Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 21, 2019 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | USAP | |
Entity Registrant Name | UNIVERSAL STAINLESS & ALLOY PRODUCTS INC | |
Entity Central Index Key | 0000931584 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 8,787,837 | |
Entity Shell Company | false | |
Entity File Number | 000-25032 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 25-1724540 | |
Entity Address, Address Line One | 600 Mayer Street | |
Entity Address, City or Town | Bridgeville | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 15017 | |
City Area Code | 412 | |
Local Phone Number | 257-7600 | |
Document Quarterly Report | true | |
Document Transition Report | false |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | ||||
Net sales | $ 56,568 | $ 69,056 | $ 187,836 | $ 198,864 |
Cost of products sold | 51,260 | 58,631 | 166,052 | 167,472 |
Gross margin | 5,308 | 10,425 | 21,784 | 31,392 |
Selling, general and administrative expenses | 4,525 | 5,131 | 15,095 | 16,187 |
Operating income | 783 | 5,294 | 6,689 | 15,205 |
Interest expense and other financing costs | 1,045 | 966 | 2,980 | 3,440 |
Other income, net | (452) | (48) | (421) | (690) |
Income before income taxes | 190 | 4,376 | 4,130 | 12,455 |
Provision (benefit) for income taxes | (577) | 460 | 55 | 2,376 |
Net income | $ 767 | $ 3,916 | $ 4,075 | $ 10,079 |
Net income per common share - Basic | $ 0.09 | $ 0.45 | $ 0.46 | $ 1.27 |
Net income per common share - Diluted | $ 0.09 | $ 0.44 | $ 0.46 | $ 1.23 |
Weighted average shares of common stock outstanding | ||||
Basic | 8,787,837 | 8,699,953 | 8,780,590 | 7,931,783 |
Diluted | 8,879,441 | 8,952,749 | 8,870,240 | 8,166,759 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income | $ 767 | $ 3,916 | $ 4,075 | $ 10,079 |
Other comprehensive income (loss), net of tax | ||||
Adoption of ASU 2018-02 | (21) | |||
Unrealized gain on foreign currency contracts | 58 | 5 | 145 | 113 |
Comprehensive income | $ 825 | $ 3,921 | $ 4,199 | $ 10,192 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash | $ 1,204 | $ 3,696 |
Accounts receivable (less allowance for doubtful accounts of $295) | 36,422 | 32,618 |
Inventory, net | 140,672 | 134,738 |
Other current assets | 5,756 | 3,756 |
Total current assets | 184,054 | 174,808 |
Property, plant and equipment, net | 175,962 | 177,844 |
Other long-term assets | 1,002 | 668 |
Total assets | 361,018 | 353,320 |
Current liabilities: | ||
Accounts payable | 32,154 | 44,379 |
Accrued employment costs | 3,830 | 7,939 |
Current portion of long-term debt | 3,929 | 3,907 |
Other current liabilities | 912 | 2,929 |
Total current liabilities | 40,825 | 59,154 |
Long-term debt, net | 62,155 | 42,839 |
Deferred income taxes | 12,097 | 11,481 |
Other long-term liabilities, net | 3,283 | 2,835 |
Total liabilities | 118,360 | 116,309 |
Stockholders’ equity: | ||
Senior preferred stock, par value $0.001 per share; 1,980,000 shares authorized; 0 shares issued and outstanding | ||
Common stock, par value $0.001 per share; 20,000,000 shares authorized; 9,082,116 and 9,045,345 shares issued, respectively | 9 | 9 |
Additional paid-in capital | 94,548 | 93,100 |
Other comprehensive income | 125 | 1 |
Retained earnings | 150,287 | 146,191 |
Treasury stock, at cost; 294,279 and 292,855 common shares held, respectively | (2,311) | (2,290) |
Total stockholders’ equity | 242,658 | 237,011 |
Total liabilities and stockholders’ equity | $ 361,018 | $ 353,320 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 295 | $ 295 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,980,000 | 1,980,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 20,000,000 | 20,000,000 |
Common stock, shares issued | 9,082,116 | 9,045,345 |
Treasury stock at cost, common shares held | 294,279 | 292,855 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flow - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Operating Activities: | ||
Net income | $ 4,075 | $ 10,079 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 14,235 | 14,460 |
Deferred income tax | 577 | 2,327 |
Share-based compensation expense | 1,100 | 1,046 |
Changes in assets and liabilities: | ||
Accounts receivable, net | (3,804) | (19,195) |
Inventory, net | (7,628) | (7,890) |
Accounts payable | (9,728) | (3,964) |
Accrued employment costs | (4,109) | 2,595 |
Income taxes | (56) | (36) |
Other, net | (3,735) | 1,307 |
Net cash (used in) provided by operating activities | (9,073) | 729 |
Investing Activity: | ||
Capital expenditures | (13,308) | (13,211) |
Net cash used in investing activity | (13,308) | (13,211) |
Financing Activities: | ||
Borrowings under revolving credit facility | 145,688 | 347,395 |
Payments on revolving credit facility | (123,097) | (351,918) |
Proceeds under New Markets Tax Credit financing | 2,835 | |
Payments on term loan facility, finance leases, and notes | (3,424) | (11,821) |
Payments of financing costs | (1,105) | |
Proceeds from public offering, net of cash expenses | 32,246 | |
Proceeds from the exercise of stock options | 327 | 834 |
Net cash provided by financing activities | 19,494 | 18,466 |
Net (decrease) increase in cash and restricted cash | (2,887) | 5,984 |
Cash and restricted cash at beginning of period | 4,091 | 207 |
Cash and restricted cash at end of period | $ 1,204 | $ 6,191 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flow (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Statement Of Cash Flows [Abstract] | ||
Cash | $ 1,204 | $ 33 |
Restricted cash included in other long-term assets | $ 6,158 | |
Restricted Cash and Cash Equivalents, Noncurrent, Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent | us-gaap:OtherAssetsNoncurrent |
Total cash and restricted cash | $ 1,204 | $ 6,191 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Treasury Stock [Member] |
Beginning Balance at Dec. 31, 2017 | $ 8 | $ 58,514 | $ 135,529 | $ (93) | $ (2,290) | |
Beginning Balance (shares) at Dec. 31, 2017 | 7,257,787 | 292,855 | ||||
Exercise of stock options | 54 | |||||
