Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 15, 2019 | Jun. 30, 2018 | |
Document And Entity Information | |||
Entity Registrant Name | PERMA FIX ENVIRONMENTAL SERVICES INC | ||
Entity Central Index Key | 0000891532 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filer | No | ||
Entity Reporting Status Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business Flag | true | ||
Entity Emerging Growth Company | false | ||
Entity Ex Transition Period | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 49,793,255 | ||
Entity Common Stock, Shares Outstanding | 11,961,537 | ||
Trading Symbol | PESI | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2018 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Current assets: | |||
Cash | $ 810 | $ 1,063 | |
Accounts receivable, net of allowance for doubtful accounts of $105 and $720, respectively | 7,735 | 7,940 | |
Unbilled receivables - current | 3,105 | 4,547 | |
Inventories | 449 | 393 | |
Prepaid and other assets | 2,552 | 3,281 | |
Current assets related to discontinued operations | 107 | 89 | |
Total current assets | 14,758 | 17,313 | |
Property and equipment: | |||
Buildings and land | 19,782 | 23,806 | |
Equipment | 19,157 | 33,182 | |
Vehicles | 369 | 393 | |
Leasehold improvements | 23 | 11,549 | |
Office furniture and equipment | 1,551 | 1,670 | |
Construction-in-progress | 1,389 | 653 | |
Total property and equipment | 42,271 | 71,253 | |
Less accumulated depreciation | (26,532) | (56,383) | |
Net property and equipment | 15,739 | 14,870 | |
Property and equipment related to discontinued operations | 81 | 81 | |
Intangibles and other long term assets: | |||
Permits | 8,443 | 8,419 | |
Other intangible assets - net | 1,278 | 1,487 | |
Unbilled receivables - non-current | 184 | ||
Finite risk sinking fund (restricted cash) | 15,971 | 15,676 | |
Other assets | 1,054 | 1,313 | |
Other assets related to discontinued operations | 118 | 195 | |
Total assets | [1] | 57,442 | 59,538 |
Current liabilities: | |||
Accounts payable | 5,497 | 3,537 | |
Accrued expenses | 5,014 | 4,782 | |
Disposal/transportation accrual | 1,542 | 2,071 | |
Deferred revenue | 6,595 | 4,311 | |
Accrued closure costs - current | 1,142 | 2,791 | |
Current portion of long-term debt | 1,184 | 1,184 | |
Current portion of capital lease obligations | 181 | ||
Current liabilities related to discontinued operations | 356 | 905 | |
Total current liabilities | 21,511 | 19,581 | |
Accrued closure costs | 5,608 | 5,604 | |
Other long-term liabilities | 255 | 1,191 | |
Deferred tax liabilities | 586 | 1,694 | |
Long-term debt, less current portion | 2,118 | 2,663 | |
Long-term capital lease obligations, less current portion | 268 | ||
Long-term liabilities related to discontinued operations | 963 | 359 | |
Total long-term liabilities | 9,798 | 11,511 | |
Total liabilities | 31,309 | 31,092 | |
Commitments and Contingencies (Note 15) | |||
Series B Preferred Stock of subsidiary, $0 par value; 1,467,396 shares authorized; 0 and 1,284,730 shares issued, respectively; 0 and 1,284,730 shares outstanding, respectively; liquidation value of $1.00 per share plus accrued and unpaid dividends of $0 and $995, respectively (Note 8) | 1,285 | ||
Stockholders' Equity: | |||
Preferred Stock, $.001 par value; 2,000,000 shares authorized, no shares issued and outstanding | |||
Common Stock, $.001 par value; 30,000,000 shares authorized; 11,944,215 and 11,738,623 shares issued, respectively; 11,936,573 and 11,730,981 shares outstanding, respectively | 12 | 12 | |
Additional paid-in capital | 107,548 | 106,417 | |
Accumulated deficit | (79,630) | (77,893) | |
Accumulated other comprehensive loss | (214) | (112) | |
Less Common Stock in treasury, at cost; 7,642 shares | (88) | (88) | |
Total Perma-Fix Environmental Services, Inc. stockholders' equity | 27,628 | 28,336 | |
Non-controlling interest | (1,495) | (1,175) | |
Total stockholders' equity | 26,133 | 27,161 | |
Total liabilities and stockholders' equity | $ 57,442 | $ 59,538 | |
[1] | Segment assets have been adjusted for intercompany accounts to reflect actual assets for each segment. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Accounts receivable, allowance for doubtful accounts | $ 105 | $ 720 |
Preferred stock, par value | $ .001 | $ .001 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 30,000,000 | 30,000,000 |
Common stock, shares issued | 11,944,215 | 11,738,623 |
Common stock, shares outstanding | 11,936,573 | 11,730,981 |
Treasury stock, shares | 7,642 | 7,642 |
Series B Preferred Stock [Member] | ||
Preferred stock of subsidiary, par value | $ 0 | $ 0 |
Preferred stock of subsidiary, shares authorized | 1,467,396 | 1,467,396 |
Preferred stock of subsidiary, shares issued | 0 | 1,284,730 |
Preferred stock of subsidiary, shares outstanding | 0 | 1,284,730 |
Preferred stock of subsidiary, liquidation value | $ 1 | $ 1 |
Preferred stock of subsidiary, accrued and unpaid dividends | $ 0 | $ 995 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | ||
Net revenues | $ 49,539 | $ 49,769 |
Cost of goods sold | 41,078 | 41,149 |
Gross profit | 8,461 | 8,620 |
Selling, general and administrative expenses | 10,741 | 11,101 |
Research and development | 1,370 | 1,595 |
Gain on disposal of property and equipment | (46) | (12) |
Impairment loss on tangible assets | 672 | |
Loss from operations | (3,604) | (4,736) |
Other income (expense): | ||
Interest income | 295 | 140 |
Interest expense | (251) | (315) |
Interest expense-financing fees | (38) | (35) |
Other | (8) | 123 |
Net gain on exchange offer of Series B Preferred Stock of subsidiary (Note 8) | 1,596 | |
Loss from continuing operations before taxes | (2,010) | (4,823) |
Income tax benefit | (936) | (1,285) |
Loss from continuing operations, net of taxes | (1,074) | (3,538) |
Loss from discontinued operations, net of taxes of $0 | (667) | (592) |
Net loss | (1,741) | (4,130) |
Net loss attributable to non-controlling interest | (320) | (450) |
Net loss attributable to Perma-Fix Environmental Services, Inc. common stockholders | $ (1,421) | $ (3,680) |
Net loss per common share attributable to Perma-Fix Environmental Services, Inc. stockholders - basic and diluted: | ||
Continuing operations | $ (.06) | $ (.26) |
Discontinued operations | (.06) | (.05) |
Net loss per common share | $ (.12) | $ (.31) |
Number of common shares used in computing net loss per share: | ||
Basic | 11,855,000 | 11,706,000 |
Diluted | 11,855,000 | 11,706,000 |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parenthetical) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | ||
Loss from discontinued operations, tax | $ 0 | $ 0 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (1,741) | $ (4,130) |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustments | (102) | 50 |
Total other comprehensive (loss) income | (102) | 50 |
Comprehensive loss | (1,843) | (4,080) |
Comprehensive loss attributable to non-controlling interest | (320) | (450) |
Comprehensive loss attributable to Perma-Fix Environmental Services, Inc. common stockholders | $ (1,523) | $ (3,630) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Common Stock Held In Treasury [Member] | Accumulated Other Comprehensive Loss [Member] | Non-controlling Interest in Subsidiary [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2016 | $ 11 | $ 106,048 | $ (88) | $ (162) | $ (725) | $ (74,213) | $ 30,871 |
Balance, shares at Dec. 31, 2016 | 11,677,025 | ||||||
Foreign currency translation adjustment | 50 | 50 | |||||
Issuance of Common Stock for services | $ 1 | 225 | 226 | ||||
Issuance of Common Stock for services, shares | 61,598 | ||||||
Stock-Based Compensation | 144 | 144 | |||||
Net loss | (450) | (3,680) | (4,130) | ||||
Balance at Dec. 31, 2017 | $ 12 | 106,417 | (88) | (112) | (1,175) | (77,893) | 27,161 |
Balance, shares at Dec. 31, 2017 | 11,738,623 | ||||||
Foreign currency translation adjustment | (102) | (102) | |||||
Issuance of Common Stock for services | 249 | 249 | |||||
Issuance of Common Stock for services, shares | 60,598 | ||||||
Stock-Based Compensation | 198 | 198 | |||||
Adoption of accounting standards updates (Note 2) | (316) | (316) | |||||
Issuance of Common Stock upon exercise of options | 36 | $ 36 | |||||
Issuance of Common Stock upon exercise of options, shares | 10,000 | 10,000 | |||||
Issuance of Common Stock from exchange offer of Series B Preferred Stock of subsidiary (Note 8) | 648 | $ 648 | |||||
Issuance of Common Stock from exchange offer of Series B Preferred Stock of subsidiary (Note 8), shares | 134,994 | ||||||
Net loss | (320) | (1,421) | (1,741) | ||||
Balance at Dec. 31, 2018 | $ 12 | $ 107,548 | $ (88) | $ (214) | $ (1,495) | $ (79,630) | $ 26,133 |
Balance, shares at Dec. 31, 2018 | 11,944,215 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities: | ||
Net loss | $ (1,741) | $ (4,130) |
Less: loss on discontinued operations, net of taxes of $0 (Note 9) | (667) | (592) |
Loss from continuing operations | (1,074) | (3,538) |
Adjustments to reconcile net loss from continuing operations to cash provided by operating activities: | ||
Depreciation and amortization | 1,455 | 3,803 |
Amortization of debt issuance costs | 35 | 36 |
Deferred tax benefit | (1,108) | (668) |
Provision for bad debt reserves | 66 | 462 |
Gain on disposal of property and equipment | (46) | (12) |
Gain on exchange offer of Series B Preferred Stock of subsidiary (Note 8) | (1,659) | |
Impairment loss on tangible assets | 672 | |
Issuance of common stock for services | 249 | 225 |
Stock-based compensation | 198 | 144 |
Changes in operating assets and liabilities of continuing operations: | ||
Accounts receivable | 139 | 515 |
Unbilled receivables | 1,626 | (1,589) |
Prepaid expenses, inventories and other assets | 1,932 | (54) |
Accounts payable, accrued expenses and unearned revenue | 765 | 1,093 |
Cash provided by continuing operations | 2,578 | 1,089 |
Cash used in discontinued operations | (618) | (647) |
Cash provided by operating activities | 1,960 | 442 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (1,432) | (439) |
Proceeds from sale of property and equipment | 47 | 30 |
Cash used in investing activities of continuing operations | (1,385) | (409) |
Cash provided by investing activities of discontinued operations | 67 | 69 |
Cash used in investing activities | (1,318) | (340) |
Cash flows from financing activities: | ||
Borrowing on revolving credit | 54,714 | 45,163 |
Repayments of revolving credit borrowings | (54,075) | (48,966) |
Principal repayments of long term debt | (1,219) | (1,219) |
Principal payment on capital leases | (36) | |
Proceeds from issuance of common stock upon exercise of options | 36 | |
Cash used in financing activities of continuing operations | (580) | (5,022) |
Effect of exchange rate changes on cash | (20) | 9 |
Increase (decrease) in cash and finite risk sinking fund (restricted cash) (Note 2) | 42 | (4,911) |
Cash and finite risk sinking fund (restricted cash) at beginning of period (Note 2) | 16,739 | 21,650 |
Cash and finite risk sinking fund (restricted cash) at end of period (Note 2) | 16,781 | 16,739 |
Supplemental disclosure: | ||
Interest paid | 248 | 318 |
Income taxes paid | 160 | 58 |
Non-cash investing and financing activities: | ||
Equipment purchase subject to capital lease | 545 | 196 |
Common stock issued in exchange offer of Series B Preferred Stock of subsidiary (Note 8) | $ 648 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Cash Flows [Abstract] | ||
Loss from discontinued operations, tax | $ 0 | $ 0 |
Description of Business and Bas
Description of Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | NOTE 1 DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Perma-Fix Environmental Services, Inc. (the Company, which may be referred to as we, us, or our), an environmental and technology know-how company, is a Delaware corporation, engaged through its subsidiaries, in three reportable segments: TREATMENT SEGMENT, which includes: - nuclear, low-level radioactive, mixed waste (containing both hazardous and low-level radioactive constituents), hazardous and non-hazardous waste treatment, processing and disposal services primarily through three uniquely licensed and permitted treatment and storage facilities; and - R&D activities to identify, develop and implement innovative waste processing techniques for problematic waste streams. SERVICES SEGMENT, which includes: - Technical services, which include: ○ professional radiological measurement and site survey of large government and commercial installations using advanced methods, technology and engineering; ○ integrated Occupational Safety and Health services including IH assessments; hazardous materials surveys, e.g., exposure monitoring; lead and asbestos management/abatement oversight; indoor air quality evaluations; health risk and exposure assessments; health & safety plan/program development, compliance auditing and training services; and OSHA citation assistance; ○ global technical services providing consulting, engineering, project management, waste management, environmental, and decontamination and decommissioning field, technical, and management personnel and services to commercial and government customers; and ○ on-site waste management services to commercial and governmental customers. - Nuclear services, which include: ○ technology-based services including engineering, decontamination and decommissioning (“D&D”), specialty services and construction, logistics, transportation, processing and disposal; ○ remediation of nuclear licensed and federal facilities and the remediation cleanup of nuclear legacy sites. Such services capability includes: project investigation; radiological engineering; partial and total plant D&D; facility decontamination, dismantling, demolition, and planning; site restoration; logistics; transportation; and emergency response; and - A company owned equipment calibration and maintenance laboratory that services, maintains, calibrates, and sources (i.e., rental) health physics, IH and customized NEOSH instrumentation. - A company owned gamma spectroscopy laboratory for the analysis of oil and gas industry solids and liquids. MEDICAL SEGMENT, which includes: R&D of the Company’s medical isotope production technology by our majority-owned Polish subsidiary, Perma-Fix Medical S.A. and its wholly-owned subsidiary Perma-Fix Medical Corporation (“PFM Corporation”) (together known as “PF Medical” or the Medical Segment). The Company’s Medical Segment has not generated any revenue as it remains in the R&D stage and has substantially reduced its R&D activities due to the need for capital to fund these activities. All costs incurred by the Medical Segment are reflected within R&D in the accompanying consolidated financial statements (see “Financial Position and Liquidity” below for further discussion of Medical Segment’s significant curtailment of its R&D activities). The Company’s continuing operations consist of Diversified Scientific Services, Inc. (“DSSI”), Perma-Fix of Florida, Inc. (“PFF”), Perma-Fix of Northwest Richland, Inc. (“PFNWR”), East Tennessee Materials & Energy Corporation (“M&EC”) (see “Note 4 – M&EC Facility” regarding the closure of this facility), Safety & Ecology Corporation (“SEC”), Perma-Fix Environmental Services UK Limited (“PF UK Limited”), Perma-Fix of Canada, Inc. (“PF Canada”), and PF Medical. The Company’s discontinued operations (see Note 9) consist of all our subsidiaries included in our Industrial Segment which were divested in 2011 and prior, previously closed locations, and our Perma-Fix of South Georgia, Inc. (“PFSG”) facility which is non-operational and is in closure status. Financial Position and Liquidity The Company’s cash flow requirements during 2018 were primarily financed by our operations and credit facility availability. We generated positive cash flow from our operations of approximately $1,960,000, which included cash outlays of approximately $5,400,000 for operating and closure spending for our M&EC facility, which is in closure status. The Company’s cash flow requirements for 2019 and into the first quarter of 2020 will consist primarily of general working capital needs, scheduled principal payments on our debt obligations, remediation projects, planned capital expenditures and remaining closure spending requirements in connection with the closure of our M&EC facility (see “Note 4 – M&EC Facility” for further discussion of the M&EC facility closure) which we plan to fund from operations, credit facility availability, and proceeds of approximately $2,500,000 that the Company received pursuant to the terms of a loan and securities purchase agreement and promissory note that the Company consummated on April 1, 2019 (see “Note 19 – Subsequent Event” for further information of this loan). Additionally, as a result of the M&EC facility closure, the Company expects to receive, by the end of the second quarter of 2019, a release of approximately $5,000,000 of the $15,971,000 restricted finite risk sinking funds held by American International Group (“AIG”) as collateral under the financial assurance policy dated June 2003 that we currently have with AIG. The release of this finite risk sinking fund is subject to approval from AIG and the appropriate regulators and when released, will further enhance our liquidity and working capital deficit (see “Note 15 – Commitment and Contingencies – Insurance” for further information of this policy with AIG). The Company continues to explore all sources of increasing revenue. The Company is continually reviewing operating costs and is committed to further reducing operating costs to bring them in line with revenue levels, when necessary. As previously disclosed, the Company’s Medical Segment reduced its R&D activities substantially due to the need for capital to fund such activities. Our Medical Segment continues to seek various sources in order to raise this funding or partners willing to provide the funding for its R&D activities. The Company anticipates that the Medical Segment will not resume full R&D activities until the necessary capital is obtained through its own credit facility or additional equity raise or obtains partners willing to provide funding for its R&D activities. If the Medical Segment is unable to raise the necessary capital, the Medical Segment could be required to further reduce, delay or eliminate its R&D program. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation Our consolidated financial statements include our accounts, those of our wholly-owned subsidiaries, and our majority-owned Polish subsidiary, PF Medical, after elimination of all significant intercompany accounts and transactions. Use of Estimates The Company prepares financial statements in conformity with accounting standards generally accepted in the United States of America (“US GAAP”), which may require estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, as well as, the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. See Notes 9, 13, 14 and 15 for estimates of discontinued operations and environmental liabilities, closure costs, income taxes and contingencies for details on significant estimates. Cash and Finite Risk Sinking Fund (Restricted Cash) At December 31, 2018, the Company had cash on hand of approximately $810,000, which reflects primarily account balances of our foreign subsidiaries totaling approximately $806,000. At December 31, 2017, the Company had cash on hand of approximately $1,063,000, which included account balances for our foreign subsidiaries totaling approximately $305,000. At December 31, 2018 and 2017, the Company has finite risk sinking funds of approximately $15,971,000 and $15,676,000, respectively, which represents cash held as collateral under the Company’s financial assurance policy (see “Note 15 – Commitment and Contingencies – Insurance” for a discussion of this fund). Accounts Receivable Accounts receivable are customer obligations due under normal trade terms requiring payment within 30 or 60 days from the invoice date based on the customer type (government, broker, or commercial). The carrying amount of accounts receivable is reduced by an allowance for doubtful accounts, which is a valuation allowance that reflects management’s best estimate of the amounts that will not be collected. The Company regularly reviews all accounts receivable balances that exceed 60 days from the invoice date and based on an assessment of current credit worthiness, estimates the portion, if any, of the balance that will not be collected. This analysis excludes government related receivables due to our past successful experience in their collectability. Specific accounts that are deemed to be uncollectible are reserved at 100% of their outstanding balance. The remaining balances aged over 60 days have a percentage applied by aging category, based on historical experience that allows us to calculate the total allowance required. Once the Company has exhausted all options in the collection of a delinquent accounts receivable balance, which includes collection letters, demands for payment, collection agencies and attorneys, the account is deemed uncollectible and subsequently written off. The write off process involves approvals from senior management based on required approval thresholds. The following table sets forth the activity in the allowance for doubtful accounts for the years ended December 31, 2018 and 2017 (in thousands): Year Ended December 31, 2018 2017 Allowance for doubtful accounts - beginning of year $ 720 $ 272 Provision for bad debt reserve 66 462 Write-off (681 ) (14 ) Allowance for doubtful accounts - end of year $ 105 $ 720 Unbilled Receivables Unbilled receivables are generated by differences between invoicing timing and our proportional performance based methodology used for revenue recognition purposes. As major processing and contract completion phases are completed and the costs are incurred, the Company recognizes the corresponding percentage of revenue. Within our Treatment Segment, the facilities experience delays in processing invoices due to the complexity of the documentation that is required for invoicing, as well as the difference between completion of revenue recognition milestones and agreed upon invoicing terms, which results in unbilled receivables. The timing differences occur for several reasons: partially from delays in the final processing of all wastes associated with certain work orders and partially from delays for analytical testing that is required after the facilities have processed waste but prior to our release of waste for disposal. The tasks relating to these delays usually take several months to complete. Based on historical data used in reviewing the timing of these delays, the Company determined that certain issues, including, but not limited to, delays at our third party disposal site, can extend collection of some of these receivables greater than twelve months. However, our historical experience suggests that a significant portion of unbilled receivables are ultimately collectible with minimal concession on our part. The Company, therefore, segregates the unbilled receivables between current and long-term. Unbilled receivables within our Services Segment can result from: (1) revenue recognized by our Earned Value Management program (a program which integrates project scope, schedule, and cost to provide an objective measure of project progress) but invoice milestones have not yet been met and/or (2) contract claims and pending change orders, including Requests for Equitable Adjustments (“REAs”) when work has been performed and collection of revenue is reasonably assured. Inventories Inventories consist of treatment chemicals, saleable used oils, and certain supplies. Additionally, the Company has replacement parts in inventory, which are deemed critical to the operating equipment and may also have extended lead times should the part fail and need to be replaced. Inventories are valued at the lower of cost or market with cost determined by the first-in, first-out method. Property and Equipment Property and equipment expenditures are capitalized and depreciated using the straight-line method over the estimated useful lives of the assets for financial statement purposes, while accelerated depreciation methods are principally used for income tax purposes. Generally, asset lives range from ten to forty years for buildings (including improvements and asset retirement costs) and three to seven years for office furniture and equipment, vehicles, and decontamination and processing equipment. Leasehold improvements are capitalized and amortized over the lesser of the term of the lease or the life of the asset. Maintenance and repairs are charged directly to expense as incurred. The cost and accumulated depreciation of assets sold or retired are removed from the respective accounts, and any gain or loss from sale or retirement is recognized in the accompanying Consolidated Statements of Operations. Renewals and improvements, which extend the useful lives of the assets, are capitalized. Certain property and equipment expenditures are financed through the use of capital leases. Amortization of capitalized leased assets is computed using the straight-line method over the estimated useful lives of the assets. Total property and equipment at December 31, 2018 financed through capital leases was approximately $517,000 less accumulated depreciation of $8,000 resulting in net fixed assets under capital leases of $509,000. The Company had no capital leases in 2017. Long-lived assets, such as property, plant and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of are separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and are no longer depreciated. Our depreciation expense totaled approximately $1,105,000 and $3,429,000 in 2018 and 2017, respectively. Capitalized Interest The Company’s policy is to capitalize interest cost incurred on debt during the construction of projects for its use. A reconciliation of our total interest cost to “Interest Expense” as reported on our Consolidated Statements of Operations for 2018 and 2017 is as follows: (Amounts in Thousands) 2018 2017 Interest cost capitalized $ 70 $ 6 Interest cost charged to income 251 315 Total interest $ 321 $ 321 Intangible Assets Intangible assets consist primarily of the recognized value of the permits required to operate our business. Indefinite-lived intangible assets are not amortized but are reviewed for impairment annually as of October 1, or when events or changes in the business environment indicate that the carrying value may be impaired. If the fair value of the asset is less than the carrying amount, a quantitative test is performed to determine the fair value. The impairment loss, if any, is measured as the excess of the carrying value of the asset over its fair value. Significant judgments are inherent in these analyses and include assumptions for, among other factors, forecasted revenue, gross margin, growth rate, operating income, timing of expected future cash flows, and the determination of appropriate long term discount rates. Impairment testing of our permits related to our Treatment reporting unit as of October 1, 2018 and 2017 resulted in no impairment charges. Intangible assets that have definite useful lives are amortized using the straight-line method over the estimated useful lives (with the exception of customer relationships which are amortized using an accelerated method) and are excluded from our annual intangible asset valuation review as of October 1. The Company has one definite-lived permit which was excluded from our annual impairment review as noted above. Definite-lived intangible assets are also tested for impairment whenever events or changes in circumstances suggest impairment might exist. R&D Operational innovation and technical know-how is very important to the success of our business. Our goal is to discover, develop, and bring to market innovative ways to process waste that address unmet environmental needs and to develop new company service offerings. The Company conducts research internally and also through collaborations with other third parties. R&D costs consist primarily of employee salaries and benefits, laboratory costs, third party fees, and other related costs associated with the development and enhancement of new potential waste treatment processes and new technology and are charged to expense when incurred in accordance with ASC Topic 730, “Research and Development.” The Company’s R&D expenses included approximately $811,000 and $1,141,000 for the years ended December 31, 2018 and 2017, respectively, incurred by our Medical Segment in the R&D of its medical isotope production technology. Accrued Closure Costs and Asset Retirement Obligations (“ARO”) Accrued closure costs represent our estimated environmental liability to clean up our facilities, as required by our permits, in the event of closure. ASC 410, “Asset Retirement and Environmental Obligations” requires that the discounted fair value of a liability for an ARO be recognized in the period in which it is incurred with the associated ARO capitalized as part of the carrying cost of the asset. The recognition of an ARO requires that management make numerous estimates, assumptions and judgments regarding such factors as estimated probabilities, timing of settlements, material and service costs, current technology, laws and regulations, and credit adjusted risk-free rate to be used. This estimate is inflated, using an inflation rate, to the expected time at which the closure will occur, and then discounted back, using a credit adjusted risk free rate, to the present value. ARO’s are included within buildings as part of property and equipment and are depreciated over the estimated useful life of the property. In periods subsequent to initial measurement of the ARO, the Company must recognize period-to-period changes in the liability resulting from the passage of time and revisions to either the timing or the amount of the original estimate of undiscounted cash flows. Increases in the ARO liability due to passage of time impact net income as accretion expense, which is included in cost of goods sold. Changes in costs resulting from changes or expansion at the facilities require adjustment to the ARO liability and are capitalized and charged as depreciation expense, in accordance with the Company’s depreciation policy. Income Taxes Income taxes are accounted for in accordance with ASC 740, “Income Taxes.” Under ASC 740, the provision for income taxes is comprised of taxes that are currently payable and deferred taxes that relate to the temporary differences between financial reporting carrying values and tax bases of assets and liabilities. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. ASC 740 requires that deferred income tax assets be reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The Company regularly assesses the likelihood that the deferred tax asset will be recovered from future taxable income. The Company considers projected future taxable income and ongoing tax planning strategies, then records a valuation allowance to reduce the carrying value of the net deferred income taxes to an amount that is more likely than not to be realized. ASC 740 sets out a consistent framework for preparers to use to determine the appropriate recognition and measurement of uncertain tax positions. ASC 740 uses a two-step approach wherein a tax benefit is recognized if a position is more-likely-than-not to be sustained. The amount of the benefit is then measured to be the highest tax benefit which is greater than 50% likely to be realized. ASC 740 also sets out disclosure requirements to enhance transparency of an entity’s tax reserves. The Company recognizes accrued interest and income tax penalties related to unrecognized tax benefits as a component of income tax expense. The Company reassesses the validity of our conclusions regarding uncertain income tax positions on a quarterly basis to determine if facts or circumstances have arisen that might cause us to change our judgment regarding the likelihood of a tax position’s sustainability under audit. Foreign Currency The Company’s foreign subsidiaries include PF UK Limited, PF Canada and PF Medical. Assets and liabilities are translated to U.S. dollars at the exchange rate in effect at the balance sheet date and revenue and expenses at the average exchange rate for the period. Foreign currency translation adjustments for these subsidiaries are accumulated as a separate component of accumulated other comprehensive income (loss) in stockholders’ equity. Gains and losses resulting from foreign currency transactions are recognized in the Consolidated Statements of Operations. Concentration Risk The Company performed services relating to waste generated by domestic government clients (includes U.S federal, state and local), either directly as a prime contractor or indirectly as a subcontractor to government entities, representing approximately $34,811,000, or 70.3%, of our total revenue during 2018, as compared to $37,019,000, or 74.4%, of our total revenue during 2017. As our revenues are project/event based where the completion of one contract with a specific customer may be replaced by another contract with a different customer from year to year, the Company does not believe the loss of one specific customer from one year to the next will generally have a material adverse effect on our operations and financial condition. Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and accounts receivable. The Company maintains cash with high quality financial institutions, which may exceed Federal Deposit Insurance Corporation (“FDIC”) insured amounts from time to time. Concentration of credit risk with respect to accounts receivable is limited due to the Company’s large number of customers and their dispersion throughout the United States as well as with the significant amount of work that we perform for the federal government. The Company had two government related customers whose net outstanding receivable balance represented 13.0% and 10.1% of the Company’s total consolidated net accounts receivable at December 31, 2018. The Company had two government related customers whose net outstanding receivable balance represented 17.9% and 16.8% of the Company’s total consolidated net accounts receivable at December 31, 2017. Revenue Recognition and Related Policies In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers” followed by a series of related accounting standard updates (collectively referred to as “Topic 606”) which superseded nearly all existing revenue recognition guidance. Under the new standard, a five-step process is utilized in order to determine revenue recognition, depicting the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. We adopted Topic 606 effective January 1, 2018 (see “Recently Adopted Accounting Standards” below for further discussion of Topic 606 and the impact to the Company’s financial statements). Under Topic 606, a performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account. A contract transaction price is allocated to each distinct performance obligation and recognized as revenues as the performance obligation is satisfied. Treatment Segment Revenues: Contracts in our Treatment Segment have a single performance obligation as the promise to receive, treat and dispose of waste is not separately identifiable in the contract and, therefore, not distinct. Performance obligations are generally satisfied over time using the input method. Under the input method, the Company uses a measure of progress divided into major phases which include receipt (generally ranging from 9.0% to 33%), treatment/processing and shipment/final disposal. As major processing phases are completed and the costs are incurred, the proportional percentage of revenue is recognized. Transaction price for Treatment Segment contracts are determined by the stated fixed rate per unit price as stipulated in the contract. Services Segment Revenues: Revenues for our Services Segment are generated from time and materials, cost reimbursement or fixed price arrangements: Our primary obligation to customers in time and materials contracts relate to the provision of services to the customer at the direction of the customer. This provision of services at the request of the customer is the performance obligation, which is satisfied over time. Revenue earned from time and materials contracts is determined using the input method and is based on contractually defined billing rates applied to services performed and materials delivered. Our primary performance obligation to customers in cost reimbursement contracts is to complete certain tasks and work streams. Each specified work stream or task within the contract is considered to be a separate performance obligation. The transaction price is calculated using an estimated cost to complete the various scope items to achieve the performance obligation as stipulated in the contract. An estimate is prepared for each individual scope item in the contract and the transaction price is allocated on a time and materials basis as services are provided. Revenue from cost reimbursement contracts is recognized over time using the input method based on costs incurred, plus a proportionate amount of fee earned. Under fixed price contracts, the objective of the project is not attained unless all scope items within the contract are completed and all of the services promised within fixed fee contracts constitute a single performance obligation. Transaction price is estimated based upon the estimated cost to complete the overall project. Revenue from fixed price contracts is recognized over time using the output or input method. For the output method, revenue is recognized based on milestone attained on the project. For the input method, revenue is recognized based on costs incurred on the project relative to the total estimated costs of the project. The majority of our revenue is derived from short term contracts with an original expected length of one year or less. Also, the nature of our contracts does not give rise to variable consideration. Significant Payment Terms Invoicing is based on schedules established in customer contracts. Payment terms vary by customers but are generally established at 30 days from invoicing. Incremental Costs to Obtain a Contract Costs incurred to obtain contracts with our customers are immaterial and as a result, the Company expenses (within selling, general and administration expenses (“SG&A”)) incremental costs incurred in obtaining contracts with our customer as incurred. Remaining Performance Obligations The Company applies the practical expedient in paragraph 606-10-50-14 and does not disclose information about remaining performance obligations that have original expected durations of one year or less. The Company applies the transition practical expedient in paragraph 606-10-65-1(f)(3) and does not disclose the amount of the transaction price allocated to the remaining performance obligations or an explanation of when the Company expects to recognize that amount as revenue for periods prior to the adoption of Topic 606. Stock-Based Compensation The Company accounts for stock-based compensation in accordance with ASC 718, “Compensation – Stock Compensation.” ASC 718 requires all stock-based payments to employees, including grant of options, to be recognized in the Statement of Operations based on their fair values. The Company accounts for stock-based compensation issued to consultants in accordance with the provisions of ASC 505-50, “Equity-Based Payments to Non-Employees (see “Recently Issued Accounting Standards – Not Yet Adopted – ASU No 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting” which the Company will adopt effective January 1, 2019. The Company uses the Black-Scholes option-pricing model to determine the fair-value of stock-based awards which requires subjective assumptions. Assumptions used to estimate the fair value of stock-based awards include the exercise price of the award, the expected term, the expected volatility of our stock over the stock-based award’s expected term, the risk-free interest rate over the award’s expected term, and the expected annual dividend yield. The Company accounts for forfeitures when they occur. Comprehensive Income (Loss) The components of comprehensive income (loss) are net income (loss) and the effects of foreign currency translation adjustments. Income (Loss) Per Share Basic income (loss) per share is calculated based on the weighted-average number of outstanding common shares during the applicable period. Diluted income (loss) per share is based on the weighted-average number of outstanding common shares plus the weighted-average number of potential outstanding common shares. In periods where they are anti-dilutive, such amounts are excluded from the calculations of dilutive earnings per share. Income (loss) per share is computed separately for each period presented. Fair Value of Financial Instruments Certain assets and liabilities are required to be recorded at fair value on a recurring basis, while other assets and liabilities are recorded at fair value on a nonrecurring basis. Fair value is determined based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. The three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies, is: Level 1 — Level 2 — Level 3 — Financial instruments include cash (Level 1), accounts receivable, accounts payable, and debt obligations (Level 3). Credit is extended to customers based on an evaluation of a customer’s financial condition and, generally, collateral is not required. Recently Adopted Accounting Standards The Company adopted Topic 606 effective January 1, 2018. Topic 606 provides a single, comprehensive revenue recognition model for all contracts with customers and also requires additional disclosure surrounding the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. The Company adopted Topic 606 under the modified retrospective approach to all contracts as of the date of adoption. The Company recognized the cumulative effect of initially adopting Topic 606 as an increase of approximately $316,000 to the opening balance of accumulated deficit at January 1, 2018. The adoption of Topic 606 did not result in significant changes to our revenues within our Treatment and Services Segments. The cumulative impact to the opening balance of accumulated deficit at January 1, 2018 was primarily driven by changes to the timing of revenue recognition in certain immaterial waste streams within our Treatment Segment. See “Revenue Recognition and Related Policies” above in this Note and “Note 3 – Revenue” for additional disclosures related to our revenues under the new standard. The comparative previous period information continues to be reported under the accounting standards in effect for that period. We expect the impact of the adoption of Topic 606 to be immaterial to our consolidated financial statements on an on-going basis. The cumulative effect of the changes made to our January 1, 2018 unaudited Consolidated Balance Sheet for the adoption of Topic 606 was as follows (in thousands): Balance at December 31, 2017 Adjustment Due to Topic 606 Opening balance at January 1, 2018 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Disposal/transportation accrual $ 2,071 $ (456 ) $ 1,615 Deferred revenue 4,311 772 5,083 Stockholders’ Equity: Accumulated deficit $ (77,893 ) $ (316 ) $ (78,209 ) In accordance with Topic 606 requirements, the disclosure of the impact of adoption of Topic 606 on our Consolidated Balance Sheets, Consolidated Statement of Operations, and Consolidated Statement of Comprehensive Loss was as follows (in thousands): Consolidated Balance Sheet December 31, 2018 Balances Before Adoption of Effect of Change As Reported Topic 606 Higher/(Lower) LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Disposal/transportation accrual $ 1,542 $ 1,882 $ (340 ) Deferred revenue 6,595 6,007 588 Stockholders’ Equity: Accumulated deficit $ (79,630 ) $ (79,795 ) $ 165 Consolidated Statement of Operations For the year ended December 31, 2018 Balances Before Adoption of Effect of Change As Reported Topic 606 Higher/(Lower) Revenues $ 49,539 $ 49,355 $ 184 Cost of goods sold 41,078 41,059 19 Loss from continuing operations, net of taxes (1,074 ) (1,239 ) 165 Net loss attributable to Perma-Fix Services, Inc. common stockholders (1,421 ) (1,586 ) 165 Net loss attributable to Perma-Fix Environmental Services, Inc. common stockholders - basic and diluted: Continuing operations $ (.06 ) $ (.07 ) $ .01 Net loss per common shares $ (.12 ) $ (.13 ) $ .01 Consolidated Statement of Comprehensive Loss For the year ended Decmeber 31, 2018 Balances Before Adoption of Effect of Change As Reported Topic 606 Higher/(Lower) Net loss $ (1,741 ) $ (1,906 ) $ 165 Comprehensive loss attributable to Perma-Fix Environmental Services, Inc. stockholders (1,523 ) (1,688 ) 165 In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force),” which aims to eliminate diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, and other Topics. Subsequently, in November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230), Restricted Cash, a consensus of the FASB Emerging Issues Task Force,” which clarifies the guidance on the cash flow classification and presentation of changes in restricted cash or restricted cash equivalents. Although ASU 2016-18 does not provide a definition of restricted cash or restricted cash equivalents, it states that amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flow. ASU 2016-15 and ASU 2016-18 are effective for annual reporting periods, and interim periods therein, beginning after December 15, 2017. The Company retrospectively adopted these ASUs effectively January 1, 2018 and has included finite risk sinking funds (included in other long term assets of the Company’s Consolidated Balance Sheets) of $15,971,000 and $15,676,000 at December 31, 2018 and 2017, respectively, as well as previously reported cash, when reconciling the beginning-of-period and end-of-period cash and restricted cash on the accompanying Company’s Consolidated Statements of Cash Flows. The Company’s finite risk sinking funds represent cash held as collateral under the Company’s financial assurance policy (see “Note 14 – Commitment and Contingencies – Insurance” for a discussion of the Company’s finite risk sinking funds). The adoption of these ASUs by the Company effective January 1, 2018 did not have a material impact on the Company’s financial position and results of operations. In October 2016, the FASB issued ASU 2016-16 , In January 2017, the FASB issued ASU No. 2017-01, “Business Combinations (Topic 805) – Clarifying the Definition of a Business.” ASU 2017-01 clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The definition of a business affects many areas of accounting including acquisition, disposals, goodwill and consolidation. This standard is effective for fiscal years beginning after December 15, 2017, including interim periods within that reporting period. The adoption of ASU 2017-01 by the Company effective January 1, 2018 did not have a material impact on the Company’s financial position, results of operations, or cash flows. In May 2017, the FASB issued ASU 2017-09, “Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting.” This ASU provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. ASU 2017-09 is effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years, and early adoption is permitted, including in an interim period. ASU 2017-09 is to be applied on a prospective basis to an award modified on or after the adoption date. The adoption of ASU 2017-01 by the Company effective January 1, 2018 did not have a material impact on the Company’s financial position, results of operations, or cash flows. Recently Issued Accounting Standards – Not Yet Adopted In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” ASU 2016-02 requires lessees to recognize a lease liability and a right-of-use (“ROU”) asset for all leases, including operating leas |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | NOTE 3 REVENUE Disaggregation of Revenue In general, the Company’s business segmentation is aligned according to the nature and economic characteristics of our services and provides meaningful disaggregation of each business segment’s results of operations. The following tables present further disaggregation of our revenues by different categories for our Services and Treatment Segments: Revenue by Contract Type (In thousands) Twelve Months Ended Tweleve Months Ended December 31, 2018 December 31, 2017 Treatment Services Total Treatment Services Total Fixed price $ 36,271 $ 1,575 $ 37,846 $ 37,750 $ 714 $ 38,464 Time and materials ― 11,693 11,693 ― 11,305 11,305 Total $ 36,271 $ 13,268 $ 49,539 $ 37,750 $ 12,019 $ 49,769 Revenue by generator (In thousands) Twelve Months Ended Twelve Months Ended December 31, 2018 December 31, 2017 Treatment Services Total Treatment Services Total Domestic government $ 25,181 $ 9,630 $ 34,811 $ 27,956 $ 9,063 $ 37,019 Domestic commercial 10,970 2,521 13,491 9,794 1,800 11,594 Foreign government 114 1,019 1,133 ― 1,073 1,073 Foreign commercial 6 98 104 ― 83 83 Total $ 36,271 $ 13,268 $ 49,539 $ 37,750 $ 12,019 $ 49,769 Contract Balances The timing of revenue recognition, billings, and cash collections results in accounts receivable and unbilled receivables (contract assets). The Company’s contract liabilities consist of deferred revenues which represents advance payment from customers in advance of the completion of our performance obligation. The following table represents changes in our contract assets and contract liabilities balances: (In thousands) December 31, 2018 January 1, 2018 Year-to-date Change ($) Year-to-date Change (%) Contract assets Account receivables, net of allowance $ 7,735 $ 7,940 $ (205 ) (2.6 )% Unbilled receivables - current 3,105 4,547 (1,442 ) (31.7 )% Unbilled receivables - non-current ― 184 (184 ) (100.0 )% Contract liabilities Deferred revenue $ 6,595 $ 5,083 $ 1,512 29.7 % During the twelve months ended December 31, 2018 and 2017, the Company recognized revenue of $8,071,000 and $5,105,000, respectively, which was included in the deferred revenue balance at the beginning of the year. Revenue recognized in each period related to performance obligations satisfied within the respective period. |
M&EC Facility
M&EC Facility | 12 Months Ended |
Dec. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
M&EC Facility | NOTE 4 M&EC FACILITY The Company has completed the physical on-site closure and decommissioning activities at its M&EC facility (in closure status) in accordance with M&EC’s license and permit requirements, with final closure of the facility subject to completion of final surveys and regulatory approvals. The Company continues to transition operational capabilities to our other Treatment Segment facilities, subject to customer requirements and regulatory approvals. The closure of the Company’s M&EC facility was approved during the second quarter of 2016. During the third quarter of 2017, the Company recorded a $672,000 in impairment loss on tangible assets resulting from an updated financial valuation of M&EC’s remaining long-lived tangible assets (inclusive of ARO costs) in accordance with ASC 360, “Property, Plant, and Equipment.” Additionally, during the third and fourth quarters of 2017, the Company recorded an additional $550,000 and $850,000, respectively, in closure costs and current closure costs liabilities due to changes in future estimated closure costs. During the second, third and fourth quarters of 2018, the Company recorded an additional $1,215,000, $1,093,000, and $1,015,000, respectively, in closure costs and current closure liabilities due to changes in estimated future closure costs resulting from additional decommissioning clean-up scope. Given the nature of the closure requirements, additional clean up responsibilities were identified in locations of the building not previously accessible. During the years ended December 31, 2018 and 2017, M&EC’s revenues were approximately $155,000 and $6,312,000, respectively. |
Permit and Other Intangible Ass
Permit and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Permit and Other Intangible Assets | NOTE 5 PERMIT AND OTHER INTANGIBLE ASSETS The following table summarizes changes in the carrying amount of permits. No permit exists at our Services and Medical Segments. Permit (amount in thousands) Treatment Balance as of December 31, 2016 $ 8,474 PCB permit amortized (1) (55 ) Balance as of December 31, 2017 8,419 PCB permit amortized (1) (55 ) Permit in progress 79 Balance as of December 31, 2018 $ 8,443 (1) The following table summarizes information relating to the Company’s definite-lived intangible assets: December 31, 2018 December 31, 2017 Intangibles (amount in thousands) Useful Lives (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Patent 1-17 $ 728 $ (336 ) $ 392 $ 657 $ (306 ) $ 351 Software 3 410 (403 ) 7 410 (398 ) 12 Customer relationships 10 3,370 (2,491 ) 879 3,370 (2,246 ) 1,124 Permit 10 545 (538 ) 7 545 (483 ) 62 Total $ 5,053 $ (3,768 ) $ 1,285 $ 4,982 $ (3,433 ) $ 1,549 The intangible assets are amortized on a straight-line basis over their useful lives with the exception of customer relationships which are being amortized using an accelerated method. The following table summarizes the expected amortization over the next five years for our definite-lived intangible assets: Amount Year (In thousands) 2019 $ 255 2020 219 2021 198 2022 172 2023 132 Amortization expense recorded for definite-lived intangible assets was approximately $350,000 and $374,000, for the years ended December 31, 2018 and 2017, respectively. |
Capital Stock, Stock Plans, War
