Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 18, 2020 | Jun. 30, 2019 | |
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, 2019 | ||
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 Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business Flag | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 44,338,864 | ||
Entity Common Stock, Shares Outstanding | 12,123,006 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2019 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | |
Current assets: | |||
Cash | $ 390 | $ 810 | |
Accounts receivable, net of allowance for doubtful accounts of $487 and $105, respectively | 13,178 | 7,735 | |
Unbilled receivables | 7,984 | 3,105 | |
Inventories | 487 | 449 | |
Prepaid and other assets | 2,983 | 2,552 | |
Current assets related to discontinued operations | 104 | 107 | |
Total current assets | 25,126 | 14,758 | |
Property and equipment: | |||
Buildings and land | 19,967 | 19,782 | |
Equipment | 20,068 | 19,157 | |
Vehicles | 410 | 369 | |
Leasehold improvements | 23 | 23 | |
Office furniture and equipment | 1,418 | 1,551 | |
Construction-in-progress | 1,609 | 1,389 | |
Total property and equipment | 43,495 | 42,271 | |
Less accumulated depreciation | (26,919) | (26,532) | |
Net property and equipment | 16,576 | 15,739 | |
Property and equipment related to discontinued operations | 81 | 81 | |
Operating lease right-of-use assets | 2,545 | ||
Intangibles and other long term assets: | |||
Permits | 8,790 | 8,443 | |
Other intangible assets - net | 1,065 | 1,278 | |
Finite risk sinking fund (restricted cash) | 11,307 | 15,971 | |
Other assets | 989 | 1,054 | |
Other assets related to discontinued operations | 36 | 118 | |
Total assets | [1] | 66,515 | 57,442 |
Current liabilities: | |||
Accounts payable | 9,277 | 5,497 | |
Accrued expenses | 6,118 | 5,014 | |
Disposal/transportation accrual | 1,156 | 1,542 | |
Deferred revenue | 5,456 | 6,595 | |
Accrued closure costs - current | 84 | 1,142 | |
Current portion of long-term debt | 1,300 | 1,184 | |
Current portion of operating lease liabilities | 244 | ||
Current portion of finance lease liabilities | 471 | 181 | |
Current liabilities related to discontinued operations | 994 | 356 | |
Total current liabilities | 25,100 | 21,511 | |
Accrued closure costs | 5,957 | 5,608 | |
Other long-term liabilities | 255 | ||
Deferred tax liabilities | 590 | 586 | |
Long-term debt, less current portion | 2,580 | 2,118 | |
Long-term operating lease liabilities, less current portion | 2,342 | ||
Long-term finance lease liabilities, less current portion | 466 | 268 | |
Long-term liabilities related to discontinued operations | 244 | 963 | |
Total long-term liabilities | 12,179 | 9,798 | |
Total liabilities | 37,279 | 31,309 | |
Commitments and Contingencies (Note 14) | |||
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; 12,123,520 and 11,944,215 shares issued, respectively; 12,115,878 and 11,936,573 shares outstanding, respectively | 12 | 12 | |
Additional paid-in capital | 108,457 | 107,548 | |
Accumulated deficit | (77,315) | (79,630) | |
Accumulated other comprehensive loss | (211) | (214) | |
Less Common Stock in treasury, at cost; 7,642 shares | (88) | (88) | |
Total Perma-Fix Environmental Services, Inc. stockholders' equity | 30,855 | 27,628 | |
Non-controlling interest | (1,619) | (1,495) | |
Total stockholders' equity | 29,236 | 26,133 | |
Total liabilities and stockholders' equity | $ 66,515 | $ 57,442 | |
[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, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 487 | $ 105 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $ .001 | $ .001 |
Common stock, shares authorized | 30,000,000 | 30,000,000 |
Common stock, shares issued | 12,123,520 | 11,944,215 |
Common stock, shares outstanding | 12,115,878 | 11,936,573 |
Treasury stock, shares | 7,642 | 7,642 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||
Net revenues | $ 73,459 | $ 49,539 |
Cost of goods sold | 57,875 | 41,078 |
Gross profit | 15,584 | 8,461 |
Selling, general and administrative expenses | 11,862 | 10,741 |
Research and development | 750 | 1,370 |
Loss (gain) on disposal of property and equipment | 3 | (46) |
Income (loss) from operations | 2,969 | (3,604) |
Other income (expense): | ||
Interest income | 337 | 295 |
Interest expense | (432) | (251) |
Interest expense-financing fees | (208) | (38) |
Other | 223 | (8) |
Net gain on exchange offer of Series B Preferred Stock of subsidiary (Note 8) | 1,596 | |
Income (loss) from continuing operations before taxes | 2,889 | (2,010) |
Income tax expense (benefit) | 157 | (936) |
Income (loss) from continuing operations, net of taxes | 2,732 | (1,074) |
Loss from discontinued operations, net of taxes of $0 | (541) | (667) |
Net income (loss) | 2,191 | (1,741) |
Net loss attributable to non-controlling interest | (124) | (320) |
Net income (loss) attributable to Perma-Fix Environmental Services, Inc. common stockholders | $ 2,315 | $ (1,421) |
Net income (loss) per common share attributable to Perma-Fix Environmental Services, Inc. stockholders - basic and diluted: | ||
Continuing operations | $ 0.24 | $ (0.06) |
Discontinued operations | (0.05) | (0.06) |
Net income (loss) per common share | $ 0.19 | $ (0.12) |
Number of common shares used in computing net income (loss) per share: | ||
Basic | 12,046,000 | 11,855,000 |
Diluted | 12,060,000 | 11,855,000 |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||
Loss from discontinued operations, tax | $ 0 | $ 0 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Net Income (loss) | $ 2,191 | $ (1,741) |
Other comprehensive income (loss): | ||
Foreign currency translation adjustments | 3 | (102) |
Total other comprehensive income (loss) | 3 | (102) |
Comprehensive income (loss) | 2,194 | (1,843) |
Comprehensive loss attributable to non-controlling interest | (124) | (320) |
Comprehensive income (loss) attributable to Perma-Fix Environmental Services, Inc. common stockholders | $ 2,318 | $ (1,523) |
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, 2017 | $ 12 | $ 106,417 | $ (88) | $ (112) | $ (1,175) | $ (77,893) | $ 27,161 |
Balance, shares at Dec. 31, 2017 | 11,738,623 | ||||||
Adoption of accounting standards | (316) | (316) | |||||
Net income (loss) | (320) | (1,421) | (1,741) | ||||
Foreign currency translation | (102) | (102) | |||||
Issuance of Common Stock upon exercise of options | 36 | 36 | |||||
Issuance of Common Stock upon exercise of options, shares | 10,000 | ||||||
Issuance of Common Stock from exchange offer of Series B Preferred Stock of subsidiary | 648 | 648 | |||||
Issuance of Common Stock from exchange offer of Series B Preferred Stock of subsidiary, shares | 134,994 | ||||||
Issuance of Common Stock for services | 249 | 249 | |||||
Issuance of Common Stock for services, shares | 60,598 | ||||||
Stock-Based Compensation | 198 | 198 | |||||
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 | ||||||
Net income (loss) | (124) | 2,315 | 2,191 | ||||
Foreign currency translation | 3 | 3 | |||||
Issuance of Common Stock upon exercise of options | 133 | $ 133 | |||||
Issuance of Common Stock upon exercise of options, shares | 32,400 | 10,000 | |||||
Issuance of Common Stock for services | 241 | $ 241 | |||||
Issuance of Common Stock for services, shares | 71,905 | ||||||
Stock-Based Compensation | 179 | 179 | |||||
Issuance of Common Stock with debt | 263 | 263 | |||||
Issuance of Common Stock with debt, shares | 75,000 | ||||||
Issuance of warrant with debt | 93 | 93 | |||||
Balance at Dec. 31, 2019 | $ 12 | $ 108,457 | $ (88) | $ (211) | $ (1,619) | $ (77,315) | $ 29,236 |
Balance, shares at Dec. 31, 2019 | 12,123,520 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | ||
Cash flows from operating activities: | |||
Net income (loss) | $ 2,191 | $ (1,741) | |
Less: loss on discontinued operations, net of taxes of $0 (Note 9) | (541) | (667) | |
Income (loss) from continuing operations | 2,732 | (1,074) | |
Adjustments to reconcile net income (loss) from continuing operations to cash provided by operating activities: | |||
Depreciation and amortization | 1,342 | 1,455 | |
Interest on finance lease with purchase option | 3 | ||
Amortization of debt issuance/debt discount costs | 208 | 35 | |
Deferred tax expense (benefit) | 4 | (1,108) | |
Provision for bad debt reserves | 386 | 66 | |
Loss (gain) on disposal of property and equipment | 3 | (46) | |
Gain on exchange offer of Series B Preferred Stock of subsidiary (Note 8) | (1,659) | ||
Issuance of common stock for services | 241 | 249 | |
Stock-based compensation | 179 | 198 | |
Changes in operating assets and liabilities of continuing operations: | |||
Accounts receivable | (5,829) | 139 | |
Unbilled receivables | (4,879) | 1,626 | |
Prepaid expenses, inventories and other assets | 923 | 1,932 | |
Accounts payable, accrued expenses and unearned revenue | 664 | 765 | |
Cash (used in) provided by continuing operations | (4,023) | 2,578 | |
Cash used in discontinued operations | (660) | (618) | |
Cash (used in) provided by operating activities | (4,683) | 1,960 | |
Cash flows from investing activities: | |||
Purchases of property and equipment | [1] | (1,535) | (1,432) |
Proceeds from sale of property and equipment | 2 | 47 | |
Cash used in investing activities of continuing operations | (1,533) | (1,385) | |
Cash provided by investing activities of discontinued operations | 121 | 67 | |
Cash used in investing activities | (1,412) | (1,318) | |
Cash flows from financing activities: | |||
Borrowing on revolving credit | 59,333 | 54,714 | |
Repayments of revolving credit borrowings | (59,651) | (54,075) | |
Proceeds from issuance of long-term debt | 2,500 | ||
Proceeds from finance leases | 405 | ||
Principal repayment of finance lease liabilities | (272) | (36) | |
Principal repayments of long term debt | (1,344) | (1,219) | |
Payment of debt issuance costs | (112) | ||
Proceeds from issuance of common stock upon exercise of options | 133 | 36 | |
Cash provided by (used in) financing activities of continuing operations | 992 | (580) | |
Effect of exchange rate changes on cash | 19 | (20) | |
(Decrease) increase in cash and finite risk sinking fund (restricted cash) (Note 2) | (5,084) | 42 | |
Cash and finite risk sinking fund (restricted cash) at beginning of period (Note 2) | 16,781 | 16,739 | |
Cash and finite risk sinking fund (restricted cash) at end of period (Note 2) | 11,697 | 16,781 | |
Supplemental disclosure: | |||
Interest paid | 422 | 248 | |
Income taxes paid | 245 | 160 | |
Non-cash investing and financing activities: | |||
Purchase of equipment through finance lease obligation | 393 | 545 | |
Common stock issued in exchange offer of Series B Preferred Stock of subsidiary (Note 8) | 648 | ||
Issuance of Common Stock with debt | 263 | ||
Issuance of Warrant with debt | $ 93 | ||
[1] | Net of financed amount of $393,000 and $545,000 for the year ended December 31, 2019 and 2018, respectively. |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
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, 2019 | |
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 - Research and Development (“R&D”) activities to identify, develop and implement innovative waste processing techniques for problematic waste streams. SERVICES SEGMENT, which includes: - Technical services, which include: o professional radiological measurement and site survey of large government and commercial installations using advanced methods, technology and engineering; o integrated Occupational Safety and Health services including industrial hygiene (“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 Occupational Safety and Health Administration (“OSHA”) citation assistance; o 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 o on-site waste management services to commercial and governmental customers. - Nuclear services, which include: o technology-based services including engineering, decontamination and decommissioning (“D&D”), specialty services and construction, logistics, transportation, processing and disposal; o 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 nuclear, environmental, and occupational safety and health (“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 costs and 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 costs and 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”), Safety & Ecology Corporation (“SEC”), Perma-Fix Environmental Services UK Limited (“PF UK Limited”), Perma-Fix of Canada, Inc. (“PF Canada”), PF Medical and East Tennessee Materials & Energy Corporation (“M&EC”) (facility closure completed in 2019). 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 in closure status. Financial Position and Liquidity The Company’s cash flow requirements during 2019 were primarily financed by our operations, credit facility availability, loan proceeds of $2,500,000 from a loan that we consummated on April 1, 2019 (see “Note 10 – Long Term Debt” for further information of this loan), and the receipt of the $5,000,000 in finite risk sinking funds from AIG Specialty Insurance Company (“AIG”) in July 2019 resulting from the closure of our M&EC facility (see a discussion of this finite risk sinking funds in “Note 14 – Commitment and Contingencies - Insurance”). The Company’s working capital at December 31, 2019 was approximately $26,000 as compared to a working capital deficit of $6,753,000 at December 31, 2018. The Company’s cash flow requirements for 2020 and into the first quarter of 2021 will consist primarily of general working capital needs, scheduled principal payments on our debt obligations, remediation projects, and planned capital expenditures. The Company plans to fund these requirements from our operations, credit facility availability, and cash on hand. 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 has not generated any revenue but continues on a limited basis to evaluate strategic options to commercialize its medical isotope production technology. These options require substantial capital to fund research and development (“R&D”) requirements, in addition to start-up and production costs. The Company’s Medical Segment has substantially reduced its R&D costs and activities due to the need for capital to fund such activities. The Company anticipates that its Medical Segment will not resume full R&D activities until it obtains the necessary funding through obtaining its own credit facility or additional equity raise or obtaining new partners willing to fund 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, 2019 | |
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. On May 24, 2019, the Company and Engineering/Remediation Resources Group, Inc. (“ERRG”) entered into an unpopulated joint venture agreement for project work bids within the Company’s Services Segment. The joint venture is doing business as Perma-Fix ERRG, a general partnership. Perma-Fix has a 51% partnership interest in the joint venture and ERRG has a 49% partnership interest in the joint venture. At December 31, 2019, no activities have occurred under the Perma-Fix ERRG joint venture. Once activities commence under the joint venture, Perma-Fix will consolidate the operations of Perma-Fix ERRG into the Company’s financial statements. 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, 12, 13 and 14 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, 2019, we had cash on hand of approximately $390,000, which reflects primarily account balances of our foreign subsidiaries totaling approximately $388,000. 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, 2019 and 2018, the Company has finite risk sinking funds of approximately $11,307,000 and $15,971,000, respectively, which represents cash held as collateral under the Company’s financial assurance policy (see “Note 14 – 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, 2019 and 2018 (in thousands): Year Ended December 31, 2019 2018 Allowance for doubtful accounts - beginning of year $ 105 $ 720 Provision for bad debt reserve 386 66 Write-off (4 ) (681 ) Allowance for doubtful accounts - end of year $ 487 $ 105 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 which include: 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 can take months to complete but are generally completed within twelve months. 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 leases. Amortization of financed leased assets is computed using the straight-line method over the estimated useful lives of the assets. At December 31, 2019, assets recorded under finance leases were $1,410,000 less accumulated depreciation of $71,000, resulting in net fixed assets under finance leases of $1,339,000. At December 31, 2018, assets recorded under finance leases were approximately $517,000 less accumulated depreciation of $8,000 resulting in net fixed assets under finance leases of $509,000. These assets are recorded within net property and equipment on the Consolidated Balance Sheets. 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 $1,086,000 and $1,105,000 in 2019 and 2018, respectively. Leases The Company account for leases in accordance with Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842)” which the Company adopted effective January 1, 2019 (see “Recently Adopted Accounting Standards” below for a discussion of this standard). At the inception of an arrangement, the Company determines if an arrangement is, or contains, a lease based on facts and circumstances present in that arrangement. Lease classifications, recognition, and measurement are then determined at the lease commencement date. The Company’s operating lease right-of-use (“ROU”) assets and operating lease liabilities represent primarily leases for office/warehouse spaces used to conduct our business. These leases have remaining terms of approximately 4 to 10 years. The majority of the Company’s leases includes one or more options to renew, with renewal terms ranging from 3 years to 8 years. The Company includes renewal options in valuing its ROU assets and liabilities when it determines that it is reasonably certain to exercise these renewal options. Based on conditions of the Company’s existing leases, historical trend and its overall business strategies, the Company has included the renewal options in all of its operating leases in valuing its ROU assets and liabilities. As most of our operating leases do not provide an implicit rate, the Company uses its incremental borrowing rate as the discount rate when determining the present value of the lease payments. The incremental borrowing rate is determined based on the Company’s secured borrowing rate, lease terms and current economic environment. Some of our operating leases include both lease (rent payments) and non-lease components (maintenance costs such as cleaning and landscaping services). The Company has elected the practical expedient to account for lease component and non-lease component as a single component for all leases under ASU 2016-02. Lease expense for operating leases is recognized on a straight-line basis over the lease term. Finance leases primarily consist of processing and lab equipment for our facilities as well as a building with land for our waste treatment operations. The Company’s finance leases for processing and lab equipment generally have terms between two to three years and some of the leases include options to purchase the underlying assets at fair market value at the conclusion of the lease term. The lease for the building and land has a term of two year with option to buy at the end of the lease term which the Company is reasonably certain exercise. See “Property and Equipment” above for assets recorded under financed leases. The Company adopted the policy to not recognize ROU assets and liabilities for short term leases. 