Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 26, 2016 | |
Document And Entity Information | ||
Entity Registrant Name | LAPOLLA INDUSTRIES INC | |
Entity Central Index Key | 875,296 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 122,477,647 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,016 |
Unaudited Condensed Balance She
Unaudited Condensed Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current Assets: | ||
Cash | $ 0 | $ 0 |
Trade Receivables, Net | 10,552 | 10,006 |
Costs and Estimated Earnings in Excess of Billings on Uncompleted Contracts | 4 | 42 |
Inventories | 6,101 | 8,174 |
Prepaid Expenses and Other Current Assets | 1,027 | 1,174 |
Total Current Assets | 17,684 | 19,396 |
Property, Plant and Equipment | 1,016 | 1,087 |
Other Assets: | ||
Goodwill | 4,235 | 4,235 |
Other Intangible Assets, Net | 1,137 | 1,197 |
Deposits and Other Non-Current Assets, Net | 103 | 94 |
Total Other Assets | 5,475 | 5,526 |
Total Assets | 24,175 | 26,009 |
Current Liabilities: | ||
Accounts Payable | 6,628 | 6,384 |
Billings in Excess of Costs and Estimated Earnings on Uncompleted Contracts | 50 | 51 |
Accrued Expenses and Other Current Liabilities | 2,680 | 2,773 |
Total Current Liabilities | 9,358 | 9,208 |
Other Liabilities: | ||
Non-Current Portion of Revolver Loan, Net | 3,427 | 6,685 |
Non-Current Portion of Note Payable – Enhanced Note, Net | 7,481 | 7,452 |
Accrued Interest – Note Payable – Related Party | 4 | 4 |
Deferred Tax Liability | 378 | 365 |
Total Other Liabilities | 11,290 | 14,506 |
Total Liabilities | 20,648 | 23,714 |
Stockholders' Equity: | ||
Common Stock, $0.01 Par Value; 140,000,000 Shares Authorized; 122,477,647 and 122,125,072 Issued and Outstanding for March 31, 2016 and December 31, 2015, respectively. | 1,225 | 1,221 |
Additional Paid-In Capital | 92,327 | 91,930 |
Accumulated Deficit | (90,025) | (90,856) |
Total Stockholders' Equity | 3,527 | 2,295 |
Total Liabilities and Stockholders' Equity | $ 24,175 | $ 26,009 |
Unaudited Condensed Balance Sh3
Unaudited Condensed Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Stockholders' Equity: | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares authorized (in shares) | 140,000,000 | 140,000,000 |
Common Stock, shares issued (in shares) | 122,477,647 | 122,125,072 |
Common Stock, shares outstanding (in shares) | 122,477,647 | 122,125,072 |
Unaudited Condensed Statements
Unaudited Condensed Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement [Abstract] | ||
Sales | $ 20,639 | $ 17,494 |
Cost of Sales | 14,965 | 13,907 |
Gross Profit | 5,674 | 3,587 |
Operating Expenses: | ||
Selling, General and Administrative | 3,712 | 3,669 |
Professional Fees | 310 | 387 |
Depreciation | 30 | 38 |
Amortization of Other Intangible Assets | 73 | 66 |
Consulting Fees | 152 | 162 |
Total Operating Expenses | 4,277 | 4,322 |
Operating Income (Loss) | 1,397 | (735) |
Other (Income) Expense: | ||
Interest Expense | 322 | 326 |
Interest Expense – Related Party | 183 | 187 |
Interest Expense – Amortization of Discount | 45 | 45 |
Other, Net | (50) | 15 |
Total Other (Income) Expense | 500 | 573 |
Income (Loss) Before Income Taxes | 897 | (1,308) |
Income Tax Expense | 66 | 91 |
Net Income (Loss) | $ 831 | $ (1,399) |
Net Income (Loss) Per Share – Basic (usd per share) | $ 0.01 | $ (0.01) |
Weighted Average Shares Outstanding (shares) | 122,256 | 120,426 |
Net Income (Loss) Per Share – Diluted (usd per share) | $ 0.01 | $ (0.01) |
Weighted Average Shares Outstanding (shares) | 122,286 | 120,426 |
Unaudited Condensed Statements5
Unaudited Condensed Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash Flows From Operating Activities | ||
Net Income (Loss) | $ 831 | $ (1,399) |
Adjustments to Reconcile Net Income (Loss) to Net Cash Provided By (Used in) Operating Activities: | ||
Depreciation | 72 | 92 |
Amortization of Other Intangible Assets | 73 | 66 |
Provision for Losses on Accounts Receivable | 88 | 79 |
Share Based Compensation Expense | 217 | 647 |
Interest Expense – Related Party | 183 | 187 |
Interest Expense – Enhanced Notes PIK | 0 | 80 |
Interest Expense – Amortization of Discount | 45 | 45 |
(Gain) Loss on Foreign Currency Exchange | (3) | 32 |
Deferred Income Tax Provision | 13 | 91 |
Changes in Assets and Liabilities: | ||
Trade Receivables | (630) | (306) |
Costs and Estimated Earnings in Excess of Billings on Uncompleted Contracts | 38 | 0 |
Inventories | 2,073 | (529) |
Prepaid Expenses and Other Current Assets | 147 | 323 |
Other Intangible Assets | (13) | (66) |
Deposits and Other Non-Current Assets | (7) | 17 |
Accounts Payable | 244 | 450 |
Billings in Excess of Costs and Estimated Earnings on Uncompleted Contracts | (1) | 0 |
Accrued Expenses and Other Current Liabilities | (93) | (161) |
Net Cash Provided By (Used in) Operating Activities | 3,277 | (352) |
Cash Flows From Investing Activities | ||
Additions to Property, Plant and Equipment | (1) | (13) |
Net Cash Used in Investing Activities | (1) | (13) |
Cash Flows From Financing Activities | ||
Proceeds from Revolver Loan | 21,707 | 18,437 |
Principal Repayments to Revolver Loan | (24,983) | (18,322) |
Proceeds from Note Payable – Related Party | 0 | 250 |
Principal Repayments on Long Term Debt | 0 | 0 |
Net Cash (Used in) Provided by Financing Activities | (3,276) | 365 |
Net Effect of Exchange Rate Changes on Cash | 0 | 0 |
Net Change In Cash | 0 | 0 |
Cash at Beginning of Period | 0 | 0 |
Cash at End of Period | 0 | 0 |
Supplemental Disclosure of Cash Flow Information: | ||
Cash Payments for Income Taxes | 0 | 0 |
Cash Payments for Interest | 203 | 295 |
Supplemental Schedule of Non Cash Investing and Financing Activities: | ||
Issuances of Common Stock for Guaranty by Related Party classified as Interest Expense | $ 183 | $ 181 |
Basis of Presentation, Critical
Basis of Presentation, Critical Accounting Policies, Estimates, and Assumptions | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation, Critical Accounting Policies, Estimates, and Assumptions | Basis of Presentation, Critical Accounting Policies, Estimates, and Assumptions. The condensed financial statements included herein are unaudited. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of management, the accompanying statements reflect adjustments necessary to present fairly the financial position, results of operations and cash flows for those periods indicated, and contain adequate disclosure to make the information presented not misleading. Adjustments included herein are of a normal, recurring nature unless otherwise disclosed in the Notes to the condensed financial statements. These unaudited condensed financial statements should be read in conjunction with the risk factors and the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 , which was filed with the SEC on March 28, 2016, in order to fully understand the basis of presentation. Results of operations for interim periods are not necessarily indicative of the results of operations for a full year. The Company’s critical accounting policies were described in Note 1 to the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 . There have been no significant changes in the Company’s accounting policies during the three months ended March 31, 2016 . The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosure of contingent assets and liabilities and reported amounts of revenue and expenses. Actual results could differ from these estimates. Reclassifications Certain reclassifications of prior year amounts have been made to conform to the current year presentation. The reclassifications did not affect net loss. Income Taxes The Company's provision for income taxes is determined using the U.S. federal statutory rate. The Company recognizes deferred tax assets and liabilities for temporary differences between the financial reporting basis and the tax basis of our assets and liabilities along with net operating loss and tax credit carryovers. The Company's deferred tax asset was approximately $24.2 million and $27.4 million at March 31, 2016 and December 31, 2015 , respectively. The Company recorded a valuation allowance against the deferred tax asset of $24.6 million and $27.8 million at March 31, 2016 and December 31, 2015 , creating a deferred tax liability of $ 378,000 and $ 365,000 , respectively. The Company had no increase or decrease in unrecognized income tax benefits or any accrued interest or penalties relating to tax uncertainties at March 31, 2016 and December 31, 2015 . Unrecognized tax benefits are not expected to increase or decrease within the next twelve months. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements. Recently Adopted Accounting Standards In April 2015, the FASB issued ASU No. 2015-03, “Simplifying the Presentation of Debt Issuance Costs.The accounting guidance requires that debt issuance costs related to a recognized debt liability be reported on the Statements of Financial Condition as a direct deduction from the carrying amount of that debt liability. The pronouncement is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period, with early application permitted for financial statements that have not been previously issued. The Company adopted the provisions of the guidance in the first quarter of 2016. The adoption did not have a material impact on the Company’s financial statements. New Accounting Standards Not Yet Adopted In May 2014, the FASB issued ASU No. 2014-09, " Revenue from Contracts with Customers ." The ASU will supersede most of the existing revenue recognition requirements in U.S. GAAP and will require entities to recognize revenue at an amount that reflects the consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer. The new standard also requires significantly expanded disclosures regarding the qualitative and quantitative information of an entity's nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The pronouncement is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period and is to be applied retrospectively, with early application not permitted. The Company is currently evaluating the impact the pronouncement will have on the financial statements and related disclosures. In August 2014, the FASB issued ASU No. 2014-15, “ Presentation of Financial Statements-Going Concern: Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The amendments in this ASU are intended to define management’s responsibility to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern and to provide related footnote disclosures. This ASU provides guidance to an organization’s management, with principles and definitions that are intended to reduce diversity in the timing and content of disclosures that are commonly provided by organizations in the financial statement footnotes. The pronouncement is effective for annual reporting periods ending after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016. Early adoption is permitted for annual or interim reporting periods for which the financial statements have not previously been issued. The Company is currently evaluating the impact the pronouncement will have on the financial statements and related disclosures. In July 2015, the FASB issued ASU 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory," which applies to inventory that is measured using first-in, first-out ("FIFO") or average cost. Under the updated guidance, an entity should measure inventory that is within scope at the lower of cost and net realizable value, which is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Subsequent measurement is unchanged for inventory that is measured using last-in, last-out ("LIFO"). This ASU is effective for annual and interim periods beginning after December 15, 2016, and should be applied prospectively with early adoption permitted at the beginning of an interim or annual reporting period. The Company is currently evaluating the impact the pronouncement will have on the Company’s financial statements and related disclosures. In November 2015, the FASB issued ASU 2015-17, " Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes ," which simplifies the presentation of deferred income taxes by requiring that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. This ASU is effective for financial statements issued for annual periods beginning after December 16, 2016, and interim periods within those annual periods. The Company is currently evaluating the impact the pronouncement will have on the Company’s financial statements and related disclosures. In January 2016, the FASB issued ASU 2016-01, " Financial Instruments--Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, " which amends the guidance in U.S. GAAP on the classification and measurement of financial instruments. Changes to the current guidance primarily affects the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. In addition, the ASU clarifies guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses on available-for-sale debt securities. The new standard is effective for fiscal years and interim periods beginning after December 15, 2017, and upon adoption, an entity should apply the amendments by means of a cumulative-effect adjustment to the balance sheet at the beginning of the first reporting period in which the guidance is effective. Early adoption is not permitted except for the provision to record fair value changes for financial liabilities under the fair value option resulting from instrument-specific credit risk in other comprehensive income. The Company is currently evaluating the impact the pronouncement will have on the Company’s financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, "Leases: Amendments to the FASB Accounting Standards Codification," which requires companies to recognize all leases as assets and liabilities on the consolidated balance sheet. This ASU retains a distinction between finance leases and operating leases, and the classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the current accounting literature. The result of retaining a distinction between finance leases and operating leases is that under the lessee accounting model, the effect of leases in a consolidated statement of comprehensive income and a consolidated statement of cash flows is largely unchanged from previous GAAP. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Earlier application is permitted. The Company is currently evaluating the impact the pronouncement will have on the Company’s financial statements and related disclosures. |
Dependence on Few Suppliers
Dependence on Few Suppliers | 3 Months Ended |
Mar. 31, 2016 | |
Risks and Uncertainties [Abstract] | |
Dependence on Few Suppliers | Dependence on Few Suppliers. The Company is dependent on a few suppliers for certain raw materials and finished goods. For the three month period ended March 31, 2016 and 2015 , raw materials and finished goods purchased from the three largest suppliers accounted for approximately 42% and 42% , of purchases, respectively. |
Trade Receivables
Trade Receivables | 3 Months Ended |
Mar. 31, 2016 | |
Receivables [Abstract] | |
Trade Receivables | Trade Receivables. Trade receivables are comprised of the following (in thousands): March 31, 2016 December 31, 2015 Trade Receivables $ 11,013 $ 10,551 Less: Allowance for Doubtful Accounts (461 ) (545 ) Trade Receivables, Net $ 10,552 $ 10,006 |
Costs and Estimated Earnings on
Costs and Estimated Earnings on Uncompleted Contracts | 3 Months Ended |
Mar. 31, 2016 | |
Contractors [Abstract] | |
Costs and Estimated Earnings on Uncompleted Contracts | Costs and Estimated Earnings on Uncompleted Contracts. The following is a summary of contracts in progress (in thousands): March 31, 2016 December 31, 2015 Costs Incurred on Uncompleted Contracts $ 365 $ 1,089 Estimated Earnings on Uncompleted Contracts 66 306 431 1,395 Billings to Date (477 ) (1,404 ) $ (46 ) $ (9 ) This amount is included in the accompanying condensed balance sheets under the following captions at: March 31, 2016 December 31, 2015 Costs and Estimated Earnings in Excess of Billings on Uncompleted Contracts $ 4 $ 42 Billing in Excess of Costs and Estimated Earnings on Uncompleted Contracts (50 ) (51 ) $ (46 ) $ (9 ) |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories. The following is a summary of inventories (in thousands): March 31, 2016 December 31, 2015 Raw Materials $ 1,607 $ 2,599 Finished Goods 4,494 5,575 Total Inventories $ 6,101 $ 8,174 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Mar. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets. The following is a summary of prepaid expenses and other current assets (in thousands): March 31, 2016 December 31, 2015 Prepaid Insurances $ 619 $ 637 Prepaid Marketing 76 116 Prepaid Consulting 16 58 Prepaid Other 316 363 Total Prepaid Expenses and Other Current Assets $ 1,027 $ 1,174 |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Mar. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment. The following is a summary of property, plant and equipment (in thousands): March 31, 2016 December 31, 2015 Vehicles $ 462 $ 462 Leasehold Improvements 289 289 Office Furniture and Equipment 308 307 Computers and Software 946 946 Machinery and Equipment 2,517 2,517 Total Property, Plant and Equipment $ 4,522 $ 4,521 Less: Accumulated Depreciation (3,506 ) (3,434 ) Total Property, Plant and Equipment, Net $ 1,016 $ 1,087 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets. Goodwill The following is a summary of Goodwill (in thousands): March 31, 2016 December 31, 2015 Foam $ 2,932 $ 2,932 Coatings 1,303 1,303 Total Goodwill $ 4,235 $ 4,235 Other Intangible Assets The following is a summary of Other Intangible Assets (in thousands): March 31, 2016 December 31, 2015 Gross Amount Accumulated Amortization Net Amount Gross Amount Accumulated Amortization Net Amount Product Formulation $ 138 $ (98 ) $ 40 $ 138 $ (95 ) $ 43 Trade Names 750 (382 ) 368 750 (369 ) 381 Approvals and Certifications 3,216 (2,487 ) 729 3,202 (2,429 ) 773 $ 4,104 $ (2,967 ) $ 1,137 $ 4,090 $ (2,893 ) $ 1,197 |