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation | NOTE 6 CAPITAL STOCK, STOCK PLANS, WARRANTS, AND STOCK BASED COMPENSATION Stock Option Plans The Company adopted the 2003 Outside Directors Stock Plan (the “2003 Plan”), which was approved by our stockholders at the Company’s July 29, 2003 Annual Meeting of Stockholders. Options granted under the 2003 Plan generally have a vesting period of six months from the date of grant and a term of 10 years, with an exercise price equal to the closing trade price on the date prior to grant date. The 2003 Plan also provides for the issuance to each outside director a number of shares of the Company’s Common Stock in lieu of 65% or 100% (based on option elected by each director) of the fee payable to the eligible director for services rendered as a member of the Board. The number of shares issued is determined at 75% of the market value as defined in the plan (the Company recognizes 100% of the market value of the shares issued). The 2003 Plan, as amended, also provides for the grant of an option to purchase up to 6,000 shares of our Common Stock for each outside director upon initial election to the Board, and the grant of an option to purchase 2,400 shares of our Common Stock upon each re-election. At the July 27, 2017 Annual Meeting of Stockholders (“2017 Annual Meeting”), the Company’s stockholders approved an amendment to the 2003 Plan which authorized the issuance of an additional 300,000 shares of the Company’s Common Stock under the plan. After the approval of the amendment, the number of shares of the Company’s Common Stock authorized under the 2003 Plan was 1,100,000. At December 31, 2018, the 2003 Plan had available for issuance 329,417 shares. On April 28, 2010, the Company adopted the 2010 Stock Option Plan (“2010 Plan”), which was approved by our stockholders at the Company’s September 29, 2010 Annual Meeting of Stockholders. The 2010 Plan authorized an aggregate grant of 200,000 Non-Qualified Stock Options (“NQSOs”) and Incentive Stock Options (“ISOs”) to officers and employees of the Company for the purchase of up to 200,000 shares of the Company’s Common Stock. The term of each stock option granted is to be fixed by the Compensation Committee, but no stock option is exercisable more than ten years after the grant date, or in the case of an incentive stock option granted to a 10% stockholder, five years after the grant date. As discussed below, as the result of the approval of the 2017 Stock Option Plan (“2017 Plan”) at the Company’s 2017 Annual Meeting, no further options remain available for issuance under the 2010 Plan immediately upon the approval of the 2017 Plan; however, the 2010 Plan remains in full force and effect with respect to the outstanding options issued and unexercised at the date of the approval of the 2017 Plan. At December 31, 2018, the 2010 Plan had an option for the purchase of up to 10,000 shares of our Common Stock with expiration date of July 10, 2020 and an option for the purchase of up to 50,000 shares of our Common Stock with expiration date of May 15, 2022. The Company adopted the 2017 Plan, which was approved by the Company’s stockholders at the Company’s 2017 Annual Meeting. The 2017 Plan authorizes the grant of options to officers and employees of the Company, including any employee who is also a member of the Board, as well as to consultants of the Company. The 2017 Plan authorizes an aggregate grant of 540,000 NQSOs and ISOs, which includes a rollover of 140,000 shares that remained available for issuance under the 2010 Plan as discussed above. Consultants of the Company can only be granted NQSOs. The term of each stock option granted under the 2017 Plan shall be fixed by the Compensation Committee, but no stock options will be exercisable more than ten years after the grant date, or in the case of an ISO granted to a 10% stockholder, five years after the grant date. The exercise price of any ISO granted under the 2017 Plan to an individual who is not a 10% stockholder at the time of the grant shall not be less than the fair market value of the shares at the time of the grant, and the exercise price of any incentive stock option granted to a 10% stockholder shall not be less than 110% of the fair market value at the time of grant. The exercise price of any NQSOs granted under the plan shall not be less than the fair market value of the shares at the time of grant. At December 31, 2018, the 2017 Plan had available for issuance 130,000 shares. Stock Options to Employees and Outside Director On January 18, 2018, the Company granted 6,000 NQSOs from the Company’s 2003 Plan to a new director elected by the Company’s Board to fill a vacancy on the Board. The options granted were for a contractual term of ten years with a vesting period of six months. The exercise price of the options was $4.05 per share, which was equal to our closing stock price the day preceding the grant date, pursuant to the 2003 Plan. On July 26, 2018, the Company granted an aggregate of 12,000 NQSOs from the Company’s 2003 Plan to five of the six re-elected directors at the Company’s July 26, 2018 Annual Meeting of Stockholders. Dr. Louis F. Centofanti (a Board member) was not eligible to receive options under the 2003 Plan as an employee of the Company, pursuant to the 2003 Plan. The NQSOs granted were for a contractual term of ten years with a vesting period of six months. The exercise price of the NQSO was $4.30 per share, which was equal to our closing stock price the day preceding the grant date, pursuant to the 2003 Plan. On January 13, 2017, the Company granted 6,000 NQSOs from the Company’s 2003 Plan to a new director elected by the Company’s Board to fill the vacancy left by a Board member who retired from the Board in October 2016. The options granted were for a contractual term of ten years with a vesting period of six months. The exercise price of the NQSO was $3.79 per share, which was equal to our closing stock price the day preceding the grant date, pursuant to the 2003 Plan. On July 27, 2017, the Company granted 12,000 NQSOs from the Company’s 2003 Plan to five of the six re-elected directors at the 2017 Annual Meeting. Dr. Louis F. Centofanti, who is a member of the Board, was not eligible to receive options under the 2003 Plan as an employee of the Company, pursuant to the 2003 Plan. The NQSOs granted to the five directors were for a contractual term of ten years with a vesting period of six months. The exercise price of the NQSO was $3.55 per share, which was equal to our closing stock price the day preceding the grant date, pursuant to the 2003 Plan. On October 19, 2017, the Company granted an aggregate of 110,000 ISOs from the 2017 Plan to certain employees. The ISOs granted were for a contractual term of six years with one-fifth vesting annually over a five year period. The exercise price of the ISO was $3.60 per share, which was equal to the fair market value of the Company’s common stock on the date of grant. On July 27, 2017, the Company granted an aggregate 200,000 ISOs from the 2017 Plan (following the approval of the 2017 Plan as discussed above) to the three named executive officers of the Company. The ISOs granted has a contractual term of six years with one-fifth vesting annually over a five year period. The exercise price of the ISO was $3.65 per share, which was equal to the fair market value of the Company’s Common Stock on the date of grant. No employees or directors exercised options during 2018 and 2017. The Company estimates the fair value of stock options using the Black-Scholes valuation model. Assumptions used to estimate the fair value of stock options granted include the exercise price of the award, the expected term, the expected volatility of the Company’s stock over the option’s expected term, the risk-free interest rate over the option’s expected term, and the expected annual dividend yield. The fair value of the options granted during 2018 and 2017 and the related assumptions used in the Black-Scholes option model used to value the options granted were as follows: Employee Stock Option Granted October 19, 2017 July 27, 2017 Weighted-average fair value per share $ 1.75 1.88 Risk -free interest rate (1) 1.98 % 1.98 % Expected volatility of stock (2) 54.64 % 53.15 % Dividend yield None None Expected option life (3) 5.0 years 6.0 years Outside Director Stock Options Granted January 18, 2018 July 26, 2018 January 13, 2017 July 27, 2017 Weighted-average fair value per share $ 2.55 3.02 $ 2.63 $ 2.48 Risk -free interest rate (1) 2.62 % 2.98 % 2.40 % 2.32 % Expected volatility of stock (2) 57.29 % 55.34 % 56.32 % 57.21 % Dividend yield None None None None Expected option life (3) 10.0 years 10.0 years 10.0 years 10.0 years (1) The risk-free interest rate is based on the U.S. Treasury yield in effect at the grant date over the expected term of the option. (2) The expected volatility is based on historical volatility from our traded Common Stock over the expected term of the option. (3) The expected option life is based on historical exercises and post-vesting data. The following table summarizes stock-based compensation recognized for fiscal years 2018 and 2017. Year Ended 2018 2017 Employee Stock Options $ 147,000 $ 78,000 Director Stock Options 51,000 46,000 Total $ 198,000 $ 124,000 At December 31, 2018, the Company has approximately $432,000 of total unrecognized compensation cost related to unvested employee and director options, of which $131,000 is expected to be recognized in 2019, $114,000 in 2020, $114,000 in 2021, with the remaining $73,000 in 2022. Stock Options to Consultant Robert Ferguson is a consultant to the Board and a consultant to the Company in connection with the Company’s Test Bed Initiative (“TBI”) at its PFNWR facility (see “Note 16 – Related Party Transactions” for further discussion). For Robert Ferguson’s consulting work with the Board, he has been receiving monthly compensation of $4,000. For Robert Ferguson’s consulting work in connection with the Company’s TBI, on July 27, 2017 (“grant date”), the Company granted Robert Ferguson a stock option from the Company’s 2017 Plan for the purchase of up to 100,000 shares of the Company’s Common Stock at an exercise price of $3.65 a share, which was the fair market value of the Company’s Common Stock on the date of grant (“Ferguson Stock Option”). The vesting of the Ferguson Stock Option is subject to the achievement of the following milestones (“waste” as noted below is defined as liquid LAW (“low activity waste”) and/or liquid TRU (“transuranic waste”)): ● Upon treatment and disposal of three gallons of waste at the PFNWR facility by January 27, 2018, 10,000 shares of the Ferguson Stock Option shall become exercisable; ● Upon treatment and disposal of 2,000 gallons of waste at the PFNWR facility by January 27, 2019, 30,000 shares of the Ferguson Stock Option shall become exercisable; and ● Upon treatment and disposal of 50,000 gallons of waste at the PFNWR facility and assistance, on terms satisfactory to the Company, in preparing certain justifications of cost and pricing data for the waste and obtaining a long-term commercial contract relating to the treatment, storage and disposal of waste by January 27, 2021, 60,000 shares of the Ferguson Stock Option shall become exercisable. The term of the Ferguson Stock Option is seven (7) years from the grant date. Each of the milestones is exclusive of each other; therefore, achievement of any of the milestones above by Robert Ferguson by the designated date will provide Robert Ferguson the right to exercise the number of options in accordance with the milestone attained (See “Note 18- Subsequent Events” for a discussion of an amendment whereby the second milestone date has been extended to March 31, 2020 from January 27, 2019). In December 2017, the Company recorded approximately $20,000 in consulting expenses (included in SG&A) and additional paid-in capital in connection with this transaction which amount was estimated to be the fair value of the 10,000 options on the performance completion date of December 19, 2017 under the first milestone. The fair value of the 10,000 options was estimated using the Black-Scholes valuation model with the following assumptions: 52.65% volatility, risk free interest rate of 2.30%, and an expected life of approximately 6.6 years and no dividends. On May 1, 2018, Robert Ferguson exercised the 10,000 options for the purchase of 10,000 shares of the Company’s Common Stock, resulting in total proceeds paid to the Company of approximately $36,500. The Company has not recorded expenses for the remaining 90,000 Ferguson Stock Option since achievement of the performance obligation under each of the two remaining milestones is uncertain at December 31, 2018. Summary of Stock Option Plans The summary of the Company’s total plans as of December 31, 2018 and 2017, and changes during the period then ended are presented as follows: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (2) Options outstanding January 1, 2018 624,800 $ 4.42 Granted 18,000 4.22 Exercised (10,000 ) 3.65 Forfeited/expired (16,800 ) 11.70 Options outstanding end of period (1) 616,000 $ 4.23 4.7 $ ─ Options exercisable at December 31, 2018 (1) 249,333 $ 5.04 4.4 $ ─ Options exercisable and expected to be vested at December 31, 2018 616,000 $ 4.23 4.7 $ ─ Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (2) Options outstanding January 1, 2017 247,200 $ 6.69 Granted 428,000 3.64 Exercised ─ ─ Forfeited/expired (50,400 ) 8.95 Options outstanding end of period (1) 624,800 4.42 5.5 $ 19,780 Options exercisable at December 31, 2017 (1) 179,467 6.30 4.6 $ 13,080 Options vested and expected to be vested at December 31, 2017 624,800 $ 4.42 5.5 $ 19,780 (1) Options with exercise prices ranging from $2.79 to $13.35 (2) The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the option. The summary of the Company’s nonvested options as of December 31, 2018 and changes during the period then ended are presented as follows: Weighted Average Grant-Date Shares Fair Value Non-vested options January 1, 2018 445,333 $ 1.89 Granted 18,000 1.89 Vested (96,666 ) 1.99 Forfeited ─ ─ Non-vested options at December 31, 2018 366,667 $ 1.91 Common Stock Issued for Services The Company issued a total of 60,598 and 61,598 shares of our Common Stock in 2018 and 2017, respectively, under our 2003 Plan to our outside directors as compensation for serving on our Board. As a member of the Board, each director elects to receive either 65% or 100% of the director’s fee in shares of our Common Stock. The number of shares received is calculated based on 75% of the fair market value of our Common Stock determined on the business day immediately preceding the date that the quarterly fee is due. The balance of each director’s fee, if any, is payable in cash. The Company recorded approximately $249,000 and $234,000 in compensation expense (included in SG&A) for the twelve months ended December 31, 2018 and 2017, respectively, for the portion of director fees earned in the Company’s Common Stock. Shares Reserved At December 31, 2018, the Company has reserved approximately 616,000 shares of our Common Stock for future issuance under all of the option arrangements. |
Loss Per Share
Loss Per Share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Loss Per Share | NOTE 7 LOSS PER SHARE The following table reconciles the loss and average share amounts used to compute both basic and diluted loss per share: Years Ended December 31, (Amounts in Thousands, Except for Per Share Amounts) 2018 2017 Net loss attributable to Perma-Fix Environmental Services, Inc., common stockholders: Loss from continuing operations, net of taxes $ (1,074 ) $ (3,538 ) Net loss attributable to non-controlling interest (320 ) (450 ) Loss from continuing operations attributable to Perma-Fix Environmental Services, Inc. common stockholders $ (754 ) $ (3,088 ) Loss from discontinuing operations attributable to Perma-Fix Environmental Services, Inc. common stockholders (667 ) (592 ) Net Loss attributable to Perma-Fix Environmental Services, Inc. common stockholders $ (1,421 ) $ (3,680 ) Basic loss per share attributable to Perma-Fix Environmental Services, Inc. common stockholders $ (.12 ) $ (.31 ) Diluted loss per share attributable to Perma-Fix Environmental Services, Inc. common stockholders $ (.12 ) $ (.31 ) Weighted average shares outstanding: Basic weighted average shares outstanding 11,855 11,706 Add: dilutive effect of stock options ─ ─ Add: dilutive effect of warrants ─ ─ Diluted weighted average shares outstanding 11,855 11,706 Potential shares excluded from above weighted average share calculations due to their anti-dilutive effect include: Stock options 107 595 |
Series B Preferred Stock
Series B Preferred Stock | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Series B Preferred Stock | NOTE 8 SERIES B PREFERRED STOCK The 1,284,730 shares of the Series B Preferred Stock (the “Series B Preferred Stock”) of the Company’s wholly-owned consolidated subsidiary, M&EC, were non-voting and non-convertible, had a $1.00 liquidation preference per share and were redeemable at the option and sole discretion of M&EC at any time, and from time to time, from and after one year from the date of issuance (June 25, 2001) of the Series B Preferred Stock for the purchase price of $1.00 per share. Holders of shares of M&EC Series B Preferred Stock were entitled to receive, when, as and if declared by M&EC’s Board out of funds legally available for payment, cumulative dividends at the rate per annum of 5% per share on the liquidation preference of $1.00 per share of Series B Preferred Stock. Dividends on the Series B Preferred Stock accrued without interest beginning one year from the date of original issuance (June 25, 2001), and was payable in cash, if, when, and as declared by M&EC Board, quarterly each year commencing on the first dividend due date following the expiration of one year from the date of original issuance. On April 24, 2018, the Company announced a private exchange offer (“Exchange Offer”), to all 13 holders of the M&EC Series B Preferred Stock , to exchange in a private placement exempt from registration, for every share of Series B Preferred Stock tendered, (a) 0.1050805 shares of newly issued Common Stock of the Company, par value $.001 per share (“Common Stock”), and (b) cash in lieu of fractional shares of Common Stock that would otherwise be issuable to the tendering holder of Series B Preferred Stock, in an amount equal to such fractional share of Common Stock multiplied by the closing price per share of the Common Stock on the last trading day immediately preceding the expiration date of the Exchange Offer. The Exchange Offer was made on an all-or-none basis, for all 1,284,730 shares of Series B Preferred Stock outstanding and had an expiration date of May 30, 2018. The Company owns 100% of the voting capital stock of M&EC. On May 30, 2018, the Exchange Offer was consummated, resulting in the issuance of an aggregate 134,994 unregistered shares of the Company’s Common Stock in exchange for the 1,284,730 shares of Series B Preferred Stock and the payment of an aggregate of approximately $29.00 in cash in lieu of the fractional shares of the Company’s Common Stock that would otherwise have been issuable to the tendering holders of the Series B Preferred Stock. The fair value of the 134,994 shares of the Company’s Common Stock issued was determined to be approximately $648,000 which was based on the closing price of the Company’s Common Stock on May 30, 2018 of $4.80 per share. Upon the consummation of the Exchange Offer, the previous holders of the M&EC Series B Preferred Stock forfeited all rights of a holder of Series B Preferred Shares, including the right to receive quarterly cash dividends, and the rights to the cumulative accrued and unpaid dividends with M&EC Series B Preferred Stock in the amount of approximately $1,022,000 at May 30, 2018. The M&EC Board never declared dividends on the Series B Preferred Stock and our credit facility prohibits the payment of cash dividends without the lender’s consent. After the Exchange Offer, the 1,284,730 shares of the Series B Preferred Stock acquired by the Company were contributed by the Company to M&EC and the Series B Preferred Stock was no longer outstanding. The Company recorded a gain of approximately $1,596,000 during the second quarter of 2018, which was net of approximately $63,000 in legal costs incurred for the completion of the transaction. The shares of Company Common Stock issued in exchange for shares of M&EC’s Series B Preferred Stock were issued pursuant to an exemption from registration under the Securities Act of 1933, as amended (the “Securities Act”), and, as a result, were considered restricted securities when issued. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | NOTE 9 DISCONTINUED OPERATIONS The Company’s discontinued operations consist of all our subsidiaries included in our Industrial Segment: (1) subsidiaries divested in 2011 and prior, (2) two previously closed locations, and (3) our Perma-Fix of PFSG facility, which is currently in the process of undergoing closure, subject to regulatory approval of necessary plans and permits. The Company incurred losses from discontinued operations of $667,000 and $592,000 for the years ended December 31, 2018 and 2017 (net of taxes of $0 for each period), respectively. The loss for the year ended 2018 included an increase of approximately $50,000 in remediation reserve for our Perma-Fix of Dayton (“PFD”) subsidiary due to reassessment of the remediation reserve. The remaining loss for each of the periods noted above were primarily due to costs incurred in the administration and continued monitoring of our discontinued operations. The following table presents the major class of assets of discontinued operations at December 31, 2018 and 2017. No assets and liabilities were held for sale at December 31, 2018 and 2017. (Amounts in Thousands) December 31, 2018 December 31, 2017 Current assets Other assets $ 107 $ 89 Total current assets 107 89 Long-term assets Property, plant and equipment, net (1) 81 81 Other assets 118 195 Total long-term assets 199 276 Total assets $ 306 $ 365 Current liabilities Accounts payable $ 10 $ 8 Accrued expenses and other liabilities 296 265 Environmental liabilities 50 632 Total current liabilities 356 905 Long-term liabilities Closure liabilities 126 120 Environmental liabilities 837 239 Total long-term liabilities 963 359 Total liabilities $ 1,319 $ 1,264 (1) net of accumulated depreciation of $10,000 for each period presented. The Company’s discontinued operations include a note receivable in the original amount of approximately $375,000 recorded in May 2016 resulting from the sale of property at our Perma-Fix of Michigan, Inc. (“PFMI”) subsidiary. This note requires 60 equal monthly installment payments by the buyer of approximately $7,250 (which includes interest). At December 31, 2018, the outstanding amount on this note receivable totaled approximately $202,000, of which approximately $84,000 is included in “Current assets related to discontinued operations” and approximately $118,000 is included in “Other assets related to discontinued operations” in the accompanying Consolidated Balance Sheets. Environmental Liabilities The Company has three remediation projects, which are currently in progress at our PFD, Perma-Fix of Memphis, Inc. (“PFM” – closed location), and PFSG (in closure status) subsidiaries. The Company divested PFD in 2008; however, the environmental liability of PFD was retained by the Company upon the divestiture of PFD. These remediation projects principally entail the removal/remediation of contaminated soil and, in most cases, the remediation of surrounding ground water. The remediation activities are closely reviewed and monitored by the applicable state regulators. At December 31, 2018, we had total accrued environmental remediation liabilities of $887,000, of which $50,000 are recorded as a current liability, an increase of $16,000 from the December 31, 2017 balance of $871,000. The net increase presents an increase of approximately $50,000 made to the reserve at our PFD subsidiary due to reassessment of the remediation reserve and payments of approximately $34,000 on remediation projects for our PFD and PFSG subsidiaries. The current and long-term accrued environmental liability at December 31, 2018 is summarized as follows (in thousands). Current Long-term Accrual Accrual Total PFD $ 50 $ 60 $ 110 PFM — 15 15 PFSG — 762 762 Total liability $ 50 $ 837 $ 887 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | NOTE 10 LONG-TERM DEBT Long-term debt consists of the following at December 31, 2018 and December 31, 2017: (Amounts in Thousands) December 31, 2018 December 31, 2017 Revolving Credit (1) (2) $ 639 $ — Term Loan (1) (2) 2,663 (3) 3,847 (3) Total debt 3,302 3,847 Less current portion of long-term debt 1,184 1,184 Long-term debt $ 2,118 $ 2,663 (1) (2) (3) Revolving Credit and Term Loan Agreement The Company entered into an Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated October 31, 2011 (“Amended Loan Agreement”), with PNC National Association (“PNC”), acting as agent and lender. The Amended Loan Agreement has been amended from time to time since the execution of the Amended Loan Agreement. The Amended Loan Agreement, as subsequently amended (“Revised Loan Agreement”), provides the Company with the following credit facility with a maturity date of March 24, 2021: (a) up to $12,000,000 revolving credit (“revolving credit”) and (b) a term loan (“term loan”) of approximately $6,100,000, which requires monthly installments of approximately $101,600 (based on a seven-year amortization). The maximum that we can borrow under the revolving credit is based on a percentage of eligible receivables (as defined) at any one time reduced by outstanding standby letters of credit and borrowing reductions that our lender may impose from time to time. Under the Revised Loan Agreement, we have the option of paying an annual rate of interest due on the revolving credit at prime (5.50% at December 31, 2018) plus 2% or London Inter Bank Offer Rate (“LIBOR”) plus 3% and the term loan at prime plus 2.5% or LIBOR plus 3.5%. Pursuant to the Revised Loan Agreement, the Company may terminate the Revised Loan Agreement, upon 90 days’ prior written notice upon payment in full of its obligations under the Revised Loan Agreement. The Company agreed to pay PNC 1.0% of the total financing had the Company paid off its obligations on or before March 23, 2017, .50% of the total financing had the Company paid off its obligations after March 23, 2017 but prior to or on March 23, 2018, and .25% of the total financing if the Company pays off its obligations after March 23, 2018 but prior to or on March 23, 2019. No early termination fee shall apply if the Company pays off its obligations after March 23, 2019. At December 31, 2018, the borrowing availability under our revolving credit was approximately $2,368,000, based on our eligible receivables and includes an indefinite reduction of borrowing availability of $1,000,000 that the Company’s lender has imposed. The Company’s borrowing availability under our revolving credit was also reduced by outstanding standby letters of credit totaling approximately $2,648,000. Previously, the Company’s lender had imposed an indefinite reduction of borrowing availability of $2,000,000; however, on July 26, 2018, the Company entered into an amendment to our Revised Loan Agreement with our lender which provided, among other things, for the release of $1,000,000 of the $2,000,000 reduction in borrowing availability by our lender. The release of this $1,000,000 in borrowing availability reduction is to be used by the Company for working capital purposes. Most of the other terms of the Revised Loan Agreement remain principally unchanged. The Company’s credit facility with PNC contains certain financial covenants, along with customary representations and warranties. A breach of any of these financial covenants, unless waived by PNC, could result in a default under our credit facility allowing our lender to immediately require the repayment of all outstanding debt under our credit facility and terminate all commitments to extend further credit. Our Revised Loan Agreement prohibits us from paying cash dividends on our Common Stock without prior approval from our lender. The Company met all of its financial covenant requirements in 2018 with the exception of its quarterly minimum fixed charge coverage ratio requirement for the fourth quarter of 2018. In March 2019, the Company entered into another amendment to its Revised Loan Agreement which provided a waiver for this non-compliance in addition to further amendments to our fixed charge coverage ratio requirements (see “Note 19 – Subsequent Events - Revolving Credit and Term Loan Agreement” for a discussion of this amendment). As a result of this amendment, the Company expects to meet its financial covenant requirements in 2019 and into the first quarter of 2020. The following table details the amount of the maturities of long-term debt maturing in future years at December 31, 2018 (excludes debt issuance costs of $80,000). Year ending December 31: (In thousands) 2019 1,219 2020 1,219 2021 944 Total $ 3,382 |
Capital Leases
Capital Leases | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Capital Leases | NOTE 11 CAPITAL LEASES The following table details the amount of the maturities of capital leases maturing in future years at December 31, 2018 (in thousands): Year ending December 31: Capital Leases 2019 $ 181 2020 226 2021 42 Total 449 (1) (1) Interest at rate ranging from 5.8% to 11.9% The Company had no capital leases in 2017. |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | NOTE 12 ACCRUED EXPENSES Accrued expenses include the following (in thousands) at December 31: 2018 2017 Salaries and employee benefits $ 3,228 $ 2,988 Accrued sales, property and other tax 404 402 Interest payable 7 3 Insurance payable 710 630 Other 665 759 Total accrued expenses $ 5,014 $ 4,782 Each of our executives has an individual Management Incentive Plan (“MIP”) for fiscal years 2018 and 2017 which provides for the potential payment of performance compensation (see “Note 17 – Related Party Transactions – MIPs” for further discussion of the MIPs). No performance compensation payments were earned under any of the MIPs for 2018 and 2017. |
Accrued Closure Costs and ARO
Accrued Closure Costs and ARO | 12 Months Ended |
