, RSUs, and unexercised in-the-money stock options, except in periods of net loss where the effect of these instruments is antidilutive. Out-of-the-money stock options are excluded from diluted earnings per share because they are anti-dilutive. |
Risk Concentration | Risk Concentrations Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. However, management believes the Company is not exposed to significant credit risk due to the financial position of its primary depository institution where a significant portion of its deposits are held. |
Available-for-Sale Marketable Securities | Available-for-Sale Marketable Securities At the time of purchase, marketable securities are classified as available-for-sale as management has the intent and ability to hold such securities for an indefinite period of time, but not necessarily to maturity. Any decision to sell available-for-sale securities would be based on various factors, including, but not limited to asset/liability management strategies, changes in interest rates or prepayment risks and liquidity needs. Available-for-sale securities are carried at fair value with unrealized gains and losses, net of related deferred income taxes, recorded in equity as a separate component of other comprehensive income (OCI). Purchases and sales of securities are recognized on a trade date basis. Realized securities gains or losses are reported in other income/(expense) in the Consolidated Statements of Operations. The cost of securities sold is based on the specific identification method. On a quarterly basis, we make an assessment to determine if there have been any events or circumstances to indicate whether a security with an unrealized loss is impaired on an other-than-temporary (OTTI) basis. This determination requires significant judgment. OTTI is considered to have occurred (1) if management intends to sell the security, (2) if it is more likely than not we will be required to sell the security before recovery of its amortized cost basis; or (3) the present value of the expected cash flows is not sufficient to recover the entire amortized cost basis. The credit-related OTTI, represented by the expected loss in principal, is recognized in non-interest income, while noncredit-related OTTI is recognized in OCI. For securities which we do expect to sell, all OTTI is recognized in earnings. Presentation of OTTI is made in the income statement on a gross basis with a reduction for the amount of OTTI recognized in OCI. Once an other-than-temporary impairment is recorded, when future cash flows can be reasonably estimated, future cash flows are re-allocated between interest and principal cash flows to provide for a level-yield on the security. |
Treasury Stock | Treasury Stock We use the cost method to account for its common stock repurchases. |
Recently Issued and Adopted Accounting Standards | Recently Issued and Adopted Accounting Standards In May 2014, the Financial Accounting Standards Board (FASB) issued ASU 2014-09 "Revenue from Contracts with Customers" (Topic 606). This new accounting guidance on revenue recognition provides for a single five-step model to be applied to all revenue contracts with customers. The new standard also requires additional financial statement disclosures that will enable users to understand the nature, amount, timing and uncertainty of revenue and cash flows relating to customer contracts. In August 2015, the FASB approved a one-year deferral to January 1, 2018. Early adoption is permitted as of the original effective date. The standard may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption. We are currently evaluating the impact of the new guidance on our financial statements and have not yet selected a transition approach to implement the standard. In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory. This new accounting guidance more clearly articulates the requirements for the measurement and disclosure of inventory. Topic 330, Inventory, currently requires an entity to measure inventory at the lower of cost or market. Market could be replacement cost, net realizable value, or net realizable value less an approximately normal profit margin. This new accounting guidance requires the measurement of inventory at lower of cost and net realizable value. ASU 2015-11 will be effective for the Company beginning on January 1, 2017. The adoption of this guidance in not expected to have a material impact on the Company’s consolidated financial statements. In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. The amendments in this Update require that deferred tax liabilities and assets be classified as non-current in a classified statement of financial position. Current accounting principles require an entity to separate deferred income tax liabilities and assets into current and non-current amounts in a classified statement of financial position. ASU 2015-17 will be effective for the Company beginning on January 1, 2017. We are currently evaluating the impact of the new guidance on our financial statements and have not yet selected a transition approach to implement the standard. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). The amendments in this Update increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. ASU 2016-02 will be effective for the Company beginning on January 1, 2019. We are currently evaluating the impact of the new guidance on our financial statements and have not yet selected a transition approach to implement the standard. |
Organization and Significant 23
Organization and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Allowance for Credit Losses on Financing Receivables | The table below sets forth the components of the Allowance for Doubtful Accounts for the years ended December 31. Year Balance at January 1 Provision charged to expense Write-offs / Recoveries Balance at December 31 2013 $ 460 $ 1,175 $ (446 ) $ 1,189 2014 $ 1,189 $ 1,099 $ (366 ) $ 1,922 2015 $ 1,922 $ — $ (150 ) $ 1,772 |
Schedule of Accumulated Other Comprehensive Income (Loss) | The changes in accumulated other comprehensive (loss) income by component were as follows: December 31, 2015 2014 Foreign currency translation Balance at beginning of period $ (471 ) $ 18 Other comprehensive (loss) income: Foreign currency translation adjustments (1) (1,097 ) (489 ) Balance at end of period $ (1,568 ) $ (471 ) Available-for-sale marketable securities Balance at beginning of period $ 23 $ 19 Other comprehensive income (loss): Net unrealized holding gain (loss) (2) (11 ) 4 Deferred income taxes (2) — — Total other comprehensive income (loss) (11 ) 4 Balance at end of period $ 12 $ 23 Total accumulated other comprehensive (loss) income $ (1,556 ) $ (448 ) (1) In all periods presented, there were no tax impacts related to rate changes and no amounts were reclassified to earnings. (2) In all periods presented, there were no realized holding gains or losses and therefore no amounts were reclassified to earnings. |
Schedule of Goodwill | The following table shows our goodwill activity by reporting unit during the periods ending December 31, 2015 and 2014 : 2015 Reporting Unit Beginning Carrying Amount Acquired Goodwill Impairment Charge Ending Carrying Amount FUEL CHEM Technology Segment $ 2,116 $ — $ — $ 2,116 APC Technology Segment — — — — $ 2,116 $ — $ — $ 2,116 2014 Reporting Unit Beginning Carrying Amount Acquired Goodwill Impairment Charge Ending Carrying Amount FUEL CHEM Technology Segment $ 2,116 $ — $ — $ 2,116 APC Technology Segment 18,935 4,465 (23,400 ) — $ 21,051 $ 4,465 $ (23,400 ) $ 2,116 |
Schedule of Finite-Lived Intangible Assets | The table below shows the amortization period and other intangible asset cost by intangible asset as of December 31, 2015 and 2014 , and the accumulated amortization and net intangible asset value in total for all other intangible assets. 2015 2014 Description of Other Intangibles Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships 4-15 years $ 3,633 $ (3,114 ) $ 519 $ 5,087 $ (2,690 ) $ 2,397 Trademarks and trade names 4-8 years 441 (382 ) 59 441 (293 ) 148 Patent assets 1-15 years 3,007 (1,210 ) 1,797 2,764 (987 ) 1,777 Acquired technologies 5-8 years 7,515 (2,746 ) 4,769 7,974 (1,832 ) 6,142 Total $ 14,596 $ (7,452 ) $ 7,144 $ 16,266 $ (5,802 ) $ 10,464 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The table below shows the estimated future amortization expense for intangible assets: Year Estimated Amortization Expense 2016 $ 1,700 2017 1,374 2018 1,269 2019 1,016 2020 564 Thereafter 1,221 Total $ 7,144 |