Exercise of stock options (shares) | 4,550 | |||||
Share-based compensation | 401 | |||||
Share-based compensation (shares) | 2,848 | |||||
Capital investment | 33 | |||||
Net gain (loss) on derivative instruments | (58) | |||||
Net income | 2,125 | |||||
Ending Balance at Mar. 31, 2018 | $ 8 | 59,002 | 137,654 | (151) | $ (2,290) | |
Ending Balance (shares) at Mar. 31, 2018 | 7,265,185 | 292,855 | ||||
Beginning Balance at Dec. 31, 2017 | $ 8 | 58,514 | 135,529 | (93) | $ (2,290) | |
Beginning Balance (shares) at Dec. 31, 2017 | 7,257,787 | 292,855 | ||||
Net income | $ 10,079 | |||||
Ending Balance at Sep. 30, 2018 | $ 9 | 92,747 | 145,608 | 20 | $ (2,290) | |
Ending Balance (shares) at Sep. 30, 2018 | 8,724,990 | 292,855 | ||||
Beginning Balance at Mar. 31, 2018 | $ 8 | 59,002 | 137,654 | (151) | $ (2,290) | |
Beginning Balance (shares) at Mar. 31, 2018 | 7,265,185 | 292,855 | ||||
Common stock issuance under Employee Stock Purchase Plan | 149 | |||||
Common stock issuance under Employee Stock Purchase Plan (shares) | 7,922 | |||||
Exercise of stock options | 59 | |||||
Exercise of stock options (shares) | 5,375 | |||||
Public offering | $ 1 | 32,253 | ||||
Public offering (shares) | 1,408,163 | |||||
Share-based compensation | 351 | |||||
Net gain (loss) on derivative instruments | 166 | |||||
Net income | 4,038 | |||||
Ending Balance at Jun. 30, 2018 | $ 9 | 91,814 | 141,692 | 15 | $ (2,290) | |
Ending Balance (shares) at Jun. 30, 2018 | 8,686,645 | 292,855 | ||||
Exercise of stock options | 572 | |||||
Exercise of stock options (shares) | 38,345 | |||||
Public offering | (7) | |||||
Share-based compensation | 368 | |||||
Net gain (loss) on derivative instruments | 5 | |||||
Net income | 3,916 | 3,916 | ||||
Ending Balance at Sep. 30, 2018 | $ 9 | 92,747 | 145,608 | 20 | $ (2,290) | |
Ending Balance (shares) at Sep. 30, 2018 | 8,724,990 | 292,855 | ||||
Beginning Balance at Dec. 31, 2018 | 237,011 | $ 9 | 93,100 | 146,191 | 1 | $ (2,290) |
Beginning Balance (shares) at Dec. 31, 2018 | 8,752,490 | 292,855 | ||||
Common stock issuance under Employee Stock Purchase Plan | 128 | |||||
Common stock issuance under Employee Stock Purchase Plan (shares) | 9,270 | |||||
Exercise of stock options | 41 | |||||
Exercise of stock options (shares) | 4,050 | |||||
Share-based compensation | 432 | |||||
Share-based compensation (shares) | 6,401 | |||||
Net gain (loss) on derivative instruments | (67) | |||||
Adoption of ASU 2018-02 | 21 | (21) | ||||
Net income | 1,222 | |||||
Ending Balance at Mar. 31, 2019 | $ 9 | 93,701 | 147,434 | (87) | $ (2,290) | |
Ending Balance (shares) at Mar. 31, 2019 | 8,772,211 | 292,855 | ||||
Beginning Balance at Dec. 31, 2018 | 237,011 | $ 9 | 93,100 | 146,191 | 1 | $ (2,290) |
Beginning Balance (shares) at Dec. 31, 2018 | 8,752,490 | 292,855 | ||||
Adoption of ASU 2018-02 | (21) | |||||
Net income | 4,075 | |||||
Ending Balance at Sep. 30, 2019 | 242,658 | $ 9 | 94,548 | 150,287 | 125 | $ (2,311) |
Ending Balance (shares) at Sep. 30, 2019 | 8,787,837 | 294,279 | ||||
Beginning Balance at Mar. 31, 2019 | $ 9 | 93,701 | 147,434 | (87) | $ (2,290) | |
Beginning Balance (shares) at Mar. 31, 2019 | 8,772,211 | 292,855 | ||||
Common stock issuance under Employee Stock Purchase Plan | 152 | |||||
Common stock issuance under Employee Stock Purchase Plan (shares) | 11,182 | |||||
Exercise of stock options | 17 | |||||
Exercise of stock options (shares) | 600 | |||||
Share-based compensation | 357 | $ (21) | ||||
Share-based compensation (shares) | 3,844 | 1,424 | ||||
Net gain (loss) on derivative instruments | 154 | |||||
Net income | 2,086 | |||||
Ending Balance at Jun. 30, 2019 | $ 9 | 94,227 | 149,520 | 67 | $ (2,311) | |
Ending Balance (shares) at Jun. 30, 2019 | 8,787,837 | 294,279 | ||||
Common stock issuance under Employee Stock Purchase Plan | (11) | |||||
Share-based compensation | 332 | |||||
Net gain (loss) on derivative instruments | 58 | |||||
Net income | 767 | 767 | ||||
Ending Balance at Sep. 30, 2019 | $ 242,658 | $ 9 | $ 94,548 | $ 150,287 | $ 125 | $ (2,311) |
Ending Balance (shares) at Sep. 30, 2019 | 8,787,837 | 294,279 |
Nature of Business and Basis of
Nature of Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Nature of Business and Basis of Presentation | Note 1: Nature of Business and Basis of Presentation Universal Stainless & Alloy Products, Inc., and its wholly-owned subsidiaries (collectively, “Universal,” “we,” “us,” “our,” or the “Company”), manufacture and market semi-finished and finished specialty steel products, including stainless steel, nickel alloys, tool steel and certain other alloyed steels. Our manufacturing process involves melting, remelting, heat treating, hot and cold rolling, forging, machining and cold drawing of semi-finished and finished specialty steels. Our products are sold to service centers, forgers, rerollers, original equipment manufacturers and wire redrawers. Our customers further process our products for use in a variety of industries, including the aerospace, power generation, oil and gas, heavy equipment, and general industrial manufacturing industries. We also perform conversion services on materials supplied by customers. The accompanying unaudited consolidated statements include the accounts of Universal Stainless & Alloy Products, Inc. and its subsidiaries and are prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial reports and the instructions for Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared under U.S. GAAP have been condensed or omitted pursuant to such regulations. Although the December 31, 2018 consolidated balance sheet data was derived from the audited financial statements, it does not include all disclosures required by U.S. GAAP. However, we believe that the disclosures are adequate to make the information presented not misleading. These consolidated financial statements should be read in conjunction with our most recently audited financial statements and the notes thereto included in our Annual Report on Form 10-K as filed with the Securities and Exchange