Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Jan. 31, 2014 | Jun. 30, 2013 | |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'FLOTEK INDUSTRIES INC/CN/ | ' | ' |
Entity Central Index Key | '0000928054 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Large Accelerated Filer | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Amendment Flag | 'false | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 51,899,901 | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Public Float | ' | ' | $897,461,000 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $2,730 | $2,700 |
Restricted cash | 0 | 150 |
Accounts receivable, net of allowance for doubtful accounts of $872 and $714 at December 31, 2013 and 2012, respectively | 65,016 | 42,259 |
Inventories, net | 63,132 | 45,177 |
Deferred tax assets, net | 2,522 | 1,274 |
Other current assets | 4,261 | 4,654 |
Total current assets | 137,661 | 96,214 |
Property and equipment, net | 79,114 | 56,499 |
Goodwill | 66,271 | 26,943 |
Deferred tax assets, net | 15,012 | 16,045 |
Other intangible assets, net | 77,523 | 24,166 |
TOTAL ASSETS | 375,581 | 219,867 |
Current liabilities: | ' | ' |
Accounts payable | 19,899 | 22,373 |
Accrued liabilities | 12,778 | 6,503 |
Income taxes payable | 3,361 | 3,479 |
Interest payable | 111 | 114 |
Convertible senior notes, net of discount | 0 | 5,133 |
Current portion of long-term debt | 26,415 | 4,329 |
Total current liabilities | 62,564 | 41,931 |
Long-term debt, less current portion | 35,690 | 22,455 |
Deferred tax liabilities, net | 27,575 | 751 |
Total liabilities | 125,829 | 65,137 |
Commitments and contingencies | ' | ' |
Stockholders’ equity: | ' | ' |
Cumulative convertible preferred stock, $0.0001 par value, 100,000 shares authorized; no shares issued and outstanding | 0 | 0 |
Common stock, $0.0001 par value, 80,000,000 shares authorized; 58,265,911 shares issued and 51,804,078 shares outstanding at December 31, 2013; 53,123,978 shares issued and 49,601,495 shares outstanding at December 31, 2012 | 6 | 5 |
Additional paid-in capital | 266,122 | 195,485 |
Accumulated other comprehensive income (loss) | -359 | -40 |
Accumulated deficit | -841 | -37,019 |
Treasury stock, at cost; 5,394,178 and 2,198,193 shares at December 31, 2013 and 2012, respectively | -15,176 | -3,701 |
Total stockholders’ equity | 249,752 | 154,730 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $375,581 | $219,867 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Accounts receivable, allowance for doubtful accounts | $872 | $714 |
Cumulative convertible preferred stock, at par value | $0.00 | $0.00 |
Cumulative convertible preferred stock, shares authorized | 100,000 | 100,000 |
Cumulative convertible preferred stock, shares issued | 0 | 0 |
Cumulative convertible preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 80,000,000 | 80,000,000 |
Common stock, shares issued | 58,265,911 | 53,123,978 |
Common stock, shares outstanding | 51,804,078 | 49,601,495 |
Treasury stock, shares | 5,394,178 | 2,198,193 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||
Income Statement [Abstract] | ' | ' | ' | ||
Revenue | $371,065 | $312,828 | $258,785 | ||
Cost of revenue | 223,538 | 181,209 | 152,965 | ||
Gross margin | 147,527 | 131,619 | 105,820 | ||
Expenses: | ' | ' | ' | ||
Selling, general and administrative | 78,197 | 66,415 | 50,612 | ||
Depreciation and amortization | 7,273 | 4,410 | 3,983 | ||
Research and development | 3,752 | 3,182 | 2,337 | ||
Gain on disposal of long-lived assets | -421 | -1,009 | 0 | ||
Total expenses | 88,801 | 72,998 | 56,932 | ||
Income from operations | 58,726 | 58,621 | 48,888 | ||
Other income (expense): | ' | ' | ' | ||
Loss on extinguishment of debt | 0 | -7,257 | -3,225 | ||
Change in fair value of warrant liability | 0 | 2,649 | 9,571 | ||
Interest expense | -2,092 | -8,103 | -15,960 | ||
Other income (expense), net | 316 | -452 | -4 | ||
Total other income (expense) | -1,776 | -13,163 | -9,618 | ||
Income before income taxes | 56,950 | 45,458 | 39,270 | ||
Income tax (expense) benefit | -20,772 | 4,333 | -7,862 | ||
Net income | 36,178 | 49,791 | 31,408 | ||
Accrued dividends and accretion of discount on preferred stock | 0 | 0 | -4,868 | ||
Net income attributable to common stockholders | $36,178 | $49,791 | $26,540 | ||
Earnings per common share: | ' | ' | ' | ||
Basic earnings per common share | $0.70 | [1] | $1.03 | [1] | $0.60 |
Diluted earnings per common share | $0.67 | [1] | $0.97 | [1] | $0.56 |
Weighted average common shares: | ' | ' | ' | ||
Weighted average common shares used in computing basic earnings (loss) per common share (in shares) | 51,346 | 48,185 | 44,229 | ||
Weighted average common shares used in computing diluted earnings (loss) per common share | 53,841 | 53,554 | 47,638 | ||
[1] | The sum of the quarterly earnings per share (basic and diluted) may not agree to the earnings per share for the year due to the timing of common stock issuances. |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Statement of Other Comprehensive Income [Abstract] | ' | ' | ' |
Net income | $36,178 | $49,791 | $31,408 |
Other comprehensive income (loss): | ' | ' | ' |
Foreign currency translation adjustment | -319 | 4 | -141 |
Comprehensive income | $35,859 | $49,795 | $31,267 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Total | Common Stock | Preferred Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings (Accumulated Deficit) | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Convertible Note [Member] | Convertible Note [Member] | Convertible Note [Member] |
In Thousands, except Share data, unless otherwise specified | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Common Stock | Additional Paid-in Capital | USD ($) | Common Stock | Additional Paid-in Capital |
USD ($) | USD ($) | ||||||||||||
Beginning balance at Dec. 31, 2010 | ($3,453) | $4 | $7,280 | ($892) | $103,408 | $97 | ($113,350) | ' | ' | ' | ' | ' | ' |
Beginning balance, shares at Dec. 31, 2010 | ' | 36,754,000 | 11,000 | 565,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income | 31,408 | ' | ' | ' | ' | ' | 31,408 | ' | ' | ' | ' | ' | ' |
Foreign currency translation adjustment | -141 | ' | ' | ' | ' | -141 | ' | ' | ' | ' | ' | ' | ' |
Fair value of warrant liability reclassified to additional paid-in capital | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of common stock, net of issuance cost | 29,438 | ' | ' | ' | 29,438 | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of common stock, net of issuance cost, shares | ' | 3,665,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued in payment of debt | ' | ' | ' | ' | ' | ' | ' | 1,398 | ' | 1,398 | 5,165 | ' | 5,165 |
Common stock issued in payment of debt, shares | ' | ' | ' | ' | ' | ' | ' | ' | 171,000 | ' | ' | 559,000 | ' |
Accretion of discount on preferred stock | ' | ' | 3,925 | ' | ' | ' | -3,925 | ' | ' | ' | ' | ' | ' |
Common stock issued in payment of preferred dividends, shares | ' | 624,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock dividends, net of forfeitures | -3,254 | ' | ' | ' | -3,254 | ' | ' | ' | ' | ' | ' | ' | ' |
Dividends, Preferred Stock, Cash | 943 | ' | ' | ' | ' | ' | 943 | ' | ' | ' | ' | ' | ' |
Stock warrants exercised | 4,793 | ' | ' | ' | 4,793 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock warrants exercised, shares | ' | 3,961,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options exercised | 147 | ' | ' | ' | 147 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options exercised, shares | ' | 64,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted stock granted, shares | ' | 1,288,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted stock forfeited, shares | ' | ' | ' | 11,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Treasury stock purchased | -775 | ' | ' | -775 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Treasury stock purchased, shares | ' | ' | ' | 81,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Excess tax benefit related to share-based awards | 570 | ' | ' | ' | 570 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock compensation expense | 7,437 | ' | ' | ' | 7,437 | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of preferred stock into common stock | ' | 1 | -11,205 | ' | 11,204 | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of preferred stock into common stock, shares | 4,871,719 | 4,872,000 | 11,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Return of borrowed shares under share lending agreement | ' | ' | ' | 701,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ending balance at Dec. 31, 2011 | 78,298 | 5 | 0 | -1,667 | 166,814 | -44 | -86,810 | ' | ' | ' | ' | ' | ' |
Ending balance, shares at Dec. 31, 2011 | ' | 51,958,000 | 0 | 1,358,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income | 49,791 | ' | ' | ' | ' | ' | 49,791 | ' | ' | ' | ' | ' | ' |
Foreign currency translation adjustment | 4 | ' | ' | ' | ' | 4 | ' | ' | ' | ' | ' | ' | ' |
Fair value of warrant liability reclassified to additional paid-in capital | 13,973 | ' | ' | ' | 13,973 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock warrants exercised | 421 | ' | ' | ' | 421 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock warrants exercised, shares | 348,350 | 348,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options exercised | 167 | ' | ' | ' | 167 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options exercised, shares | 67,500 | 68,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted stock granted, shares | 750,476 | 750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted stock forfeited, shares | ' | ' | ' | 30,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Treasury stock purchased | -2,034 | ' | ' | -2,034 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Treasury stock purchased, shares | 166,334 | ' | ' | 166,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Excess tax benefit related to share-based awards | 528 | ' | ' | ' | 528 | ' | ' | ' | ' | ' | ' | ' | ' |
Employee stock purchase plan | 161 | ' | ' | ' | 161 | ' | ' | ' | ' | ' | ' | ' | ' |
Employee stock purchase plan, shares | ' | ' | ' | -15,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock compensation expense | 13,421 | ' | ' | ' | 13,421 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued in Florida Chemical Company acquisition, shares | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Return of borrowed shares under share lending agreement | ' | ' | ' | 659,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ending balance at Dec. 31, 2012 | 154,730 | 5 | 0 | -3,701 | 195,485 | -40 | -37,019 | ' | ' | ' | ' | ' | ' |
Ending balance, shares at Dec. 31, 2012 | ' | 53,124,000 | 0 | 2,198,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income | 36,178 | ' | ' | ' | ' | ' | 36,178 | ' | ' | ' | ' | ' | ' |
Foreign currency translation adjustment | -319 | ' | ' | ' | ' | -319 | ' | ' | ' | ' | ' | ' | ' |
Issuance costs of preferred stock and detachable warrants | -200 | ' | ' | ' | -200 | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of warrant liability reclassified to additional paid-in capital | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued in payment of debt, shares | 43.956 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock warrants exercised | 323 | ' | ' | ' | 323 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock warrants exercised, shares | 267,000 | 267,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options exercised | 4,397 | ' | ' | ' | 4,397 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options exercised, shares | 571,500 | 572,000 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock surrendered for exercise of stock options | -3,907 | ' | ' | -3,907 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock surrendered for exercise of stock options, shares | ' | ' | ' | 237,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted stock granted, shares | 802,164 | 802,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted stock forfeited, shares | ' | ' | ' | 115,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock granted in incentive performance plan, shares | ' | 217,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Treasury stock purchased | -7,568 | ' | ' | -7,568 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Treasury stock purchased, shares | 448,121 | ' | ' | 448,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Excess tax benefit related to share-based awards | 1,668 | ' | ' | ' | 1,668 | ' | ' | ' | ' | ' | ' | ' | ' |
Employee stock purchase plan | 824 | ' | ' | ' | 824 | ' | ' | ' | ' | ' | ' | ' | ' |
Employee stock purchase plan, shares | ' | ' | ' | -44,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock compensation expense | 10,914 | ' | ' | ' | 10,914 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued in Florida Chemical Company acquisition | 52,712 | 1 | ' | ' | 52,711 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued in Florida Chemical Company acquisition, shares | 3,284,180 | 3,284,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Return of borrowed shares under share lending agreement | ' | ' | ' | 2,440,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ending balance at Dec. 31, 2013 | $249,752 | $6 | $0 | ($15,176) | $266,122 | ($359) | ($841) | ' | ' | ' | ' | ' | ' |
Ending balance, shares at Dec. 31, 2013 | ' | 58,266,000 | 0 | 5,394,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Cash flows from operating activities: | ' | ' | ' |
Net income | $36,178,000 | $49,791,000 | $31,408,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' | ' |
Change in fair value of warrant liability | 0 | -2,649,000 | -9,571,000 |
Depreciation and amortization | 15,109,000 | 11,583,000 | 10,105,000 |
Amortization of deferred financing costs | 169,000 | 946,000 | 3,126,000 |
Accretion of debt discount | 55,000 | 3,710,000 | 5,295,000 |
Provision for doubtful accounts | 570,000 | 512,000 | 661,000 |
Provision for inventory reserves and market adjustments | 1,330,000 | 2,079,000 | 1,011,000 |
Gain on sale of assets | -4,565,000 | -4,819,000 | -3,378,000 |
Impairment of goodwill, intangible assets or fixed assets | 0 | 0 | ' |
Stock compensation expense | 10,914,000 | 13,421,000 | 7,437,000 |
Deferred income tax (benefit) provision | 793,000 | -18,746,000 | 1,218,000 |
Excess in tax benefit related to share-based awards | -1,668,000 | -528,000 | -570,000 |
Non-cash loss on extinguishment of debt | 0 | 4,841,000 | 3,225,000 |
Changes in current assets and liabilities: | ' | ' | ' |
Restricted cash | 150,000 | 0 | 0 |
Accounts receivable | -9,862,000 | 1,796,000 | -17,918,000 |
Inventories | 4,523,000 | -9,368,000 | -11,054,000 |
Other current assets | 936,000 | -2,073,000 | -892,000 |
Accounts payable | -21,326,000 | 2,527,000 | 5,041,000 |
Accrued liabilities | 4,053,000 | -1,894,000 | -255,000 |
Income taxes payable | 2,194,000 | 369,000 | 7,563,000 |
Interest payable | -5,000 | -1,983,000 | -29,000 |
Net cash provided by operating activities | 39,548,000 | 49,515,000 | 32,423,000 |
Cash flows from investing activities: | ' | ' | ' |
Capital expenditures | -15,007,000 | -20,701,000 | -9,984,000 |
Proceeds from sale of assets | 5,788,000 | 5,521,000 | 5,286,000 |
Payments for acquisition, net of cash acquired | -53,396,000 | 0 | 0 |
Purchase of patents and other intangible assets | -85,000 | -20,000 | -244,000 |
Net cash used in investing activities | -62,700,000 | -15,200,000 | -4,942,000 |
Cash flows from financing activities: | ' | ' | ' |
Repayments of indebtedness | -13,206,000 | -102,438,000 | -33,273,000 |
Proceeds from borrowings | 26,190,000 | 25,000,000 | 0 |
Borrowings on revolving credit facility | 313,396,000 | 0 | 0 |
Repayments on revolving credit facility | -297,124,000 | 0 | 0 |
Debt issuance costs | -1,293,000 | -106,000 | -1,421,000 |
Issuance costs of preferred stock and detachable warrants | -200,000 | 0 | 0 |
Excess tax benefit related to share-based awards | 1,668,000 | 528,000 | 570,000 |
Purchase of treasury stock | -7,568,000 | -2,034,000 | -775,000 |
Proceeds from sale of common stock | 824,000 | 161,000 | 29,438,000 |
Proceeds from exercise of stock options | 491,000 | 167,000 | 147,000 |
Proceeds from Warrant Exercises | 323,000 | 421,000 | 4,793,000 |
Net cash (used in) provided by financing activities | 23,501,000 | -78,301,000 | -521,000 |
Effect of changes in exchange rates on cash and cash equivalents | -319,000 | 4,000 | -141,000 |
Net increase (decrease) in cash and cash equivalents | 30,000 | -43,982,000 | 26,819,000 |
Cash and cash equivalents at beginning of year | 2,700,000 | 46,682,000 | 19,863,000 |
Cash and cash equivalents at end of year | $2,730,000 | $2,700,000 | $46,682,000 |
Organization_and_Nature_of_Ope
Organization and Nature of Operations | 12 Months Ended |
Dec. 31, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Organization and Nature of Operations | ' |
Organization and Nature of Operations | |
Flotek Industries, Inc. (“Flotek” or the “Company”) is a technology-driven, global developer and supplier of drilling, completion and production technologies and related services. With its acquisition of Florida Chemical Company, Inc. on May 10, 2013 (see Note 3), the Company expanded its energy specialty chemical technologies and added consumer and industrial chemical technologies as a new segment and product line. | |
Flotek's strategic focus, and that of its diversified wholly-owned subsidiaries (collectively referred to as the “Company”), now includes energy related chemical technologies, drilling and artificial lift technologies, and consumer and industrial chemical technologies. Within energy technologies, the Company provides oilfield specialty chemicals and logistics, down-hole drilling tools and down-hole production tools used in the energy and mining industries. Flotek's products and services enable customers to drill wells more efficiently, to realize increased production from both new and existing wells and to decrease future well operating costs. Major customers include leading oilfield service providers, pressure-pumping service companies, onshore and offshore drilling contractors, and major and independent oil and gas exploration and production companies. Within consumer and industrial chemical technologies, the Company provides products for the flavor and fragrance industry and the industrial chemical industry. Major customers include beverage and food companies, fragrance companies, and companies providing household and industrial cleaning products. | |
The Company is headquartered in Houston, Texas, with operating locations in Florida, Louisiana, New Mexico, North Dakota, Oklahoma, Pennsylvania, Texas, Utah, Wyoming and The Netherlands. Flotek’s products are marketed both domestically and internationally, with international presence and/or initiatives in over 20 countries. | |
Flotek was initially incorporated under the laws of the Province of British Columbia on May 17, 1985. On October 23, 2001, Flotek changed its corporate domicile to the state of Delaware. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||
Summary of Significant Accounting Policies | ' | |||||||||||
Summary of Significant Accounting Policies | ||||||||||||
Accounting Principles | ||||||||||||
The Company’s consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America ("GAAP”). | ||||||||||||
Principles of Consolidation | ||||||||||||
The consolidated financial statements include the accounts of Flotek Industries, Inc. and all wholly-owned subsidiary corporations. All significant intercompany accounts and transactions have been eliminated in consolidation. The Company does not have investments in any unconsolidated subsidiaries. | ||||||||||||
Cash Equivalents | ||||||||||||
Cash equivalents consist of highly liquid investments with maturities of three months or less at the date of purchase. | ||||||||||||
Cash Management | ||||||||||||
In January 2013, the Company began using a controlled disbursement account for its main cash account. Under this system, outstanding checks can be in excess of the cash balances at the bank before the disbursement account is funded, creating a book overdraft. Book overdrafts on this account are presented as a current liability in accounts payable in the consolidated balance sheets. | ||||||||||||
Accounts Receivable and Allowance for Doubtful Accounts | ||||||||||||
Accounts receivable arise from product sales, product rentals and services and are stated at estimated net realizable value. This value incorporates an allowance for doubtful accounts to reflect any loss anticipated on accounts receivable balances. The Company regularly evaluates its accounts receivable to estimate amounts that will not be collected and records the appropriate provision for doubtful accounts as a charge to operating expenses. The allowance for doubtful accounts is based on a combination of the age of the receivables, individual customer circumstances, credit conditions and historical write-offs and collections. The Company writes off specific accounts receivable when they are determined to be uncollectible. | ||||||||||||
The majority of the Company’s customers are engaged in the energy industry. The cyclical nature of the energy industry may affect customers’ operating performance and cash flows, which directly impact the Company’s ability to collect on outstanding obligations. Additionally, certain customers are located in international areas that are inherently subject to risks of economic, political and civil instability, which can impact the collectability of receivables. | ||||||||||||
Changes in the allowance for doubtful accounts are as follows (in thousands): | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Balance, beginning of year | $ | 714 | $ | 571 | $ | 262 | ||||||
Charged to provision for doubtful accounts | 570 | 512 | 661 | |||||||||
Write-offs | (412 | ) | (369 | ) | (352 | ) | ||||||
Balance, end of year | $ | 872 | $ | 714 | $ | 571 | ||||||
Inventories | ||||||||||||
Inventories consist of raw materials, work-in-process and finished goods and are stated at the lower of cost, determined using the weighted-average cost method, or market. Finished goods inventories include raw materials, direct labor and production overhead. The Company regularly reviews inventories on hand and records a provision for excess and obsolete inventory based primarily on forecasts of product demand, historical trends, market conditions, production or procurement requirements and technological developments and advancements. | ||||||||||||
Property and Equipment | ||||||||||||
Property and equipment are stated at cost. The cost of ordinary maintenance and repair is charged to operating expense, while replacement of critical components and major improvements are capitalized. Depreciation or amortization of property and equipment, including assets held under capital leases, is calculated using the straight-line method over the asset’s estimated useful life: | ||||||||||||
Buildings and leasehold | ||||||||||||
improvements | 2-30 years | |||||||||||
Machinery, equipment and rental | ||||||||||||
tools | 7-10 years | |||||||||||
Furniture and fixtures | 3 years | |||||||||||
Transportation equipment | 2-5 years | |||||||||||
Computer equipment and software | 3-7 years | |||||||||||
Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate the carrying value of an asset or asset group may not be recoverable. Indicative events or circumstances include matters such as a significant decline in market value or a significant change in business climate. An impairment loss is recognized when the carrying value of an asset exceeds the estimated undiscounted future cash flows from the use of the asset and its eventual disposition. The amount of impairment loss recognized is the excess of the asset’s carrying value over its fair value. Assets to be disposed of are reported at the lower of the carrying value or the fair value less cost to sell. Upon sale or other disposition of an asset, the Company recognizes a gain or loss on disposal measured as the difference between the net carrying value of the asset and the net proceeds received. | ||||||||||||
Internal Use Computer Software Costs | ||||||||||||
Direct costs incurred to purchase and develop computer software for internal use are capitalized during the application development and implementation stages. These software costs have been for enterprise-level business and finance software that is customized to meet the Company’s specific operational needs. Capitalized costs are included in property and equipment and are amortized on a straight-line basis over the estimated useful life of the software beginning when the software project is substantially complete and placed in service. Costs incurred during the preliminary project stage and costs for training, data conversion and maintenance are expensed as incurred. | ||||||||||||
The Company amortizes software costs using the straight-line method over the expected life of the software, generally 3 to 7 years. The unamortized amount of capitalized software was $4.7 million at December 31, 2013. | ||||||||||||
Goodwill | ||||||||||||
Goodwill is the excess of cost of an acquired entity over the amounts assigned to identifiable assets acquired and liabilities assumed in a business combination. Goodwill is not subject to amortization, but is tested for impairment annually during the fourth quarter, or more frequently if an event occurs or circumstances change that would indicate a potential impairment. These circumstances may include an adverse change in the business climate or a change in the assessment of future operations of a reporting unit. | ||||||||||||
The Company assesses whether a goodwill impairment exists using both qualitative and quantitative assessments. The qualitative assessment involves determining whether events or circumstances exist that indicate it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. If, based on this qualitative assessment, it is determined that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company does not perform a quantitative assessment. | ||||||||||||
If the qualitative assessment indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount or if the Company elects not to perform a qualitative assessment, a quantitative assessment or two-step impairment test is performed to determine whether goodwill impairment exists at the reporting unit. | ||||||||||||
The first step is to compare the estimated fair value of each reporting unit with goodwill to its carrying amount, including goodwill. To determine fair value estimates, the Company uses the income approach based on discounted cash flow analyses, combined with a market-based approach. The market-based approach considers valuation comparisons of recent public sale transactions of similar businesses and earnings multiples of publicly traded businesses operating in industries consistent with the reporting unit. If the fair value of a reporting unit is less than its carrying amount, the second step of the impairment test is performed to determine the amount of impairment loss, if any. The second step compares the implied fair value of the reporting unit goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit’s goodwill exceeds its implied fair value, an impairment loss is recognized in an amount equal to that excess. | ||||||||||||
Other Intangible Assets | ||||||||||||
The Company’s other intangible assets have finite and indefinite lives and consist of customer relationships, trademarks and brand names and purchased patents. | ||||||||||||
The cost of intangible assets with finite lives is amortized using the straight-line method over the estimated period of economic benefit, ranging from 2 to 20 years. Asset lives are adjusted whenever there is a change in the estimated period of economic benefit. No residual value has been assigned to these intangible assets. | ||||||||||||
Intangible assets with finite lives are tested for impairment whenever events or changes in circumstances indicate the carrying value may not be recoverable. These conditions may include a change in the extent or manner in which the asset is being used or a change in future operations. The Company assesses the recoverability of the carrying amount by preparing estimates of future revenue, margins and cash flows. If the sum of expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, an impairment loss is recognized. The impairment loss recognized is the amount by which the carrying amount exceeds the fair value. Fair value of these assets may be determined by a variety of methodologies, including discounted cash flow models. | ||||||||||||
Intangible assets with indefinite lives are not subject to amortization, but are tested for impairment annually during the fourth quarter, or more frequently if an event occurs or circumstances change that would indicate a potential impairment. These circumstances may include, but are not limited to, a significant adverse change in the business climate, unanticipated competition, or a change in projected operations or results of a reporting unit. | ||||||||||||
The Company assesses whether an indefinite lived intangible impairment exists using both qualitative and quantitative assessments. The qualitative assessment involves determining whether events or circumstances exist that indicate it is more likely than not that the fair value of the indefinite lived intangible is less than its carrying amount. If, based on this qualitative assessment, it is determined that it is not more likely than not that the fair value of the indefinite lived intangible is less than its carrying amount, the Company does not perform a quantitative assessment. | ||||||||||||
If the qualitative assessment indicates that it is more likely than not that the indefinite-lived intangible asset is impaired or if the Company elects to not perform a qualitative assessment, the Company then performs the quantitative impairment test. The quantitative impairment test for an indefinite-lived intangible asset consists of a comparison of the fair value of the asset with its carrying amount. If the carrying amount of an intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. Fair value of these assets may be determined by a variety of methodologies, including discounted cash flows. | ||||||||||||