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 2019 and 2018 is as follows: (Amounts in Thousands) 2019 2018 Interest cost capitalized $ 29 $ 70 Interest cost charged to expense 432 251 Total interest $ 461 $ 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, 2019 and 2018 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 had one definite-lived permit which was excluded from our annual impairment review as noted above. This definite-lived permit which had a net carrying value of approximately $7,000 at December 31, 2018 was fully amortized in the first quarter of 2019. 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 are 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 $314,000 and $811,000 for the years ended December 31, 2019 and 2018, respectively, incurred by our Medical Segment. 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 government clients (domestic and foreign (primarily Canadian)), either directly as a prime contractor or indirectly for others as a subcontractor to government entities, representing approximately $59,985,000, or 81.7%, of our total revenue during 2019, as compared to $35,944,000, or 72.6%, of our total revenue during 2018. 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 and Canadian government. The Company had two government related customers whose total unbilled and net outstanding receivable balances represented 12.5% and 34.3% of the Company’s total consolidated unbilled and net accounts receivable at December 31, 2019. The Company had a government and a government related customers whose total unbilled and net outstanding receivable balances represented 10.7% and 10.5%, respectively of the Company’s total consolidated unbilled and net accounts receivable at December 31, 2018. Revenue Recognition and Related Policies In May 2014, the Financial Accounting Standards Board (“FASB”) issued 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. 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. 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 (generally ranging from 15% to 79%) and shipment/final disposal (generally ranging from 9% to 52%). 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 ASC 606-10-50-14 and does not disclose information about remaining performance obligations that have original expected durations of one year or less. Within our Services Segment, there are service contracts which provide that the Company has a right to consideration from a customer in an amount that corresponds directly with the value to the customer of our performance completed to date. For those contracts, the Company has utilized the practical expedient in ASC 606-10-55-18, which allows the Company to recognize revenue in the amount for which we have the right to invoice; accordingly, the Company does not disclose the value of remaining performance obligations for those contracts. Stock-Based Compensation Stock-based compensation granted to employees are accounted for in accordance with ASC 718, “Compensation – Stock Compensation.” Stock-based payment transactions for acquiring goods and services from nonemployees (consultants) are also accounted for under ASC 718 resulting from the adoption of ASU No. 2018-07, “Compensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting.” by the Company effective January 1, 2019. ASC 718 requires stock-based payments to employees and nonemployees, including grant of options, to be recognized in the Statement of Operations based on their fair values. 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 In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842),” which requires the recognition of ROU lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance. The original guidance required application on a modified retrospective basis with the earliest period presented. In July 2018, the FASB issued ASU 2018-11, “Targeted Improvements,” to Topic 842 which included an option to not restate comparative periods in transition and elect to use the effective date of Topic 842 as the date of initial application of transition, which the Company elected. As permitted under Topic 842, the Company adopted several practical expedients that permit us to not reassess (1) whether any expired or existing contract as of the adoption date is or contain a lease, (2) lease classification for any expired or existing leases as of the adoption date, and (3) initial direct costs for any existing leases as of the adoption date. As a result of the adoption of Topic 842 on January 1, 2019, the Company recorded both operating ROU assets of $2,602,000 and operating lease liabilities of $2,622,000. The cumulative-effect adjustment was immaterial to our beginning accumulated deficit upon adoption of ASU 2016-02. The adoption of Topic 842 had an immaterial impact on our Consolidated Statements of Operations and Cash Flows for the year 2019. The Company’s accounting for finance leases remained substantially unchanged. 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. The adoption of ASU 2018-09 by the Company effective January 1, 2019 did not have a material impact on the Company’s financial statements. Recently Issued Accounting Standards – Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, “Credit Losses - Measurement of Credit Losses on Financial Instruments (“ASC 326”),” which amends the current approach to estimate credit losses on certain financial assets, including trade and other receivables, available-for-sale securities, and other financial instruments. Generally, this amendment requires entities to establish a valuation allowance for the expected lifetime losses of these certain financial assets. Subsequent changes in the valuation allowance are recorded in current earnings and reversal of previous losses is permitted. In April 2019, the FASB issued ASU 2019-04, “Codification Improvements to Topic 326, Financial Instruments - Credit Losses, Topic 815, Derivatives and |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2019 | |
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 Twelve Months Ended Tweleve Months Ended (In thousands) December 31, 2019 December 31, 2018 Treatment Services Total Treatment Services Total Fixed price $ 40,364 $ 12,162 $ 52,526 $ 36,271 $ 1,575 $ 37,846 Time and materials ― 20,788 20,788 ― 11,693 11,693 Cost reimbursement ― 145 145 ― ― ― Total $ 40,364 $ 33,095 $ 73,459 $ 36,271 $ 13,268 $ 49,539 Revenue by generator Twelve Months Ended Twelve Months Ended (In thousands) December 31, 2019 December 31, 2018 Treatment Services Total Treatment Services Total Domestic government $ 29,420 $ 25,077 $ 54,497 $ 25,181 $ 9,630 $ 34,811 Domestic commercial 10,601 2,724 13,325 10,969 2,521 13,490 Foreign government 279 5,209 5,488 114 1,019 1,133 Foreign commercial 64 85 149 7 98 105 Total $ 40,364 $ 33,095 $ 73,459 $ 36,271 $ 13,268 $ 49,539 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: Year-to-date Year-to-date (In thousands) December 31, 2019 December 31, 2018 Change ($) Change (%) Contract assets Account receivables, net of allowance $ 13,178 $ 7,735 $ 5,443 70.4 % Unbilled receivables - current 7,894 3,105 4,789 154.2 % Contract liabilities Deferred revenue $ 5,456 $ 6,595 $ (1,139 ) (17.3 )% During the twelve months ended December 31, 2019 and 2018, the Company recognized revenue of $10,354,000 and $8,052,000, respectively, related to untreated waste that was in the Company’s control as of the beginning of each respective year. Revenue recognized in each period related to performance obligations satisfied within the respective period. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | NOTE 4 LEASES The components of lease cost for the Company’s leases were as follows (in thousands): Twelve Months Ended December 31, 2019 Operating Leases: Lease cost $ 456 Finance Leases: Amortization of ROU assets 63 Interest on lease liability 63 126 Short-term lease rent expense 43 Total lease cost $ 625 The weighted average remaining lease term and the weighted average discount rate for operating and finance leases at December 31, 2019 was: Operating Leases Finance Leases Weighted average remaining lease terms (years) 8.8 2.0 Weighted average discount rate 8.0 % 9.3 % The following table reconciles the undiscounted cash flows for the operating and finance leases at December 31, 2019 to the operating and finance lease liabilities recorded on the balance sheet (in thousands): Operating Leases Finance Leases 2020 $ 442 $ 529 2021 450 396 2022 458 113 2023 466 ― 2024 342 ― 2025 and thereafter 1,458 ― Total undiscounted lease payments 3,616 1,038 Less: Imputed interest (1,030 ) (101 ) Present value of lease payments $ 2,586 $ 937 Current portion of operating lease obligations $ 244 $ ― Long-term operating lease obligations, less current portion $ 2,342 $ ― Current portion of finance lease obligations $ ― $ 471 Long-term finance lease obligations, less current portion $ ― $ 466 Supplemental cash flow and other information related to our leases were as follows (in thousands): Twelve Months Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flow used in operating leases $ 434 Operating cash flow used in finance leases $ 63 Financing cash flow used in finance leases $ 272 ROU assets obtained in exchange for lease obligations for: Finance liabilities $ 893 Operating liabilities $ 182 |
Permit and Other Intangible Ass
Permit and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
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 value of permits. No permit exists at our Services and Medical Segments. Permit (amount in thousands) Treatment 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 PCB permit amortized (1) (7 ) Permit in progress 354 Balance as of December 31, 2019 $ 8,790 (1) The following table summarizes information relating to the Company’s definite-lived intangible assets: Weighted Average December 31, 2019 December 31, 2018 Amortization Gross Net Gross Net Period Carrying Accumulated Carrying Carrying Accumulated Carrying (Years) Amount Amortization Amount Amount Amortization Amount Intangibles (amount in thousands) Patent 11 $ 760 $ (358 ) $ 402 $ 728 $ (336 ) $ 392 Software 3 414 (408 ) 6 410 (403 ) 7 Customer relationships 10 3,370 (2,713 ) 657 3,370 (2,491 ) 879 Permit 10 545 (545 ) ― 545 (538 ) 7 Total $ 5,089 $ (4,024 ) $ 1,065 $ 5,053 $ (3,768 ) $ 1,285 The intangible assets noted above 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) 2020 219 2121 199 2022 173 2023 132 2024 10 Amortization expense recorded for definite-lived intangible assets was approximately $256,000 and $350,000, for the years ended December 31, 2019 and 2018, respectively. |
Capital Stock, Stock Plans, War
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [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. Non-Qualified Stock Options (“NQSOs”) 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 of Directors (“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 NQSO 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 NQSO to purchase 2,400 shares of our Common Stock upon each re-election. The number of shares of the Company’s Common Stock authorized under the 2003 Plan was 1,100,000. At December 31, 2019, the 2003 Plan had available for issuance 262,312 shares. The Company’s 2010 Stock Option Plan (“2010 Plan”) authorized an aggregate grant of 200,000 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 was to be fixed by the Compensation and Stock Option Committee (the “Compensation Committee”), but no stock option was 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 a result of the approval of the 2017 Stock Option Plan (“2017 Plan” – see below) at the Company’s 2017 Annual Meeting, no further options remained 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, 2019, the 2010 Plan had an option for the purchase of up to 50,000 shares of our Common Stock at $3.97 per share with expiration date of May 15, 2022. The Company’s 2017 Stock Option Plan (“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 immediately upon the approval of the 2017 Plan. 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 ISO 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, 2019, the 2017 Plan had available for issuance 27,500 shares. Stock Options to Employees and Outside Director On January 17, 2019 the Company granted 105,000 ISOs from the 2017 Plan to certain employees, which included our named executive officers as follows: 25,000 ISOs to our Chief Executive Officer (“CEO”); 15,000 ISOs to our Chief Financial Officer (“CFO”); and 15,000 ISOs to our Executive Vice President (“EVP”) of Strategic Initiatives. 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. On July 25, 2019, 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 Annual Meeting of Stockholders held on July 25, 2019. 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 $3.31 per share, which was equal to our closing stock price the day preceding the grant date, pursuant to the 2003 Plan. On August 29, 2019 the Company granted an aggregate of 12,500 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 $3.90 per share, which was equal to the fair market value of the Company’s Common Stock on the date of grant. 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. The Company issued an aggregate of 14,400 shares of Common Stock to two previous retired outside directors resulting from the exercise of options from the 2003 Plan for a total proceed of approximately $54,000 in the fourth quarter of 2019. The Company also issued an aggregate of 18,000 shares of Common Stock to an employee resulting from exercise of options for a total proceed of approximately $79,000 in the fourth quarter of 2019. The Company estimates 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 2019 and 2018 and the related assumptions used in the Black-Scholes option model used to value the options granted were as follows. No options were granted to employees in 2018: Employee Stock Option Granted 2019 Weighted-average fair value per share $1.46 Risk -free interest rate (1) 1.40%-2.58% Expected volatility of stock (2) 48.67%-51.38% Dividend yield None Expected option life (3) 5.0 years Outside Director Stock Options Granted 2019 2018 Weighted-average fair value per share $2.27 $2.87 Risk -free interest rate (1) 2.08% 2.62%-2.98% Expected volatility of stock (2) 54.28% 55.34%-57.29% Dividend yield None None Expected option life (3) 10.0 years 10.0 years (1) (2) (3) The following table summarizes stock-based compensation recognized for fiscal years 2019 and 2018. Year Ended 2019 2018 Employee Stock Options $ 150,000 $ 147,000 Director Stock Options 29,000 51,000 Total $ 179,000 $ 198,000 At December 31, 2019, the Company has approximately $431,000 of total unrecognized compensation costs related to unvested options for employee and directors. The weighted average period over which the unrecognized compensation costs are expected to be recognized is approximately 2.1 years. Stock Options to Consultant Robert Ferguson is a consultant to the Company in connection with the Company’s Test Bed Initiative (“TBI”) at its PFNWR facility. 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 NQSO 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. On January 17, 2019, the Ferguson Stock Option was amended whereby the vesting date of the Ferguson Stock Option for the second milestone as discussed above was amended from “by January 27, 2019” to “by March 31, 2020.” All other terms of the Ferguson Stock Option remain unchanged. On May 1, 2018, Robert Ferguson exercised the 10,000 options which became vested by Mr. Ferguson in December 2017 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. At December 31, 2019, the Company has not recognized compensation costs (fair value of approximately $123,000 at December 31, 2019) for the remaining Ferguson Stock Option discussed above since achievement of the performance obligation under the second milestone is unlikely and achievement of the performance obligation under the third milestone is uncertain at December 31, 2019. Summary of Stock Option Plans The summary of the Company’s total plans as of December 31, 2019 and 2018, 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 (3) Options outstanding January 1, 2019 616,000 $ 4.23 Granted 129,500 3.24 Exercised (32,400 ) 4.10 $ 93,000 Forfeited/expired (31,800 ) 8.68 Options outstanding end of period (1) 681,300 $ 3.84 4.2 $ 3,587,000 Options exercisable as of December 31, 2019 (1) 286,800 $ 4.28 3.8 $ 1,383,000 Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (3) Options outstanding January 1, 2018 624,800 $ 4.42 Granted 18,000 4.22 Exercised (10,000 ) 3.65 $ 8,000 Forfeited/expired (16,800 ) 11.70 Options outstanding end of period (2) 616,000 $ 4.23 4.7 $ ─ Options exercisable at December 31, 2018 (2) 249,333 $ 5.04 4.4 $ ─ (1) Options with exercise prices ranging from $2.79 to $8.40 (2) Options with exercise prices ranging from $2.79 to $13.35 (3) The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price The summary of the Company’s nonvested options as of December 31, 2019 and changes during the period then ended are presented as follows: Weighted Average Grant-Date Shares Fair Value Non-vested options January 1, 2019 366,667 $ 1.91 Granted 129,500 1.53 Vested (90,667 ) 2.02 Forfeited (11,000 ) 1.60 Non-vested options at December 31, 2019 394,500 $ 1.77 Warrant In connection with a $2,500,000 loan that the Company executed April 1, 2019 with Mr. Robert Ferguson, the Company issued a Warrant to Mr. Ferguson for the purchase of up to 60,000 shares of our Common Stock at an exercise price of $3.51 per share. The Warrant is exercisable six months from April 1, 2019 and expires on April 1, 2024 and remains outstanding at December 31, 2019 (see “Note 10 – Long Term Debt” for further information of this Warrant). Common Stock Issued for Services The Company issued a total of 71,905 and 60,598 shares of our Common Stock in 2019 and 2018, 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 $232,000 and $249,000 in compensation expense (included in Selling, General &Administrative (“SG&A”) expenses) for the twelve months ended December 31, 2019 and 2018, respectively, for the portion of director fees earned in the Company’s Common Stock. Shares Reserved At December 31, 2019, the Company has reserved approximately 681,300 shares of our Common Stock for future issuance under all of the option arrangements. |
Income (Loss) Per Share