Dec. 31, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Accrued Closure Costs and ARO | NOTE 13 ACCRUED CLOSURE COSTS AND ARO Accrued closure costs represent our estimated environmental liability to clean up our fixed-based regulated facilities as required by our permits, in the event of closure. Changes to reported closure liabilities (current and long-term) for the years ended December 31, 2018 and 2017, were as follows: Amounts in thousands Balance as of December 31, 2016 $ 7,315 Accretion expense 460 Spending (2,037 ) Adjustment to closure liability 2,657 Balance as of December 31, 2017 8,395 Accretion expense 325 Spending (5,293 ) Adjustment to closure liability 3,323 Balance as of December 31, 2018 $ 6,750 The Company recorded an additional $3,323,000 and $1,400,000 in closure liabilities in 2018 and 2017, respectively, due to changes in estimated future closure costs for our M&EC subsidiary which is in closure status (see “Note 4 – M&EC Facility” for further information of these additional closure liabilities recorded). The Company also recorded an additional $1,257,000 in closure liabilities in 2017 for its DSSI subsidiary due to changes in estimated future closure costs. In 2018 and 2017, the Company had spending of approximately $4,991,000 and $1,872,000, respectively, in closure related activities for the M&EC subsidiary. In 2018 and 2017, the Company had spending of approximately $302,000 and $165,000, respectively, in closure related activities for the PFNWR subsidiary in connection with the closure of certain processing equipment/enclosure. At December 31, 2018 and 2017, M&EC’s closure liabilities totaled approximately $1,142,000 and $2,791,000, respectively, with the entire amount classified as current. The reported closure asset or ARO, is reported as a component of “Net Property and equipment” in the Consolidated Balance Sheets at December 31, 2018 and 2017 with the following activity for the years ended December 31, 2018 and 2017: Amounts in thousands Balance as of December 31, 2016 $ 4,148 Amortization of closure and post-closure asset (1,071 ) Impairment of closure and post-closure asset (413 ) Adjustment to closure and post-closure asset 1,257 Balance as of December 31, 2017 3,921 Amortization of closure and post-closure asset (191 ) Balance as of December 31, 2018 $ 3,730 The impairment of ARO for 2017 resulted from the impairment of M&EC’s remaining tangible assets recorded in 2017 (See “Note 4 – M&EC Facility”). The adjustment made to ARO for 2017 was due to the increase in closure liabilities recorded for the DSSI subsidiary as discussed above. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 14 INCOME TAXES The components of current and deferred federal and state income tax (benefit) expense for continuing operations for the years ended December 31, consisted of the following (in thousands): 2018 2017 Federal income tax benefit - current $ ― $ (780 ) Federal income tax benefit - deferred (1,171 ) (778 ) State income tax expense - current 173 163 State income tax expense - deferred 62 110 Total income tax benefit $ (936 ) $ (1,285 ) An overall reconciliation between the expected tax benefit using the federal statutory rate of 21% and 34% for the years ended 2018 and 2017, respectively, and the benefit for income taxes from continuing operations as reported in the accompanying Consolidated Statement of Operations is provided below (in thousands). 2018 2017 Tax benefit at statutory rate $ (392 ) $ (1,640 ) State tax benefit, net of federal benefit (178 ) (295 ) Change in deferred tax rates (78 ) 1,711 Impact of Tax Act ― (1,695 ) Permanent items (388 ) 104 Difference in foreign rate 13 170 Change in deferred tax liabilities 114 881 Other (99 ) (135 ) Decrease in valuation allowance 72 (386 ) Income tax benefit $ (936 ) $ (1,285 ) On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “TCJA”) was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a federal corporate tax rate decrease from 35% to 21% for tax years beginning after December 31, 2017, the transition of U.S international taxation from a worldwide tax system to a territorial system, the elimination of AMT for corporations and a one-time transition tax on the mandatory deemed repatriation of foreign earnings. As of December 31, 2018, the Company has completed its accounting for the tax effects of the enactment of the TCJA under the guidance of Staff Accounting Bulletin No. 118 (“SAB 118”) (issued December 22, 2017), which provides registrants a one-year measurement period to report the impact of the TCJA. Specific to the enactment of the TCJA, the Company recognized a tax benefit of $1,695,000 in the fourth quarter of 2017 which consisted of . An additional provision of the TCJA was to provide an indefinite carryforward period for net operating losses (“NOLs”) generated starting in 2018. Also, the law limits the utilization of these NOLs to 80% of taxable income in the year in which the NOL is utilized. The Company has been carrying on its balance sheet a deferred tax liability related to indefinite-lived intangible assets. A common accounting interpretation of the new TCJA provisions is that deferred tax assets related to indefinite-lived NOLs may now be used to offset indefinite-lived deferred tax liabilities, up to 80% of the amount of the liability. During 2018, the Company forecasted a substantial tax loss for the full year due to the closure of the M&EC facility. As a result, the Company released a portion of the valuation allowance against deferred tax assets equal to 80% of the deferred tax liability related to indefinite-lived intangible assets and recorded a tax benefit in the amount of approximately . The global intangible low-taxed income (“GILTI”) provisions under the TCJA require the Company to include in its U.S. income tax return foreign subsidiary earnings in excess of an allowable return on the foreign subsidiary’s tangible assets. The Company has elected to account for GILTI tax in the period in which it is incurred, and therefore has not provided any deferred tax impacts of GILTI in its consolidated financial statements for the years ended December 31, 2017 and 2018. As the foreign subsidiaries are all in loss positions for 2018, there is no GILTI inclusion for the current year. The base-erosion and anti-abuse tax provisions (“BEAT”) in the TCJA eliminates the deduction of certain base-erosion payments made to related foreign corporations, and imposes a minimum tax if greater than regular tax. The Company does not expect it will be subject to this tax due to the immaterial amounts of outbound U.S. payments and therefore has not included any tax impacts of BEAT in its consolidated financial statements for the years ended December 31, 2017 and 2018. The TCJA imposes a one-time transition tax on previously untaxed earnings and profits of foreign subsidiaries. As of December 31, 2018, the Company has current and accumulated deficits in earnings and profits for all of its foreign subsidiaries. As such, the Company does not expect any exposure to the one-time transition tax. The Company had temporary differences and net operating loss carry forwards from both our continuing and discontinued operations, which gave rise to deferred tax assets and liabilities at December 31, 2018 and 2017 as follows (in thousands): 2018 2017 Deferred tax assets: Net operating losses $ 9,540 $ 5,992 Environmental and closure reserves 2,124 2,158 Depreciation and amortization — 907 Other 1,263 1,252 Deferred tax liabilities: Depreciation and amortization (2,418 ) — Goodwill and indefinite lived intangible assets (586 ) (1,694 ) Prepaid expenses (30 ) (50 ) 9,893 8,565 Valuation allowance (10,479 ) (10,259 ) Net deferred income tax liabilities (586 ) (1,694 ) In 2018 and 2017, the Company concluded that it was more likely than not that $10,479,000 and $10,259,000 of our deferred income tax assets would not be realized, and as such, a full valuation allowance was applied against those deferred income tax assets. The Company has estimated net operating loss carryforwards (“NOLs”) for federal and state income tax purposes of approximately $21,277,000 and $76,312,000, respectively, as of December 31, 2018. The estimated consolidated federal and state NOLs include approximately $2,629,000 and $3,797,000, respectively, of our majority-owned subsidiary, PF Medical, which is not part of our consolidated group for tax purposes. These net operating losses can be carried forward and applied against future taxable income, if any, and expire in various amounts starting in 2021. However, as a result of various stock offerings and certain acquisitions, which in the aggregate constitute a change in control, the use of these NOLs will be limited under the provisions of Section 382 of the Internal Revenue Code of 1986, as amended. Additionally, NOLs may be further limited under the provisions of Treasury Regulation 1.1502-21 regarding Separate Return Limitation Years. The tax years 2016 through 2018 remain open to examination by taxing authorities in the jurisdictions in which the Company operates. No uncertain tax positions were identified by the Company for the years currently open under statute of limitations, including 2018 and 2017. The Company had no federal income tax payable for the years ended December 31, 2018 and 2017. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 15 COMMITMENTS AND CONTINGENCIES Hazardous Waste In connection with our waste management services, we process both hazardous and non-hazardous waste, which we transport to our own, or other, facilities for destruction or disposal. As a result of disposing of hazardous substances, in the event any cleanup is required at the disposal site, we could be a potentially responsible party for the costs of the cleanup notwithstanding any absence of fault on our part. Legal Matters In the normal course of conducting our business, we are involved in various litigation. We are not a party to any litigation or governmental proceeding which our management believes could result in any judgments or fines against us that would have a material adverse effect on our financial position, liquidity or results of future operations. Insurance The Company has a 25-year finite risk insurance policy entered into in June 2003 (“2003 Closure Policy”) with AIG, which provides financial assurance to the applicable states for our permitted facilities in the event of unforeseen closure. The 2003 Closure Policy, as amended, provides for a maximum allowable coverage of $39,000,000 and has available capacity to allow for annual inflation and other performance and surety bond requirements. At December 31, 2018, our financial assurance coverage amount under this 2003 Closure Policy totaled approximately $29,977,000. The Company has recorded $15,971,000 and $15,676,000 in sinking fund related to this policy in other long term assets on the accompanying Consolidated Balance Sheets at December 31, 2018 and 2017, respectively, which includes interest earned of $1,500,000 and $1,205,000 on the sinking fund as of December 31, 2018 and 2017, respectively. Interest income for the years ended 2018 and 2017 was approximately $295,000 and $130,000, respectively. If the Company so elects, AIG is obligated to pay the Company an amount equal to 100% of the sinking fund account balance in return for complete release of liability from both us and any applicable regulatory agency using this policy as an instrument to comply with financial assurance requirements. The Company also had a finite risk insurance policy dated August 2007 for our PFNWR facility with AIG (“PFNWR policy”) which provided financial assurance to the State of Washington in the event of closure of the PFNWR facility. In April 2017, the Company received final releases from state and federal regulators for the PFNWR policy which enabled the Company to cancel the PFNWR policy resulting in the release of approximately $5,951,000 (which had been recorded in other long term assets on the Company’s Consolidated Balance Sheets) on May 1, 2017 in finite sinking funds previously held by AIG as collateral for the PFNWR policy. The Company used the released finite sinking funds to pay off our revolving credit with the remaining funds used for general working capital needs. The Company acquired new bonds in the required amount of approximately $7,000,000 (“new bonds”) to replace the PFNWR policy in providing financial assurance for the PFNWR facility. Upon receipt of the $5,951,000 in finite sinking funds from AIG, the Company and its lender executed a standby letter of credit in the amount of $2,500,000 as collateral for the new bonds for the PFNWR facility. Letter of Credits and Bonding Requirements From time to time, the Company is required to post standby letters of credit and various bonds to support contractual obligations to customers and other obligations, including facility closures. At December 31, 2018, the total amount of standby letters of credit outstanding totaled approximately $2,648,000 and the total amount of bonds outstanding totaled approximately $11,284,000. Operating Leases The Company leases certain facilities and equipment under non-cancelable operating leases. The following table lists future minimum rental payments at December 31, 2018 under these (in thousands): Year ending December 31: 2019 575 2020 406 2021 308 2022 103 Total $ 1,392 Total rent expense under these leases was $766,000 and $754,000 for the years ended 2018 and 2017, respectively. |
Profit Sharing Plan
Profit Sharing Plan | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Profit Sharing Plan | NOTE 16 PROFIT SHARING PLAN The Company adopted a 401(k) Plan in 1992, which is intended to comply with Section 401 of the Internal Revenue Code and the provisions of the Employee Retirement Income Security Act of 1974. All full-time employees who have attained the age of 18 are eligible to participate in the 401(k) Plan. Eligibility is immediate upon employment but enrollment is only allowed during four quarterly open periods of January 1, April 1, July 1, and October 1. Participating employees may make annual pretax contributions to their accounts up to 100% of their compensation, up to a maximum amount as limited by law. The Company, at its discretion, may make matching contributions of 25% based on the employee’s elective contributions. Company contributions vest over a period of five years. In 2018 and 2017, the Company contributed approximately $338,000 and $326,000 in 401(k) matching funds, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 17 RELATED PARTY TRANSACTIONS David Centofanti David Centofanti serves as our Vice President of Information Systems. For such position, he received annual compensation of $173,000 and $168,000 for 2018 and 2017, respectively. David Centofanti is the son of our EVP of Strategic Initiatives and a Board member, Dr. Louis Centofanti. Dr. Louis Centofanti previously held the position of President and CEO until September 8, 2017. Robert Ferguson Robert Ferguson serves as an advisor to our Board and was also a member of the Supervisory Board of PF Medical (until May 11, 2018), our majority-owned Polish subsidiary of the Company. Robert Ferguson previously served as our Board member from June 2007 to February 2010 and again from August 2011 to September 2012. As an advisor to our Board, Robert Ferguson is paid $4,000 monthly plus reasonable expenses. For such services, Robert Ferguson received compensation of approximately $50,000 and $51,000 for the years 2018 and 2017, respectively. Robert Ferguson is also a consultant to the Company in connection with our TBI at our PFNWR facility (see “Note 6 – Capital Stock, Stock Plan, Warrants, and Stock Based Compensation” for a discussion of the options granted to Robert Ferguson in connection with the TBI initiatives). Employment Agreements The Company entered into employment agreements with each of Mark Duff (President and CEO effective September 8, 2017, who previously held the position of EVP and COO), Ben Naccarato (CFO), and Dr. Louis Centofanti, (EVP of Strategic Initiatives, who retired from the position of President and CEO effective September 8, 2017) with each employment agreement dated September 8, 2017. Each of the employment agreements is effective for three years from September 8, 2017 (the “Initial Term”) unless earlier terminated by us or by the executive officer. At the end of the Initial Term of each employment agreement, each employment agreement will automatically be extended for one additional year, unless at least six months prior to the expiration of the Initial Term, the Company or the executive officer provides written notice not to extend the terms of the employment agreement. Each employment agreement provides for annual base salaries, performance bonuses as provided in the MIP as approved by our Board, and other benefits commonly found in such agreements. In addition, each employment agreement provides that in the event the executive officer terminates his employment for “good reason” (as defined in the agreements) or is terminated by the Company without cause (including the executive officer terminating his employment for “good reason” or is terminated by us without cause within 24 months after a Change in Control (as defined in the agreement)), the Company will pay the executive officer the following: (a) a sum equal to any unpaid base salary; (b) accrued unused vacation time and any employee benefits accrued as of termination but not yet been paid (“Accrued Amounts”); (c) two years of full base salary; (d) performance compensation under the MIP earned with respect to the fiscal year immediately preceding the date of termination; and (e) an additional year of performance compensation as provided under the MIP earned, if not already paid, with respect to the fiscal year immediately preceding the date of termination. If the executive terminates his employment for a reason other than for good reason, the Company will pay to the executive the amount equal to the Accrued Amounts plus any performance compensation payable pursuant to the MIP. If there is a Change in Control (as defined in the agreements), all outstanding stock options to purchase common stock held by the executive officer will immediately become exercisable in full commencing on the date of termination through the original term of the options. In the event of the death of an executive officer, all outstanding stock options to purchase common stock held by the executive officer will immediately become exercisable in full commencing on the date of death, with such options exercisable for the lesser of the original option term or twelve months from the date of the executive officer’s death. In the event of an executive officer terminating his employment for “good reason” or is terminated by us without cause, all outstanding stock options to purchase common stock held by the executive officer will immediately become exercisable in full commencing on the date of termination, with such options exercisable for the lesser of the original option term or within 60 days from the date of the executive’s date of termination. The Company had previously entered into an employment agreement with each of Dr. Louis Centofanti and Ben Naccarato on July 10, 2014 which both employment agreements were due to expire on July 10, 2018, as amended (the “July 10, 2014 Employment Agreements”). The Company also had previously entered into an employment agreement dated January 19, 2017 (which was effective June 11, 2016) with Mark Duff which is due to expire on June 11, 2019 (the “January 19, 2017 Employment Agreement”). The July 10, 2014 Employment Agreements and the January 19, 2017 Employment Agreement were terminated effective September 8, 2017. MIPs On January 18, 2018, our Board and the Compensation Committee approved individual MIP for each Mark Duff, CEO and President, Ben Naccarato, CFO, and Dr. Louis Centofanti, EVP of Strategic Initiatives. The MIPs are effective January 1, 2018 and applicable for year ended December 31, 2018. Each MIP provides guidelines for the calculation of annual cash incentive based compensation, subject to Compensation Committee oversight and modification. Each MIP awards cash compensation based on achievement of performance thresholds, with the amount of such compensation established as a percentage of the executive’s 2018 annual base salary on the approval date of the MIP. The potential target performance compensation ranges from 5% to 100% ($13,350 to $267,000) of the base salary for the CEO and President; 5% to 100% ($11,475 to $229,494) of the base salary for the CFO; and 5% to 100% ($11,170 to $223,400) of the base salary for the EVP of Strategic Initiatives. Pursuant to the MIPs, the Compensation Committee has the right to modify, change or terminate the MIPs at any time and for any reason. No performance compensation was earned or payable under each of the 2018 MIPs as discussed above. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting | NOTE 18 SEGMENT REPORTING In accordance with ASC 280, “Segment Reporting”, we define an operating segment as a business activity: ● from which we may earn revenue and incur expenses; ● whose operating results are regularly reviewed by the chief operating decision maker (“CODM”) to make decisions about resources to be allocated to the segment and assess its performance; and ● for which discrete financial information is available. We currently have three reporting segments, which include Treatment and Services Segments, which are based on a service offering approach; and Medical, whose primary purpose at this time is the R&D of a new medical isotope production technology. The Medical Segment has not generated any revenues and all costs incurred are reflected within R&D in the accompanying Consolidated Statements of Operations. As previously disclosed, the Medical Segment ceased a substantial portion of its R&D activities for the medical isotope production technology due to the need for substantial capital to fund such activities. Additionally, the Company is reviewing further strategic options for the Medical Segment. The Company does not anticipate that the Medical Segment will restart such activities until it obtains such funding. Our reporting segments exclude our corporate headquarter and our discontinued operations (see “Note 9 – Discontinued Operations”) which do not generate revenues. The table below shows certain financial information of our reporting segments as of and for the years ended December 31, 2018 and 2017 (in thousands). Segment Reporting as of and for the year ended December 31, 2018 Treatment Services Medical Segments Total Corporate (2) Consolidated Total Revenue from external customers $ 36,271 $ 13,268 — $ 49,539 (3) $ — $ 49,539 Intercompany revenues 509 70 — 579 — — Gross profit 7,197 1,264 — 8,461 — 8,461 Research and development 483 — 811 1,294 76 1,370 Interest income — — — — 295 295 Interest expense (22 ) (2 ) — (24 ) (227 ) (251 ) Interest expense-financing fees — — — — (38 ) (38 ) Depreciation and amortization 943 465 — 1,408 47 1,455 Segment income (loss) before income taxes 4,550 (6) (756 ) (811 ) 2,983 (4,993 ) (2,010 ) Income tax (benefit) expense (943 ) (7) — — (943 ) 7 (936 ) Segment income (loss) 5,493 (756 ) (811 ) 3,926 (5,000 ) (1,074 ) Segment assets (1) 32,800 5,188 25 38,013 19,429 (4) 57,442 Expenditures for segment assets 1,311 117 — 1,428 4 1,432 Total debt — — — — 3,302 (5) 3,302 Segment Reporting as of and for the year ended December 31, 2017 Treatment Services Medical Segments Total Corporate (2) Consolidated Total Revenue from external customers $ 37,750 $ 12,019 — $ 49,769 (3) $ — $ 49,769 Intercompany revenues 362 31 — 393 — — Gross profit 7,916 704 — 8,620 — 8,620 Research and development 439 — 1,141 1,580 15 1,595 Interest income — — — — 140 140 Interest expense (35 ) (5 ) — (40 ) (275 ) (315 ) Interest expense-financing fees — — — — (35 ) (35 ) Depreciation and amortization 3,228 536 — 3,764 39 3,803 Segment income (loss) before income taxes 3,577 (8) (2,286 ) (1,141 ) 150 (4,973 ) (4,823 ) Income tax (benefit) expense (1,290 ) (7) — — (1,290 ) 5 (1,285 ) Segment income (loss) 4,867 (2,286 ) (1,141 ) 1,440 (4,978 ) (3,538 ) Segment assets (1) 32,724 6,324 548 39,596 19,942 (4) 59,538 Expenditures for segment assets 396 43 — 439 — 439 Total debt — — — — 3,847 (5) 3,847 (1) Segment assets have been adjusted for intercompany accounts to reflect actual assets for each segment. (2) Amounts reflect the activity for corporate headquarters not included in the segment information. (3) The Company performed services relating to waste generated by the domestic government clients (includes U.S federal, state and local), either directly as a prime contractor or indirectly for others as a subcontractor to government entities, representing approximately $34,811,000 or 70.3% of total revenue for 2018 and $37,019,000 or 74.4% of total revenue for 2017. The following reflects such revenue generated by our two segments: 2018 2017 Treatment $ 25,181,000 $ 27,956,000 Services 9,630,000 9,063,000 Total $ 34,811,000 $ 37,019,000 (4) Amount includes assets from our discontinued operations of $306,000 and $365,000 at December 31, 2018 and 2017, respectively. (5) Net of debt issuance costs of ($80,000) and ($115,000) for 2018 and 2017, respectively (see “Note 10 – “Long-Term Debt” for additional information). (6) Amount includes a net gain of $1,596,000 recorded resulting from the exchange offer of the Series B Preferred Stock of the Company’s M&EC subsidiary (see “Note 8 – Series B Preferred Stock”) (7) For the year ended December 31, 2018 and 2017, amount includes a tax benefit recorded in the amount of approximately $1,235,000 and $1,695,000, respectively, resulting from the TCJA enacted on December 22, 2017 (see “Note 14 – Income Taxes” for further information of this tax benefit). (8) Amount includes tangible asset impairment loss of $672,000 recorded in connection with the closure of M&EC (see “Note 4 – M&EC Facility”). |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 19 SUBSEQUENT EVENTS MIPs On January 17, 2019, the Company’s Compensation Committee and the Board approved individual MIP for the CEO, CFO, and EVP of Strategic Initiatives. Each MIP is effective January 1, 2019 and applicable for the year ended December 31, 2019. Each MIP provides guidelines for the calculation of annual cash incentive based compensation, subject to Compensation Committee oversight and modification. Each MIP awards cash compensation based on achievement of performance thresholds, with the amount of such compensation established as a percentage of the executive’s annual 2019 base salary on the approval date of the MIP. The potential target performance compensation ranges from 5% to 150% of the 2019 base salary for the CEO ($14,350 to $430,500), 5% to 100% of the 2019 base salary for the CFO ($11,762 to $235,231), and 5% to 100% of the 2019 base salary for the EVP of Strategic Initiatives ($11,449 to $228,985). Grant of Options On January 17, 2019 the Company’s Compensation Committee and the Board approved the grant of 105,000 ISOs from the 2017 Stock Option Plan to certain employees, which included our named executive officers as follows: 25,000 ISOs to our CEO, Mark Duff; 15,000 ISOs to our CFO, Ben Naccarato; and 15,000 ISOs to our EVP of Strategic Initiatives, Dr. Louis Centofanti. The ISOs granted were for a contractual term of six years with one-fifth vesting annually over a five year period. The exercise price of the ISO was $3.15 per share, which was equal to the fair market value of the Company’s Common Stock on the date of grant. Stock Option to Consultant As discussed in “Note 6 – Capital Stock, Stock Plans, Warrants, and Stock Based Compensation – Stock Options to Consultant”, the Company granted a NQSO to Robert Ferguson for the purchase of up to 100,000 shares of the Company’s Common Stock (“Ferguson Stock Option”) in connection with his work as a consultant to the Company’s TBI. The vesting of the Ferguson Stock Option is subject to the achievement of three separate milestones by certain date. On January 17, 2019, the Company’s Compensation Committee and Board approved an amendment to the Ferguson Stock Option whereby the vesting date for the second milestone was amended from “by January 27, 2019” to “by March 31, 2020.” All other terms of the Ferguson Stock Option remain unchanged. Loan and Securities Purchase Agreement, Promissory Note and Subordination Agreement On April 1, 2019, the Company completed a lending transaction with Robert Ferguson (the “Lender”), whereby the Company borrowed from the Lender the sum of $2,500,000 pursuant to the terms of a Loan and Security Purchase Agreement and promissory note (the “Loan”). The Lender is a shareholder of the Company. The Lender also currently serves as a consultant to the Company’s PFNWR subsidiary (see Note 17 - Related Party Transactions – Robert Ferguson” for further information). The proceeds from the Loan will be used for general working capital purposes. The Loan is unsecured, with a term of two years with interest payable at a fixed interest rate of 4.00% per annum. The Loan provides for monthly payments of accrued interest only during the first year of the Loan, with the first interest payment due May 1, 2019 and monthly payments of approximately $208,333 in principal plus accrued interest starting in the second year of the Loan. The Loan also allows for prepayment of principal payments over the term of the Loan without penalty. In connection with the above Loan, the Lender entered into a Subordination Agreement with our credit facility lender, whereby the Lender agreed to subordinate payment under the Loan, and agreed that the Loan will be junior in right of payment to the credit facility in the event of default or bankruptcy or other insolvency proceeding by us. As consideration for us receiving the Loan, the Company issued a Warrant to the Lender to purchase up to 60,000 shares of our Common Stock at an exercise price of $3.51, which was the closing bid price for a share of our Common Stock on NASDAQ.com immediately preceding the execution of the Loan and Warrant. The Warrant is exercisable six months from April 1, 2019 and expires on April 1, 2024. As further consideration for the Loan, the Company also will issue an aggregate 75,000 shares of our Common Stock to the Lender. The 75,000 shares of Common Stock and 60,000 Common Stock purchase warrant will be and was issued in a private placement that was exempt from registration under the Securities Act and bear a restrictive legend against resale except in a transaction registered under the Securities Act or in a transaction exempt from registration thereunder. Upon default, the Lender will have the right to elect to receive in full and complete satisfaction of the Company’s obligations under the Loan either: (a) the cash amount equal to the sum of the unpaid principal balance owing under the loan and all accrued and unpaid interest thereon (the “Payoff Amount”) or (b) upon meeting certain conditions, the number of whole shares of the Company’s Common Stock (the “Payoff Shares”) determined by dividing the Payoff Amount by the dollar amount equal to the closing bid price of our Common Stock on the date immediately prior to the date of default, as reported or quoted on the primary nationally recognized exchange or automated quotation system on which our Common Stock is listed; provided however, that the dollar amount of such closing bid price shall not be less than $3.51, the closing bid price for our Common Stock as disclosed on NASDAQ.com immediately preceding the signing of this loan agreement. If issued, the Payoff Shares will not be registered and the Lender will not be entitled to registration rights with respect to the Payoff Shares. The aggregate number of shares, warrant shares, and Payoff Shares that are or will be issued to the Lenderpursuant to the Loan, together with the aggregate shares of the Company’s Common Stock and other voting securities owned by the Lender as of the date of issuance of the Payoff Shares, shall not exceed the number of shares of the Company’s Common Stock equal to 14.9% of the number of shares of the Company’s Common Stock issued and outstanding as of the date immediately prior to the default, less the number of shares of the Company’s Common Stock owned by the Lenderimmediately prior to the date of such default plus the number of shares of our Common Stock that may be acquired by the Lender under warrants and/or options outstanding immediately prior to the date of such default. The Company is currently evaluating the accounting treatment of this transaction and the impact to our financial statements. Revolving Credit and Term Loan Agreement On March 29, 2019, the Company entered into an amendment to its Revised Loan Agreement with its lender under the credit facility which provided the following: ● waived the Company’s failure to meet the minimum quarterly fixed charge coverage ratio (“FCCR”) requirement for the fourth quarter of 2018; ● waived the quarterly FCCR testing requirement for the first quarter of 2019; ● revised the methodology to be used in calculating the FCCR in each of the second and third quarters of 2019 (with continued requirement to maintain a minimum 1.15:1 ratio in each of the quarters); ● revised the minimum Tangible Adjusted Net Worth requirement (as defined in the Revised Loan Agreement) from $26,000,000 to $25,000,000; ● eliminated the LIBOR interest payment option of paying annual rate of interest due on our term loan and revolving credit until the Company becomes compliant with its FCCR requirement again. As a result of this amendment, the Company’s payment of annual rate of interest due on our term loan will be at prime plus 2.5% and prime plus 2.0% for our revolving credit; ● provided consent for the $2,500,000 loan that the Company entered into with Robert Ferguson as discussed above. The Company is not allowed to make any principal prepayment on this loan until it receives the restricted finite risk sinking funds held as collateral by AIG under our financial assurance policy. The Company expects to receive this restricted funds resulting from the closure of our M&EC facility (see “Note 1 – Description of Business and Basis of Presentation - Financial Position and Liquidity” for a discussion of this expected receipt); and ● revised the annual rate used to calculate the Facility Fee (as defined in the Revised Loan Agreement) (unused revolving credit line fee) from 0.250% to 0.375%. Most of the other terms of the Revised Loan Agreement remain principally unchanged. In connection with this amendment, the Company paid its lender a fee of $20,000 (see “Note 10 – Long Term Debt – Revolving Credit and Term Loan Agreement” for a discussion of the Revised Loan Agreement prior to this amendment). |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation Our consolidated financial statements include our accounts, those of our wholly-owned subsidiaries, and our majority-owned Polish subsidiary, PF Medical, after elimination of all significant intercompany accounts and transactions. |