Warrant Liability | ||||||||||||
Prior to June 2012, the Company used the Black-Scholes option-pricing model to estimate the fair value of its warrant liability. On June 14, 2012, provisions in the Company’s outstanding warrants were amended to eliminate anti-dilution price adjustment provisions and remove cash settlement provisions in the event of a change of control. Upon amendment, the warrants met the requirements for classification as equity. All fluctuations in the fair value of the warrant liability prior to June 2012 were recognized as non-cash income or expense items within the statement of operations. The fair value accounting methodology for the warrant liability is no longer required. | ||||||||||||
Business Combinations | ||||||||||||
Acquisitions are accounted for by applying the acquisition method. Identifiable assets acquired and liabilities assumed are recorded at fair value at the acquisition date. Costs incurred to affect the acquisition are recognized as expenses as incurred. | ||||||||||||
Fair Value Measurements | ||||||||||||
The Company categorizes financial assets and liabilities using a three-tier fair value hierarchy, based on the nature of the inputs used to determine fair value. Inputs refer broadly to assumptions market participants would use to value an asset or liability and may be observable or unobservable. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (level 1) and the lowest priority to unobservable inputs (level 3). “Level 1” measurements are measurements using quoted prices in active markets for identical assets and liabilities. “Level 2” measurements are measurements using quoted prices in markets that are not active or that are based on quoted prices for similar assets or liabilities. “Level 3” measurements are measurements that use significant unobservable inputs which require a company to develop its own assumptions. When determining the fair value of assets and liabilities, the Company uses the most reliable measurement available. | ||||||||||||
Revenue Recognition | ||||||||||||
Revenue for product sales and services is recognized when all of the following criteria have been met: (i) persuasive evidence of an arrangement exists, (ii) products are shipped or services rendered to the customer and significant risks and rewards of ownership have passed to the customer, (iii) the price to the customer is fixed and determinable and (iv) collectability is reasonably assured. Products and services are sold with fixed or determinable prices and do not include right of return provisions or other significant post-delivery obligations. Deposits and other funds received in advance of delivery are deferred until the transfer of ownership is complete. Shipping and handling costs are reflected in cost of revenue. Taxes collected are not included in revenue, rather taxes are accrued for future remittance to governmental authorities. | ||||||||||||
The Logistics division of chemicals recognizes revenue from design and construction oversight contracts under the percentage-of-completion method of accounting, measured by the percentage of “costs incurred to date” to the “total estimated costs of completion.” This percentage is applied to the “total estimated revenue at completion” to calculate proportionate revenue earned to date. Contracts for services are inclusive of direct labor and material costs, as well as, indirect costs of operations. General and administrative costs are charged to expense as incurred. Changes in job performance metrics and estimated profitability, including contract bonus or penalty provisions and final contract settlements, are recognized in the period such revisions appear probable. Known or anticipated losses on contracts are recognized in full when amounts are probable and estimable. Bulk material loading revenue is recognized as services are performed. | ||||||||||||
Drilling revenue is recognized upon receipt of a signed and dated field billing ticket from the customer. Customers are charged contractually agreed amounts for oilfield rental equipment damaged or lost-in-hole (“LIH”). LIH proceeds are recognized as revenue and the associated carrying value is charged to cost of sales. LIH revenue totaled $5.9 million, $4.2 million and $4.5 million for the years ended December 31, 2013, 2012 and 2011, respectively. | ||||||||||||
The Company generally is not contractually obligated to accept returns, except for defective products. Typically products determined to be defective are replaced or the customer is issued a credit memo. Based on historical return rates, no provision is made for returns at the time of sale. All costs associated with product returns are expensed as incurred. | ||||||||||||
Foreign Currency Translation | ||||||||||||
Financial statements of foreign subsidiaries are prepared using the currency of the primary economic environment of the foreign subsidiaries, as the functional currency. Assets and liabilities of foreign subsidiaries are translated into U.S. dollars at exchange rates in effect as of the end of identified reporting periods. Revenue and expense transactions are translated using the average monthly exchange rate for the reporting period. Resultant translation adjustments are recognized as other comprehensive income (loss) within stockholders’ equity. | ||||||||||||
Comprehensive Income (Loss) | ||||||||||||
Comprehensive income (loss) encompasses all changes in stockholders’ equity except those arising from investments from, and distributions to stockholders. The Company’s comprehensive income (loss) includes net income and foreign currency translation adjustments. | ||||||||||||
Research and Development Costs | ||||||||||||
Expenditures for research activities relating to product development and improvement are charged to expense as incurred. | ||||||||||||
Income Taxes | ||||||||||||
The Company has two U.S. tax filing groups which file separate U.S. Federal tax returns. Taxable income of one return cannot be offset by tax attributes, including net operating losses, of the other return. | ||||||||||||
The Company uses the liability method in accounting for income taxes. Deferred tax assets and liabilities are recognized for temporary differences between financial statement carrying amounts and the tax bases of assets and liabilities, and are measured using the tax rates expected to be in effect when the differences reverse. Deferred tax assets and liabilities are recognized related to the anticipated future tax effects of temporary differences between the financial statement basis and the tax basis of the Company’s assets and liabilities using statutory tax rates at the applicable year end. Deferred tax assets are also recognized for operating loss and tax credit carry forwards. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is used to reduce deferred tax assets when uncertainty exists regarding their realization. | ||||||||||||
A valuation allowance is recorded to reduce previously recorded tax assets when it becomes more-likely-than-not that such assets will not be realized. The Company evaluates, at least annually, net operating loss carry forwards and other net deferred tax assets and considers all available evidence, both positive and negative, to determine whether a valuation allowance is necessary relative to net operating loss carry forwards and other net deferred tax assets. In making this determination, the Company considers cumulative losses in recent years as significant negative evidence. The Company considers recent years to mean the current year plus the two preceding years. The Company considers the recent cumulative income or loss position of its filings groups as objectively verifiable evidence for the projection of future income, which consists primarily of determining the average of the pre-tax income of the current and prior two years after adjusting for certain items not indicative of future performance. Based on this analysis, the Company determines whether a valuation allowance is necessary. | ||||||||||||
U.S. Federal income taxes are not provided on unremitted earnings of subsidiaries operating outside the U.S. because it is the Company’s intention to permanently reinvest undistributed earnings in the subsidiary. These earnings would become subject to income tax if they were remitted as dividends or loaned to a U.S. affiliate. Determination of the amount of unrecognized deferred U.S. income tax liability on these unremitted earnings is not practicable. | ||||||||||||
The Company has performed an evaluation and concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. | ||||||||||||
The Company’s policy is to record interest and penalties related to income tax matters as income tax expense. | ||||||||||||
Earnings Per Share | ||||||||||||
Basic earnings per common share is calculated by dividing net income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share is calculated by dividing net income attributable to common stockholders, adjusted for the effect of assumed conversions of convertible notes and preferred stock, by the weighted average number of common shares outstanding, including potentially dilutive common share equivalents, if the effect is dilutive. Potentially dilutive common shares equivalents consist of incremental shares of common stock issuable upon exercise of stock options and warrants, settlement of restricted stock units, and conversion of convertible senior notes and convertible preferred stock. | ||||||||||||
Debt Issuance Costs | ||||||||||||
Costs related to debt issuance are capitalized and amortized as interest expense over the term of the related debt using the straight-line method, which approximates the effective interest method. Upon the repayment of debt, the Company accelerates the recognition of an appropriate amount of the costs as interest expense. | ||||||||||||
Capitalization of Interest | ||||||||||||
Interest costs are capitalized for qualifying in-process software development projects. Capitalization of interest commences when activities to prepare the asset are in progress, and expenditures and borrowing costs are being incurred. Interest costs are capitalized until the assets are ready for their intended use. Capitalized interest is added to the cost of the underlying assets and amortized over the estimated useful lives of the assets. During the year ended December 31, 2012, $0.1 million of interest was capitalized. | ||||||||||||
Stock-Based Compensation | ||||||||||||
Stock-based compensation expense for share-based payments, related to stock option and restricted stock awards, is recognized based on their grant-date fair values. The Company recognizes compensation expense, net of estimated forfeitures, on a straight-line basis over the requisite service period of the award. Estimated forfeitures are based on historical experience. | ||||||||||||
Use of Estimates | ||||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosure of contingent assets and liabilities and reported amounts of revenue and expenses. Actual results could differ from these estimates. Significant items subject to estimates and assumptions include application of the percentage-of-completion method of revenue recognition, the carrying amount and useful lives of property and equipment and intangible assets, impairment assessments, share-based compensation expense and valuation allowances for accounts receivable, inventories, and deferred tax assets. | ||||||||||||
Reclassifications | ||||||||||||
Certain prior year amounts have been reclassified to conform to the current year presentation. The reclassifications did not impact net income. | ||||||||||||
New Accounting Pronouncements | ||||||||||||
(a) Application of New Accounting Standards | ||||||||||||
Effective January 1, 2013, the Company adopted the accounting guidance in Accounting Standards Update ("ASU") No. 2012-02, “Testing Indefinite-Lived Intangible Assets for Impairment,” which permits a company to perform qualitative assessments regarding the likelihood that an indefinite-lived intangible asset is impaired and subsequently assess the need to perform a quantitative impairment test. The Company followed this guidance for its annual impairment testing of indefinite-lived intangible assets during the fourth quarter of 2013. Implementation of this standard did not have a material effect on the consolidated financial statements. | ||||||||||||
Effective January 1, 2013, the Company adopted the accounting guidance in ASU No. 2013-02, "Comprehensive Income: Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income," which provides accounting guidance on the reporting of reclassifications out of accumulated other comprehensive income. The guidance requires an entity to present, either on the face of the statement where net income is presented or in the notes, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income if the amount is reclassified to net income in its entirety in the same reporting period. For other amounts not required to be reclassified in their entirety to net income in the same reporting period, a cross reference to other disclosures that provide additional detail about the reclassification amounts is required. Implementation of this standard did not have a material effect on the consolidated financial statements. | ||||||||||||
(b) New Accounting Requirements and Disclosures | ||||||||||||
In July 2013, the Financial Accounting Standards Board issued ASU No. 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists," which updated the guidance in ASC Topic 740, Income Taxes. The amendments in ASU 2013-11 provide guidance for the presentation of unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists at the reporting date. The guidance requires an unrecognized tax benefit to be presented as a decrease in a deferred tax asset where a net operating loss, a similar tax loss, or a tax credit carryforward exists and certain criteria are met. This guidance is effective January 1, 2014. The Company is currently evaluating this guidance and does not expect that adoption will have a material effect on the consolidated financial statements. |
Acquisition_of_Florida_Chemica
Acquisition of Florida Chemical Company, Inc. (Notes) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Business Combinations [Abstract] | ' | ||||||||
Acquisition of Florida Chemical Company, Inc. | ' | ||||||||
Note 3 — Acquisition of Florida Chemical Company, Inc. | |||||||||
On May 10, 2013, the Company acquired Florida Chemical Company, Inc. ("Florida Chemical"), the world's largest processor of citrus oils and a pioneer in solvent, chemical synthesis, and flavor and fragrance applications from citrus oils. Florida Chemical has been an innovator in creating high performance, bio-based products for a variety of industries, including applications in the oil and gas industry. The acquisition brings a portfolio of high performance renewable and sustainable chemistries that perform well in the oil and gas industry as well as non-energy related markets. This expands the Company's business into consumer and industrial chemical technologies which provide products for the flavor and fragrance industry and the specialty chemical industry. These technologies are used by beverage and food companies, fragrance companies, and companies providing household and industrial cleaning products. | |||||||||
The Company acquired 100% of the outstanding shares of Florida Chemical's common stock. The purchase consideration transferred is as follows (in thousands): | |||||||||
Cash | $ | 49,500 | |||||||
Common stock (3,284,180 shares) | 52,711 | ||||||||
Repayment of debt | 4,227 | ||||||||
Total purchase price | $ | 106,438 | |||||||
The allocation of the purchase consideration was based upon the estimated fair value of the tangible and identifiable intangible assets acquired and liabilities assumed in the acquisition. The allocation was made to major categories of assets and liabilities based on management's best estimates, supported by independent third-party analyses. The excess of the purchase price over the estimated fair value of tangible and identifiable intangible assets acquired, and liabilities assumed was allocated to goodwill. The allocation of purchase consideration is as follows (in thousands): | |||||||||
Cash | $ | 331 | |||||||
Net working capital, net of cash | 15,574 | ||||||||
Property and equipment: | |||||||||
Personal property | 13,400 | ||||||||
Real property | 6,750 | ||||||||
Other assets | 205 | ||||||||
Other intangible assets: | |||||||||
Customer relationships | 29,270 | ||||||||
Trade names | 12,670 | ||||||||
Proprietary technology | 14,080 | ||||||||
Goodwill | 39,328 | ||||||||
Deferred tax impact of valuation adjustment | (25,170 | ) | |||||||
Total purchase price allocation | $ | 106,438 | |||||||
The following unaudited pro forma financial information presents results of operations as if the acquisition had occurred as of January 1, 2012. This financial information does not purport to represent the results of operations which would actually have been obtained had the acquisition been completed as of January 1, 2012, or the results of operations that may be obtained in the future. Also, this financial information does not reflect the cost of any integration activities or benefits from the merger and synergies that may be derived from any integration activities, both of which may have a material effect on the consolidated results of operations in the periods following the completion of the merger. | |||||||||
Pro forma financial information is as follows (in thousands, except per share data): | |||||||||
Year ended December 31, | |||||||||
2013 | 2012 | ||||||||
Revenue | $ | 395,407 | $ | 391,786 | |||||
Net income | 38,271 | 53,902 | |||||||
Earnings per common share: | |||||||||
Basic | $ | 0.73 | $ | 1.05 | |||||
Diluted | $ | 0.7 | $ | 0.98 | |||||
Pro forma adjustments include, but are not limited to, adjustments for amortization expense for acquired finite lived intangible assets, depreciation expense for the fair value of acquired property and equipment, interest expense for increased long-term debt and revolving credit facility borrowings required for the acquisition, and income tax expense on Florida Chemical income before income taxes. In addition, pro forma adjustments eliminate historical amortization, depreciation, and interest expense from the pro forma results of operations. | |||||||||
The acquisition was financed through increased long term debt of $25 million, additional borrowings on the Company's revolving credit facility of $28.7 million and the issuance of 3.3 million shares of the Company's common stock. An escrow fund totaling $10 million was established to cover the indemnification obligations of Florida Chemical stockholders. Results of Florida Chemical's operations are included in the Company's consolidated financial statements from the date of acquisition, May 10, 2013. The Company's consolidated statements of operations for the year ended December 31, 2013 include $50.9 million of revenue, and $10.0 million of income from operations, related to the operations of Florida Chemical. | |||||||||
The Company incurred $1.4 million of acquisition costs in connection with the transaction which have been expensed as incurred and included in selling, general and administrative expenses. |
Supplemental_Cash_Flow_Informa
Supplemental Cash Flow Information | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Supplemental Cash Flow Elements [Abstract] | ' | |||||||||||
Supplemental Cash Flow Information | ' | |||||||||||
Supplemental Cash Flow Information | ||||||||||||
Supplemental cash flow information is as follows (in thousands): | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Supplemental non-cash investing and financing activities: | ||||||||||||
Value of shares issued in acquisition of Florida Chemical | $ | 52,711 | $ | — | $ | — | ||||||
Fair value of warrant liability reclassified to additional paid-in capital | — | 13,973 | — | |||||||||
Value exchanged in conversion of preferred stock to common stock | — | — | 11,205 | |||||||||
Value of common stock issued in payment of convertible notes | — | — | 5,165 | |||||||||
Value of common stock issued in payment of preferred stock dividends | — | — | 3,254 | |||||||||
Value of common stock issued in payment of term loan debt | — | — | 1,398 | |||||||||
Equipment acquired through capital leases | 754 | 1,263 | 1,334 | |||||||||
Exercise of stock options by common stock surrender | 3,907 | — | — | |||||||||
Supplemental cash payment information: | ||||||||||||
Interest paid | $ | 1,859 | $ | 5,521 | $ | 7,627 | ||||||
Income taxes paid (refunded) | 17,783 | 14,049 | (904 | ) | ||||||||
Revenue
Revenue | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Revenue [Abstract] | ' | |||||||||||
Revenue | ' | |||||||||||
Revenue | ||||||||||||
The Company differentiates revenue and cost of revenue based on whether the source of revenue is attributable to products, rentals or services. Revenue and cost of revenue by source are as follows (in thousands): | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Revenue: | ||||||||||||
Products | $ | 282,639 | $ | 224,777 | $ | 181,417 | ||||||
Rentals | 62,042 | 67,938 | 63,610 | |||||||||
Services | 26,384 | 20,113 | 13,758 | |||||||||
$ | 371,065 | $ | 312,828 | $ | 258,785 | |||||||
Cost of Revenue: | ||||||||||||
Products | $ | 180,800 | $ | 135,367 | $ | 115,875 | ||||||
Rentals | 24,987 | 30,618 | 25,971 | |||||||||
Services | 9,916 | 8,051 | 4,997 | |||||||||
Depreciation | 7,835 | 7,173 | 6,122 | |||||||||
$ | 223,538 | $ | 181,209 | $ | 152,965 | |||||||
Inventory
Inventory | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Inventory Disclosure [Abstract] | ' | |||||||||||
Inventory | ' | |||||||||||
Inventories | ||||||||||||
Inventories are as follows (in thousands): | ||||||||||||
December 31, | ||||||||||||
2013 | 2012 | |||||||||||
Raw materials | $ | 13,953 | $ | 12,883 | ||||||||
Work-in-process | 1,904 | 342 | ||||||||||
Finished goods | 50,019 | 34,704 | ||||||||||
Inventories | 65,876 | 47,929 | ||||||||||
Less reserve for excess and obsolete inventory | (2,744 | ) | (2,752 | ) | ||||||||
Inventories, net | $ | 63,132 | $ | 45,177 | ||||||||
Changes in the reserve for excess and obsolete inventory are as follows (in thousands): | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Balance, beginning of year | $ | 2,752 | $ | 2,679 | $ | 2,633 | ||||||
Charged to costs and expenses | 1,330 | 882 | 1,011 | |||||||||
Deductions | (1,338 | ) | (809 | ) | (965 | ) | ||||||
Balance, end of the year | $ | 2,744 | $ | 2,752 | $ | 2,679 | ||||||
At December 31, 2012, the Company recorded a $1.2 million write-down for inventory with a current market value less than its cost. |
Property_Plant_and_Equipment
Property, Plant and Equipment | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property, Plant and Equipment | ' | |||||||
Property and Equipment | ||||||||
Property and equipment are as follows (in thousands): | ||||||||
31-Dec | ||||||||
2013 | 2012 | |||||||
Land | $ | 5,088 | $ | 1,442 | ||||
Buildings and leasehold improvements | 32,269 | 18,520 | ||||||
Machinery, equipment and rental tools | 71,073 | 54,279 | ||||||
Equipment in progress | 4,601 | 9,382 | ||||||
Furniture and fixtures | 2,400 | 1,358 | ||||||
Transportation equipment | 6,340 | 5,136 | ||||||
Computer equipment and software | 7,617 | 6,743 | ||||||
Property and equipment | 129,388 | 96,860 | ||||||
Less accumulated depreciation | (50,274 | ) | (40,361 | ) | ||||
Property and equipment, net | $ | 79,114 | $ | 56,499 | ||||
Depreciation expense, including expense recorded in cost of revenue, totaled $11.2 million, $9.5 million and $8.0 million for the years ended December 31, 2013, 2012 and 2011, respectively. | ||||||||
During 2013, 2012 and 2011, no impairment was recognized related to property and equipment. |
Goodwill
Goodwill | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||||
Goodwill [Abstract] | ' | |||||||||||||||||||||||
Goodwill | ' | |||||||||||||||||||||||
Goodwill | ||||||||||||||||||||||||
Prior to the acquisition of Florida Chemical, the Company had four reporting units, Energy Chemical Technologies, Drilling Tools, Teledrift, and Artificial Lift Technologies, of which only two, Energy Chemical Technologies and Teledrift, had an existing goodwill balance. For segment reporting purposes, the Teledrift reporting unit is consolidated within the Drilling Technologies segment. | ||||||||||||||||||||||||
During May 2013, as a result of the Florida Chemical acquisition, the Company recognized $39.3 million of goodwill. During the fair value assessment process, the Company identified two separate reporting units, one of which was consolidated within the Energy Chemical Technologies segment and the other was identified as the Consumer and Industrial Chemical Technologies reporting unit and segment. The Company recognized $18.7 million of additional goodwill within the Energy Chemical Technologies reporting unit and $20.6 million of goodwill within the Consumer and Industrial Chemical Technologies reporting unit. This addition to goodwill will not be deductible for income tax purposes. | ||||||||||||||||||||||||
Goodwill is tested for impairment annually in the fourth quarter, or more frequently if circumstances indicate a potential impairment. During annual goodwill impairment testing in 2013, 2012 and 2011, the Company first assessed qualitative factors to determine whether it was necessary to perform the two-step goodwill impairment test that the Company has historically used. The Company concluded that it was not more-likely-than-not that goodwill was impaired as of the fourth quarter of each year, and therefore, further testing was not required. | ||||||||||||||||||||||||
Changes in the carrying value of goodwill for each reporting unit are as follows (in thousands): | ||||||||||||||||||||||||
Energy Chemical Technologies | Consumer and Industrial Chemical Technologies | Downhole | TeledriftTM | Artificial Lift Technologies | Total | |||||||||||||||||||
Tools | ||||||||||||||||||||||||
Balance at December 31, 2011: | ||||||||||||||||||||||||
Goodwill | $ | 11,610 | $ | — | $ | 43,009 | $ | 46,396 | $ | 5,861 | $ | 106,876 | ||||||||||||
Accumulated impairment losses | — | — | (43,009 | ) | (31,063 | ) | (5,861 | ) | (79,933 | ) | ||||||||||||||
Goodwill balance, net | 11,610 | — | — | 15,333 | — | 26,943 | ||||||||||||||||||
Activity during the year 2012: | ||||||||||||||||||||||||
Goodwill impairment recognized | — | — | — | — | — | — | ||||||||||||||||||
Balance at December 31, 2012: | ||||||||||||||||||||||||
Goodwill | 11,610 | — | 43,009 | 46,396 | 5,861 | 106,876 | ||||||||||||||||||
Accumulated impairment losses | — | — | (43,009 | ) | (31,063 | ) | (5,861 | ) | (79,933 | ) | ||||||||||||||
Goodwill balance, net | 11,610 | — | — | 15,333 | — | 26,943 | ||||||||||||||||||
Activity during the year 2013: | ||||||||||||||||||||||||
Goodwill impairment recognized | — | — | — | — | — | — | ||||||||||||||||||
Acquisition goodwill recognized | 18,686 | 20,642 | — | — | — | 39,328 | ||||||||||||||||||
Balance at December 31, 2013: | ||||||||||||||||||||||||
Goodwill | 30,296 | 20,642 | 43,009 | 46,396 | 5,861 | 146,204 | ||||||||||||||||||
Accumulated impairment losses | — | — | (43,009 | ) | (31,063 | ) | (5,861 | ) | (79,933 | ) | ||||||||||||||
Goodwill balance, net | $ | 30,296 | $ | 20,642 | $ | — | $ | 15,333 | $ | — | $ | 66,271 | ||||||||||||
Other_Intangible_Assets
Other Intangible Assets | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Other Intangible Assets [Abstract] | ' | |||||||||||||||
Other Intangible Assets | ' | |||||||||||||||
Other Intangible Assets | ||||||||||||||||
Other intangible assets are as follows (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Cost | Accumulated | Cost | Accumulated | |||||||||||||
Amortization | Amortization | |||||||||||||||
Finite lived intangible assets: | ||||||||||||||||
Patents and technology | $ | 18,996 | $ | 3,244 | $ | 4,314 | $ | 1,654 | ||||||||
Customer lists | 52,607 | 9,018 | 23,337 | 6,688 | ||||||||||||
Non-compete agreements | — | — | 402 | 402 | ||||||||||||
Trademarks and brand names | 7,191 | 2,053 | 6,151 | 1,513 | ||||||||||||
Other | 191 | — | 915 | 801 | ||||||||||||
Total finite lived intangible assets acquired | 78,985 | 14,315 | 35,119 | 11,058 | ||||||||||||
Deferred financing costs | 1,392 | 169 | 1,290 | 1,185 | ||||||||||||
Total amortizable intangible assets | 80,377 | $ | 14,484 | 36,409 | $ | 12,243 | ||||||||||
Indefinite lived intangible assets: | ||||||||||||||||
Trademarks and brand names | 11,630 | — | ||||||||||||||
Total other intangible assets | $ | 92,007 | $ | 36,409 | ||||||||||||
Carrying value: | ||||||||||||||||
Other intangible assets, net | $ | 77,523 | $ | 24,166 | ||||||||||||
With the acquisition of Florida Chemical on May 10, 2013, the Company recorded increases in finite lived intangible assets of $14.1 million in patents and technology, $29.3 million in customer lists and $1.0 million in trademarks and brand names. In addition, the Company recorded $11.6 million in indefinite lived trademarks and brand names. These acquired intangible assets were recorded at fair value as of the date of acquisition. | ||||||||||||||||
Intangible assets acquired are amortized on a straight-line basis over two to 20 years. Amortization of intangible assets acquired totaled $3.9 million, $2.1 million and $2.1 million for the years end ended December 31, 2013, 2012 and 2011, respectively. | ||||||||||||||||
Amortization of deferred financing costs totaled $0.2 million, $0.9 million, and $3.1 million for the years ended December 31, 2013, 2012 and 2011, respectively. During 2013 and 2012, the carrying value of deferred financing costs was reduced by less than $0.1 million and $1.8 million, respectively, upon repayments of the Company’s convertible senior notes. | ||||||||||||||||