Commission. In the opinion of management, the accompanying financial statements include all adjustments necessary to present a fair presentation of the consolidated financial statements for the periods shown. Interim results are not necessarily indicative of the operating results for the full fiscal year or any future period. The preparation of these financial statements in conformity with U.S. GAAP requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and disclosure of contingent assets and liabilities. Actual results may differ from our estimates. The consolidated financial statements include our accounts and the accounts of our wholly–owned subsidiaries. We also consolidate, regardless of our ownership percentage, variable interest entities (each a “VIE”) for which we are deemed to have a controlling financial interest. All intercompany transactions and balances have been eliminated. When we obtain an economic interest in an entity, we evaluate the entity to determine if the entity is a VIE, and if we are deemed to be a primary beneficiary. As a part of our evaluation, we are required to qualitatively assess if we are the primary beneficiary of the VIE based on whether we hold the power to direct those matters that most significantly impacted the activities of the VIE and the obligation to absorb losses or the right to receive the benefits of the VIE that could potentially be significant. Refer to Note 7, New Markets Tax Credit Financing Transaction, for a description of the VIE’s included in our consolidated financial statements. Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02 “Leases (Topic 842),” which amends existing accounting standards for leases. The ASU requires lessees to recognize most leases on their balance sheet as a lease liability with a corresponding right-of-use asset. For income statement purposes, the FASB retained a dual model, requiring leases to be classified as either operating or finance. The criteria for evaluating are similar to those applied in current lease accounting. The Company adopted the ASU effective January 1, 2019. The adoption resulted in the recognition of current and noncurrent lease liabilities and corresponding right-of-use assets on the balance sheet, which did not have a material impact on the consolidated financial statements. In February 2018, the FASB issued ASU 2018-02, “Income Statement – Reporting Comprehensive Income,” that permits companies the option to reclassify stranded tax effects caused by the 2017 U.S. Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. Consequently, the amendments eliminate the stranded tax effects resulting from the Tax Cuts and Jobs Act and will improve the usefulness of information reported to financial statement users. However, because the amendments only relate to the reclassification of the income tax effects of the Tax Cuts and Jobs Act, the underlying guidance that requires that the effect of a change in tax laws or rates be included in income from continuing operations is not affected. The Company adopted the ASU effective January 1, 2019 and recorded the reclassification to retained earnings as of the effective date of the adoption. The adoption did not have a material impact on the consolidated financial statements. Recently Issued Accounting Pronouncements The Company considers the applicability and impact of all ASUs. Recently issued ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, “Disclosure Framework–Changes to the Disclosure Requirements for Fair Value Measurement,” which will modify the disclosure requirements on fair value measurements in Topic 820, Fair Value Measurement, including the removal of certain disclosure requirements. The amendments in the ASU are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted upon issuance of the ASU. An entity is permitted to early adopt any removed or modified disclosures upon issuance of the ASU and delay adoption of the additional disclosures until the effective date. We are currently evaluating the impact of this guidance on our consolidated financial statements and will adopt on or before January 1, 2020. |
Net Income Per Common Share
Net Income Per Common Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Net Income Per Common Share | Note 2: Net income per Common Share The following table sets forth the computation of basic and diluted net income per common share: Three months ended Nine months ended September 30, September 30, (dollars in thousands, except per share amounts) 2019 2018 2019 2018 Numerator: Net income $ 767 $ 3,916 $ 4,075 $ 10,079 Denominator: Weighted average number of shares of common stock outstanding (A) 8,787,837 8,699,953 8,780,590 7,931,783 Weighted average effect of dilutive share-based compensation 91,604 252,796 89,650 234,976 Diluted weighted average number of shares of common stock outstanding 8,879,441 8,952,749 8,870,240 8,166,759 Net income per common share: Net income per common share - Basic $ 0.09 $ 0.45 $ 0.46 $ 1.27 Net income per common share - Diluted $ 0.09 $ 0.44 $ 0.46 $ 1.23 (A) The three and nine months ended September 30, 2019 and the three months ended September 30, 2018 include 1,408,163 shares in the aggregate issued on May 25 and June 5, 2018 as part of an underwritten public offering by the Company. The impact of this common stock issuance on the weighted average number of shares outstanding for the nine months ended September 30, 2018 is approximately 658,000. On May 25, 2018, the Company completed an underwritten, public offering involving the issuance and sale by the Company of 1,224,490 shares of common stock at a public offering price of $24.50 per share. In addition, the Company granted the underwriters a 30-day option to purchase up to an additional 183,673 shares of common stock. On June 1, 2018, the underwriters exercised the option in full, and an additional 183,673 shares of common stock were issued and sold on June 5, 2018. The public offering resulted in gross proceeds to the Company of approximately $34.5 million, or $32.2 million net of