Income (Loss) Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Income (Loss) Per Share | NOTE 7 INCOME (LOSS) PER SHARE The following table reconciles the income (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) 2019 2018 Net income (loss) attributable to Perma-Fix Environmental Services, Inc., common stockholders: Income (loss) from continuing operations, net of taxes $ 2,732 $ (1,074 ) Net loss attributable to non-controlling interest (124 ) (320 ) Income (loss) from continuing operations attributable to Perma-Fix Environmental Services, Inc. common stockholders $ 2,856 $ (754 ) Loss from discontinuing operations attributable to Perma-Fix Environmental Services, Inc. common stockholders (541 ) (667 ) Net income (loss) attributable to Perma-Fix Environmental Services, Inc. common stockholders $ 2,315 $ (1,421 ) Basic income (loss) per share attributable to Perma-Fix Environmental Services, Inc. common stockholders $ .19 $ (.12 ) Diluted income (loss) per share attributable to Perma-Fix Environmental Services, Inc. common stockholders $ .19 $ (.12 ) Weighted average shares outstanding: Basic weighted average shares outstanding 12,046 11,855 Add: dilutive effect of stock options 14 ─ Add: dilutive effect of warrants ─ ─ Diluted weighted average shares outstanding 12,060 11,855 Potential shares excluded from above weighted average share calculations due to their anti-dilutive effect include: Stock options 482 107 Warrant 60 ─ |
Series B Preferred Stock
Series B Preferred Stock | 12 Months Ended |
Dec. 31, 2019 | |
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. As previously disclosed, the Company completed the closure of its M&EC facility in 2019 in accordance with M&EC’s license and permit requirements. 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 in 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, 2019 | |
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 PFSG facility which is in closure status and which final closure is subject to regulatory approval of necessary plans and permits. The Company incurred losses from discontinued operations of $541,000 and $667,000 for the years ended December 31, 2019 and 2018 (net of taxes of $0 for each period), respectively. The loss for the year ended 2019 included an increase of approximately $50,000 in remediation reserve for our Perma-Fix of Memphis, Inc. (“PFM”) due to reassessment of the remediation reserve. 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 was 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, 2019 and December 31, 2018. No assets and liabilities were held for sale at each of the periods noted. (Amounts in Thousands) December 31, 2019 December 31, 2018 Current assets Other assets $ 104 $ 107 Total current assets 104 107 Long-term assets Property, plant and equipment, net (1) 81 81 Other assets 36 118 Total long-term assets 117 199 Total assets $ 221 $ 306 Current liabilities Accounts payable $ 8 $ 10 Accrued expenses and other liabilities 169 296 Environmental liabilities 817 50 Total current liabilities 994 356 Long-term liabilities Closure liabilities 134 126 Environmental liabilities 110 837 Total long-term liabilities 244 963 Total liabilities $ 1,238 $ 1,319 (1) The Company’s discontinued operations included 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. subsidiary. This note requires 60 equal monthly installment payments by the buyer of approximately $7,250 (which includes interest). At December 31, 2019, the outstanding amount on this note receivable totaled approximately $118,000, of which approximately $82,000 is included in “Current assets related to discontinued operations” and approximately $36,000 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, 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, 2019, the Company had total accrued environmental remediation liabilities of $927,000, an increase of $40,000 from the December 31, 2018 balance of $887,000. The net increase presents an increase of approximately $50,000 made to the reserve at our PFM subsidiary as discussed above and payments of approximately $10,000 on remediation projects for our PFD subsidiary. The current and long-term accrued environmental liability at December 31, 2019 is summarized as follows (in thousands). Current Long-term Accrual Accrual Total PFD $ 41 $ 60 $ 101 PFM $ 50 15 65 PFSG $ 726 35 761 Total liability $ 817 $ 110 $ 927 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | NOTE 10 LONG-TERM DEBT Long-term debt consists of the following at December 31, 2019 and December 31, 2018: (Amounts in Thousands) December 31, 2019 December 31, 2018 Revolving Credit (1) $ 321 $ 639 Term Loan (1) 1,827 (2) 2,663 (2) Promissory Note dated April 1, 2019, payable in twelve monthly installments of interest only, starting May 1, 2019 followed with twelve monthly installments of approximatelyt $208 in principal plus accrued interest. Interest accrues at annual rate of 4.0%. (3) 1,732 (4) ─ Total debt 3,880 3,302 Less current portion of long-term debt 1,300 (4) 1,184 Long-term debt $ 2,580 $ 2,118 (1) (2) (3) (4) 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 the Company 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. 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 London InterBank Offer Rate (“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. Prior to this amendment, the Company had the option of paying annual rate of interest due on the revolving credit at prime (4.75% at December 31, 2019) plus 2% or LIBOR plus 3% and the term loan at prime plus 2.5% or LIBOR plus 3.5%; ● provided consent for the $2,500,000 loan that the Company entered into with Robert Ferguson on April 1, 2019 discussed below. No principal prepayment on this loan was allowed until the Company received the restricted finite risk sinking funds of approximately $5,000,000 held as collateral by AIG Specialty Insurance Company (“AIG”) under our financial assurance policy resulting from the closure of the Company’s M&EC facility (see “Note 14 – Commitments and Contingencies – Insurance” for a discussion of the receipt of this $5,000,000 in finite risk sinking funds on July 22, 2019); 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%. On June 20, 2019, we entered into another amendment to our Revised Loan Agreement with our lender under the credit facility which provided the following, among other things: ● removal of the FCCR calculation requirement for the second, third and fourth quarter of 2019. Starting in the first quarter of 2020, the Company will again be required to maintain a minimum FCCR of not less than 1.15 to 1.0 for the four-quarter period ending March 31, 2020 and for each fiscal quarter thereafter; ● requires the Company to maintain a minimum Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (“Adjusted EBITDA” as defined in the Amendment) of at least (i) $475,000 for the one quarter period ending June 30, 2019; (ii) $2,350,000 for the two quarter period ending September 30, 2019; and (iii) $3,750,000 for the three quarter period ending December 31, 2019; ● immediate release of $450,000 of the $1,000,000 indefinite reduction in borrowing availability that PNC had previously imposed; the release of another $300,000 of the remaining $550,000 reduction in borrowing availability if the Company meets it minimum Adjusted EBITDA requirement for the quarter ending September 30, 2019 as discussed above (which our lender released in November 2019), in addition to the Company having received no less than $4,000,000 of the restricted finite risk sinking funds held as collateral by AIG under our financial assurance policy; and the release the final $250,000 reduction in borrowing availability if we meet our Adjusted EBITDA requirement for the three quarter period ending December 31, 2019; and ● reduce the term loan monthly principal payment starting July 1, 2019 from $101,600 to approximately $35,547, with the remaining balance of the term loan due at the maturity of the Revised Loan Agreement which is March 24, 2021. Most of the other terms of the Revised Loan Agreement, as amended, remain principally unchanged. In connection with amendment dated March 29, 2019 and June 20, 2019, the Company paid its lender a fee of $20,000 and $50,000, respectively. Pursuant to the Revised Loan Agreement, as amended, the Company may terminate the Revised Loan Agreement, as amended, upon 90 days’ prior written notice upon payment in full of its obligations under the Revised Loan Agreement, as amended. No early termination fee shall apply if the Company pays off its obligations after March 23, 2019. At December 31, 2019, the borrowing availability under our revolving credit was approximately $8,714,000, based on our eligible receivables and includes an indefinite reduction of borrowing availability of $250,000 that the Company’s lender has imposed. This $8,714,000 in borrowing availability under our revolving credit also included a reduction in borrowing availability of approximately $2,639,000 from outstanding standby letters of credit. 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. As discussed above, our lender waived/removed our FCCR testing requirement for each of the quarters in 2019. The Company met its “Adjusted EBITDA” minimum requirement in the second, third and fourth quarters of 2019 in accordance to the amendment dated June 20, 2019 as discussed above. Additionally, the Company met its remaining financial covenant requirements in each of the quarters of 2019. As a result of the Company meeting the “Adjusted EBITDA” minimum requirement for the fourth quarter of 2019, the Company’s lender is expected to release the remaining $250,000 reduction in borrowing availability subsequent to the filing of our 2019 Form 10-K. 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 in connection with the Company’s TBI at its PFNWR subsidiary. The proceeds from the Loan were 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 with such prepayment of principal payments to be applied to the second year of the loan payments at the Company’s discretion. In 2019, the Company made total prepayments in principal of $520,000. In connection with the above Loan, the Lender agreed under the terms of the Loan and a Subordination Agreement with our credit facility lender, 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. In connection with this capital raise transaction described above and consideration for us receiving the Loan, the Company issued a Warrant (the “Warrant”) to the Lender to purchase up to 60,000 shares of our Common Stock at an exercise price of $3.51 per share, 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 and remains outstanding at December 31, 2019. The fair value of the Warrant was estimated to be approximately $93,000 using the Black-Scholes option pricing model with the following assumptions: 50.76% volatility, risk free interest rate of 2.31%, an expected life of five years and no dividends. As further consideration for this capital raise transaction relating to the Loan, the Company issued 75,000 shares of its Common Stock to the Lender. The Company determined the fair value of the 75,000 shares of Common Stock to be approximately $263,000 which was based on the closing bid price for a share of the Company’s Common Stock on NASDAQ.com immediately preceding the execution of the Loan, pursuant to the Loan and Securities Purchase Agreement. The fair value of the Warrant and Common Stock and the related closing fees incurred totaling approximately $398,000 from the transaction was recorded as debt discount/debt issuance costs, which is being amortized over the term of the loan as interest expense – financing fees. The 75,000 shares of Common Stock, the Warrant and the 60,000 shares of Common Stock that may be purchased under the Warrant were and will be issued in a private placement that was and will be exempt from registration under Rule 506 and/or Sections 4(a)(2) and 4(a)(5) of the Securities Act of 1933, as amended (the “Act”) and bear a restrictive legend against resale except in a transaction registered under the 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 Lender pursuant to the Loan, together with the aggregate shares of the Company’s Common Stock and other voting securities owned by the Lender or which may be acquired 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 Lender immediately 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 following table details the amount of the maturities of long-term debt maturing in future years at December 31, 2019 (excludes debt issuance/debt discount costs of $340,000). Year ending December 31: (In thousands) 2020 1,573 2021 2,647 Total $ 4,220 |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | NOTE 11 ACCRUED EXPENSES Accrued expenses include the following (in thousands) at December 31: 2019 2018 Salaries and employee benefits $ 3,908 $ 3,228 Accrued sales, property and other tax 793 404 Interest payable 17 7 Insurance payable 935 710 Other 465 665 Total accrued expenses $ 6,118 $ 5,014 Each of our executives has an individual Management Incentive Plan (“MIP”) for fiscal years 2019 and 2018 which provides for the potential payment of performance compensation (see “Note 16 – Related Party Transactions – MIPs” for further discussion of the MIPs). The Company accrued an aggregate of approximately $270,700 in compensation expenses for the three MIPs in 2019 for the Company’s 2019 three named executive officers (“NEOs”) (Mr. Mark Duff, Mr. Ben Naccarato, and Mr. Louis Centofanti. No performance compensation payments were earned under any of the MIPs for 2018 for the NEOs. |
Accrued Closure Costs and ARO
Accrued Closure Costs and ARO | 12 Months Ended |
Dec. 31, 2019 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Accrued Closure Costs and ARO | NOTE 12 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, 2019 and 2018, were as follows: Amounts in thousands 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 Accretion expense 320 Spending (1,359 ) Adjustment to closure liability 330 Balance as of December 31, 2019 $ 6,041 The Company recorded an additional $330,000 of closure costs and current closure liabilities in 2019 due to finalization of closure requirements for the Company’s M&EC facility. In 2019, the Company completed the closure and decommissioning activities of its M&EC facility in accordance with M&EC’s license and permit requirements. The Company had recorded an additional $3,323,000 in closure costs and current closure liabilities in 2018 due to changes in estimated future closure costs for the M&EC subsidiary. The spending of approximately $1,359,000 in 2019 was primarily for the closure of the Company’s M&EC facility. In 2018, the Company had total spending of approximately $5,293,000, of which $4,991,000 was for activities related to the closure of the M&EC facility with the remaining for the PFNWR facility in connection with the closure of certain processing equipment/enclosure. At December 31, 2019 and 2018, M&EC’s closure liabilities totaled approximately $84,000 and $1,142,000, 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, 2019 and 2018 with the following activity for the years ended December 31, 2019 and 2018: Amounts in thousands Balance as of December 31, 2017 $ 3,921 Amortization of closure and post-closure asset (191 ) Balance as of December 31, 2018 3,730 Amortization of closure and post-closure asset (191 ) Balance as of December 31, 2019 $ 3,539 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 13 INCOME TAXES The components of income (loss) before income tax expense (benefit) by jurisdiction for continuing operations for the years ended December 31, consisted of the following (in thousands): 2019 2018 United States 4,120 (857 ) Canada (735 ) (138 ) United Kingdom (184 ) (210 ) Poland (312 ) (805 ) Total income (loss) before tax expense (benefit) $ 2,889 $ (2,010 ) The components of current and deferred federal and state income tax expense (benefit) expense for continuing operations for the years ended December 31, consisted of the following (in thousands): 2019 2018 Federal income tax expense (benefit) - deferred 5 (1,171 ) State income tax expense - current 153 173 State income tax (benefit) expense - deferred (1 ) 62 Total income tax expense (benefit) $ 157 $ (936 ) An overall reconciliation between the expected tax expense (benefit) using the federal statutory rate of 21% for each of the years ended 2019 and 2018 and the expense (benefit) for income taxes from continuing operations as reported in the accompanying Consolidated Statement of Operations is provided below (in thousands). 2019 2018 Federal tax expense (benefit) at statutory rate $ 607 $ (392 ) State tax expense (benefit), net of federal benefit 152 (178 ) Change in deferred tax rates 106 (78 ) Permanent items 54 (388 ) Difference in foreign rate (27 ) 13 Change in deferred tax liabilities 835 114 Other (218 ) (99 ) (Decrease) increase in valuation allowance (1,352 ) 72 Income tax expense (benefit) $ 157 $ (936 ) A provision of the Tax Cuts and Jobs Act of 2017 (the “TCJA”) which was signed into law in December 2017 provides 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 had been carrying on its balance sheet a deferred tax liability related to indefinite-lived intangible assets. A common accounting interpretation of the TCJA provisions is that deferred tax assets related to indefinite-lived NOLs may 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 $1,235,000 in accordance to the provisions of the TCJA. 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, 2019 and 2018. As the foreign subsidiaries are all in loss positions for 2019, 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, 2019 and 2018. 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, 2019 and 2018 as follows (in thousands): 2019 2018 Deferred tax assets: Net operating losses $ 9,391 $ 9,540 Environmental and closure reserves 1,977 2,124 Lease liability 742 — Other 1,295 1,263 Deferred tax liabilities: Depreciation and amortization (3,211 ) (2,418 ) Goodwill and indefinite lived intangible assets (590 ) (586 ) Right-of-use lease asset (730 ) — 481(a) adjustment (336 ) — Prepaid expenses (22 ) (30 ) 8,516 9,893 Valuation allowance (9,106 ) (10,479 ) Net deferred income tax liabilities (590 ) (586 ) In 2019 and 2018, the Company concluded that it was more likely than not that $9,106,000 and $10,479,000 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 $20,548,000 and $57,809,000, respectively, as of December 31, 2019. The estimated consolidated federal and state NOLs include approximately $2,410,000 and $3,763,000, 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. Approximately $12,199,000 of our federal NOLs were generated after December 31, and thus do not expire. 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 2017 through 2019 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 2019 and 2018. The Company had no federal income tax payable for the years ended December 31, 2019 and 2018. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 14 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, provided for a maximum allowable coverage of $39,000,000 which included available capacity to allow for annual inflation and other performance and surety bond requirements. As a result of the closure of the Company’s M&EC facility, on July 22, 2019, AIG released $5,000,000 of the finite risk sinking funds held as collateral under the 2003 Closure Policy to the Company. The finite risk sinking funds received by the Company are to be used for general working capital needs. In conjunction with the release of the finite risk sinking funds by AIG, total coverage under the 2003 Closure Policy was amended from $30,549,000 to $19,314,000. Additionally, the maximum coverage allowable under the 2003 Closure Policy was amended from $39,000,000 to approximately $28,177,000 which includes available capacity to allow for annual inflation and other performance and surety bond requirements. At December 31, 2019 and December 31, 2018, finite risk sinking funds contributed by the Company related to the 2003 Closure Policy which is included in other long term assets on the accompanying Consolidated Balance Sheets totaled $11,307,000 and $15,971,000, respectively, which included interest earned of $1,836,000 and $1,500,000 on the finite risk sinking funds as of December 31, 2019 and December 31, 2018, respectively. Interest income for the year ended 2019 and 2018 was approximately $336,000 and $295,000, respectively. If we so elect, AIG is obligated to pay us an amount equal to 100% of the finite risk 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. 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, 2019, the total amount of standby letters of credit outstanding was approximately $2,639,000 and the total amount of bonds outstanding was approximately $28,937,000. |