Property, Plant and Equipment | The table below shows the depreciable life and cost by asset class as of December 31, 2015 and 2014 , and the accumulated depreciation and net book value in total for all classes of assets. Description of Property and Equipment Depreciable Life 2015 2014 Land $ 1,440 $ 1,440 Building 39 years 4,535 4,535 Building and leasehold improvements 3-39 years 5,102 5,115 Field equipment 3-4 years 19,797 19,796 Computer equipment and software 2-3 years 2,978 3,005 Furniture and fixtures 3-10 years 1,527 1,525 Vehicles 5 years 36 36 Total cost 35,415 35,452 Less accumulated depreciation (23,414 ) (21,925 ) Total net book value $ 12,001 $ 13,527 |
Schedule of Earnings Per Share, Basic and Diluted | The table below sets forth the weighted-average shares used at December 31 in calculating earnings (loss) per share: 2015 2014 2013 Basic weighted-average shares 23,101,000 22,782,000 22,286,000 Conversion of unsecured loan notes — — 7,000 Unexercised options and unvested restricted stock units — — 286,000 Diluted weighted-average shares 23,101,000 22,782,000 22,579,000 |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the approximate fair values of the assets acquired and liabilities assumed at the date of acquisition and incorporates the measurement period adjustments since they were originally reported in our Form 10-Q for the period ended June 30, 2014. The fair value of the assets and liabilities assumed, and the related tax balances, are based on their estimated fair values as of the acquisition date. As Reported on June 30, 2014 Measurement Adjustments Final Purchase Price Allocation Current assets $ 2,365 $ 26 $ 2,391 Property, plant and equipment 281 (281 ) — Identifiable intangible assets — 5,158 5,158 Current and long-term liabilities assumed (2,035 ) (1,900 ) (3,935 ) Total identifiable net assets acquired 611 3,003 3,614 Goodwill 7,468 (3,003 ) 4,465 Total assets acquired $ 8,079 $ — $ 8,079 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The fair value assigned to finite lived intangible assets as a result of the acquisitions was as follows: Description Amount Useful Life (Years) Order backlog $ 1,172 1.0 Trademarks 90 2.0 Customer relationships 870 4.0 Developed technology 3,230 7.0 Net assumed contractual obligations (204 ) 1.0 Total identifiable assets acquired $ 5,158 5.3 |
Business Acquisition, Pro Forma Information | The following table summarizes the net sales and earnings after income taxes of PECO and FGC since the acquisition date, April 30, 2014 through December 31, 2014, which is included in the consolidated statements of operations for the years ended December 31, 2014: Year Ended December 31, 2014 Revenue $ 4,193 Net income (loss) (120 ) Net loss per Common Share Basic $ — Diluted $ — The following unaudited pro-forma information represents the Company's results of operations as if the acquisition date had occurred on January 1, 2013: Year Ended December 31, 2014 2013 Revenue $ 84,713 $ 122,723 Net income / (loss) (15,596 ) 6,508 Net income / (loss) per Common Share Basic $ (0.68 ) $ 0.29 Diluted $ (0.68 ) $ 0.29 |
Construction Contracts in Pro25
Construction Contracts in Progress (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
LongTermContractsOrProgramsDisclosureTextBlockAbstract | |
Contracts in Progress | The status of contracts in progress as of December 31, 2015 and 2014 is as follows: 2015 2014 Costs incurred on uncompleted contracts $ 94,686 $ 92,190 Estimated earnings 52,246 47,510 Earned revenue 146,932 139,700 Less billings to date (141,478 ) (132,790 ) Total $ 5,454 $ 6,910 Classified as follows: Costs and estimated earnings in excess of billings on uncompleted contracts $ 7,312 $ 9,904 Billings in excess of costs and estimated earnings on uncompleted contracts (1,858 ) (2,994 ) Total $ 5,454 $ 6,910 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
IncomeTaxDisclosureTextBlockAbstract | |
Schedule of Income before Income Tax, Domestic and Foreign | The components of (loss) income before taxes for the years ended December 31 are as follows: Origin of income before taxes 2015 2014 2013 United States $ (9,763 ) $ (25,142 ) $ 6,025 Foreign 1,140 (661 ) 1,840 (Loss) income before taxes $ (8,623 ) $ (25,803 ) $ 7,865 |
Schedule of Components of Income Tax Expense (Benefit) | Significant components of income tax (benefit) expense for the years ended December 31 are as follows: 2015 2014 2013 Current: Federal $ (1,155 ) $ 158 $ 1,114 State 14 (34 ) 334 Foreign 120 1,108 836 Total current (1,021 ) 1,232 2,284 Deferred: Federal 4,143 (7,260 ) 642 State 548 (959 ) (78 ) Foreign 87 (1,091 ) (84 ) Total deferred 4,778 (9,310 ) 480 Income tax (benefit) expense $ 3,757 $ (8,078 ) $ 2,764 |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation between the provision for income taxes calculated at the U.S. federal statutory income tax rate and the consolidated income tax expense in the consolidated statements of operations for the years ended December 31 is as follows: 2015 2014 2013 Provision at the U.S. federal statutory rate (34.0 )% (34.0 )% 34.0 % State taxes, net of federal benefit (5.2 )% (3.6 )% 1.9 % Foreign tax rate differential (0.6 )% 0.1 % (2.5 )% Valuation allowance 72.3 % 1.2 % 2.9 % Other true up 7.8 % (0.4 )% (4.2 )% Stock-based compensation — % — % (0.4 )% Intangible assets impairment and other non-deductibles 2.2 % 5.9 % — % Other 1.1 % (0.5 )% 3.4 % Income tax expense (benefit) effective rate 43.6 % (31.3 )% 35.1 % |
Schedule of Deferred Tax Assets and Liabilities | The deferred tax assets and liabilities at December 31 are as follows: 2015 2014 Deferred tax assets: Stock compensation expense $ 3,394 $ 4,631 Goodwill 2,673 3,110 Royalty accruals - BJFT 992 — Bad debt allowance - BJFT 333 — Inter-company interest expense accrual - US tax 476 — Net operating loss carryforwards 1,576 2,006 Credit carry-forwards 359 — Other 637 2,419 Total deferred tax assets 10,440 12,166 Deferred tax liabilities: Depreciation (777 ) (1,096 ) Intangible assets (294 ) (1,156 ) Other (306 ) (306 ) Total deferred tax liabilities (1,377 ) (2,558 ) Net deferred tax asset before valuation allowance 9,063 9,608 Valuation allowances for deferred tax assets (7,832 ) (2,006 ) Net deferred tax asset $ 1,231 $ 7,602 |
Schedule of Amounts Recognized in Balance Sheet | Net deferred tax assets and liabilities are recorded as follows within the consolidated balance sheets: Current assets $ 239 $ 1,953 Long-term assets (liabilities) 992 5,649 Net deferred tax asset $ 1,231 $ 7,602 |
Summary of Valuation Allowance | The change in the valuation allowance for deferred tax assets for the years ended December 31 is as follows: Year Balance at January 1 Charged to costs and expenses (Deductions)/Other Balance at December 31 2013 $ 1,868 — (35 ) $ 1,833 2014 $ 1,833 — 173 $ 2,006 2015 $ 2,006 6,625 (799 ) $ 7,832 |
Schedule of Unrecognized Tax Benefits Roll Forward | The following table summarizes our unrecognized tax benefit activity (excluding interest and penalties) during the years ended December 31, 2015, 2014 and 2013 : Description 2015 2014 2013 Balance at beginning of period $ 117 $ 65 $ 39 Increases in positions taken in a current period 38 52 65 Decreases due to settlements (15 ) — (39 ) Decreases due to lapse of statute of limitations — — — Balance at end of period $ 140 $ 117 $ 65 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | The components of stock-based compensation for the years ended December 31, 2015, 2014 and 2013 were as follows: For the Year Ended December 31, 2015 2014 2013 Stock options $ 194 $ 236 $ (245 ) Restricted stock units 1,615 2,086 2,043 Deferred directors fees — — — Total stock-based compensation expense 1,809 2,322 1,798 Tax benefit of stock-based compensation expense (696 ) (892 ) (671 ) After-tax effect of stock based compensation $ 1,113 $ 1,430 $ 1,127 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Method Used | Based on the results of the model, the weighted-average fair value of the stock options granted during the 12-month periods ended December 31, 2015, 2014 and 2013 , respectively, were $1.54 , $2.20 and $1.79 per share using the following weighted average assumptions: 2015 2014 2013 Expected dividend yield — % — % — % Risk-free interest rate 2.21 % 1.55 % 1.01 % Expected volatility 51.6 % 47.4 % 55.2 % Expected life of option 8.8 years 4.9 years 4.7 years |