Use of Estimates | Use of Estimates The Company prepares financial statements in conformity with accounting standards generally accepted in the United States of America (“US GAAP”), which may require estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, as well as, the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. See Notes 9, 13, 14 and 15 for estimates of discontinued operations and environmental liabilities, closure costs, income taxes and contingencies for details on significant estimates. |
Cash and Finite Risk Sinking Fund (Restricted Cash) | Cash and Finite Risk Sinking Fund (Restricted Cash) At December 31, 2018, the Company had cash on hand of approximately $810,000, which reflects primarily account balances of our foreign subsidiaries totaling approximately $806,000. At December 31, 2017, the Company had cash on hand of approximately $1,063,000, which included account balances for our foreign subsidiaries totaling approximately $305,000. At December 31, 2018 and 2017, the Company has finite risk sinking funds of approximately $15,971,000 and $15,676,000, respectively, which represents cash held as collateral under the Company’s financial assurance policy (see “Note 15 – Commitment and Contingencies – Insurance” for a discussion of this fund). |
Accounts Receivable | Accounts Receivable Accounts receivable are customer obligations due under normal trade terms requiring payment within 30 or 60 days from the invoice date based on the customer type (government, broker, or commercial). The carrying amount of accounts receivable is reduced by an allowance for doubtful accounts, which is a valuation allowance that reflects management’s best estimate of the amounts that will not be collected. The Company regularly reviews all accounts receivable balances that exceed 60 days from the invoice date and based on an assessment of current credit worthiness, estimates the portion, if any, of the balance that will not be collected. This analysis excludes government related receivables due to our past successful experience in their collectability. Specific accounts that are deemed to be uncollectible are reserved at 100% of their outstanding balance. The remaining balances aged over 60 days have a percentage applied by aging category, based on historical experience that allows us to calculate the total allowance required. Once the Company has exhausted all options in the collection of a delinquent accounts receivable balance, which includes collection letters, demands for payment, collection agencies and attorneys, the account is deemed uncollectible and subsequently written off. The write off process involves approvals from senior management based on required approval thresholds. The following table sets forth the activity in the allowance for doubtful accounts for the years ended December 31, 2018 and 2017 (in thousands): Year Ended December 31, 2018 2017 Allowance for doubtful accounts - beginning of year $ 720 $ 272 Provision for bad debt reserve 66 462 Write-off (681 ) (14 ) Allowance for doubtful accounts - end of year $ 105 $ 720 |
Unbilled Receivables | Unbilled Receivables Unbilled receivables are generated by differences between invoicing timing and our proportional performance based methodology used for revenue recognition purposes. As major processing and contract completion phases are completed and the costs are incurred, the Company recognizes the corresponding percentage of revenue. Within our Treatment Segment, the facilities experience delays in processing invoices due to the complexity of the documentation that is required for invoicing, as well as the difference between completion of revenue recognition milestones and agreed upon invoicing terms, which results in unbilled receivables. The timing differences occur for several reasons: partially from delays in the final processing of all wastes associated with certain work orders and partially from delays for analytical testing that is required after the facilities have processed waste but prior to our release of waste for disposal. The tasks relating to these delays usually take several months to complete. Based on historical data used in reviewing the timing of these delays, the Company determined that certain issues, including, but not limited to, delays at our third party disposal site, can extend collection of some of these receivables greater than twelve months. However, our historical experience suggests that a significant portion of unbilled receivables are ultimately collectible with minimal concession on our part. The Company, therefore, segregates the unbilled receivables between current and long-term. Unbilled receivables within our Services Segment can result from: (1) revenue recognized by our Earned Value Management program (a program which integrates project scope, schedule, and cost to provide an objective measure of project progress) but invoice milestones have not yet been met and/or (2) contract claims and pending change orders, including Requests for Equitable Adjustments (“REAs”) when work has been performed and collection of revenue is reasonably assured. |
Inventories | Inventories Inventories consist of treatment chemicals, saleable used oils, and certain supplies. Additionally, the Company has replacement parts in inventory, which are deemed critical to the operating equipment and may also have extended lead times should the part fail and need to be replaced. Inventories are valued at the lower of cost or market with cost determined by the first-in, first-out method. |
Property and Equipment | Property and Equipment Property and equipment expenditures are capitalized and depreciated using the straight-line method over the estimated useful lives of the assets for financial statement purposes, while accelerated depreciation methods are principally used for income tax purposes. Generally, asset lives range from ten to forty years for buildings (including improvements and asset retirement costs) and three to seven years for office furniture and equipment, vehicles, and decontamination and processing equipment. Leasehold improvements are capitalized and amortized over the lesser of the term of the lease or the life of the asset. Maintenance and repairs are charged directly to expense as incurred. The cost and accumulated depreciation of assets sold or retired are removed from the respective accounts, and any gain or loss from sale or retirement is recognized in the accompanying Consolidated Statements of Operations. Renewals and improvements, which extend the useful lives of the assets, are capitalized. Certain property and equipment expenditures are financed through the use of capital leases. Amortization of capitalized leased assets is computed using the straight-line method over the estimated useful lives of the assets. Total property and equipment at December 31, 2018 financed through capital leases was approximately $517,000 less accumulated depreciation of $8,000 resulting in net fixed assets under capital leases of $509,000. The Company had no capital leases in 2017. Long-lived assets, such as property, plant and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of are separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and are no longer depreciated. Our depreciation expense totaled approximately $1,105,000 and $3,429,000 in 2018 and 2017, respectively. |
Capitalized Interest | Capitalized Interest The Company’s policy is to capitalize interest cost incurred on debt during the construction of projects for its use. A reconciliation of our total interest cost to “Interest Expense” as reported on our Consolidated Statements of Operations for 2018 and 2017 is as follows: (Amounts in Thousands) 2018 2017 Interest cost capitalized $ 70 $ 6 Interest cost charged to income 251 315 Total interest $ 321 $ 321 |
Intangible Assets | Intangible Assets Intangible assets consist primarily of the recognized value of the permits required to operate our business. Indefinite-lived intangible assets are not amortized but are reviewed for impairment annually as of October 1, or when events or changes in the business environment indicate that the carrying value may be impaired. If the fair value of the asset is less than the carrying amount, a quantitative test is performed to determine the fair value. The impairment loss, if any, is measured as the excess of the carrying value of the asset over its fair value. Significant judgments are inherent in these analyses and include assumptions for, among other factors, forecasted revenue, gross margin, growth rate, operating income, timing of expected future cash flows, and the determination of appropriate long term discount rates. Impairment testing of our permits related to our Treatment reporting unit as of October 1, 2018 and 2017 resulted in no impairment charges. Intangible assets that have definite useful lives are amortized using the straight-line method over the estimated useful lives (with the exception of customer relationships which are amortized using an accelerated method) and are excluded from our annual intangible asset valuation review as of October 1. The Company has one definite-lived permit which was excluded from our annual impairment review as noted above. Definite-lived intangible assets are also tested for impairment whenever events or changes in circumstances suggest impairment might exist. |
R&D | R&D Operational innovation and technical know-how is very important to the success of our business. Our goal is to discover, develop, and bring to market innovative ways to process waste that address unmet environmental needs and to develop new company service offerings. The Company conducts research internally and also through collaborations with other third parties. R&D costs consist primarily of employee salaries and benefits, laboratory costs, third party fees, and other related costs associated with the development and enhancement of new potential waste treatment processes and new technology and are charged to expense when incurred in accordance with ASC Topic 730, “Research and Development.” The Company’s R&D expenses included approximately $811,000 and $1,141,000 for the years ended December 31, 2018 and 2017, respectively, incurred by our Medical Segment in the R&D of its medical isotope production technology. |
Accrued Closure Costs and Asset Retirement Obligations ("ARO") | Accrued Closure Costs and Asset Retirement Obligations (“ARO”) Accrued closure costs represent our estimated environmental liability to clean up our facilities, as required by our permits, in the event of closure. ASC 410, “Asset Retirement and Environmental Obligations” requires that the discounted fair value of a liability for an ARO be recognized in the period in which it is incurred with the associated ARO capitalized as part of the carrying cost of the asset. The recognition of an ARO requires that management make numerous estimates, assumptions and judgments regarding such factors as estimated probabilities, timing of settlements, material and service costs, current technology, laws and regulations, and credit adjusted risk-free rate to be used. This estimate is inflated, using an inflation rate, to the expected time at which the closure will occur, and then discounted back, using a credit adjusted risk free rate, to the present value. ARO’s are included within buildings as part of property and equipment and are depreciated over the estimated useful life of the property. In periods subsequent to initial measurement of the ARO, the Company must recognize period-to-period changes in the liability resulting from the passage of time and revisions to either the timing or the amount of the original estimate of undiscounted cash flows. Increases in the ARO liability due to passage of time impact net income as accretion expense, which is included in cost of goods sold. Changes in costs resulting from changes or expansion at the facilities require adjustment to the ARO liability and are capitalized and charged as depreciation expense, in accordance with the Company’s depreciation policy. |
Income Taxes | Income Taxes Income taxes are accounted for in accordance with ASC 740, “Income Taxes.” Under ASC 740, the provision for income taxes is comprised of taxes that are currently payable and deferred taxes that relate to the temporary differences between financial reporting carrying values and tax bases of assets and liabilities. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. ASC 740 requires that deferred income tax assets be reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The Company regularly assesses the likelihood that the deferred tax asset will be recovered from future taxable income. The Company considers projected future taxable income and ongoing tax planning strategies, then records a valuation allowance to reduce the carrying value of the net deferred income taxes to an amount that is more likely than not to be realized. ASC 740 sets out a consistent framework for preparers to use to determine the appropriate recognition and measurement of uncertain tax positions. ASC 740 uses a two-step approach wherein a tax benefit is recognized if a position is more-likely-than-not to be sustained. The amount of the benefit is then measured to be the highest tax benefit which is greater than 50% likely to be realized. ASC 740 also sets out disclosure requirements to enhance transparency of an entity’s tax reserves. The Company recognizes accrued interest and income tax penalties related to unrecognized tax benefits as a component of income tax expense. The Company reassesses the validity of our conclusions regarding uncertain income tax positions on a quarterly basis to determine if facts or circumstances have arisen that might cause us to change our judgment regarding the likelihood of a tax position’s sustainability under audit. |
Foreign Currency | Foreign Currency The Company’s foreign subsidiaries include PF UK Limited, PF Canada and PF Medical. Assets and liabilities are translated to U.S. dollars at the exchange rate in effect at the balance sheet date and revenue and expenses at the average exchange rate for the period. Foreign currency translation adjustments for these subsidiaries are accumulated as a separate component of accumulated other comprehensive income (loss) in stockholders’ equity. Gains and losses resulting from foreign currency transactions are recognized in the Consolidated Statements of Operations. |
Concentration Risk | Concentration Risk The Company performed services relating to waste generated by domestic government clients (includes U.S federal, state and local), either directly as a prime contractor or indirectly as a subcontractor to government entities, representing approximately $34,811,000, or 70.3%, of our total revenue during 2018, as compared to $37,019,000, or 74.4%, of our total revenue during 2017. As our revenues are project/event based where the completion of one contract with a specific customer may be replaced by another contract with a different customer from year to year, the Company does not believe the loss of one specific customer from one year to the next will generally have a material adverse effect on our operations and financial condition. Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and accounts receivable. The Company maintains cash with high quality financial institutions, which may exceed Federal Deposit Insurance Corporation (“FDIC”) insured amounts from time to time. Concentration of credit risk with respect to accounts receivable is limited due to the Company’s large number of customers and their dispersion throughout the United States as well as with the significant amount of work that we perform for the federal government. The Company had two government related customers whose net outstanding receivable balance represented 13.0% and 10.1% of the Company’s total consolidated net accounts receivable at December 31, 2018. The Company had two government related customers whose net outstanding receivable balance represented 17.9% and 16.8% of the Company’s total consolidated net accounts receivable at December 31, 2017. |
Revenue Recognition and Related Policies | Revenue Recognition and Related Policies In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers” followed by a series of related accounting standard updates (collectively referred to as “Topic 606”) which superseded nearly all existing revenue recognition guidance. Under the new standard, a five-step process is utilized in order to determine revenue recognition, depicting the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. We adopted Topic 606 effective January 1, 2018 (see “Recently Adopted Accounting Standards” below for further discussion of Topic 606 and the impact to the Company’s financial statements). Under Topic 606, a performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account. A contract transaction price is allocated to each distinct performance obligation and recognized as revenues as the performance obligation is satisfied. Treatment Segment Revenues: Contracts in our Treatment Segment have a single performance obligation as the promise to receive, treat and dispose of waste is not separately identifiable in the contract and, therefore, not distinct. Performance obligations are generally satisfied over time using the input method. Under the input method, the Company uses a measure of progress divided into major phases which include receipt (generally ranging from 9.0% to 33%), treatment/processing and shipment/final disposal. As major processing phases are completed and the costs are incurred, the proportional percentage of revenue is recognized. Transaction price for Treatment Segment contracts are determined by the stated fixed rate per unit price as stipulated in the contract. Services Segment Revenues: Revenues for our Services Segment are generated from time and materials, cost reimbursement or fixed price arrangements: Our primary obligation to customers in time and materials contracts relate to the provision of services to the customer at the direction of the customer. This provision of services at the request of the customer is the performance obligation, which is satisfied over time. Revenue earned from time and materials contracts is determined using the input method and is based on contractually defined billing rates applied to services performed and materials delivered. Our primary performance obligation to customers in cost reimbursement contracts is to complete certain tasks and work streams. Each specified work stream or task within the contract is considered to be a separate performance obligation. The transaction price is calculated using an estimated cost to complete the various scope items to achieve the performance obligation as stipulated in the contract. An estimate is prepared for each individual scope item in the contract and the transaction price is allocated on a time and materials basis as services are provided. Revenue from cost reimbursement contracts is recognized over time using the input method based on costs incurred, plus a proportionate amount of fee earned. Under fixed price contracts, the objective of the project is not attained unless all scope items within the contract are completed and all of the services promised within fixed fee contracts constitute a single performance obligation. Transaction price is estimated based upon the estimated cost to complete the overall project. Revenue from fixed price contracts is recognized over time using the output or input method. For the output method, revenue is recognized based on milestone attained on the project. For the input method, revenue is recognized based on costs incurred on the project relative to the total estimated costs of the project. The majority of our revenue is derived from short term contracts with an original expected length of one year or less. Also, the nature of our contracts does not give rise to variable consideration. Significant Payment Terms Invoicing is based on schedules established in customer contracts. Payment terms vary by customers but are generally established at 30 days from invoicing. Incremental Costs to Obtain a Contract Costs incurred to obtain contracts with our customers are immaterial and as a result, the Company expenses (within selling, general and administration expenses (“SG&A”)) incremental costs incurred in obtaining contracts with our customer as incurred. Remaining Performance Obligations The Company applies the practical expedient in paragraph 606-10-50-14 and does not disclose information about remaining performance obligations that have original expected durations of one year or less. The Company applies the transition practical expedient in paragraph 606-10-65-1(f)(3) and does not disclose the amount of the transaction price allocated to the remaining performance obligations or an explanation of when the Company expects to recognize that amount as revenue for periods prior to the adoption of Topic 606. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for stock-based compensation in accordance with ASC 718, “Compensation – Stock Compensation.” ASC 718 requires all stock-based payments to employees, including grant of options, to be recognized in the Statement of Operations based on their fair values. The Company accounts for stock-based compensation issued to consultants in accordance with the provisions of ASC 505-50, “Equity-Based Payments to Non-Employees (see “Recently Issued Accounting Standards – Not Yet Adopted – ASU No 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting” which the Company will adopt effective January 1, 2019. The Company uses the Black-Scholes option-pricing model to determine the fair-value of stock-based awards which requires subjective assumptions. Assumptions used to estimate the fair value of stock-based awards include the exercise price of the award, the expected term, the expected volatility of our stock over the stock-based award’s expected term, the risk-free interest rate over the award’s expected term, and the expected annual dividend yield. The Company accounts for forfeitures when they occur. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) The components of comprehensive income (loss) are net income (loss) and the effects of foreign currency translation adjustments. |