Estimated future amortization expense for intangible assets, including deferred financing costs, at December 31, 2013 is as follows (in thousands): | ||||||||||||||||
Year ending December 31, | ||||||||||||||||
2014 | $ | 4,972 | ||||||||||||||
2015 | 4,935 | |||||||||||||||
2016 | 4,704 | |||||||||||||||
2017 | 4,549 | |||||||||||||||
2018 | 4,302 | |||||||||||||||
Thereafter | 42,431 | |||||||||||||||
Other intangible assets, net | $ | 65,893 | ||||||||||||||
During 2013, 2012 and 2011, no impairment was recognized related to other intangible assets. |
Convertible_Notes_LongTerm_Deb
Convertible Notes, Long-Term Debt and Credit Facility | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||
Convertible Notes, Long-Term Debt and Credit Facility | ' | ||||||||||||
Convertible Notes, Long-Term Debt and Credit Facility | |||||||||||||
Convertible notes and long-term debt are as follows (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Convertible notes: | |||||||||||||
Convertible senior unsecured notes (2008 Notes) | $ | — | $ | 5,188 | |||||||||
Less discount on notes | — | (55 | ) | ||||||||||
Convertible senior notes reported as current, net of discount | $ | — | $ | 5,133 | |||||||||
Long-term debt: | |||||||||||||
Term loan | $ | 45,833 | $ | 25,000 | |||||||||
Revolving credit facility | 16,272 | — | |||||||||||
Capital lease obligations | — | 1,784 | |||||||||||
Total long-term debt | 62,105 | 26,784 | |||||||||||
Less current portion of long-term debt | (26,415 | ) | (4,329 | ) | |||||||||
Long-term debt, less current portion | $ | 35,690 | $ | 22,455 | |||||||||
Credit Facility | |||||||||||||
On May 10, 2013, the Company and certain of its subsidiaries (the “Borrowers”) entered into an Amended and Restated Revolving Credit, Term Loan and Security Agreement (the “Credit Facility”) with PNC Bank, National Association (“PNC Bank”). The Company may borrow under the Credit Facility for working capital, permitted acquisitions, capital expenditures and other corporate purposes. Under terms of the Credit Facility, as amended on December 31, 2013, the Company (a) may borrow up to $75 million under a revolving credit facility and (b) has borrowed $50 million under a term loan. | |||||||||||||
The Credit Facility is secured by substantially all of the Company's domestic real and personal property, including accounts receivable, inventory, land, buildings, equipment and other intangible assets. The Credit Facility contains customary representations, warranties, and both affirmative and negative covenants, including a financial covenant to maintain consolidated earnings before interest, taxes, depreciation and amortization (“EBITDA”) to debt ratio of 1.10 to 1.00, a financial covenant to maintain a ratio of funded debt to adjusted EBITDA of not greater than 4.0 to 1.0, and an annual limit on capital expenditures of approximately $36 million. The Credit Facility restricts the payment of cash dividends on common stock. In the event of default, PNC Bank may accelerate the maturity date of any outstanding amounts borrowed under the Credit Facility. | |||||||||||||
The Credit Facility includes a provision that 25% of EBITDA minus cash paid for taxes, dividends, debt payments and unfunded capital expenditures, not to exceed $3.0 million for any year, be paid within 60 days of the fiscal year end. For the year ended December 31, 2013, the excess cash flow exceeded $3.0 million. Consequently, the Company will prepay $3.0 million on its term loan balance to PNC Bank by March 3, 2014. This amount is classified as current debt at December 31, 2013. | |||||||||||||
Each of the Company’s domestic subsidiaries is fully obligated for Credit Facility indebtedness as a Borrower or as a guarantor. | |||||||||||||
(a) Revolving Credit Facility | |||||||||||||
Under the revolving credit facility, the Company may borrow up to $75 million through May 10, 2018. This includes a sublimit of $10 million that may be used for letters of credit. The revolving credit facility is secured by substantially all the Company's domestic accounts receivable and inventory. | |||||||||||||
At December 31, 2013, eligible accounts receivable and inventory securing the revolving credit facility provided availability of approximately $71.9 million under the revolving credit facility. | |||||||||||||
The interest rate on advances under the revolving credit facility varies based on the level of borrowing. Rates range (a) between PNC Bank's base lending rate plus 0.5% to 1.0% or (b) between the London Interbank Lending Rate (LIBOR) plus 1.5% to 2.0%. PNC Bank's base lending rate was 3.25% at December 31, 2013. The Company is required to pay a monthly facility fee of 0.25% on any unused amount under the commitment based on daily averages. At December 31, 2013, $16.3 million was outstanding under the revolving credit facility, with $1.3 million borrowed as base rate loans at an interest rate of 3.75% and $15.0 million borrowed as LIBOR loans at an interest rate of 1.67%. | |||||||||||||
Borrowing under the revolving credit agreement is classified as current debt as a result of the required lockbox arrangement and the subjective acceleration clause. | |||||||||||||
(b) Term Loan | |||||||||||||
The Company increased borrowing to $50 million under the term loan on May 10, 2013. Monthly principal payments of $0.6 million are required. The unpaid balance of the term loan is due on May 10, 2018. Prepayments are permitted, and may be required in certain circumstances. Amounts repaid under the term loan may not be reborrowed. The term loan is secured by substantially all of the Company's domestic land, buildings, equipment and other intangible assets. | |||||||||||||
Based on a PNC Bank appraisal as of December 31, 2013, 85% of the net orderly liquidation value of pledged equipment was $18.3 million less than the principal amount of the term loan. This deficiency is not required to be repaid while the pledged equipment is being reappraised. In addition, PNC Bank is securing its lien on the Company's domestic land and buildings and will include 75% of their fair market value to support the outstanding principal amount of the term loan. The Company's management believes the value resulting from the reappraisal of the equipment and the addition of land and buildings will fully support the outstanding principal amount of the term loan. | |||||||||||||
The interest rate on the term loan varies based on the level of borrowing under the revolving credit facility. Rates range (a) between PNC Bank's base lending rate plus 1.25% to 1.75% or (b) between LIBOR plus 2.25% to 2.75%. At December 31, 2013, $45.8 million was outstanding under the term loan, with $0.8 million borrowed as base rate loans at an interest rate of 4.50% and $45.0 million borrowed as LIBOR loans at an interest rate of 2.42%. | |||||||||||||
Convertible Notes | |||||||||||||
The Company’s convertible notes have consisted of Convertible Senior Unsecured Notes (“2008 Notes”) and Convertible Senior Secured Notes (“2010 Notes”). On February 15, 2013, the Company repurchased the remaining $5.2 million of outstanding 2008 Notes. Following this repurchase, the Company no longer has any outstanding convertible senior notes. | |||||||||||||
In February 2008, the Company issued the 2008 Notes at par, in an aggregate principal amount of $115 million. The 2008 Notes had an interest rate of 5.25% and a scheduled maturity on February 15, 2028. The Company accounted for both the liability and equity components of the 2008 Notes using the Company’s nonconvertible debt borrowing rate of 11.5%. The Company used a five-year expected term for accretion of the associated debt discount which represented the period from inception until contractual call/put options contained in the 2008 Notes became exercisable on February 15, 2013. The Company assumed an effective tax rate of 38%. At the date of issuance, the discount on the 2008 Notes was $27.8 million, with an associated deferred tax liability of $10.6 million. | |||||||||||||
In March 2010, the Company exchanged $40 million of 2008 Notes for aggregate consideration of $36 million of 2010 Notes and $2 million worth of shares of the Company’s common stock. The transaction was accounted for as an exchange of debt. Accordingly, no gain or loss was recognized and the difference between the debt exchanged and the net carrying value of the debt was recorded as a reduction of previously recognized debt discount. The remaining debt discount continued to be accreted over the same period, at an assumed rate of 9.9%, using the effective interest method. The Company capitalized commitment fees related to the Exchange Agreement that were amortized using the effective interest method over the period the convertible debt was expected to remain outstanding. | |||||||||||||
The 2010 Notes carried the same maturity date, interest rate, conversion rights, conversion rate, redemption rights and guarantees as the 2008 Notes. The only difference in terms was that the 2010 Notes were secured by a second priority lien on substantially all of the Company’s assets, while the 2008 Notes remained unsecured. | |||||||||||||
The convertible notes had a scheduled maturity on February 15, 2028. On or after February 15, 2013, the Company could redeem, for cash, all or a portion of the convertible notes at a price equal to 100% of the outstanding principal amount, plus any associated accrued and unpaid interest. Holders of the convertible notes could require the Company to purchase all, or a portion, of the holder’s outstanding notes on each of February 15, 2013, February 15, 2018, and February 15, 2023. The convertible notes were convertible into shares of the Company’s common stock at the option of the note holders, subject to certain contractual conditions. The conversion rate was 43.9560 shares per $1,000 principal note amount (equal to a conversion price of approximately $22.75 per share). | |||||||||||||
In May 2011, note holders exchanged $4.5 million of the 2008 Notes for 559,007 shares of the Company’s common stock. Upon exchange, the Company recognized a loss on the extinguishment of debt of $1.1 million representing the difference between the reacquisition price of the debt over its net carrying amount including write-off of proportionate unaccreted discount and unamortized deferred financing costs. | |||||||||||||
On January 5, 2012, the Company repurchased all $36 million of the outstanding 2010 Notes for cash equal to 104.95% of the original principal amount of the notes, plus accrued and unpaid interest. As a result of this transaction, the Company recognized a loss on extinguishment of debt of $5.4 million, consisting of a cash premium of $1.8 million and the write-off of unaccreted discount and unamortized deferred financing costs. Upon repurchase, the 2010 Notes were canceled and the second priority liens on the Company’s assets were released. | |||||||||||||
On June 25, 2012, the Company repurchased $15 million of outstanding 2008 Notes for cash equal to 102% of the original principal amount, plus accrued and unpaid interest. As a result of this transaction, the Company recognized a loss on extinguishment of debt of $1 million, consisting of the cash premium of $0.3 million and the write-off of unaccreted discount and unamortized deferred financing costs. | |||||||||||||
On December 31, 2012, the Company repurchased $50.3 million of outstanding 2008 Notes for cash equal to the original principal amount and a total premium of $0.3 million, plus accrued and unpaid interest. As a result of this transaction, the Company recognized a loss on extinguishment of debt of $0.9 million, consisting of the cash premium and the write-off of unaccreted discount and unamortized debt financing costs. | |||||||||||||
On February 15, 2013, the Company repurchased the remaining $5.2 million of outstanding 2008 Notes for cash equal to the original principal amount, plus accrued and unpaid interest. These 2008 Notes were either tendered by the holder pursuant to the Company's tender offer or were redeemed by the Company pursuant to provisions of the indenture for the 2008 Notes. Following this repurchase, the Company no longer has any outstanding convertible senior notes. | |||||||||||||
Guarantees of the Convertible Notes | |||||||||||||
The convertible notes were guaranteed by substantially all of the Company’s wholly owned subsidiaries. Flotek Industries, Inc., the parent company, is a holding company with no independent assets or operations. The guarantees provided by the Company’s subsidiaries were full and unconditional, and joint and several. Any subsidiaries of the Company that were not guarantors were deemed to be “minor” subsidiaries in accordance with SEC Regulation S-X, Rule 3-10, “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.” The agreements governing the Company’s long-term indebtedness did not contain any significant restrictions on the ability of the Company, or any guarantor, to obtain funds from subsidiaries by dividend or loan. | |||||||||||||
Share Lending Agreement | |||||||||||||
Concurrent with the offering of the 2008 Notes, the Company entered into a share lending agreement (the “Share Lending Agreement”) with Bear, Stearns International Limited which was subsequently acquired and became an indirect, wholly owned subsidiary of JPMorgan Chase & Company (the “Borrower”). In accordance with the Share Lending Agreement, the Company loaned 3.8 million shares of its common stock (the “Borrowed Shares”) to the Borrower for a period commencing February 11, 2008 and ending on the earlier of February 15, 2028 or the date the 2008 Notes were paid. The Borrower was permitted to use the Borrowed Shares only for the purpose of directly or indirectly facilitating the sale of the 2008 Notes and for the establishment of hedge positions by holders of the 2008 Notes. The Company did not require collateral to mitigate any inherent or associated risk of the Share Lending Agreement. | |||||||||||||
The Company did not receive any proceeds for the Borrowed Shares, but did receive a nominal loan fee of $0.0001 for each share loaned. The Borrower retained all proceeds from sales of Borrowed Shares pursuant to the Share Lending Agreement. Upon conversion or replacement of the 2008 Notes, the number of Borrowed Shares proportionate to the converted or repaid notes were to be returned to the Company. The Borrowed Shares were issued and outstanding for corporate law purposes. Accordingly, holders of Borrowed Shares possessed all of the rights of a holder of the Company’s outstanding shares, including the right to vote the shares on all matters submitted to a vote of stockholders and the right to receive any dividends or other distributions declared or paid on outstanding shares of common stock. Under the Share Lending Agreement, the Borrower agreed to pay to the Company, within one business day after a payment date, an amount equal to any cash dividends that the Company paid on the Borrowed Shares, and to pay or deliver to the Company, upon termination of the loan of Borrowed Shares, any other distribution, in liquidation or otherwise, that the Company made on the Borrowed Shares. | |||||||||||||
To the extent the Borrowed Shares loaned under the Share Lending Agreement were not sold or returned to the Company, the Borrower agreed to not vote any borrowed shares of which the Borrower was the owner of record. The Borrower also agreed, under the Share Lending Agreement, to not transfer or dispose of any borrowed shares unless such transfer or disposition was pursuant to a registration statement that was effective under the Securities Act. Investors that purchased shares from the Borrower, and all subsequent transferees of such purchasers, were entitled to the same voting rights, with respect to owned shares, as any other holder of common stock. | |||||||||||||
The Company valued the share lending arrangement at $0.5 million at the date of issuance. The corresponding fair value was recognized as a debt issuance cost and was amortized to interest expense through the earliest put date of the related debt, February 15, 2013. | |||||||||||||
During June 2012 and November 2011, the Borrower returned 659,340 shares and 701,102 shares, respectively, of the Company’s borrowed common stock. On January 22, 2013, the remaining 2,439,558 shares of the Company's common stock held by J.P. Morgan Markets Limited were returned to the Company. No consideration was paid by the Company for the return of the Borrowed Shares. The Share Lending Agreement has been terminated. | |||||||||||||
Shares that had been loaned under the Share Lending Agreement were not considered outstanding for the purpose of computing and reporting earnings per share. | |||||||||||||
Repaid Term Loan | |||||||||||||
On March 31, 2010, the Company executed an Amended and Restated Credit Agreement for a $40.0 million term loan (the “Senior Credit Facility” or “Term Loan”). The Term Loan indebtedness had a maturity date of November 1, 2012 and scheduled quarterly principal payments of $1.0 million, with interest due quarterly based on an annualized interest rate of 12.5%, which decreased upon specified principal balance reductions. | |||||||||||||
The Senior Credit Facility provided for a commitment fee of $7.3 million. The Company allocated one-half of the commitment fee to the Term Loan and one-half to the Exchange Agreement described above. Commitment fees capitalized as deferred financing costs were amortized as additional interest expense over the periods the term loan and convertible debt were expected to remain outstanding. | |||||||||||||
The Term Loan was repaid in June 2011. Upon repayment, the Company recognized a loss on extinguishment of debt of $2.1 million resulting from the write-off of unamortized deferred financing costs and unaccreted discount associated with the beneficial conversion option of the debt. | |||||||||||||
Capital Lease Obligations | |||||||||||||
The Company has leased equipment and vehicles under capital leases. At December 31, 2013, the Company did not have any capital lease obligations. | |||||||||||||
Debt Maturities | |||||||||||||
Maturities of long-term debt at December 31, 2013 are as follows (in thousands): | |||||||||||||
Year ending December 31, | Term Loan | Revolving Credit Facility | Total | ||||||||||
2014 | $ | 10,143 | $ | 16,272 | $ | 26,415 | |||||||
2015 | 7,143 | — | 7,143 | ||||||||||
2016 | 7,143 | — | 7,143 | ||||||||||
2017 | 7,143 | — | 7,143 | ||||||||||
2018 | 14,261 | — | 14,261 | ||||||||||
Total | $ | 45,833 | $ | 16,272 | $ | 62,105 | |||||||
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value Measurements | ' | |||||||||||||||
Fair Value Measurements | ||||||||||||||||
Fair value is defined as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company categorizes financial assets and liabilities into the three levels of the fair value hierarchy. The hierarchy prioritizes the inputs to valuation techniques used to measure fair value and bases categorization within the hierarchy on the lowest level of input that is available and significant to the fair value measurement. | ||||||||||||||||
• | Level 1 — Quoted prices in active markets for identical assets or liabilities; | |||||||||||||||
• | Level 2 — Observable inputs other than Level 1, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and | |||||||||||||||
• | Level 3 — Significant unobservable inputs that are supported by little or no market activity or that are based on the reporting entity’s assumptions about the inputs. | |||||||||||||||
Liabilities Measured at Fair Value on a Recurring Basis | ||||||||||||||||
At December 31, 2013 and 2012, no liabilities were required to be measured at fair value on a recurring basis. There were no transfers in or out of either Level 1 or Level 2 fair value measurements during the years ended December 31, 2013 and 2012. During the year ended December 31, 2012, $2.6 million of non-cash gains were recognized as fair value adjustments within Level 3 of the fair value measurement hierarchy. The change resulted from the change in the fair value of the exercisable and contingent warrants outstanding. | ||||||||||||||||
On June 14, 2012, provisions in the Company’s Exercisable and Contingent Warrant Certificates were amended to eliminate anti-dilution price adjustment provisions and remove cash settlement provisions of a change of control event. Upon amendment, the warrants met the requirements for classification as equity. All fluctuations in the fair value of the warrant liability prior to June 2012, estimated using a Black-Scholes option pricing model, were recognized as non-cash income or expense items within the statement of operations. The fair value accounting methodology for the warrant liability is no longer required following the contractual amendment. | ||||||||||||||||
During the years ended December 31, 2013 and 2012, there were no transfers in or out of the Level 3 hierarchy. Changes in Level 3 liabilities are as follows (in thousands): | ||||||||||||||||
Year ended December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Balance, beginning of year | $ | — | $ | 16,622 | ||||||||||||
Fair value adjustments, net | — | (2,649 | ) | |||||||||||||
Reclassification to additional paid-in capital | — | (13,973 | ) | |||||||||||||
Net transfers in/(out) | — | — | ||||||||||||||
Balance, end of year | $ | — | $ | — | ||||||||||||
Assets Measured at Fair Value on a Nonrecurring Basis | ||||||||||||||||
The Company’s non-financial assets, including property and equipment, goodwill and other intangible assets are measured at fair value on a non-recurring basis and are subject to fair value adjustment in certain circumstances. No impairment of any of these assets was recognized during the years ended December 31, 2013, 2012 and 2011. | ||||||||||||||||
Fair Value of Other Financial Instruments | ||||||||||||||||
The carrying amounts of certain financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, approximate fair value due to the short-term nature of these accounts. The Company had no cash equivalents at December 31, 2013 or 2012. | ||||||||||||||||
The carrying value and estimated fair value of the Company’s convertible notes and long-term debt are as follows (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Carrying | Fair | Carrying | Fair | |||||||||||||
Value | Value | Value | Value | |||||||||||||
2008 Notes (1) | $ | — | $ | — | $ | 5,133 | $ | 5,163 | ||||||||
Term loan | 45,833 | 45,833 | 25,000 | 25,000 | ||||||||||||
Borrowings under the revolving credit facility | 16,272 | 16,272 | — | — | ||||||||||||
Capital lease obligations | — | — | 1,784 | 1,736 | ||||||||||||
-1 | The carrying value of the 2008 Notes represents the discounted debt component only, while the fair value of the Notes is based on the market value of the respective notes, including convertible equity features. | |||||||||||||||
The estimated fair value of the 2008 Notes is based upon quoted market prices. The carrying value of the term loan and borrowings under the revolving credit facility approximate their fair value because the interest rate is variable. The fair value of capital lease obligations is based on recent lease rates adjusted for a risk premium. |
Earnings_Per_Share
Earnings Per Share | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||
Earnings Per Share | ' | |||||||||||
Earnings Per Share | ||||||||||||
Basic earnings per common share is calculated by dividing net income attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per common share is calculated by dividing net income attributable to common stockholders, adjusted for the effect of assumed conversions of convertible notes and preferred stock, by the weighted average number of common shares outstanding combined with dilutive common share equivalents outstanding, if the effect is dilutive. | ||||||||||||
In connection with the sale of the 2008 Notes, the Company entered into a Share Lending Agreement for 3.8 million shares of the Company’s common stock (see Note 10 – Share Lending Agreement). Contractual undertakings of the Borrower have the effect of substantially eliminating the economic dilution that otherwise would result from the issuance of the Borrowed Shares, and all shares outstanding under the Share Lending Agreement are contractually obligated to be returned to the Company. As a result, shares loaned under the Share Lending Agreement are not considered outstanding for the purpose of computing and reporting earnings per share. The Share Lending Agreement was terminated on January 22, 2013 upon the return of all Borrowed Shares to the Company. | ||||||||||||
On February 4, 2011, the Company exercised its contractual right to mandatorily convert all outstanding shares of convertible preferred stock into common stock. On February 15, 2013, the Company repurchased all of the remaining $5.2 million of outstanding 2008 Notes for cash. | ||||||||||||
For the years ended December 31, 2013 and 2011, convertible notes were excluded from the calculation of diluted earnings per common share as inclusion would be anti-dilutive. At December 31, 2013, 2012 and 2011, approximately 0.1 million, 0.1 million and 1.1 million stock options, respectively, with an exercise price in excess of the average market price of the Company’s common stock were also excluded from the calculation of diluted earnings per share. | ||||||||||||
Basic and diluted earnings per common share are as follows (in thousands, except per share data): | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Net income attributable to common stockholders - Basic | $ | 36,178 | $ | 49,791 | $ | 26,540 | ||||||
Impact of assumed conversions: | ||||||||||||
Interest on convertible notes | — | 1,959 | — | |||||||||
Dividends on preferred stock | — | — | 141 | |||||||||
Net income attributable to common stockholders - Diluted | $ | 36,178 | $ | 51,750 | $ | 26,681 | ||||||
Weighted average common shares outstanding - Basic | 51,346 | 48,185 | 44,229 | |||||||||
Assumed conversions: | ||||||||||||
Incremental common shares from warrants | 1,355 | 1,560 | 2,222 | |||||||||
Incremental common shares from stock options | 1,133 | 992 | 747 | |||||||||
Incremental common shares from restricted stock units | 7 | 116 | — | |||||||||
Incremental common shares from convertible preferred stock before conversion | — | — | 440 | |||||||||
Incremental common shares from convertible senior notes | — | 2,701 | — | |||||||||
Weighted average common shares outstanding - Diluted | 53,841 | 53,554 | 47,638 | |||||||||
Basic earnings per common share | $ | 0.7 | $ | 1.03 | $ | 0.6 | ||||||
Diluted earnings per common share | $ | 0.67 | $ | 0.97 | $ | 0.56 | ||||||
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Income Tax Disclosure [Abstract] | ' | |||||||||||
Income Taxes | ' | |||||||||||
Income Taxes | ||||||||||||
Components of the income tax expense (benefit) are as follows (in thousands): | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Current: | ||||||||||||
Federal | $ | 15,225 | $ | 12,072 | $ | 4,550 | ||||||
State | 3,322 | 1,450 | 1,211 | |||||||||
Foreign | 1,432 | 891 | 883 | |||||||||
Total current | 19,979 | 14,413 | 6,644 | |||||||||
Deferred: | ||||||||||||
Federal | 1,336 | (18,836 | ) | 1,107 | ||||||||
State | (543 | ) | 90 | 111 | ||||||||
Total deferred | 793 | (18,746 | ) | 1,218 | ||||||||
Income tax expense (benefit) | $ | 20,772 | $ | (4,333 | ) | $ | 7,862 | |||||
A reconciliation of the U.S. federal statutory tax rate to the effective income tax rate is as follows: | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Federal statutory tax rate | 35 | % | 35 | % | 35 | % | ||||||
State income taxes, net of federal benefit | 2.8 | 2.3 | 2.3 | |||||||||
Change in valuation allowance | — | (41.0 | ) | (8.5 | ) | |||||||
Warrant liability fair value adjustment | — | (2.0 | ) | (8.5 | ) | |||||||
Domestic production activities deduction | (2.6 | ) | (3.0 | ) | (1.2 | ) | ||||||
Other | 1.3 | (0.8 | ) | 0.9 | ||||||||
Effective income tax rate | 36.5 | % | (9.5 | )% | 20 | % | ||||||
Deferred income taxes reflect the tax effect of temporary differences between the carrying value of assets and liabilities for financial reporting purposes and the value reported for income tax purposes, at the enacted tax rates expected to be in effect when the differences reverse. The components of deferred tax assets and liabilities are as follows (in thousands): | ||||||||||||
December 31, | ||||||||||||
2013 | 2012 | |||||||||||
Deferred tax assets: | ||||||||||||
Net operating loss carryforwards | $ | 11,665 | $ | 12,285 | ||||||||
Allowance for doubtful accounts | 383 | 262 | ||||||||||
Inventory valuation reserves | 1,503 | 1,109 | ||||||||||
Equity compensation | 3,693 | 4,216 | ||||||||||
Intangible assets and goodwill | — | 13,061 | ||||||||||
Accrued compensation | 598 | — | ||||||||||
Other | 1 | 2 | ||||||||||
Total gross deferred tax assets | 17,843 | 30,935 | ||||||||||
Valuation allowance | (856 | ) | (835 | ) | ||||||||
Total deferred tax assets, net | 16,987 | 30,100 | ||||||||||
Deferred tax liabilities: | ||||||||||||
Property and equipment | (12,374 | ) | (8,227 | ) | ||||||||
Intangible assets and goodwill | (9,587 | ) | — | |||||||||
Convertible debt | (5,020 | ) | (4,785 | ) | ||||||||
Prepaid insurance and other | (47 | ) | (520 | ) | ||||||||
Total gross deferred tax liabilities | (27,028 | ) | (13,532 | ) | ||||||||
Net deferred tax (liabilities) assets | $ | (10,041 | ) | $ | 16,568 | |||||||
Deferred taxes are presented in the balance sheets as follows (in thousands): | ||||||||||||
December 31, | ||||||||||||
2013 | 2012 | |||||||||||
Current deferred tax assets | $ | 2,522 | $ | 1,274 | ||||||||
Non-current deferred tax assets | 15,012 | 16,045 | ||||||||||
Non-current deferred tax liabilities | (27,575 | ) | (751 | ) | ||||||||
Net deferred tax (liabilities) assets | $ | (10,041 | ) | $ | 16,568 | |||||||