Schedule of Share-based Compensation, Stock Options, Activity | The following table provides additional information regarding our stock option activity for the 12 months ended December 31, 2015 : Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life Aggregate Intrinsic Value Outstanding on January 1, 2015 1,546,500 $ 11.62 Granted 126,000 2.44 Exercised — — Expired or forfeited (481,375 ) 12.04 Outstanding on December 31, 2015 1,191,125 $ 10.48 4.3 years $ — Exercisable on December 31, 2015 1,191,125 $ 10.48 4.3 years $ — The following table presents a summary of our stock option activity and related information for the years ended December 31: 2015 2014 2013 Number of Options Weighted- Average Exercise Price Number of Options Weighted- Average Exercise Price Number of Options Weighted- Average Exercise Price Outstanding at beginning of year 1,546,500 $ 11.62 1,688,500 $ 11.88 1,914,000 $ 11.38 Granted 126,000 2.44 94,500 5.22 80,000 3.85 Exercised — — (60,000 ) 4.96 (195,000 ) 4.16 Expired or forfeited (481,375 ) 12.04 (176,500 ) 13.01 (110,500 ) 10.93 Outstanding at end of year 1,191,125 $ 10.48 1,546,500 $ 11.62 1,688,500 $ 11.88 Exercisable at end of year 1,191,125 $ 10.48 1,546,500 $ 11.62 1,678,500 $ 11.92 Weighted-average fair value of options granted during the year $ 1.54 $ 2.20 $ 1.79 |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range | The following table summarizes information about stock options outstanding at December 31, 2015 : Options Outstanding Options Exercisable Range of Exercise Prices Number of Options Weighted- Average Remaining Contractual Life Weighted- Average Exercise Price Number of Options Weighted- Average Exercise Price $ 2.44 - $ 2.75 126,000 9.4 years $ 2.44 126,000 $ 2.44 $ 2.76 - $ 5.50 294,500 6.7 years 4.56 294,500 4.56 $ 5.51 - $ 8.26 100,000 4.8 years 7.33 100,000 7.33 $ 8.27 - $11.02 368,750 3.0 years 10.04 368,750 10.04 $11.03 - $13.77 10,000 0.2 years 11.40 10,000 11.40 $13.78 - $16.53 71,000 1.1 years 15.79 71,000 15.79 $16.54 - $19.29 41,250 1.1 years 17.82 41,250 17.82 $19.30 - $22.05 — — — — — $22.06 - $24.80 76,625 1.7 years 22.89 76,625 22.89 $24.81 - $27.57 103,000 1.1 years 25.88 103,000 25.88 $ 2.44 - $27.57 1,191,125 4.3 years $ 10.48 1,191,125 $ 10.48 |
Schedule of Nonvested Share Activity | Non-vested stock option activity for the 12 months ended December 31, 2015 was as follows: Non-Vested Stock Options Outstanding Weighted-Average Grant Date Fair Value Outstanding on January 1, 2015 — $ — Granted 126,000 1.54 Vested (126,000 ) 1.54 Forfeited — — Outstanding on December 31, 2015 — — |
Schedule of Nonvested Restricted Stock Units Activity | A summary of restricted stock unit activity for the years ended December 31, 2015, 2014 and 2013 is as follows: Shares Weighted Average Grant Date Fair Value Unvested restricted units at January 1, 2013 752,024 6.21 Granted 485,000 4.62 Forfeited (70,070 ) 5.58 Vested (394,938 ) 2.94 Unvested restricted stock units at December 31, 2013 772,016 5.35 Granted 484,450 5.63 Forfeited (13,306 ) 5.27 Vested (266,091 ) 5.84 Unvested restricted stock units at December 31, 2014 977,069 5.36 Granted 789,500 3.33 Forfeited (209,748 ) 4.62 Vested (351,938 ) 5.17 Unvested restricted stock units at December 31, 2015 1,204,883 4.21 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum lease payments under non-cancellable operating leases that have initial or remaining lease terms in excess of one year as of December 31, 2015 are as follows: Year of Payment Amount 2016 $ 972 2017 700 2018 382 2019 366 2020 73 Total $ 2,493 |
Schedule of Future Minimum Lease Payments for Capital Leases | The future minimum lease income under this non-cancellable sublease as of December 31, 2015 is as follows: Year of Payment Amount 2016 $ 155 2017 155 2018 155 2019 155 2020 — Total $ 620 |
Schedule of Product Warranty Liability | Changes in the warranty liability in 2015, 2014 and 2013 are summarized below: 2015 2014 2013 Aggregate product warranty liability at beginning of year $ 268 $ 596 $ 776 Net aggregate expense (income) related to product warranties 8 (311 ) (68 ) Aggregate reductions for payments (8 ) (17 ) (112 ) Aggregate product warranty liability at end of year $ 268 $ 268 $ 596 |
Business Segment, Geographic 29
Business Segment, Geographic and Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Information about reporting segment net sales and gross margin are provided below: For the year ended December 31, 2015 Air Pollution Control Segment FUEL CHEM Segment Fuel Conversion Segment Other Total Revenues from external customers $ 43,485 $ 30,179 $ — $ — $ 73,664 Cost of sales (30,612 ) (14,495 ) — — (45,107 ) Gross margin 12,873 15,684 — — 28,557 Selling, general and administrative — — — (31,116 ) (31,116 ) Research and development — — (2,826 ) (1,447 ) (4,273 ) Intangible assets impairment (1,425 ) — — — (1,425 ) Operating (loss) income $ 11,448 $ 15,684 $ (2,826 ) $ (32,563 ) $ (8,257 ) For the year ended December 31, 2014 Air Pollution Control Segment FUEL CHEM Segment Fuel Conversion Segment Other Total Revenues from external customers $ 42,031 $ 36,986 $ — $ — $ 79,017 Cost of sales (26,586 ) (17,303 ) — — (43,889 ) Gross margin 15,445 19,683 — — 35,128 Selling, general and administrative — — — (35,432 ) (35,432 ) Research and development — — (277 ) (1,182 ) (1,459 ) Goodwill impairment (23,400 ) — — — (23,400 ) Operating (loss) income $ (7,955 ) $ 19,683 $ (277 ) $ (36,614 ) $ (25,163 ) For the year ended December 31, 2013 Air Pollution Control Segment FUEL CHEM Segment Other Total Revenues from external customers $ 72,552 $ 36,786 $ — $ 109,338 Cost of sales (45,138 ) (17,383 ) — (62,521 ) Gross margin 27,414 19,403 — 46,817 Selling, general and administrative — — (36,375 ) (36,375 ) Research and development — — (2,442 ) (2,442 ) Operating income $ 27,414 $ 19,403 $ (38,817 ) $ 8,000 |
Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area | Assets are those directly associated with operations of the geographic area. For the years ended December 31, 2015 2014 2013 Revenues: United States $ 51,485 $ 50,901 $ 63,275 Foreign 22,179 28,116 46,063 $ 73,664 $ 79,017 $ 109,338 As of December 31, 2015 2014 Assets: United States $ 47,437 $ 64,324 Foreign 28,574 27,147 $ 76,011 $ 91,471 |
Schedule of Quarterly Financial Information | Set forth below are the unaudited quarterly financial data for the fiscal years ended December 31, 2015 and 2014 . For the quarters ended March 31 June 30 September 30 December 31 2015 Revenues $ 15,103 $ 18,683 $ 21,677 $ 18,201 Cost of sales 8,437 11,547 13,829 11,294 Net (loss) income (1,654 ) (1,371 ) (289 ) (9,066 ) Net (loss) income per common share: Basic $ (0.07 ) $ (0.06 ) $ (0.01 ) $ (0.39 ) Diluted $ (0.07 ) $ (0.06 ) $ (0.01 ) $ (0.39 ) 2014 Revenues $ 18,661 $ 20,190 $ 21,482 $ 18,684 Cost of sales 10,810 11,677 11,582 9,820 Net (loss) income (1,086 ) (720 ) 1,192 (17,111 ) Net (loss) income per common share: Basic $ (0.05 ) $ (0.03 ) $ 0.05 $ (0.75 ) Diluted $ (0.05 ) $ (0.03 ) $ 0.05 $ (0.75 ) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements, Nonrecurring | The following table summarizes the Company's assets measured at fair value on a non-recurring basis relating to an intangible assets impairment charge recognized during 2015 primarily related to the customer lists acquired in the 2009 acquisition of Advanced Combustion Technology and the 2014 acquisition of PECO in the APC technology segment, as more fully described in Note 1. Level 1 Level 2 Level 3 Impairment Losses Fair Value at December 31, 2015 Other intangible assets, net $ — $ — $ 8,569 $ (1,425 ) $ 7,144 $ — $ — $ 8,569 $ (1,425 ) $ 7,144 The following table summarizes the Company's assets measured at fair value on a non-recurring basis relating to a goodwill impairment charge recognized during 2014 for the full carrying value of goodwill in the APC technology segment, as more fully described in Note 1. Level 1 Level 2 Level 3 Impairment Losses Fair Value at December 31, 2014 Goodwill $ — $ — $ 23,400 $ (23,400 ) $ — $ — $ — $ 23,400 $ (23,400 ) $ — |
Organization and Significant 31
Organization and Significant Accounting Policies (Detail) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2014USD ($)shares | Dec. 31, 2015USD ($)customerunitshares | Dec. 31, 2014USD ($)customershares | Dec. 31, 2013USD ($)customershares | Dec. 31, 2012shares | |
Revenues from external customers | $ 73,664,000 | $ 79,017,000 | $ 109,338,000 | ||
Percentage of foreign net income | 30.00% | 36.00% | 42.00% | ||
Unbilled contracts receivable | $ 6,910,000 | $ 5,454,000 | $ 6,910,000 | ||
Bankers acceptance | 2,259,000 | $ 2,144,000 | 2,259,000 | ||
Number of reporting units | unit | 2 | ||||
Impairment of Intangible Assets, Finite-lived | $ 1,425,000 | 0 | $ 0 | ||