Profit Sharing Plan
Profit Sharing Plan | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Profit Sharing Plan | NOTE 15 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 2019 and 2018, the Company contributed approximately $395,000 and $338,000 in 401(k) matching funds, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 16 RELATED PARTY TRANSACTIONS David Centofanti David Centofanti serves as our Vice President of Information Systems. For such position, he received annual compensation of $177,000 and $173,000 for 2019 and 2018, 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 previously served as an advisor to the Company’s Board until the first quarter of 2019 and continues to serve as a consultant to the Company relating to 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). For his services to the Company, Robert Ferguson was paid $4,000 monthly plus reasonable expenses. Mr. Ferguson ceased to be a related party to the Company when he ceased providing advisory services to the Board. Employment Agreements The Company entered into employment agreements with each of Mark Duff (President and CEO), Ben Naccarato (CFO), and Dr. Louis Centofanti, (EVP of Strategic Initiatives), 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; and (d) two times the performance compensation (under the MIP) earned with respect to the fiscal year immediately preceding the date of termination provided the performance compensation earned with respect to the fiscal year immediately preceding the date of termination has not been paid. If performance compensation earned with respect to the fiscal year immediately preceding the date of termination has been made to the executive officer, the executive officer will be paid an additional year of the performance compensation earned 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. MIPs On January 17, 2019, the Company’s Board and the Compensation Committee 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. 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). The amount payable under the 2019 MIP was approximately $110,700, $81,100, and $78,900, for the CEO, CFO, and EVP of Strategic Initiatives, respectively, which we anticipate will be paid in April 2020. Each of the executives also had a MIP for the year ended December 31, 2018, which also provides guidelines for the calculation of annual cash incentive-based compensation, similar to the 2019 MIPs discussed above. No performance compensation was earned or payable under each of the 2018 MIPs. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting | NOTE 17 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 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 financial statements. As previously disclosed, the Medical Segment has substantially reduced its R&D costs and activities due to the need for capital to fund these 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. 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, 2019 and 2018 (in thousands). Segment Reporting as of and for the year ended December 31, 2019 Treatment Services Medical Segments Total Corporate (2) Consolidated Total Revenue from external customers $ 40,364 $ 33,095 — $ 73,459 (3)(4) $ — $ 73,459 Intercompany revenues 329 38 — 367 — — Gross profit 12,248 3,336 — 15,584 — 15,584 Research and development 401 12 314 727 23 750 Interest income — — — — 337 337 Interest expense (129 ) (23 ) — (152 ) (280 ) (432 ) Interest expense-financing fees — — — — (208 ) (208 ) Depreciation and amortization 999 318 — 1,317 25 1,342 Segment income (loss) before income taxes 7,973 795 (314 ) 8,454 (5,565 ) 2,889 Income tax expense 153 — — 153 4 157 Segment income (loss) 7,820 795 (314 ) 8,301 (5,569 ) 2,732 Segment assets (1) 34,260 15,410 (10) 16 49,686 16,829 (5) 66,515 Expenditures for segment assets (net) 169 1,366 — 1,535 — 1,535 (9) Total debt — — — — 3,880 3,880 (6) 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)(4) $ — $ 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 (7) (756 ) (811 ) 2,983 (4,993 ) (2,010 ) Income tax (benefit) expense (943 ) (8) — — (943 ) 7 (936 ) Segment income (loss) 5,493 (756 ) (811 ) 3,926 (5,000 ) (1,074 ) Segment assets (1) 32,800 5,188 (10) 25 38,013 19,429 (5) 57,442 Expenditures for segment assets (net) 1,311 117 — 1,428 4 1,432 (9) Total debt — — — — 3,302 3,302 (6) (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 government clients (domestic and foreign (primarily Canadian)), either directly as a prime contractor or indirectly for others as a subcontractor to government entities, representing approximately $59,985,000 or 81.7% of total revenue for 2019 and $35,944,000 or 72.6% of total revenue for 2018. The following reflects such revenue generated by our two segments: 2019 2018 Treatment Services Total Treatment Services Total Domestic government $ 29,420 $ 25,077 $ 54,497 $ 25,181 $ 9,630 $ 34,811 Foreign government 279 5,209 5,488 114 1,019 1,133 Total $ 29,699 $ 30,286 $ 59,985 $ 25,295 $ 10,649 $ 35,944 (4) The following table reflects revenue based on customer location: 2019 2018 United States $ 67,822 $ 48,301 Canada 5,488 1,140 United Kingdom 149 98 Total $ 73,459 $ 49,539 (5) Amount includes assets from our discontinued operations of $221,000 and $306,000 at December 31, 2019 and 2018, respectively. (6) Net of debt discount/debt issuance costs of ($340,000) and ($80,000) for 2019 and 2018, respectively (see “Note 10 – “Long-Term Debt” for additional information). (7) 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”) (8) For the year ended December 31, 2018, amount includes a tax benefit recorded in the amount of approximately $1,235,000 resulting from certain provisions of the TCJA (see “Note 13 – Income Taxes” for further information of this tax benefit). (9) Net of financed amount of $393,000 and $545,000 for the year ended December 31, 2019 and 2018, respectively. (10) Includes long-lived asset (net) for our PF Canada, Inc. subsidiary of $41,000 and $0, for the year ended December 31, 2019 and 2018, respectively. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 18 SUBSEQUENT EVENTS MIPs On January 16, 2020, the Company’s 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. Additionally, the Board and the Compensation Committee approved a MIP for Andy Lombardo, who was elected EVP of Nuclear and Technical Services and an executive officer of the Company. Mr. Lombardo previously held the position of Senior Vice President (“SVP”) of Nuclear and Technical Services. The MIPs are effective January 1, 2020 and applicable for year ended December 31, 2020. 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 2020 annual base salary (see below for salary of each executive officers for 2020). The potential target performance compensation ranges from 5% to 150% of the base salary for the CEO ($17,220 to $516,600), 5% to 100% of the base salary for the CFO ($14,000 to $280,000), 5% to 100% of the base salary for the EVP of Strategic Initiatives ($11,667 to $233,336) and 5% to 100% of the base salary for the EVP of Nuclear and Technical Services ($14,000 to $280,000). Salary On January 16, 2020, the Board, with the approval of the Compensation Committee approved the following salary increase for the Company’s NEO effective January 1, 2020: ● Annual base salary for Mark Duff, CEO and President, was increased to $344,400 from $287,000. ● Annual base salary for Ben Naccarato, who was promoted to EVP and CFO from VP and CFO, was increased to $280,000 from $235,231; and ● Annual base salary for Andy Lombardo, who was elected to EVP of Nuclear and Technical Services as discussed above, was increased to $280,000 from $258,662, which was the annual base salary that Mr. Lombardo was paid as SVP of Nuclear and Technical Services and prior to his election as an executive officer of the Company by the Board. Coronavirus (“Covid-19”) The spread of Coronavirus around the world in the first quarter of 2020 has resulted in significant volatility in the U.S. and international markets. Currently, there is significant uncertainty around the breadth and duration of business disruptions related to the Coronavirus, as well as its impact on the U.S and international economies. As a result of the Coronavirus, the Company has been informed that certain field projects for remediation work are being suspended until further notice due to precautions associated with the risk of potential virus spread among staff and client. Additionally, certain customers have delayed waste shipments to us into the second quarter of 2020 that were originally scheduled for the first quarter of 2020. At this time, the Company is unable to determine if the Coronavirus will have a material impact to its operations. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
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. On May 24, 2019, the Company and Engineering/Remediation Resources Group, Inc. (“ERRG”) entered into an unpopulated joint venture agreement for project work bids within the Company’s Services Segment. The joint venture is doing business as Perma-Fix ERRG, a general partnership. Perma-Fix has a 51% partnership interest in the joint venture and ERRG has a 49% partnership interest in the joint venture. At December 31, 2019, no activities have occurred under the Perma-Fix ERRG joint venture. Once activities commence under the joint venture, Perma-Fix will consolidate the operations of Perma-Fix ERRG into the Company’s financial statements. |
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, 12, 13 and 14 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, 2019, we had cash on hand of approximately $390,000, which reflects primarily account balances of our foreign subsidiaries totaling approximately $388,000. 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, 2019 and 2018, the Company has finite risk sinking funds of approximately $11,307,000 and $15,971,000, respectively, which represents cash held as collateral under the Company’s financial assurance policy (see “Note 14 – 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, 2019 and 2018 (in thousands): Year Ended December 31, 2019 2018 Allowance for doubtful accounts - beginning of year $ 105 $ 720 Provision for bad debt reserve 386 66 Write-off (4 ) (681 ) Allowance for doubtful accounts - end of year $ 487 $ 105 |
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 which include: 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 can take months to complete but are generally completed within twelve months. 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 leases. Amortization of financed leased assets is computed using the straight-line method over the estimated useful lives of the assets. At December 31, 2019, assets recorded under finance leases were $1,410,000 less accumulated depreciation of $71,000, resulting in net fixed assets under finance leases of $1,339,000. At December 31, 2018, assets recorded under finance leases were approximately $517,000 less accumulated depreciation of $8,000 resulting in net fixed assets under finance leases of $509,000. These assets are recorded within net property and equipment on the Consolidated Balance Sheets. 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 $1,086,000 and $1,105,000 in 2019 and 2018, respectively. |
Leases | Leases The Company account for leases in accordance with Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842)” which the Company adopted effective January 1, 2019 (see “Recently Adopted Accounting Standards” below for a discussion of this standard). At the inception of an arrangement, the Company determines if an arrangement is, or contains, a lease based on facts and circumstances present in that arrangement. Lease classifications, recognition, and measurement are then determined at the lease commencement date. The Company’s operating lease right-of-use (“ROU”) assets and operating lease liabilities represent primarily leases for office/warehouse spaces used to conduct our business. These leases have remaining terms of approximately 4 to 10 years. The majority of the Company’s leases includes one or more options to renew, with renewal terms ranging from 3 years to 8 years. The Company includes renewal options in valuing its ROU assets and liabilities when it determines that it is reasonably certain to exercise these renewal options. Based on conditions of the Company’s existing leases, historical trend and its overall business strategies, the Company has included the renewal options in all of its operating leases in valuing its ROU assets and liabilities. As most of our operating leases do not provide an implicit rate, the Company uses its incremental borrowing rate as the discount rate when determining the present value of the lease payments. The incremental borrowing rate is determined based on the Company’s secured borrowing rate, lease terms and current economic environment. Some of our operating leases include both lease (rent payments) and non-lease components (maintenance costs such as cleaning and landscaping services). The Company has elected the practical expedient to account for lease component and non-lease component as a single component for all leases under ASU 2016-02. Lease expense for operating leases is recognized on a straight-line basis over the lease term. Finance leases primarily consist of processing and lab equipment for our facilities as well as a building with land for our waste treatment operations. The Company’s finance leases for processing and lab equipment generally have terms between two to three years and some of the leases include options to purchase the underlying assets at fair market value at the conclusion of the lease term. The lease for the building and land has a term of two year with option to buy at the end of the lease term which the Company is reasonably certain exercise. See “Property and Equipment” above for assets recorded under financed leases. The Company adopted the policy to not recognize ROU assets and liabilities for short term leases. |
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 2019 and 2018 is as follows: (Amounts in Thousands) 2019 2018 Interest cost capitalized $ 29 $ 70 Interest cost charged to expense 432 251 Total interest $ 461 $ 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, 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, 2019 and 2018 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 had one definite-lived permit which was excluded from our annual impairment review as noted above. This definite-lived permit which had a net carrying value of approximately $7,000 at December 31, 2018 was fully amortized in the first quarter of 2019. 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 are 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 $314,000 and $811,000 for the years ended December 31, 2019 and 2018, respectively, incurred by our Medical Segment. |
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 government clients (domestic and foreign (primarily Canadian)), either directly as a prime contractor or indirectly for others as a subcontractor to government entities, representing approximately $59,985,000, or 81.7%, of our total revenue during 2019, as compared to $35,944,000, or 72.6%, of our total revenue during 2018. 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 and Canadian government. The Company had two government related customers whose total unbilled and net outstanding receivable balances represented 12.5% and 34.3% of the Company’s total consolidated unbilled and net accounts receivable at December 31, 2019. The Company had a government and a government related customers whose total unbilled and net outstanding receivable balances represented 10.7% and 10.5%, respectively of the Company’s total consolidated unbilled and net accounts receivable at December 31, 2018. |
Revenue Recognition and Related Policies | Revenue Recognition and Related Policies In May 2014, the Financial Accounting Standards Board (“FASB”) issued 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. 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. 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 (generally ranging from 15% to 79%) and shipment/final disposal (generally ranging from 9% to 52%). 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 ASC 606-10-50-14 and does not disclose information about remaining performance obligations that have original expected durations of one year or less. Within our Services Segment, there are service contracts which provide that the Company has a right to consideration from a customer in an amount that corresponds directly with the value to the customer of our performance completed to date. For those contracts, the Company has utilized the practical expedient in ASC 606-10-55-18, which allows the Company to recognize revenue in the amount for which we have the right to invoice; accordingly, the Company does not disclose the value of remaining performance obligations for those contracts. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation granted to employees are accounted for in accordance with ASC 718, “Compensation – Stock Compensation.” Stock-based payment transactions for acquiring goods and services from nonemployees (consultants) are also accounted for under ASC 718 resulting from the adoption of ASU No. 2018-07, “Compensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting.” by the Company effective January 1, 2019. ASC 718 requires stock-based payments to employees and nonemployees, including grant of options, to be recognized in the Statement of Operations based on their fair values. 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 In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842),” which requires the recognition of ROU lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance. The original guidance required application on a modified retrospective basis with the earliest period presented. In July 2018, the FASB issued ASU 2018-11, “Targeted Improvements,” to Topic 842 which included an option to not restate comparative periods in transition and elect to use the effective date of Topic 842 as the date of initial application of transition, which the Company elected. As permitted under Topic 842, the Company adopted several practical expedients that permit us to not reassess (1) whether any expired or existing contract as of the adoption date is or contain a lease, (2) lease classification for any expired or existing leases as of the adoption date, and (3) initial direct costs for any existing leases as of the adoption date. As a result of the adoption of Topic 842 on January 1, 2019, the Company recorded both operating ROU assets of $2,602,000 and operating lease liabilities of $2,622,000. The cumulative-effect adjustment was immaterial to our beginning accumulated deficit upon adoption of ASU 2016-02. The adoption of Topic 842 had an immaterial impact on our Consolidated Statements of Operations and Cash Flows for the year 2019. The Company’s accounting for finance leases remained substantially unchanged. 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. The adoption of ASU 2018-09 by the Company effective January 1, 2019 did not have a material impact on the Company’s financial statements. |