The change in the net deferred tax assets (liabilities) relates primarily to an increase in deferred tax liabilities from the acquisition of Florida Chemical. As part of its acquisition assessment, the Company recognized a deferred tax asset related to Florida Chemical's allowance for doubtful accounts and inventory obsolescence reserve expected to be realized in the future. In addition, the Company recorded a deferred tax liability for the difference between the assigned fair values of the tangible and intangible assets acquired and the tax bases of those assets. | ||||||||||||
As of December 31, 2013, the Company had U.S. net operating loss carryforwards of $30.6 million, expiring in various amounts in 2028 through 2030. The ability to utilize net operating losses and other tax attributes could be subject to a significant limitation if the Company were to undergo an “ownership change” for purposes of Section 382 of the Tax Code. | ||||||||||||
The Company’s corporate organizational structure requires the filing of two separate consolidated U.S. Federal income tax returns. Taxable income of one group ("Group A") cannot be offset by tax attributes, including net operating losses of the other group ("Group B"). The Company considers all available evidence, both positive and negative, to determine whether a valuation allowance is necessary. The Company considers cumulative losses in recent years as significant negative evidence. The Company considers recent years to mean the current year plus the two preceding years. | ||||||||||||
Prior to December 31, 2012, the Company has not had sufficient positive evidence to overcome the existence of a cumulative loss in Group B and thus has, prior to December 31, 2012, maintained a full valuation allowance against deferred tax assets of that group. As of December 31, 2012, Group B was no longer in a cumulative loss position. Accordingly, the Company considered the objectively verifiable positive evidence for projecting future income, which included primarily determining the average of the pre-tax income of the current and prior two years after adjusting for certain items not indicative of future performance. Based on this analysis, the Company determined a valuation allowance was no longer necessary for the group's U.S. federal deferred tax assets. Accordingly, the Company decreased its valuation allowance by $16.5 million at December 31, 2012 and recognized a reduction of deferred federal income tax expense. As Group B continues to be in a cumulative loss position as of December 31, 2013 in certain state jurisdictions, the Company has determined that a valuation allowance of $0.9 million is required for deferred tax assets. | ||||||||||||
The Company has not calculated U.S. taxes on unremitted earnings of certain non-U.S. subsidiaries due to the Company’s intent to reinvest the unremitted earnings of the non-U.S. subsidiaries. At December 31, 2013, the Company had approximately $2.8 million in unremitted earnings outside the U.S. which were not included for U.S. tax purposes. U.S. income tax liability would be incurred if these funds were remitted to the U.S. It is not practicable to estimate the amount of the deferred tax liability on such unremitted earnings. | ||||||||||||
The Company has performed an evaluation and concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. The evaluation was performed for the tax years which remain subject to examination by tax jurisdictions as of December 31, 2013 which are the years ended December 31, 2010 through December 31, 2013 for U.S. federal taxes and the years ended December 31, 2009 through December 31, 2013 for state tax jurisdictions. | ||||||||||||
The Company’s policy is to record penalties and interest related to income tax matters as income tax expense. |
Convertible_Preferred_Stock_an
Convertible Preferred Stock and Stock Warrants | 12 Months Ended |
Dec. 31, 2013 | |
Warrants and Rights Note Disclosure [Abstract] | ' |
Convertible Preferred Stock and Stock Warrants | ' |
Convertible Preferred Stock and Stock Warrants | |
In August 2009, the Company sold 16,000 units (the “Units”), consisting of preferred stock and warrants for $1,000 per Unit. Each Unit consisted of one share of Series A cumulative convertible preferred stock (“Convertible Preferred Stock”), detachable warrants to purchase up to 155 shares of the Company's common stock at an exercise price of $2.31 per share (“Exercisable Warrants”) and detachable contingent warrants to purchase up to 500 shares of the Company's common stock at an exercise price of $2.45 per share (“Contingent Warrants”). | |
The gross proceeds from issuance of the Units were allocated, at the date of the transaction, based upon the preferred stock and warrants relative fair values. The Company obtained third-party valuations to assist in quantifying the relative fair value of the Unit’s debt and equity components. The fair value of the warrants was determined with the Black-Scholes option-pricing model assuming a five-year term, a volatility rate of 54%, a risk-free rate of return of 2.7%, and an assumed dividend rate of zero. The fair value of the preferred stock component was determined based upon a valuation of the beneficial conversion right and the host contract. The fair value of the beneficial conversion right was estimated based upon a Monte Carlo simulation of the Company’s possible future stock price to assess the likelihood of conversion. Due to a lack of comparable transactions by companies with similar credit ratings, the value of the host contract was determined by applying a risk-adjusted rate of return to the annual dividend. At the date of the transaction, the Company recorded approximately 68% of the proceeds or $10.8 million (net of the discount recognized upon the allocation of proceeds to the detachable warrants) as preferred stock in stockholders’ equity. The fair value of the detachable warrants was assessed at $5.2 million and recorded as a warrant liability. The Company determined that the conversion option embedded within the preferred stock had intrinsic value beneficial to the holders of the preferred stock. The intrinsic value was determined to be $5.2 million and was recorded as a beneficial conversion discount with an offset to additional paid-in capital at the date of the transaction. The preferred stock conversion period was estimated to be 36 months based upon an evaluation of the conversion options. | |
Preferred Stock | |
Each share of Convertible Preferred Stock was convertible at any time, at the holder’s option, into 434.782 shares of the Company’s common stock. This conversion rate represents an equivalent conversion price of approximately $2.30 per share of common stock. | |
Each share of Convertible Preferred Stock had a liquidation preference of $1,000. Dividends accrued at a rate of 15% of the liquidation preference per year and accumulated, if not paid quarterly. Subsequent to February 11, 2010, the Company had the ability to convert the preferred shares into common shares if the closing price of the common stock met certain price criteria. In the event any Convertible Preferred Stock was converted, the Company was obligated to pay an amount, in cash or common stock, equal to eight quarterly dividend payments less any dividends previously paid. | |
On January 6, 2011, the Company paid all accumulated and unpaid dividends on the outstanding shares of Convertible Preferred Stock in shares of the Company’s common stock. The payment, at an annual rate of 15% of the liquidation preference, covered the period from issuance, August 12, 2009, through December 31, 2010. Dividends per share of $208.33 were paid in shares of common stock valued at $4.81, based upon the prior ten business day volume-weighted average price per share. Fractional shares were paid in cash. | |
On February 4, 2011, the Company exercised its contractual right to mandatorily convert all outstanding shares of Convertible Preferred Stock into shares of common stock at the prevailing conversion rate of 434.782 shares of common stock for each share of preferred stock. The Company issued 4,871,719 shares of common stock for preferred share conversions during 2011, including those mandatorily converted. Holders of preferred shares subject to mandatory conversion were entitled to eight quarterly dividend payments. On February 4, 2011, dividends per share of $91.67 were paid in shares of common stock valued at $6.63, based upon the prior ten business day volume-weighted average price per share. Fractional shares were paid in cash. | |
Stock Warrants | |
Exercisable Warrants were exercisable upon issuance and expire August 12, 2014, if not exercised. Contingent Warrants became exercisable on November 9, 2009, and expire November 9, 2014, if not exercised. Prior to June 14, 2012, the warrants contained anti-dilution price protection in the event the Company issued shares of common stock or securities exercisable for, or convertible into, common stock at a price per share less than the warrants' exercise price. In accordance with these contractual anti-dilution price adjustment provisions, the warrants were re-priced as a result of a payment of a portion of the initial and deferred commitment fees related to the Company's term loan with common stock on March 31, 2010 and September 30, 2010. | |
Due to the anti-dilution price adjustment provisions established at the issuance date, the warrants were deemed to be a liability and were recorded at fair value at the date of issuance. The warrant liability was adjusted to fair value at the end of each reporting period through the statement of operations during the period the anti-dilution price adjustment provisions were in effect. On June 14, 2012, contractual provisions within the Company's Exercisable and Contingent Warrant agreements were modified to eliminate the anti-dilution price adjustment provisions of the warrants and remove the cash settlement provisions in the event of a change of control. The amended warrants now qualify to be classified as equity. Accordingly, the Company revalued the warrants as of June 14, 2012, the date of contractual amendment. The change in fair value of the warrant liability compared to the fair value on December 31, 2011, $2.6 million, was recognized in income during 2012. The revalued warrant liability of $14.0 million was reclassified to additional paid-in capital on June 14, 2012. There will no longer be fair value adjustments as long as the warrants continue to meet the criteria for equity classification. | |
The Company used the Black-Scholes option-pricing model to estimate the fair value of the warrant liability for each reporting period. On June 14, 2012, the date the warrants were amended, inputs into the fair value calculation included the actual remaining term of the warrants, a volatility rate of 58.1%, a risk-free rate of return of 0.36%, and an assumed dividend rate of zero. | |
During the years ended December 31, 2013 and 2012, warrants were exercised to purchase 267,000 shares and 348,350 shares, respectively, of the Company’s common stock for which the Company received cash proceeds of $0.3 million and $0.4 million, respectively. At December 31, 2013, Exercisable and Contingent Warrants to purchase up to 1,277,250 shares of common stock at $1.21 per share remain outstanding. |
Common_Stock
Common Stock | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Common Stock [Abstract] | ' | |||||||||||||
Common Stock | ' | |||||||||||||
Common Stock | ||||||||||||||
The Company’s Certificate of Incorporation, as amended November 9, 2009, authorizes the Company to issue up to 80 million shares of common stock, par value $0.0001 per share, and 100,000 shares of one or more series of preferred stock, par value $0.0001 per share. | ||||||||||||||
A reconciliation of the changes in common shares issued is as follows: | ||||||||||||||
Year ended December 31, | ||||||||||||||
2013 | 2012 | |||||||||||||
Shares issued at the beginning of the year | 53,123,978 | 51,957,652 | ||||||||||||
Issued to purchase Florida Chemical Company | 3,284,180 | — | ||||||||||||
Issued upon exercise of warrants | 267,000 | 348,350 | ||||||||||||
Issued from restricted stock units | 217,089 | — | ||||||||||||
Issued as restricted stock award grants | 802,164 | 750,476 | ||||||||||||
Issued upon exercise of stock options | 571,500 | 67,500 | ||||||||||||
Shares issued at the end of the year | 58,265,911 | 53,123,978 | ||||||||||||
Stock-Based Incentive Plans | ||||||||||||||
Stockholders approved long term incentive plans in 2010, 2007, 2005 and 2003 (the “2010 Plan,” the “2007 Plan,” the “2005 Plan” and the “2003 Plan,” respectively) under which the Company may grant equity awards to officers, key employees, and non-employee directors in the form of stock options, restricted stock and certain other incentive awards. The maximum number of shares that may be issued under the 2010 Plan, 2007 Plan and 2005 Plan are 6.0 million, 2.2 million and 1.9 million, respectively. A December 31, 2013, the Company had a total of 0.3 million shares remaining to be granted under the 2010 Plan, 2007 Plan and 2005 Plan. Shares may no longer be granted under the 2003 Plan. | ||||||||||||||
Stock Options | ||||||||||||||
All stock options are granted with an exercise price equal to the market value of the Company’s common stock on the date of grant. Options expire no later than ten years from the date of grant and generally vest in four years or less. Proceeds received from stock option exercises are credited to common stock and additional paid-in capital, as appropriate. The Company uses historical data to estimate pre-vesting option forfeitures. Estimates are adjusted when actual forfeitures differ from the estimate. Stock-based compensation expense is recorded for all equity awards expected to vest. | ||||||||||||||
The fair value of stock options at the date of grant is calculated using the Black-Scholes option pricing model. The risk free interest rate is based on the implied yield of U.S. Treasury zero-coupon securities that correspond to the expected life of the option. Volatility is estimated based on historical and implied volatilities of the Company’s stock and of identified companies considered to be representative peers of the Company. The expected life of awards granted represents the period of time the options are expected to remain outstanding. The Company uses the “simplified” method which is permitted for companies that cannot reasonably estimate the expected life of options based on historical share option exercise experience. The Company does not expect to pay dividends on common stock. No options were granted to employees during 2013 and 2012. Assumptions used in the Black-Scholes option pricing model for stock options granted in 2011 are as follows: | ||||||||||||||
Year ended December 31, 2011 | ||||||||||||||
Risk-free interest rate | .94%-1.825% | |||||||||||||
Expected volatility of common stock | 67.7%-70.3% | |||||||||||||
Expected life of options in years | 3.50*-4.00 | |||||||||||||
Dividend yield | — | % | ||||||||||||
Vesting period in years | 3.5-4.0 | |||||||||||||
*Grants were made to an optionee for whom the Company was able to reasonably estimate the expected life of the award. | ||||||||||||||
The Black-Scholes option valuation model was developed to estimate the fair value of traded options that have no vesting restrictions and are fully-transferable. Because option valuation models require the use of subjective assumptions, changes in these assumptions can materially affect the fair value calculation. The Company’s options are not characteristic of traded options; therefore, the option valuation models do not necessarily provide a reliable measure of the fair value of options. | ||||||||||||||
Stock option activity for the year ended December 31, 2013 is as follows: | ||||||||||||||
Options | Shares | Weighted-Average | Weighted-Average | Aggregate | ||||||||||
Exercise | Remaining | Intrinsic Value | ||||||||||||
Price | Contractual Term | |||||||||||||
(in years) | ||||||||||||||
Outstanding as of January 1, 2013 | 2,457,586 | $ | 5.65 | |||||||||||
Exercised | (571,500 | ) | 7.7 | |||||||||||
Forfeited | (5,000 | ) | 1.38 | |||||||||||
Expired | (17,044 | ) | 22.4 | |||||||||||
Outstanding as of December 31, 2013 | 1,864,042 | $ | 4.95 | 6.26 | $ | 28,253,321 | ||||||||
Vested or expected to vest at | ||||||||||||||
December 31, 2013 | 1,862,960 | $ | 4.95 | 6.26 | $ | 28,216,770 | ||||||||
Options exercisable as of | ||||||||||||||
December 31, 2013 | 1,836,942 | $ | 4.98 | 6.25 | $ | 27,763,907 | ||||||||
The weighted-average grant-date fair value of stock options granted during the year ended December 31, 2011 was $8.47 per share. The total intrinsic value of stock options exercised during the years ended December 31, 2013, 2012 and 2011 was $5.6 million, $0.6 million and $0.2 million, respectively. The total fair value of stock options vesting during the years ended December 31, 2013, 2012 and 2011 was $4.2 million, $0.5 million and $0.5 million, respectively. | ||||||||||||||
At December 31, 2013, the Company had less than $0.1 million of measured but unrecognized compensation expense related to non-vested stock options. This cost is expected to be recognized over a weighted-average period of 0.9 years. | ||||||||||||||
Restricted Stock | ||||||||||||||
The Company grants employees either time-vesting or performance-based restricted shares in accordance with terms specified in the Restricted Stock Agreements ("RSAs"). Time-vesting restricted shares vest after a stipulated period of time has elapsed subsequent to the date of grant, generally three to four years. Certain time-vested shares have also been issued with a portion of the shares granted vesting immediately. Performance-based restricted shares are issued with performance criteria defined over a designated performance period and vest only when, and if, the outlined performance criteria are met. During the year ended December 31, 2013, approximately 71% of the restricted shares granted were time-vesting and the remainder were performance-based. Grantees of restricted shares retain voting rights for the granted shares. | ||||||||||||||
Restricted stock share activity for the year ended December 31, 2013 is as follows: | ||||||||||||||
Restricted Stock Shares | Shares | Weighted- | ||||||||||||
Average Fair | ||||||||||||||
Value at Date of | ||||||||||||||
Grant | ||||||||||||||
Non-vested at January 1, 2013 | 1,324,290 | $ | 9.15 | |||||||||||
Granted | 629,135 | 15.17 | ||||||||||||
RSAs converted from 2012 restricted stock units | 173,029 | 11.04 | ||||||||||||
Vested | (943,447 | ) | 8.87 | |||||||||||
Forfeited | (115,352 | ) | 13.5 | |||||||||||
Non-vested at December 31, 2013 | 1,067,655 | $ | 12.78 | |||||||||||
The weighted-average grant-date fair value of restricted stock granted during the years ended December 31, 2013, 2012 and 2011 was $15.17, $11.03 and $8.79 per share, respectively. The total fair value of restricted stock that vested during the years ended December 31, 2013, 2012 and 2011 was $8.4 million, $5.4 million, and $7.2 million, respectively. | ||||||||||||||
At December 31, 2013, there was $8.5 million of unrecognized compensation expense related to non-vested restricted stock. The unrecognized compensation expense is expected to be recognized over a weighted-average period of 1.8 years. | ||||||||||||||
Restricted Stock Units | ||||||||||||||
During the year ended December 31, 2013, the Company granted performance-based restricted stock units ("RSUs") that will be converted into 175,576 shares of common stock. One-third of these shares will be issued as common stock in 2014 and the remaining 117,050 shares will be converted into RSAs that will vest in 2015 and 2016. | ||||||||||||||
Restricted stock unit share activity for the year ended December 31, 2013 is as follows: | ||||||||||||||
Restricted Stock Unit Shares | Shares | Weighted- | ||||||||||||
Average Fair | ||||||||||||||
Value at Date of | ||||||||||||||
Grant | ||||||||||||||
RSU share equivalents at January 1, 2013 | 390,118 | $ | 11.04 | |||||||||||
Issued as shares in 2013 | (217,089 | ) | 11.04 | |||||||||||
2012 RSUs converted to RSAs in 2013 | (173,029 | ) | 11.04 | |||||||||||
Share equivalents earned in 2013 | 175,576 | 16.35 | ||||||||||||
RSU share equivalents at December 31, 2013 | 175,576 | $ | 16.35 | |||||||||||
At December 31, 2013, there was $1.9 million of unrecognized compensation expense related to 2013 restricted stock units. The unrecognized compensation expense is expected to be recognized over a weighted-average period of 1.9 years. | ||||||||||||||
Employee Stock Purchase Plan | ||||||||||||||
The Company's Employee Stock Purchase Plan (ESPP) was approved by stockholders on May 18, 2012. The Company registered 500,000 shares of its common stock, currently held as treasury shares, for issuance under the ESPP. The purpose of the ESPP is to provide employees with an opportunity to purchase shares of the Company's common stock through accumulated payroll deductions. The ESPP allows participants to purchase common stock at a purchase price equal to 85% of the fair market value of the common stock on the last business day of a three-month offering period which coincides with calendar quarters. The first quarterly offering period began on October 1, 2012. Payroll deductions may not exceed 10% of an employee's compensation and participants may not purchase more than 1,000 shares in any one offering period. The fair value of the discount associated with shares purchased under the plan is recognized as share-based compensation expense and was $0.1 million and less than $0.1 million in 2013 and 2012, respectively. The total fair value of the shares purchased under the plan during 2013 and 2012 was $0.9 million and $0.2 million, respectively. The employee cost associated with participation in the plan was satisfied through payroll deductions. | ||||||||||||||
Share-Based Compensation Expense | ||||||||||||||
Non-cash share-based compensation expense related to stock options, restricted stock, restricted stock unit grants and stock purchased under the Company's ESPP was $10.9 million, $13.4 million and $7.4 million during the years ended December 31, 2013, 2012 and 2011, respectively. | ||||||||||||||
Treasury Stock | ||||||||||||||
The Company accounts for treasury stock using the cost method and includes treasury stock as a component of stockholders’ equity. During the years ended December 31, 2013 and 2012, the Company purchased 448,121 shares and 166,334 shares, respectively, of the Company’s common stock at market value as payment of income tax withholding owed by employees upon the vesting of restricted shares and the exercise of stock options. Shares issued as restricted stock awards to employees that were forfeited are accounted for as treasury stock. Shares surrendered for the exercise of stock options were 237,267 during the year ended December 31, 2013. These surrendered shares are also accounted for as treasury stock. | ||||||||||||||
During the years ended December 31, 2013 and 2012, JP Morgan Chase & Co. returned 2,439,558 shares and 659,340 shares, respectively, of the Company’s common stock that had been borrowed under the Share Lending Agreement. These shares are now included in treasury stock. | ||||||||||||||
Stock Repurchase Plan | ||||||||||||||
In November 2012, the Company's Board of Directors authorized the repurchase of up to $25 million of the Company's common stock. Repurchases may be made in the open market or through privately negotiated transactions. Through December 31, 2013, the Company has not repurchased any of its common stock through this repurchase program. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies | ' | ||||
Commitments and Contingencies | |||||
Litigation | |||||
The Company is subject to routine litigation and other claims that arise in the normal course of business. Management is not aware of any pending or threatened lawsuits or proceedings that are expected to have a material effect on the Company’s financial position, results of operations or liquidity. | |||||
Representation Agreements | |||||
In February 2011, the Company entered into two separate representation agreements with Basin Supply Corporation (“Basin Supply”), a multinational, energy industry-focused supply chain management company, to market certain of the Company’s specialty chemicals and downhole drilling products and services in various international markets, including the Middle East, Africa, Latin America and the former Soviet Union. Both agreements are effective through December 31, 2015 and each provided for a non-refundable retainer of $100,000 which was paid to Basin Supply in 2011 to assist with start-up and overhead costs. Under each agreement, Basin Supply is also eligible to receive warrants to purchase Flotek common stock upon exceeding contractually defined annual base and “stretch” sales targets. The number of warrants that could be issued under the terms of each of the agreements is 100,000 during 2014. | |||||
Operating Lease Commitments | |||||
The Company has operating leases for office space, vehicles and equipment. Future minimum lease payments under operating leases at December 31, 2013 are as follows (in thousands): | |||||
Year ending December 31, | Minimum | ||||
Lease | |||||
Payments | |||||
2014 | $ | 1,598 | |||
2015 | 1,284 | ||||
2016 | 1,192 | ||||
2017 | 875 | ||||
2018 | 677 | ||||
Thereafter | 3,551 | ||||
Total | $ | 9,177 | |||
Rent expense under operating leases totaled $1.7 million, $1.9 million and $1.8 million during the years ended December 31, 2013, 2012 and 2011, respectively. | |||||
401(k) Retirement Plan | |||||
The Company maintains a 401(k) retirement plan for the benefit of eligible employees in the U.S. All employees are eligible to participate in the plan upon employment. The Company matches 100% of employee 401(k) contributions of up to 2% of qualified compensation. During the years ended December 31, 2013, 2012 and 2011, compensation expense included $0.6 million, $0.5 million and $0.4 million, respectively, related to the Company’s 401(k) match. | |||||
Concentrations and Credit Risk | |||||
The majority of the Company’s revenue is derived from the oil and gas industry. Customers include major oilfield services companies, major integrated oil and natural gas companies, independent oil and natural gas companies, pressure pumping service companies and state-owned national oil companies. This concentration of customers in one industry increases credit and business risks. | |||||
The Company is subject to significant concentrations of credit risk within trade accounts receivable as the Company does not generally require collateral as support for trade receivables. In addition, the majority of the Company’s cash is maintained at a major financial institution and balances often exceed insurable amounts. |
Segment_Information
Segment Information | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||||||||||
Segment Information | ' | ||||||||||||||||||||||||
Segment Information | |||||||||||||||||||||||||
Segment Information | |||||||||||||||||||||||||
Operating segments are defined as components of an enterprise for which separate financial information is available that is regularly evaluated by chief operating decision-makers in deciding how to allocate resources and assess performance. With its acquisition of Florida Chemical Company, Inc. on May 10, 2013, the Company added operations in a new segment, Consumer and Industrial Chemical Technologies. The operations of the Company are now categorized into four reportable segments: Energy Chemical Technologies, Consumer and Industrial Chemical Technologies, Drilling Technologies and Artificial Lift Technologies. | |||||||||||||||||||||||||
• | Energy Chemical Technologies designs, develops, manufactures, packages and markets specialty chemicals, some of which hold patent protection, used in oil and gas well cementing, stimulation, acidizing, drilling and production. Activities in this segment also include construction and management of automated material handling facilities and management of loading facilities and blending operations for oilfield services companies. | ||||||||||||||||||||||||
• | Consumer and Industrial Chemical Technologies designs, develops and manufactures products that are sold to companies in the flavor and fragrance industry and the specialty chemical industry. These technologies are used by beverage and food companies, fragrance companies, and companies providing household and industrial cleaning products. | ||||||||||||||||||||||||
• | Drilling Technologies rents, inspects, manufactures and markets downhole drilling equipment used in energy, mining, water well and industrial drilling activities. | ||||||||||||||||||||||||
• | Artificial Lift Technologies assembles and markets artificial lift equipment, including the Petrovalve™ product line of rod pump components, electric submersible pumps, gas separators, valves and services that support natural gas, oil and coal bed methane production activities. | ||||||||||||||||||||||||
The Company evaluates performance based upon a variety of criteria. The primary financial measure is segment operating income. Various functions, including certain sales and marketing activities and general and administrative activities, are provided centrally by the corporate office. Costs associated with corporate office functions, other corporate income and expense items, and income taxes are not allocated to reportable segments. | |||||||||||||||||||||||||
Summarized financial information of the reportable segments is as follows (in thousands): | |||||||||||||||||||||||||
As of and for the year ended December 31, | Energy Chemical Technologies | Consumer and Industrial Chemical Technologies | Drilling Technologies | Artificial Lift Technologies | Corporate and | Total | |||||||||||||||||||
Other | |||||||||||||||||||||||||
2013 | |||||||||||||||||||||||||