Intangible assets impairment | 0 | 23,400,000 | |||
Patents | $ 1,583,000 | 1,699,000 | 1,583,000 | ||
Identifiable intangible assets | 5,158,000 | ||||
Purchases of other intangible assets | $ 0 | 3,010,000 | 0 | ||
Useful Life (Years) | 5 years | ||||
Amortization of intangible assets | $ 2,138,000 | 2,384,000 | 839,000 | ||
Depreciation | $ 2,067,000 | $ 1,922,000 | $ 2,175,000 | ||
Options outstanding (in shares) | shares | 1,546,500 | 1,191,125 | 1,546,500 | 1,688,500 | 1,914,000 |
Antidilutive equity awards (In shares) | shares | 169,000 | 280,000 | |||
Available-for-sale securities | $ 36,000 | $ 19,000 | $ 36,000 | ||
Treasury shares withheld (in shares) | shares | 84,486 | 58,649 | |||
Treasury shares withheld | $ 252,000 | $ 304,000 | $ 447,000 | ||
Sales Revenue, Services, Net | |||||
Number of customers | customer | 1 | 2 | 2 | ||
Concentration risk percentage | 10.00% | 10.00% | 10.00% | ||
Accounts Receivable | |||||
Number of customers | customer | 0 | 0 | 0 | ||
Concentration risk percentage | 10.00% | 10.00% | 10.00% | ||
Capitalized Third-party Costs | |||||
Patents | $ 376,000 | $ 244,000 | $ 376,000 | ||
Minimum | |||||
Warranty period (in years) | 1 year | ||||
Maximum | |||||
Warranty period (in years) | 2 years | ||||
Antidilutive | |||||
Options outstanding (in shares) | shares | 1,628,000 | 2,068,000 | 1,628,000 | 1,623,000 | |
FUEL CHEM Segment | |||||
Revenues from external customers | $ 30,179,000 | $ 36,986,000 | $ 36,786,000 | ||
Impairment of Intangible Assets, Finite-lived | 0 | ||||
Intangible assets impairment | $ 0 | 0 | |||
FUEL CHEM Segment | Sales Revenue, Services, Net | |||||
Concentration risk percentage | 12.00% | ||||
APC Technology Segment | |||||
Intangible assets impairment | $ 23,400,000 | $ 0 | $ 23,400,000 | ||
Customer One | FUEL CHEM Segment | Sales Revenue, Services, Net | |||||
Number of customers | 1 | 1 | |||
Concentration risk percentage | 20.00% | 14.00% | |||
Customer One | APC Technology Segment | Sales Revenue, Services, Net | |||||
Concentration risk percentage | 11.00% | 18.00% | |||
Project and Non-Project | |||||
Unbilled contracts receivable | $ 9,904,000 | 7,312,000 | $ 9,904,000 | ||
Foreign | |||||
Revenues from external customers | $ 22,179,000 | $ 28,116,000 | $ 46,063,000 | ||
Reserved For Issuance Upon Exercise Or Vesting Of Equity Awards | |||||
Number of shares reserved for future issuance | shares | 4,400,676 | ||||
Chinese Subsidiary | |||||
Restricted cash and cash equivalents | $ 5,596,000 | ||||
Italian Subsidiary | |||||
Cash | 1,286,000 | ||||
Carbonette Fuel Conversion Process | |||||
Purchases of other intangible assets | $ 3,010,000 |
Organization and Significant 32
Organization and Significant Accounting Policies - Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance at January 1 | $ 1,922 | $ 1,189 | $ 460 |
Provision charged to expense | 0 | 1,099 | 1,175 |
Write-offs / Recoveries | (150) | (366) | (446) |
Balance at December 31 | $ 1,772 | $ 1,922 | $ 1,189 |
Organization and Significant 33
Organization and Significant Accounting Policies - Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Balance, beginning of period | $ (448) | ||
Total other comprehensive (loss) income | (1,108) | $ (485) | $ 429 |
Balance, end of period | (1,556) | (448) | |
Foreign currency translation | |||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Balance, beginning of period | (471) | 18 | |
Total other comprehensive (loss) income | (1,097) | (489) | |
Balance, end of period | (1,568) | (471) | 18 |
Available-for-sale marketable securities | |||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Balance, beginning of period | 23 | 19 | |
Other comprehensive income (loss): | (11) | 4 | |
Deferred income taxes | 0 | 0 | |
Total other comprehensive (loss) income | (11) | 4 | |
Balance, end of period | 12 | 23 | $ 19 |
Accumulated Other Comprehensive Income (Loss) | |||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Balance, beginning of period | (448) | ||
Balance, end of period | $ (1,556) | $ (448) |
Organization and Significant 34
Organization and Significant Accounting Policies - Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | |||
Beginning Carrying Amount | $ 2,116 | $ 21,051 | |
Acquired Goodwill | 0 | 4,465 | |
Impairment Charge | 0 | (23,400) | |
Ending Carrying Amount | $ 2,116 | 2,116 | 2,116 |
FUEL CHEM Segment | |||
Goodwill [Roll Forward] | |||
Beginning Carrying Amount | 2,116 | 2,116 | |
Acquired Goodwill | 0 | 0 | |
Impairment Charge | 0 | 0 | |
Ending Carrying Amount | 2,116 | 2,116 | 2,116 |
APC Technology Segment | |||
Goodwill [Roll Forward] | |||
Beginning Carrying Amount | 0 | 18,935 | |
Acquired Goodwill | 0 | 4,465 | |
Impairment Charge | (23,400) | 0 | (23,400) |
Ending Carrying Amount | $ 0 | $ 0 | $ 0 |
Organization and Significant 35
Organization and Significant Accounting Policies - Summary of Intangible Asset Activity (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Gross Carrying Amount | $ 14,596 | $ 16,266 |
Accumulated Amortization | (7,452) | (5,802) |
Net Carrying Amount | 7,144 | 10,464 |
Customer relationships | ||
Gross Carrying Amount | 3,633 | 5,087 |
Accumulated Amortization | (3,114) | (2,690) |
Net Carrying Amount | 519 | 2,397 |
Trademarks and trade names | ||
Gross Carrying Amount | 441 | 441 |
Accumulated Amortization | (382) | (293) |
Net Carrying Amount | 59 | 148 |
Patent assets | ||
Gross Carrying Amount | 3,007 | 2,764 |
Accumulated Amortization | (1,210) | (987) |
Net Carrying Amount | 1,797 | 1,777 |
Acquired technologies | ||
Gross Carrying Amount | 7,515 | 7,974 |
Accumulated Amortization | (2,746) | (1,832) |
Net Carrying Amount | $ 4,769 | $ 6,142 |
Minimum | Customer relationships | ||
Amortization Period | 4 years | |
Minimum | Trademarks and trade names | ||
Amortization Period | 4 years | |
Minimum | Patent assets | ||
Amortization Period | 1 year | |
Minimum | Acquired technologies | ||
Amortization Period | 5 years | |
Maximum | Customer relationships | ||
Amortization Period | 15 years | |
Maximum | Trademarks and trade names | ||
Amortization Period | 8 years | |
Maximum | Patent assets | ||
Amortization Period | 15 years | |
Maximum | Acquired technologies | ||
Amortization Period | 8 years |
Organization and Significant 36
Organization and Significant Accounting Policies - Estimated Future Amortization Expense (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accounting Policies [Abstract] | ||
2,016 | $ 1,700 | |
2,017 | 1,374 | |
2,018 | 1,269 | |
2,019 | 1,016 | |
2,020 | 564 | |
Thereafter | 1,221 | |
Net Carrying Amount | $ 7,144 | $ 10,464 |
Organization and Significant 37
Organization and Significant Accounting Policies - Property and Equipment (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Total cost | $ 35,415 | $ 35,452 |
Less accumulated depreciation | (23,414) | (21,925) |
Total net book value | 12,001 | 13,527 |
Land | ||
Total cost | $ 1,440 | 1,440 |
Building | ||
Depreciable Life | 39 years | |
Total cost | $ 4,535 | 4,535 |
Building and leasehold improvements | ||
Total cost | $ 5,102 | 5,115 |
Building and leasehold improvements | Minimum | ||
Depreciable Life | 3 years | |
Building and leasehold improvements | Maximum | ||
Depreciable Life | 39 years | |
Field equipment | ||
Total cost | $ 19,797 | 19,796 |
Field equipment | Minimum | ||
Depreciable Life | 3 years | |
Field equipment | Maximum | ||
Depreciable Life | 4 years | |
Computer equipment and software | ||
Total cost | $ 2,978 | 3,005 |
Computer equipment and software | Minimum | ||
Depreciable Life | 2 years | |
Computer equipment and software | Maximum | ||
Depreciable Life | 3 years | |
Furniture and fixtures | ||
Total cost | $ 1,527 | 1,525 |
Furniture and fixtures | Minimum | ||
Depreciable Life | 3 years | |
Furniture and fixtures | Maximum | ||
Depreciable Life | 10 years | |
Vehicles | ||
Depreciable Life | 5 years | |
Total cost | $ 36 | $ 36 |
Organization and Significant 38
Organization and Significant Accounting Policies - Summary of Earnings (Loss) Per Share (Detail) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accounting Policies [Abstract] | |||
Basic weighted-average shares (in shares) | 23,101 | 22,782 | 22,286 |
Conversion of unsecured loan notes (in shares) | 0 | 0 | 7 |
Unexercised options and unvested restricted stock units (in shares) | 0 | 0 | 286 |
Diluted weighted-average shares (in shares) | 23,101 | 22,782 | 22,579 |
Business Acquisitions Narrative
Business Acquisitions Narrative (Details) - USD ($) $ in Thousands | Apr. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | ||||