Deposits and Other Non-Current
Deposits and Other Non-Current Assets | 3 Months Ended |
Mar. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Deposits and Other Non-Current Assets | Deposits and Other Non-Current Assets. The following is a summary of deposits and other non-current assets (in thousands): March 31, 2016 December 31, 2015 Prepaid Expenses 20 25 Other Receivables 19 5 Deposits 64 64 Total Deposits and Other Non-Current Assets $ 103 $ 94 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2016 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities. The following is a summary of accrued expenses and other current liabilities (in thousands): March 31, 2016 December 31, 2015 Accrued Payroll $ 70 $ (6 ) Accrued Commissions 136 129 Accrued Inventory Purchases 216 438 Accrued Taxes and Other 1,787 1,725 Accrued Insurance 457 459 Deferred Finance Charge Income 14 28 Total Accrued Expenses and Other Current Liabilities $ 2,680 $ 2,773 |
Financing Instruments
Financing Instruments | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Financing Instruments | Financing Instruments. (a) Loan and Security Agreement . The Company entered into a Loan and Security Agreement with Bank of America, N.A., effective September 1, 2010 (“Loan Agreement”), as amended from time to time, which provides a $12 million revolver loan (“Revolver Loan”) maturing in accordance with the following events: the earliest to occur of (a) March 31, 2019 , or (b) 90 days prior to the maturity date of the Enhanced Note (as defined in (b)(i) below). Based on the current maturity of the Enhanced Note, the actual maturity date of the Loan Agreement is September 11, 2017. The Company granted Bank of America a continuing security interest in and lien upon all Company assets. The base interest rate is determined according to a tiered level applicable margin which provides for varying interest rates based on varying fixed charge coverage ratios. The Company has three material debt covenants to comply with on the Loan Agreement: (i) capital expenditures are limited to $625,000 on an annual basis, (ii) the amount outstanding under the revolver Loan may not exceed the Borrowing Base (calculation defined as an amount determined by a detailed calculation and includes an amount equal to 85% of eligible accounts receivable, plus 55% of eligible inventory up to $6 million, or if the Company elects to have an inventory appraisal performed, the lesser of, 65% of eligible inventory or 85% of the net orderly liquidation value percentage of the value of eligible inventory, up to $6 million); and (iii) maintain a fixed charge coverage ratio, tested monthly as of the last day of each calendar month for the twelve month period then ended, of at least 1.0 to 1.0. The Company is required to submit its Borrowing Base calculation to Bank of America weekly. If, at any time, the Company’s Borrowing Base calculation is less than the amount outstanding under the Revolver Loan, and that amount remains unpaid or future Borrowing Base calculations do not increase to an amount equal to the balance outstanding under the Revolver Loan, Bank of America, in its sole discretion, may accelerate any and all amounts outstanding under the Revolver Loan. At March 31, 2016 and December 31, 2015, the balance outstanding on the Revolver Loan was $3.5 million and $6.7 million, and the weighted-average interest rate was 4.0% and 4.6% , respectively. Cash available under our Revolver Loan based on the borrowing base calculation at March 31, 2016 and December 31, 2015 was $5.4 million and $2.2 million, respectively. At March 31, 2016, the Company was in compliance with all of its Loan Agreement debt covenants. (b) Note Purchase Agreement . (i) Enhanced Note . The Company entered into a Note Purchase Agreement with Enhanced Jobs for Texas Fund, LLC (“Enhanced Jobs”) and Enhanced Credit Supported Loan Fund, LP (“Enhanced Credit”), on December 10, 2013, issuing an aggregate of $7.2 million in subordinated secured promissory notes maturing December 31, 2017 (“Enhanced Note”), of which $5.7 million was to Enhanced Credit and $1.5 million was to Enhanced Jobs. Repayment of the Enhanced Note is required on the maturity date of December 10, 2017. The interest rate of 11.5% per annum is payable monthly and will increase to 12.5% per annum if the Enhanced Note has a balance greater than $4 million after April 30, 2016. The Company has the right to prepay the Enhanced Note and the Chairman has committed to ensure funding is in place at least ninety ( 90 ) days prior to the maturity date of the Enhanced Note so the maturity date on our Loan Agreement with Bank of America is not accelerated. The Company also entered into a security agreement with the Enhanced Note providing for a second lien on all assets of the Company after Bank of America, which has a first lien on all assets of the Company. The Company has four material debt covenants to comply with relating to its Enhanced Note: (i) capital expenditures are limited to $625,000 on an annual basis, (ii) a minimum [Adjusted] EBITDA, which cannot for the three months ending on the last day of each month, be less than the corresponding amount set forth in the schedule for such period, (iii) maintain a fixed charge coverage ratio, tested monthly as of the last day of each calendar month, in each case for the most recently completed twelve calendar months, equal to a minimum ratio set forth in the schedule for such month, and (iv) maintain minimum liquidity of $500,000 . A purchase discount of $543,000 is being amortized to interest expense using the effective interest method over the three year term of the Enhanced Note. At March 31, 2016 and December 31, 2015, the balance outstanding on the Enhanced Note was $7.6 million and $7.5 million, and the effective interest rate was 23.7% and 23.6% , respectively. At March 31, 2016, the Company was in compliance with all of its Enhanced Note debt covenants. See also (ii) and (iii) below. Refer to Note 17 - Subsequent Events, Item (a), for more information. (ii) Guaranty Agreement . In connection with the Enhanced Note described in (b)(i) above, the chairman of the board and majority stockholder of the Company (the “Guarantor”), entered into a Guaranty Agreement with Enhanced Credit, as agent for the Enhanced Note, to secure the Company’s performance under the Enhanced Note. The Company, in exchange for Guarantor’s personal guarantee of the obligations under the Enhanced Note, granted Guarantor 3.7 million shares of common stock, par value $.01 per share, which shares vest monthly on a pro rata basis over the original three year term of the Enhanced Note (“Guaranty Shares”). The Guaranty Shares were valued at $0.60 per share, the closing price of the Company’s common stock as quoted on OTC Markets on the day preceding the closing date of December 10, 2013, for an aggregate amount of $2.2 million. The Guaranty Shares are being recorded as interest expense – related party, thereby increasing the effective interest rate of the Enhanced Note. At March 31, 2016 and December 31, 2015, there were 2.8 million and 2.5 million Guaranty Shares vested, valued and recorded at $1.7 million and $1.5 million, respectively. (iii) Chairman of the Board Commitment . On November 12, 2015, pursuant to a commitment letter, effective as of October 31, 2015 (the “Commitment Letter”), the Company's chairman of the board and principal stockholder, Richard J. Kurtz, committed to ensure the Company had funding to pay off the aggregate amount of $7.2 million , plus any accrued and unpaid interest (the “Obligations”), outstanding with respect to the Enhanced Note, of which $2 million is required from him by April 30, 2016 if the Company does not repay that amount (the Commitment”). As consideration for the Commitment, the Company granted Mr. Kurtz a fully vested and exercisable stock option to purchase 500 ,000 shares of the Company’s common stock, with an exercise price per share equal to the fair market value of a share of the Company’s common stock on on November 12, 2015, determined based on the per share closing price on such date, or $0.294 per share, for a term of eight (8) years. The transaction was valued at approximately $47 ,000, which was estimated using the Black-Scholes option pricing model and fully expensed on the date of grant. Pursuant to the Commitment Letter, the Commitment will be superseded and become null and void in the event and to the extent that, at or before the time the Commitment is due, the Obligations are repaid in full in immediately available cash on or prior to August 31, 2016. In connection with the Company's payment of $500 ,000 in principal to Mr. Kurtz during the fourth quarter of 2015 for the Notes Payable - Related Party, Mr. Kurtz made a principal payment of $150 ,000 towards paying down the Enhanced Note. Refer to (c) below for more information. See also Note 17 - Subsequent Events, Item (a), for more information. (c) Notes Payable – Related Party . The Company entered into a $250 ,000 promissory note with the chairman of the board, bearing interest at 8% per annum, and maturing June 10, 2017 , which is subordinated to the Loan Agreement and the Enhanced Note described in (a) and (b)(i) above on January 21, 2015. The Company, with consent of Bank of America and Enhanced, paid the $250 ,000 principal amount back to the chairman of the board during the fourth quarter of 2015, and at March 31, 2016, there was $4 ,000 in accrued and unpaid interest outstanding. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions. (a) On March 14, 2016, the Company granted an eight -year option to Richard J. Kurtz, chairman of the board and principal stockholder, for the right to acquire 800,000 shares of the Company's common stock, par value $.01 , at an exercise price per share equal to the fair market value of a share of the Company’s common stock on the date of grant, determined based on the per share closing price on such date, or $0.40 per share, which options vest monthly on a pro rata basis over 3 years , subject to continued satisfactory board services. The transaction was valued at $306,487 , which was estimated using the Black-Scholes option pricing model and will be expensed over the requisite vesting period. (b) On March 14, 2016, the Company granted an eight -year option to Douglas J. Kramer, chief executive officer and president, for the right to acquire 2 million shares of the Company's common stock, par value $.01 , at an exercise price per share equal to the fair market value of a share of the Company’s common stock on the date of grant, determined based on the per share closing price on such date, or $0.40 per share, which options vest monthly on a pro rata basis over 3 years , subject to continued satisfactory employment. The transaction was valued at $766,217 , which was estimated using the Black-Scholes option pricing model and will be expensed over the requisite vesting period. (c) On February 7, 2016, the Company vested the last tranche of 25,000 shares of common stock, par value $.01 , pursuant to an agreement with the chief operating officer, Harvey L. Schnitzer, for a stock bonus, which transaction was valued and recorded at $16,000 . Under the stock bonus agreement, the Company granted Mr. Schnitzer 100,000 shares of the Company’s common stock, par value $.01 , which vest in four equal 25,000 share increments, on February 7, 2014, December 31, 2014, December 31, 2015, and February 6, 2016, respectively, subject to continued employment with the Company. (d) During the three months ended March 31, 2016, the Company issued an aggregate of 22,223 shares of restricted common stock pursuant to the anti-dilution provisions in an agreement with the vice chairman, Jay C. Nadel, for advisory and consulting services, which transactions were valued and recorded in the aggregate at $8,412 . (e) During the three months ended March 31, 2016, the Company vested an aggregate of 305,352 shares of restricted common stock issued as Guaranty Shares, to the chairman of the board and majority stockholder, Richard J. Kurtz, in connection with his personal guaranty required with the Enhanced Note, which transactions were valued and recorded in the aggregate at $183,211 , and classified as interest expense – related party. |
Net Income (Loss) Per Common Sh
Net Income (Loss) Per Common Share - Basic and Diluted | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Common Share - Basic and Diluted | Net Income (Loss) Per Common Share – Basic and Diluted. Basic income (loss) per share is based upon the net income (loss) applicable to common shares and upon the weighted average number of common shares outstanding during the period. Diluted income (loss) per share reflects the effect of the assumed exercise of stock options only in periods in which such effect would have been dilutive. The computation of the Company’s basic and diluted earnings per share (in thousands, except per share data): For The Three Months Ended 2016 2015 Net income (loss) available to common shareholders (A) $ 831 $ (1,399 ) Weighted average common shares outstanding (B) 122,256 120,426 Dilutive effect of equity incentive plans 2,418 1,150 Weighted average common shares outstanding, assuming dilution (C) 122,286 120,446 Basic earnings per common share (A)/(B) $ 0.01 $ (0.01 ) Diluted earnings per common share (A)/(C) $ 0.01 $ (0.01 ) For the three months ended March 31, 2016 , a total of 600,000 shares of common stock underlying vested and exercisable stock options were excluded from the calculation of diluted earnings per common share as the exercise prices of the stock options were greater than the market value of the common shares (out-of-the-money). For the three months ended March 31, 2015 , a total of 3 million shares of common stock underlying vested and exercisable stock options were excluded from the calculation of diluted earnings per common share as the exercise prices of the stock options were out-of-the-money. Out-of-the money options could be included in the calculation in the future if the market value of the Company’s common shares increases and is greater than their exercise price. |
Securities Transactions
Securities Transactions | 3 Months Ended |
Mar. 31, 2016 | |
Securities Financing Transactions [Abstract] | |
Securities Transactions | Securities Transactions. (a) During the three months ended March 31, 2016 , the Company issued an aggregate of 22,223 shares of restricted common stock, par value $.01 , valued and recorded in the aggregate at $8,412 for advisory and consulting services. (b) During the three months ended March 31, 2016 , the Company issued an aggregate of 305,352 shares of restricted common stock, par value $.01 , valued and recorded in the aggregate at $183,212 and classified as interest expense – related party pursuant to a guaranty made in connection with a financing. (c) During the three months ended March 31, 2016 , the Company issued 25,000 shares of common stock, par value $.01 , valued and recorded at $16,000 for a stock bonus. |
Business Segment and Geographic