Net revenue from external customers | $ | 200,932 | $ | 42,927 | $ | 112,406 | $ | 14,800 | $ | — | $ | 371,065 | |||||||||||||
Gross margin | 88,536 | 10,659 | 43,156 | 5,176 | — | 147,527 | |||||||||||||||||||
Income (loss) from operations | 65,396 | 6,260 | 18,306 | 3,060 | (34,296 | ) | 58,726 | ||||||||||||||||||
Depreciation and amortization | 3,160 | 1,126 | 9,632 | 250 | 941 | 15,109 | |||||||||||||||||||
Total assets | 127,119 | 86,640 | 135,738 | 16,647 | 9,437 | 375,581 | |||||||||||||||||||
Capital expenditures | 5,225 | 183 | 6,326 | 1,749 | 1,524 | 15,007 | |||||||||||||||||||
2012 | |||||||||||||||||||||||||
Net revenue from external customers | $ | 183,986 | $ | — | $ | 116,736 | $ | 12,106 | $ | — | $ | 312,828 | |||||||||||||
Gross margin | 81,438 | — | 45,709 | 4,472 | — | 131,619 | |||||||||||||||||||
Income (loss) from operations | 65,440 | — | 22,282 | 3,395 | (32,496 | ) | 58,621 | ||||||||||||||||||
Depreciation and amortization | 1,765 | — | 9,115 | 206 | 497 | 11,583 | |||||||||||||||||||
Total assets | 59,195 | — | 118,771 | 11,189 | 30,712 | 219,867 | |||||||||||||||||||
Capital expenditures | 3,553 | — | 12,264 | 77 | 4,807 | 20,701 | |||||||||||||||||||
2011 | |||||||||||||||||||||||||
Net revenue from external customers | $ | 140,836 | $ | — | $ | 102,470 | $ | 15,479 | $ | — | $ | 258,785 | |||||||||||||
Gross margin | 56,115 | — | 43,607 | 6,098 | — | 105,820 | |||||||||||||||||||
Income (loss) from operations | 43,549 | — | 23,035 | 4,296 | (21,992 | ) | 48,888 | ||||||||||||||||||
Depreciation and amortization | 1,594 | — | 8,061 | 196 | 254 | 10,105 | |||||||||||||||||||
Total assets | 54,958 | — | 113,130 | 10,815 | 53,109 | 232,012 | |||||||||||||||||||
Capital expenditures | 2,231 | — | 6,025 | 182 | 1,546 | 9,984 | |||||||||||||||||||
Geographic Information | |||||||||||||||||||||||||
Revenue by country is based on the location where services are provided and products are sold. No individual country other than the United States ("U.S.") accounted for more than 10% of revenue. Revenue by geographic location is as follows (in thousands): | |||||||||||||||||||||||||
Year ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
U.S. | $ | 319,649 | $ | 272,945 | $ | 222,304 | |||||||||||||||||||
Other countries | 51,416 | 39,883 | 36,481 | ||||||||||||||||||||||
Total | $ | 371,065 | $ | 312,828 | $ | 258,785 | |||||||||||||||||||
Long-lived assets held in countries other than the U.S. are not considered material to the consolidated financial statements. | |||||||||||||||||||||||||
Major Customers | |||||||||||||||||||||||||
Revenue from major customers, as a percentage of consolidated revenue, is as follows: | |||||||||||||||||||||||||
Year ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Customer A | 16.20% | 15.60% | 13.10% | ||||||||||||||||||||||
Customer B | * | 10.00% | * | ||||||||||||||||||||||
Customer C | * | * | 10.80% | ||||||||||||||||||||||
*These customers did not account for more than 10% of revenue. | |||||||||||||||||||||||||
Over 95% of the revenue from major customers noted above was from the Energy Chemical Technologies segment. |
Quarterly_Financial_Data
Quarterly Financial Data | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Quarterly Financial Data [Abstract] | ' | |||||||||||||||||||
Quarterly Financial Data (Unaudited) | ' | |||||||||||||||||||
Quarterly Financial Data (Unaudited) | ||||||||||||||||||||
First | Second | Third | Fourth | Total | ||||||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||||||
(in thousands, except per share data) | ||||||||||||||||||||
2013 | ||||||||||||||||||||
Revenue | $ | 78,243 | $ | 93,586 | $ | 98,388 | $ | 100,848 | $ | 371,065 | ||||||||||
Gross margin | 32,630 | 37,594 | 37,502 | 39,801 | 147,527 | |||||||||||||||
Net income | 7,765 | 8,440 | 8,968 | 11,005 | 36,178 | |||||||||||||||
Earnings per share (1): | ||||||||||||||||||||
Basic | $ | 0.16 | $ | 0.17 | $ | 0.17 | $ | 0.21 | $ | 0.7 | ||||||||||
Diluted | $ | 0.15 | $ | 0.16 | $ | 0.16 | $ | 0.2 | $ | 0.67 | ||||||||||
2012 | ||||||||||||||||||||
Revenue | $ | 79,195 | $ | 78,303 | $ | 78,628 | $ | 76,702 | $ | 312,828 | ||||||||||
Gross margin | 33,451 | 33,025 | 33,843 | 31,300 | 131,619 | |||||||||||||||
Net income | 3,606 | 13,178 | 9,806 | 23,201 | 49,791 | |||||||||||||||
Earnings per share (1): | ||||||||||||||||||||
Basic | $ | 0.08 | $ | 0.27 | $ | 0.2 | $ | 0.48 | $ | 1.03 | ||||||||||
Diluted | $ | 0.07 | $ | 0.25 | $ | 0.19 | $ | 0.44 | $ | 0.97 | ||||||||||
(1) The sum of the quarterly earnings per share (basic and diluted) may not agree to the earnings per share for the year due to the timing of common stock issuances. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Event | ' |
Subsequent Events | |
Acquisition of Eclipse IOR Services, LLC ("EOGA") | |
Effective January 1, 2014, the Company acquired 100% of the membership interests in EOGA, a leading Enhanced Oil Recovery ("EOR") design and injection firm, for $5.25 million and 94,354 shares of the Company's Common Stock. EOGA’s enhanced oil recovery processes and its use of polymers to improve the performance of EOR projects will be combined with the Company’s existing EOR products and services. | |
Exercise of Stock Warrants | |
On February 7, 2014, warrants were exercised to purchase 1,277,250 shares of the Company's common stock at $1.21 per share. The Company received cash proceeds of $1.5 million in connection with the warrants exercised. Following the exercise, the Company no longer had any outstanding warrants from its sale of preferred stock and warrants in August 2009 (see Note 14). |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |
Dec. 31, 2013 | ||
Accounting Policies [Abstract] | ' | |
Accounting Principles | ' | |
Accounting Principles | ||
The Company’s consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America ("GAAP”). | ||
Principles of Consolidation | ' | |
Principles of Consolidation | ||
The consolidated financial statements include the accounts of Flotek Industries, Inc. and all wholly-owned subsidiary corporations. All significant intercompany accounts and transactions have been eliminated in consolidation. The Company does not have investments in any unconsolidated subsidiaries. | ||
Business Combinations | ' | |
Business Combinations | ||
Acquisitions are accounted for by applying the acquisition method. Identifiable assets acquired and liabilities assumed are recorded at fair value at the acquisition date. Costs incurred to affect the acquisition are recognized as expenses as incurred. | ||
Cash Equivalents | ' | |
Cash Equivalents | ||
Cash equivalents consist of highly liquid investments with maturities of three months or less at the date of purchase. | ||
Cash Management | ||
In January 2013, the Company began using a controlled disbursement account for its main cash account. Under this system, outstanding checks can be in excess of the cash balances at the bank before the disbursement account is funded, creating a book overdraft. Book overdrafts on this account are presented as a current liability in accounts payable in the consolidated balance sheets. | ||
Accounts Receivable and Allowance for Doubtful Accounts | 'Accounts Receivable and Allowance for Doubtful AccountsAccounts receivable arise from product sales, product rentals and services and are stated at estimated net realizable value. This value incorporates an allowance for doubtful accounts to reflect any loss anticipated on accounts receivable balances. The Company regularly evaluates its accounts receivable to estimate amounts that will not be collected and records the appropriate provision for doubtful accounts as a charge to operating expenses. The allowance for doubtful accounts is based on a combination of the age of the receivables, individual customer circumstances, credit conditions and historical write-offs and collections. The Company writes off specific accounts receivable when they are determined to be uncollectible.The majority of the Company’s customers are engaged in the energy industry. The cyclical nature of the energy industry may affect customers’ operating performance and cash flows, which directly impact the Company’s ability to collect on outstanding obligations. Additionally, certain customers are located in international areas that are inherently subject to risks of economic, political and civil instability, which can impact the collectability of receivables. | |
Inventory | ' | |
Inventories | ||
Inventories consist of raw materials, work-in-process and finished goods and are stated at the lower of cost, determined using the weighted-average cost method, or market. Finished goods inventories include raw materials, direct labor and production overhead. The Company regularly reviews inventories on hand and records a provision for excess and obsolete inventory based primarily on forecasts of product demand, historical trends, market conditions, production or procurement requirements and technological developments and advancements. | ||
Property and Equipment | ' | |
Property and Equipment | ||
Property and equipment are stated at cost. The cost of ordinary maintenance and repair is charged to operating expense, while replacement of critical components and major improvements are capitalized. Depreciation or amortization of property and equipment, including assets held under capital leases, is calculated using the straight-line method over the asset’s estimated useful life: | ||
Buildings and leasehold | ||
improvements | 2-30 years | |
Machinery, equipment and rental | ||
tools | 7-10 years | |
Furniture and fixtures | 3 years | |
Transportation equipment | 2-5 years | |
Computer equipment and software | 3-7 years | |
Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate the carrying value of an asset or asset group may not be recoverable. Indicative events or circumstances include matters such as a significant decline in market value or a significant change in business climate. An impairment loss is recognized when the carrying value of an asset exceeds the estimated undiscounted future cash flows from the use of the asset and its eventual disposition. The amount of impairment loss recognized is the excess of the asset’s carrying value over its fair value. Assets to be disposed of are reported at the lower of the carrying value or the fair value less cost to sell. Upon sale or other disposition of an asset, the Company recognizes a gain or loss on disposal measured as the difference between the net carrying value of the asset and the net proceeds received. | ||
Internal Use Computer Software Costs | ' | |
Internal Use Computer Software Costs | ||
Direct costs incurred to purchase and develop computer software for internal use are capitalized during the application development and implementation stages. These software costs have been for enterprise-level business and finance software that is customized to meet the Company’s specific operational needs. Capitalized costs are included in property and equipment and are amortized on a straight-line basis over the estimated useful life of the software beginning when the software project is substantially complete and placed in service. Costs incurred during the preliminary project stage and costs for training, data conversion and maintenance are expensed as incurred. | ||
The Company amortizes software costs using the straight-line method over the expected life of the software, generally 3 to 7 years. The unamortized amount of capitalized software was $4.7 million at December 31, 2013. | ||
Goodwill | ' | |
Goodwill | ||
Goodwill is the excess of cost of an acquired entity over the amounts assigned to identifiable assets acquired and liabilities assumed in a business combination. Goodwill is not subject to amortization, but is tested for impairment annually during the fourth quarter, or more frequently if an event occurs or circumstances change that would indicate a potential impairment. These circumstances may include an adverse change in the business climate or a change in the assessment of future operations of a reporting unit. | ||
The Company assesses whether a goodwill impairment exists using both qualitative and quantitative assessments. The qualitative assessment involves determining whether events or circumstances exist that indicate it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. If, based on this qualitative assessment, it is determined that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company does not perform a quantitative assessment. | ||
If the qualitative assessment indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount or if the Company elects not to perform a qualitative assessment, a quantitative assessment or two-step impairment test is performed to determine whether goodwill impairment exists at the reporting unit. | ||
The first step is to compare the estimated fair value of each reporting unit with goodwill to its carrying amount, including goodwill. To determine fair value estimates, the Company uses the income approach based on discounted cash flow analyses, combined with a market-based approach. The market-based approach considers valuation comparisons of recent public sale transactions of similar businesses and earnings multiples of publicly traded businesses operating in industries consistent with the reporting unit. If the fair value of a reporting unit is less than its carrying amount, the second step of the impairment test is performed to determine the amount of impairment loss, if any. The second step compares the implied fair value of the reporting unit goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit’s goodwill exceeds its implied fair value, an impairment loss is recognized in an amount equal to that excess. | ||
Other Intangible Assets | ' | |
Other Intangible Assets | ||
The Company’s other intangible assets have finite and indefinite lives and consist of customer relationships, trademarks and brand names and purchased patents. | ||
The cost of intangible assets with finite lives is amortized using the straight-line method over the estimated period of economic benefit, ranging from 2 to 20 years. Asset lives are adjusted whenever there is a change in the estimated period of economic benefit. No residual value has been assigned to these intangible assets. | ||
Intangible assets with finite lives are tested for impairment whenever events or changes in circumstances indicate the carrying value may not be recoverable. These conditions may include a change in the extent or manner in which the asset is being used or a change in future operations. The Company assesses the recoverability of the carrying amount by preparing estimates of future revenue, margins and cash flows. If the sum of expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, an impairment loss is recognized. The impairment loss recognized is the amount by which the carrying amount exceeds the fair value. Fair value of these assets may be determined by a variety of methodologies, including discounted cash flow models. | ||
Intangible assets with indefinite lives are not subject to amortization, but are tested for impairment annually during the fourth quarter, or more frequently if an event occurs or circumstances change that would indicate a potential impairment. These circumstances may include, but are not limited to, a significant adverse change in the business climate, unanticipated competition, or a change in projected operations or results of a reporting unit. | ||
The Company assesses whether an indefinite lived intangible impairment exists using both qualitative and quantitative assessments. The qualitative assessment involves determining whether events or circumstances exist that indicate it is more likely than not that the fair value of the indefinite lived intangible is less than its carrying amount. If, based on this qualitative assessment, it is determined that it is not more likely than not that the fair value of the indefinite lived intangible is less than its carrying amount, the Company does not perform a quantitative assessment. | ||
If the qualitative assessment indicates that it is more likely than not that the indefinite-lived intangible asset is impaired or if the Company elects to not perform a qualitative assessment, the Company then performs the quantitative impairment test. The quantitative impairment test for an indefinite-lived intangible asset consists of a comparison of the fair value of the asset with its carrying amount. If the carrying amount of an intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. Fair value of these assets may be determined by a variety of methodologies, including discounted cash flows. | ||
Warrant liability | ' | |
Warrant Liability | ||
Prior to June 2012, the Company used the Black-Scholes option-pricing model to estimate the fair value of its warrant liability. On June 14, 2012, provisions in the Company’s outstanding warrants were amended to eliminate anti-dilution price adjustment provisions and remove cash settlement provisions in the event of a change of control. Upon amendment, the warrants met the requirements for classification as equity. All fluctuations in the fair value of the warrant liability prior to June 2012 were recognized as non-cash income or expense items within the statement of operations. The fair value accounting methodology for the warrant liability is no longer required. | ||
Fair Value Measurements | ' | |
Fair Value Measurements | ||
The Company categorizes financial assets and liabilities using a three-tier fair value hierarchy, based on the nature of the inputs used to determine fair value. Inputs refer broadly to assumptions market participants would use to value an asset or liability and may be observable or unobservable. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (level 1) and the lowest priority to unobservable inputs (level 3). “Level 1” measurements are measurements using quoted prices in active markets for identical assets and liabilities. “Level 2” measurements are measurements using quoted prices in markets that are not active or that are based on quoted prices for similar assets or liabilities. “Level 3” measurements are measurements that use significant unobservable inputs which require a company to develop its own assumptions. When determining the fair value of assets and liabilities, the Company uses the most reliable measurement available. | ||
Revenue Recognition | ' | |
Revenue Recognition | ||
Revenue for product sales and services is recognized when all of the following criteria have been met: (i) persuasive evidence of an arrangement exists, (ii) products are shipped or services rendered to the customer and significant risks and rewards of ownership have passed to the customer, (iii) the price to the customer is fixed and determinable and (iv) collectability is reasonably assured. Products and services are sold with fixed or determinable prices and do not include right of return provisions or other significant post-delivery obligations. Deposits and other funds received in advance of delivery are deferred until the transfer of ownership is complete. Shipping and handling costs are reflected in cost of revenue. Taxes collected are not included in revenue, rather taxes are accrued for future remittance to governmental authorities. | ||
The Logistics division of chemicals recognizes revenue from design and construction oversight contracts under the percentage-of-completion method of accounting, measured by the percentage of “costs incurred to date” to the “total estimated costs of completion.” This percentage is applied to the “total estimated revenue at completion” to calculate proportionate revenue earned to date. Contracts for services are inclusive of direct labor and material costs, as well as, indirect costs of operations. General and administrative costs are charged to expense as incurred. Changes in job performance metrics and estimated profitability, including contract bonus or penalty provisions and final contract settlements, are recognized in the period such revisions appear probable. Known or anticipated losses on contracts are recognized in full when amounts are probable and estimable. Bulk material loading revenue is recognized as services are performed. | ||
Drilling revenue is recognized upon receipt of a signed and dated field billing ticket from the customer. Customers are charged contractually agreed amounts for oilfield rental equipment damaged or lost-in-hole (“LIH”). LIH proceeds are recognized as revenue and the associated carrying value is charged to cost of sales. LIH revenue totaled $5.9 million, $4.2 million and $4.5 million for the years ended December 31, 2013, 2012 and 2011, respectively. | ||
The Company generally is not contractually obligated to accept returns, except for defective products. Typically products determined to be defective are replaced or the customer is issued a credit memo. Based on historical return rates, no provision is made for returns at the time of sale. All costs associated with product returns are expensed as incurred. | ||
Revenue Recognition | ||
Revenue for product sales and services is recognized when all of the following criteria have been met: (i) persuasive evidence of an arrangement exists, (ii) products are shipped or services rendered to the customer and significant risks and rewards of ownership have passed to the customer, (iii) the price to the customer is fixed and determinable and (iv) collectability is reasonably assured. Products and services are sold with fixed or determinable prices and do not include right of return provisions or other significant post-delivery obligations. Deposits and other funds received in advance of delivery are deferred until the transfer of ownership is complete. Shipping and handling costs are reflected in cost of revenue. Taxes collected are not included in revenue, rather taxes are accrued for future remittance to governmental authorities. | ||
The Logistics division of chemicals recognizes revenue from design and construction oversight contracts under the percentage-of-completion method of accounting, measured by the percentage of “costs incurred to date” to the “total estimated costs of completion.” This percentage is applied to the “total estimated revenue at completion” to calculate proportionate revenue earned to date. Contracts for services are inclusive of direct labor and material costs, as well as, indirect costs of operations. General and administrative costs are charged to expense as incurred. Changes in job performance metrics and estimated profitability, including contract bonus or penalty provisions and final contract settlements, are recognized in the period such revisions appear probable. Known or anticipated losses on contracts are recognized in full when amounts are probable and estimable. Bulk material loading revenue is recognized as services are performed. | ||
Drilling revenue is recognized upon receipt of a signed and dated field billing ticket from the customer. Customers are charged contractually agreed amounts for oilfield rental equipment damaged or lost-in-hole (“LIH”). LIH proceeds are recognized as revenue and the associated carrying value is charged to cost of sales. LIH revenue totaled $5.9 million, $4.2 million and $4.5 million for the years ended December 31, 2013, 2012 and 2011, respectively. | ||
The Company generally is not contractually obligated to accept returns, except for defective products. Typically products determined to be defective are replaced or the customer is issued a credit memo. Based on historical return rates, no provision is made for returns at the time of sale. All costs associated with product returns are expensed as incurred. | ||
Foreign Currency Translation | ' | |
Foreign Currency Translation | ||
Financial statements of foreign subsidiaries are prepared using the currency of the primary economic environment of the foreign subsidiaries, as the functional currency. Assets and liabilities of foreign subsidiaries are translated into U.S. dollars at exchange rates in effect as of the end of identified reporting periods. Revenue and expense transactions are translated using the average monthly exchange rate for the reporting period. Resultant translation adjustments are recognized as other comprehensive income (loss) within stockholders’ equity. | ||
Comprehensive Income (Loss) | ' | |
Comprehensive Income (Loss) | ||
Comprehensive income (loss) encompasses all changes in stockholders’ equity except those arising from investments from, and distributions to stockholders. The Company’s comprehensive income (loss) includes net income and foreign currency translation adjustments. | ||
Research and Development Costs | ' | |
Research and Development Costs | ||
Expenditures for research activities relating to product development and improvement are charged to expense as incurred. | ||
Income Taxes | ' | |
Income Taxes | ||
The Company has two U.S. tax filing groups which file separate U.S. Federal tax returns. Taxable income of one return cannot be offset by tax attributes, including net operating losses, of the other return. | ||
The Company uses the liability method in accounting for income taxes. Deferred tax assets and liabilities are recognized for temporary differences between financial statement carrying amounts and the tax bases of assets and liabilities, and are measured using the tax rates expected to be in effect when the differences reverse. Deferred tax assets and liabilities are recognized related to the anticipated future tax effects of temporary differences between the financial statement basis and the tax basis of the Company’s assets and liabilities using statutory tax rates at the applicable year end. Deferred tax assets are also recognized for operating loss and tax credit carry forwards. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is used to reduce deferred tax assets when uncertainty exists regarding their realization. | ||
A valuation allowance is recorded to reduce previously recorded tax assets when it becomes more-likely-than-not that such assets will not be realized. The Company evaluates, at least annually, net operating loss carry forwards and other net deferred tax assets and considers all available evidence, both positive and negative, to determine whether a valuation allowance is necessary relative to net operating loss carry forwards and other net deferred tax assets. In making this determination, the Company considers cumulative losses in recent years as significant negative evidence. The Company considers recent years to mean the current year plus the two preceding years. The Company considers the recent cumulative income or loss position of its filings groups as objectively verifiable evidence for the projection of future income, which consists primarily of determining the average of the pre-tax income of the current and prior two years after adjusting for certain items not indicative of future performance. Based on this analysis, the Company determines whether a valuation allowance is necessary. | ||
U.S. Federal income taxes are not provided on unremitted earnings of subsidiaries operating outside the U.S. because it is the Company’s intention to permanently reinvest undistributed earnings in the subsidiary. These earnings would become subject to income tax if they were remitted as dividends or loaned to a U.S. affiliate. Determination of the amount of unrecognized deferred U.S. income tax liability on these unremitted earnings is not practicable. | ||
The Company has performed an evaluation and concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. | ||
The Company’s policy is to record interest and penalties related to income tax matters as income tax expense. | ||
Earnings (Loss) Per Share | ' | |
Earnings Per Share | ||
Basic earnings per common share is calculated by dividing net income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share is calculated by dividing net income attributable to common stockholders, adjusted for the effect of assumed conversions of convertible notes and preferred stock, by the weighted average number of common shares outstanding, including potentially dilutive common share equivalents, if the effect is dilutive. Potentially dilutive common shares equivalents consist of incremental shares of common stock issuable upon exercise of stock options and warrants, settlement of restricted stock units, and conversion of convertible senior notes and convertible preferred stock | ||
Debt Issuance Costs | ' | |
Debt Issuance Costs | ||
Costs related to debt issuance are capitalized and amortized as interest expense over the term of the related debt using the straight-line method, which approximates the effective interest method. Upon the repayment of debt, the Company accelerates the recognition of an appropriate amount of the costs as interest expense. | ||
Capitalization of Interest | ' | |
Capitalization of Interest | ||
Interest costs are capitalized for qualifying in-process software development projects. Capitalization of interest commences when activities to prepare the asset are in progress, and expenditures and borrowing costs are being incurred. Interest costs are capitalized until the assets are ready for their intended use. Capitalized interest is added to the cost of the underlying assets and amortized over the estimated useful lives of the assets. During the year ended December 31, 2012, $0.1 million of interest was capitalized. | ||
Stock-Based Compensation | ' | |
Stock-Based Compensation | ||
Stock-based compensation expense for share-based payments, related to stock option and restricted stock awards, is recognized based on their grant-date fair values. The Company recognizes compensation expense, net of estimated forfeitures, on a straight-line basis over the requisite service period of the award. Estimated forfeitures are based on historical experience. | ||
Use of Estimates | ' | |
. | ||