Recently Issued Accounting Standards - Not Yet Adopted | Recently Issued Accounting Standards – Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, “Credit Losses - Measurement of Credit Losses on Financial Instruments (“ASC 326”),” which amends the current approach to estimate credit losses on certain financial assets, including trade and other receivables, available-for-sale securities, and other financial instruments. Generally, this amendment requires entities to establish a valuation allowance for the expected lifetime losses of these certain financial assets. Subsequent changes in the valuation allowance are recorded in current earnings and reversal of previous losses is permitted. In April 2019, the FASB issued ASU 2019-04, “Codification Improvements to Topic 326, Financial Instruments - Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments,” which, with respect to credit losses, among other things, clarifies and addresses issues related to accrued interest, transfers between classifications of loans or debt securities, recoveries, and variable interest rates. Additionally, in May 2019, the FASB issued ASU 2019-05, “Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief,” which allows entities to irrevocably elect the fair value option on certain financial instruments. These standards are effective for interim and annual reporting periods beginning after December 15, 2019. Entities are required to apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. These ASUs are effective January 1, 2020 for the Company. The Company does not expect the adoption of these ASUs 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. This ASU is effective January 1, 2020 for the Company. The Company does not expect the adoption of this ASU will have a material impact on the Company’s financial statements. In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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, 2019 and 2018 (in thousands): Year Ended December 31, 2019 2018 Allowance for doubtful accounts - beginning of year $ 105 $ 720 Provision for bad debt reserve 386 66 Write-off (4 ) (681 ) Allowance for doubtful accounts - end of year $ 487 $ 105 |
Schedule of Capitalized Interest | A reconciliation of our total interest cost to “Interest Expense” as reported on our Consolidated Statements of Operations for 2019 and 2018 is as follows: (Amounts in Thousands) 2019 2018 Interest cost capitalized $ 29 $ 70 Interest cost charged to expense 432 251 Total interest $ 461 $ 321 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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 Twelve Months Ended Tweleve Months Ended (In thousands) December 31, 2019 December 31, 2018 Treatment Services Total Treatment Services Total Fixed price $ 40,364 $ 12,162 $ 52,526 $ 36,271 $ 1,575 $ 37,846 Time and materials ― 20,788 20,788 ― 11,693 11,693 Cost reimbursement ― 145 145 ― ― ― Total $ 40,364 $ 33,095 $ 73,459 $ 36,271 $ 13,268 $ 49,539 Revenue by generator Twelve Months Ended Twelve Months Ended (In thousands) December 31, 2019 December 31, 2018 Treatment Services Total Treatment Services Total Domestic government $ 29,420 $ 25,077 $ 54,497 $ 25,181 $ 9,630 $ 34,811 Domestic commercial 10,601 2,724 13,325 10,969 2,521 13,490 Foreign government 279 5,209 5,488 114 1,019 1,133 Foreign commercial 64 85 149 7 98 105 Total $ 40,364 $ 33,095 $ 73,459 $ 36,271 $ 13,268 $ 49,539 |
Schedule of Contract Assets and Liabilities | The following table represents changes in our contract assets and contract liabilities balances: Year-to-date Year-to-date (In thousands) December 31, 2019 December 31, 2018 Change ($) Change (%) Contract assets Account receivables, net of allowance $ 13,178 $ 7,735 $ 5,443 70.4 % Unbilled receivables - current 7,894 3,105 4,789 154.2 % Contract liabilities Deferred revenue $ 5,456 $ 6,595 $ (1,139 ) (17.3 )% |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Schedule of Components of Lease Cost | The components of lease cost for the Company’s leases were as follows (in thousands): Twelve Months Ended December 31, 2019 Operating Leases: Lease cost $ 456 Finance Leases: Amortization of ROU assets 63 Interest on lease liability 63 126 Short-term lease rent expense 43 Total lease cost $ 625 |
Schedule of Weighted Average Lease | The weighted average remaining lease term and the weighted average discount rate for operating and finance leases at December 31, 2019 was: Operating Leases Finance Leases Weighted average remaining lease terms (years) 8.8 2.0 Weighted average discount rate 8.0 % 9.3 % |
Schedule of Operating Lease Liability Maturity | The following table reconciles the undiscounted cash flows for the operating and finance leases at December 31, 2019 to the operating and finance lease liabilities recorded on the balance sheet (in thousands): Operating Leases Finance Leases 2020 $ 442 $ 529 2021 450 396 2022 458 113 2023 466 ― 2024 342 ― 2025 and thereafter 1,458 ― Total undiscounted lease payments 3,616 1,038 Less: Imputed interest (1,030 ) (101 ) Present value of lease payments $ 2,586 $ 937 Current portion of operating lease obligations $ 244 $ ― Long-term operating lease obligations, less current portion $ 2,342 $ ― Current portion of finance lease obligations $ ― $ 471 Long-term finance lease obligations, less current portion $ ― $ 466 |
Schedule of Finance Lease Liability Maturity | The following table reconciles the undiscounted cash flows for the operating and finance leases at December 31, 2019 to the operating and finance lease liabilities recorded on the balance sheet (in thousands): Operating Leases Finance Leases 2020 $ 442 $ 529 2021 450 396 2022 458 113 2023 466 ― 2024 342 ― 2025 and thereafter 1,458 ― Total undiscounted lease payments 3,616 1,038 Less: Imputed interest (1,030 ) (101 ) Present value of lease payments $ 2,586 $ 937 Current portion of operating lease obligations $ 244 $ ― Long-term operating lease obligations, less current portion $ 2,342 $ ― Current portion of finance lease obligations $ ― $ 471 Long-term finance lease obligations, less current portion $ ― $ 466 |
Schedule of Supplemental Cash Flow and Other Information Related to Leases | Supplemental cash flow and other information related to our leases were as follows (in thousands): Twelve Months Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flow used in operating leases $ 434 Operating cash flow used in finance leases $ 63 Financing cash flow used in finance leases $ 272 ROU assets obtained in exchange for lease obligations for: Finance liabilities $ 893 Operating liabilities $ 182 |
Permit and Other Intangible A_2
Permit and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | The following table summarizes changes in the carrying value of permits. No permit exists at our Services and Medical Segments. Permit (amount in thousands) Treatment 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 PCB permit amortized (1) (7 ) Permit in progress 354 Balance as of December 31, 2019 $ 8,790 (1) |
Schedule of Finite-Lived Intangible Assets | The following table summarizes information relating to the Company’s definite-lived intangible assets: December 31, 2019 December 31, 2018 Weighted Average Amortization Period Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying (Years) Amount Amortization Amount Amount Amortization Amount Intangibles (amount in thousands) Patent 11 $ 760 $ (358 ) $ 402 $ 728 $ (336 ) $ 392 Software 3 414 (408 ) 6 410 (403 ) 7 Customer relationships 10 3,370 (2,713 ) 657 3,370 (2,491 ) 879 Permit 10 545 (545 ) ― 545 (538 ) 7 Total $ 5,089 $ (4,024 ) $ 1,065 $ 5,053 $ (3,768 ) $ 1,285 |
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) 2020 219 2121 199 2022 173 2023 132 2024 10 |
Capital Stock, Stock Plans, W_2
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The fair value of the options granted during 2019 and 2018 and the related assumptions used in the Black-Scholes option model used to value the options granted were as follows. No options were granted to employees in 2018: Employee Stock Option Granted 2019 Weighted-average fair value per share $1.46 Risk -free interest rate (1) 1.40%-2.58% Expected volatility of stock (2) 48.67%-51.38% Dividend yield None Expected option life (3) 5.0 years Outside Director Stock Options Granted 2019 2018 Weighted-average fair value per share $2.27 $2.87 Risk -free interest rate (1) 2.08% 2.62%-2.98% Expected volatility of stock (2) 54.28% 55.34%-57.29% Dividend yield None None Expected option life (3) 10.0 years 10.0 years (1) (2) (3) |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | The following table summarizes stock-based compensation recognized for fiscal years 2019 and 2018. Year Ended 2019 2018 Employee Stock Options $ 150,000 $ 147,000 Director Stock Options 29,000 51,000 Total $ 179,000 $ 198,000 |
Schedule of Stock Options Roll Forward | The summary of the Company’s total plans as of December 31, 2019 and 2018, 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 (3) Options outstanding January 1, 2019 616,000 $ 4.23 Granted 129,500 3.24 Exercised (32,400 ) 4.10 $ 93,000 Forfeited/expired (31,800 ) 8.68 Options outstanding end of period (1) 681,300 $ 3.84 4.2 $ 3,587,000 Options exercisable as of December 31, 2019 (1) 286,800 $ 4.28 3.8 $ 1,383,000 Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (3) Options outstanding January 1, 2018 624,800 $ 4.42 Granted 18,000 4.22 Exercised (10,000 ) 3.65 $ 8,000 Forfeited/expired (16,800 ) 11.70 Options outstanding end of period (2) 616,000 $ 4.23 4.7 $ ─ Options exercisable at December 31, 2018 (2) 249,333 $ 5.04 4.4 $ ─ (1) Options with exercise prices ranging from $2.79 to $8.40 (2) Options with exercise prices ranging from $2.79 to $13.35 (3) The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price |
Schedule of Non Vested Options | The summary of the Company’s nonvested options as of December 31, 2019 and changes during the period then ended are presented as follows: Weighted Average Grant-Date Shares Fair Value Non-vested options January 1, 2019 366,667 $ 1.91 Granted 129,500 1.53 Vested (90,667 ) 2.02 Forfeited (11,000 ) 1.60 Non-vested options at December 31, 2019 394,500 $ 1.77 |
Income (Loss) Per Share (Tables
Income (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table reconciles the income (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) 2019 2018 Net income (loss) attributable to Perma-Fix Environmental Services, Inc., common stockholders: Income (loss) from continuing operations, net of taxes $ 2,732 $ (1,074 ) Net loss attributable to non-controlling interest (124 ) (320 ) Income (loss) from continuing operations attributable to Perma-Fix Environmental Services, Inc. common stockholders $ 2,856 $ (754 ) Loss from discontinuing operations attributable to Perma-Fix Environmental Services, Inc. common stockholders (541 ) (667 ) Net income (loss) attributable to Perma-Fix Environmental Services, Inc. common stockholders $ 2,315 $ (1,421 ) Basic income (loss) per share attributable to Perma-Fix Environmental Services, Inc. common stockholders $ .19 $ (.12 ) Diluted income (loss) per share attributable to Perma-Fix Environmental Services, Inc. common stockholders $ .19 $ (.12 ) Weighted average shares outstanding: Basic weighted average shares outstanding 12,046 11,855 Add: dilutive effect of stock options 14 ─ Add: dilutive effect of warrants ─ ─ Diluted weighted average shares outstanding 12,060 11,855 Potential shares excluded from above weighted average share calculations due to their anti-dilutive effect include: Stock options 482 107 Warrant 60 ─ |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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, 2019 and December 31, 2018. No assets and liabilities were held for sale at each of the periods noted. (Amounts in Thousands) December 31, 2019 December 31, 2018 Current assets Other assets $ 104 $ 107 Total current assets 104 107 Long-term assets Property, plant and equipment, net (1) 81 81 Other assets 36 118 Total long-term assets 117 199 Total assets $ 221 $ 306 Current liabilities Accounts payable $ 8 $ 10 Accrued expenses and other liabilities 169 296 Environmental liabilities 817 50 Total current liabilities 994 356 Long-term liabilities Closure liabilities 134 126 Environmental liabilities 110 837 Total long-term liabilities 244 963 Total liabilities $ 1,238 $ 1,319 (1) |
Schedule of Current and Long Term Accrued Environmental Liability | The current and long-term accrued environmental liability at December 31, 2019 is summarized as follows (in thousands). Current Accrual Long-term Accrual Total PFD $ 41 $ 60 $ 101 PFM $ 50 15 65 PFSG $ 726 35 761 Total liability $ 817 $ 110 $ 927 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of the following at December 31, 2019 and December 31, 2018: (Amounts in Thousands) December 31, 2019 December 31, 2018 Revolving Credit (1) $ 321 $ 639 Term Loan (1) 1,827 (2) 2,663 (2) Promissory Note dated April 1, 2019, payable in twelve monthly installments of interest only, starting May 1, 2019 followed with twelve monthly installments of approximatelyt $208 in principal plus accrued interest. Interest accrues at annual rate of 4.0%. (3) 1,732 (4) ─ Total debt 3,880 3,302 Less current portion of long-term debt 1,300 (4) 1,184 Long-term debt $ 2,580 $ 2,118 (1) (2) (3) (4) |
Schedule of Maturities of Long-term Debt | The following table details the amount of the maturities of long-term debt maturing in future years at December 31, 2019 (excludes debt issuance/debt discount costs of $340,000). Year ending December 31: (In thousands) 2020 1,573 2021 2,647 Total $ 4,220 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses include the following (in thousands) at December 31: 2019 2018 Salaries and employee benefits $ 3,908 $ 3,228 Accrued sales, property and other tax 793 404 Interest payable 17 7 Insurance payable 935 710 Other 465 665 Total accrued expenses $ 6,118 $ 5,014 |
Accrued Closure Costs and ARO (
Accrued Closure Costs and ARO (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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, 2019 and 2018, were as follows: Amounts in thousands 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 Accretion expense 320 Spending (1,359 ) Adjustment to closure liability 330 Balance as of December 31, 2019 $ 6,041 |
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, 2019 and 2018 with the following activity for the years ended December 31, 2019 and 2018: Amounts in thousands Balance as of December 31, 2017 $ 3,921 Amortization of closure and post-closure asset (191 ) Balance as of December 31, 2018 3,730 Amortization of closure and post-closure asset (191 ) Balance as of December 31, 2019 $ 3,539 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income (loss) Before Income Tax Expense | The components of income (loss) before income tax expense (benefit) by jurisdiction for continuing operations for the years ended December 31, consisted of the following (in thousands): 2019 2018 United States 4,120 (857 ) Canada (735 ) (138 ) United Kingdom (184 ) (210 ) Poland (312 ) (805 ) Total income (loss) before tax expense (benefit) $ 2,889 $ (2,010 ) |
Schedule of Components of Income Tax Expense (Benefit) | The components of current and deferred federal and state income tax expense (benefit) expense for continuing operations for the years ended December 31, consisted of the following (in thousands): 2019 2018 Federal income tax expense (benefit) - deferred 5 (1,171 ) State income tax expense - current 153 173 State income tax (benefit) expense - deferred (1 ) 62 Total income tax expense (benefit) $ 157 $ (936 ) |
Schedule of Effective Income Tax Rate Reconciliation | An overall reconciliation between the expected tax expense (benefit) using the federal statutory rate of 21% for each of the years ended 2019 and 2018 and the expense (benefit) for income taxes from continuing operations as reported in the accompanying Consolidated Statement of Operations is provided below (in thousands). 2019 2018 Federal tax expense (benefit) at statutory rate $ 607 $ (392 ) State tax expense (benefit), net of federal benefit 152 (178 ) Change in deferred tax rates 106 (78 ) Permanent items 54 (388 ) Difference in foreign rate (27 ) 13 Change in deferred tax liabilities 835 114 Other (218 ) (99 ) (Decrease) increase in valuation allowance (1,352 ) 72 Income tax expense (benefit) $ 157 $ (936 ) |