Business Segment and Geographic Area Information | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Business Segment and Geographic Area Information | Business Segment and Geographic Area Information. Business Segments The Company is a leading national manufacturer and supplier operating two segments, Foam and Coatings, based on manufacturing competencies. The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The Company allocates resources to segments and evaluates the performance of segments based upon reported segment sales. Administrative expenses are allocated to both segments. Unallocated costs reflect certain corporate expenses, insurance, investor relations, and gains and losses related to the disposal of corporate assets and derivative liabilities and are included in Unallocated Amounts . There are no intersegment sales or transfers. Summarized financial information for the reportable segments is as follows (in thousands): Three Months Ended March 31, 2016 2015 Foam Coatings Totals Foam Coatings Totals Sales $ 17,745 $ 2,894 $ 20,639 $ 15,406 $ 2,088 $ 17,494 Depreciation 23 4 27 30 4 34 Amortization of Other Intangible Assets 57 9 66 52 7 59 Interest Expense 236 39 275 246 33 279 Segment Profit $ 2,022 $ 434 $ 2,456 $ 513 $ 186 $ 699 Segment Assets (1) 19,939 4,045 23,984 19,030 3,482 22,512 Expenditures for Segment Assets $ 1 $ — $ 1 $ 11 $ 2 $ 13 The following are reconciliations of reportable segment profit or loss, and assets, to the Company’s consolidated totals (in thousands): For The Three Months Ended Profit or Loss 2016 2015 Total Profit or Loss for Reportable Segments $ 2,456 $ 699 Unallocated Amounts: Corporate Expenses (1,559 ) (2,007 ) Income (Loss) Before Income Taxes $ 897 $ (1,308 ) Assets At March 31, 2016 At December 31, 2015 Total Assets for Reportable Segments (1) $ 23,984 $ 23,713 Other Unallocated Amounts (2) 191 2,296 Consolidated Total $ 24,175 $ 26,009 (1) Segment assets are the total assets used in the operation of each segment. (2) Includes corporate assets which are principally cash and cash equivalents and deposits. Geographic Area Information The Company does not operate any manufacturing sites nor maintain a permanent establishment in any particular country outside of the United States at this time. The Company’s products are sold to independent distributors globally for select target markets. Sales are attributed to geographic areas based on customer location. Long-lived assets are attributable to geographic areas based on asset location. Sales and Long-Lived Assets by geographic area are as follows (in thousands): Three Months Ended March 31, 2016 2015 United States Europe Middle East Rest of World Total United States Europe Middle East Rest of World Total Sales $ 19,509 $ 826 $ 3 $ 301 $ 20,639 $ 17,007 $ 202 $ — $ 285 $ 17,494 Long-Lived Assets $ 23,984 — — — $ 23,984 $ 22,512 — — — $ 22,512 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events. (a) On April 21, 2016, the Company made a $1,850,000 principal repayment on the Enhanced Note. (b) The Company has evaluated subsequent events through the date of filing this report. |
Basis of Presentation, Critic23
Basis of Presentation, Critical Accounting Policies, Estimates, and Assumptions (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The condensed financial statements included herein are unaudited. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of management, the accompanying statements reflect adjustments necessary to present fairly the financial position, results of operations and cash flows for those periods indicated, and contain adequate disclosure to make the information presented not misleading. Adjustments included herein are of a normal, recurring nature unless otherwise disclosed in the Notes to the condensed financial statements. These unaudited condensed financial statements should be read in conjunction with the risk factors and the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 , which was filed with the SEC on March 28, 2016, in order to fully understand the basis of presentation. Results of operations for interim periods are not necessarily indicative of the results of operations for a full year. The Company’s critical accounting policies were described in Note 1 to the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 . There have been no significant changes in the Company’s accounting policies during the three months ended March 31, 2016 . The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosure of contingent assets and liabilities and reported amounts of revenue and expenses. Actual results could differ from these estimates. |
Reclassifications | Reclassifications Certain reclassifications of prior year amounts have been made to conform to the current year presentation. The reclassifications did not affect net loss. |
Income Taxes | Income Taxes The Company's provision for income taxes is determined using the U.S. federal statutory rate. The Company recognizes deferred tax assets and liabilities for temporary differences between the financial reporting basis and the tax basis of our assets and liabilities along with net operating loss and tax credit carryovers. The Company's deferred tax asset was approximately $24.2 million and $27.4 million at March 31, 2016 and December 31, 2015 , respectively. The Company recorded a valuation allowance against the deferred tax asset of $24.6 million and $27.8 million at March 31, 2016 and December 31, 2015 , creating a deferred tax liability of $ 378,000 and $ 365,000 , respectively. The Company had no increase or decrease in unrecognized income tax benefits or any accrued interest or penalties relating to tax uncertainties at March 31, 2016 and December 31, 2015 . Unrecognized tax benefits are not expected to increase or decrease within the next twelve months. |
Recently Adopted Accounting Standards and New Accounting Standards Not Yet Adopted | Recently Adopted Accounting Standards In April 2015, the FASB issued ASU No. 2015-03, “Simplifying the Presentation of Debt Issuance Costs.The accounting guidance requires that debt issuance costs related to a recognized debt liability be reported on the Statements of Financial Condition as a direct deduction from the carrying amount of that debt liability. The pronouncement is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period, with early application permitted for financial statements that have not been previously issued. The Company adopted the provisions of the guidance in the first quarter of 2016. The adoption did not have a material impact on the Company’s financial statements. New Accounting Standards Not Yet Adopted In May 2014, the FASB issued ASU No. 2014-09, " Revenue from Contracts with Customers ." The ASU will supersede most of the existing revenue recognition requirements in U.S. GAAP and will require entities to recognize revenue at an amount that reflects the consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer. The new standard also requires significantly expanded disclosures regarding the qualitative and quantitative information of an entity's nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The pronouncement is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period and is to be applied retrospectively, with early application not permitted. The Company is currently evaluating the impact the pronouncement will have on the financial statements and related disclosures. In August 2014, the FASB issued ASU No. 2014-15, “ Presentation of Financial Statements-Going Concern: Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The amendments in this ASU are intended to define management’s responsibility to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern and to provide related footnote disclosures. This ASU provides guidance to an organization’s management, with principles and definitions that are intended to reduce diversity in the timing and content of disclosures that are commonly provided by organizations in the financial statement footnotes. The pronouncement is effective for annual reporting periods ending after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016. Early adoption is permitted for annual or interim reporting periods for which the financial statements have not previously been issued. The Company is currently evaluating the impact the pronouncement will have on the financial statements and related disclosures. In July 2015, the FASB issued ASU 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory," which applies to inventory that is measured using first-in, first-out ("FIFO") or average cost. Under the updated guidance, an entity should measure inventory that is within scope at the lower of cost and net realizable value, which is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Subsequent measurement is unchanged for inventory that is measured using last-in, last-out ("LIFO"). This ASU is effective