Use of Estimates | ||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosure of contingent assets and liabilities and reported amounts of revenue and expenses. Actual results could differ from these estimates. Significant items subject to estimates and assumptions include application of the percentage-of-completion method of revenue recognition, the carrying amount and useful lives of property and equipment and intangible assets, impairment assessments, share-based compensation expense and valuation allowances for accounts receivable, inventories, and deferred tax assets. | ||
Reclassifications | ' | |
Reclassifications | ||
Certain prior year amounts have been reclassified to conform to the current year presentation. The reclassifications did not impact net income. | ||
Recent Accounting Pronouncements | ' | |
Application of New Accounting Standards | ||
Effective January 1, 2013, the Company adopted the accounting guidance in Accounting Standards Update ("ASU") No. 2012-02, “Testing Indefinite-Lived Intangible Assets for Impairment,” which permits a company to perform qualitative assessments regarding the likelihood that an indefinite-lived intangible asset is impaired and subsequently assess the need to perform a quantitative impairment test. The Company followed this guidance for its annual impairment testing of indefinite-lived intangible assets during the fourth quarter of 2013. Implementation of this standard did not have a material effect on the consolidated financial statements. | ||
Effective January 1, 2013, the Company adopted the accounting guidance in ASU No. 2013-02, "Comprehensive Income: Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income," which provides accounting guidance on the reporting of reclassifications out of accumulated other comprehensive income. The guidance requires an entity to present, either on the face of the statement where net income is presented or in the notes, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income if the amount is reclassified to net income in its entirety in the same reporting period. For other amounts not required to be reclassified in their entirety to net income in the same reporting period, a cross reference to other disclosures that provide additional detail about the reclassification amounts is required. Implementation of this standard did not have a material effect on the consolidated financial statements. | ||
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | ' | |
(b) New Accounting Requirements and Disclosures | ||
In July 2013, the Financial Accounting Standards Board issued ASU No. 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists," which updated the guidance in ASC Topic 740, Income Taxes. The amendments in ASU 2013-11 provide guidance for the presentation of unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists at the reporting date. The guidance requires an unrecognized tax benefit to be presented as a decrease in a deferred tax asset where a net operating loss, a similar tax loss, or a tax credit carryforward exists and certain criteria are met. This guidance is effective January 1, 2014. The Company is currently evaluating this guidance and does not expect that adoption will have a material effect on the consolidated financial statements. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||
Schedule of changes in the allowance for doubtful accounts | ' | |||||||||||
Changes in the allowance for doubtful accounts are as follows (in thousands): | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Balance, beginning of year | $ | 714 | $ | 571 | $ | 262 | ||||||
Charged to provision for doubtful accounts | 570 | 512 | 661 | |||||||||
Write-offs | (412 | ) | (369 | ) | (352 | ) | ||||||
Balance, end of year | $ | 872 | $ | 714 | $ | 571 | ||||||
Schedule of depreciation or amortization of property and equipment | ' | |||||||||||
Depreciation or amortization of property and equipment, including assets held under capital leases, is calculated using the straight-line method over the asset’s estimated useful life: | ||||||||||||
Buildings and leasehold | ||||||||||||
improvements | 2-30 years | |||||||||||
Machinery, equipment and rental | ||||||||||||
tools | 7-10 years | |||||||||||
Furniture and fixtures | 3 years | |||||||||||
Transportation equipment | 2-5 years | |||||||||||
Computer equipment and software | 3-7 years |
Acquisition_of_Florida_Chemica1
Acquisition of Florida Chemical Company, Inc. (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Business Acquisition [Line Items] | ' | ||||||||
Schedule of purchase price allocation to acquired net assets | ' | ||||||||
The allocation of the purchase consideration was based upon the estimated fair value of the tangible and identifiable intangible assets acquired and liabilities assumed in the acquisition. The allocation was made to major categories of assets and liabilities based on management's best estimates, supported by independent third-party analyses. The excess of the purchase price over the estimated fair value of tangible and identifiable intangible assets acquired, and liabilities assumed was allocated to goodwill. The allocation of purchase consideration is as follows (in thousands): | |||||||||
Cash | $ | 331 | |||||||
Net working capital, net of cash | 15,574 | ||||||||
Property and equipment: | |||||||||
Personal property | 13,400 | ||||||||
Real property | 6,750 | ||||||||
Other assets | 205 | ||||||||
Other intangible assets: | |||||||||
Customer relationships | 29,270 | ||||||||
Trade names | 12,670 | ||||||||
Proprietary technology | 14,080 | ||||||||
Goodwill | 39,328 | ||||||||
Deferred tax impact of valuation adjustment | (25,170 | ) | |||||||
Total purchase price allocation | $ | 106,438 | |||||||
Schedule of pro forma operating results | ' | ||||||||
Pro forma financial information is as follows (in thousands, except per share data): | |||||||||
Year ended December 31, | |||||||||
2013 | 2012 | ||||||||
Revenue | $ | 395,407 | $ | 391,786 | |||||
Net income | 38,271 | 53,902 | |||||||
Earnings per common share: | |||||||||
Basic | $ | 0.73 | $ | 1.05 | |||||
Diluted | $ | 0.7 | $ | 0.98 | |||||
Florida Chemical Company, Inc [Member] | ' | ||||||||
Business Acquisition [Line Items] | ' | ||||||||
Acquisition purchase price | ' | ||||||||
The Company acquired 100% of the outstanding shares of Florida Chemical's common stock. The purchase consideration transferred is as follows (in thousands): | |||||||||
Cash | $ | 49,500 | |||||||
Common stock (3,284,180 shares) | 52,711 | ||||||||
Repayment of debt | 4,227 | ||||||||
Total purchase price | $ | 106,438 | |||||||
Supplemental_Cash_Flow_Informa1
Supplemental Cash Flow Information (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Supplemental Cash Flow Elements [Abstract] | ' | |||||||||||
Components of supplemental cash flow information | ' | |||||||||||
Supplemental cash flow information is as follows (in thousands): | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Supplemental non-cash investing and financing activities: | ||||||||||||
Value of shares issued in acquisition of Florida Chemical | $ | 52,711 | $ | — | $ | — | ||||||
Fair value of warrant liability reclassified to additional paid-in capital | — | 13,973 | — | |||||||||
Value exchanged in conversion of preferred stock to common stock | — | — | 11,205 | |||||||||
Value of common stock issued in payment of convertible notes | — | — | 5,165 | |||||||||
Value of common stock issued in payment of preferred stock dividends | — | — | 3,254 | |||||||||
Value of common stock issued in payment of term loan debt | — | — | 1,398 | |||||||||
Equipment acquired through capital leases | 754 | 1,263 | 1,334 | |||||||||
Exercise of stock options by common stock surrender | 3,907 | — | — | |||||||||
Supplemental cash payment information: | ||||||||||||
Interest paid | $ | 1,859 | $ | 5,521 | $ | 7,627 | ||||||
Income taxes paid (refunded) | 17,783 | 14,049 | (904 | ) | ||||||||
Revenue_Tables
Revenue (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Revenue [Abstract] | ' | |||||||||||
Differentiation of revenue and cost of revenue | ' | |||||||||||
Revenue and cost of revenue by source are as follows (in thousands): | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Revenue: | ||||||||||||
Products | $ | 282,639 | $ | 224,777 | $ | 181,417 | ||||||
Rentals | 62,042 | 67,938 | 63,610 | |||||||||
Services | 26,384 | 20,113 | 13,758 | |||||||||
$ | 371,065 | $ | 312,828 | $ | 258,785 | |||||||
Cost of Revenue: | ||||||||||||
Products | $ | 180,800 | $ | 135,367 | $ | 115,875 | ||||||
Rentals | 24,987 | 30,618 | 25,971 | |||||||||
Services | 9,916 | 8,051 | 4,997 | |||||||||
Depreciation | 7,835 | 7,173 | 6,122 | |||||||||
$ | 223,538 | $ | 181,209 | $ | 152,965 | |||||||
Inventory_Tables
Inventory (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Inventory Disclosure [Abstract] | ' | |||||||||||
Components of Inventory | ' | |||||||||||
Inventories are as follows (in thousands): | ||||||||||||
December 31, | ||||||||||||
2013 | 2012 | |||||||||||
Raw materials | $ | 13,953 | $ | 12,883 | ||||||||
Work-in-process | 1,904 | 342 | ||||||||||
Finished goods | 50,019 | 34,704 | ||||||||||
Inventories | 65,876 | 47,929 | ||||||||||
Less reserve for excess and obsolete inventory | (2,744 | ) | (2,752 | ) | ||||||||
Inventories, net | $ | 63,132 | $ | 45,177 | ||||||||
Schedule of changes in the reserve for excess and obsolete inventory | ' | |||||||||||
Changes in the reserve for excess and obsolete inventory are as follows (in thousands): | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Balance, beginning of year | $ | 2,752 | $ | 2,679 | $ | 2,633 | ||||||
Charged to costs and expenses | 1,330 | 882 | 1,011 | |||||||||
Deductions | (1,338 | ) | (809 | ) | (965 | ) | ||||||
Balance, end of the year | $ | 2,744 | $ | 2,752 | $ | 2,679 | ||||||
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Components of property, plant and equipment | ' | |||||||
Property and equipment are as follows (in thousands): | ||||||||
31-Dec | ||||||||
2013 | 2012 | |||||||
Land | $ | 5,088 | $ | 1,442 | ||||
Buildings and leasehold improvements | 32,269 | 18,520 | ||||||
Machinery, equipment and rental tools | 71,073 | 54,279 | ||||||
Equipment in progress | 4,601 | 9,382 | ||||||
Furniture and fixtures | 2,400 | 1,358 | ||||||
Transportation equipment | 6,340 | 5,136 | ||||||
Computer equipment and software | 7,617 | 6,743 | ||||||
Property and equipment | 129,388 | 96,860 | ||||||
Less accumulated depreciation | (50,274 | ) | (40,361 | ) | ||||
Property and equipment, net | $ | 79,114 | $ | 56,499 | ||||
Goodwill_Tables
Goodwill (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||||
Goodwill [Abstract] | ' | |||||||||||||||||||||||
Schedule of changes in the carrying value of goodwill | ' | |||||||||||||||||||||||
Changes in the carrying value of goodwill for each reporting unit are as follows (in thousands): | ||||||||||||||||||||||||
Energy Chemical Technologies | Consumer and Industrial Chemical Technologies | Downhole | TeledriftTM | Artificial Lift Technologies | Total | |||||||||||||||||||
Tools | ||||||||||||||||||||||||
Balance at December 31, 2011: | ||||||||||||||||||||||||
Goodwill | $ | 11,610 | $ | — | $ | 43,009 | $ | 46,396 | $ | 5,861 | $ | 106,876 | ||||||||||||
Accumulated impairment losses | — | — | (43,009 | ) | (31,063 | ) | (5,861 | ) | (79,933 | ) | ||||||||||||||
Goodwill balance, net | 11,610 | — | — | 15,333 | — | 26,943 | ||||||||||||||||||
Activity during the year 2012: | ||||||||||||||||||||||||
Goodwill impairment recognized | — | — | — | — | — | — | ||||||||||||||||||
Balance at December 31, 2012: | ||||||||||||||||||||||||
Goodwill | 11,610 | — | 43,009 | 46,396 | 5,861 | 106,876 | ||||||||||||||||||
Accumulated impairment losses | — | — | (43,009 | ) | (31,063 | ) | (5,861 | ) | (79,933 | ) | ||||||||||||||
Goodwill balance, net | 11,610 | — | — | 15,333 | — | 26,943 | ||||||||||||||||||
Activity during the year 2013: | ||||||||||||||||||||||||
Goodwill impairment recognized | — | — | — | — | — | — | ||||||||||||||||||
Acquisition goodwill recognized | 18,686 | 20,642 | — | — | — | 39,328 | ||||||||||||||||||
Balance at December 31, 2013: | ||||||||||||||||||||||||
Goodwill | 30,296 | 20,642 | 43,009 | 46,396 | 5,861 | 146,204 | ||||||||||||||||||
Accumulated impairment losses | — | — | (43,009 | ) | (31,063 | ) | (5,861 | ) | (79,933 | ) | ||||||||||||||
Goodwill balance, net | $ | 30,296 | $ | 20,642 | $ | — | $ | 15,333 | $ | — | $ | 66,271 | ||||||||||||
Other_Intangible_Assets_Tables
Other Intangible Assets (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Other Intangible Assets [Abstract] | ' | |||||||||||||||
Schedule of other intangible assets | ' | |||||||||||||||
Other intangible assets are as follows (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Cost | Accumulated | Cost | Accumulated | |||||||||||||
Amortization | Amortization | |||||||||||||||
Finite lived intangible assets: | ||||||||||||||||
Patents and technology | $ | 18,996 | $ | 3,244 | $ | 4,314 | $ | 1,654 | ||||||||
Customer lists | 52,607 | 9,018 | 23,337 | 6,688 | ||||||||||||
Non-compete agreements | — | — | 402 | 402 | ||||||||||||
Trademarks and brand names | 7,191 | 2,053 | 6,151 | 1,513 | ||||||||||||
Other | 191 | — | 915 | 801 | ||||||||||||
Total finite lived intangible assets acquired | 78,985 | 14,315 | 35,119 | 11,058 | ||||||||||||
Deferred financing costs | 1,392 | 169 | 1,290 | 1,185 | ||||||||||||
Total amortizable intangible assets | 80,377 | $ | 14,484 | 36,409 | $ | 12,243 | ||||||||||
Indefinite lived intangible assets: | ||||||||||||||||
Trademarks and brand names | 11,630 | — | ||||||||||||||
Total other intangible assets | $ | 92,007 | $ | 36,409 | ||||||||||||
Carrying value: | ||||||||||||||||
Other intangible assets, net | $ | 77,523 | $ | 24,166 | ||||||||||||
Schedule of estimated future amortzation expense | ' | |||||||||||||||
Estimated future amortization expense for intangible assets, including deferred financing costs, at December 31, 2013 is as follows (in thousands): | ||||||||||||||||
Year ending December 31, | ||||||||||||||||
2014 | $ | 4,972 | ||||||||||||||
2015 | 4,935 | |||||||||||||||
2016 | 4,704 | |||||||||||||||
2017 | 4,549 | |||||||||||||||
2018 | 4,302 | |||||||||||||||
Thereafter | 42,431 | |||||||||||||||
Other intangible assets, net | $ | 65,893 | ||||||||||||||
Convertible_Notes_LongTerm_Deb1
Convertible Notes, Long-Term Debt and Credit Facility (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||
Components of convertible notes and long-term debt | ' | ||||||||||||
Convertible notes and long-term debt are as follows (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Convertible notes: | |||||||||||||
Convertible senior unsecured notes (2008 Notes) | $ | — | $ | 5,188 | |||||||||
Less discount on notes | — | (55 | ) | ||||||||||
Convertible senior notes reported as current, net of discount | $ | — | $ | 5,133 | |||||||||
Long-term debt: | |||||||||||||
Term loan | $ | 45,833 | $ | 25,000 | |||||||||
Revolving credit facility | 16,272 | — | |||||||||||
Capital lease obligations | — | 1,784 | |||||||||||
Total long-term debt | 62,105 | 26,784 | |||||||||||
Less current portion of long-term debt | (26,415 | ) | (4,329 | ) | |||||||||
Long-term debt, less current portion | $ | 35,690 | $ | 22,455 | |||||||||
Schedule of maturities of convertible notes and long-term debt | ' | ||||||||||||
Maturities of long-term debt at December 31, 2013 are as follows (in thousands): | |||||||||||||
Year ending December 31, | Term Loan | Revolving Credit Facility | Total | ||||||||||
2014 | $ | 10,143 | $ | 16,272 | $ | 26,415 | |||||||
2015 | 7,143 | — | 7,143 | ||||||||||
2016 | 7,143 | — | 7,143 | ||||||||||
2017 | 7,143 | — | 7,143 | ||||||||||
2018 | 14,261 | — | 14,261 | ||||||||||
Total | $ | 45,833 | $ | 16,272 | $ | 62,105 | |||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Changes in warranty liability | ' | |||||||||||||||
Changes in Level 3 liabilities are as follows (in thousands): | ||||||||||||||||
Year ended December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Balance, beginning of year | $ | — | $ | 16,622 | ||||||||||||
Fair value adjustments, net | — | (2,649 | ) | |||||||||||||
Reclassification to additional paid-in capital | — | (13,973 | ) | |||||||||||||
Net transfers in/(out) | — | — | ||||||||||||||
Balance, end of year | $ | — | $ | — | ||||||||||||
Carrying value and estimated fair value of convertible notes and long-term debt | ' | |||||||||||||||
The carrying value and estimated fair value of the Company’s convertible notes and long-term debt are as follows (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Carrying | Fair | Carrying | Fair | |||||||||||||
Value | Value | Value | Value | |||||||||||||
2008 Notes (1) | $ | — | $ | — | $ | 5,133 | $ | 5,163 | ||||||||
Term loan | 45,833 | 45,833 | 25,000 | 25,000 | ||||||||||||
Borrowings under the revolving credit facility | 16,272 | 16,272 | — | — | ||||||||||||
Capital lease obligations | — | — | 1,784 | 1,736 | ||||||||||||
-1 | The carrying value of the 2008 Notes represents the discounted debt component only, while the fair value of the Notes is based on the market value of the respective notes, including convertible equity features. |
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||
Components of basic and diluted earnings per common share | ' | |||||||||||
Basic and diluted earnings per common share are as follows (in thousands, except per share data): | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Net income attributable to common stockholders - Basic | $ | 36,178 | $ | 49,791 | $ | 26,540 | ||||||
Impact of assumed conversions: | ||||||||||||
Interest on convertible notes | — | 1,959 | — | |||||||||
Dividends on preferred stock | — | — | 141 | |||||||||
Net income attributable to common stockholders - Diluted | $ | 36,178 | $ | 51,750 | $ | 26,681 | ||||||
Weighted average common shares outstanding - Basic | 51,346 | 48,185 | 44,229 | |||||||||
Assumed conversions: | ||||||||||||
Incremental common shares from warrants | 1,355 | 1,560 | 2,222 | |||||||||
Incremental common shares from stock options | 1,133 | 992 | 747 | |||||||||
Incremental common shares from restricted stock units | 7 | 116 | — | |||||||||
Incremental common shares from convertible preferred stock before conversion | — | — | 440 | |||||||||
Incremental common shares from convertible senior notes | — | 2,701 | — | |||||||||
Weighted average common shares outstanding - Diluted | 53,841 | 53,554 | 47,638 | |||||||||
Basic earnings per common share | $ | 0.7 | $ | 1.03 | $ | 0.6 | ||||||
Diluted earnings per common share | $ | 0.67 | $ | 0.97 | $ | 0.56 | ||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Income Tax Disclosure [Abstract] | ' | |||||||||||
Schedule of components of income tax provision (benefit) | ' | |||||||||||
of the income tax expense (benefit) are as follows (in thousands): | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Current: | ||||||||||||
Federal | $ | 15,225 | $ | 12,072 | $ | 4,550 | ||||||
State | 3,322 | 1,450 | 1,211 | |||||||||
Foreign | 1,432 | 891 | 883 | |||||||||
Total current | 19,979 | 14,413 | 6,644 | |||||||||
Deferred: | ||||||||||||
Federal | 1,336 | (18,836 | ) | 1,107 | ||||||||
State | (543 | ) | 90 | 111 | ||||||||
Total deferred | 793 | (18,746 | ) | 1,218 | ||||||||
Income tax expense (benefit) | $ | 20,772 | $ | (4,333 | ) | $ | 7,862 | |||||
Schedule of effective income tax rate reconciliation | ' | |||||||||||
A reconciliation of the U.S. federal statutory tax rate to the effective income tax rate is as follows: | ||||||||||||
Year ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Federal statutory tax rate | 35 | % | 35 | % | 35 | % | ||||||
State income taxes, net of federal benefit | 2.8 | 2.3 | 2.3 | |||||||||
Change in valuation allowance | — | (41.0 | ) | (8.5 | ) | |||||||
Warrant liability fair value adjustment | — | (2.0 | ) | (8.5 | ) | |||||||
Domestic production activities deduction | (2.6 | ) | (3.0 | ) | (1.2 | ) | ||||||
Other | 1.3 | (0.8 | ) | 0.9 | ||||||||
Effective income tax rate | 36.5 | % | (9.5 | )% | 20 | % | ||||||
Schedule of deferred tax assets and liabilities | ' | |||||||||||
The components of deferred tax assets and liabilities are as follows (in thousands): | ||||||||||||
December 31, | ||||||||||||
2013 | 2012 | |||||||||||
Deferred tax assets: | ||||||||||||
Net operating loss carryforwards | $ | 11,665 | $ | 12,285 | ||||||||
Allowance for doubtful accounts | 383 | 262 | ||||||||||
Inventory valuation reserves | 1,503 | 1,109 | ||||||||||
Equity compensation | 3,693 | 4,216 | ||||||||||
Intangible assets and goodwill | — | 13,061 | ||||||||||
Accrued compensation | 598 | — | ||||||||||
Other | 1 | 2 | ||||||||||
Total gross deferred tax assets | 17,843 | 30,935 | ||||||||||
Valuation allowance | (856 | ) | (835 | ) | ||||||||
Total deferred tax assets, net | 16,987 | 30,100 | ||||||||||
Deferred tax liabilities: | ||||||||||||
Property and equipment | (12,374 | ) | (8,227 | ) | ||||||||
Intangible assets and goodwill | (9,587 | ) | — | |||||||||
Convertible debt | (5,020 | ) | (4,785 | ) | ||||||||
Prepaid insurance and other | (47 | ) | (520 | ) | ||||||||
Total gross deferred tax liabilities | (27,028 | ) | (13,532 | ) | ||||||||
Net deferred tax (liabilities) assets | $ | (10,041 | ) | $ | 16,568 | |||||||
Deferred taxes are presented in the balance sheets as follows (in thousands): | ||||||||||||
December 31, | ||||||||||||
2013 | 2012 | |||||||||||
Current deferred tax assets | $ | 2,522 | $ | 1,274 | ||||||||
Non-current deferred tax assets | 15,012 | 16,045 | ||||||||||
Non-current deferred tax liabilities | (27,575 | ) | (751 | ) | ||||||||
Net deferred tax (liabilities) assets | $ | (10,041 | ) | $ | 16,568 | |||||||
Common_Stock_Common_Stock_Tabl
Common Stock Common Stock (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Common Stock [Abstract] | ' | |||||||||||||
Schedule of reconciliation of changes in common shares issued | ' | |||||||||||||
A reconciliation of the changes in common shares issued is as follows: | ||||||||||||||
Year ended December 31, | ||||||||||||||
2013 | 2012 | |||||||||||||
Shares issued at the beginning of the year | 53,123,978 | 51,957,652 | ||||||||||||
Issued to purchase Florida Chemical Company | 3,284,180 | — | ||||||||||||
Issued upon exercise of warrants | 267,000 | 348,350 | ||||||||||||
Issued from restricted stock units | 217,089 | — | ||||||||||||
Issued as restricted stock award grants | 802,164 | 750,476 | ||||||||||||
Issued upon exercise of stock options | 571,500 | 67,500 | ||||||||||||
Shares issued at the end of the year | 58,265,911 | 53,123,978 | ||||||||||||
Schedule of assumptions used in the Black-Scholes model for stock options granted | ' | |||||||||||||
Assumptions used in the Black-Scholes option pricing model for stock options granted in 2011 are as follows: | ||||||||||||||
Year ended December 31, 2011 | ||||||||||||||
Risk-free interest rate | .94%-1.825% | |||||||||||||
Expected volatility of common stock | 67.7%-70.3% | |||||||||||||
Expected life of options in years | 3.50*-4.00 | |||||||||||||
Dividend yield | — | % | ||||||||||||
Vesting period in years | 3.5-4.0 | |||||||||||||
*Grants were made to an optionee for whom the Company was able to reasonably estimate the expected life of the award. | ||||||||||||||
Schedule of stock option activity | ' | |||||||||||||
Stock option activity for the year ended December 31, 2013 is as follows: | ||||||||||||||
Options | Shares | Weighted-Average | Weighted-Average | Aggregate | ||||||||||
Exercise | Remaining | Intrinsic Value | ||||||||||||
Price | Contractual Term | |||||||||||||
(in years) | ||||||||||||||
Outstanding as of January 1, 2013 | 2,457,586 | $ | 5.65 | |||||||||||
Exercised | (571,500 | ) | 7.7 | |||||||||||
Forfeited | (5,000 | ) | 1.38 | |||||||||||
Expired | (17,044 | ) | 22.4 | |||||||||||
Outstanding as of December 31, 2013 | 1,864,042 | $ | 4.95 | 6.26 | $ | 28,253,321 | ||||||||
Vested or expected to vest at | ||||||||||||||
December 31, 2013 | 1,862,960 | $ | 4.95 | 6.26 | $ | 28,216,770 | ||||||||
Options exercisable as of | ||||||||||||||
December 31, 2013 | 1,836,942 | $ | 4.98 | 6.25 | $ | 27,763,907 | ||||||||
Schedule of restricted stock activity | ' | |||||||||||||
estricted stock share activity for the year ended December 31, 2013 is as follows: | ||||||||||||||
Restricted Stock Shares | Shares | Weighted- | ||||||||||||
Average Fair | ||||||||||||||
Value at Date of | ||||||||||||||
Grant | ||||||||||||||
Non-vested at January 1, 2013 | 1,324,290 | $ | 9.15 | |||||||||||
Granted | 629,135 | 15.17 | ||||||||||||
RSAs converted from 2012 restricted stock units | 173,029 | 11.04 | ||||||||||||
Vested | (943,447 | ) | 8.87 | |||||||||||
Forfeited | (115,352 | ) | 13.5 | |||||||||||
Non-vested at December 31, 2013 | 1,067,655 | $ | 12.78 | |||||||||||
Schedule of restricted stock unit activity | ' | |||||||||||||
estricted stock unit share activity for the year ended December 31, 2013 is as follows: | ||||||||||||||
Restricted Stock Unit Shares | Shares | Weighted- | ||||||||||||
Average Fair | ||||||||||||||
Value at Date of | ||||||||||||||
Grant | ||||||||||||||
RSU share equivalents at January 1, 2013 | 390,118 | $ | 11.04 | |||||||||||
Issued as shares in 2013 | (217,089 | ) | 11.04 | |||||||||||
2012 RSUs converted to RSAs in 2013 | (173,029 | ) | 11.04 | |||||||||||
Share equivalents earned in 2013 | 175,576 | 16.35 | ||||||||||||
RSU share equivalents at December 31, 2013 | 175,576 | $ | 16.35 | |||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Schedule of future minimum lease payments under operating leases | ' | ||||
Future minimum lease payments under operating leases at December 31, 2013 are as follows (in thousands): | |||||
Year ending December 31, | Minimum | ||||
Lease | |||||
Payments | |||||
2014 | $ | 1,598 | |||
2015 | 1,284 | ||||
2016 | 1,192 | ||||
2017 | 875 | ||||
2018 | 677 | ||||
Thereafter | 3,551 | ||||
Total | $ | 9,177 | |||
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||||||||||
Financial information regarding reportable segments | ' | ||||||||||||||||||||||||
ummarized financial information of the reportable segments is as follows (in thousands): | |||||||||||||||||||||||||
As of and for the year ended December 31, | Energy Chemical Technologies | Consumer and Industrial Chemical Technologies | Drilling Technologies | Artificial Lift Technologies | Corporate and | Total | |||||||||||||||||||
Other | |||||||||||||||||||||||||
2013 | |||||||||||||||||||||||||
Net revenue from external customers | $ | 200,932 | $ | 42,927 | $ | 112,406 | $ | 14,800 | $ | — | $ | 371,065 | |||||||||||||
Gross margin | 88,536 | 10,659 | 43,156 | 5,176 | — | 147,527 | |||||||||||||||||||
Income (loss) from operations | 65,396 | 6,260 | 18,306 | 3,060 | (34,296 | ) | 58,726 | ||||||||||||||||||
Depreciation and amortization | 3,160 | 1,126 | 9,632 | 250 | 941 | 15,109 | |||||||||||||||||||
Total assets | 127,119 | 86,640 | 135,738 | 16,647 | 9,437 | 375,581 | |||||||||||||||||||
Capital expenditures | 5,225 | 183 | 6,326 | 1,749 | 1,524 | 15,007 | |||||||||||||||||||
2012 | |||||||||||||||||||||||||
Net revenue from external customers | $ | 183,986 | $ | — | $ | 116,736 | $ | 12,106 | $ | — | $ | 312,828 | |||||||||||||
Gross margin | 81,438 | — | 45,709 | 4,472 | — | 131,619 | |||||||||||||||||||
Income (loss) from operations | 65,440 | — | 22,282 | 3,395 | (32,496 | ) | 58,621 | ||||||||||||||||||
Depreciation and amortization | 1,765 | — | 9,115 | 206 | 497 | 11,583 | |||||||||||||||||||
Total assets | 59,195 | — | 118,771 | 11,189 | 30,712 | 219,867 | |||||||||||||||||||
Capital expenditures | 3,553 | — | 12,264 | 77 | 4,807 | 20,701 | |||||||||||||||||||
2011 | |||||||||||||||||||||||||
Net revenue from external customers | $ | 140,836 | $ | — | $ | 102,470 | $ | 15,479 | $ | — | $ | 258,785 | |||||||||||||
Gross margin | 56,115 | — | 43,607 | 6,098 | — | 105,820 | |||||||||||||||||||
Income (loss) from operations | 43,549 | — | 23,035 | 4,296 | (21,992 | ) | 48,888 | ||||||||||||||||||
Depreciation and amortization | 1,594 | — | 8,061 | 196 | 254 | 10,105 | |||||||||||||||||||
Total assets | 54,958 | — | 113,130 | 10,815 | 53,109 | 232,012 | |||||||||||||||||||
Capital expenditures | 2,231 | — | 6,025 | 182 | 1,546 | 9,984 | |||||||||||||||||||
Revenue by major customers | ' | ||||||||||||||||||||||||
Revenue from major customers, as a percentage of consolidated revenue, is as follows: | |||||||||||||||||||||||||
Year ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Customer A | 16.20% | 15.60% | 13.10% | ||||||||||||||||||||||
Customer B | * | 10.00% | * | ||||||||||||||||||||||
Customer C | * | * | 10.80% | ||||||||||||||||||||||
Revenue by country is based on the location where services are provided and products are sold. No individual country other than the United States ("U.S.") accounted for more than 10% of revenue. Revenue by geographic location is as follows (in thousands): | |||||||||||||||||||||||||
Year ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
U.S. | $ | 319,649 | $ | 272,945 | $ | 222,304 | |||||||||||||||||||
Other countries | 51,416 | 39,883 | 36,481 | ||||||||||||||||||||||
Total | $ | 371,065 | $ | 312,828 | $ | 258,785 | |||||||||||||||||||
Quarterly_Financial_Data_Table
Quarterly Financial Data (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Quarterly Financial Data [Abstract] | ' | |||||||||||||||||||
Schedule of quarterly financial data | ' | |||||||||||||||||||
First | Second | Third | Fourth | Total | ||||||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||||||
(in thousands, except per share data) | ||||||||||||||||||||
2013 | ||||||||||||||||||||
Revenue | $ | 78,243 | $ | 93,586 | $ | 98,388 | $ | 100,848 | $ | 371,065 | ||||||||||
Gross margin | 32,630 | 37,594 | 37,502 | 39,801 | 147,527 | |||||||||||||||
Net income | 7,765 | 8,440 | 8,968 | 11,005 | 36,178 | |||||||||||||||
Earnings per share (1): | ||||||||||||||||||||
Basic | $ | 0.16 | $ | 0.17 | $ | 0.17 | $ | 0.21 | $ | 0.7 | ||||||||||
Diluted | $ | 0.15 | $ | 0.16 | $ | 0.16 | $ | 0.2 | $ | 0.67 | ||||||||||
2012 | ||||||||||||||||||||
Revenue | $ | 79,195 | $ | 78,303 | $ | 78,628 | $ | 76,702 | $ | 312,828 | ||||||||||