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, 2019 and 2018 as follows (in thousands): 2019 2018 Deferred tax assets: Net operating losses $ 9,391 $ 9,540 Environmental and closure reserves 1,977 2,124 Lease liability 742 — Other 1,295 1,263 Deferred tax liabilities: Depreciation and amortization (3,211 ) (2,418 ) Goodwill and indefinite lived intangible assets (590 ) (586 ) Right-of-use lease asset (730 ) — 481(a) adjustment (336 ) — Prepaid expenses (22 ) (30 ) 8,516 9,893 Valuation allowance (9,106 ) (10,479 ) Net deferred income tax liabilities (590 ) (586 ) |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | The table below shows certain financial information of our reporting segments as of and for the years ended December 31, 2019 and 2018 (in thousands). Segment Reporting as of and for the year ended December 31, 2019 Treatment Services Medical Segments Total Corporate (2) Consolidated Total Revenue from external customers $ 40,364 $ 33,095 — $ 73,459 (3)(4) $ — $ 73,459 Intercompany revenues 329 38 — 367 — — Gross profit 12,248 3,336 — 15,584 — 15,584 Research and development 401 12 314 727 23 750 Interest income — — — — 337 337 Interest expense (129 ) (23 ) — (152 ) (280 ) (432 ) Interest expense-financing fees — — — — (208 ) (208 ) Depreciation and amortization 999 318 — 1,317 25 1,342 Segment income (loss) before income taxes 7,973 795 (314 ) 8,454 (5,565 ) 2,889 Income tax expense 153 — — 153 4 157 Segment income (loss) 7,820 795 (314 ) 8,301 (5,569 ) 2,732 Segment assets (1) 34,260 15,410 (10) 16 49,686 16,829 (5) 66,515 Expenditures for segment assets (net) 169 1,366 — 1,535 — 1,535 (9) Total debt — — — — 3,880 3,880 (6) 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)(4) $ — $ 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 (7) (756 ) (811 ) 2,983 (4,993 ) (2,010 ) Income tax (benefit) expense (943 ) (8) — — (943 ) 7 (936 ) Segment income (loss) 5,493 (756 ) (811 ) 3,926 (5,000 ) (1,074 ) Segment assets (1) 32,800 5,188 (10) 25 38,013 19,429 (5) 57,442 Expenditures for segment assets (net) 1,311 117 — 1,428 4 1,432 (9) Total debt — — — — 3,302 3,302 (6) (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 government clients (domestic and foreign (primarily Canadian)), either directly as a prime contractor or indirectly for others as a subcontractor to government entities, representing approximately $59,985,000 or 81.7% of total revenue for 2019 and $35,944,000 or 72.6% of total revenue for 2018. The following reflects such revenue generated by our two segments: 2019 2018 Treatment Services Total Treatment Services Total Domestic government $ 29,420 $ 25,077 $ 54,497 $ 25,181 $ 9,630 $ 34,811 Foreign government 279 5,209 5,488 114 1,019 1,133 Total $ 29,699 $ 30,286 $ 59,985 $ 25,295 $ 10,649 $ 35,944 (4) The following table reflects revenue based on customer location: 2019 2018 United States $ 67,822 $ 48,301 Canada 5,488 1,140 United Kingdom 149 98 Total $ 73,459 $ 49,539 (5) Amount includes assets from our discontinued operations of $221,000 and $306,000 at December 31, 2019 and 2018, respectively. (6) Net of debt discount/debt issuance costs of ($340,000) and ($80,000) for 2019 and 2018, respectively (see “Note 10 – “Long-Term Debt” for additional information). (7) 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”) (8) For the year ended December 31, 2018, amount includes a tax benefit recorded in the amount of approximately $1,235,000 resulting from certain provisions of the TCJA (see “Note 13 – Income Taxes” for further information of this tax benefit). (9) Net of financed amount of $393,000 and $545,000 for the year ended December 31, 2019 and 2018, respectively. (10) Includes long-lived asset (net) for our PF Canada, Inc. subsidiary of $41,000 and $0, for the year ended December 31, 2019 and 2018, respectively. |
Schedule of Revenue by Major Customers by Reporting Segments | 2019 2018 Treatment Services Total Treatment Services Total Domestic government $ 29,420 $ 25,077 $ 54,497 $ 25,181 $ 9,630 $ 34,811 Foreign government 279 5,209 5,488 114 1,019 1,133 Total $ 29,699 $ 30,286 $ 59,985 $ 25,295 $ 10,649 $ 35,944 |
Schedule of Revenue Based on Customer Location | 2019 2018 United States $ 67,822 $ 48,301 Canada 5,488 1,140 United Kingdom 149 98 Total $ 73,459 $ 49,539 |
Description of Business and B_2
Description of Business and Basis of Presentation (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Jul. 31, 2019 | Dec. 31, 2018 | |
Working capital | $ 26 | $ (6,753) | |
American International Group [Member] | |||
Finite risk sinking funds received | $ 5,000 | ||
April 1 2019 [Member] | |||
Proceeds from loan | $ 2,500 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands | Oct. 02, 2019 | Oct. 02, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | May 24, 2019 | Jan. 02, 2019 | Jan. 02, 2018 |
Cash on hand | $ 390 | $ 810 | |||||
Finite risk sinking fund | $ 11,307 | 15,971 | |||||
Percentage of reserves for doubtful accounts receivable | 100.00% | ||||||
Finance leases assets recorded | $ 1,410 | 517 | |||||
Finance leases accumulated depreciation | 71 | 8 | |||||
Finance leases net fixed asset | 1,339 | 509 | |||||
Depreciation | 1,086 | 1,105 | |||||
Impairment charges | |||||||
Definite-lived permit | 7 | ||||||
Research and development expense | 750 | 1,370 | |||||
Net revenues | 73,459 | 49,539 | |||||
Increase in accumulated deficit | $ 316 | ||||||
Right of use asset | 2,545 | $ 2,602 | |||||
Operating lease liabilities | 2,586 | $ 2,622 | |||||
Government Clients [Member] | Sales Revenue, Net [Member] | |||||||
Net revenues | $ 59,985 | $ 35,944 | |||||
Concentration risk percentage | 81.70% | 72.60% | |||||
Customer One [Member] | Unbilled and Accounts Receivables [Member] | |||||||
Concentration risk percentage | 12.50% | 10.70% | |||||
Customer Two [Member] | Unbilled and Accounts Receivables [Member] | |||||||
Concentration risk percentage | 34.30% | 10.50% | |||||
Medical Segment [Member] | |||||||
Research and development expense | $ 314 | $ 811 | |||||
Minimum [Member] | |||||||
Receipt ranging percentage | 9.00% | ||||||
Minimum [Member] | Treatment/ Processing [Member] | |||||||
Receipt ranging percentage | 15.00% | ||||||
Minimum [Member] | Shipment/ Final Disposal [Member] | |||||||
Receipt ranging percentage | 9.00% | ||||||
Maximum [Member] | |||||||
Receipt ranging percentage | 33.00% | ||||||
Maximum [Member] | Treatment/ Processing [Member] | |||||||
Receipt ranging percentage | 79.00% | ||||||
Maximum [Member] | Shipment/ Final Disposal [Member] | |||||||
Receipt ranging percentage | 52.00% | ||||||
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 | ||||||
Office/Warehouse Spaces [Member] | Minimum [Member] | |||||||
Operating lease term | 4 years | ||||||
Operating lease renewal term | 3 years | ||||||
Office/Warehouse Spaces [Member] | Maximum [Member] | |||||||
Operating lease term | 10 years | ||||||
Operating lease renewal term | 8 years | ||||||
Processing and Lab Equipment [Member] | Minimum [Member] | |||||||
Finance lease term | 2 years | ||||||
Processing and Lab Equipment [Member] | Maximum [Member] | |||||||
Finance lease term | 3 years | ||||||
Engineering/Remediation Resources Group, Inc [Member] | |||||||
Partnership interest | 49.00% | ||||||
Perma-Fix [Member] | |||||||
Partnership interest | 51.00% | ||||||
Foreign Subsidiaries [Member] | |||||||
Cash on hand | $ 388 | $ 806 |
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, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | ||
Allowance for doubtful accounts - beginning of year | $ 105 | $ 720 |
Provision for bad debt reserve | 386 | 66 |
Write-off | (4) | (681) |
Allowance for doubtful accounts - end of year | $ 487 | $ 105 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Capitalized Interest (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | ||
Interest cost capitalized | $ 29 | $ 70 |
Interest cost charged to expense | 432 | 251 |
Total interest | $ 461 | $ 321 |
Revenue (Details Narrative)
Revenue (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | ||
Revenue recognized | $ 10,354 | $ 8,052 |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Net revenues | $ 73,459 | $ 49,539 |
Fixed Price [Member] | ||
Net revenues | 52,526 | 37,846 |
Time and Materials [Member] | ||
Net revenues | 20,788 | 11,693 |
Cost Reimbursement [Member] | ||
Net revenues | 145 | |
Treatment [Member] | ||
Net revenues | 40,364 | 36,271 |
Treatment [Member] | Fixed Price [Member] | ||
Net revenues | 40,364 | 36,271 |
Treatment [Member] | Time and Materials [Member] | ||
Net revenues | ||
Treatment [Member] | Cost Reimbursement [Member] | ||
Net revenues | ||
Services [Member] | ||
Net revenues | 33,095 | 13,268 |
Services [Member] | Fixed Price [Member] | ||
Net revenues | 12,162 | 1,575 |
Services [Member] | Time and Materials [Member] | ||
Net revenues | 20,788 | 11,693 |
Services [Member] | Cost Reimbursement [Member] | ||
Net revenues | 145 | |
Domestic Government [Member] | ||
Net revenues | 54,497 | 34,811 |
Domestic Government [Member] | Treatment [Member] | ||
Net revenues | 29,420 | 25,181 |
Domestic Government [Member] | Services [Member] | ||
Net revenues | 25,077 | 9,630 |
Domestic Commercial [Member] | ||
Net revenues | 13,325 | 13,490 |
Domestic Commercial [Member] | Treatment [Member] | ||
Net revenues | 10,601 | 10,969 |
Domestic Commercial [Member] | Services [Member] | ||
Net revenues | 2,724 | 2,521 |
Foreign Government [Member] | ||
Net revenues | 5,488 | 1,133 |
Foreign Government [Member] | Treatment [Member] | ||
Net revenues | 279 | 114 |
Foreign Government [Member] | Services [Member] | ||
Net revenues | 5,209 | 1,019 |
Foreign Commercial [Member] | ||
Net revenues | 149 | 105 |
Foreign Commercial [Member] | Treatment [Member] | ||
Net revenues | 64 | 7 |
Foreign Commercial [Member] | Services [Member] | ||
Net revenues | $ 85 | $ 98 |
Revenue - Schedule of Contract
Revenue - Schedule of Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Account receivables, net of allowance | $ 13,178 | $ 7,735 |
Unbilled receivables - current | 7,984 | 3,105 |
Deferred revenue | 5,456 | $ 6,595 |
Year-to-date Change [Member] | ||
Account receivables, net of allowance | 5,443 | |
Unbilled receivables - current | 4,789 | |
Deferred revenue | $ (1,139) | |
Changes in Account receivables, net of allowance, percentage | 70.40% | |
Changes in Unbilled receivables - current, percentage | 154.20% | |
Changes in Deferred revenue, percentage | (17.30%) |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Cost (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating Lease cost | $ 456 |
Finance Leases: Amortization of ROU assets | 63 |
Interest on lease liability | 63 |
Finance Leases | 126 |
Short-term lease rent expense | 43 |
Total lease cost | $ 625 |
Leases - Schedule of Weighted A
Leases - Schedule of Weighted Average Lease (Details) | Dec. 31, 2019 |
Leases [Abstract] | |
Operating Leases, Weighted average remaining lease terms (years) | 8 years 9 months 18 days |
Operating Leases, Weighted average discount rate | 8.00% |
Finance Leases, Weighted average remaining lease terms (years) | 2 years |
Finance Leases, Weighted average discount rate | 9.30% |
Leases - Schedule of Operating
Leases - Schedule of Operating Lease Liability Maturity (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 02, 2019 | Dec. 31, 2018 |
Leases [Abstract] | |||
Operating Leases 2020 | $ 442 | ||
Operating Leases 2021 | 450 | ||
Operating Leases 2022 | 458 | ||
Operating Leases 2023 | 466 | ||
Operating Leases 2024 | 342 | ||
Operating Leases 2025 and thereafter | 1,458 | ||
Operating Leases Total undiscounted lease payments | 3,616 | ||
Operating Leases Less: Imputed interest | (1,030) | ||
Operating Leases Present value of lease payments | 2,586 | $ 2,622 | |
Current portion of operating lease obligations | 244 | ||
Long-term operating lease obligations, less current portion | $ 2,342 |
Leases - Schedule of Finance Le
Leases - Schedule of Finance Lease Liability Maturity (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Leases [Abstract] | ||
Finance Leases 2020 | $ 529 | |
Finance Leases 2021 | 396 | |
Finance Leases 2022 | 113 | |
Finance Leases 2023 | ||
Finance Leases 2024 | ||
Finance Leases 2025 and thereafter | ||
Finance Leases Total undiscounted lease payments | 1,038 | |
Finance Leases Less: Imputed interest | (101) | |
Finance Leases Present value of lease payments | 937 | |
Current portion of finance lease obligations | 471 | $ 181 |
Long-term finance lease obligations, less current portion | $ 466 | $ 268 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow and Other Information Related to Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Leases [Abstract] | ||
Operating cash flow used in operating leases | $ 434 | |
Operating cash flow used in finance leases | 63 | |
Financing cash flow used in finance leases | 272 | $ 36 |
ROU assets obtained in exchange for lease obligations for finance liabilities | 893 | |
ROU assets obtained in exchange for lease obligations for operating liabilities | $ 182 |
Permit and Other Intangible A_3
Permit and Other Intangible Assets (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense of intangible asset | $ 256 | $ 350 |
Permit and Other Intangible A_4
Permit and Other Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | ||
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Balance | $ 8,443 | $ 8,419 | |
PCB permit amortized | [1] | (7) | (55) |
Permit in progress | 354 | 79 | |
Balance | $ 8,790 | $ 8,443 | |
[1] | Amortization for the one definite-lived permit capitalized in 2009 and was fully amortized in the first quarter of 2019. This permit was amortized over a ten-year period in accordance with its estimated useful life. |
Permit and Other Intangible A_5
Permit and Other Intangible Assets - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Gross Carrying Amount | $ 5,089 | $ 5,053 |
Accumulated Amortization | (4,024) | (3,768) |
Finite-Lived Intangible Assets, Net | $ 1,065 | 1,285 |
Patent [Member] | ||
Weighted Average Amortization Period (Years) | 11 years | |
Gross Carrying Amount | $ 760 | 728 |
Accumulated Amortization | (358) | (336) |
Finite-Lived Intangible Assets, Net | $ 402 | 392 |
Software [Member] | ||
Weighted Average Amortization Period (Years) | 3 years | |
Gross Carrying Amount | $ 414 | 410 |
Accumulated Amortization | (408) | (403) |
Finite-Lived Intangible Assets, Net | $ 6 | 7 |
Customer Relationships [Member] | ||
Weighted Average Amortization Period (Years) | 10 years | |
Gross Carrying Amount | $ 3,370 | 3,370 |
Accumulated Amortization | (2,713) | (2,491) |
Finite-Lived Intangible Assets, Net | $ 657 | 879 |
Permit [Member] | ||
Weighted Average Amortization Period (Years) | 10 years | |
Gross Carrying Amount | $ 545 | 545 |
Accumulated Amortization | (545) | (538) |
Finite-Lived Intangible Assets, Net | $ 7 |
Permit and Other Intangible A_6
Permit and Other Intangible Assets - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) - Intangible Assets [Member] $ in Thousands | Dec. 31, 2019USD ($) |
2020 | $ 219 |
2021 | 199 |
2022 | 173 |
2023 | 132 |
2024 | $ 10 |
Capital Stock, Stock Plans, W_3
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation (Details Narrative) | Aug. 29, 2019$ / sharesshares | Jul. 25, 2019$ / sharesshares | Apr. 02, 2019USD ($)$ / sharesshares | Jan. 17, 2019$ / sharesshares | Jul. 26, 2018$ / sharesshares | May 01, 2018USD ($)shares | Jan. 18, 2018$ / sharesshares | Dec. 31, 2019USD ($)Integer$ / sharesshares | Dec. 31, 2019USD ($)Integer$ / sharesshares | Dec. 31, 2018USD ($)shares | Jan. 27, 2019Integershares | May 30, 2018$ / shares | Jan. 27, 2018Integershares |
Common stock exercise price per share | $ / shares | $ 4.80 | ||||||||||||
Option granted to purchase shares | 129,500 | ||||||||||||
Proceeds from exercise of stock options | $ | $ 133,000 | $ 36,000 | |||||||||||
Unrecognized compensation cost related to unvested options | $ | $ 431,000 | $ 431,000 | |||||||||||
Weighted average term for unrecognized and unvested option to be recognized | 2 years 1 month 6 days | ||||||||||||
Stock option term, description | The term of the Ferguson Stock Option is seven (7) years from the grant date. | ||||||||||||
Number of options exercised | 10,000 | ||||||||||||
Allocated share-based compensation expense | $ | $ 179,000 | $ 198,000 | |||||||||||
Number of common shares reserved for future issuance | 681,300 | 681,300 | |||||||||||
Common Stock [Member] | |||||||||||||
Number of options exercised | 32,400 | 10,000 | |||||||||||
Stock issued during period for services, shares | 71,905 | 60,598 | |||||||||||
Robert Ferguson [Member] | |||||||||||||
Proceeds from exercise of stock options | $ | $ 36,500 | ||||||||||||
Unrecognized compensation cost related to unvested options | $ | $ 123,000 | $ 123,000 | |||||||||||
Stock option shall become exercisable upon attainment of performance milestone | 30,000 | 10,000 | |||||||||||
Number of gallons | Integer | 2,000 | 3 | |||||||||||
Number of options exercised | 10,000 | ||||||||||||
Shares purchased from exercise of stock options | 10,000 | ||||||||||||
Loans payable | $ | $ 2,500,000 | ||||||||||||
Warrant to purchase | 60,000 | ||||||||||||
Warrants exercise price | $ / shares | $ 3.51 | ||||||||||||
Warrant exercisable, description | The Warrant is exercisable six months from April 1, 2019 and expires on April 1, 2024 and remains outstanding at December 31, 2019. | ||||||||||||
Incentive Stock Options [Member] | |||||||||||||
Stock options granted vesting period | 5 years | ||||||||||||
Option granted to purchase shares | 105,000 | ||||||||||||
Stock options, grants in period, exercise price | $ / shares | $ 3.15 | ||||||||||||
Stock options granted contractual term | 6 years | ||||||||||||
Incentive Stock Options [Member] | CEO [Member] | |||||||||||||
Option granted to purchase shares | 25,000 | ||||||||||||
Incentive Stock Options [Member] | CFO [Member] | |||||||||||||
Option granted to purchase shares | 15,000 | ||||||||||||
Incentive Stock Options [Member] | EVP [Member] | |||||||||||||
Option granted to purchase shares | 15,000 | ||||||||||||
January 27, 2021 [Member] | Robert Ferguson [Member] | |||||||||||||
Stock option shall become exercisable upon attainment of performance milestone | 60,000 | 60,000 | |||||||||||
Number of gallons | Integer | 50,000 | 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 of Directors ("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). | ||||||||||||
Shares remaining available for issuance | 262,312 | 262,312 | |||||||||||
2003 Outside Directors Stock Plan [Member] | Common Stock [Member] | |||||||||||||
Number of shares available for issuance | 1,100,000 | 1,100,000 | |||||||||||
2003 Outside Directors Stock Plan [Member] | Re-election [Member] | |||||||||||||
Options granted to purchase shares | 2,400 | 2,400 | |||||||||||
2003 Outside Directors Stock Plan [Member] | Maximum [Member] | Election [Member] | |||||||||||||
Options granted to purchase shares | 6,000 | 6,000 | |||||||||||
2010 Stock Option Plan [Member] | |||||||||||||
Stock options, expiration period | 10 years | ||||||||||||
Fair market value of shares, granted description | The term of each stock option granted was to be fixed by the Compensation and Stock Option Committee (the "Compensation Committee"), but no stock option was 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. | ||||||||||||
Percentage held by stockholder | 10.00% | ||||||||||||
Shares remaining available for issuance | 140,000 | 140,000 | |||||||||||
2010 Stock Option Plan [Member] | Common Stock [Member] | |||||||||||||
Common stock exercise price per share | $ / shares | $ 3.97 | $ 3.97 | |||||||||||
Stock options, expiration date | May 15, 2022 | ||||||||||||
Option granted to purchase shares | 50,000 | ||||||||||||
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] | Officers and Employees [Member] | |||||||||||||
Number of shares available for issuance | 200,000 | 200,000 | |||||||||||
2010 Stock Option Plan [Member] | Maximum [Member] | Officers and Employees [Member] | |||||||||||||
Options granted to purchase shares | 200,000 | 200,000 | |||||||||||