for annual and interim periods beginning after December 15, 2016, and should be applied prospectively with early adoption permitted at the beginning of an interim or annual reporting period. The Company is currently evaluating the impact the pronouncement will have on the Company’s financial statements and related disclosures. In November 2015, the FASB issued ASU 2015-17, " Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes ," which simplifies the presentation of deferred income taxes by requiring that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. This ASU is effective for financial statements issued for annual periods beginning after December 16, 2016, and interim periods within those annual periods. The Company is currently evaluating the impact the pronouncement will have on the Company’s financial statements and related disclosures. In January 2016, the FASB issued ASU 2016-01, " Financial Instruments--Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, " which amends the guidance in U.S. GAAP on the classification and measurement of financial instruments. Changes to the current guidance primarily affects the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. In addition, the ASU clarifies guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses on available-for-sale debt securities. The new standard is effective for fiscal years and interim periods beginning after December 15, 2017, and upon adoption, an entity should apply the amendments by means of a cumulative-effect adjustment to the balance sheet at the beginning of the first reporting period in which the guidance is effective. Early adoption is not permitted except for the provision to record fair value changes for financial liabilities under the fair value option resulting from instrument-specific credit risk in other comprehensive income. The Company is currently evaluating the impact the pronouncement will have on the Company’s financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, "Leases: Amendments to the FASB Accounting Standards Codification," which requires companies to recognize all leases as assets and liabilities on the consolidated balance sheet. This ASU retains a distinction between finance leases and operating leases, and the classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the current accounting literature. The result of retaining a distinction between finance leases and operating leases is that under the lessee accounting model, the effect of leases in a consolidated statement of comprehensive income and a consolidated statement of cash flows is largely unchanged from previous GAAP. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Earlier application is permitted. The Company is currently evaluating the impact the pronouncement will have on the Company’s financial statements and related disclosures. |
Trade Receivables (Tables)
Trade Receivables (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Receivables [Abstract] | |
Schedule of Trade Receivables | Trade receivables are comprised of the following (in thousands): March 31, 2016 December 31, 2015 Trade Receivables $ 11,013 $ 10,551 Less: Allowance for Doubtful Accounts (461 ) (545 ) Trade Receivables, Net $ 10,552 $ 10,006 |
Costs and Estimated Earnings 25
Costs and Estimated Earnings on Uncompleted Contract. (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Contractors [Abstract] | |
Summary of Costs and Estimated Earnings on Uncompleted Contracts | The following is a summary of contracts in progress (in thousands): March 31, 2016 December 31, 2015 Costs Incurred on Uncompleted Contracts $ 365 $ 1,089 Estimated Earnings on Uncompleted Contracts 66 306 431 1,395 Billings to Date (477 ) (1,404 ) $ (46 ) $ (9 ) This amount is included in the accompanying condensed balance sheets under the following captions at: March 31, 2016 December 31, 2015 Costs and Estimated Earnings in Excess of Billings on Uncompleted Contracts $ 4 $ 42 Billing in Excess of Costs and Estimated Earnings on Uncompleted Contracts (50 ) (51 ) $ (46 ) $ (9 ) |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | The following is a summary of inventories (in thousands): March 31, 2016 December 31, 2015 Raw Materials $ 1,607 $ 2,599 Finished Goods 4,494 5,575 Total Inventories $ 6,101 $ 8,174 |
Prepaid Expenses and Other Cu27
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Summary of Prepaid Expenses and Other Current Assets | The following is a summary of prepaid expenses and other current assets (in thousands): March 31, 2016 December 31, 2015 Prepaid Insurances $ 619 $ 637 Prepaid Marketing 76 116 Prepaid Consulting 16 58 Prepaid Other 316 363 Total Prepaid Expenses and Other Current Assets $ 1,027 $ 1,174 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant and Equipment | The following is a summary of property, plant and equipment (in thousands): March 31, 2016 December 31, 2015 Vehicles $ 462 $ 462 Leasehold Improvements 289 289 Office Furniture and Equipment 308 307 Computers and Software 946 946 Machinery and Equipment 2,517 2,517 Total Property, Plant and Equipment $ 4,522 $ 4,521 Less: Accumulated Depreciation (3,506 ) (3,434 ) Total Property, Plant and Equipment, Net $ 1,016 $ 1,087 |
Goodwill and Other Intangible29
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | The following is a summary of Goodwill (in thousands): March 31, 2016 December 31, 2015 Foam $ 2,932 $ 2,932 Coatings 1,303 1,303 Total Goodwill $ 4,235 $ 4,235 |
Other Intangible Assets | The following is a summary of Other Intangible Assets (in thousands): March 31, 2016 December 31, 2015 Gross Amount Accumulated Amortization Net Amount Gross Amount Accumulated Amortization Net Amount Product Formulation $ 138 $ (98 ) $ 40 $ 138 $ (95 ) $ 43 Trade Names 750 (382 ) 368 750 (369 ) 381 Approvals and Certifications 3,216 (2,487 ) 729 3,202 (2,429 ) 773 $ 4,104 $ (2,967 ) $ 1,137 $ 4,090 $ (2,893 ) $ 1,197 |
Deposits and Other Non-Curren30
Deposits and Other Non-Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Summary of Deposits and Other Non-Current Assets | The following is a summary of deposits and other non-current assets (in thousands): March 31, 2016 December 31, 2015 Prepaid Expenses 20 25 Other Receivables 19 5 Deposits 64 64 Total Deposits and Other Non-Current Assets $ 103 $ 94 |
Accrued Expenses and Other Cu31
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | The following is a summary of accrued expenses and other current liabilities (in thousands): March 31, 2016 December 31, 2015 Accrued Payroll $ 70 $ (6 ) Accrued Commissions 136 129 Accrued Inventory Purchases 216 438 Accrued Taxes and Other 1,787 1,725 Accrued Insurance 457 459 Deferred Finance Charge Income 14 28 Total Accrued Expenses and Other Current Liabilities $ 2,680 $ 2,773 |
Net Income (Loss) per Common 32
Net Income (Loss) per Common Share - Basic and Diluted (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The computation of the Company’s basic and diluted earnings per share (in thousands, except per share data): For The Three Months Ended 2016 2015 Net income (loss) available to common shareholders (A) $ 831 $ (1,399 ) Weighted average common shares outstanding (B) 122,256 120,426 Dilutive effect of equity incentive plans 2,418 1,150 Weighted average common shares outstanding, assuming dilution (C) 122,286 120,446 Basic earnings per common share (A)/(B) $ 0.01 $ (0.01 ) Diluted earnings per common share (A)/(C) $ 0.01 $ (0.01 ) |
Business Segment and Geograph33
Business Segment and Geographic Area Information (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Summarized financial information for the reportable segments is as follows (in thousands): Three Months Ended March 31, 2016 2015 Foam Coatings Totals Foam Coatings Totals Sales $ 17,745 $ 2,894 $ 20,639 $ 15,406 $ 2,088 $ 17,494 Depreciation 23 4 27 30 4 34 Amortization of Other Intangible Assets 57 9 66 52 7 59 Interest Expense 236 39 275 246 33 279 Segment Profit $ 2,022 $ 434 $ 2,456 $ 513 $ 186 $ 699 Segment Assets (1) 19,939 4,045 23,984 19,030 3,482 22,512 Expenditures for Segment Assets $ 1 $ — $ 1 $ 11 $ 2 $ 13 |
Reconciliation of Reportable Segment Profit or Loss | The following are reconciliations of reportable segment profit or loss, and assets, to the Company’s consolidated totals (in thousands): For The Three Months Ended Profit or Loss 2016 2015 Total Profit or Loss for Reportable Segments $ 2,456 $ 699 Unallocated Amounts: Corporate Expenses (1,559 ) (2,007 ) Income (Loss) Before Income Taxes $ 897 $ (1,308 ) |