Income (Loss) Per Share | Income (Loss) Per Share Basic income (loss) per share is calculated based on the weighted-average number of outstanding common shares during the applicable period. Diluted income (loss) per share is based on the weighted-average number of outstanding common shares plus the weighted-average number of potential outstanding common shares. In periods where they are anti-dilutive, such amounts are excluded from the calculations of dilutive earnings per share. Income (loss) per share is computed separately for each period presented. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Certain assets and liabilities are required to be recorded at fair value on a recurring basis, while other assets and liabilities are recorded at fair value on a nonrecurring basis. Fair value is determined based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. The three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies, is: Level 1 — Level 2 — Level 3 — Financial instruments include cash (Level 1), accounts receivable, accounts payable, and debt obligations (Level 3). Credit is extended to customers based on an evaluation of a customer’s financial condition and, generally, collateral is not required. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards The Company adopted Topic 606 effective January 1, 2018. Topic 606 provides a single, comprehensive revenue recognition model for all contracts with customers and also requires additional disclosure surrounding the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. The Company adopted Topic 606 under the modified retrospective approach to all contracts as of the date of adoption. The Company recognized the cumulative effect of initially adopting Topic 606 as an increase of approximately $316,000 to the opening balance of accumulated deficit at January 1, 2018. The adoption of Topic 606 did not result in significant changes to our revenues within our Treatment and Services Segments. The cumulative impact to the opening balance of accumulated deficit at January 1, 2018 was primarily driven by changes to the timing of revenue recognition in certain immaterial waste streams within our Treatment Segment. See “Revenue Recognition and Related Policies” above in this Note and “Note 3 – Revenue” for additional disclosures related to our revenues under the new standard. The comparative previous period information continues to be reported under the accounting standards in effect for that period. We expect the impact of the adoption of Topic 606 to be immaterial to our consolidated financial statements on an on-going basis. The cumulative effect of the changes made to our January 1, 2018 unaudited Consolidated Balance Sheet for the adoption of Topic 606 was as follows (in thousands): Balance at December 31, 2017 Adjustment Due to Topic 606 Opening balance at January 1, 2018 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Disposal/transportation accrual $ 2,071 $ (456 ) $ 1,615 Deferred revenue 4,311 772 5,083 Stockholders’ Equity: Accumulated deficit $ (77,893 ) $ (316 ) $ (78,209 ) In accordance with Topic 606 requirements, the disclosure of the impact of adoption of Topic 606 on our Consolidated Balance Sheets, Consolidated Statement of Operations, and Consolidated Statement of Comprehensive Loss was as follows (in thousands): Consolidated Balance Sheet December 31, 2018 Balances Before Adoption of Effect of Change As Reported Topic 606 Higher/(Lower) LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Disposal/transportation accrual $ 1,542 $ 1,882 $ (340 ) Deferred revenue 6,595 6,007 588 Stockholders’ Equity: Accumulated deficit $ (79,630 ) $ (79,795 ) $ 165 Consolidated Statement of Operations For the year ended December 31, 2018 Balances Before Adoption of Effect of Change As Reported Topic 606 Higher/(Lower) Revenues $ 49,539 $ 49,355 $ 184 Cost of goods sold 41,078 41,059 19 Loss from continuing operations, net of taxes (1,074 ) (1,239 ) 165 Net loss attributable to Perma-Fix Services, Inc. common stockholders (1,421 ) (1,586 ) 165 Net loss attributable to Perma-Fix Environmental Services, Inc. common stockholders - basic and diluted: Continuing operations $ (.06 ) $ (.07 ) $ .01 Net loss per common shares $ (.12 ) $ (.13 ) $ .01 Consolidated Statement of Comprehensive Loss For the year ended Decmeber 31, 2018 Balances Before Adoption of Effect of Change As Reported Topic 606 Higher/(Lower) Net loss $ (1,741 ) $ (1,906 ) $ 165 Comprehensive loss attributable to Perma-Fix Environmental Services, Inc. stockholders (1,523 ) (1,688 ) 165 In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force),” which aims to eliminate diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, and other Topics. Subsequently, in November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230), Restricted Cash, a consensus of the FASB Emerging Issues Task Force,” which clarifies the guidance on the cash flow classification and presentation of changes in restricted cash or restricted cash equivalents. Although ASU 2016-18 does not provide a definition of restricted cash or restricted cash equivalents, it states that amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flow. ASU 2016-15 and ASU 2016-18 are effective for annual reporting periods, and interim periods therein, beginning after December 15, 2017. The Company retrospectively adopted these ASUs effectively January 1, 2018 and has included finite risk sinking funds (included in other long term assets of the Company’s Consolidated Balance Sheets) of $15,971,000 and $15,676,000 at December 31, 2018 and 2017, respectively, as well as previously reported cash, when reconciling the beginning-of-period and end-of-period cash and restricted cash on the accompanying Company’s Consolidated Statements of Cash Flows. The Company’s finite risk sinking funds represent cash held as collateral under the Company’s financial assurance policy (see “Note 14 – Commitment and Contingencies – Insurance” for a discussion of the Company’s finite risk sinking funds). The adoption of these ASUs by the Company effective January 1, 2018 did not have a material impact on the Company’s financial position and results of operations. In October 2016, the FASB issued ASU 2016-16 , In January 2017, the FASB issued ASU No. 2017-01, “Business Combinations (Topic 805) – Clarifying the Definition of a Business.” ASU 2017-01 clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The definition of a business affects many areas of accounting including acquisition, disposals, goodwill and consolidation. This standard is effective for fiscal years beginning after December 15, 2017, including interim periods within that reporting period. The adoption of ASU 2017-01 by the Company effective January 1, 2018 did not have a material impact on the Company’s financial position, results of operations, or cash flows. In May 2017, the FASB issued ASU 2017-09, “Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting.” This ASU provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. ASU 2017-09 is effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years, and early adoption is permitted, including in an interim period. ASU 2017-09 is to be applied on a prospective basis to an award modified on or after the adoption date. The adoption of ASU 2017-01 by the Company effective January 1, 2018 did not have a material impact on the Company’s financial position, results of operations, or cash flows. |
Recently Issued Accounting Standards - Not Yet Adopted | Recently Issued Accounting Standards – Not Yet Adopted In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” ASU 2016-02 requires lessees to recognize a lease liability and a right-of-use (“ROU”) asset for all leases, including operating leases, with a term greater than twelve months in their balance sheets. ASU 2016-02 is effective for annual and interim periods in fiscal years beginning after December 15, 2018, with early adoption permitted. In July 2018, the FASB issued ASU 2018-11, “Targeted Improvements,” which provided entities with an additional (and optional) transition method, allowing an entity to apply the new lease standard at the adoption date and to recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company will adopt ASC Topic 842 on January 1, 2019 using the modified retrospective transition method allowed under ASU 2018-11. The Company will elect the package of practical expedients permitted under ASU 2018-11 which among other things, allows an entity to carry forward its historical lease classifications. Based on our current assessment, which is subject to change, the Company estimates it will recognize both ROU assets and related liabilities on its Consolidated Balance Sheets in the range of $2,500,000 to $2,700,000, upon adoption. The Company continues to evaluate implementation of key systems functionality and internal control processes in order to comply with ASC Topic 842. The Company does not expect the adoption of this standard to have a material impact in its Consolidated Statements of Operations and Cash Flows. The Company will expand its consolidated financial statement disclosure upon adoption of this standard. In February 2018, FASB issued ASU 2018-02 , “ In June 2018, the FASB issued ASU No. 2018-07, “Compensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting,” which expands the scope of Topic 718 to include all share-based payment transactions for acquiring goods and services from nonemployees. ASU 2018-07 specifies that Topic 718 applies to all share-based payment transactions in which the grantor acquires goods and services to be used or consumed in its own operations by issuing share-based payment awards. ASU 2018-07 also clarifies that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under ASC 606. ASU 2018-07 is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2018, with early adoption permitted. This ASU is effective January 1, 2019 for the Company. The Company does not expect that the adoption of ASU 2018-09 will have a material impact on the Company’s financial statements. In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement.” ASU 2018-13 improves the disclosure requirements on fair value measurements. ASU 2018-13 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted for any removed or modified disclosures. The Company is currently assessing the impact that this standard will have on its financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Credit Losses for Financing Receivables, Current | The following table sets forth the activity in the allowance for doubtful accounts for the years ended December 31, 2018 and 2017 (in thousands): Year Ended December 31, 2018 2017 Allowance for doubtful accounts - beginning of year $ 720 $ 272 Provision for bad debt reserve 66 462 Write-off (681 ) (14 ) Allowance for doubtful accounts - end of year $ 105 $ 720 |
Schedule of Capitalized Interest | A reconciliation of our total interest cost to “Interest Expense” as reported on our Consolidated Statements of Operations for 2018 and 2017 is as follows: (Amounts in Thousands) 2018 2017 Interest cost capitalized $ 70 $ 6 Interest cost charged to income 251 315 Total interest $ 321 $ 321 |
Schedule of Cumulative Effect Changes in Consolidated Balance Sheet | The cumulative effect of the changes made to our January 1, 2018 unaudited Consolidated Balance Sheet for the adoption of Topic 606 was as follows (in thousands): Balance at December 31, 2017 Adjustment Due to Topic 606 Opening balance at January 1, 2018 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Disposal/transportation accrual $ 2,071 $ (456 ) $ 1,615 Deferred revenue 4,311 772 5,083 Stockholders’ Equity: Accumulated deficit $ (77,893 ) $ (316 ) $ (78,209 ) |
Schedule of Impact of Adoption of Topic 606 | In accordance with Topic 606 requirements, the disclosure of the impact of adoption of Topic 606 on our Consolidated Balance Sheets, Consolidated Statement of Operations, and Consolidated Statement of Comprehensive Loss was as follows (in thousands): Consolidated Balance Sheet December 31, 2018 Balances Before Adoption of Effect of Change As Reported Topic 606 Higher/(Lower) LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Disposal/transportation accrual $ 1,542 $ 1,882 $ (340 ) Deferred revenue 6,595 6,007 588 Stockholders’ Equity: Accumulated deficit $ (79,630 ) $ (79,795 ) $ 165 Consolidated Statement of Operations For the year ended December 31, 2018 Balances Before Adoption of Effect of Change As Reported Topic 606 Higher/(Lower) Revenues $ 49,539 $ 49,355 $ 184 Cost of goods sold 41,078 41,059 19 Loss from continuing operations, net of taxes (1,074 ) (1,239 ) 165 Net loss attributable to Perma-Fix Services, Inc. common stockholders (1,421 ) (1,586 ) 165 Net loss attributable to Perma-Fix Environmental Services, Inc. common stockholders - basic and diluted: Continuing operations $ (.06 ) $ (.07 ) $ .01 Net loss per common shares $ (.12 ) $ (.13 ) $ .01 Consolidated Statement of Comprehensive Loss For the year ended Decmeber 31, 2018 Balances Before Adoption of Effect of Change As Reported Topic 606 Higher/(Lower) Net loss $ (1,741 ) $ (1,906 ) $ 165 Comprehensive loss attributable to Perma-Fix Environmental Services, Inc. stockholders (1,523 ) (1,688 ) 165 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following tables present further disaggregation of our revenues by different categories for our Services and Treatment Segments: Revenue by Contract Type (In thousands) Twelve Months Ended Tweleve Months Ended December 31, 2018 December 31, 2017 Treatment Services Total Treatment Services Total Fixed price $ 36,271 $ 1,575 $ 37,846 $ 37,750 $ 714 $ 38,464 Time and materials ― 11,693 11,693 ― 11,305 11,305 Total $ 36,271 $ 13,268 $ 49,539 $ 37,750 $ 12,019 $ 49,769 Revenue by generator (In thousands) Twelve Months Ended Twelve Months Ended December 31, 2018 December 31, 2017 Treatment Services Total Treatment Services Total Domestic government $ 25,181 $ 9,630 $ 34,811 $ 27,956 $ 9,063 $ 37,019 Domestic commercial 10,970 2,521 13,491 9,794 1,800 11,594 Foreign government 114 1,019 1,133 ― 1,073 1,073 Foreign commercial 6 98 104 ― 83 83 Total $ 36,271 $ 13,268 $ 49,539 $ 37,750 $ 12,019 $ 49,769 |
Schedule of Contract Assets and Liabilities | The following table represents changes in our contract assets and contract liabilities balances: (In thousands) December 31, 2018 January 1, 2018 Year-to-date Change ($) Year-to-date Change (%) Contract assets Account receivables, net of allowance $ 7,735 $ 7,940 $ (205 ) (2.6 )% Unbilled receivables - current 3,105 4,547 (1,442 ) (31.7 )% Unbilled receivables - non-current ― 184 (184 ) (100.0 )% Contract liabilities Deferred revenue $ 6,595 $ 5,083 $ 1,512 29.7 % |
Permit and Other Intangible A_2
Permit and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | The following table summarizes changes in the carrying amount of permits. No permit exists at our Services and Medical Segments. Permit (amount in thousands) Treatment Balance as of December 31, 2016 $ 8,474 PCB permit amortized (1) (55 ) Balance as of December 31, 2017 8,419 PCB permit amortized (1) (55 ) Permit in progress 79 Balance as of December 31, 2018 $ 8,443 (1) |
Schedule of Finite-Lived Intangible Assets | The following table summarizes information relating to the Company’s definite-lived intangible assets: December 31, 2018 December 31, 2017 Intangibles (amount in thousands) Useful Lives (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Patent 1-17 $ 728 $ (336 ) $ 392 $ 657 $ (306 ) $ 351 Software 3 410 (403 ) 7 410 (398 ) 12 Customer relationships 10 3,370 (2,491 ) 879 3,370 (2,246 ) 1,124 Permit 10 545 (538 ) 7 545 (483 ) 62 Total $ 5,053 $ (3,768 ) $ 1,285 $ 4,982 $ (3,433 ) $ 1,549 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The following table summarizes the expected amortization over the next five years for our definite-lived intangible assets: Amount Year (In thousands) 2019 $ 255 2020 219 2021 198 2022 172 2023 132 |
Capital Stock, Stock Plans, W_2
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The fair value of the options granted during 2018 and 2017 and the related assumptions used in the Black-Scholes option model used to value the options granted were as follows: Employee Stock Option Granted October 19, 2017 July 27, 2017 Weighted-average fair value per share $ 1.75 1.88 Risk -free interest rate (1) 1.98 % 1.98 % Expected volatility of stock (2) 54.64 % 53.15 % Dividend yield None None Expected option life (3) 5.0 years 6.0 years Outside Director Stock Options Granted January 18, 2018 July 26, 2018 January 13, 2017 July 27, 2017 Weighted-average fair value per share $ 2.55 3.02 $ 2.63 $ 2.48 Risk -free interest rate (1) 2.62 % 2.98 % 2.40 % 2.32 % Expected volatility of stock (2) 57.29 % 55.34 % 56.32 % 57.21 % Dividend yield None None None None Expected option life (3) 10.0 years 10.0 years 10.0 years 10.0 years (1) The risk-free interest rate is based on the U.S. Treasury yield in effect at the grant date over the expected term of the option. (2) The expected volatility is based on historical volatility from our traded Common Stock over the expected term of the option. (3) The expected option life is based on historical exercises and post-vesting data. |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | The following table summarizes stock-based compensation recognized for fiscal years 2018 and 2017. Year Ended 2018 2017 Employee Stock Options $ 147,000 $ 78,000 Director Stock Options 51,000 46,000 Total $ 198,000 $ 124,000 |
Schedule of Stock Options Roll Forward | The summary of the Company’s total plans as of December 31, 2018 and 2017, and changes during the period then ended are presented as follows: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (2) Options outstanding January 1, 2018 624,800 $ 4.42 Granted 18,000 4.22 Exercised (10,000 ) 3.65 Forfeited/expired (16,800 ) 11.70 Options outstanding end of period (1) 616,000 $ 4.23 4.7 $ ─ Options exercisable at December 31, 2018 (1) 249,333 $ 5.04 4.4 $ ─ Options exercisable and expected to be vested at December 31, 2018 616,000 $ 4.23 4.7 $ ─ Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (2) Options outstanding January 1, 2017 247,200 $ 6.69 Granted 428,000 3.64 Exercised ─ ─ Forfeited/expired (50,400 ) 8.95 Options outstanding end of period (1) 624,800 4.42 5.5 $ 19,780 Options exercisable at December 31, 2017 (1) 179,467 6.30 4.6 $ 13,080 Options vested and expected to be vested at December 31, 2017 624,800 $ 4.42 5.5 $ 19,780 (1) Options with exercise prices ranging from $2.79 to $13.35 (2) The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the option. |
Schedule of Non Vested Options | The summary of the Company’s nonvested options as of December 31, 2018 and changes during the period then ended are presented as follows: Weighted Average Grant-Date Shares Fair Value Non-vested options January 1, 2018 445,333 $ 1.89 Granted 18,000 1.89 Vested (96,666 ) 1.99 Forfeited ─ ─ Non-vested options at December 31, 2018 366,667 $ 1.91 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table reconciles the loss and average share amounts used to compute both basic and diluted loss per share: Years Ended December 31, (Amounts in Thousands, Except for Per Share Amounts) 2018 2017 Net loss attributable to Perma-Fix Environmental Services, Inc., common stockholders: Loss from continuing operations, net of taxes $ (1,074 ) $ (3,538 ) Net loss attributable to non-controlling interest (320 ) (450 ) Loss from continuing operations attributable to Perma-Fix Environmental Services, Inc. common stockholders $ (754 ) $ (3,088 ) Loss from discontinuing operations attributable to Perma-Fix Environmental Services, Inc. common stockholders (667 ) (592 ) Net Loss attributable to Perma-Fix Environmental Services, Inc. common stockholders $ (1,421 ) $ (3,680 ) Basic loss per share attributable to Perma-Fix Environmental Services, Inc. common stockholders $ (.12 ) $ (.31 ) Diluted loss per share attributable to Perma-Fix Environmental Services, Inc. common stockholders $ (.12 ) $ (.31 ) Weighted average shares outstanding: Basic weighted average shares outstanding 11,855 11,706 Add: dilutive effect of stock options ─ ─ Add: dilutive effect of warrants ─ ─ Diluted weighted average shares outstanding 11,855 11,706 Potential shares excluded from above weighted average share calculations due to their anti-dilutive effect include: Stock options 107 595 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Disposal Groups, Including Discontinued Operation Balance Sheet | The following table presents the major class of assets of discontinued operations at December 31, 2018 and 2017. No assets and liabilities were held for sale at December 31, 2018 and 2017. (Amounts in Thousands) December 31, 2018 December 31, 2017 Current assets Other assets $ 107 $ 89 Total current assets 107 89 Long-term assets Property, plant and equipment, net (1) 81 81 Other assets 118 195 Total long-term assets 199 276 Total assets $ 306 $ 365 Current liabilities Accounts payable $ 10 $ 8 Accrued expenses and other liabilities 296 265 Environmental liabilities 50 632 Total current liabilities 356 905 Long-term liabilities Closure liabilities 126 120 Environmental liabilities 837 239 Total long-term liabilities 963 359 Total liabilities $ 1,319 $ 1,264 |
Schedule of Current and Long Term Accrued Environmental Liability | The current and long-term accrued environmental liability at December 31, 2018 is summarized as follows (in thousands). Current Long-term Accrual Accrual Total PFD $ 50 $ 60 $ 110 PFM — 15 15 PFSG — 762 762 Total liability $ 50 $ 837 $ 887 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of the following at December 31, 2018 and December 31, 2017: (Amounts in Thousands) December 31, 2018 December 31, 2017 Revolving Credit (1) (2) $ 639 $ — Term Loan (1) (2) 2,663 (3) 3,847 (3) Total debt 3,302 3,847 Less current portion of long-term debt 1,184 1,184 Long-term debt $ 2,118 $ 2,663 (1) (2) (3) |
Schedule of Maturities of Long-term Debt | Year ending December 31: (In thousands) 2019 1,219 2020 1,219 2021 944 Total $ 3,382 |
Capital Leases (Tables)
Capital Leases (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Schedule of Maturities of Capital Leases | The following table details the amount of the maturities of capital leases maturing in future years at December 31, 2018 (in thousands): Year ending December 31: Capital Leases 2019 $ 181 2020 226 2021 42 Total 449 (1) (1) Interest at rate ranging from 5.8% to 11.9% |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses include the following (in thousands) at December 31: 2018 2017 Salaries and employee benefits $ 3,228 $ 2,988 Accrued sales, property and other tax 404 402 Interest payable 7 3 Insurance payable 710 630 Other 665 759 Total accrued expenses $ 5,014 $ 4,782 |
Accrued Closure Costs and ARO (
Accrued Closure Costs and ARO (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of Change in Asset Retirement Obligation | Changes to reported closure liabilities (current and long-term) for the years ended December 31, 2018 and 2017, were as follows: Amounts in thousands Balance as of December 31, 2016 $ 7,315 Accretion expense 460 Spending (2,037 ) Adjustment to closure liability 2,657 Balance as of December 31, 2017 8,395 Accretion expense 325 Spending (5,293 ) Adjustment to closure liability 3,323 Balance as of December 31, 2018 $ 6,750 |
Schedule of Asset Retirement Obligations | The reported closure asset or ARO, is reported as a component of “Net Property and equipment” in the Consolidated Balance Sheets at December 31, 2018 and 2017 with the following activity for the years ended December 31, 2018 and 2017: Amounts in thousands Balance as of December 31, 2016 $ 4,148 Amortization of closure and post-closure asset (1,071 ) Impairment of closure and post-closure asset (413 ) Adjustment to closure and post-closure asset 1,257 Balance as of December 31, 2017 3,921 Amortization of closure and post-closure asset (191 ) Balance as of December 31, 2018 $ 3,730 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The components of current and deferred federal and state income tax (benefit) expense for continuing operations for the years ended December 31, consisted of the following (in thousands): 2018 2017 Federal income tax benefit - current $ ― $ (780 ) Federal income tax benefit - deferred (1,171 ) (778 ) State income tax expense - current 173 163 State income tax expense - deferred 62 110 Total income tax benefit $ (936 ) $ (1,285 ) |
Schedule of Effective Income Tax Rate Reconciliation | An overall reconciliation between the expected tax benefit using the federal statutory rate of 21% and 34% for the years ended 2018 and 2017, respectively, and the benefit for income taxes from continuing operations as reported in the accompanying Consolidated Statement of Operations is provided below (in thousands). 2018 2017 Tax benefit at statutory rate $ (392 ) $ (1,640 ) State tax benefit, net of federal benefit (178 ) (295 ) Change in deferred tax rates (78 ) 1,711 Impact of Tax Act ― (1,695 ) Permanent items (388 ) 104 Difference in foreign rate 13 170 Change in deferred tax liabilities 114 881 Other (99 ) (135 ) Decrease in valuation allowance 72 (386 ) Income tax benefit $ (936 ) $ (1,285 ) |
Schedule of Deferred Tax Assets and Liabilities | The Company had temporary differences and net operating loss carry forwards from both our continuing and discontinued operations, which gave rise to deferred tax assets and liabilities at December 31, 2018 and 2017 as follows (in thousands): 2018 2017 Deferred tax assets: Net operating losses $ 9,540 $ 5,992 Environmental and closure reserves 2,124 2,158 Depreciation and amortization — 907 Other 1,263 1,252 Deferred tax liabilities: Depreciation and amortization (2,418 ) — Goodwill and indefinite lived intangible assets (586 ) (1,694 ) Prepaid expenses (30 ) (50 ) 9,893 8,565 Valuation allowance (10,479 ) (10,259 ) Net deferred income tax liabilities (586 ) (1,694 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | The following table lists future minimum rental payments at December 31, 2018 under these (in thousands): Year ending December 31: 2019 575 2020 406 2021 308 2022 103 Total $ 1,392 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | Segment Reporting as of and for the year ended December 31, 2018 Treatment Services Medical Segments Total Corporate (2) Consolidated Total Revenue from external customers $ 36,271 $ 13,268 — $ 49,539 (3) $ — $ 49,539 Intercompany revenues 509 70 — 579 — — Gross profit 7,197 1,264 — 8,461 — 8,461 Research and development 483 — 811 1,294 76 1,370 Interest income — — — — 295 295 Interest expense (22 ) (2 ) — (24 ) (227 ) (251 ) Interest expense-financing fees — — — — (38 ) (38 ) Depreciation and amortization 943 465 — 1,408 47 1,455 Segment income (loss) before income taxes 4,550 (6) (756 ) (811 ) 2,983 (4,993 ) (2,010 ) Income tax (benefit) expense (943 ) (7) — — (943 ) 7 (936 ) Segment income (loss) 5,493 (756 ) (811 ) 3,926 (5,000 ) (1,074 ) Segment assets (1) 32,800 5,188 25 38,013 19,429 (4) 57,442 Expenditures for segment assets 1,311 117 — 1,428 4 1,432 Total debt — — — — 3,302 (5) 3,302 Segment Reporting as of and for the year ended December 31, 2017 Treatment Services Medical Segments Total Corporate (2) Consolidated Total Revenue from external customers $ 37,750 $ 12,019 — $ 49,769 (3) $ — $ 49,769 Intercompany revenues 362 31 — 393 — — Gross profit 7,916 704 — 8,620 — 8,620 Research and development 439 — 1,141 1,580 15 1,595 Interest income — — — — 140 140 Interest expense (35 ) (5 ) — (40 ) (275 ) (315 ) Interest expense-financing fees — — — — (35 ) (35 ) Depreciation and amortization 3,228 536 — 3,764 39 3,803 Segment income (loss) before income taxes 3,577 (8) (2,286 ) (1,141 ) 150 (4,973 ) (4,823 ) Income tax (benefit) expense (1,290 ) (7) — — (1,290 ) 5 (1,285 ) Segment income (loss) 4,867 (2,286 ) (1,141 ) 1,440 (4,978 ) (3,538 ) Segment assets (1) 32,724 6,324 548 39,596 19,942 (4) 59,538 Expenditures for segment assets 396 43 — 439 — 439 Total debt — — — — 3,847 (5) 3,847 (1) Segment assets have been adjusted for intercompany accounts to reflect actual assets for each segment. (2) Amounts reflect the activity for corporate headquarters not included in the segment information. (3) The Company performed services relating to waste generated by the domestic government clients (includes U.S federal, state and local), either directly as a prime contractor or indirectly for others as a subcontractor to government entities, representing approximately $34,811,000 or 70.3% of total revenue for 2018 and $37,019,000 or 74.4% of total revenue for 2017. The following reflects such revenue generated by our two segments: 2018 2017 Treatment $ 25,181,000 $ 27,956,000 Services 9,630,000 9,063,000 Total $ 34,811,000 $ 37,019,000 (4) Amount includes assets from our discontinued operations of $306,000 and $365,000 at December 31, 2018 and 2017, respectively. (5) Net of debt issuance costs of ($80,000) and ($115,000) for 2018 and 2017, respectively (see “Note 10 – “Long-Term Debt” for additional information). (6) Amount includes a net gain of $1,596,000 recorded resulting from the exchange offer of the Series B Preferred Stock of the Company’s M&EC subsidiary (see “Note 8 – Series B Preferred Stock”) (7) For the year ended December 31, 2018 and 2017, amount includes a tax benefit recorded in the amount of approximately $1,235,000 and $1,695,000, respectively, resulting from the TCJA enacted on December 22, 2017 (see “Note 14 – Income Taxes” for further information of this tax benefit). (8) Amount includes tangible asset impairment loss of $672,000 recorded in connection with the closure of M&EC (see “Note 4 – M&EC Facility”). |
Schedule of Revenue by Major Customers by Reporting Segments | 2018 2017 Treatment $ 25,181,000 $ 27,956,000 Services 9,630,000 9,063,000 Total $ 34,811,000 $ 37,019,000 |
Description of Business and B_2
Description of Business and Basis of Presentation (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Operations activities | $ 1,960 | $ 442 |
Finite risk sinking fund | 15,971 | $ 15,676 |
March 2019 [Member] | ||
Loan received amount | 2,500 | |
June 30 2019 [Member] | ||
Release of sinking fund related to insurance policy | 5,000 | |
June 30 2019 [Member] | American International Group [Member] | ||
Finite risk sinking fund | 15,971 | |
M&EC Facility [Member] | ||
Amount of cash outlays | $ (5,400) |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands | Oct. 02, 2018 | Oct. 02, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 02, 2018 |
Cash on hand | $ 810 | $ 1,063 | |||
Finite risk sinking fund | $ 15,971 | 15,676 | |||
Percentage of reserves for doubtful accounts receivable | 100.00% | ||||
Capital lease | $ 517 | 0 | |||
Capital lease accumulated depreciation | 8 | ||||
Capital lease net fixed asset | 509 | ||||
Depreciation | 1,105 | 3,429 | |||
Impairment charges | |||||
Revenues | 49,539 | 49,769 | |||
Increase in accumulated deficit | $ 316 | ||||
Domestic Government [Member] | |||||
Revenues | 34,811 | 37,019 | |||
Domestic Government [Member] | Sales Revenue, Net [Member] | |||||
Revenues | $ 34,811 | $ 37,019 | |||
Concentration risk percentage | 70.30% | 74.40% | |||
Customer One [Member] | Accounts Receivable [Member] | |||||
Concentration risk percentage | 13.00% | 17.90% | |||
Customer Two [Member] | Accounts Receivable [Member] | |||||
Concentration risk percentage | 10.10% | 16.80% | |||
Medical Segment [Member] | |||||
Research and development expense | $ 811 | $ 1,141 | |||
Minimum [Member] | |||||
Receipt ranging percentage | 9.00% | ||||
Right of use assets and related to liabilities | $ 2,500 | ||||
Maximum [Member] | |||||
Receipt ranging percentage | 33.00% | ||||
Right of use assets and related to liabilities | $ 2,700 | ||||
Building [Member] | Minimum [Member] | |||||
Property, plant and equipment, useful life | 10 years | ||||
Building [Member] | Maximum [Member] | |||||
Property, plant and equipment, useful life | 40 years | ||||
Office Furniture And Equipment [Member] | Minimum [Member] | |||||
Property, plant and equipment, useful life | 3 years | ||||