2017 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 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 ISO granted to a 10% stockholder shall not be less than 110% of the fair market value at the time of grant. | ||||||||||||
Percentage held by stockholder | 10.00% | ||||||||||||
Exercise price of option granted, percentage of fair market value | 110.00% | ||||||||||||
Shares remaining available for issuance | 27,500 | 27,500 | |||||||||||
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 | $ 3.65 | |||||||||||
2017 Stock Option Plan [Member] | Non-qualified Stock Options and Incentive Stock Options [Member] | |||||||||||||
Number of shares available for issuance | 540,000 | 540,000 | |||||||||||
2017 Stock Option Plan [Member] | Maximum [Member] | Robert Ferguson [Member] | |||||||||||||
Option granted to purchase shares | 100,000 | ||||||||||||
2003 Outside Directors Stock Plan [Member] | Employee [Member] | |||||||||||||
Shares granted from option exercise | 18,000 | ||||||||||||
Proceeds from exercise of stock options | $ | $ 79,000 | ||||||||||||
2003 Outside Directors Stock Plan [Member] | Two Previous Retired Outside Directors [Member] | |||||||||||||
Shares granted from option exercise | 14,400 | ||||||||||||
Proceeds from exercise of stock options | $ | $ 54,000 | ||||||||||||
2003 Outside Directors Stock Plan [Member] | Non-qualified Stock Options [Member] | Five of Six Re-Elected Directors [Member] | |||||||||||||
Stock options granted vesting period | 180 days | ||||||||||||
Option granted to purchase shares | 12,000 | ||||||||||||
Stock options, grants in period, exercise price | $ / shares | $ 3.31 | ||||||||||||
Stock options granted contractual term | 10 years | ||||||||||||
2003 Outside Directors Stock Plan [Member] | Non-qualified Stock Options [Member] | New Director [Member] | |||||||||||||
Stock options granted vesting period | 180 days | ||||||||||||
Option granted to purchase shares | 6,000 | ||||||||||||
Stock options, grants in period, exercise price | $ / shares | $ 4.05 | ||||||||||||
Stock options granted contractual term | 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 | ||||||||||||
Option granted to purchase shares | 12,000 | ||||||||||||
Stock options, grants in period, exercise price | $ / shares | $ 4.30 | ||||||||||||
Stock options granted contractual term | 10 years | ||||||||||||
2017 Plan [Member] | Incentive Stock Options [Member] | Employee [Member] | |||||||||||||
Stock options granted vesting period | 5 years | ||||||||||||
Option granted to purchase shares | 12,500 | ||||||||||||
Stock options, grants in period, exercise price | $ / shares | $ 3.90 | ||||||||||||
Stock options granted contractual term | 6 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 | 71,905 | ||||||||||||
2003 Outside Directors Stock Option Plan [Member] | |||||||||||||
Stock issued during period for services, shares | 60,598 | ||||||||||||
The 2003 Outside Directors Stock Plan [Member] | Portion of Director Fee Earned in Common Stock [Member] | |||||||||||||
Allocated share-based compensation expense | $ | $ 232,000 | $ 249,000 |
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 | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | ||
Employee Stock Option Granted [Member] | |||
Weighted-average fair value per share | $ 1.46 | ||
Dividend yield | 0.00% | ||
Expected option life | [1] | 5 years | |
Employee Stock Option Granted [Member] | Minimum [Member] | |||
Risk -free interest rate | [2] | 1.40% | |
Expected volatility of stock | [3] | 48.67% | |
Employee Stock Option Granted [Member] | Maximum [Member] | |||
Risk -free interest rate | [2] | 2.58% | |
Expected volatility of stock | [3] | 51.38% | |
Outside Director Stock Options Granted [Member] | |||
Weighted-average fair value per share | $ 2.27 | $ 2.87 | |
Risk -free interest rate | [2] | 2.08% | |
Expected volatility of stock | [3] | 54.28% | |
Dividend yield | 0.00% | 0.00% | |
Expected option life | [1] | 10 years | 10 years |
Outside Director Stock Options Granted [Member] | Minimum [Member] | |||
Risk -free interest rate | [2] | 2.62% | |
Expected volatility of stock | [3] | 55.34% | |
Outside Director Stock Options Granted [Member] | Maximum [Member] | |||
Risk -free interest rate | [2] | 2.98% | |
Expected volatility of stock | [3] | 57.29% | |
[1] | The expected option life is based on historical exercises and post-vesting data. | ||
[2] | 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. | ||
[3] | The expected volatility is based on historical volatility from our traded Common Stock over the expected term of the option. |
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, 2019 | Dec. 31, 2018 | |
Allocated stock-based compensation | $ 179 | $ 198 |
Employee Stock Options [Member] | ||
Allocated stock-based compensation | 150 | 147 |
Director Stock Options [Member] | ||
Allocated stock-based compensation | $ 29 | $ 51 |
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, 2019 | Dec. 31, 2018 | ||||
Shares options granted | 129,500 | ||||
Shares options exercised | (10,000) | ||||
Stock Option [Member] | |||||
Shares options outstanding beginning | 616,000 | [1] | 624,800 | ||
Shares options granted | 129,500 | 18,000 | |||
Shares options exercised | (32,400) | (10,000) | |||
Shares options forfeited/expired | (31,800) | (16,800) | |||
Shares options outstanding ending | 681,300 | [2] | 616,000 | [1] | |
Shares options exercisable | 286,800 | [2] | 249,333 | [1] | |
Weighted average exercise price options outstanding beginning | $ 4.23 | [1] | $ 4.42 | ||
Weighted average exercise price options granted | 3.24 | 4.22 | |||
Weighted average exercise price options exercised | 4.10 | 3.65 | |||
Weighted average exercise price options forfeited/expired | 8.68 | 11.70 | |||
Weighted average exercise price options outstanding ending | 3.84 | [2] | 4.23 | [1] | |
Weighted average exercise price options exercisable | $ 4.28 | [2] | $ 5.04 | [1] | |
Weighted average remaining contractual term outstanding | 4 years 2 months 12 days | [2] | 4 years 8 months 12 days | [1] | |
Weighted average remaining contractual term exercisable | 3 years 9 months 18 days | [2] | 4 years 4 months 24 days | [1] | |
Aggregate intrinsic value options exercised | [3] | $ 93,000 | $ 8,000 | ||
Aggregate intrinsic value options outstanding | [3] | 3,587,000 | [2] | [1] | |
Aggregate intrinsic value options exercisable | [3] | $ 1,383,000 | [2] | [1] | |
[1] | Options with exercise prices ranging from $2.79 to $13.35 | ||||
[2] | Options with exercise prices ranging from $2.79 to $8.40 | ||||
[3] | The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price |
Capital Stock, Stock Plans, W_7
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation - Schedule of Stock Options Roll Forward (Details) (Parenthetical) - Stock Option [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Stock option exercise price per share lower limit | $ 2.79 | $ 2.79 |
Stock option exercise price per share upper limit | $ 8.40 | $ 13.35 |
Capital Stock, Stock Plans, W_8
Capital Stock, Stock Plans, Warrants, and Stock Based Compensation - Schedule of Non Vested Options (Details) | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Share-based Payment Arrangement [Abstract] | |
Shares non vested options, beginning | shares | 366,667 |
Shares non vested options, granted | shares | 129,500 |
Shares non vested options, vested | shares | (90,667) |
Shares non vested options, forfeited | shares | (11,000) |
Shares non vested options, ending | shares | 394,500 |
Weighted average grant date fair value non vested options, beginning | $ / shares | $ 1.91 |
Weighted average grant date fair value non vested options, granted | $ / shares | 1.53 |
Weighted average grant date fair value non vested options, Vested | $ / shares | 2.02 |
Weighted average grant date fair value non vested options, forfeited | $ / shares | 1.60 |
Weighted average grant date fair value non vested options, ending | $ / shares | $ 1.77 |
Income (Loss) Per Share - Sched
Income (Loss) Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Earnings Per Share [Abstract] | ||
Income (loss) from continuing operations, net of taxes | $ 2,732 | $ (1,074) |
Net loss attributable to non-controlling interest | (124) | (320) |
Income (loss) from continuing operations attributable to Perma-Fix Environmental Services, Inc. common stockholders | 2,856 | (754) |
Loss from discontinuing operations attributable to Perma-Fix Environmental Services, Inc. common stockholders | (541) | (667) |
Net income (loss) attributable to Perma-Fix Environmental Services, Inc. common stockholders | $ 2,315 | $ (1,421) |
Basic income (loss) per share attributable to Perma-Fix Environmental Services, Inc. common stockholders | $ 0.19 | $ (0.12) |
Diluted income (loss) per share attributable to Perma-Fix Environmental Services, Inc. common stockholders | $ 0.19 | $ (0.12) |
Basic weighted average shares outstanding | 12,046,000 | 11,855,000 |
Add: dilutive effect of stock options | 14,000 | |
Add: dilutive effect of warrants | ||
Diluted weighted average shares outstanding | 12,060,000 | 11,855,000 |
Potential shares excluded from above weighted average share calculations due to their anti-dilutive effect include: Stock options | 482,000 | 107,000 |
Potential shares excluded from above weighted average share calculations due to their anti-dilutive effect include: Warrant | 60,000 |
Series B Preferred Stock (Detai
Series B Preferred Stock (Details Narrative) - USD ($) | May 30, 2018 | Apr. 24, 2018 | Dec. 31, 2019 | Dec. 31, 2018 |
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, 2019 | Dec. 31, 2018 | |
Loss from discontinued operations, net of taxes of $0 | $ (541,000) | $ (667,000) | |
Tax effect of discontinued operation | 0 | 0 | |
Increase in environmental liability | 40,000 | ||
Current assets related to discontinued operations | 104,000 | 107,000 | |
Other assets related to discontinued operations | 36,000 | 118,000 | |
Accrued environmental remediation liabilities | 927,000 | 887,000 | |
Accrued environmental liabilities, current | 817,000 | ||
Perma-Fix of Memphis, Inc. [Member] | |||
Increase in environmental liability | 50,000 | ||
Accrued environmental liabilities, current | 50,000 | ||
Perma-Fix of Dayton [Member] | |||
Increase in environmental liability | $ 50,000 | ||
Payment against accrued environmental liabilities | 10,000 | ||
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 | 118,000 | ||
Current assets related to discontinued operations | 82,000 | ||
Other assets related to discontinued operations | $ 36,000 |
Discontinued Operations - Sched
Discontinued Operations - Schedule of Disposal Groups, Including Discontinued Operation Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |||
Other assets | $ 104 | $ 107 | |
Total current assets | 104 | 107 | |
Property, plant and equipment, net | [1] | 81 | 81 |
Other assets | 36 | 118 | |
Total long-term assets | 117 | 199 | |
Total assets | 221 | 306 | |
Accounts payable | 8 | 10 | |
Accrued expenses and other liabilities | 169 | 296 | |
Environmental liabilities | 817 | 50 | |
Total current liabilities | 994 | 356 | |
Closure liabilities | 134 | 126 | |
Environmental liabilities | 110 | 837 | |
Total long-term liabilities | 244 | 963 | |
Total liabilities | $ 1,238 | $ 1,319 | |
[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, 2019 | Dec. 31, 2018 | |
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, 2019 | Dec. 31, 2018 |
Current Accrual | $ 817,000 | |
Long-term Accrual | 110,000 | |
Total | 927,000 | $ 887,000 |
PFD [Member] | ||
Current Accrual | 41,000 | |
Long-term Accrual | 60,000 | |
Total | 101,000 | |
PFM [Member] | ||
Current Accrual | 50,000 | |
Long-term Accrual | 15,000 | |
Total | 65,000 | |
PFSG [Member] | ||
Current Accrual | 726,000 | |
Long-term Accrual | 35,000 | |
Total | $ 761,000 |
Long-Term Debt (Details Narrati
Long-Term Debt (Details Narrative) - USD ($) | Jul. 02, 2019 | Jun. 20, 2019 | Apr. 02, 2019 | Mar. 29, 2019 | May 30, 2018 | Oct. 31, 2011 | Jun. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Long-term debt | $ 2,580,000 | $ 2,580,000 | ||||||||||
Tangible adjusted net worth requirement | $ 26,000,000 | |||||||||||
Debt outstanding | 4,220,000 | 4,220,000 | ||||||||||
Letters of credit outstanding, amount | 2,639,000 | 2,639,000 | ||||||||||
Prepayments in principal amount | 520,000 | |||||||||||
Fair value of shares issued to lender | $ 648,000 | |||||||||||
Debt discount and debt issuance costs | 340,000 | 340,000 | ||||||||||
Amendment to Revised Loan Agreement [Member] | ||||||||||||
Fixed charge coverage ratio description | Removal of the FCCR calculation requirement for the second, third and fourth quarter of 2019. Starting in the first quarter of 2020, the Company will again be required to maintain a minimum FCCR of not less than 1.15 to 1.0 for the four-quarter period ending March 31, 2020 and for each fiscal quarter thereafter; | |||||||||||
Release of sinking fund related to insurance policy | $ 4,000,000 | |||||||||||
Minimum adjusted EBITDA | $ 475,000 | |||||||||||
Release of indefinite reduction in borrowing availability, description | Immediate release of $450,000 of the $1,000,000 indefinite reduction in borrowing availability that PNC had previously imposed; the release of another $300,000 of the remaining $550,000 reduction in borrowing availability if the Company meets it minimum Adjusted EBITDA requirement for the quarter ending September 30, 2019 as discussed above (which our lender released in November 2019), in addition to the Company having received no less than $4,000,000 of the restricted finite risk sinking funds held as collateral by AIG under our financial assurance policy; and the release the final $250,000 reduction in borrowing availability if we meet our Adjusted EBITDA requirement for the three quarter period ending December 31, 2019 | |||||||||||
Release of amount from reduction in borrowing availability | $ 1,000,000 | $ 450,000 | ||||||||||
Indefinite reduction of borrowing availability | 550,000 | |||||||||||
Loan and Securities Purchase Agreement, Promissory Note and Subordination Agreement [Member] | ||||||||||||
Debt instrument, periodic payment, principal | $ 208,333 | |||||||||||
Debt outstanding | $ 2,500,000 | |||||||||||
Debt instrument, interest rate, stated percentage | 4.00% | |||||||||||
Debt instrument, first required interest payment | May 1, 2019 | |||||||||||
Debt discount and debt issuance costs | $ 398,000 | |||||||||||
Common stock, minimum closing bid price per share | $ 3.51 | |||||||||||
Common stock issued percentage | 14.90% | |||||||||||
Loan and Securities Purchase Agreement, Promissory Note and Subordination Agreement [Member] | Private Placement [Member] | ||||||||||||
Warrants to purchase share of common stock | 60,000 | |||||||||||
Warrants exercise price | $ 3.51 | |||||||||||
Warrants, exercisable term | 6 months | |||||||||||
Warrants, maturity date | Apr. 1, 2024 | |||||||||||
Fair value of warrants | $ 93,000 | |||||||||||
Shares issued to lender | 75,000 | |||||||||||
Fair value of shares issued to lender | $ 263,000 | |||||||||||
Loan and Securities Purchase Agreement, Promissory Note and Subordination Agreement [Member] | Private Placement [Member] | Volatility Rate [Member] | ||||||||||||
Warrants, measurement input percentage | 50.76 | |||||||||||
Loan and Securities Purchase Agreement, Promissory Note and Subordination Agreement [Member] | Private Placement [Member] | Risk Free Interest Rate [Member] | ||||||||||||
Warrants, measurement input percentage | 2.31 | |||||||||||
Loan and Securities Purchase Agreement, Promissory Note and Subordination Agreement [Member] | Private Placement [Member] | Expected Term [Member] | ||||||||||||
Warrants, term | 5 years | |||||||||||
Loan and Securities Purchase Agreement, Promissory Note and Subordination Agreement [Member] | Private Placement [Member] | Expected Dividend Rate [Member] | ||||||||||||
Warrants, measurement input percentage | 0 | |||||||||||
Scenario, Plan [Member] [Member] | Amendment to Revised Loan Agreement [Member] | ||||||||||||
Minimum adjusted EBITDA | $ 2,350,000 | 3,750,000 | ||||||||||
Release of amount from reduction in borrowing availability | $ 300,000 | 250,000 | ||||||||||
Term Loan [Member] | ||||||||||||
Debt outstanding | [1],[2] | 1,827,000 | $ 1,827,000 | $ 2,663,000 | ||||||||
PNC Bank [Member] | Term Loan [Member] | ||||||||||||
Number of years used to determine monthly payment on term loan | 7 years | |||||||||||
PNC Bank [Member] | Term Loan [Member] | Amendment to Revised Loan Agreement [Member] | ||||||||||||
Debt maturity date | Mar. 24, 2021 | |||||||||||
Debt instrument, periodic payment, principal | $ 35,547 | |||||||||||
Revised Loan Agreement [Member] | ||||||||||||
Tangible adjusted net worth requirement | $ 25,000,000 | |||||||||||
Revised Loan Agreement [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) | |||||||||||
Revised Loan Agreement [Member] | PNC Bank [Member] | ||||||||||||
Debt instrument, termination notice | 90 days | |||||||||||
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% | |||||||||||
Revolving Credit and Term Loan Agreement [Member] | ||||||||||||
Debt outstanding | $ 2,500,000 | |||||||||||
Facility fee line of credit percentage | 0.25% | |||||||||||
Lender fee | $ 50,000 | $ 20,000 | ||||||||||
Revolving Credit and Term Loan Agreement [Member] | Revised Loan Agreement [Member] | ||||||||||||
Facility fee line of credit percentage | 0.375% | |||||||||||
Revolving Credit and Term Loan Agreement [Member] | American International Group [Member] | ||||||||||||
Release of sinking fund related to insurance policy | $ 5,000,000 | |||||||||||
Revolving Credit Facility [Member] | PNC Bank [Member] | ||||||||||||
Release of indefinite reduction in borrowing availability, description | The Company meeting the "Adjusted EBITDA" minimum requirement for the fourth quarter of 2019, the Company's lender is expected to release the remaining $250,000 reduction in borrowing availability subsequent to the filing of our 2019 Form 10-K. | |||||||||||
Indefinite reduction of borrowing availability | $ 250,000 | |||||||||||
Line of credit facility, remaining borrowing capacity | 8,714,000 | 8,714,000 | ||||||||||
Letters of credit outstanding, amount | $ 2,639,000 | $ 2,639,000 | ||||||||||
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% | 4.75% | ||||||||||
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% | |||||||||||
[1] | Net of debt issuance costs of ($92,000) and ($80,000) at December 31, 2019 and December 31, 2018, respectively. | |||||||||||
[2] | Our revolving credit facility is collateralized by our accounts receivable and our term loan is collateralized by our property, plant, and equipment. Effective July 1, 2019, monthly installment principal payment on the Term Loan was amended to approximately $35,500 from approximately $101,600. See discussion of the amendment dated June 20, 2019 to the Company's loan agreement below. |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | ||
Total debt | $ 4,220 | |||
Less current portion of long-term debt | 1,300 | $ 1,184 | ||
Long-term debt | 2,580 | |||
Long Term Debt [Member] | ||||
Total debt | 3,880 | 3,302 | ||
Less current portion of long-term debt | 1,300 | 1,184 | ||