Reconciliation of Assets from Segment to Consolidated | Assets At March 31, 2016 At December 31, 2015 Total Assets for Reportable Segments (1) $ 23,984 $ 23,713 Other Unallocated Amounts (2) 191 2,296 Consolidated Total $ 24,175 $ 26,009 (1) Segment assets are the total assets used in the operation of each segment. (2) Includes corporate assets which are principally cash and cash equivalents and deposits. |
Summary of Sales and Long-Lived Assets by Geographic Area | Sales and Long-Lived Assets by geographic area are as follows (in thousands): Three Months Ended March 31, 2016 2015 United States Europe Middle East Rest of World Total United States Europe Middle East Rest of World Total Sales $ 19,509 $ 826 $ 3 $ 301 $ 20,639 $ 17,007 $ 202 $ — $ 285 $ 17,494 Long-Lived Assets $ 23,984 — — — $ 23,984 $ 22,512 — — — $ 22,512 |
Basis of Presentation, Critic34
Basis of Presentation, Critical Accounting Policies, Estimates, and Assumptions (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Income Taxes | ||
Deferred tax asset | $ 24,200,000 | $ 27,400,000 |
Valuation allowance | 24,600,000 | 27,800,000 |
Deferred tax liability | 378,000 | 365,000 |
Increase (decrease) in unrecognized tax benefit | $ 0 | $ 0 |
Dependence on Few Suppliers (De
Dependence on Few Suppliers (Details) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Supplier Concentration Risk [Member] | Raw Materials and Finished Goods [Member] | Three Largest Suppliers [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk (percent) | 42.00% | 42.00% |
Trade Receivables (Details)
Trade Receivables (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Receivables [Abstract] | ||
Trade Receivables | $ 11,013 | $ 10,551 |
Less: Allowance for Doubtful Accounts | (461) | (545) |
Trade Receivables, Net | $ 10,552 | $ 10,006 |
Costs and Estimated Earnings 37
Costs and Estimated Earnings on Uncompleted Contracts - Costs, Estimated Earnings and Billings on Uncompleted Contracts (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Costs in Excess of Billings on Uncompleted Contracts or Programs [Abstract] | ||
Costs Incurred on Uncompleted Contracts | $ 365 | $ 1,089 |
Estimated Earnings on Uncompleted Contracts | 66 | 306 |
Uncompleted Contracts | 431 | 1,395 |
Billings to Date | (477) | (1,404) |
Costs and Estimated Earnings in Excess of Billings on Uncompleted Contracts | $ (46) | $ (9) |
Costs and Estimated Earnings 38
Costs and Estimated Earnings on Uncompleted Contracts - Costs and Estimated Earnings on Uncompleted Contracts in the Accompanying Balance Sheets (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Costs in Excess of Billings on Uncompleted Contracts or Programs [Abstract] | ||
Costs in Excess of Billings | $ 4 | $ 42 |
Billing in Excess of Costs and Estimated Earnings on Uncompleted Contracts | (50) | (51) |
Costs and Estimated Earnings in Excess of Billings on Uncompleted Contracts | $ (46) | $ (9) |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw Materials | $ 1,607 | $ 2,599 |
Finished Goods | 4,494 | 5,575 |
Total Inventories | $ 6,101 | $ 8,174 |
Prepaid Expenses and Other Cu40
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid Insurances | $ 619 | $ 637 |
Prepaid Marketing | 76 | 116 |
Prepaid Consulting | 16 | 58 |
Prepaid Other | 316 | 363 |
Total Prepaid Expenses and Other Current Assets | $ 1,027 | $ 1,174 |
Property, Plant and Equipment -
Property, Plant and Equipment - Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 4,522 | $ 4,521 |
Less: Accumulated Depreciation | (3,506) | (3,434) |
Total Property, Plant and Equipment, Net | 1,016 | 1,087 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 462 | 462 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 289 | 289 |
Office Furniture and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 308 | 307 |
Computers and Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 946 | 946 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 2,517 | $ 2,517 |
Goodwill and Other Intangible42
Goodwill and Other Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Goodwill [Line Items] | ||
Total Goodwill | $ 4,235 | $ 4,235 |
Operating Segments [Member] | Foam [Member] | ||
Goodwill [Line Items] | ||
Total Goodwill | 2,932 | 2,932 |
Operating Segments [Member] | Coatings [Member] | ||
Goodwill [Line Items] | ||
Total Goodwill | $ 1,303 | $ 1,303 |
Goodwill and Other Intangible43
Goodwill and Other Intangible Assets - Other Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 4,104 | $ 4,090 |
Accumulated Amortization | (2,967) | (2,893) |
Net Amount | 1,137 | 1,197 |
Product Formulations [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 138 | 138 |
Accumulated Amortization | (98) | (95) |
Net Amount | 40 | 43 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 750 | 750 |
Accumulated Amortization | (382) | (369) |
Net Amount | 368 | 381 |
Approvals and Certifications [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 3,216 | 3,202 |
Accumulated Amortization | (2,487) | (2,429) |
Net Amount | $ 729 | $ 773 |
Deposits and Other Non-Curren44
Deposits and Other Non-Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid Expenses | $ 20 | $ 25 |
Other Receivables | 19 | 5 |
Deposits | 64 | 64 |
Total Deposits and Other Non-Current Assets | $ 103 | $ 94 |
Accrued Expenses and Other Cu45
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Accrued Liabilities and Other Liabilities [Abstract] | ||
Accrued Payroll | $ 70 | $ (6) |
Accrued Commissions | 136 | 129 |
Accrued Inventory Purchases | 216 | 438 |
Accrued Taxes and Other | 1,787 | 1,725 |
Accrued Insurance | 457 | 459 |
Deferred Finance Charge Income | 14 | 28 |
Total Accrued Expenses and Other Current Liabilities | $ 2,680 | $ 2,773 |
Financing Instruments - Loan an
Financing Instruments - Loan and Security Agreement (Details) | Dec. 10, 2013USD ($)covenant | Sep. 01, 2010USD ($)covenant | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Line of Credit [Member] | Revolver Loan [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity | $ 12,000,000 | $ 5,400,000 | $ 2,200,000 | |
Number of debt covenants | covenant | 3 | |||
Capital expenditure limit (maximum) | $ 625,000 | |||
Eligible accounts receivable (percent) | 85.00% | |||
Eligible inventory (percent) | 55.00% | |||
Inventory included in vase rate calculation (up to) | $ 6,000,000 | |||
Percentage of eligible inventory included in base rate calculation | 65.00% | |||
Net orderly liquidation value (percent) | 85.00% | |||
Fixed charge coverage ratio evaluation period | 12 months | |||
Long-term debt, gross | $ 3,500,000 | $ 6,700,000 | ||
Weighted average interest rate | 4.00% | 4.60% | ||
Line of Credit [Member] | Revolver Loan [Member] | Minimum [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Fixed charge covenant ratio | 100.00% | |||
Secured Debt [Member] | Note Purchase Agreement [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity | $ 7,200,000 | |||
Period committed to ensure funding before maturity date | 90 days | |||
Number of debt covenants | covenant | 4 | |||
Capital expenditure limit (maximum) | $ 625,000 | |||
Fixed charge coverage ratio evaluation period | 12 months | |||
Weighted average interest rate | 23.70% | 23.60% |
Financing Instruments - Note Pu
Financing Instruments - Note Purchase Agreement - Enhanced Note (Details) | Dec. 10, 2013USD ($)covenant | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Enhanced Texas Fund [Member] | Secured Debt [Member] | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 1,500,000 | ||
Enhanced Jobs for Texas [Member] | Secured Debt [Member] | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 5,700,000 | ||
Note Purchase Agreement [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt instrument term (in years) | 3 years | ||
Note Purchase Agreement [Member] | Secured Debt [Member] | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 7,200,000 | ||
Interest rate during the period (percent) | 11.50% | ||
Interest rate if note balance exceeds a set amount (percent) | 12.50% | ||
Threshold for increased interest rate | $ 4,000,000 | ||
Period committed to ensure funding before maturity date | 90 days | ||
Number of debt covenants | covenant | 4 | ||
Capital expenditure limit (maximum) | $ 625,000 | ||
EBITDA evaluation period | 3 months | ||