the underwriting discount and other offering fees and expenses. We used the net proceeds from the public offering to repay amounts outstanding under the Company’s revolving credit facility. We had options to purchase 609,750 and 236,000 shares of common stock outstanding at a weighted average price of $26.71 and $34.53 for the three months ended September 30, 2019 and 2018, respectively, which were excluded in the computation of diluted net income per common share. We had options to purchase 609,750 and 261,000 shares of common stock outstanding at a weighted average price of $26.71 and $33.86 for the nine months ended September 30, 2019 and 2018, respectively, which were excluded in the computation of diluted net income per common share. These options were not included in the computation of diluted net income per common share because their exercise prices were greater than the average market price of our common stock. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | Note 3: Revenue Recognition The Company’s revenues are primarily comprised of sales of products. Revenue is recognized when the Company satisfies its performance obligation under the contract by transferring the promised product to its customer that obtains control of the product. A performance obligation is a promise in a contract to transfer a distinct product to a customer. Most of the Company’s contracts have a single performance obligation, as the promise to transfer products or services is not separately identifiable from other promises in the contract and, therefore, not distinct. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products. As such, revenue is recorded net of returns, allowances, customer discounts, and incentives. Sales and other taxes are excluded from revenues. Invoiced shipping and handling costs are included in revenue. The Company’s revenue is primarily from products transferred to customers at a point in time. The Company recognizes revenue at the point in time in which the customer obtains control of the product, which is generally when product title passes to the customer upon shipment. We have determined that there are certain customer agreements involving production of specified product grades and shapes that require revenue to be recognized over time, in advance of shipment, due to there being no alternative use for these grades and shapes without significant economic loss. Also, the Company maintains an enforceable right to payment including a normal profit margin from the customer in the event of contract termination. Contract assets related to services performed, not yet billed of $2.2 million and $1.0 million are included in Accounts Receivable in the Consolidated Balance Sheets at September 30, 2019 and December 31, 2018, respectively. The Company has elected the following practical expedients allowed under Accounting Standards Codification Topic 606: • Shipping costs are not considered to be separate performance obligations. • Performance obligations are satisfied within one year from a given reporting date; consequently, we omit disclosure of the transaction price apportioned to remaining performance obligations on open orders. The following summarizes our revenue by melt type: Three months ended September 30, Nine months ended September 30, 2019 2018 2019 2018 Net sales: Specialty alloys $ 47,730 $ 58,325 $ 154,511 $ 161,048 Premium alloys (A) 8,043 9,152 30,227 33,035 Conversion services and other sales 795 1,579 3,098 4,781 Total net sales $ 56,568 69,056 $ 187,836 198,864 (A) Premium alloys represent all vacuum induction melted (VIM) products. |
Inventory
Inventory | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventory | Note 4: Inventory Our raw material and starting stock inventory is primarily comprised of ferrous and non-ferrous scrap metal and alloys such as nickel, chrome, molybdenum, cobalt, vanadium and copper. Our semi-finished and finished steel products are work-in-process in various stages of production or are finished products waiting to be shipped to our customers. Operating materials are primarily comprised of forge dies and production molds and rolls that are consumed over their useful lives. During the nine months ended September 30, 2019 and 2018, we amortized these operating materials in the amount of $1.7 million in each period. This expense is recorded as a component of cost of products sold on the consolidated statements of operations and included as a part of our total depreciation and amortization on the consolidated statements of cash flows. Inventory is stated at the lower of cost or net realizable value with cost principally determined on a weighted average cost method. Such costs include the acquisition cost for raw materials and supplies, direct labor and applied manufacturing overhead. We assess market based upon actual and estimated transactions at or around the balance sheet date. Typically, we reserve for slow-moving inventory and inventory that is being evaluated under our quality control process. The reserves are based upon management’s expected method of disposition. Inventories consisted of the following: September 30, December 31, (in thousands) 2019 2018 Raw materials and starting stock $ 10,206 $ 9,555 Semi-finished and finished steel products 120,094 115,627 Operating materials 13,482 12,515 Gross inventory 143,782 137,697 Inventory reserves (3,110) (2,959) Total inventory, net $ 140,672 $ 134,738 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases | Note 5: Leases The Company periodically enters into leases in its normal course of business. At September 30, 2019, the leases in effect were primarily related to mobile and other production equipment. The term of our leases is generally 60 months or less, and the leases do not have significant restrictions, covenants, or other nonstandard terms. We adopted the guidance effective in Leases (Topic 842) on January 1, 2019. Adoption of this guidance did not change the balance sheet recognition of our finance leases or the income statement recognition