Long-term debt | 2,580 | 2,118 | ||
Revolving Credit [Member] | ||||
Total debt | [1] | 321 | 639 | |
Term Loan [Member] | ||||
Total debt | [1],[2] | 1,827 | 2,663 | |
Promissory Note [Member] | ||||
Total debt | [4] | $ 1,732 | [3] | |
[1] | Our revolving credit facility is collateralized by our accounts receivable and our term loan is collateralized by our property, plant, and equipment. Effective July 1, 2019, monthly installment principal payment on the Term Loan was amended to approximately $35,500 from approximately $101,600. See discussion of the amendment dated June 20, 2019 to the Company's loan agreement below. | |||
[2] | Net of debt issuance costs of ($92,000) and ($80,000) at December 31, 2019 and December 31, 2018, respectively. | |||
[3] | Net of debt discount/debt issuance costs of ($248,000) at December 31, 2019. The Promissory Note provides for prepayment of principal over the term of the Note without penalty. The Company made prepayments of principal totaling $520,000 in 2019 which was reflected in the current portion of the debt. | |||
[4] | Uncollateralized note. |
Long-Term Debt - Schedule of _2
Long-Term Debt - Schedule of Long-term Debt (Details) (Parenthetical) - USD ($) | Jul. 02, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Debt issuance costs net | $ (92,000) | $ (80,000) | |
Debt discount | (248,000) | ||
Prepayments in principal amount | $ 520,000 | ||
Promissory Note [Member] | |||
Effective interest rate | 4.00% | ||
Principal amount | $ 208,000 | ||
Revolving Credit [Member] | |||
Debt due date | Mar. 24, 2021 | ||
Effective interest rate | 6.60% | 5.80% | |
Term Loan [Member] | |||
Debt due date | Mar. 24, 2021 | ||
Effective interest rate | 6.90% | 5.50% | |
Principal amount | $ 101,600 | ||
Amended Term Loan [Member] | |||
Principal amount | $ 35,500 |
Long-Term Debt - Schedule of Ma
Long-Term Debt - Schedule of Maturities of Long-term Debt (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Debt Disclosure [Abstract] | |
2020 | $ 1,573 |
2021 | 2,647 |
Total | $ 4,220 |
Accrued Expenses (Details Narra
Accrued Expenses (Details Narrative) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Executive Officers [Member] | |
Compensation expenses | $ 270 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | ||
Salaries and employee benefits | $ 3,908 | $ 3,228 |
Accrued sales, property and other tax | 793 | 404 |
Interest payable | 17 | 7 |
Insurance payable | 935 | 710 |
Other | 465 | 665 |
Total accrued expenses | $ 6,118 | $ 5,014 |
Accrued Closure Costs and ARO_2
Accrued Closure Costs and ARO (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Asset retirement obligation, liabilities settled | $ 1,359 | $ 5,293 |
M&EC [Member] | ||
Asset retirement obligation, revision of estimate | 330 | 3,323 |
Asset retirement obligation, liabilities settled | 1,359 | 4,991 |
Asset retirement obligation, current | $ 84 | $ 1,142 |
Accrued Closure Costs and ARO -
Accrued Closure Costs and ARO - Schedule of Change in Asset Retirement Obligation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Balance at beginning | $ 6,750 | $ 8,395 |
Accretion expense | 320 | 325 |
Spending | (1,359) | (5,293) |
Adjustment to closure liability | 330 | 3,323 |
Balance at end | $ 6,041 | $ 6,750 |
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, 2019 | Dec. 31, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Balance at beginning | $ 3,730 | $ 3,921 |
Amortization of closure and post-closure asset | (191) | (191) |
Balance at end | $ 3,539 | $ 3,730 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Federal corporate tax rate | 21.00% | 21.00% |
Income tax expense (benefit) | $ 157 | $ (936) |
Deferred income tax assets | $ 9,106 | 10,479 |
Income tax expiration description | Expire in various amounts starting in 2021. | |
Deferred net operating loss | $ 9,391 | $ 9,540 |
Tax Cuts and Jobs Act [Member] | ||
Percentage of NOL uitilized | 80.00% | |
Indefinite-lived deferred tax liabilities percentage | 80.00% | |
Valuation allowance percentage against deferred tax assets | 80.00% | |
Income tax expense (benefit) | $ 1,235 | |
Federal [Member] | ||
Net operating loss carryforwards | 20,548 | |
Deferred net operating loss | 12,199 | |
Federal [Member] | Majority-owned Subsidiary [Member] | ||
Net operating loss carryforwards | 2,410 | |
State [Member] | ||
Net operating loss carryforwards | 57,809 | |
State [Member] | Majority-owned Subsidiary [Member] | ||
Net operating loss carryforwards | $ 3,763 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income (loss) Before Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income (loss) from continuing operations before taxes | $ 2,889 | $ (2,010) |
United States [Member] | ||
Income (loss) from continuing operations before taxes | 4,120 | (857) |
Canada [Member] | ||
Income (loss) from continuing operations before taxes | (735) | (138) |
United Kingdom [Member] | ||
Income (loss) from continuing operations before taxes | (184) | (210) |
POLAND [Member] | ||
Income (loss) from continuing operations before taxes | $ (312) | $ (805) |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Federal income tax expense (benefit) - deferred | $ 5 | $ (1,171) |
State income tax expense - current | 153 | 173 |
State income tax (benefit) expense - deferred | (1) | 62 |
Total income tax expense (benefit) | $ 157 | $ (936) |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Federal tax expense (benefit) at statutory rate | $ 607 | $ (392) |
State tax expense (benefit), net of federal benefit | 152 | (178) |
Change in deferred tax rates | 106 | (78) |
Permanent items | 54 | (388) |
Difference in foreign rate | (27) | 13 |
Change in deferred tax liabilities | 835 | 114 |
Other | (218) | (99) |
(Decrease) increase in valuation allowance | (1,352) | 72 |
Income tax expense (benefit) | $ 157 | $ (936) |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Net operating losses | $ 9,391 | $ 9,540 |
Environmental and closure reserves | 1,977 | 2,124 |
Lease liability | 742 | |
Other | 1,295 | 1,263 |
Depreciation and amortization | (3,211) | (2,418) |
Goodwill and indefinite lived intangible assets | (590) | (586) |
Right-of-use lease asset | (730) | |
481(a) adjustment | (336) | |
Prepaid expenses | (22) | (30) |
Deferred tax assets liabilities gross | 8,516 | 9,893 |
Valuation allowance | (9,106) | (10,479) |
Net deferred income tax liabilities | $ (590) | $ (586) |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | Jul. 22, 2019 | Jun. 30, 2003 | Dec. 31, 2019 | Dec. 31, 2018 | Jul. 21, 2019 |
Finite risk sinking fund (restricted cash) | $ 11,307,000 | $ 15,971,000 | |||
Interest income, other | 337,000 | 295,000 | |||
Letters of credit outstanding, amount | 2,639,000 | ||||
Bond outstanding | 28,937,000 | ||||
American International Group, Inc [Member] | |||||
Period of finite risk insurance policy | 25 years | ||||
Maximum allowable coverage of insurance policy | $ 28,177,000 | $ 39,000,000 | $ 39,000,000 | ||
Sinking funds received | $ 5,000,000 | ||||
Sinking funds description | As a result of the closure of the Company's M&EC facility, on July 22, 2019, AIG released $5,000,000 of the finite risk sinking funds held as collateral under the 2003 Closure Policy to the Company. The finite risk sinking funds received by the Company are to be used for general working capital needs. In conjunction with the release of the finite risk sinking funds by AIG, total coverage under the 2003 Closure Policy was amended from $30,549,000 to $19,314,000. Additionally, the maximum coverage allowable under the 2003 Closure Policy was amended from $39,000,000 to approximately $28,177,000 which includes available capacity to allow for annual inflation and other performance and surety bond requirements. | ||||
Total coverage remaining balance under the policy in connection with the release of sinking funds | $ 19,314,000 | $ 30,549,000 | |||
Interest earned on sinking fund | 1,836,000 | 1,500,000 | |||
Interest income, other | $ 336,000 | $ 295,000 | |||
Insurers obligation to entity on termination of contract | 100.00% |
Profit Sharing Plan (Details Na
Profit Sharing Plan (Details Narrative) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019USD ($)Integer | Dec. 31, 2018USD ($) | |
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 | $ | $ 395 | $ 338 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | Jan. 17, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Robert L. Ferguson [Member] | Advisory Services [Member] | |||
Monthly consulting fees | $ 4,000 | ||
Vice President of Information Systems [Member] | Dr. David Centofanti [Member] | |||
Compensation | 177,000 | $ 173,000 | |
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 | ||
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 | ||
CFO [Member] | 2019 Management Incentive Plan [Member] | |||
Amount payable under incentive plan | 81,100 | ||
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 | ||
EVP [Member] | 2019 Management Incentive Plan [Member] | |||
Amount payable under incentive plan | 78,900 | ||
CEO [Member] | 2019 Management Incentive Plan [Member] | |||
Amount payable under incentive plan | $ 110,700 |
Segment Reporting (Details Narr
Segment Reporting (Details Narrative) | 12 Months Ended |
Dec. 31, 2019Integer | |
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, 2019 | Dec. 31, 2018 | |||
Revenue from external customers | $ 73,459 | $ 49,539 | ||
Intercompany revenues | ||||
Gross profit | 15,584 | 8,461 | ||
Research and development | 750 | 1,370 | ||
Interest income | 337 | 295 | ||
Interest expense | (432) | (251) | ||
Interest expense-financing fees | (208) | (38) | ||
Depreciation and amortization | 1,342 | 1,455 | ||
Segment income (loss) before income taxes | 2,889 | (2,010) | ||
Income tax expense | 157 | (936) | ||
Segment income (loss) | 2,732 | (1,074) | ||
Segment assets | [1] | 66,515 | 57,442 | |
Expenditures for segment assets (net) | [2] | 1,535 | 1,432 | |
Total debt | [3] | 3,880 | 3,302 | |
Treatment [Member] | ||||
Revenue from external customers | 40,364 | 36,271 | ||
Intercompany revenues | 329 | 509 | ||
Gross profit | 12,248 | 7,197 | ||
Research and development | 401 | 483 | ||
Interest income | ||||
Interest expense | (129) | (22) | ||
Interest expense-financing fees | ||||
Depreciation and amortization | 999 | 943 | ||
Segment income (loss) before income taxes | 7,973 | 4,550 | [4] | |
Income tax expense | 153 | (943) | [5] | |
Segment income (loss) | 7,820 | 5,493 | ||
Segment assets | [1] | 34,260 | 32,800 | |
Expenditures for segment assets (net) | 169 | 1,311 | ||
Total debt | ||||
Services [Member] | ||||
Revenue from external customers | 33,095 | 13,268 | ||
Intercompany revenues | 38 | 70 | ||
Gross profit | 3,336 | 1,264 | ||
Research and development | 12 | |||
Interest income | ||||
Interest expense | (23) | (2) | ||
Interest expense-financing fees | ||||
Depreciation and amortization | 318 | 465 | ||
Segment income (loss) before income taxes | 795 | (756) | ||
Income tax expense | ||||
Segment income (loss) | 795 | (756) | ||
Segment assets | [1],[6] | 15,410 | 5,188 | |
Expenditures for segment assets (net) | 1,366 | 117 | ||
Total debt | ||||
Medical [Member] | ||||
Revenue from external customers | ||||
Intercompany revenues | ||||
Gross profit | ||||
Research and development | 314 | 811 | ||
Interest income | ||||
Interest expense | ||||
Interest expense-financing fees | ||||
Depreciation and amortization | ||||
Segment income (loss) before income taxes | (314) | (811) | ||
Income tax expense | ||||
Segment income (loss) | (314) | (811) | ||
Segment assets | [1] | 16 | 25 | |
Expenditures for segment assets (net) | ||||
Total debt | ||||
Segments Total [Member] | ||||
Revenue from external customers | [7],[8] | 73,459 | 49,539 | |
Intercompany revenues | 367 | 579 | ||
Gross profit | 15,584 | 8,461 | ||
Research and development | 727 | 1,294 | ||
Interest income | ||||
Interest expense | (152) | (24) | ||
Interest expense-financing fees | ||||
Depreciation and amortization | 1,317 | 1,408 | ||
Segment income (loss) before income taxes | 8,454 | 2,983 | ||
Income tax expense | 153 | (943) | ||
Segment income (loss) | 8,542 | 3,926 | ||
Segment assets | [1] | 49,686 | 38,013 | |
Expenditures for segment assets (net) | 1,535 | 1,428 | ||
Total debt | ||||
Corporate [Member] | ||||
Revenue from external customers | [9] | |||
Intercompany revenues | [9] | |||
Gross profit | [9] | |||
Research and development | [9] | 23 | 76 | |
Interest income | [9] | 337 | 295 | |
Interest expense | [9] | (280) | (227) | |
Interest expense-financing fees | [9] | (208) | (38) | |
Depreciation and amortization | [9] | 25 | 47 | |
Segment income (loss) before income taxes | [9] | (5,565) | (4,993) | |
Income tax expense | [9] | 4 | 7 | |
Segment income (loss) | [9] | (5,569) | (5,000) | |
Segment assets | [1],[9],[10] | 16,829 | 19,429 | [7] |
Expenditures for segment assets (net) | [9] | 4 | ||
Total debt | [9] | $ 3,880 | $ 3,302 | |
[1] | Segment assets have been adjusted for intercompany accounts to reflect actual assets for each segment. | |||
[2] | Net of financed amount of $393,000 and $545,000 for the year ended December 31, 2019 and 2018, respectively. | |||
[3] | Net of debt discount/debt issuance costs of ($340,000) and ($80,000) for 2019 and 2018, respectively (see "Note 10 - Long-Term Debt" for additional information). | |||
[4] | 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") | |||
[5] | For the year ended December 31, 2018, amount includes a tax benefit recorded in the amount of approximately $1,235,000 resulting from certain provisions of the TCJA (see "Note - 13 Income Taxes" for further information of this tax benefit). | |||
[6] | Includes long-lived asset (net) for our PF Canada, Inc. subsidiary of $41,000 and $0, for the year ended December 31, 2019 and 2018, respectively. | |||
[7] | The Company performed services relating to waste generated by government clients (domestic and foreign (primarily Canadian)), either directly as a prime contractor or indirectly for others as a subcontractor to government entities, representing approximately $59,985,000 or 81.7% of total revenue for 2019 and $35,944,000 or 72.6% of total revenue for 2018. The following reflects such revenue generated by our two segments: 2019, 2018 Treatment (Domestic government) $29,420, $25,181, Treatment (Foreign government) $279, $114, Treatment (Total) $29,699, $25,295. Services (Domestic government) $25,077, $9,630, Services (Foreign government) $5,209, $1,019, Services (Total) $30,286, $10,649. Total (Domestic government) $54,497, $34,811, Total (Foreign government) $5,488, $1,133 Total $59,985, $35,944. | |||
[8] | The following table reflects revenue based on customer location: 2019, 2018 United States $67,822, $48,301, Canada $5,488, $1,140, United Kingdom $149, $98, Total $73,459, $49,539 | |||
[9] | Amounts reflect the activity for corporate headquarters not included in the segment information. | |||
[10] | Amount includes assets from our discontinued operations of $221,000 and $306,000 at December 31, 2019 and 2018, respectively. |
Segment Reporting - Schedule _2
Segment Reporting - Schedule of Segment Reporting Information (Details) (Parenthetical) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Net revenues | $ 73,459,000 | $ 49,539,000 |
Assets of disposal group including discontinued operation including not held for sale | 221,000 | 306,000 |
Debt issuance costs | 92,000 | 80,000 |
Net gain on exchange offer of Series B Preferred Stock of subsidiary | 1,596,000 | |
Tax benefit from release of valuation allowance on deferred tax assets | 4,000 | (1,108,000) |
Financed portion amount in the purchase of capital expenditure | 393,000 | 545,000 |
Long-lived asset (net) | 1,065,000 | 1,285,000 |
Perma-Fix [Member] | ||
Long-lived asset (net) | 41,000 | 0 |
Tax Cuts and Jobs Act [Member] | ||
Tax benefit from release of valuation allowance on deferred tax assets | 1,235,000 | |
M&EC [Member] | ||
Net gain on exchange offer of Series B Preferred Stock of subsidiary | 1,596,000 | |
Sales Revenue [Member] | Customer Concentration Risk [Member] | Domestic and Foreign Government [Member] | ||
Net revenues | $ 59,985,000 | $ 35,944,000 |
Concentration risk, percentage | 81.70% | 72.60% |
Segment Reporting - Schedule _3
Segment Reporting - Schedule of Revenue by Major Customers by Reporting Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues | $ 59,985 | $ 35,944 |
Treatment [Member] | ||
Revenues | 29,699 | 25,295 |
Services [Member] | ||
Revenues | 30,286 | 10,649 |
Domestic Government [Member] | ||
Revenues | 54,497 | 34,811 |
Domestic Government [Member] | Treatment [Member] | ||
Revenues | 29,420 | 25,181 |
Domestic Government [Member] | Services [Member] | ||
Revenues | 25,077 | 9,630 |
Foreign Government [Member] | ||
Revenues | 5,488 | 1,133 |
Foreign Government [Member] | Treatment [Member] | ||
Revenues | 279 | 114 |
Foreign Government [Member] | Services [Member] | ||
Revenues | $ 5,209 | $ 1,019 |
Segment Reporting - Schedule _4
Segment Reporting - Schedule of Revenue Based on Customer Location (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Net revenues | $ 73,459 | $ 49,539 |
United States [Member] | ||
Net revenues | 67,822 | 48,301 |
Canada [Member] | ||
Net revenues | 5,488 | 1,140 |
United Kingdom [Member] | ||
Net revenues | $ 149 | $ 98 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Jan. 16, 2020 | Jan. 16, 2020 | Jan. 17, 2019 |
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 | ||
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] | 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 | $ 17,220 | $ 17,220 | |
Deferred compensation arrangement with individual, cash awards granted, maximum, amount | $ 516,600 | 516,600 | |
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 | $ 14,000 | 14,000 | |
Deferred compensation arrangement with individual, cash awards granted, maximum, amount | $ 280,000 | 280,000 | |
Subsequent Event [Member] | EVP Of Strategic Initiatives [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 | $ 11,667 | 11,667 | |
Deferred compensation arrangement with individual, cash awards granted, maximum, amount | $ 233,336 | 233,336 | |
Subsequent Event [Member] | EVP Of Nuclear And Technical Services [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 | $ 14,000 | 14,000 | |
Deferred compensation arrangement with individual, cash awards granted, maximum, amount | $ 280,000 | 280,000 | |
Subsequent Event [Member] | Mark Duff [Member] | Maximum [Member] | |||
Annual base salary increase | 344,400 | ||
Subsequent Event [Member] | Mark Duff [Member] | Minimum [Member] | |||
Annual base salary increase | 287,000 | ||
Subsequent Event [Member] | Ben Naccarato [Member] | Maximum [Member] | |||
Annual base salary increase | 280,000 | ||
Subsequent Event [Member] | Ben Naccarato [Member] | Minimum [Member] | |||
Annual base salary increase | 235,231 | ||
Subsequent Event [Member] | Andy Lombardo [Member] | Maximum [Member] | |||
Annual base salary increase | 280,000 | ||
Subsequent Event [Member] | Andy Lombardo [Member] | Minimum [Member] | |||
Annual base salary increase | $ 258,662 |