Fixed charge coverage ratio evaluation period | 12 months | ||
Value of liquidity (minimum) | $ 500,000 | ||
Unamortized discount | $ 543,000 | ||
Notes payable, noncurrent | $ 7,600,000 | $ 7,500,000 | |
Effective interest rate (percent) | 23.70% | 23.60% |
Financing Instruments - Note 48
Financing Instruments - Note Purchase Agreement - Guaranty Agreement (Details) - Note Purchase Agreement [Member] - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Dec. 10, 2013 | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||
Restricted stock issued during the period (shares) | 3.7 | 2.8 | 2.5 |
Restricted common stock par value (in USD per share) | $ 0.01 | ||
Temporary equity redemption price (usd per share) | $ 0.60 | ||
Value of restricted stock issued during the period | $ 2.2 | $ 1.7 | $ 1.5 |
Financing Instruments - Chairma
Financing Instruments - Chairman of the Board Commitment (Details) - USD ($) | Apr. 30, 2016 | Mar. 14, 2016 | Nov. 12, 2015 | Dec. 31, 2015 | Dec. 10, 2013 |
Board of Directors Chairman [Member] | |||||
Debt Instrument [Line Items] | |||||
Granted in period (in shares) | 500,000 | ||||
Share price (in USD per share) | $ 0.40 | $ 0.294 | |||
Term of stock option acquisition rights (years) | 3 years | 8 years | |||
Grant date fair value of options awards | $ 47,000 | ||||
Repayments of related party debt | $ 500,000 | ||||
Repurchase of principal | $ 150,000 | ||||
Scenario, Forecast [Member] | |||||
Debt Instrument [Line Items] | |||||
Repayments of debt | $ 2,000,000 | ||||
Secured Debt [Member] | Note Purchase Agreement [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 7,200,000 |
Financing Instruments - Note Pa
Financing Instruments - Note Payable - Related Party (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2015 | Mar. 31, 2016 | |
Promissory Note - January 21, 2015 [Member] | ||
Related Party Transaction [Line Items] | ||
Notes payable | $ 250,000 | |
Interest rate (percent) | 8.00% | |
Promissory Note - January 1, 2015 Member | ||
Related Party Transaction [Line Items] | ||
Repayments of related party debt | $ 250,000 | |
Accrued and unpaid interest | $ 4,000 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | Mar. 14, 2016 | Feb. 07, 2016 | Dec. 31, 2015 | Nov. 12, 2015 | Dec. 31, 2014 | Feb. 07, 2014 | Mar. 31, 2016 |
Related Party Transaction [Line Items] | |||||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |||||
Kramer Options [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Expiration period (years) | 8 years | ||||||
Number of shares of common stock (in shares) | 2,000,000 | ||||||
Common stock, par value (in dollars per share) | $ 0.01 | ||||||
Share price (in USD per share) | $ 0.40 | ||||||
Term of stock option acquisition rights (years) | 3 years | ||||||
Fair value of options vested in the period | $ 766,217 | ||||||
Chief Operating Officer [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Common stock, par value (in dollars per share) | $ 0.01 | ||||||
Fair value of options vested in the period | $ 16,000 | ||||||
Options vested in period (in shares) | 25,000 | 25,000 | 25,000 | 25,000 | |||
Granted in period (in shares) | 100,000 | ||||||
Servicing Contracts [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Restricted stock award issued (in shares) | 22,223 | ||||||
Value of restricted stock award | $ 8,412 | ||||||
Majority Shareholder [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Restricted stock award issued (in shares) | 305,352 | ||||||
Value of restricted stock award | $ 183,211 | ||||||
Board of Directors Chairman [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Expiration period (years) | 8 years | ||||||
Number of shares of common stock (in shares) | 800,000 | ||||||
Common stock, par value (in dollars per share) | $ 0.01 | ||||||
Share price (in USD per share) | $ 0.40 | $ 0.294 | |||||
Term of stock option acquisition rights (years) | 3 years | 8 years | |||||
Fair value of options vested in the period | $ 306,487 | ||||||
Granted in period (in shares) | 500,000 |
Net Income (Loss) per Common 52
Net Income (Loss) per Common Share - Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Earnings Per Share [Abstract] | ||
Net income (loss) available to common shareholders | $ 831 | $ (1,399) |
Weighted average common shares outstanding (shares) | 122,256 | 120,426 |
Dilutive effect of equity incentive plans | $ 2,418 | $ 1,150 |
Weighted average common shares outstanding, assuming dilution (shares) | 122,286 | 120,446 |
Basic earnings per common share (usd per share) | $ 0.01 | $ (0.01) |
Diluted earnings per common share (usd per share) | $ 0.01 | $ (0.01) |
Net Income (Loss) per Common 53
Net Income (Loss) per Common Share - Basic and Diluted - Narrative (Details) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Out-of-the-money [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (shares) | 600,000 | 3,000,000 |
Securities Transactions (Detail
Securities Transactions (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Servicing Contracts [Member] | ||
Shares issued for services (shares) | 22,223 | |
Restricted common stock par value (in USD per share) | $ 0.01 | |
Value of shares issued for service | $ 8,412 | |
Affiliated Entity [Member] | ||
Restricted common stock par value (in USD per share) | $ 0.01 | |
Stock issued during the period (shares) | 305,352 | |
Value of stock issued during the period | $ 183,212 | |
Common stock issued (shares) | 25,000 | |
Common stock, par value (in dollars per share) | $ 0.01 | |
Common stock issued, value | $ 16,000 |
Business Segment and Geograph55
Business Segment and Geographic Area Information - Reportable Segments (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016USD ($)segment | Mar. 31, 2015USD ($) | |
Segment Reporting [Abstract] | ||
Number of operating segments | segment | 2 | |
Segment Reporting Information [Line Items] | ||
Sales | $ 20,639 | $ 17,494 |
Depreciation | 27 | 34 |
Amortization of Other Intangible Assets | 66 | 59 |
Interest Expense | 275 | 279 |
Segment Profit | 2,456 | 699 |
Segment Assets | 23,984 | 22,512 |
Expenditures for Segment Assets | 1 | 13 |
Operating Segments [Member] | Foam [Member] | ||
Segment Reporting Information [Line Items] | ||
Sales | 17,745 | 15,406 |
Depreciation | 23 | 30 |
Amortization of Other Intangible Assets | 57 | 52 |
Interest Expense | 236 | 246 |
Segment Profit | 2,022 | 513 |
Segment Assets | 19,939 | 19,030 |
Expenditures for Segment Assets | 1 | 11 |
Operating Segments [Member] | Coatings [Member] | ||
Segment Reporting Information [Line Items] | ||
Sales | 2,894 | 2,088 |
Depreciation | 4 | 4 |
Amortization of Other Intangible Assets | 9 | 7 |
Interest Expense | 39 | 33 |
Segment Profit | 434 | 186 |
Segment Assets | 4,045 | 3,482 |
Expenditures for Segment Assets | $ 0 | $ 2 |
Business Segment and Geograph56
Business Segment and Geographic Area Information - Reconciliation of Reportable Segment Profit or Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Segment Reporting [Abstract] | ||
Total Profit or Loss for Reportable Segments | $ 2,456 | $ 699 |
Corporate Expenses | (1,559) | (2,007) |
Income (Loss) Before Income Taxes | $ 897 | $ (1,308) |
Business Segment and Geograph57
Business Segment and Geographic Area Information - Reconciliation of Reportable Segment Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Segment Reporting [Abstract] | ||
Total Assets for Reportable Segments | $ 23,984 | $ 23,713 |
Other Unallocated Amounts | 191 | 2,296 |
Consolidated Total | $ 24,175 | $ 26,009 |
Business Segment and Geograph58
Business Segment and Geographic Area Information - Geographic Area Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Sales | $ 20,639 | $ 17,494 |
Long-Lived Assets | 23,984 | 22,512 |
United States [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Sales | 19,509 | 17,007 |
Long-Lived Assets | 23,984 | 22,512 |
Europe [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Sales | 826 | 202 |
Long-Lived Assets | 0 | 0 |
Middle East [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Sales | 3 | 0 |
Long-Lived Assets | 0 | 0 |
Rest of the World [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Sales | 301 | 285 |
Long-Lived Assets | $ 0 | $ 0 |
Subsequent Events (Details)
Subsequent Events (Details) | Apr. 21, 2016USD ($) |
Secured Debt [Member] | Note Purchase Agreement [Member] | Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Principal repayment | $ 1,850,000 |