Amortization of intangible assets | $ 2,138 | $ 2,384 | $ 839 | |
Income tax expense | 3,757 | (8,078) | $ 2,764 | |
PECO and FGC Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Percentage acquired | 100.00% | |||
Total net consideration | $ 8,079 | |||
Consideration transferred | 8,250 | |||
Adjustment to consideration transferred | 391 | |||
Cash and equivalents | $ 562 | |||
Acquisition related costs | 59 | |||
Cleveland Roll Forming Environmental Division, Inc. d/b/a PECO | ||||
Business Acquisition [Line Items] | ||||
Discount rate (as a percent) | 18.50% | |||
FGC, Inc | ||||
Business Acquisition [Line Items] | ||||
Discount rate (as a percent) | 33.50% | |||
Scenario, Adjustment | PECO and FGC Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Acquisition related costs | 59 | 0 | ||
Amortization of intangible assets | 1,449 | 0 | ||
Costs and expense related parties | 70 | 500 | ||
Income tax expense | $ 561 | $ 242 |
Business Acquisitions Purchase
Business Acquisitions Purchase Price (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | ||||
Identifiable intangible assets | $ 5,158 | |||
Goodwill | $ 2,116 | $ 2,116 | $ 21,051 | |
PECO and FGC Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Current assets | $ 2,391 | |||
Property, plant and equipment | 0 | |||
Identifiable intangible assets | 5,158 | |||
Current and long-term liabilities assumed | (3,935) | |||
Total identifiable net assets acquired | 3,614 | |||
Goodwill | 4,465 | |||
Total assets acquired | 8,079 | |||
Scenario, Previously Reported | PECO and FGC Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Current assets | 2,365 | |||
Property, plant and equipment | 281 | |||
Identifiable intangible assets | 0 | |||
Current and long-term liabilities assumed | (2,035) | |||
Total identifiable net assets acquired | 611 | |||
Goodwill | 7,468 | |||
Total assets acquired | 8,079 | |||
Measurement Adjustments | PECO and FGC Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Current assets | 26 | |||
Property, plant and equipment | (281) | |||
Identifiable intangible assets | 5,158 | |||
Current and long-term liabilities assumed | (1,900) | |||
Total identifiable net assets acquired | 3,003 | |||
Goodwill | (3,003) | |||
Total assets acquired | $ 0 |
Business Acquisitions Acquired
Business Acquisitions Acquired Intangible Assets (Details) - USD ($) $ in Thousands | Apr. 30, 2014 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||
Useful Life (Years) | 5 years | |
PECO and FGC Acquisitions | ||
Business Acquisition [Line Items] | ||
Amount | $ (5,158) | |
Useful Life (Years) | 5 years 3 months 18 days | |
PECO and FGC Acquisitions | Order backlog | ||
Business Acquisition [Line Items] | ||
Amount | $ (1,172) | |
Useful Life (Years) | 1 year | |
PECO and FGC Acquisitions | Trademarks | ||
Business Acquisition [Line Items] | ||
Amount | $ (90) | |
Useful Life (Years) | 2 years | |
PECO and FGC Acquisitions | Customer relationships | ||
Business Acquisition [Line Items] | ||
Amount | $ (870) | |
Useful Life (Years) | 4 years | |
PECO and FGC Acquisitions | Developed technology | ||
Business Acquisition [Line Items] | ||
Amount | $ (3,230) | |
Useful Life (Years) | 7 years | |
PECO and FGC Acquisitions | Net assumed contractual obligations | ||
Business Acquisition [Line Items] | ||
Amount | $ (204) | |
Useful Life (Years) | 1 year |
Business Acquisitions Sales and
Business Acquisitions Sales and Earnings (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Business Acquisition [Line Items] | |||||||||||
Revenue | $ 73,664 | $ 79,017 | $ 109,338 | ||||||||
Net income (loss) | $ (8,623) | $ (25,803) | $ 7,865 | ||||||||
Basic (in dollars per share) | $ (0.39) | $ (0.01) | $ (0.06) | $ (0.07) | $ (0.75) | $ 0.05 | $ (0.03) | $ (0.05) | $ (0.54) | $ (0.78) | $ 0.23 |
Diluted (in dollars per share) | $ (0.39) | $ (0.01) | $ (0.06) | $ (0.07) | $ (0.75) | $ 0.05 | $ (0.03) | $ (0.05) | $ (0.54) | $ (0.78) | $ 0.23 |
PECO and FGC Acquisitions | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Revenue | $ 4,193 | ||||||||||
Net income (loss) | $ (120) | ||||||||||
Basic (in dollars per share) | $ 0 | ||||||||||
Diluted (in dollars per share) | $ 0 |
Business Acquisitions Pro Forma
Business Acquisitions Pro Forma Data (Details) - PECO and FGC Acquisitions - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Business Acquisition [Line Items] | ||
Revenue | $ 84,713 | $ 122,723 |
Net income / (loss) | $ (15,596) | $ 6,508 |
Basic (in dollars per share) | $ (0.68) | $ 0.29 |
Diluted (in dollars per share) | $ (0.68) | $ 0.29 |
Construction Contracts in Pro44
Construction Contracts in Progress (Detail) $ in Thousands | Dec. 31, 2015USD ($)contract | Dec. 31, 2014USD ($)contract |
LongTermContractsOrProgramsDisclosureTextBlockAbstract | ||
Number of contracts | contract | 2 | 1 |
Provision for losses | $ | $ 3 | $ 4 |
Construction Contracts in Pro45
Construction Contracts in Progress - Summary of Contracts in Progress (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Summary of Contracts in Progress [Abstract] | ||
Costs incurred on uncompleted contracts | $ 94,686 | $ 92,190 |
Estimated earnings | 52,246 | 47,510 |
Earned revenue | 146,932 | 139,700 |
Less billings to date | (141,478) | (132,790) |
Total | 5,454 | 6,910 |
Classified as follows: | ||
Costs and estimated earnings in excess of billings on uncompleted contracts | 7,312 | 9,904 |
Billings in excess of costs and estimated earnings on uncompleted contracts | $ (1,858) | $ (2,994) |
Income Taxes (Detail)
Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Tax Benefit from Stock Options Exercised | $ 0 | $ (7) | $ (67) | |
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Share-based Compensation Cost | 3,394 | 4,631 | ||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | 0 | 0 | 0 | |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | 140 | 117 | 65 | |
Deferred Tax Assets, Valuation Allowance | 7,832 | 2,006 | $ 1,833 | $ 1,868 |
Fully Vested Options Expired Unexercised | ||||
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Share-based Compensation Cost | 908 | 379 | ||
Restricted Stock | ||||
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Share-based Compensation Cost | 421 | $ 58 | ||
United States | ||||
Deferred Tax Assets, Valuation Allowance | 6,554 | |||
United States | ||||
Deferred Tax Assets, Operating Loss Carryforwards, Foreign | 420 | |||
ITALY | ||||
Deferred Tax Assets, Operating Loss Carryforwards, Foreign | 4,473 | |||
Deferred Tax Assets, Valuation Allowance | $ 1,230 |
Income Taxes - Components of In
Income Taxes - Components of Income (Loss) Domestic and Foreign (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Components of Income (Loss) Domestic and Foreign [Abstract] | |||
United States | $ (9,763) | $ (25,142) | $ 6,025 |
Foreign | 1,140 | (661) | 1,840 |
(Loss) income before taxes | $ (8,623) | $ (25,803) | $ 7,865 |
Income Taxes - Components of 48
Income Taxes - Components of Income Tax Expense (Benefit) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current: | |||
Federal | $ (1,155) | $ 158 | $ 1,114 |
State | 14 | (34) | 334 |
Foreign | 120 | 1,108 | 836 |
Total current | (1,021) | 1,232 | 2,284 |
Deferred: | |||
Federal | 4,143 | (7,260) | 642 |
State | 548 | (959) | (78) |
Foreign | 87 | (1,091) | (84) |
Total deferred | 4,778 | (9,310) | 480 |
Income tax (benefit) expense | $ 3,757 | $ (8,078) | $ 2,764 |
Income Taxes - Income Tax Rate
Income Taxes - Income Tax Rate Reconciliation (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Rate Reconciliation [Abstract] | |||
Provision at the U.S. federal statutory rate | (34.00%) | (34.00%) | 34.00% |
State taxes, net of federal benefit | (5.20%) | (3.60%) | 1.90% |
Foreign tax rate differential | (0.60%) | 0.10% | (2.50%) |
Valuation allowance | 72.30% | 1.20% | 2.90% |
Other true up | 7.80% | (0.40%) | (4.20%) |
Stock-based compensation | 0.00% | 0.00% | (0.40%) |
Intangible assets impairment and other non-deductibles | 2.20% | 5.90% | 0.00% |
Other | 1.10% | (0.50%) | 3.40% |
Income tax expense (benefit) effective rate | 43.60% | (31.30%) | 35.10% |
Income Taxes - Summary of Defer
Income Taxes - Summary of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Deferred tax assets: | ||||
Stock compensation expense | $ 3,394 | $ 4,631 | ||
Goodwill | 2,673 | 3,110 | ||
Royalty accruals - BJFT | 992 | 0 | ||
Bad debt allowance - BJFT | 333 | 0 | ||
Inter-company interest expense accrual - US tax | 476 | 0 | ||
Other | 637 | 2,419 | ||
Net operating loss carryforwards | 1,576 | 2,006 | ||