of our finance or operating leases. As a result of adopting the guidance, the Company recorded lease liabilities and right-of-use assets related to its operating leases. The impact at adoption was immaterial to the Company’s consolidated financial statements. Right-of-use assets and lease liabilities are recorded at the present value of minimum lease payments. For our operating leases, the assets are included in Other long-term assets on the consolidated balance sheet at September 30, 2019 and are amortized within operating income over the respective lease terms. The long-term component of the lease liability is included in Other long-term liabilities, net, and the current component is included in Other current liabilities. During the nine months ended September 30, 2019, the Company entered into three new lease agreements accounted for as operating leases. For our finance leases, the assets are included in Property, plant and equipment, net on the consolidated balance sheets and are depreciated over the respective lease terms which range from three to five years. The long-term component of the lease liability is included in Long-term debt and the current component is included in Current portion of long-term debt. The Company did not enter into any material new lease agreements accounted for as a finance lease during the nine months ended September 30, 2019 and 2018. As of September 30, 2019, future minimum lease payments applicable to operating and finance leases were as follows: Operating Leases Finance Leases 2019 $ 53 $ 150 2020 207 583 2021 184 471 2022 173 56 2023 and thereafter 84 15 Total minimum lease payments $ 701 $ 1,275 Less amounts representing interest (43) (125) Present value of minimum lease payments $ 658 $ 1,150 Less current obligations (211) (500) Total long-term lease obligations, net $ 447 $ 650 Weighted-average remaining lease term 4 years 2 years Right-of-use assets recorded to the consolidated balance sheet at September 30, 2019 were $0.7 million for operating leases and $0.8 million for finance leases. For the three and nine months ended September 30, 2019, the amortization of finance lease assets was $0.1 million and $0.4 million, respectively, and was included in cost of products sold in the Consolidated Statements of Operations. The Company elected the practical expedient allowed under Leases (Topic 842) to exclude leases with a term of 12 months or less from the calculation of our lease liabilities and right-of-use assets. In determining the lease liability and corresponding right-of-use asset for each lease, the Company calculated the present value of future lease payments using the interest rate implicit in the lease, when available, or the Company’s incremental borrowing rate. The incremental borrowing rate was determined with reference to the interest rate applicable under our senior secured revolving credit facility discussed in Note 6, as this facility is collateralized by a first lien on substantially all of the assets of the Company and its term is similar to the term of our leases. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Note 6: Long-Term Debt Long-term debt consisted of the following: September 30, December 31, (in thousands) 2019 2018 Revolving credit facility $ 40,795 $ 18,204 Notes 17,000 19,000 Term loan 8,571 9,643 Finance leases 1,150 1,502 Total debt 67,516 48,349 Less: current portion of long-term debt (3,929) (3,907) Less: deferred financing costs (1,432) (1,603) Long-term debt, net $ 62,155 $ 42,839 Credit Facility On August 3, 2018, we entered into the First Amended and Restated Revolving Credit, Term Loan and Security Agreement (“Credit Agreement”) with PNC Bank, National Association, as administrative agent and co-collateral agent, Bank of America, N.A., as co-collateral agent, and PNC Capital Markets LLC, as sole lead arranger and sole bookrunner. The Credit Agreement amended the prior Revolving Credit, Term Loan and Security Agreement (“Prior Agreement”), and provides for a senior secured revolving credit facility not to exceed $110.0 million (“Revolving Credit Facility”) and a senior secured term loan facility (“Term Loan”) in the amount of $10.0 million (together with the Revolving Credit Facility, the “Facilities”) . The Company was in compliance with all the applicable financial covenants prior to the August 3, 2018 amendment to the Credit Agreement and through September 30, 2019. The Facilities, which expire August 3, 2023 (the ‘Expiration Date”), are collateralized by a first lien in substantially all of the assets of the company and its subsidiaries, except that no real property is collateral under the Facilities other than Company’s real property in North Jackson, Ohio. Availability under the Credit Agreement is based on eligible accounts receivable and inventory. Further, the Company must maintain undrawn availability under the Credit Agreement of at least an amount equal to payments due on the notes issued in connection with the acquisition of the North Jackson facility, as defined in the Credit Agreement, plus 12.5 extended The Company is required to pay a commitment fee of 0.25% based on the daily unused portion of the Revolving Credit Facility. With respect to the Term Loan, the Company pays quarterly installments of the principal of approximately $0.4 million, plus accrued and unpaid interest, on the first day of each fiscal quarter beginning after September 30, 2018. To the extent not previously paid, the Term Loan will become due and payable in full on the Expiration Date. Amounts outstanding under the Facilities, at the Company’s option, will bear interest at either a base rate or a LIBOR based rate, in either case calculated in accordance with the terms of the Credit Agreement. Interest under the Credit Agreement is payable monthly. We elected to use the LIBOR based rate for the majority of the debt outstanding under the Facilities for the three months ended September 30, 2019, which was 3.86% on our Revolving Credit Facility and 4.36% for the Term Loan. The Credit