Office Furniture And Equipment [Member] | Maximum [Member] | |||||
Property, plant and equipment, useful life | 7 years | ||||
Foreign Subsidiaries [Member] | |||||
Cash on hand | $ 806 | $ 305 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Credit Losses for Financing Receivables, Current (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Accounting Policies [Abstract] | ||
Allowance for doubtful accounts-beginning of year | $ 720 | $ 272 |
Provision for bad debt reserve | 66 | 462 |
Write-off | (681) | (14) |
Allowance for doubtful accounts-end of year | $ 105 | $ 720 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Capitalized Interest (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Accounting Policies [Abstract] | ||
Interest cost capitalized | $ 70 | $ 6 |
Interest cost charged to income | 251 | 315 |
Total interest | $ 321 | $ 321 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Cumulative Effect Changes in Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Jan. 02, 2018 | Dec. 31, 2017 |
Disposal/transportation accrual | $ 1,542 | $ 1,615 | $ 2,071 |
Deferred revenue | 6,595 | 5,083 | 4,311 |
Accumulated deficit | $ (79,630) | $ (78,209) | (77,893) |
Adjustment Due to Topic 606 [Member] | |||
Disposal/transportation accrual | (456) | ||
Deferred revenue | 772 | ||
Accumulated deficit | $ (316) |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Schedule of Impact of Adoption of Topic 606 (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Jan. 02, 2018 | |
Disposal/transportation accrual | $ 1,542 | $ 2,071 | $ 1,615 |
Deferred revenue | 6,595 | 4,311 | 5,083 |
Accumulated deficit | (79,630) | (77,893) | $ (78,209) |
Revenues | 49,539 | 49,769 | |
Cost of goods sold | 41,078 | 41,149 | |
Loss from continuing operations, net of taxes | (1,074) | (3,538) | |
Net loss attributable to Perma-Fix Services, Inc. common stockholders | $ (1,421) | $ (3,680) | |
Net loss attributable to Perma-Fix Environmental Services, Inc. common stockholders - basic and diluted: Continuing operations | $ (.06) | $ (.26) | |
Net loss attributable to Perma-Fix Environmental Services, Inc. common stockholders - basic and diluted: Net loss per common shares | $ (.12) | $ (.31) | |
Net loss | $ (1,741) | $ (4,130) | |
Comprehensive loss attributable to Perma-Fix Environmental Services, Inc. stockholders | (1,523) | $ (3,630) | |
Effect of Change Higher/(Lower) [Member] | |||
Disposal/transportation accrual | (340) | ||
Deferred revenue | 588 | ||
Accumulated deficit | 165 | ||
Revenues | 184 | ||
Cost of goods sold | 19 | ||
Loss from continuing operations, net of taxes | 165 | ||
Net loss attributable to Perma-Fix Services, Inc. common stockholders | $ 165 | ||
Net loss attributable to Perma-Fix Environmental Services, Inc. common stockholders - basic and diluted: Continuing operations | $ 0.01 | ||
Net loss attributable to Perma-Fix Environmental Services, Inc. common stockholders - basic and diluted: Net loss per common shares | $ 0.01 | ||
Net loss | $ 165 | ||
Comprehensive loss attributable to Perma-Fix Environmental Services, Inc. stockholders | 165 | ||
Balances Before Adoption of Topic 606 [Member] | |||
Disposal/transportation accrual | 1,882 | ||
Deferred revenue | 6,007 | ||
Accumulated deficit | (79,795) | ||
Revenues | 49,355 | ||
Cost of goods sold | 41,059 | ||
Loss from continuing operations, net of taxes | (1,239) | ||
Net loss attributable to Perma-Fix Services, Inc. common stockholders | $ (1,586) | ||
Net loss attributable to Perma-Fix Environmental Services, Inc. common stockholders - basic and diluted: Continuing operations | $ (.07) | ||
Net loss attributable to Perma-Fix Environmental Services, Inc. common stockholders - basic and diluted: Net loss per common shares | $ (.13) | ||
Net loss | $ (1,906) | ||
Comprehensive loss attributable to Perma-Fix Environmental Services, Inc. stockholders | $ (1,688) |
Revenue (Details Narrative)
Revenue (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue from Contract with Customer [Abstract] | ||
Revenue recognized | $ 8,071 | $ 5,105 |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Net revenues | $ 49,539 | $ 49,769 |
Fixed Price [Member] | ||
Net revenues | 37,846 | 38,464 |
Time and Materials [Member] | ||
Net revenues | 11,693 | 11,305 |
Treatment [Member] | ||
Net revenues | 36,271 | 37,750 |
Treatment [Member] | Fixed Price [Member] | ||
Net revenues | 36,271 | 37,750 |
Treatment [Member] | Time and Materials [Member] | ||
Net revenues | ||
Services [Member] | ||
Net revenues | 13,268 | 12,019 |
Services [Member] | Fixed Price [Member] | ||
Net revenues | 1,575 | 714 |
Services [Member] | Time and Materials [Member] | ||
Net revenues | 11,693 | 11,305 |
Domestic Government [Member] | ||
Net revenues | 34,811 | 37,019 |
Domestic Government [Member] | Treatment [Member] | ||
Net revenues | 25,181 | 27,956 |
Domestic Government [Member] | Services [Member] | ||
Net revenues | 9,630 | 9,063 |
Domestic Commercial [Member] | ||
Net revenues | 13,491 | 11,594 |
Domestic Commercial [Member] | Treatment [Member] | ||
Net revenues | 10,970 | 9,794 |
Domestic Commercial [Member] | Services [Member] | ||
Net revenues | 2,521 | 1,800 |
Foreign Government [Member] | ||
Net revenues | 1,133 | 1,073 |
Foreign Government [Member] | Treatment [Member] | ||
Net revenues | 114 | |
Foreign Government [Member] | Services [Member] | ||
Net revenues | 1,019 | 1,073 |
Foreign Commercial [Member] | ||
Net revenues | 104 | 83 |
Foreign Commercial [Member] | Treatment [Member] | ||
Net revenues | 6 | |
Foreign Commercial [Member] | Services [Member] | ||
Net revenues | $ 98 | $ 83 |
Revenue - Schedule of Contract
Revenue - Schedule of Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Jan. 02, 2018 | Dec. 31, 2017 | |
Account receivables, net of allowance | $ 7,735 | $ 7,940 | |
Unbilled receivables - current | 3,105 | 4,547 | $ 4,547 |
Unbilled receivables - non-current | 184 | 184 | |
Deferred revenue | 6,595 | $ 5,083 | $ 4,311 |
Year-to-date Change [Member] | |||
Account receivables, net of allowance | (205) | ||
Unbilled receivables - current | (1,442) | ||
Unbilled receivables - non-current | (184) | ||
Deferred revenue | $ 1,512 | ||
Changes in Account receivables, net of allowance, percentage | (2.60%) | ||
Changes in Unbilled receivables - current, percentage | (31.70%) | ||
Changes in Unbilled receivables - non-current, percentage | (100.00%) | ||
Changes in Deferred revenue, percentage | 29.70% |
M&EC Facility (Details Narrativ
M&EC Facility (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Tangible asset impairment loss | $ 672 | ||||||
Increase (Decrease) in asset retirement obligation | $ 1,015 | $ 1,093 | $ 1,215 | $ 850 | $ 550 | 3,323 | 2,657 |
Revenues | 49,539 | 49,769 | |||||
M&EC [Member] | |||||||
Tangible asset impairment loss | $ 672 | ||||||
Revenues | $ 155 | $ 6,312 |
Permit and Other Intangible A_3
Permit and Other Intangible Assets (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense of intangible asset | $ 350 | $ 374 |
Permit and Other Intangible A_4
Permit and Other Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Balance | $ 8,419 | $ 8,474 | |
PCB permit amortized | [1] | (55) | (55) |
Permit in progress | 79 | ||
Balance | $ 8,443 | $ 8,419 | |
[1] | Amortization for the one definite-lived permit capitalized in 2009. This permit is being amortized over a ten year period in accordance with its estimated useful life. See net carrying value of this permit at December 31, 2018 and 2017 in the table below. |
Permit and Other Intangible A_5
Permit and Other Intangible Assets - Schedule of Intangible Assets (Details) (Parenthetical) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Finite-lived intangible asset, useful life | 10 years | 10 years |
Permit and Other Intangible A_6
Permit and Other Intangible Assets - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Asset, Useful Life | 10 years | 10 years |
Gross Carrying Amount | $ 5,053 | $ 4,982 |
Accumulated Amortization | (3,768) | (3,433) |
Finite-Lived Intangible Assets, Net | 1,285 | 1,549 |
Patent [Member] | ||
Gross Carrying Amount | 728 | 657 |
Accumulated Amortization | (336) | (306) |
Finite-Lived Intangible Assets, Net | $ 392 | 351 |
Patent [Member] | Minimum [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 1 year | |
Patent [Member] | Maximum [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 17 years | |
Software [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 3 years | |
Gross Carrying Amount | $ 410 | 410 |
Accumulated Amortization | (403) | (398) |
Finite-Lived Intangible Assets, Net | $ 7 | 12 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 10 years | |
Gross Carrying Amount | $ 3,370 | 3,370 |
Accumulated Amortization | (2,491) | (2,246) |
Finite-Lived Intangible Assets, Net | $ 879 | 1,124 |
Permit [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 10 years | |
Gross Carrying Amount | $ 545 | 545 |
Accumulated Amortization | (538) | (483) |
Finite-Lived Intangible Assets, Net | $ 7 | $ 62 |
Permit and Other Intangible A_7
Permit and Other Intangible Assets - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) - Intangible Assets [Member] $ in Thousands | Dec. 31, 2018USD ($) |
2019 | $ 255 |
2020 | 219 |
2021 | 198 |
2022 | 172 |
2023 | $ 132 |
Capital Stock, Stock Plans, W_3
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation (Details Narrative) | Jul. 26, 2018$ / sharesshares | May 01, 2018USD ($)shares | Jan. 18, 2018$ / sharesshares | Oct. 19, 2017$ / sharesshares | Jul. 27, 2017$ / sharesshares | Jan. 13, 2017$ / sharesshares | Dec. 31, 2018USD ($)Integer$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | May 30, 2018$ / shares | Jan. 27, 2018Integershares | Jul. 28, 2017shares | Dec. 31, 2016shares | |||
Common stock authorized | 30,000,000 | 30,000,000 | |||||||||||||
Share-based compensation arrangement by share-based payment award, options, exercisable, weighted average remaining contractual term | [1] | 4 years 4 months 24 days | 4 years 7 months 6 days | ||||||||||||
Number of stock option shares granted | 18,000 | 428,000 | |||||||||||||
Stock options, grants in period, exercise price | $ / shares | $ 4.22 | $ 3.64 | |||||||||||||
Stock options granted contractual term | 6 years 7 months 6 days | ||||||||||||||
Unrecognized compensation cost related to unvested options | $ | $ 432,000 | ||||||||||||||
Employee and director service share-based compensation nonvested awards, compensation not yet recognized, stock options, next twelve months | $ | 131,000 | ||||||||||||||
Employee and director service share-based compensation nonvested awards, compensation not yet recognized, stock options, year two | $ | 114,000 | ||||||||||||||
Employee and director service share-based compensation nonvested awards, compensation not yet recognized, stock options, year three | $ | 114,000 | ||||||||||||||
Employee and director service share-based compensation nonvested awards, compensation not yet recognized, stock options, year four | $ | $ 73,000 | ||||||||||||||
Common stock exercise price per share | $ / shares | $ 4.80 | ||||||||||||||
Stock option term, description | The term of the Ferguson Stock Option is seven (7) years from the grant date. | ||||||||||||||
Consulting expenses included in selling, general and administrative expenses and additional paid-in capital | $ | $ 20,000 | ||||||||||||||
Number of stock options that becomes vested upon the tranches the 1st milestones | 10,000 | ||||||||||||||
Volatility | 52.65% | ||||||||||||||
Risk free interest rate | 2.30% | ||||||||||||||
Number of options exercised | 10,000 | ||||||||||||||
Remaining stock option | 616,000 | [1] | 624,800 | [1] | 247,200 | ||||||||||
Allocated share-based compensation expense | $ | $ 198,000 | $ 124,000 | |||||||||||||
Number of common shares reserved for future issuance | 616,000 | ||||||||||||||
Common Stock [Member] | |||||||||||||||
Number of options exercised | 10,000 | ||||||||||||||
Stock issued during period for services, shares | 60,598 | 61,598 | |||||||||||||
Robert Ferguson [Member] | |||||||||||||||
Monthly compensation fees | $ | $ 4,000 | ||||||||||||||
Stock option shall become exercisable upon attainment of performance milestone | 10,000 | ||||||||||||||
Number of gallons | Integer | 3 | ||||||||||||||
Number of options exercised | 10,000 | ||||||||||||||
Shares purchased from exercise of stock options | 10,000 | ||||||||||||||
Proceeds from exercise of stock options | $ | $ 36,500 | ||||||||||||||
Remaining stock option | 90,000 | ||||||||||||||
January 27, 2019 [Member] | Robert Ferguson [Member] | |||||||||||||||
Stock option shall become exercisable upon attainment of performance milestone | 30,000 | ||||||||||||||
Number of gallons | Integer | 2,000 | ||||||||||||||
January 27, 2021 [Member] | Robert Ferguson [Member] | |||||||||||||||
Stock option shall become exercisable upon attainment of performance milestone | 60,000 | ||||||||||||||
Number of gallons | Integer | 50,000 | ||||||||||||||
2003 Outside Directors Stock Plan [Member] | |||||||||||||||
Stock options granted vesting period | 180 days | ||||||||||||||
Stock options, expiration period | 10 years | ||||||||||||||
Share-based compensation arrangement by share-based payment award percentage of stock in lieu of fee payable | 65.00% | ||||||||||||||
Percentage of directors fees, description | The 2003 Plan also provides for the issuance to each outside director a number of shares of the Company's Common Stock in lieu of 65% or 100% (based on option elected by each director) of the fee payable to the eligible director for services rendered as a member of the Board. The number of shares issued is determined at 75% of the market value as defined in the plan (the Company recognizes 100% of the market value of the shares issued). | ||||||||||||||
Number of additional common shares authorized | 300,000 | ||||||||||||||
Number of shares available for issuance | 329,417 | 1,100,000 | |||||||||||||
2003 Outside Directors Stock Plan [Member] | Re-election [Member] | |||||||||||||||
Options granted to purchase shares | 2,400 | ||||||||||||||
2003 Outside Directors Stock Plan [Member] | Maximum [Member] | Election [Member] | |||||||||||||||
Options granted to purchase shares | 6,000 | ||||||||||||||
2010 Stock Option Plan [Member] | |||||||||||||||
Share-based compensation arrangement by share-based payment award, options, exercisable, weighted average remaining contractual term | 10 years | ||||||||||||||
Fair market value of shares, granted description | The term of each stock option granted is to be fixed by the Compensation Committee, but no stock option is exercisable more than ten years after the grant date, or in the case of an incentive stock option granted to a 10% stockholder, five years after the grant date. | ||||||||||||||
Fair market value of shares, granted percentage | 0.10 | ||||||||||||||
Shares remaining available for issuance | 140,000 | ||||||||||||||
2010 Stock Option Plan [Member] | Common Stock [Member] | |||||||||||||||
Stock options, expiration date | Jul. 10, 2020 | ||||||||||||||
2010 Stock Option Plan [Member] | Common Stock One [Member] | |||||||||||||||
Stock options, expiration date | May 15, 2022 | ||||||||||||||
2010 Stock Option Plan [Member] | Ten Percent of Stockholder [Member] | |||||||||||||||
Share-based compensation arrangement by share-based payment award, options, exercisable, weighted average remaining contractual term | 5 years | ||||||||||||||
2010 Stock Option Plan [Member] | Non-qualified Stock Options and Incentive Stock Options [Member] | Officers and Employees [Member] | |||||||||||||||
Number of shares available for issuance | 200,000 | ||||||||||||||
2010 Stock Option Plan [Member] | Maximum [Member] | Common Stock [Member] | |||||||||||||||
Options granted to purchase shares | 10,000 | ||||||||||||||
2010 Stock Option Plan [Member] | Maximum [Member] | Common Stock One [Member] | |||||||||||||||
Options granted to purchase shares | 50,000 | ||||||||||||||
2010 Stock Option Plan [Member] | Maximum [Member] | Non-qualified Stock Options and Incentive Stock Options [Member] | Officers and Employees [Member] | |||||||||||||||
Options granted to purchase shares | 200,000 | ||||||||||||||
2017 Stock Option Plan [Member] | |||||||||||||||
Number of shares available for issuance | 130,000 | 130,000 | |||||||||||||
Share-based compensation arrangement by share-based payment award, options, exercisable, weighted average remaining contractual term | 10 years | ||||||||||||||
Fair market value of shares, granted description | The term of each stock option granted under the 2017 Plan shall be fixed by the Compensation Committee, but no stock options will be exercisable more than ten years after the grant date, or in the case of an ISO granted to a 10% stockholder, five years after the grant date. The exercise price of any ISO granted under the 2017 Plan to an individual who is not a 10% stockholder at the time of the grant shall not be less than the fair market value of the shares at the time of the grant, and the exercise price of any incentive stock option granted to a 10% stockholder shall not be less than 110% of the fair market value at the time of grant. | ||||||||||||||
Fair market value of shares, granted percentage | 1.10 | ||||||||||||||
2017 Stock Option Plan [Member] | Ten Percent of Stockholder [Member] | |||||||||||||||
Share-based compensation arrangement by share-based payment award, options, exercisable, weighted average remaining contractual term | 5 years | ||||||||||||||
2017 Stock Option Plan [Member] | Robert Ferguson [Member] | |||||||||||||||
Common stock exercise price per share | $ / shares | $ 3.65 | ||||||||||||||
2017 Stock Option Plan [Member] | Non-qualified Stock Options and Incentive Stock Options [Member] | |||||||||||||||
Number of shares available for issuance | 540,000 | ||||||||||||||
2017 Stock Option Plan [Member] | Incentive Stock Options [Member] | |||||||||||||||
Stock options granted vesting period | 5 years | ||||||||||||||
Number of stock option shares granted | 200,000 | ||||||||||||||
Stock options, grants in period, exercise price | $ / shares | $ 3.65 | ||||||||||||||
Stock options granted contractual term | 6 years | ||||||||||||||
2017 Stock Option Plan [Member] | Incentive Stock Options [Member] | Employees [Member] | |||||||||||||||
Stock options granted vesting period | 5 years | ||||||||||||||
Number of stock option shares granted | 110,000 | ||||||||||||||
Stock options, grants in period, exercise price | $ / shares | $ 3.60 | ||||||||||||||
Stock options granted contractual term | 6 years | ||||||||||||||
2017 Stock Option Plan [Member] | Maximum [Member] | Robert Ferguson [Member] | |||||||||||||||
Options granted to purchase shares | 100,000 | ||||||||||||||
2003 Outside Directors Stock Plan [Member] | Non-qualified Stock Options [Member] | New Director [Member] | |||||||||||||||
Stock options granted vesting period | 180 days | 180 days | |||||||||||||
Number of stock option shares granted | 6,000 | 6,000 | |||||||||||||
Stock options, grants in period, exercise price | $ / shares | $ 4.05 | $ 3.79 | |||||||||||||
Stock options granted contractual term | 10 years | 10 years | |||||||||||||
2003 Outside Directors Stock Plan [Member] | Non-qualified Stock Options [Member] | Six Re-elected Directors [Member] | |||||||||||||||
Stock options granted vesting period | 180 days | 180 days | |||||||||||||
Number of stock option shares granted | 12,000 | 12,000 | |||||||||||||
Stock options, grants in period, exercise price | $ / shares | $ 4.30 | $ 3.55 | |||||||||||||
Stock options granted contractual term | 10 years | 10 years | |||||||||||||
2003 Outside Directors Stock Option Plan [Member] | |||||||||||||||
Percentage of directors fees, description | As a member of the Board, each director elects to receive either 65% or 100% of the director's fee in shares of our Common Stock. The number of shares received is calculated based on 75% of the fair market value of our Common Stock determined on the business day immediately preceding the date that the quarterly fee is due. | ||||||||||||||
Stock issued during period for services, shares | 60,598 | 61,598 | |||||||||||||
The 2003 Outside Directors Stock Plan [Member] | Portion of Director Fee Earned in Common Stock [Member] | |||||||||||||||
Allocated share-based compensation expense | $ | $ 249,000 | $ 234,000 | |||||||||||||
[1] | Options with exercise prices ranging from $2.79 to $13.35 |
Capital Stock, Stock Plans, W_4
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Details) - $ / shares | Jul. 26, 2018 | Jan. 18, 2018 | Oct. 19, 2017 | Jul. 27, 2017 | Jan. 13, 2017 | Dec. 31, 2017 | |
Risk -free interest rate | 2.30% | ||||||
Expected option life | 6 years 7 months 6 days | ||||||
Employee Stock Option Granted [Member] | |||||||
Weighted-average fair value per share | $ 1.75 | $ 1.88 | |||||
Risk -free interest rate | [1] | 1.98% | 1.98% | ||||
Expected volatility of stock | [2] | 54.64% | 53.15% | ||||
Dividend yield | 0.00% | 0.00% | |||||
Expected option life | [3] | 5 years | 6 years | ||||
Outside Director Stock Options Granted [Member] | |||||||
Weighted-average fair value per share | $ 3.02 | $ 2.55 | $ 2.48 | $ 2.63 | |||
Risk -free interest rate | [1] | 2.98% | 2.62% | 2.32% | 2.40% | ||
Expected volatility of stock | [2] | 55.34% | 57.29% | 57.21% | 56.32% | ||
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% | |||
Expected option life | [3] | 10 years | 10 years | 10 years | 10 years | ||
[1] | The risk-free interest rate is based on the U.S. Treasury yield in effect at the grant date over the expected term of the option. | ||||||
[2] | The expected volatility is based on historical volatility from our traded Common Stock over the expected term of the option. | ||||||
[3] | The expected option life is based on historical exercises and post-vesting data. |
Capital Stock, Stock Plans, W_5
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation - Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Allocated stock-based compensation | $ 198 | $ 124 |
Employee Stock Options [Member] | ||
Allocated stock-based compensation | 147 | 78 |
Director Stock Options [Member] | ||
Allocated stock-based compensation | $ 51 | $ 46 |
Capital Stock, Stock Plans, W_6
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation - Schedule of Stock Options Roll Forward (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | |||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Shares options outstanding beginning | 624,800 | [1] | 247,200 | |
Shares options granted | 18,000 | 428,000 | ||
Shares options exercised | (10,000) | |||
Shares options forfeited/expired | (16,800) | (50,400) | ||
Shares options outstanding ending | [1] | 616,000 | 624,800 | |
Shares options exercisable | [1] | 249,333 | 179,467 | |
Options exercisable and expected to be vested ending | 616,000 | 624,800 | ||
Weighted average exercise price options outstanding beginning | $ 4.42 | [1] | $ 6.69 | |
Weighted average exercise price options granted | 4.22 | 3.64 | ||
Weighted average exercise price options exercised | 3.65 | |||
Weighted average exercise price options forfeited/expired | 11.70 | 8.95 | ||
Weighted average exercise price options outstanding ending | [1] | 4.23 | 4.42 | |
Weighted average exercise price options exercisable | [1] | 5.04 | 6.30 | |
Weighted average exercise price options exercisable and expected to be vested | $ 4.23 | $ 4.42 | ||
Weighted average remaining contractual term outstanding | [1] | 4 years 8 months 12 days | 5 years 6 months | |
Weighted average remaining contractual term exercisable | [1] | 4 years 4 months 24 days | 4 years 7 months 6 days | |
Weighted average remaining contractual term options exercisable and expected to be vested | 4 years 8 months 12 days | 5 years 6 months | ||
Aggregate intrinsic value options outstanding | [1],[2] | $ 19,780 | ||
Aggregate intrinsic value options exercisable | [1],[2] | 13,080 | ||
Aggregate intrinsic value options exercisable and expected to be vested | [2] | $ 19,780 | ||
[1] | Options with exercise prices ranging from $2.79 to $13.35 | |||
[2] | The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the option. |
Capital Stock, Stock Plans, W_7
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation - Schedule of Stock Options Roll Forward (Details) (Parenthetical) - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Stock option exercise price per share lower limit | $ 2.79 | $ 2.79 |
Stock option exercise price per share upper limit | $ 13.35 | $ 13.35 |
Capital Stock, Stock Plans, W_8
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation - Schedule of Non Vested Options (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Shares non vested options, beginning | 445,333 | |
Shares non vested options, granted | 18,000 | 428,000 |
Shares non vested options, vested | (96,666) | |
Shares non vested options, forfeited | ||
Shares non vested options, ending | 366,667 | 445,333 |
Weighted average grant date fair value non vested options, beginning | $ 1.89 | |
Weighted average grant date fair value non vested options, granted | 1.89 | |
Weighted average grant date fair value non vested options, Vested | 1.99 | |
Weighted average grant date fair value non vested options, forfeited | ||
Weighted average grant date fair value non vested options, ending | $ 1.91 | $ 1.89 |
Loss Per Share - Schedule of Ea
Loss Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | ||
Loss from continuing operations, net of taxes | $ (1,074) | $ (3,538) |
Net loss attributable to non-controlling interest | (320) | (450) |
Loss from continuing operations attributable to Perma-Fix Environmental Services, Inc. common stockholders | (754) | (3,088) |
Loss from discontinuing operations attributable to Perma-Fix Environmental Services, Inc. common stockholders | (667) | (592) |
Net Loss attributable to Perma-Fix Environmental Services, Inc. common stockholders | $ (1,421) | $ (3,680) |
Basic loss per share attributable to Perma-Fix Environmental Services, Inc. common stockholders | $ (.12) | $ (0.31) |
Diluted loss per share attributable to Perma-Fix Environmental Services, Inc. common stockholders | $ (.12) | $ (0.31) |
Basic weighted average shares outstanding | 11,855,000 | 11,706,000 |
Add: dilutive effect of stock options | ||
Add: dilutive effect of warrants | ||
Diluted weighted average shares outstanding | 11,855,000 | 11,706,000 |
Potential shares excluded from above weighted average share calculations due to their anti-dilutive effect include: Stock options | 107,000 | 595,000 |
Series B Preferred Stock (Detai
Series B Preferred Stock (Details Narrative) - USD ($) | May 30, 2018 | Apr. 24, 2018 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 |
Preferred stock, shares outstanding | |||||
Value of common stock issued | $ 648,000 | ||||
Shares issued price per share | $ 4.80 | ||||
M&EC Series B Preferred Stock [Member] | |||||
Preferred stock of subsidiary, shares outstanding | 1,284,730 | ||||
Liquidation preference per share | $ 1 | ||||
Purchase price of preferred stock | $ 1 | ||||
Cumulative dividends rate | 5.00% | ||||
Conversion of stock, description | On April 24, 2018, the Company announced a private exchange offer ("Exchange Offer"), to all 13 holders of the M&EC Series B Preferred Stock , to exchange in a private placement exempt from registration, for every share of Series B Preferred Stock tendered, (a) 0.1050805 shares of newly issued Common Stock of the Company, par value $.001 per share ("Common Stock"), and (b) cash in lieu of fractional shares of Common Stock that would otherwise be issuable to the tendering holder of Series B Preferred Stock, in an amount equal to such fractional share of Common Stock multiplied by the closing price per share of the Common Stock on the last trading day immediately preceding the expiration date of the Exchange Offer. The Exchange Offer was made on an all-or-none basis, for all 1,284,730 shares of Series B Preferred Stock outstanding and had an expiration date of May 30, 2018. | ||||
Preferred stock, shares outstanding | 1,284,730 | ||||
Voting capital stock | The Company owns 100% of the voting capital stock of M&EC. | ||||
Number of common stock shares issued | 134,994 | ||||
Number of preferred stock shares acquired | 1,284,730 | ||||
Payment of cash in lieu | $ 29 | ||||
Quarterly cash dividends and cumulative accrued and unpaid dividends | $ 1,022,000 | ||||
Net gain | $ 1,596,000 | ||||
Legal cost | $ 63,000 |
Discontinued Operations (Detail
Discontinued Operations (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |
May 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | |
Loss from discontinued operations, net of taxes of $0 | $ (667,000) | $ (592,000) | |
Tax effect of discontinued operation | 0 | 0 | |
Increase in environmental liability | 16,000 | ||
Current assets related to discontinued operations | 107,000 | 89,000 | |
Other assets related to discontinued operations | 118,000 | 195,000 | |
Accrued environmental remediation liabilities | 887,000 | $ 871,000 | |