Credit carry-forwards | 359 | 0 | ||
Total deferred tax assets | 10,440 | 12,166 | ||
Deferred tax liabilities: | ||||
Depreciation | (777) | (1,096) | ||
Intangible assets | (294) | (1,156) | ||
Other | (306) | (306) | ||
Total deferred tax liabilities | (1,377) | (2,558) | ||
Net deferred tax asset before valuation allowance | 9,063 | 9,608 | ||
Valuation allowances for deferred tax assets | (7,832) | (2,006) | $ (1,833) | $ (1,868) |
Net deferred tax asset | $ 1,231 | $ 7,602 |
Income Taxes - Balance Sheet Cl
Income Taxes - Balance Sheet Classifications of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Balance Sheet Classifications of Deferred Tax Assets and Liabilities [Abstract] | ||
Current assets | $ 239 | $ 1,953 |
Long-term assets (liabilities) | 992 | 5,649 |
Net deferred tax asset | $ 1,231 | $ 7,602 |
Income Taxes - Valuation Allowa
Income Taxes - Valuation Allowances (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at January 1 | $ 2,006 | $ 1,833 | $ 1,868 |
Charged to costs and expenses | 6,625 | 0 | 0 |
(Deductions)/Other | (799) | 173 | (35) |
Balance at December 31 | $ 7,832 | $ 2,006 | $ 1,833 |
Income Taxes - Summary of Unrec
Income Taxes - Summary of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at beginning of period | $ 117 | $ 65 | $ 39 |
Increases in positions taken in a current period | 38 | 52 | 65 |
Decreases due to settlements | (15) | 0 | (39) |
Decreases due to lapse of statute of limitations | 0 | 0 | 0 |
Balance at end of period | $ 140 | $ 117 | $ 65 |
Common Shares (Detail)
Common Shares (Detail) - shares | Dec. 31, 2015 | Dec. 31, 2014 |
Shares issued | 23,419,008 | 23,027,704 |
Shares outstanding | 23,167,216 | 22,860,398 |
Reserved For Issuance Upon Exercise Or Vesting Of Equity Awards | ||
Number of shares reserved for future issuance | 4,400,676 | |
Stock options | Reserved For Issuance Upon Exercise Or Vesting Of Equity Awards | ||
Number of shares reserved for future issuance | 1,191,125 | |
Nil Coupon Perpetual Loan Notes | ||
Number of shares reserved for future issuance | 6,715 |
Treasury Stock (Detail)
Treasury Stock (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
TreasuryStockTextBlockAbstract | ||
Treasury stock, shares | 251,792 | 167,306 |
Treasury stock | $ 1,042 | $ 790 |
Nil Coupon Non-Redeemable Con56
Nil Coupon Non-Redeemable Convertible Unsecured Loan Notes (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015USD ($)shares$ / shares | Dec. 31, 2014USD ($) | |
Debt Instrument [Line Items] | ||
Principal amount | $ | $ 76 | $ 76 |
Number of equity instruments (in shares) | shares | 6,715 | |
Share Price (in dollars per share) | $ 1.89 | |
Carrying amount | $ | $ 13 | |
Minimum | ||
Debt Instrument [Line Items] | ||
Conversion price (in dollars per share) | $ 6.50 | |
Maximum | ||
Debt Instrument [Line Items] | ||
Conversion price (in dollars per share) | $ 11.43 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Number of shares available for grant (in shares) | 1,190,426 | ||
Compensation not yet recognized | $ 2,432 | ||
Period for recognition (in years) | 1 year 8 months | ||
Vesting period (in years) | 10 years | ||
Requisite service period (in years) | 4 years | ||
Weighted-average fair value of options granted during the year (in dollars per share) | $ 1.54 | $ 2.20 | $ 1.79 |
Proceeds from stock options exercised | $ 0 | $ 297 | $ 811 |
Total intrinsic value | $ 0 | $ 103 | 520 |
Vested (in shares) | 351,938 | 266,091 | |
Vested (in dollars per share) | $ 1,821 | $ 1,553 | |
Total stock-based compensation expense | $ 1,809 | 2,322 | 1,798 |
Share Price (in dollars per share) | $ 1.89 | ||
Second Anniversary of Award Date | |||
Percent of options vesting | 50.00% | ||
Third Anniversary of Award Date | |||
Percent of options vesting | 25.00% | ||
Fourth Anniversary of Award Date | |||
Percent of options vesting | 25.00% | ||
Minimum | |||
Vesting period (in years) | 2 years | ||
Maximum | |||
Vesting period (in years) | 4 years | ||
Non-Vested Stock Options | |||
Compensation not yet recognized | $ 0 | ||
Weighted-average fair value of options granted during the year (in dollars per share) | $ 1.54 | ||
The First Type of Restriced Stock Units | |||
Vesting period (in years) | 3 years | ||
The Second Type of Restricted Stock Units | |||
Vesting period (in years) | 2 years | ||
The Second Type of Restricted Stock Units | Second Anniversary of Award Date | |||
Percent of options vesting | 67.00% | ||
The Second Type of Restricted Stock Units | Third Anniversary of Award Date | |||
Percent of options vesting | 33.00% | ||
The Third Type of Restricted Stock Units | |||
Vesting period (in years) | 2 years | ||
The Third Type of Restricted Stock Units | Second Anniversary of Award Date | |||
Percent of options vesting | 67.00% | ||
The Third Type of Restricted Stock Units | Third Anniversary of Award Date | |||
Percent of options vesting | 33.00% | ||
Restricted Stock Units (RSUs) | |||
Compensation not yet recognized | $ 2,432 | ||
Period for recognition (in years) | 1 year 8 months | ||
Total stock-based compensation expense | $ 1,615 | 2,086 | 2,043 |
Deferred directors fees | |||
Total stock-based compensation expense | $ 0 | $ 0 | $ 0 |
Reserved For Issuance Upon Exercise Or Vesting Of Equity Awards | |||
Number of shares reserved for future issuance | 4,400,676 |
Stock-Based Compensation - Comp
Stock-Based Compensation - Components of Stock-Based Compensation (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Total stock-based compensation expense | $ 1,809 | $ 2,322 | $ 1,798 |
Tax benefit of stock-based compensation expense | (696) | (892) | (671) |
After-tax effect of stock based compensation | 1,113 | 1,430 | 1,127 |
Stock options | |||
Total stock-based compensation expense | 194 | 236 | (245) |
Restricted stock units | |||
Total stock-based compensation expense | 1,615 | 2,086 | 2,043 |
Deferred directors fees | |||
Total stock-based compensation expense | $ 0 | $ 0 | $ 0 |
Stock-Based Compensation - Weig
Stock-Based Compensation - Weighted Average Fair Value Assumptions (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Expected dividend yield (as a percent) | 0.00% | 0.00% | 0.00% |
Risk-free interest rate (as a percent) | 2.21% | 1.55% | 1.01% |
Expected volatility (as a percent) | 51.60% | 47.40% | 55.20% |
Expected life of option (years) | 8 years 10 months | 4 years 11 months 10 days | 4 years 8 months 12 days |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Number of Options | |||
Outstanding at beginning of year (in shares) | 1,546,500 | 1,688,500 | 1,914,000 |
Granted (in shares) | 126,000 | 94,500 | 80,000 |
Exercised (in shares) | 0 | (60,000) | (195,000) |
Expired or forfeited (in shares) | (481,375) | (176,500) | (110,500) |
Outstanding at end of year (in shares) | 1,191,125 | 1,546,500 | 1,688,500 |
Exercisable at end of year (in shares) | 1,191,125 | 1,546,500 | 1,678,500 |
Weighted- Average Exercise Price | |||
Outstanding at beginning of year (in dollars per share) | $ 11.62 | $ 11.88 | $ 11.38 |
Granted (in dollars per share) | 2.44 | 5.22 | 3.85 |
Exercised (in dollars per share) | 0 | 4.96 | 4.16 |
Expired or forfeited (in dollars per share) | 12.04 | 13.01 | 10.93 |
Outstanding at end of year (in dollars per share) | 10.48 | 11.62 | 11.88 |
Exercisable at end of year (in dollars per share) | 10.48 | 11.62 | 11.92 |
Weighted-average fair value of options granted during the year (in dollars per share) | $ 1.54 | $ 2.20 | $ 1.79 |
Stock-Based Compensation - St61
Stock-Based Compensation - Stock Option Activity Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Number of Options | |||
Outstanding at beginning of year (in shares) | 1,546,500 | 1,688,500 | 1,914,000 |
Granted (in shares) | 126,000 | 94,500 | 80,000 |
Exercised (in shares) | 0 | (60,000) | (195,000) |
Expired or forfeited (in shares) | (481,375) | (176,500) | (110,500) |
Outstanding at end of year (in shares) | 1,191,125 | 1,546,500 | 1,688,500 |
Exercisable at end of year (in shares) | 1,191,125 | 1,546,500 | 1,678,500 |
Weighted- Average Exercise Price | |||
Outstanding at beginning of year (in dollars per share) | $ 11.62 | $ 11.88 | $ 11.38 |
Granted (in dollars per share) | 2.44 | 5.22 | 3.85 |
Exercised (in dollars per share) | 0 | 4.96 | 4.16 |
Expired or forfeited (in dollars per share) | 12.04 | 13.01 | 10.93 |
Outstanding at end of year (in dollars per share) | 10.48 | 11.62 | 11.88 |
Exercisable at end of year (in dollars per share) | $ 10.48 | $ 11.62 | $ 11.92 |
Weighted- Average Remaining Contractual Term (in years) | |||
Outstanding at end of year | 4 years 3 months | ||