Agreement contains customary affirmative and negative covenants. If a triggering event occurs as defined in the Credit Agreement, the Company must maintain a fixed charge coverage ratio of not less than 1.10 to 1.0 measured on a rolling four quarter basis and calculated in accordance with the terms of the Credit Agreement. At September 30, 2019, we had Credit Agreement related net deferred financing costs of approximately $0.8 million. For the nine months ended September 30, 2019, we amortized $0.2 million of those deferred financing costs. During 2018, $6.7 million was drawn on the Revolving Credit Facility to fund cash restricted for use related to the New Markets Tax Credit (“NMTC”) Financing Transaction. NMTC related restricted cash receipts totaling approximately $8.0 million in 2018 and $0.4 million in 2019 were applied to the Company’s Revolving Credit Facility, described in Note 7. Notes In connection with the acquisition of the North Jackson facility, in August 2011, we issued $20.0 million in aggregate principal amount of Notes to the sellers of the North Jackson facility as partial consideration of the acquisition. On January 21, 2016, the Company entered into Amended and Restated Notes in the aggregate principal amount of $20.0 million, each in favor of Gorbert Inc. (“Holder”). The Company’s obligations under the Notes are collateralized by a second lien on the same assets of the Company that collateralize the obligations of the Company under the Facilities. The Holder had the right to elect at any time on or prior to August 17, 2017 to convert all or any portion of the outstanding principal amount of the Notes. The Holder’s conversion rights expired and are no longer subject to exercise. The Notes were originally scheduled to mature on March 17, 2019. On March 30, 2018, the Company provided notification of its intent to extend the maturity date to March 17, 2020 in accordance with the terms of the Notes. Upon the Company’s extension of the maturity date of the Notes to March 17, 2020, principal payments in the aggregate of $2.0 million were made in March 2019. On March 18, 2019, the Company provided notification of its intent to extend the maturity date to March 17, 2021 in accordance with the terms of the Notes. Extending the maturity date of the Notes to March 17, 2021 would require a principal payment in the aggregate amount of $2.0 million to be made in March 2020. In conjunction with the intended extension of the maturity date of the Notes, $2.0 million has been classified within current portion of long-term debt. In accordance with the terms of the Notes, the Notes have borne interest at a rate of 6.0% per year since August 17, 2017. All accrued and unpaid interest is payable quarterly in arrears on each September 18, December 18, March 18 and June 18. |
New Markets Tax Credit Financin
New Markets Tax Credit Financing Transaction | 9 Months Ended |
Sep. 30, 2019 | |
New Markets Tax Credit Financing Transaction Disclosure [Abstract] | |
New Markets Tax Credit Financing Transaction | Note 7: New Markets Tax Credit Financing Transaction On March 9, 2018, the Company entered into a qualified New Markets Tax Credit financing program with PNC New Markets Investment Partners, LLC and Boston Community Capital, Inc. related to a new mid-size bar cell capital project at the Company’s Dunkirk, NY facility. PNC New Markets Investment Partners, LLC made a capital contribution and the Company made a loan to Dunkirk Investment Fund, LLC (“Investment Fund”) under the qualified NMTC program. Through this financing transaction, the Company secured low interest financing and the potential for other future benefits related to its mid-size bar cell capital project. In connection with the NMTC financing program, the Company loaned $6.7 million aggregate principal amount (“Leverage Loan”) due in March 2048, to the Investment Fund. Additionally, PNC New Markets Investment Partners, LLC contributed $3.5 million to the Investment Fund, and as such, PNC New Markets Investment Partners, LLC is entitled to substantially all tax and other benefits derived from the NMTC. The Investment Fund then contributed the proceeds to a community development entity (“CDE”). The CDE then loaned the funds, on similar terms, as the Leverage Loan to Dunkirk Specialty Steel, LLC, a wholly-owned subsidiary of the Company. The CDE loan proceeds are restricted for use on the mid-size bar cell capital project. The NMTC is subject to 100 percent recapture for a period of seven years as provided in the Internal Revenue Code. The Company is required to comply with various regulations and contractual provisions that apply to the NMTC arrangement. Non-compliance with applicable requirements could result in projected tax benefits not being realized and, therefore, require the Company to indemnify PNC New Markets Investment Partners, LLC for any loss or recapture of NMTCs related to the financing until the Company’s obligation to deliver tax benefits is relieved. The Company does not anticipate any credit recaptures will be required in connection with this arrangement. This transaction also includes a put/call provision whereby the Company may be obligated or entitled to repurchase PNC New Markets Investment Partners, LLC’s interest in the Investment Fund. The Company believes that PNC New Markets Investment Partners, LLC will exercise the put option in March 2025, at the end of the recapture period. The value attributed to the put/call is negligible. Direct costs incurred in structuring this financing transaction totaled $0.7 million. These costs were deferred and are amortized over the term of the loans. The Company has determined that the Investment Fund and CDE are each a VIE, and that it is the primary beneficiary of each VIE. This conclusion was reached based on the following: • The ongoing activities of the VIE, collecting and remitting interest and fees, and NMTC compliance were all considered in the initial design and are not expected to significantly affect economic performance throughout