Gross margin | 33,451 | 33,025 | 33,843 | 31,300 | 131,619 | |||||||||||||||
Net income | 3,606 | 13,178 | 9,806 | 23,201 | 49,791 | |||||||||||||||
Earnings per share (1): | ||||||||||||||||||||
Basic | $ | 0.08 | $ | 0.27 | $ | 0.2 | $ | 0.48 | $ | 1.03 | ||||||||||
Diluted | $ | 0.07 | $ | 0.25 | $ | 0.19 | $ | 0.44 | $ | 0.97 | ||||||||||
(1) The sum of the quarterly earnings per share (basic and diluted) may not agree to the earnings per share for the year due to the timing of common stock issuances. |
Organization_and_Nature_of_Ope1
Organization and Nature of Operations (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2013 |
country | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Number of countries Flotek actively markets the products, over 20 countries | 20 |
Interest Costs Capitalized | $0.10 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Allowance for Doubtful Accounts) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Changes in the allowance for doubtful accounts | ' | ' | ' |
Balance, beginning of year | $714 | $571 | $262 |
Charged to provision for doubtful accounts | 570 | 512 | 661 |
Write-offs | -412 | -369 | -352 |
Balance, end of year | $872 | $714 | $571 |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements (Property and Equipment) (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ' |
Unamortized amount of capitalized software | 4.7 |
Buildings and leasehold improvements [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '2 years |
Buildings and leasehold improvements [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '30 years |
Machinery, equipment and rental tools [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '7 years |
Machinery, equipment and rental tools [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '10 years |
Furniture and fixtures [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '3 years |
Transportation equipment [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '2 years |
Transportation equipment [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '5 years |
Computer Equipment and Software [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '3 years |
Computer Equipment and Software [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '7 years |
Computer software [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '3 years |
Computer software [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '7 years |
Recent_Accounting_Pronouncemen1
Recent Accounting Pronouncements (Other Intangible Assets) (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Minimum [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Intangible assets, useful life | '2 years |
Maximum [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Intangible assets, useful life | '20 years |
Recent_Accounting_Pronouncemen2
Recent Accounting Pronouncements (Additional disclosures) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Accounting Policies [Abstract] | ' | ' | ' |
Lost-in-hole revenue | $5.90 | $4.20 | $4.50 |
Interest Costs Capitalized | $0.10 | ' | ' |
Acquisition_of_Florida_Chemica2
Acquisition of Florida Chemical Company, Inc. - Additional Disclosures (Details) (USD $) | 1 Months Ended | 12 Months Ended | 0 Months Ended | 3 Months Ended | 12 Months Ended | 1 Months Ended | |||
31-May-13 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | 10-May-13 | Sep. 30, 2013 | Dec. 31, 2013 | 31-May-13 | 31-May-13 | |
Florida Chemical Company, Inc [Member] | Florida Chemical Company, Inc [Member] | Florida Chemical Company, Inc [Member] | Revolving Credit Facility [Member] | Selling, General and Administrative Expenses [Member] | |||||
Florida Chemical Company, Inc [Member] | |||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percent of outstanding shares acquired | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' |
Increase in long-term debt | $25,000,000 | $26,190,000 | $25,000,000 | $0 | ' | ' | ' | ' | ' |
Additional borrowing on credit facility | ' | ' | ' | ' | ' | ' | ' | 28,700,000 | ' |
Common stock, shares issued (in shares) | ' | ' | ' | ' | 3,284,180 | ' | ' | ' | ' |
Escrow fund to cover indemnification obligations | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' |
Revenue of the acquired business from the date of acquisition | ' | ' | ' | ' | ' | 50,900,000 | ' | ' | ' |
Income from operations of the acquired business from the date of acquisition | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' |
Acquisition costs incurred | ' | ' | ' | ' | ' | ' | ' | ' | $1,400,000 |
Acquisition_of_Florida_Chemica3
Acquisition of Florida Chemical Company, Inc. - Purchase Price (Details) (Florida Chemical Company, Inc [Member], USD $) | 0 Months Ended |
In Thousands, except Share data, unless otherwise specified | 10-May-13 |
Florida Chemical Company, Inc [Member] | ' |
Business Acquisition [Line Items] | ' |
Cash | $49,500 |
Common stock (3,284,180 shares) | 52,711 |
Common stock, shares issued (in shares) | 3,284,180 |
Repayment of debt | 4,227 |
Total purchase price | $106,438 |
Acquisition_of_Florida_Chemica4
Acquisition of Florida Chemical Company, Inc. - Purchase Price Allocation (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | 10-May-13 | 10-May-13 | 10-May-13 | 10-May-13 | 10-May-13 | 10-May-13 |
In Thousands, unless otherwise specified | Florida Chemical Company, Inc [Member] | Personal Property [Member] | Real Property [Member] | Customer relationships [Member] | Trade names [Member] | Proprietary technology [Member] | |||
Florida Chemical Company, Inc [Member] | Florida Chemical Company, Inc [Member] | Florida Chemical Company, Inc [Member] | Florida Chemical Company, Inc [Member] | Florida Chemical Company, Inc [Member] | |||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash | ' | ' | ' | $331 | ' | ' | ' | ' | ' |
Net working capital, net of cash | ' | ' | ' | 15,574 | ' | ' | ' | ' | ' |
Property and equipment | ' | ' | ' | ' | 13,400 | 6,750 | ' | ' | ' |
Other assets | ' | ' | ' | 205 | ' | ' | ' | ' | ' |
Other intangible assets | ' | ' | ' | ' | ' | ' | 29,270 | 12,670 | 14,080 |
Goodwill | 66,271 | 26,943 | 26,943 | 39,328 | ' | ' | ' | ' | ' |
Deferred tax impact of valuation adjustment | ' | ' | ' | 25,170 | ' | ' | ' | ' | ' |
Total purchase price allocation | ' | ' | ' | $106,438 | ' | ' | ' | ' | ' |
Acquisition_of_Florida_Chemica5
Acquisition of Florida Chemical Company, Inc. - Pro Forma (Details) (Florida Chemical Company, Inc [Member], USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Florida Chemical Company, Inc [Member] | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | $10,000,000 | ' |
Revenue | 395,407,000 | 391,786,000 |
Net income | $38,271,000 | $53,902,000 |
Earnings per common share: | ' | ' |
Basic | $0.73 | $1.05 |
Diluted | $0.70 | $0.98 |
Supplemental_Cash_Flow_Informa2
Supplemental Cash Flow Information (Details) (USD $) | 0 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 14, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Supplemental non-cash investing and financing activities: | ' | ' | ' | ' |
Stock Issued | ' | $52,711 | $0 | $0 |
Fair value of warrant liability reclassified to additional paid-in capital | 14,000 | 0 | 13,973 | 0 |
Equipment acquired through capital leases | ' | 754 | 1,263 | 1,334 |
Exercise of stock options by common stock surrender | ' | 3,907 | 0 | 0 |
Supplemental cash payment information: | ' | ' | ' | ' |
Interest paid | ' | 1,859 | 5,521 | 7,627 |
Income taxes paid (refunded) | ' | 17,783 | 14,049 | -904 |
Convertible Notes Payable [Member] | ' | ' | ' | ' |
Supplemental non-cash investing and financing activities: | ' | ' | ' | ' |
Value of common stock issued for debt | ' | 0 | 0 | 5,165 |
Term Loan [Member] | ' | ' | ' | ' |
Supplemental non-cash investing and financing activities: | ' | ' | ' | ' |
Value of common stock issued for debt | ' | 0 | 0 | 1,398 |
Preferred Stock Dividends [Member] | ' | ' | ' | ' |
Supplemental non-cash investing and financing activities: | ' | ' | ' | ' |
Value of common stock issued in payment of preferred stock dividends | ' | 0 | 0 | 3,254 |
Conversion of Preferred Stock [Member] | ' | ' | ' | ' |
Supplemental non-cash investing and financing activities: | ' | ' | ' | ' |
Value exchanged in conversion of preferred stock to common stock | ' | $0 | $0 | $11,205 |
Revenue_Details
Revenue (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenue [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Rental Revenue Oil and Gas Services Equipment | ' | ' | ' | ' | ' | ' | ' | ' | $62,042 | $67,938 | $63,610 |
Differentiation of revenue and cost of revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue: Product | ' | ' | ' | ' | ' | ' | ' | ' | 282,639 | 224,777 | 181,417 |
Revenue: Service | ' | ' | ' | ' | ' | ' | ' | ' | 26,384 | 20,113 | 13,758 |
Total revenues | 100,848 | 98,388 | 93,586 | 78,243 | 76,702 | 78,628 | 78,303 | 79,195 | 371,065 | 312,828 | 258,785 |
Cost of Revenue: Product | ' | ' | ' | ' | ' | ' | ' | ' | 180,800 | 135,367 | 115,875 |
Cost of Revenue: Rentals | ' | ' | ' | ' | ' | ' | ' | ' | 24,987 | 30,618 | 25,971 |
Cost of Revenue: Service | ' | ' | ' | ' | ' | ' | ' | ' | 9,916 | 8,051 | 4,997 |
Cost of Revenue: Depreciation | ' | ' | ' | ' | ' | ' | ' | ' | 7,835 | 7,173 | 6,122 |
Total cost of revenue | ' | ' | ' | ' | ' | ' | ' | ' | $223,538 | $181,209 | $152,965 |
Inventory_Schedule_of_inventor
Inventory (Schedule of inventory) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2013 | |
Inventory Disclosure [Abstract] | ' | ' |
Write-down for inventory | $1,200,000 | ' |
Components of Inventory | ' | ' |
Raw materials | 12,883,000 | 13,953,000 |
Work-in-process | 342,000 | 1,904,000 |
Finished goods | 34,704,000 | 50,019,000 |
Inventories | 47,929,000 | 65,876,000 |
Less reserve for excess and obsolete inventory | -2,752,000 | -2,744,000 |
Inventories, net | $45,177,000 | $63,132,000 |
Inventory_Changes_in_Inventory
Inventory (Changes in Inventory Reserve) (Details) (USD $) | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | Inventory Valuation Reserve [Member] | Inventory Valuation Reserve [Member] | Inventory Valuation Reserve [Member] | ||
Change in the reserve for excess and obsolete inventory | ' | ' | ' | ' | ' |
Balance, beginning of year | $2,679 | $2,633 | $2,752 | $2,679 | ' |
Charged to costs and expenses | ' | ' | 1,330 | 882 | 1,011 |
Deductions | ' | ' | -1,338 | -809 | -965 |
Balance, end of the year | $2,679 | $2,633 | $2,744 | $2,752 | $2,679 |
Property_Plant_and_Equipment_D
Property, Plant and Equipment (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Components of Property, Plant and Equipment | ' | ' |
Land | $5,088 | $1,442 |
Buildings and leasehold improvements | 32,269 | 18,520 |
Machinery, equipment and rental tools | 71,073 | 54,279 |
Equipment in progress | 4,601 | 9,382 |
Furniture and fixtures | 2,400 | 1,358 |
Property and equipment | 129,388 | 96,860 |
Less accumulated depreciation | -50,274 | -40,361 |
Property and equipment, net | 79,114 | 56,499 |
Transportation equipment [Member] | ' | ' |
Components of Property, Plant and Equipment | ' | ' |
Property and equipment | 6,340 | 5,136 |
Computer equipment and software [Member] | ' | ' |
Components of Property, Plant and Equipment | ' | ' |
Property and equipment | $7,617 | $6,743 |
Property_Plant_and_Equipment_A
Property, Plant and Equipment (Additional Disclosures) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Property, Plant and Equipment [Abstract] | ' | ' | ' |
Depreciation expense, inclusive of expense captured in cost of revenue | $11.20 | $9.50 | $8 |
Goodwill_Details
Goodwill (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Changes in the carrying value of goodwill: | ' | ' |
Goodwill, beginning balance | $106,876 | $106,876 |
Accumulated impairment losses, beginning balance | -79,933 | -79,933 |
Goodwill balance, net, beginnging balance | 26,943 | 26,943 |
Goodwill impairment recognized | 39,328 | 0 |
Goodwill, ending balance | 146,204 | 106,876 |
Accumulated impairment losses, ending balance | -79,933 | -79,933 |
Goodwill balance, net, ending balance | 66,271 | 26,943 |
Energy Chemical Technologies [Member] | ' | ' |
Changes in the carrying value of goodwill: | ' | ' |
Goodwill, beginning balance | 11,610 | 11,610 |
Accumulated impairment losses, beginning balance | 0 | 0 |
Goodwill balance, net, beginnging balance | 11,610 | 11,610 |
Goodwill impairment recognized | 18,686 | 0 |
Goodwill, ending balance | 30,296 | 11,610 |
Accumulated impairment losses, ending balance | 0 | 0 |
Goodwill balance, net, ending balance | 30,296 | 11,610 |
Consumer and Industrial Chemical Technologies [Member] | ' | ' |
Changes in the carrying value of goodwill: | ' | ' |
Goodwill, beginning balance | 0 | 0 |
Accumulated impairment losses, beginning balance | 0 | 0 |
Goodwill balance, net, beginnging balance | 0 | 0 |
Goodwill impairment recognized | 20,642 | 0 |
Goodwill, ending balance | 20,642 | 0 |
Accumulated impairment losses, ending balance | 0 | 0 |
Goodwill balance, net, ending balance | 20,642 | 0 |
Downhole Tool [Member] | ' | ' |
Changes in the carrying value of goodwill: | ' | ' |
Goodwill, beginning balance | 43,009 | 43,009 |
Accumulated impairment losses, beginning balance | -43,009 | -43,009 |
Goodwill balance, net, beginnging balance | 0 | 0 |
Goodwill impairment recognized | 0 | 0 |
Goodwill, ending balance | 43,009 | 43,009 |
Accumulated impairment losses, ending balance | -43,009 | -43,009 |
Goodwill balance, net, ending balance | 0 | 0 |
Teledrift [Member] | ' | ' |
Changes in the carrying value of goodwill: | ' | ' |
Goodwill, beginning balance | 46,396 | 46,396 |
Accumulated impairment losses, beginning balance | -31,063 | -31,063 |
Goodwill balance, net, beginnging balance | 15,333 | 15,333 |
Goodwill impairment recognized | 0 | 0 |
Goodwill, ending balance | 46,396 | 46,396 |
Accumulated impairment losses, ending balance | -31,063 | -31,063 |
Goodwill balance, net, ending balance | 15,333 | 15,333 |
Artificial Lift [Member] | ' | ' |
Changes in the carrying value of goodwill: | ' | ' |
Goodwill, beginning balance | 5,861 | 5,861 |
Accumulated impairment losses, beginning balance | -5,861 | -5,861 |
Goodwill balance, net, beginnging balance | 0 | 0 |
Goodwill impairment recognized | 0 | 0 |
Goodwill, ending balance | 5,861 | 5,861 |
Accumulated impairment losses, ending balance | -5,861 | -5,861 |
Goodwill balance, net, ending balance | $0 | $0 |
Goodwill_Additional_Disclosure
Goodwill (Additional Disclosures) (Details) (USD $) | 1 Months Ended | 12 Months Ended | |
In Millions, unless otherwise specified | 31-May-13 | Dec. 31, 2013 | Dec. 31, 2012 |
segment | segment | ||
Goodwill [Line Items] | ' | ' | ' |
Number of reporting units | ' | 4 | ' |
Number of reporting units with goodwill balance | ' | ' | 2 |
Goodwill acquired | $39.30 | ' | ' |
Energy Chemical Technologies [Member] | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' |
Goodwill acquired | 18.7 | ' | ' |
Consumer and Industrial Chemical Technologies [Member] | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' |
Goodwill acquired | $20.60 | ' | ' |
Other_Intangible_Assets_Schedu
Other Intangible Assets (Schedule of Intangible Assets) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule of Finite and Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, cost | $80,377 | $36,409 |
Finite-lived intangible assets, accumulated amortization | 14,484 | 12,243 |
Total other intangible assets | 92,007 | 36,409 |
Other intangible assets, net | 77,523 | 24,166 |
Acquired Intangible Assets [Member] | ' | ' |
Schedule of Finite and Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, cost | 78,985 | 35,119 |
Finite-lived intangible assets, accumulated amortization | 14,315 | 11,058 |
Patents [Member] | ' | ' |
Schedule of Finite and Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, cost | 18,996 | 4,314 |
Finite-lived intangible assets, accumulated amortization | 3,244 | 1,654 |
Customer Lists [Member] | ' | ' |
Schedule of Finite and Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, cost | 52,607 | 23,337 |
Finite-lived intangible assets, accumulated amortization | 9,018 | 6,688 |
Non-compete Agreements [Member] | ' | ' |
Schedule of Finite and Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, cost | 0 | 402 |
Finite-lived intangible assets, accumulated amortization | 0 | 402 |
Trade names [Member] | ' | ' |
Schedule of Finite and Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, cost | 7,191 | 6,151 |
Finite-lived intangible assets, accumulated amortization | 2,053 | 1,513 |
Other Intangible Assets [Member] | ' | ' |
Schedule of Finite and Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, cost | 191 | 915 |
Finite-lived intangible assets, accumulated amortization | 0 | 801 |
Deferred Financing Costs [Member] | ' | ' |
Schedule of Finite and Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, cost | 1,392 | 1,290 |
Finite-lived intangible assets, accumulated amortization | 169 | 1,185 |
Trade names [Member] | ' | ' |
Schedule of Finite and Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Indefinite-lived intangible assets | $11,630 | $0 |
Other_Intangible_Assets_Estima
Other Intangible Assets (Estimated Future Amortzation Expense) (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Other Intangible Assets [Abstract] | ' |
2014 | $4,972 |
2015 | 4,935 |
2016 | 4,704 |
2017 | 4,549 |
2018 | 4,302 |
Thereafter | 42,431 |
Other intangible assets, net | $65,893 |
Other_Intangible_Assets_Additi
Other Intangible Assets (Additional Disclosures) (Details) (USD $) | 12 Months Ended | ||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | 10-May-13 | 10-May-13 | 10-May-13 | 10-May-13 | |
Minimum [Member] | Maximum [Member] | Patents and technology Member] | Customer Lists [Member] | Trade names [Member] | Trade names [Member] | ||||
Schedule of Finite and Indefinite Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquired finite lived intangible assets | ' | ' | ' | ' | ' | $14,100,000 | $29,300,000 | $1,000,000 | ' |
Acquired indefinite lived intangible assets | ' | ' | ' | ' | ' | ' | ' | ' | 11,600,000 |
Amortization period | ' | ' | ' | '2 years | '20 years | ' | ' | ' | ' |
Amortization of other intangible assets | 3,900,000 | 2,100,000 | 2,100,000 | ' | ' | ' | ' | ' | ' |
Amortization of deferred financing costs | 169,000 | 946,000 | 3,126,000 | ' | ' | ' | ' | ' | ' |
Reduction in carrying value of deferred financing costs | 100,000 | 1,800,000 | ' | ' | ' | ' | ' | ' | ' |
Impairment loss | $0 | $0 | $0 | ' | ' | ' | ' | ' | ' |
Convertible_Notes_LongTerm_Deb2
Convertible Notes, Long-Term Debt and Credit Facility (Convertible Notes and Long-Term Debt) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Convertible notes: | ' | ' |
Convertible senior notes, net of discount | $0 | $5,133 |
Long-term debt: | ' | ' |
Term loan | 62,105 | ' |
Capital lease obligations | 0 | 1,784 |
Debt and Capital Lease Obligations | 62,105 | 26,784 |
Less amount reported as current | -26,415 | -4,329 |
Long-term debt, less current portion | 35,690 | 22,455 |
Convertible senior notes [Member] | ' | ' |
Convertible notes: | ' | ' |
Less discount on notes | 0 | -55 |
Convertible senior notes, net of discount | 0 | 5,133 |
Term loan [Member] | ' | ' |
Long-term debt: | ' | ' |
Term loan | 45,833 | 25,000 |
Convertible senior unsecured notes (2008 Notes) [Member] | Convertible senior notes [Member] | ' | ' |
Convertible notes: | ' | ' |
Long-term debt, gross | 0 | 5,188 |
Revolving Credit Facility [Member] | ' | ' |
Long-term debt: | ' | ' |
Amount borrowed | $16,272 | $0 |
Convertible_Notes_LongTerm_Deb3
Convertible Notes, Long-Term Debt and Credit Facility Convertible Notes, Long-Term Debt and Credit Facility (Credit Facility) (Details) (USD $) | 12 Months Ended | ||||||
Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | |
Line of Credit [Member] | Term loan [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Term loan [Member] | ||
Line of Credit [Member] | Line of Credit [Member] | ||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | ' | ' | ' | $75,000,000 | ' |
Maturity date | ' | ' | 10-May-18 | ' | ' | ' | ' |
Amount borrowed | ' | ' | ' | 16,272,000 | 0 | 16,300,000 | 50,000,000 |
Credit facility, financial covenant debt ratio upper range | 110.00% | ' | ' | ' | ' | ' | ' |
Credit facility, financial covenant debt ratio lower range | 100.00% | ' | ' | ' | ' | ' | ' |
Covenant, Maximum Funded Debt to Adjusted EBITDA | 4 | ' | ' | ' | ' | ' | ' |
Annual limit on capital expenditures | ' | 36,000,000 | ' | ' | ' | ' | ' |
Covenant, Percent of Adjusted EBITDA Which Must Be Prepaid | 25.00% | ' | ' | ' | ' | ' | ' |
Credit Facility Ceiling Value, Applicable to 25% Of Adjusted EBITDA Which Must Be Paid | 3,000,000 | ' | ' | ' | ' | ' | ' |
Covenant, Maximum Number of Days From Year End By Which Prepayment of 25% of Adjusted EBTDA is Due | '60 days | ' | ' | ' | ' | ' | ' |
Excess Cash Flow Minimum Achieved Under Loan Covenant | 3,000,000 | ' | ' | ' | ' | ' | ' |
Amount Company Will Prepay on Term Loan Due To Covenant Requirement | $3,000,000 | ' | ' | ' | ' | ' | ' |
Convertible_Notes_LongTerm_Deb4
Convertible Notes, Long-Term Debt and Credit Facility Convertible Notes, Long-Term Debt and Credit Facility (Revolving Credit Facility) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | Term loan [Member] | Letter of Credit [Member] | PNC Bank base lending rate [Member] | LIBOR [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | |
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | Line of Credit [Member] | PNC Bank base lending rate [Member] | PNC Bank base lending rate [Member] | LIBOR [Member] | PNC Bank base lending rate [Member] | PNC Bank base lending rate [Member] | LIBOR [Member] | ||||
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | Term loan [Member] | Line of Credit [Member] | Line of Credit [Member] | Term loan [Member] | Line of Credit [Member] | ||||||
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | ||||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | $75,000,000 | ' | $10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Maturity date | ' | ' | ' | 10-May-18 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis spread on variable rate | ' | ' | ' | ' | ' | ' | ' | 0.50% | 1.25% | 1.50% | 1.00% | 1.75% | 2.00% |
Base lending rate | ' | ' | ' | ' | ' | ' | 3.25% | ' | ' | ' | ' | ' | ' |
Monthly facility fee | ' | ' | 0.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount borrowed | 16,272,000 | 0 | 16,300,000 | ' | ' | 1,300,000 | 15,000,000 | ' | ' | ' | ' | ' | ' |
Interest Rate at Period End | ' | ' | ' | ' | ' | 3.75% | 1.67% | ' | ' | ' | ' | ' | ' |
Credit facility, current borrowing capacity | ' | ' | $71,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible_Notes_LongTerm_Deb5
Convertible Notes, Long-Term Debt and Credit Facility (Term Loan) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Debt Instrument [Line Items] | ' | ' |
Debt outstanding | $62,105,000 | ' |
Term loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Face amount | 50,000,000 | ' |
Monthly principal payments | 600,000 | ' |
Maturity date | 10-May-18 | ' |
Percentage of Value of Equipment Held by Lender as Security | 85.00% | ' |
Eighty-Five Percent of Value of Pledged Equipment Collateral | 18,300,000 | ' |
Percent of FMV of Domestic Lands and Buildings Which Will Support Outstanding Loan Balance as Collateral When Lender Has Secured Related Lien | 75.00% | ' |
Debt outstanding | 45,833,000 | 25,000,000 |
PNC Bank base lending rate [Member] | Term loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt outstanding | 800,000 | ' |
Interest rate at period end | 4.50% | ' |
LIBOR [Member] | Term loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt outstanding | $45,000,000 | ' |
Interest rate at period end | 2.42% | ' |
Minimum [Member] | PNC Bank base lending rate [Member] | Term loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Basis spread on variable rate | 1.25% | ' |
Maximum [Member] | PNC Bank base lending rate [Member] | Term loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Basis spread on variable rate | 1.75% | ' |
Term loan [Member] | Minimum [Member] | LIBOR [Member] | Line of Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Basis spread on variable rate | 2.25% | ' |
Term loan [Member] | Maximum [Member] | LIBOR [Member] | Line of Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Basis spread on variable rate | 2.75% | ' |
Convertible_Notes_LongTerm_Deb6
Convertible Notes, Long-Term Debt and Credit Facility Convertible Notes, Long-Term Debt and Credit Facility (Convertible Notes) (Details) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||||||||
Feb. 14, 2008 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Mar. 31, 2010 | Dec. 31, 2012 | Jun. 25, 2012 | Feb. 14, 2008 | 31-May-11 | Sep. 30, 2013 | Dec. 31, 2013 | Feb. 15, 2013 | Mar. 31, 2010 | Jan. 05, 2012 | Dec. 31, 2013 | Mar. 31, 2010 | Mar. 31, 2010 | |
2008 Notes [Member] | 2008 Notes [Member] | 2008 Notes [Member] | 2008 Notes [Member] | 2008 Notes [Member] | 2008 Notes [Member] | 2008 Notes [Member] | 2008 Notes [Member] | 2010 Notes [Member] | 2010 Notes [Member] | 2010 Notes [Member] | Exchange Agreement [Member] | ||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notes repurchased | ' | ' | ' | ' | ' | $50,300,000 | $15,000,000 | ' | ' | ' | ' | $5,200,000 | ' | $36,000,000 | ' | ' | ' |
Percentage of original principal amount of notes plus accrued and unpaid interest equalized repurchase | ' | ' | ' | ' | ' | ' | 102.00% | ' | ' | ' | ' | ' | ' | 104.95% | ' | ' | ' |
Notes Issued | ' | ' | ' | ' | ' | ' | ' | 115,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible notes, interest rate | ' | ' | ' | ' | ' | ' | ' | 5.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maturity date | ' | ' | ' | ' | ' | ' | ' | 15-Feb-28 | ' | ' | ' | ' | ' | ' | 15-Feb-28 | ' | ' |
Debt Instrument, Interest Rate, Effective Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11.50% | ' | ' | ' | ' | ' | ' | ' |
Expected Term for Accretion of Debt Discount | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Call Date, Latest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15-Feb-13 | ' | ' | ' | ' | ' | ' |
Federal statutory tax rate | 38.00% | 35.00% | 35.00% | 35.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Discount on notes | ' | ' | ' | ' | ' | ' | ' | 27,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred tax liability on notes | ' | ' | ' | ' | ' | ' | ' | 10,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible notes for each $1,000 principal amount, amount of notes exchanged | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40,000,000 | ' | ' | ' | ' |
Convertible notes for each $1,000 principal amount, amount of aggregate consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 36,000,000 | ' |
Senior credit facility, value of common stock converted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 |
Debt Discount Accreted Percentage | ' | ' | ' | ' | 9.90% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Redeemable price as a percentage of outstanding principal note amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' |
Common stock issued in payment of debt, shares | ' | 43.956 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible notes for each $1000 principal amount, principal amount of 2010 Notes converted | ' | 1,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Convertible, Conversion Price | ' | $22.75 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of notes exchanged | ' | ' | ' | ' | ' | ' | ' | ' | 4,500,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible notes for each $1,000 principal amount, number of shares | ' | ' | ' | ' | ' | ' | ' | ' | 559,007 | ' | ' | ' | ' | ' | ' | ' | ' |
Loss on the extinguishment of debt | ' | ' | ' | ' | ' | 900,000 | 1,000,000 | ' | 1,100,000 | ' | ' | ' | ' | 5,400,000 | ' | ' | ' |
Cash premium loss recognized on conversion of debt | ' | ($55,000) | ($3,710,000) | ($5,295,000) | ' | $300,000 | $300,000 | ' | ' | ' | ' | ' | ' | $1,800,000 | ' | ' | ' |
Convertible_Notes_LongTerm_Deb7
Convertible Notes, Long-Term Debt and Credit Facility (Maturities) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Term Loan | ' | ' |
2014 | $26,415 | ' |
2015 | 7,143 | ' |
2016 | 7,143 | ' |
2017 | 7,143 | ' |
2018 | 14,261 | ' |
Long term debt | 62,105 | ' |
Term loan [Member] | ' | ' |
Term Loan | ' | ' |
2014 | 10,143 | ' |
2015 | 7,143 | ' |
2016 | 7,143 | ' |
2017 | 7,143 | ' |
2018 | 14,261 | ' |
Long term debt | 45,833 | 25,000 |
Revolving Credit Facility [Member] | ' | ' |
Term Loan | ' | ' |
2014 | 16,272 | ' |
2015 | 0 | ' |
2016 | 0 | ' |
2017 | 0 | ' |
2018 | 0 | ' |
Long term debt | $16,272 | ' |
Convertible_Notes_LongTerm_Deb8
Convertible Notes, Long-Term Debt and Credit Facility (Additional Disclosures) (Details) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||
Jan. 22, 2013 | Jun. 30, 2012 | Nov. 30, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 11, 2008 | Mar. 31, 2010 | Jun. 30, 2011 | Dec. 31, 2013 | Mar. 31, 2010 | Dec. 31, 2013 | |
Term loan [Member] | Term loan [Member] | Term loan [Member] | Senior credit facility [Member] | Exchange Agreement [Member] | |||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitment Fee Percentage | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | 50.00% |
Share lending agreement, number of common stock shares loaned | ' | ' | ' | 3,800,000 | ' | 3,800,000 | ' | ' | ' | ' | ' |
Own share lending arrangement nominal loan fee per share | ' | ' | ' | ' | ' | $0.00 | ' | ' | ' | ' | ' |
Share lending agreement, fair value | ' | ' | ' | ' | ' | $500,000 | ' | ' | ' | ' | ' |
Return of borrowed shares under share-based, shares | 2,439,558 | 659,340 | 701,102 | 2,439,558 | 659,340 | ' | ' | ' | ' | ' | ' |
Face amount | ' | ' | ' | ' | ' | ' | 40,000,000 | ' | ' | ' | ' |
Maturity date | ' | ' | ' | ' | ' | ' | 1-Nov-12 | ' | ' | ' | ' |
Periodic prinicpal payments | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' |
Term loan, annual interest rate | ' | ' | ' | ' | ' | ' | 12.50% | ' | ' | ' | ' |