Exercisable at end of year | 4 years 3 months | ||
Aggregate Intrinsic Value | |||
Outstanding at end of year | $ 0 | ||
Exercisable at end of year | $ 0 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Outstanding Stock Options by Exercise Price Range (Detail) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options (in shares) | shares | 1,191,125 |
Weighted- Average Remaining Contractual Life (in years) | 4 years 3 months |
Weighted- Average Exercise Price (in dollars per share) | $ 10.48 |
Number of Options (in shares) | shares | 1,191,125 |
Weighted- Average Exercise Price (in dollars per share) | $ 10.48 |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | 2.44 |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | $ 27.57 |
$ 2.44 - $ 2.75 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options (in shares) | shares | 126,000 |
Weighted- Average Remaining Contractual Life (in years) | 9 years 5 months |
Weighted- Average Exercise Price (in dollars per share) | $ 2.44 |
Number of Options (in shares) | shares | 126,000 |
Weighted- Average Exercise Price (in dollars per share) | $ 2.44 |
$ 2.44 - $ 2.75 | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | 2.44 |
$ 2.44 - $ 2.75 | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | $ 2.75 |
$ 2.76 - $ 5.50 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options (in shares) | shares | 294,500 |
Weighted- Average Remaining Contractual Life (in years) | 6 years 8 months |
Weighted- Average Exercise Price (in dollars per share) | $ 4.56 |
Number of Options (in shares) | shares | 294,500 |
Weighted- Average Exercise Price (in dollars per share) | $ 4.56 |
$ 2.76 - $ 5.50 | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | 2.76 |
$ 2.76 - $ 5.50 | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | $ 5.50 |
$ 5.51 - $ 8.26 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options (in shares) | shares | 100,000 |
Weighted- Average Remaining Contractual Life (in years) | 4 years 9 months |
Weighted- Average Exercise Price (in dollars per share) | $ 7.33 |
Number of Options (in shares) | shares | 100,000 |
Weighted- Average Exercise Price (in dollars per share) | $ 7.33 |
$ 5.51 - $ 8.26 | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | 5.51 |
$ 5.51 - $ 8.26 | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | $ 8.26 |
$ 8.27 - $11.02 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options (in shares) | shares | 368,750 |
Weighted- Average Remaining Contractual Life (in years) | 3 years |
Weighted- Average Exercise Price (in dollars per share) | $ 10.04 |
Number of Options (in shares) | shares | 368,750 |
Weighted- Average Exercise Price (in dollars per share) | $ 10.04 |
$ 8.27 - $11.02 | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | 8.27 |
$ 8.27 - $11.02 | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | $ 11.02 |
$11.03 - $13.77 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options (in shares) | shares | 10,000 |
Weighted- Average Remaining Contractual Life (in years) | 2 months |
Weighted- Average Exercise Price (in dollars per share) | $ 11.40 |
Number of Options (in shares) | shares | 10,000 |
Weighted- Average Exercise Price (in dollars per share) | $ 11.40 |
$11.03 - $13.77 | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | 11.03 |
$11.03 - $13.77 | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | $ 13.77 |
$13.78 - $16.53 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options (in shares) | shares | 71,000 |
Weighted- Average Remaining Contractual Life (in years) | 1 year 1 month |
Weighted- Average Exercise Price (in dollars per share) | $ 15.79 |
Number of Options (in shares) | shares | 71,000 |
Weighted- Average Exercise Price (in dollars per share) | $ 15.79 |
$13.78 - $16.53 | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | 13.78 |
$13.78 - $16.53 | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | $ 16.53 |
$16.54 - $19.29 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options (in shares) | shares | 41,250 |
Weighted- Average Remaining Contractual Life (in years) | 1 year 1 month |
Weighted- Average Exercise Price (in dollars per share) | $ 17.82 |
Number of Options (in shares) | shares | 41,250 |
Weighted- Average Exercise Price (in dollars per share) | $ 17.82 |
$16.54 - $19.29 | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | 16.54 |
$16.54 - $19.29 | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | $ 19.29 |
$19.30 - $22.05 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options (in shares) | shares | 0 |
Weighted- Average Exercise Price (in dollars per share) | $ 0 |
Number of Options (in shares) | shares | 0 |
Weighted- Average Exercise Price (in dollars per share) | $ 0 |
$19.30 - $22.05 | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | 19.30 |
$19.30 - $22.05 | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | $ 22.05 |
$22.06 - $24.80 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options (in shares) | shares | 76,625 |
Weighted- Average Remaining Contractual Life (in years) | 1 year 8 months |
Weighted- Average Exercise Price (in dollars per share) | $ 22.89 |
Number of Options (in shares) | shares | 76,625 |
Weighted- Average Exercise Price (in dollars per share) | $ 22.89 |
$22.06 - $24.80 | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | 22.06 |
$22.06 - $24.80 | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | $ 24.80 |
$24.81 - $27.57 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options (in shares) | shares | 103,000 |
Weighted- Average Remaining Contractual Life (in years) | 1 year 1 month |
Weighted- Average Exercise Price (in dollars per share) | $ 25.88 |
Number of Options (in shares) | shares | 103,000 |
Weighted- Average Exercise Price (in dollars per share) | $ 25.88 |
$24.81 - $27.57 | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | 24.81 |
$24.81 - $27.57 | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices (in dollars per share) | $ 27.57 |
Stock-Based Compensation - Non-
Stock-Based Compensation - Non-vested Stock Option Activity (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Number of Options | |||
Outstanding at beginning of year (in shares) | 1,546,500 | 1,688,500 | 1,914,000 |
Granted (in shares) | 126,000 | 94,500 | 80,000 |
Outstanding at end of year (in shares) | 1,191,125 | 1,546,500 | 1,688,500 |
Weighted- Average Exercise Price | |||
Granted (in dollars per share) | $ 1.54 | $ 2.20 | $ 1.79 |
Non-Vested Stock Options | |||
Number of Options | |||
Outstanding at beginning of year (in shares) | 0 | ||
Granted (in shares) | 126,000 | ||
Vested (in shares) | (126,000) | ||
Forfeited (in shares) | 0 | ||
Outstanding at end of year (in shares) | 0 | 0 | |
Weighted- Average Exercise Price | |||
Outstanding at beginning of year (in dollars per share) | $ 0 | ||
Granted (in dollars per share) | 1.54 | ||
Vested (in dollars per share) | 1.54 | ||
Forfeited (in dollars per share) | 0 | ||
Outstanding at end of year (in dollars per share) | $ 0 | $ 0 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Unit Activity (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Shares | |||
Vested (in shares) | (351,938) | (266,091) | |
Restricted Stock | |||
Shares | |||
Balance at beginning of year (in shares) | 977,069 | 772,016 | 752,024 |
Granted (in shares) | 789,500 | 484,450 | 485,000 |
Forfeited (in shares) | (209,748) | (13,306) | (70,070) |
Vested (in shares) | (351,938) | (266,091) | (394,938) |
Balance at end of year (in shares) | 1,204,883 | 977,069 | 772,016 |
Weighted Average Grant Date Fair Value | |||
Balance at beginning of year (in dollars per share) | $ 5.36 | $ 5.35 | $ 6.21 |
Granted (in dollars per share) | 3.33 | 5.63 | 4.62 |
Forfeited (in dollars per share) | 4.62 | 5.27 | 5.58 |
Vested (in dollars per share) | 5.17 | 5.84 | 2.94 |
Balance at end of year (in dollars per share) | $ 4.21 | $ 5.36 | $ 5.35 |
Commitments and Contingencies65
Commitments and Contingencies (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015USD ($)ft²lease_arrangement | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Number Of Lease Arrangements | lease_arrangement | 8 | ||
Operating lease rent expense | $ | $ 1,166 | $ 1,041 | $ 1,010 |
Equipment Construction Contracts | Performance Guarantee | |||
Other commitment | $ | 7,860 | ||
Equipment Construction Contracts | Surety Bond | |||
Other commitment | $ | $ 12,389 | ||
Gallarate, Italy | Office Building | |||
Area of property (in square feet) | 1,300 | ||
Westlake, Ohio | Office Building | |||
Area of property (in square feet) | 5,000 | ||