the life of the VIE; • Contractual arrangements obligate the Company to comply with NMTC rules and regulations and provide various other guarantees to the Investment Fund and CDE; • PNC New Markets Investment Partners, LLC lacks a material interest in the underlying economics of the project; and • The Company is obligated to absorb losses of the VIE. Because the Company is the primary beneficiary of each VIE, these entities have been included in the Company’s Consolidated Financial Statements. As of September 30, 2019 and December 31, 2018, the Company recorded $2.8 million as Other long-term liabilities related to the funds contributed to the Investment Fund by PNC New Markets Investment Partners, LLC. |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Note 8: Fair Value Measurement The fair value hierarchy has three levels based on the inputs used to determine fair value, which are as follows: Level 1 — Unadjusted quoted prices available in active markets for the identical assets or liabilities at the measurement date. Level 2 — Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. Level 3 — Unobservable inputs that cannot be corroborated by observable market data and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions. The fair value hierarchy requires the use of observable market data when available. In instances where the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement has been determined based on the lowest level input significant to the fair value measurement in its entirety. Our assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability. The carrying amounts of our cash, accounts receivable and accounts payable approximated fair value at September 30, 2019 and December 31, 2018 due to their short-term maturities (Level 1). The fair value of the Term Loan and Revolving Credit facility at September 30, 2019 and December 31, 2018 approximated the carrying amount as the interest rate is based upon floating short-term interest rates (Level 2). The fair value of our Notes was approximately $16.9 million at September 30, 2019 and $18.8 million December 31, 2018 (Level 2). |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 9: Commitments and Contingencies From time to time, various lawsuits and claims have been or may be asserted against us relating to the conduct of our business, including routine litigation relating to commercial and employment matters. The ultimate cost and outcome of any litigation or claim cannot be predicted with certainty. Management believes, based on information presently available, that the likelihood that the ultimate outcome of any such pending matter will have a material adverse effect on our financial condition, or liquidity or a material impact on our results of operations is remote, although the resolution of one or more of these matters may have a material adverse effect on our results of operations for the period in which the resolution occurs. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 10: Income Taxes Management estimates the annual effective income tax rate quarterly, based on current annual forecasted results. Items unrelated to current year ordinary income are recognized entirely in the period identified as a discrete item of tax. The quarterly income tax provision is comprised of tax on ordinary income provided at the most recent estimated annual effective tax rate (“ETR”), increased or decreased for the tax effect of discrete items. For the nine months ended September 30, 2019 and 2018, our estimated annual effective tax rates applied to ordinary income were 11.2% and 18.5%, respectively. The difference between the statutory rate and the projected annual ETR of 11.2% for 2019 is primarily due to research and development credits. Discrete items during the nine months ended September 30, 2019 reduced tax expense by $0.4 million, primarily due to increased research and development tax credits. Including the effect of discrete items, our ETR for the nine months ended September 30, 2019 was 1.3%. Including the effect of discrete items, our ETR for the nine months ended September 30, 2018 was 19.1%. The difference between the estimated annual ETR of 18.5% and the quarterly rate of 19.1% for the nine months ended September 30, 2018 was primarily related to the expiration of fully vested stock options partially offset by research and development credits. |
Derivatives and Hedging
Derivatives and Hedging | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging | Note 11: Derivatives and Hedging The Company invoices certain customers in foreign currencies. In order to mitigate the risks associated with fluctuations in exchange rates with the US Dollar, the Company entered into foreign exchange forward contracts during 2019 and 2018 for a portion of these sales, and has designated these contracts as cash flow hedges. At September 30, 2019, the notional value of contracts was $5.2 million and a related accumulated unrealized gain of $0.1 million was recorded in other comprehensive income. At December 31, 2018, the notional value of contracts was $7.4 million, and the related unrealized gain recorded in other comprehensive income was less than $0.1 million. |
Nature of Business and Basis _2