Senior note commitment fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,300,000 | ' |
Loss on the extinguishment of debt | ' | ' | ' | ' | ' | ' | ' | $2,100,000 | ' | ' | ' |
Fair_Value_Measurements_Change
Fair Value Measurements (Changes in Level 3 Liabilities) (Details) (Level 3 [Member], USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Level 3 [Member] | ' | ' |
Changes in warrant liability | ' | ' |
Balance, beginning of year | $0 | $16,622 |
Fair value adjustments, net | 0 | -2,649 |
Reclassification to additional paid-in capital | 0 | -13,973 |
Net transfers in/(out) | 0 | 0 |
Balance, end of year | $0 | $0 |
Fair_Value_Measurements_Fair_V
Fair Value Measurements (Fair Value of Other Financial Instruments) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | ||
In Thousands, unless otherwise specified | ||||
Convertible senior notes [Member] | 2008 Notes [Member] | Carrying Value [Member] | ' | ' | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' | ||
Long-term debt | $0 | [1] | $5,133 | [1] |
Convertible senior notes [Member] | 2008 Notes [Member] | Fair Value [Member] | ' | ' | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' | ||
Long-term debt | 0 | [1] | 5,163 | [1] |
Term loan [Member] | Term Loan 2012 [Member] | Carrying Value [Member] | ' | ' | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' | ||
Long-term debt | 45,833 | 25,000 | ||
Term loan [Member] | Term Loan 2012 [Member] | Fair Value [Member] | ' | ' | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' | ||
Long-term debt | 45,833 | 25,000 | ||
Capital lease obligations [Member] | Carrying Value [Member] | ' | ' | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' | ||
Capital lease obligations | 0 | 1,784 | ||
Capital lease obligations [Member] | Fair Value [Member] | ' | ' | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' | ||
Capital lease obligations | $0 | $1,736 | ||
[1] | The carrying value of the 2008 Notes represents the discounted debt component only, while the fair value of the Notes is based on the market value of the respective notes, including convertible equity features. |
Fair_Value_Measurements_Additi
Fair Value Measurements (Additional Disclosures) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Impairment of assets | $0 | $0 |
Level 3 [Member] | ' | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Non-cash gains recognized as fair value adjustments | $0 | $2,649 |
Earnings_Per_Share_Antidilutiv
Earnings Per Share (Antidilutive Securities Excluded) (Details) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 |
Stock options [Member] | Stock options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Anti-dilutive securities excluded from calculation of earnings per share | 1.1 | 0.1 | 0.1 |
Earnings_Per_Share_Basic_and_D
Earnings Per Share (Basic and Diluted Earnings (Loss) Per Common Share) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||||||||||
Earnings Per Share [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||
Net income attributable to common stockholders - Basic | ' | ' | ' | ' | ' | ' | ' | ' | $36,178 | $49,791 | $26,540 | ||||||||||
Impact of assumed conversions: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||
Interest on convertible notes | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 1,959 | 0 | ||||||||||
Dividends on preferred stock | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 141 | ||||||||||
Net income attributable to common stockholders - Diluted | ' | ' | ' | ' | ' | ' | ' | ' | $36,178 | $51,750 | $26,681 | ||||||||||
Weighted average common shares outstanding - Basic | ' | ' | ' | ' | ' | ' | ' | ' | 51,346 | 48,185 | 44,229 | ||||||||||
Assumed conversions: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||
Incremental common shares from warrants | ' | ' | ' | ' | ' | ' | ' | ' | 1,355 | 1,560 | 2,222 | ||||||||||
Incremental common shares from stock options | ' | ' | ' | ' | ' | ' | ' | ' | 1,133 | 992 | 747 | ||||||||||
Incremental common shares from convertible preferred stock before conversion | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 440 | ||||||||||
Incremental common shares from restricted stock units | ' | ' | ' | ' | ' | ' | ' | ' | 7 | 116 | 0 | ||||||||||
Incremental common shares from convertible senior notes | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 2,701 | 0 | ||||||||||
Weighted average common shares outstanding - Diluted | ' | ' | ' | ' | ' | ' | ' | ' | 53,841 | 53,554 | 47,638 | ||||||||||
Basic earnings per common share | $0.21 | [1] | $0.17 | [1] | $0.17 | [1] | $0.16 | [1] | $0.48 | [1] | $0.20 | [1] | $0.27 | [1] | $0.08 | [1] | $0.70 | [1] | $1.03 | [1] | $0.60 |
Diluted earnings per common share | $0.20 | [1] | $0.16 | [1] | $0.16 | [1] | $0.15 | [1] | $0.44 | [1] | $0.19 | [1] | $0.25 | [1] | $0.07 | [1] | $0.67 | [1] | $0.97 | [1] | $0.56 |
[1] | The sum of the quarterly earnings per share (basic and diluted) may not agree to the earnings per share for the year due to the timing of common stock issuances. |
Earnings_Per_Share_Additional_
Earnings Per Share (Additional Disclosures) (Details) (USD $) | Dec. 31, 2013 | Feb. 11, 2008 | Feb. 15, 2013 | Dec. 31, 2012 | Jun. 25, 2012 |
In Millions, except Share data, unless otherwise specified | Two Thousand Eight Notes [Member] | Two Thousand Eight Notes [Member] | Two Thousand Eight Notes [Member] | ||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Debt Instrument, Repurchased Face Amount | ' | ' | $5.20 | $50.30 | $15 |
Common stock included in share lending agreement | 3,800,000 | 3,800,000 | ' | ' | ' |
Income_Taxes_Components_of_Inc
Income Taxes (Components of Income Tax Provision) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Current: | ' | ' | ' |
Federal | $15,225 | $12,072 | $4,550 |
State | 3,322 | 1,450 | 1,211 |
Foreign | 1,432 | 891 | 883 |
Total current | 19,979 | 14,413 | 6,644 |
Deferred: | ' | ' | ' |
Federal | 1,336 | -18,836 | 1,107 |
State | -543 | 90 | 111 |
Total deferred | 793 | -18,746 | 1,218 |
Income tax expense (benefit) | $20,772 | ($4,333) | $7,862 |
Income_Taxes_Reconciliation_of
Income Taxes (Reconciliation of Effective Tax Rate) (Details) | 0 Months Ended | 12 Months Ended | ||
Feb. 14, 2008 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Federal statutory tax rate | 38.00% | 35.00% | 35.00% | 35.00% |
State income taxes, net of federal benefit | ' | 2.80% | 2.30% | 2.30% |
Change in valuation allowance | ' | 0.00% | -41.00% | -8.50% |
Warrant liability fair value adjustment | ' | 0.00% | -2.00% | -8.50% |
Effective Income Tax Rate Reconciliation, Deductions, Qualified Production Activities | ' | -2.60% | -3.00% | -1.20% |
Other | ' | 1.30% | -0.80% | 0.90% |
Effective income tax rate | ' | 36.50% | -9.50% | 0.00% |
Income_Taxes_Components_of_Def
Income Taxes (Components of Deferred Tax Assets and Liabilities) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ' | ' |
Net operating loss carryforwards | $11,665 | $12,285 |
Allowance for doubtful accounts | 383 | 262 |
Inventory valuation reserves | 1,503 | 1,109 |
Equity compensation | 3,693 | 4,216 |
Intangible assets and goodwill | 0 | 13,061 |
Accrued compensation | 598 | 0 |
Other | 1 | 2 |
Total gross deferred tax assets | 17,843 | 30,935 |
Valuation allowance | -856 | -835 |
Total deferred tax assets, net | 16,987 | 30,100 |
Deferred tax liabilities: | ' | ' |
Property and equipment | -12,374 | -8,227 |
Intangibles & Goodwill | -9,587 | 0 |
Convertible debt | -5,020 | -4,785 |
Prepaid insurance and other | -47 | -520 |
Total gross deferred tax liabilities | -27,028 | -13,532 |
Net deferred tax (liabilities) assets | ($10,041) | $16,568 |
Income_Taxes_Deferred_Taxes_Pr
Income Taxes (Deferred Taxes Presented in the Balance Sheets) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Income Tax Disclosure [Abstract] | ' | ' |
Current deferred tax assets | $2,522 | $1,274 |
Non-current deferred tax assets | 15,012 | 16,045 |
Non-current deferred tax liabilities | -27,575 | -751 |
Net deferred tax (liabilities) assets | ($10,041) | $16,568 |
Income_Taxes_Additional_Disclo
Income Taxes (Additional Disclosures) (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 |
Filinggroup | ||
Income Tax Disclosure [Abstract] | ' | ' |
Net operating loss carryforwards | ' | $30.60 |
Number of U.S. tax return filing groups | 2 | ' |
Valuation allowance removed | 16.5 | ' |
Valuation allowance, state jurisdictions | ' | 0.9 |
Unremitted earnings outside the US | ' | $2.80 |
Convertible_Preferred_Stock_an1
Convertible Preferred Stock and Stock Warrants (Details) (USD $) | 0 Months Ended | 12 Months Ended | |||||
Jun. 14, 2012 | Feb. 04, 2011 | Jan. 06, 2011 | Aug. 12, 2009 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
payment | |||||||
Class of Warrant or Right [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Change in fair value of warrant liability | ' | ' | ' | ' | ' | ($2,649,000) | ' |
Revalued warrant liability | -14,000,000 | ' | ' | ' | 0 | -13,973,000 | 0 |
Convertible Preferred Stock And Stock Warrants (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' |
Issuance of cumulative convertible preferred stock and warrants | ' | ' | ' | 16,000 | ' | ' | ' |
Issue price of cumulative convertible preferred stock and warrants | ' | ' | ' | $1,000 | ' | ' | ' |
Issuance of detachable warrants to acquire common stock | ' | ' | ' | 155 | ' | ' | ' |
Issuance of detachable Contingent Warrants to acquire common stock | ' | ' | ' | 500 | ' | ' | ' |
Proceeds from host contract | ' | ' | ' | 68.00% | ' | ' | ' |
Net proceeds from host contract | ' | ' | ' | 10,800,000 | ' | ' | ' |
Fair value of the detachable warrants | ' | ' | ' | 5,200,000 | ' | ' | ' |
Beneficial conversion discount associated with preferred stock | ' | ' | ' | 5,200,000 | ' | ' | ' |
Conversion period, in months | ' | ' | ' | '36 months | ' | ' | ' |
Convertible Preferred Stock shares issued upon conversion | ' | 434.782 | ' | ' | 434.782 | ' | ' |
Conversion price of convertible preferred stock | ' | ' | ' | ' | $2.30 | ' | ' |
Cumulative convertible preferred stock, liquidation preference | ' | ' | ' | ' | $1,000 | ' | ' |
Dividends accrued, liquidation preference annual payment rate | ' | ' | 15.00% | ' | 15.00% | ' | ' |
Preferred stock dividends, value of common stock per share | ' | $91.67 | $208.33 | ' | ' | ' | ' |
Common Stock Price Per Share | ' | $6.63 | $4.81 | ' | ' | ' | ' |
Prior business days for volume-weighted average price per share | ' | '10 days | '10 days | ' | ' | ' | ' |
Conversion of preferred stock into common stock, shares | ' | ' | ' | ' | ' | ' | 4,871,719 |
Number of quarterly dividend payments | ' | ' | ' | ' | ' | ' | 8 |
Criteria for availing obligation to pay dividend for the shareholders | ' | ' | ' | ' | ' | 'Previously paid an amount at least eight quarterly dividends | ' |
Stock warrants exercised, shares | ' | ' | ' | ' | 267,000 | 348,350 | ' |
Cash proceeds from exercise of warrants | ' | ' | ' | ' | $323,000 | $421,000 | $4,793,000 |
Number of warrants exercisable | ' | ' | ' | ' | 1,277,250 | ' | ' |
Exercisable [Member] | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Exercise price of the exercisable warrants | ' | ' | ' | 2.31 | ' | ' | ' |
Contingent [Member] | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Exercise price of the exercisable warrants | ' | ' | ' | 2.45 | ' | ' | ' |
Volatility rate | 58.10% | ' | ' | 54.00% | ' | ' | ' |
Risk-free rate of return | 0.36% | ' | ' | 2.70% | ' | ' | ' |
Assumed dividend rate | 0.00% | ' | ' | 0.00% | ' | ' | ' |
Convertible Preferred Stock And Stock Warrants (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' |
Term of warrants | ' | ' | ' | '5 years | ' | ' | ' |
Exercisable and Contingent [Member] | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Exercise price of the exercisable warrants | ' | ' | ' | ' | 1.21 | ' | ' |
Common_Stock_Common_Stock_Reco
Common Stock Common Stock (Reconciliation of Common Shares Issued and Additional Disclosures) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
series | ||
Common Stock [Abstract] | ' | ' |
Common stock, shares authorized | 80,000,000 | 80,000,000 |
Common stock, par value | $0.00 | $0.00 |
Preferred stock. shares authorized | 100,000 | 100,000 |
Preferred Stock, Minimum Number of Series Authorized | 1 | ' |
Preferred stock, par value | $0.00 | $0.00 |
Reconciliation of Changes in Common Shares Issued | ' | ' |
Shares issued at the beginning of the year | 53,123,978 | 51,957,652 |
Stock issued in Florida Chemical Company acquisition, shares | 3,284,180 | 0 |
Issued upon exercise of warrants | 267,000 | 348,350 |
Issued from restricted stock units | 217,089 | 0 |
Issued as restricted stock award grants | 802,164 | 750,476 |
Issued upon exercise of stock options | 571,500 | 67,500 |
Shares issued at the end of the year | 58,265,911 | 53,123,978 |
Common_Stock_StockBased_Incent
Common Stock (Stock-Based Incentive Plans) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2010 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $8.47 | ' |
Shares remaining to be granted | ' | 300,000 |
2010 Plan [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Maximum number of shares that may be issued | ' | 6,000,000 |
2007 Plan [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Maximum number of shares that may be issued | ' | 2,200,000 |
Plan 2 [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Maximum number of shares that may be issued | ' | 1,900,000 |
Common_Stock_Stock_Option_Pric
Common Stock (Stock Option Pricing Assumptions) (Details) (Employee Stock Option [Member]) | 12 Months Ended | |||
Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2011 | ||
Minimum [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | |
Risk-free interest rate | ' | 0.94% | 1.83% | |
Expected volatility rate of common stock | ' | 67.70% | 70.30% | |
Expected life of options in years | ' | '3 years 6 months | [1] | '4 years |
Dividend yield | 0.00% | ' | ' | |
Vesting period in years | ' | '3 years 6 months | '4 years | |
[1] | Grants were made to an optionee for whom the Company was able to reasonably estimate the expected life of the award. |
Common_Stock_Stock_Option_Acti
Common Stock (Stock Option Activity and Additional Details) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Shares | ' | ' | ' |
Outstanding as of January 1, 2013 | 2,457,586 | ' | ' |
Exercised | -571,500 | -67,500 | ' |
Forfeited | -5,000 | ' | ' |
Expired | -17,044 | ' | ' |
Outstanding as of December 31, 2013 | 1,864,042 | 2,457,586 | ' |
Vested or expected to vest at December 31, 2013 | 1,862,960 | ' | ' |
Options exercisable as of December 31, 2013 | 1,836,942 | ' | ' |
Weighted-Average Exercise Price | ' | ' | ' |
Outstanding as of January 1, 2013 | $5.65 | ' | ' |
Exercised | $7.70 | ' | ' |
Forfeited | $1.38 | ' | ' |
Expired | $22.40 | ' | ' |
Outstanding as of December 31, 2013 | $4.95 | $5.65 | ' |
Vested or expected to vest at December 31, 2013 | $4.95 | ' | ' |
Options exercisable as of December 31, 2013 | $4.98 | ' | ' |
Weighted Average Remaining Conctracual Term (in years) | ' | ' | ' |
Outstanding as of December 31, 2013 | '6 years 3 months 4 days | ' | ' |
Vesting or expected to vest at December 31, 2013 | '6 years 3 months 4 days | ' | ' |
Options exercisable as of December 31, 2013 | '6 years 3 months 1 day | ' | ' |
Aggregate Intrinsic Value | ' | ' | ' |
Outstanding as of December 31, 2013 | $28,253,321 | ' | ' |
Vesting or expected to vest at December 31, 2013 | 28,216,770 | ' | ' |
Options exercisable as of December 31, 2013 | 27,763,907 | ' | ' |
Stock Options, Additional Disclosures | ' | ' | ' |
Total intrinsic value of stock options exercised | 5,600,000 | 600,000 | 200,000 |
Total fair value of stock options vesting | 4,200,000 | 500,000 | 500,000 |
Unrecognized compensation expense related to non-vested stock options | $100,000 | ' | ' |
Stock options [Member] | ' | ' | ' |
Stock Options, Additional Disclosures | ' | ' | ' |
Award expiration period | '10 years | ' | ' |
Vesting period in years | '4 years | ' | ' |
Award unrecognized compensation expense, expected period for recognition | '10 months 24 days | ' | ' |
Common_Stock_Restricted_Stock_
Common Stock (Restricted Stock and Units) (Details) (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Restricted Stock Units, Percent Which Will Be Issued as Common Stock Shares in Next Fiscal Year | 33.30% | ' | ' |
Restricted Stock [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 629,135 | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $15.17 | $11.03 | $8.79 |
Shares | ' | ' | ' |
Non-vested at January 1, 2013 | 1,324,290 | ' | ' |
Forfeited | -115,352 | ' | ' |
Non-vested at December 31, 2013 | 1,067,655 | 1,324,290 | ' |
Weighted-Average Fair Value - Date of Grant | ' | ' | ' |
Non-vested at January 1, 2013 | $9.15 | ' | ' |
Vested | $8.87 | ' | ' |
Forfeited | $13.50 | ' | ' |
Non-vested at December 31, 2013 | $12.78 | $9.15 | ' |
Conversion of Units | -173,029 | ' | ' |
Conversion of Units, Weighted Average Grant Date Fair Value | $11.04 | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 943,447 | ' | ' |
Fair value of vested restricted stock | $8.40 | $5.40 | $7.20 |
Award unrecognized compensation expense | 8.5 | ' | ' |
Award unrecognized compensation expense, expected period for recognition | '1 year 9 months 24 days | ' | ' |
Restricted Stock [Member] | Minimum [Member] | ' | ' | ' |
Weighted-Average Fair Value - Date of Grant | ' | ' | ' |
Vesting period in years | '3 years | ' | ' |
Restricted Stock [Member] | Maximum [Member] | ' | ' | ' |
Weighted-Average Fair Value - Date of Grant | ' | ' | ' |
Vesting period in years | '4 years | ' | ' |
Restricted Stock, Time-vesting [Member] | ' | ' | ' |
Weighted-Average Fair Value - Date of Grant | ' | ' | ' |
Percent of time-vesting restricted stock awards | 71.00% | ' | ' |
Restricted Stock Units [Member] | ' | ' | ' |
Shares | ' | ' | ' |
Non-vested at January 1, 2013 | 390,118 | ' | ' |
Granted | -217,089 | ' | ' |
Vested | -175,576 | ' | ' |
Non-vested at December 31, 2013 | 175,576 | ' | ' |
Weighted-Average Fair Value - Date of Grant | ' | ' | ' |
Non-vested at January 1, 2013 | $11.04 | ' | ' |
Vested | $11.04 | ' | ' |
Non-vested at December 31, 2013 | $16.35 | ' | ' |
Conversion of Units | -173,029 | ' | ' |
Conversion of Units, Weighted Average Grant Date Fair Value | $11.04 | ' | ' |
Award unrecognized compensation expense | $1.90 | ' | ' |
Award unrecognized compensation expense, expected period for recognition | '1 year 10 months 24 days | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 175,576 | ' | ' |
Number of Award Units Which Will Be Converted Into Units Vesting In Two to Three Years | 117,050 | ' | ' |
Share Equivalents Earned, Weighted Average Grant Date Fair Value | $16.35 | ' | ' |
Common_Stock_Employee_Stock_Pu
Common Stock (Employee Stock Purchase Plan) (Details) (USD $) | 12 Months Ended | |||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | 18-May-12 |
Employee Stock [Member] | Employee Stock [Member] | Employee Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' |
Registered shares of common stock | ' | ' | ' | ' | ' | 500,000 |
Percent of common stock fair market value | ' | ' | ' | 85.00% | ' | ' |
Offering period | ' | ' | ' | '3 months | ' | ' |
Maximum employee compensation payroll deductions may not exceed | ' | ' | ' | 10.00% | ' | ' |
Maximum shares employees may purchase in any one offering period | ' | ' | ' | 1,000 | ' | ' |
Share based compensation expense | $10.90 | $13.40 | $7.40 | $0.10 | $0.10 | ' |
Total fair value of the shares purchased under the plan | ' | ' | ' | $0.90 | $0.20 | ' |
Common_Stock_ShareBased_Compen
Common Stock (Share-Based Compensation and Treasury Stock) (Details) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | ||||
In Millions, except Share data, unless otherwise specified | Jan. 22, 2013 | Nov. 30, 2012 | Jun. 30, 2012 | Nov. 30, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | ' | ' | ' | ' | 0.00% | ' | ' |
Non-cash share-based compensation expense | ' | ' | ' | ' | $10.90 | $13.40 | $7.40 |
Common stock shares purchased by the company | ' | ' | ' | ' | 448,121 | 166,334 | ' |
Return of borrowed shares under share-based, shares | 2,439,558 | ' | 659,340 | 701,102 | 2,439,558 | 659,340 | ' |
Stock repurchase shares authorized | ' | $25 | ' | ' | ' | ' | ' |
Defined Contribution Plan, Employer Matching Contribution, Percent | ' | ' | ' | ' | 2.00% | ' | ' |
Restricted Stock [Member] | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | ' | ' | ' | ' | $15.17 | $11.03 | $8.79 |
Treasury Stock [Member] | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Common stock shares purchased by the company | ' | ' | ' | ' | 448,000 | 166,000 | 81,000 |
Stock surrendered for exercise of stock options, shares | ' | ' | ' | ' | 237,000 | ' | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 0 Months Ended | 12 Months Ended | ||
Feb. 25, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
agreement | ||||
Commitments and Contingencies Disclosure [Abstract] | ' | ' | ' | ' |
Separate representation agreements | 2 | ' | ' | ' |
Amount of non-refundable retainer under representation agreements, to be paid | $100,000 | ' | ' | ' |
Potential number of warrants issued under representation agreements during 2013 and 2014 | ' | 100,000 | ' | ' |
Rent expense under operating leases | ' | 1,700,000 | 1,900,000 | 1,800,000 |
Compensation expense related to 401(k) retirement plan | ' | $600,000 | $500,000 | $400,000 |
Matching 401(k) contribution | ' | 0.00% | ' | ' |
Commitments_and_Contingencies_2
Commitments and Contingencies (Operating Leases) (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Future minimum lease payments under operating leases | ' |
2014 | $1,598 |
2015 | 1,284 |
2016 | 1,192 |
2017 | 875 |
2018 | 677 |
Thereafter | 3,551 |
Total | $9,177 |
Segment_Information_Reportable
Segment Information (Reportable Segments) (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Summarized financial information regarding reportable segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue from external customers | $100,848 | $98,388 | $93,586 | $78,243 | $76,702 | $78,628 | $78,303 | $79,195 | $371,065 | $312,828 | $258,785 | ' |
Gross margin | 39,801 | 37,502 | 37,594 | 32,630 | 31,300 | 33,843 | 33,025 | 33,451 | 147,527 | 131,619 | 105,820 | ' |
Income (loss) from operations | ' | ' | ' | ' | ' | ' | ' | ' | 58,726 | 58,621 | 48,888 | ' |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 15,109 | 11,583 | 10,105 | ' |
Total assets | 375,581 | ' | ' | ' | 219,867 | ' | ' | ' | 375,581 | 219,867 | 232,012 | ' |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 15,007 | 20,701 | 9,984 | 9,984 |
Energy Chemical Technologies [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summarized financial information regarding reportable segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue from external customers | ' | ' | ' | ' | ' | ' | ' | ' | 200,932 | 183,986 | 140,836 | ' |
Gross margin | ' | ' | ' | ' | ' | ' | ' | ' | 88,536 | 81,438 | 56,115 | ' |
Income (loss) from operations | ' | ' | ' | ' | ' | ' | ' | ' | 65,396 | 65,440 | 43,549 | ' |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 3,160 | 1,765 | 1,594 | ' |
Total assets | 127,119 | ' | ' | ' | 59,195 | ' | ' | ' | 127,119 | 59,195 | 54,958 | ' |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 5,225 | 3,553 | ' | 2,231 |
Consumer and Industrial Chemical Technologies [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summarized financial information regarding reportable segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue from external customers | ' | ' | ' | ' | ' | ' | ' | ' | 42,927 | 0 | 0 | ' |
Gross margin | ' | ' | ' | ' | ' | ' | ' | ' | 10,659 | 0 | 0 | ' |
Income (loss) from operations | ' | ' | ' | ' | ' | ' | ' | ' | 6,260 | 0 | 0 | ' |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 1,126 | 0 | 0 | ' |
Total assets | 86,640 | ' | ' | ' | 0 | ' | ' | ' | 86,640 | 0 | 0 | ' |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 183 | 0 | ' | 0 |
Drilling [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summarized financial information regarding reportable segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue from external customers | ' | ' | ' | ' | ' | ' | ' | ' | 112,406 | 116,736 | 102,470 | ' |
Gross margin | ' | ' | ' | ' | ' | ' | ' | ' | 43,156 | 45,709 | 43,607 | ' |
Income (loss) from operations | ' | ' | ' | ' | ' | ' | ' | ' | 18,306 | 22,282 | 23,035 | ' |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 9,632 | 9,115 | 8,061 | ' |
Total assets | 135,738 | ' | ' | ' | 118,771 | ' | ' | ' | 135,738 | 118,771 | 113,130 | ' |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 6,326 | 12,264 | ' | 6,025 |
Artificial Lift [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summarized financial information regarding reportable segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue from external customers | ' | ' | ' | ' | ' | ' | ' | ' | 14,800 | 12,106 | 15,479 | ' |
Gross margin | ' | ' | ' | ' | ' | ' | ' | ' | 5,176 | 4,472 | 6,098 | ' |
Income (loss) from operations | ' | ' | ' | ' | ' | ' | ' | ' | 3,060 | 3,395 | 4,296 | ' |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 250 | 206 | 196 | ' |
Total assets | 16,647 | ' | ' | ' | 11,189 | ' | ' | ' | 16,647 | 11,189 | 10,815 | ' |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 1,749 | 77 | ' | 182 |
Corporate [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summarized financial information regarding reportable segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue from external customers | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 | ' |
Gross margin | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 | ' |
Income (loss) from operations | ' | ' | ' | ' | ' | ' | ' | ' | -34,296 | -32,496 | -21,992 | ' |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 941 | 497 | 254 | ' |
Total assets | 9,437 | ' | ' | ' | 30,712 | ' | ' | ' | 9,437 | 30,712 | 53,109 | ' |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | $1,524 | $4,807 | ' | $1,546 |
Segment_Information_Revenue_by
Segment Information (Revenue by Georgraphic Location) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenue by geographic location | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue | $100,848 | $98,388 | $93,586 | $78,243 | $76,702 | $78,628 | $78,303 | $79,195 | $371,065 | $312,828 | $258,785 |
U.S. [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue by geographic location | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue | ' | ' | ' | ' | ' | ' | ' | ' | 319,649 | 272,945 | 222,304 |
Other countries [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue by geographic location | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue | ' | ' | ' | ' | ' | ' | ' | ' | $51,416 | $39,883 | $36,481 |
Segment_Information_Major_Cust
Segment Information (Major Customers) (Details) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Percentage of Major Customers Noted's Revenue Attributable to Chemicals Segment | 95.00% | 95.00% | 95.00% |
Customer A [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Revenue from major customers as percentage of consolidated revenue | 16.20% | 15.60% | 13.10% |
Customer B [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Revenue from major customers as percentage of consolidated revenue | ' | 10.00% | ' |
Customer C [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Revenue from major customers as percentage of consolidated revenue | ' | ' | 10.80% |
Customer Concentration Risk [Member] | Sales Revenue, Net [Member] | Energy Chemical Technologies [Member] | Major Customers [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Revenue from major customers within segments | 95.00% | ' | ' |
Segment_Information_Additional
Segment Information (Additional Disclosures) (Details) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
segment | |||
Segment Reporting [Abstract] | ' | ' | ' |
Percentage of Major Customers Noted's Revenue Attributable to Chemicals Segment | 95.00% | 95.00% | 95.00% |
Reportable segments | 4 | ' | ' |
Quarterly_Financial_Data_Detai
Quarterly Financial Data (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||||||||||
Quarterly Financial Data [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||
Revenue | $100,848 | $98,388 | $93,586 | $78,243 | $76,702 | $78,628 | $78,303 | $79,195 | $371,065 | $312,828 | $258,785 | ||||||||||
Gross margin | 39,801 | 37,502 | 37,594 | 32,630 | 31,300 | 33,843 | 33,025 | 33,451 | 147,527 | 131,619 | 105,820 | ||||||||||
Net income | $11,005 | $8,968 | $8,440 | $7,765 | $23,201 | $9,806 | $13,178 | $3,606 | $36,178 | $49,791 | $31,408 | ||||||||||
Earnings per common share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||
Basic (in dollars per share) | $0.21 | [1] | $0.17 | [1] | $0.17 | [1] | $0.16 | [1] | $0.48 | [1] | $0.20 | [1] | $0.27 | [1] | $0.08 | [1] | $0.70 | [1] | $1.03 | [1] | $0.60 |
Diluted (in dollars per share) | $0.20 | [1] | $0.16 | [1] | $0.16 | [1] | $0.15 | [1] | $0.44 | [1] | $0.19 | [1] | $0.25 | [1] | $0.07 | [1] | $0.67 | [1] | $0.97 | [1] | $0.56 |
[1] | The sum of the quarterly earnings per share (basic and diluted) may not agree to the earnings per share for the year due to the timing of common stock issuances. |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Feb. 07, 2014 | Jan. 03, 2014 | Jan. 01, 2014 | |
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||
EOGA [Member] | EOGA [Member] | |||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' |
Percent of outstanding shares acquired | ' | ' | ' | ' | ' | 100.00% |
Subsequent Event, Cash Portion of Purchase Price Paid for Acquisition | ' | ' | ' | ' | $5,250,000 | ' |
Common stock, shares issued (in shares) | ' | ' | ' | ' | 94,354 | ' |
Subsequent Event, Shares Issued in Exercise of Warrants | ' | ' | ' | 1,277,250 | ' | ' |
Common Stock Issued With Warrants Exercise, Exercise Price per Share | ' | ' | ' | $1.21 | ' | ' |
Proceeds from Warrant Exercises | $323,000 | $421,000 | $4,793,000 | $1,500,000 | ' | ' |