Aurora Illinois | Office Building | |||
Area of property (in square feet) | 11,000 | ||
Durham, North Carolina | Office Building | |||
Area of property (in square feet) | 16,000 | ||
Beijing, China | Office Building | |||
Area of property (in square feet) | 8,000 | ||
Stamford, Connecticut | Office Building | |||
Area of property (in square feet) | 6,440 | ||
Overland Park | Office Building | |||
Area of property (in square feet) | 600 |
Commitments and Contingencies -
Commitments and Contingencies - Minimum Future Operating Lease Obligations (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,016 | $ 972 |
2,017 | 700 |
2,018 | 382 |
2,019 | 366 |
2,020 | 73 |
Total | $ 2,493 |
Commitments and Contingencies67
Commitments and Contingencies - Future Minimum Lease Income (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,016 | $ 155 |
2,017 | 155 |
2,018 | 155 |
2,019 | 155 |
2,020 | 0 |
Total | $ 620 |
Commitments and Contingencies68
Commitments and Contingencies - Warranty Liability (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | |||
Aggregate product warranty liability at beginning of year | $ 268 | $ 596 | $ 776 |
Net aggregate expense (income) related to product warranties | 8 | (311) | (68) |
Aggregate reductions for payments | (8) | (17) | (112) |
Aggregate product warranty liability at end of year | $ 268 | $ 268 | $ 596 |
Debt Financing (Detail)
Debt Financing (Detail) | Jun. 30, 2014 | Dec. 31, 2015USD ($) | Jun. 26, 2015USD ($) | Jun. 26, 2015CNY (¥) | Dec. 31, 2014USD ($) | Jun. 28, 2013CNY (¥) |
Short-term debt | $ 0 | $ 1,625,000 | ||||
Annual capital expenditure limit | 5,000,000 | |||||
Amount of letters of credit outstanding | 7,803,000 | 8,284,000 | ||||
Remaining borrowing capacity | $ 7,197,000 | 6,716,000 | ||||
Commitment fee (as a percent) | 0.25% | |||||
Amended Amount | ||||||
Maximum borrowing capacity | $ 15,000,000 | |||||
Amount Available for Increase Upon Approval of Lender | ||||||
Maximum borrowing capacity | 25,000,000 | |||||
China Facility | ||||||
Maximum borrowing capacity | $ 5,392,000 | ¥ 35,000,000 | ¥ 35,000,000 | |||
Amount of letters of credit outstanding | 57,000 | 336,000 | ||||
Remaining borrowing capacity | $ 5,335,000 | $ 3,727,000 | ||||
People's Bank of China Base Rate | China Facility | ||||||
Basis spread (as a percent) | 125.00% | |||||
Maximum | ||||||
Basis spread (as a percent) | 300.00% | |||||
China Facility | ||||||
Interest rate at period end (as a percent) | 6.80% | 7.00% | ||||
Debt Instrument, Redemption, Period One | Revolving Credit Facility | ||||||
Debt Instrument, Covenant, Minimum EBITDA | $ 500,000 | |||||
Debt Instrument, Redemption, Period Two | Revolving Credit Facility | ||||||
Debt Instrument, Covenant, Minimum Working Capital | 35,000,000 | |||||
Debt Instrument, Covenant, Minimum EBITDA | $ 1,000,000 |
Related Party Transactions (Det
Related Party Transactions (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Related Party Transactions [Abstract] | |||
Ownership percentage | 29.00% | ||
Revenues | $ 155 | $ 144 | $ 147 |
Due from related parties | $ 14 | $ 13 | $ 13 |
Defined Contribution Plan (Deta
Defined Contribution Plan (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Compensation and Retirement Disclosure [Abstract] | |||
Costs related to plan | $ 433 | $ 464 | $ 728 |
Business Segment, Geographic 72
Business Segment, Geographic and Quarterly Financial Data (Detail) | 12 Months Ended |
Dec. 31, 2015segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Business Segment, Geographic 73
Business Segment, Geographic and Quarterly Financial Data - Reporting Segment Net Sales and Gross Margin (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues from external customers | $ 73,664,000 | $ 79,017,000 | $ 109,338,000 |
Cost of sales | (45,107,000) | (43,889,000) | (62,521,000) |
Gross margin | 28,557,000 | 35,128,000 | 46,817,000 |
Selling, general and administrative | (31,116,000) | (35,432,000) | (36,375,000) |
Research and development | (4,273,000) | (1,459,000) | (2,442,000) |
Intangible assets impairment | (1,425,000) | 0 | 0 |
Goodwill impairment | 0 | (23,400,000) | |
Operating (loss) income | (8,257,000) | (25,163,000) | 8,000,000 |
Air Pollution Control Segment | |||
Revenues from external customers | 43,485,000 | 42,031,000 | 72,552,000 |
Cost of sales | (30,612,000) | (26,586,000) | (45,138,000) |
Gross margin | 12,873,000 | 15,445,000 | 27,414,000 |
Selling, general and administrative | 0 | 0 | 0 |
Research and development | 0 | 0 | 0 |
Intangible assets impairment | (1,425,000) | ||
Goodwill impairment | (23,400,000) | ||
Operating (loss) income | 11,448,000 | (7,955,000) | 27,414,000 |
FUEL CHEM Segment | |||
Revenues from external customers | 30,179,000 | 36,986,000 | 36,786,000 |
Cost of sales | (14,495,000) | (17,303,000) | (17,383,000) |
Gross margin | 15,684,000 | 19,683,000 | 19,403,000 |
Selling, general and administrative | 0 | 0 | 0 |
Research and development | 0 | 0 | 0 |
Intangible assets impairment | 0 | ||
Goodwill impairment | 0 | 0 | |
Operating (loss) income | 15,684,000 | 19,683,000 | 19,403,000 |
Fuel Conversion Segment | |||
Revenues from external customers | 0 | 0 | |
Cost of sales | 0 | 0 | |
Gross margin | 0 | 0 | |
Selling, general and administrative | 0 | 0 | |
Research and development | (2,826,000) | (277,000) | |
Intangible assets impairment | 0 | ||
Goodwill impairment | 0 | ||
Operating (loss) income | (2,826,000) | (277,000) | |
Other | |||
Revenues from external customers | 0 | 0 | 0 |
Cost of sales | 0 | 0 | 0 |
Gross margin | 0 | 0 | 0 |
Selling, general and administrative | (31,116,000) | (35,432,000) | (36,375,000) |
Research and development | (1,447,000) | (1,182,000) | (2,442,000) |
Intangible assets impairment | 0 | ||
Goodwill impairment | 0 | ||
Operating (loss) income | $ (32,563,000) | $ (36,614,000) | $ (38,817,000) |
Business Segment, Geographic 74
Business Segment, Geographic and Quarterly Financial Data - Operations by Geographic Area (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues: | |||
Revenues | $ 73,664 | $ 79,017 | $ 109,338 |
Assets | |||
Assets: | 76,011 | 91,471 | |
United States | |||
Revenues: | |||
Revenues | 51,485 | 50,901 | 63,275 |
Assets | |||
Assets: | 47,437 | 64,324 | |
Foreign | |||
Revenues: | |||
Revenues | 22,179 | 28,116 | $ 46,063 |
Assets | |||
Assets: | $ 28,574 | $ 27,147 |
Business Segment, Geographic 75
Business Segment, Geographic and Quarterly Financial Data - Summary of Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting [Abstract] | |||||||||||
Revenues | $ 18,201 | $ 21,677 | $ 18,683 | $ 15,103 | $ 18,684 | $ 21,482 | $ 20,190 | $ 18,661 | |||
Cost of sales | 11,294 | 13,829 | 11,547 | 8,437 | 9,820 | 11,582 | 11,677 | 10,810 | |||
Net (loss) income | $ (9,066) | $ (289) | $ (1,371) | $ (1,654) | $ (17,111) | $ 1,192 | $ (720) | $ (1,086) | $ (12,380) | $ (17,725) | $ 5,101 |
Net (loss) income per common share: | |||||||||||
Basic (in dollars per share) | $ (0.39) | $ (0.01) | $ (0.06) | $ (0.07) | $ (0.75) | $ 0.05 | $ (0.03) | $ (0.05) | $ (0.54) | $ (0.78) | $ 0.23 |
Diluted (in dollars per share) | $ (0.39) | $ (0.01) | $ (0.06) | $ (0.07) | $ (0.75) | $ 0.05 | $ (0.03) | $ (0.05) | $ (0.54) | $ (0.78) | $ 0.23 |
Fair Value Measurements (Detail
Fair Value Measurements (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value Disclosures [Abstract] | ||
Marketable Securities, Current | $ 19 | $ 36 |
APC Technology Segment | Fair Value, Measurements, Nonrecurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 7,144 | 0 |
Impairment Losses | (1,425) | (23,400) |
APC Technology Segment | Fair Value, Measurements, Nonrecurring | Goodwill | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 7,144 | 0 |
Impairment Losses | (1,425) | (23,400) |
APC Technology Segment | Fair Value, Measurements, Nonrecurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
APC Technology Segment | Fair Value, Measurements, Nonrecurring | Level 1 | Goodwill | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
APC Technology Segment | Fair Value, Measurements, Nonrecurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
APC Technology Segment | Fair Value, Measurements, Nonrecurring | Level 2 | Goodwill | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
APC Technology Segment | Fair Value, Measurements, Nonrecurring | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 8,569 | 23,400 |
APC Technology Segment | Fair Value, Measurements, Nonrecurring | Level 3 | Goodwill | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 8,569 | $ 23,400 |