Accrued environmental liabilities, current | 50,000 | ||
Perma-Fix of Dayton [Member] | |||
Increase in environmental liability | 50,000 | ||
Perma-Fix of Michigan, Inc. [Member] | |||
Disposal group, including discontinued operation, consideration, after closing | $ 375,000 | ||
Disposal group, including discontinued operation, consideration, installment payment | $ 7,250 | ||
Disposal group, including discontinued operation, consideration, remaining balance | 202,000 | ||
Current assets related to discontinued operations | 84,000 | ||
Other assets related to discontinued operations | 118,000 | ||
PFD and PFSG [Member] | |||
Payment against accrued environmental liabilities | $ 34,000 |
Discontinued Operations - Sched
Discontinued Operations - Schedule of Disposal Groups, Including Discontinued Operation Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |||
Other assets | $ 107 | $ 89 | |
Total current assets | 107 | 89 | |
Property, plant and equipment, net | [1] | 81 | 81 |
Other assets | 118 | 195 | |
Total long-term assets | 199 | 276 | |
Total assets | 306 | 365 | |
Accounts payable | 10 | 8 | |
Accrued expenses and other liabilities | 296 | 265 | |
Environmental liabilities | 50 | 632 | |
Total current liabilities | 356 | 905 | |
Closure liabilities | 126 | 120 | |
Environmental liabilities | 837 | 239 | |
Total long-term liabilities | 963 | 359 | |
Total liabilities | $ 1,319 | $ 1,264 | |
[1] | Net of accumulated depreciation of $10,000 for each period presented. |
Discontinued Operations - Sch_2
Discontinued Operations - Schedule of Disposal Groups, Including Discontinued Operation Balance Sheet (Details) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Accumulated depreciation | $ 10 | $ 10 |
Discontinued Operations - Sch_3
Discontinued Operations - Schedule of Current and Long Term Accrued Environmental Liability (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Current Accrual | $ 50,000 | |
Long-term Accrual | 837,000 | |
Total | 887,000 | $ 871,000 |
PFD [Member] | ||
Current Accrual | 50,000 | |
Long-term Accrual | 60,000 | |
Total | 110,000 | |
PFM [Member] | ||
Current Accrual | ||
Long-term Accrual | 15,000 | |
Total | 15,000 | |
PFSG [Member] | ||
Current Accrual | ||
Long-term Accrual | 762,000 | |
Total | $ 762,000 |
Long-Term Debt (Details Narrati
Long-Term Debt (Details Narrative) - USD ($) | Jul. 26, 2018 | Oct. 31, 2011 | Dec. 31, 2018 | Dec. 31, 2017 |
Letters of credit outstanding, amount | $ 2,648,000 | |||
Debt issuance costs | 80,000 | $ 115,000 | ||
PNC Bank [Member] | Term Loan [Member] | ||||
Number of years used to determine monthly payment on term loan | 7 years | |||
Revised Loan Agreement [Member] | PNC Bank [Member] | ||||
Debt instrument, termination notice | 90 days | |||
Revised Loan Agreement [Member] | PNC Bank [Member] | On or Before March 23, 2017 [Member] | ||||
Debt instrument percentage of total financing to be paid upon early retirement of debt obligations | 1.00% | |||
Revised Loan Agreement [Member] | PNC Bank [Member] | After March 23, 2017 But Prior to or on March 23, 2018 [Member] | ||||
Debt instrument percentage of total financing to be paid upon early retirement of debt obligations | 0.50% | |||
Revised Loan Agreement [Member] | PNC Bank [Member] | After March 23, 2018 But Prior to or on March 23, 2019 [Member] | ||||
Debt instrument percentage of total financing to be paid upon early retirement of debt obligations | 0.25% | |||
Revised Loan Agreement [Member] | PNC Bank [Member] | After March 23, 2019 [Member] | ||||
Debt instrument percentage of total financing to be paid upon early retirement of debt obligations | 0.00% | |||
Revised Loan Agreement [Member] | PNC Bank [Member] | Term Loan [Member] | ||||
Long-term debt | $ 6,100,000 | |||
Debt instrument, periodic payment, principal | $ 101,600 | |||
Revised Loan Agreement [Member] | PNC Bank [Member] | Term Loan [Member] | Prime Plus [Member] | ||||
Debt instrument, basis spread on variable rate | 2.50% | |||
Revised Loan Agreement [Member] | PNC Bank [Member] | Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt instrument, basis spread on variable rate | 3.50% | |||
Amendment to the Revised Loan Agreement [Member] | PNC Bank [Member] | ||||
Indefinite reduction of borrowing availability | $ 2,000,000 | 2,000,000 | ||
Line of credit facility, indefinite reduction of borrowing availability | 1,000,000 | |||
Line of credit facility, borrowing restriction released | $ 1,000,000 | |||
Revolving Credit Facility [Member] | PNC Bank [Member] | ||||
Line of credit facility, remaining borrowing capacity | 2,368,000 | |||
Indefinite reduction of borrowing availability | 1,000,000 | |||
Letters of credit outstanding, amount | $ 2,648,000 | |||
Revolving Credit Facility [Member] | Revised Loan Agreement [Member] | PNC Bank [Member] | ||||
Debt maturity date | Mar. 24, 2021 | |||
Line of credit facility, maximum borrowing capacity | $ 12,000,000 | |||
Revolving Credit Facility [Member] | Revised Loan Agreement [Member] | PNC Bank [Member] | Prime Plus [Member] | ||||
Debt instrument, basis spread on variable rate | 2.00% | 5.50% | ||
Revolving Credit Facility [Member] | Revised Loan Agreement [Member] | PNC Bank [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt instrument, basis spread on variable rate | 3.00% |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Total debt | $ 3,302 | $ 3,847 | |
Less current portion of long-term debt | 1,184 | 1,184 | |
Long-term debt | 2,118 | 2,663 | |
Revolving Credit [Member] | |||
Total debt | [1],[2] | 639 | |
Term Loan [Member] | |||
Total debt | [1],[2],[3] | $ 2,663 | $ 3,847 |
[1] | Our revolving credit facility is collateralized by our accounts receivable and our term loan is collateralized by our property, plant, and equipment. | ||
[2] | See below Revolving Credit and Term Loan Agreement for monthly payment interest options | ||
[3] | Net of debt issuance costs of ($80,000) and ($115,000) at December 31, 2018 and December 31, 2017, respectively. |
Long-Term Debt - Schedule of _2
Long-Term Debt - Schedule of Long-term Debt (Details) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Debt issuance costs net | $ 80 | $ 115 |
Revolving Credit [Member] | ||
Debt due date | Mar. 24, 2021 | |
Effective interest rate | 5.80% | 4.10% |
Term Loan [Member] | ||
Debt due date | Mar. 24, 2021 | |
Effective interest rate | 5.50% | 4.60% |
Principal amount | $ 102 | $ 102 |
Long-term Debt - Schedule of Ma
Long-term Debt - Schedule of Maturities of Long-term Debt (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Debt Disclosure [Abstract] | |
2019 | $ 1,219 |
2020 | 1,219 |
2021 | 944 |
Total | $ 3,382 |
Capital Leases - Schedule of Ma
Capital Leases - Schedule of Maturities of Capital Leases (Details) $ in Thousands | Dec. 31, 2018USD ($) | |
Leases [Abstract] | ||
Year ending December 31: 2019 | $ 181 | |
Year ending December 31: 2020 | 226 | |
Year ending December 31: 2021 | 42 | |
Total | $ 449 | [1] |
[1] | Interest at rate ranging from 5.8% to 11.9% |
Capital Leases - Schedule of _2
Capital Leases - Schedule of Maturities of Capital Leases (Details) (Parenthetical) | Dec. 31, 2018 |
Minimum [Member] | |
Capital leases, interest rate | 5.80% |
Maximum [Member] | |
Capital leases, interest rate | 11.90% |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Payables and Accruals [Abstract] | ||
Salaries and employee benefits | $ 3,228 | $ 2,988 |
Accrued sales, property and other tax | 404 | 402 |
Interest payable | 7 | 3 |
Insurance payable | 710 | 630 |
Other | 665 | 759 |
Total accrued expenses | $ 5,014 | $ 4,782 |
Accrued Closure Costs and ARO_2
Accrued Closure Costs and ARO (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Asset retirement obligation, liabilities settled | $ 5,293 | $ 2,037 |
M&EC [Member] | ||
Asset retirement obligation, revision of estimate | 3,323 | 1,400 |
Asset retirement obligation, liabilities settled | 4,991 | 1,872 |
Asset retirement obligation, current | 1,142 | 2,791 |
DSSI [Member] | ||
Asset retirement obligation, revision of estimate | 1,257 | |
Perma-Fix Northwest Richland, Inc [Member] | ||
Asset retirement obligation, liabilities settled | $ 302 | $ 165 |
Accrued Closure Costs and ARO -
Accrued Closure Costs and ARO - Schedule of Change in Asset Retirement Obligation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Asset Retirement Obligation Disclosure [Abstract] | |||||||
Balance at beginning | $ 8,395 | $ 7,315 | |||||
Accretion expense | 325 | 460 | |||||
Spending | (5,293) | (2,037) | |||||
Adjustment to closure liability | $ 1,015 | $ 1,093 | $ 1,215 | $ 850 | $ 550 | 3,323 | 2,657 |
Balance at end | $ 6,750 | $ 8,395 | $ 6,750 | $ 8,395 |
Accrued Closure Costs and ARO_3
Accrued Closure Costs and ARO - Schedule of Asset Retirement Obligations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Balance at beginning | $ 3,921 | $ 4,148 |
Amortization of closure and post-closure asset | (191) | (1,071) |
Impairment of closure and post-closure asset | (413) | |
Adjustment to closure and post-closure asset | 1,257 | |
Balance at end | $ 3,730 | $ 3,921 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Federal corporate tax rate | 21.00% | 34.00% | |
Income tax examination | Changes include, but are not limited to, a federal corporate tax rate decrease from 35% to 21% for tax years beginning after December 31, 2017 | ||
Income tax benefit | $ (936) | $ (1,285) | |
Re-measurement of deferred tax assets and liabilities | 916 | ||
Reversal of valuation allowance and refunding of amt credit carryforwards | 779 | ||
Deferred income tax assets | $ 10,259 | $ 10,479 | $ 10,259 |
Tax Cuts and Jobs Act [Member] | |||
Federal corporate tax rate | 21.00% | 35.00% | |
Income tax benefit | $ (1,695) | $ (1,235) | |
Percentage of NOL uitilized | 80.00% | ||
Indefinite-lived deferred tax liabilities percentage | 80.00% | ||
Valuation allowance percentage against deferred tax assets | 80.00% | ||
Federal [Member] | |||
Net operating loss carryforwards | $ 21,277 | ||
Federal [Member] | Majority-owned Subsidiary [Member] | |||
Net operating loss carryforwards | 2,629 | ||
State [Member] | |||
Net operating loss carryforwards | 76,312 | ||
State [Member] | Majority-owned Subsidiary [Member] | |||
Net operating loss carryforwards | $ 3,797 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Federal income tax benefit - current | $ (780) | |
Federal income tax benefit - deferred | (1,171) | (778) |
State income tax expense - current | 173 | 163 |
State income tax expense - deferred | 62 | 110 |
Income tax benefit | $ (936) | $ (1,285) |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Tax benefit at statutory rate | $ (392) | $ (1,640) |
State tax benefit, net of federal benefit | (178) | (295) |
Change in deferred tax rates | (78) | 1,711 |
Impact of Tax Act | (1,695) | |
Permanent items | (388) | 104 |
Difference in foreign rate | 13 | 170 |
Change in deferred tax liabilities | 114 | 881 |
Other | (99) | (135) |
Decrease in valuation allowance | 72 | (386) |
Income tax benefit | $ (936) | $ (1,285) |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Income Tax Disclosure [Abstract] | ||
Net operating losses | $ 9,540 | $ 5,992 |
Environmental and closure reserves | 2,124 | 2,158 |
Depreciation and amortization | 907 | |
Other | 1,263 | 1,252 |
Depreciation and amortization | (2,418) | |
Goodwill and indefinite lived intangible assets | (586) | (1,694) |
Prepaid expenses | (30) | (50) |
Deferred tax assets liabilities gross | 9,893 | 8,565 |
Valuation allowance | (10,479) | (10,259) |
Net deferred income tax liabilities | $ (586) | $ (1,694) |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Apr. 30, 2017 | Jun. 30, 2003 | Dec. 31, 2018 | Dec. 31, 2017 | |
Interest income, other | $ 295 | $ 140 | ||
Letters of credit outstanding, amount | 2,648 | |||
Bond outstanding | 11,284 | |||
Operating leases, rent expense | 766 | 754 | ||
American International Group, Inc [Member] | ||||
Period of finite risk insurance policy | 25 years | |||
Maximum allowable coverage of insurance policy | 39,000 | |||
Financial assurance coverage amount under insurance policy | 29,977 | |||
Sinking fund related to insurance policy | 15,971 | 15,676 | ||
Interest earned on sinking fund | 1,500 | 1,205 | ||
Interest income, other | $ 295 | $ 130 | ||
Insurers obligation to entity on termination of contract | 100.00% | |||
American International Group, Inc [Member] | Perma-Fix Northwest Richland, Inc [Member] | ||||
Release of the sinking fund related to second the insurance policy | $ 5,951 | |||
Debt instrument, collateral amount | $ 2,500 | |||
American International Group, Inc [Member] | Perma-Fix Northwest Richland, Inc [Member] | Credit Facility Secured by a Bond [Member] | ||||
Financial assurance coverage amount under a bond | $ 7,000 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Future Minimum Rental Payments for Operating Leases (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2019 | $ 575 |
2020 | 406 |
2021 | 308 |
2022 | 103 |
Total | $ 1,392 |
Profit Sharing Plan (Details Na
Profit Sharing Plan (Details Narrative) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018USD ($)Integer | Dec. 31, 2017USD ($) | |
Retirement Benefits [Abstract] | ||
Minimum age for full time employees to participate in plan | 18 | |
Number of quarterly open periods for enrollment | 4 | |
Defined contribution plan, maximum annual contributions per employee, percent | 100.00% | |
Defined contribution plan, employer matching contribution, percent of employees' gross pay | 25.00% | |
Defined contribution plan employers contribution vesting period | 5 years | |
Defined contribution plan, employer discretionary contribution amount | $ | $ 338 | $ 326 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | Jan. 18, 2018 | Sep. 08, 2017 | Dec. 31, 2018 | Dec. 31, 2017 |
Robert L. Ferguson [Member] | Advisory Services [Member] | ||||
Monthly consulting fees | $ 4,000 | |||
Related party transaction, amounts of transaction | 50,000 | $ 51,000 | ||
Mr. Mark Duff [Member] | ||||
Employment agreement, description | The Company had previously entered into an employment agreement with each of Dr. Louis Centofanti and Ben Naccarato on July 10, 2014 which both employment agreements were due to expire on July 10, 2018, as amended (the "July 10, 2014 Employment Agreements"). The Company also had previously entered into an employment agreement dated January 19, 2017 (which was effective June 11, 2016) with Mark Duff which is due to expire on June 11, 2019 (the "January 19, 2017 Employment Agreement"). The July 10, 2014 Employment Agreements and the January 19, 2017 Employment Agreement were terminated effective September 8, 2017. | |||
Vice President of Information Systems [Member] | Dr. David Centofanti [Member] | ||||
Compensation | $ 173,000 | $ 168,000 | ||
CEO and President [Member] | ||||
Deferred compensation arrangement with individual, cash awards granted, minimum, percentage | 5.00% | |||
Deferred compensation arrangement with individual, cash awards granted, maximum, percentage | 100.00% | |||
Deferred compensation arrangement with individual, cash awards granted, minimum, amount | $ 13,350 | |||
Deferred compensation arrangement with individual, cash awards granted, maximum, amount | $ 267,000 | |||
CFO [Member] | ||||
Deferred compensation arrangement with individual, cash awards granted, minimum, percentage | 5.00% | |||
Deferred compensation arrangement with individual, cash awards granted, maximum, percentage | 100.00% | |||
Deferred compensation arrangement with individual, cash awards granted, minimum, amount | $ 11,475 | |||
Deferred compensation arrangement with individual, cash awards granted, maximum, amount | $ 229,494 | |||
EVP [Member] | ||||
Deferred compensation arrangement with individual, cash awards granted, minimum, percentage | 5.00% | |||
Deferred compensation arrangement with individual, cash awards granted, maximum, percentage | 100.00% | |||
Deferred compensation arrangement with individual, cash awards granted, minimum, amount | $ 11,170 | |||
Deferred compensation arrangement with individual, cash awards granted, maximum, amount | $ 223,400 |
Segment Reporting (Details Narr
Segment Reporting (Details Narrative) | 12 Months Ended |
Dec. 31, 2018Integer | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Segment Reporting Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | ||||
Revenue from external customers | $ 49,539 | $ 49,769 | |||
Intercompany revenues | |||||
Gross profit | 8,461 | 8,620 | |||
Research and development | 1,370 | 1,595 | |||
Interest income | 295 | 140 | |||
Interest expense | (251) | (315) | |||
Interest expense-financing fees | (38) | (35) | |||
Depreciation and amortization | 1,455 | 3,803 | |||
Segment income (loss) before income taxes | (2,010) | (4,823) | |||
Income tax (benefit) expense | (936) | (1,285) | |||
Segment income (loss) | (1,074) | (3,538) | |||
Segment assets | [1] | 57,442 | 59,538 | ||
Expenditures for segment assets | 1,432 | 439 | |||
Total debt | 3,302 | 3,847 | |||
Treatment [Member] | |||||
Revenue from external customers | 36,271 | 37,750 | |||
Intercompany revenues | 509 | 362 | |||
Gross profit | 7,197 | 7,916 | |||
Research and development | 483 | 439 | |||
Interest income | |||||
Interest expense | (22) | (35) | |||
Interest expense-financing fees | |||||
Depreciation and amortization | 943 | 3,228 | |||
Segment income (loss) before income taxes | 4,550 | [2] | 3,577 | [3] | |
Income tax (benefit) expense | [4] | (943) | (1,290) | ||
Segment income (loss) | 5,493 | 4,867 | |||
Segment assets | [1] | 32,800 | 32,724 | ||
Expenditures for segment assets | 1,311 | 396 | |||
Total debt | |||||
Services [Member] | |||||
Revenue from external customers | 13,268 | 12,019 | |||
Intercompany revenues | 70 | 31 | |||
Gross profit | 1,264 | 704 | |||
Research and development | |||||
Interest income | |||||
Interest expense | (2) | (5) | |||
Interest expense-financing fees | |||||
Depreciation and amortization | 465 | 536 | |||
Segment income (loss) before income taxes | (756) | (2,286) | |||
Income tax (benefit) expense | |||||
Segment income (loss) | (756) | (2,286) | |||
Segment assets | [1] | 5,188 | 6,324 | ||
Expenditures for segment assets | 117 | 43 | |||
Total debt | |||||
Medical [Member] | |||||
Revenue from external customers | |||||
Intercompany revenues | |||||
Gross profit | |||||
Research and development | 811 | 1,141 | |||
Interest income | |||||
Interest expense | |||||
Interest expense-financing fees | |||||
Depreciation and amortization | |||||
Segment income (loss) before income taxes | (811) | (1,141) | |||
Income tax (benefit) expense | |||||
Segment income (loss) | (811) | (1,141) | |||
Segment assets | [1] | 25 | 548 | ||
Expenditures for segment assets | |||||
Total debt | |||||
Segments Total [Member] | |||||
Revenue from external customers | [5] | 49,539 | 49,769 | ||
Intercompany revenues | 579 | 393 | |||
Gross profit | 8,461 | 8,620 | |||
Research and development | 1,294 | 1,580 | |||
Interest income | |||||
Interest expense | (24) | (40) | |||
Interest expense-financing fees | |||||
Depreciation and amortization | 1,408 | 3,764 | |||
Segment income (loss) before income taxes | 2,983 | 150 | |||
Income tax (benefit) expense | (943) | (1,290) | |||
Segment income (loss) | 3,926 | 1,440 | |||
Segment assets | [1] | 38,013 | 39,596 | ||
Expenditures for segment assets | 1,428 | 439 | |||
Total debt | |||||
Corporate [Member] | |||||
Revenue from external customers | [6] | ||||
Intercompany revenues | [6] | ||||
Gross profit | [6] | ||||
Research and development | [6] | 76 | 15 | ||
Interest income | [6] | 295 | 140 | ||
Interest expense | [6] | (227) | (275) | ||
Interest expense-financing fees | [6] | (38) | (35) | ||
Depreciation and amortization | [6] | 47 | 39 | ||
Segment income (loss) before income taxes | [6] | (4,993) | (4,973) | ||
Income tax (benefit) expense | [6] | 7 | 5 | ||
Segment income (loss) | [6] | (5,000) | (4,978) | ||
Segment assets | [1],[7] | 19,429 | 19,942 | [6] | |
Expenditures for segment assets | [6] | 4 | |||
Total debt | [8] | $ 3,302 | $ 3,847 | [6] | |
[1] | Segment assets have been adjusted for intercompany accounts to reflect actual assets for each segment. | ||||
[2] | Amount includes a net gain of $1,596,000 recorded resulting from the exchange offer of the Series B Preferred Stock of the Companys M&EC subsidiary (see Note 8 Series B Preferred Stock) | ||||
[3] | Amounts include tangible asset impairment loss of $672,000 for the Company's M&EC subsidiary. | ||||
[4] | For the year ended December 31, 2018 and 2017, amount includes a tax benefit recorded in the amount of approximately $1,235,000 and $1,695,000, respectively, resulting from the TCJA enacted on December 22, 2017 (see "Note 14 - Income Taxes" for further information of this tax benefit). | ||||
[5] | The Company performed services relating to waste generated by the domestic government clients (includes U.S federal, state and local), either directly as a prime contractor or indirectly for others as a subcontractor to government entities, representing approximately $34,811,000 or 70.3% of total revenue for 2018 and $37,019,000 or 74.4% of total revenue for 2017. The following reflects such revenue generated by our two segments: 2018, 2017 Treatment 25,181,000, 27,956,000 Services 9,630,000, 9,063,000 Total 34,811,000, 37,019,000 | ||||
[6] | Amounts reflect the activity for corporate headquarters not included in the segment information. | ||||
[7] | Amount includes assets from our discontinued operations of $306,000 and $365,000 at December 31, 2018 and 2017, respectively. | ||||
[8] | Net of debt issuance costs of ($80,000) and ($115,000) for 2018 and 2017, respectively (see Note 10 - Long-Term Debt for additional information). |
Segment Reporting - Schedule _2
Segment Reporting - Schedule of Segment Reporting Information (Details) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Net revenues | $ 49,539 | $ 49,769 |
Assets of disposal group including discontinued operation including not held for sale | 306 | 365 |
Debt issuance costs | 80 | 115 |
Income tax benefit | 936 | 1,285 |
Tax Cuts and Jobs Acts [Member] | ||
Income tax benefit | 1,235 | 1,695 |
M&EC [Member] | ||
Net gain from exchange offer | 1,596 | |
Impairment of intangible assets | 672 | |
Domestic Government [Member] | ||
Net revenues | 34,811 | 37,019 |
Sales Revenue [Member] | Customer Concentration Risk [Member] | Domestic Government [Member] | ||
Net revenues | $ 34,811 | $ 37,019 |
Concentration risk, percentage | 70.30% | 74.40% |
Segment Reporting - Schedule _3
Segment Reporting - Schedule of Revenue by Major Customers by Reporting Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues | $ 49,539 | $ 49,769 |
Treatment [Member] | ||
Revenues | 36,271 | 37,750 |
Services [Member] | ||
Revenues | 13,268 | 12,019 |
Domestic Government [Member] | ||
Revenues | 34,811 | 37,019 |
Domestic Government [Member] | Treatment [Member] | ||
Revenues | 25,181 | 27,956 |
Domestic Government [Member] | Services [Member] | ||
Revenues | $ 9,630 | $ 9,063 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Apr. 01, 2019 | Mar. 29, 2019 | Jan. 17, 2019 | Jan. 18, 2018 | Jul. 27, 2017 | Dec. 31, 2018 | Dec. 31, 2017 |
Stock options granted contractual term | 6 years 7 months 6 days | ||||||
Stock option exercise price per share | $ 3.65 | ||||||
Debt outstanding | $ 3,382,000 | ||||||
2017 Stock Option Plan [Member] | |||||||
Stock option shares authorized | 130,000 | 130,000 | |||||
CFO [Member] | |||||||
Deferred compensation arrangement with individual, cash awards granted, minimum, percentage | 5.00% | ||||||
Deferred compensation arrangement with individual, cash awards granted, maximum, percentage | 100.00% | ||||||
Deferred compensation arrangement with individual, cash awards granted, minimum, amount | $ 11,475 | ||||||
Deferred compensation arrangement with individual, cash awards granted, maximum, amount | $ 229,494 | ||||||
EVP [Member] | |||||||
Deferred compensation arrangement with individual, cash awards granted, minimum, percentage | 5.00% | ||||||
Deferred compensation arrangement with individual, cash awards granted, maximum, percentage | 100.00% | ||||||
Deferred compensation arrangement with individual, cash awards granted, minimum, amount | $ 11,170 | ||||||
Deferred compensation arrangement with individual, cash awards granted, maximum, amount | $ 223,400 | ||||||
Consultant [Member] | Employee Stock Options [Member] | |||||||
Stock option granted | 100,000 | ||||||
Subsequent Event [Member] | |||||||
Tangible adjusted net worth requirement | $ 26,000,000 | ||||||
Subsequent Event [Member] | Prime Plus [Member] | Revolving Credit Facility [Member] | |||||||
Debt instrument, basis spread on variable rate | 2.00% | ||||||
Subsequent Event [Member] | Revised Loan Agreement [Member] | |||||||
Tangible adjusted net worth requirement | $ 25,000,000 | ||||||
Subsequent Event [Member] | Warrant [Member] | |||||||
Warrants to purchase share of common stock | 60,000 | ||||||
Warrants exercise price | $ 3.51 | ||||||
Warrants, maturity date | Apr. 1, 2024 | ||||||
Subsequent Event [Member] | Warrant [Member] | Private Placement [Member] | |||||||
Warrants to purchase share of common stock | 60,000 | ||||||
Subsequent Event [Member] | Common Stock [Member] | |||||||
Shares issued to lender | 75,000 | ||||||
Common stock closing bid price per share | $ 3.51 | ||||||
Common stock issued percentage | 14.90% | ||||||
Subsequent Event [Member] | Common Stock [Member] | Private Placement [Member] | |||||||
Shares issued to lender | 75,000 | ||||||
Subsequent Event [Member] | Loan and Securities Purchase Agreement, Promissory Note and Subordination Agreement [Member] | |||||||
Debt outstanding | $ 2,500,000 | ||||||
Debt instrument, interest rate, stated percentage | 4.00% | ||||||
Debt instrument periodic payment, principal | $ 208,333 | ||||||
Debt instrument, first required interest payment | May 1, 2019 | ||||||
Subsequent Event [Member] | Term Loan [Member] | Prime Plus [Member] | |||||||
Debt instrument, basis spread on variable rate | 2.50% | ||||||
Subsequent Event [Member] | Revolving Credit and Term Loan Agreement [Member] | |||||||
Facility fee line of credit percentage | 0.25% | ||||||
Lender fee | $ 20,000 | ||||||
Subsequent Event [Member] | Revolving Credit and Term Loan Agreement [Member] | Revised Loan Agreement [Member] | |||||||
Facility fee line of credit percentage | 0.375% | ||||||
Subsequent Event [Member] | Revolving Credit and Term Loan Agreement [Member] | Loan Amendment [Member] | |||||||
Debt outstanding | $ 2,500,000 | ||||||
Subsequent Event [Member] | Second and Third Quarters of 2019 [Member] | |||||||
Fixed charge coverage ratio description | revised the methodology to be used in calculating the FCCR in each of the second and third quarters of 2019 (with continued requirement to maintain a minimum 1.15:1 ratio in each of the quarters | ||||||
Subsequent Event [Member] | 2017 Stock Option Plan [Member] | |||||||
Stock option granted | 105,000 | ||||||
Stock options granted contractual term | 6 years | ||||||
Stock options granted vesting period | 5 years | ||||||
Stock option exercise price per share | $ 3.15 | ||||||
Subsequent Event [Member] | CEO [Member] | |||||||
Deferred compensation arrangement with individual, cash awards granted, minimum, percentage | 5.00% | ||||||
Deferred compensation arrangement with individual, cash awards granted, maximum, percentage | 150.00% | ||||||
Deferred compensation arrangement with individual, cash awards granted, minimum, amount | $ 14,350 | ||||||
Deferred compensation arrangement with individual, cash awards granted, maximum, amount | $ 430,500 | ||||||
Subsequent Event [Member] | CEO [Member] | 2017 Stock Option Plan [Member] | |||||||
Stock option granted | 25,000 | ||||||
Subsequent Event [Member] | CFO [Member] | |||||||
Deferred compensation arrangement with individual, cash awards granted, minimum, percentage | 5.00% | ||||||
Deferred compensation arrangement with individual, cash awards granted, maximum, percentage | 100.00% | ||||||
Deferred compensation arrangement with individual, cash awards granted, minimum, amount | $ 11,762 | ||||||
Deferred compensation arrangement with individual, cash awards granted, maximum, amount | $ 235,231 | ||||||
Subsequent Event [Member] | CFO [Member] | 2017 Stock Option Plan [Member] | |||||||
Stock option granted | 15,000 | ||||||
Subsequent Event [Member] | EVP [Member] | |||||||
Deferred compensation arrangement with individual, cash awards granted, minimum, percentage | 5.00% | ||||||
Deferred compensation arrangement with individual, cash awards granted, maximum, percentage | 100.00% | ||||||
Deferred compensation arrangement with individual, cash awards granted, minimum, amount | $ 11,449 | ||||||
Deferred compensation arrangement with individual, cash awards granted, maximum, amount | $ 228,985 | ||||||
Subsequent Event [Member] | EVP [Member] | 2017 Stock Option Plan [Member] | |||||||
Stock option granted | 15,000 |