Nature of Business and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited consolidated statements include the accounts of Universal Stainless & Alloy Products, Inc. and its subsidiaries and are prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial reports and the instructions for Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared under U.S. GAAP have been condensed or omitted pursuant to such regulations. Although the December 31, 2018 consolidated balance sheet data was derived from the audited financial statements, it does not include all disclosures required by U.S. GAAP. However, we believe that the disclosures are adequate to make the information presented not misleading. These consolidated financial statements should be read in conjunction with our most recently audited financial statements and the notes thereto included in our Annual Report on Form 10-K as filed with the Securities and Exchange Commission. In the opinion of management, the accompanying financial statements include all adjustments necessary to present a fair presentation of the consolidated financial statements for the periods shown. Interim results are not necessarily indicative of the operating results for the full fiscal year or any future period. The preparation of these financial statements in conformity with U.S. GAAP requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and disclosure of contingent assets and liabilities. Actual results may differ from our estimates. The consolidated financial statements include our accounts and the accounts of our wholly–owned subsidiaries. We also consolidate, regardless of our ownership percentage, variable interest entities (each a “VIE”) for which we are deemed to have a controlling financial interest. All intercompany transactions and balances have been eliminated. When we obtain an economic interest in an entity, we evaluate the entity to determine if the entity is a VIE, and if we are deemed to be a primary beneficiary. As a part of our evaluation, we are required to qualitatively assess if we are the primary beneficiary of the VIE based on whether we hold the power to direct those matters that most significantly impacted the activities of the VIE and the obligation to absorb losses or the right to receive the benefits of the VIE that could potentially be significant. Refer to Note 7, New Markets Tax Credit Financing Transaction, for a description of the VIE’s included in our consolidated financial statements. |
New Accounting Pronouncement | Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02 “Leases (Topic 842),” which amends existing accounting standards for leases. The ASU requires lessees to recognize most leases on their balance sheet as a lease liability with a corresponding right-of-use asset. For income statement purposes, the FASB retained a dual model, requiring leases to be classified as either operating or finance. The criteria for evaluating are similar to those applied in current lease accounting. The Company adopted the ASU effective January 1, 2019. The adoption resulted in the recognition of current and noncurrent lease liabilities and corresponding right-of-use assets on the balance sheet, which did not have a material impact on the consolidated financial statements. In February 2018, the FASB issued ASU 2018-02, “Income Statement – Reporting Comprehensive Income,” that permits companies the option to reclassify stranded tax effects caused by the 2017 U.S. Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. Consequently, the amendments eliminate the stranded tax effects resulting from the Tax Cuts and Jobs Act and will improve the usefulness of information reported to financial statement users. However, because the amendments only relate to the reclassification of the income tax effects of the Tax Cuts and Jobs Act, the underlying guidance that requires that the effect of a change in tax laws or rates be included in income from continuing operations is not affected. The Company adopted the ASU effective January 1, 2019 and recorded the reclassification to retained earnings as of the effective date of the adoption. The adoption did not have a material impact on the consolidated financial statements. Recently Issued Accounting Pronouncements The Company considers the applicability and impact of all ASUs. Recently issued ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, “Disclosure Framework–Changes to the Disclosure Requirements for Fair Value Measurement,” which will modify the disclosure requirements on fair value measurements in Topic 820, Fair Value Measurement, including the removal of certain disclosure requirements. The amendments in the ASU are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted upon issuance of the ASU. An entity is permitted to early adopt any removed or modified disclosures upon issuance of the ASU and delay adoption of the additional disclosures until the effective date. We are currently evaluating the impact of this guidance on our consolidated financial statements and will adopt on or before January 1, 2020. |
Revenue Recognition (Policies)
Revenue Recognition (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | The Company’s revenues are primarily comprised of sales of products. Revenue is recognized when the Company satisfies its performance obligation under the contract by transferring the promised product to its customer that obtains control of the product. A performance obligation is a promise in a contract to transfer a distinct product to a customer. Most of the Company’s contracts have a single performance obligation, as the promise to transfer products or services is not separately identifiable from other promises in the contract and, therefore, not distinct. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products. As such, revenue is recorded net of returns, allowances, customer discounts, and incentives. Sales and other taxes are excluded from revenues. Invoiced shipping and handling costs are included in revenue. The Company’s revenue is primarily from products transferred to customers at a point in time. The Company recognizes revenue at the point in time in which the customer obtains control of the product, which is generally when product title passes to the customer upon shipment. |
Inventory (Policies)
Inventory (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Inventory Policy | This expense is recorded as a component of cost of products sold on the consolidated statements of operations and included as a part of our total depreciation and amortization on the consolidated statements of cash flows. Inventory is stated at the lower of cost or net realizable value with cost principally determined on a weighted average cost method. Such costs include the acquisition cost for raw materials and supplies, direct labor and applied manufacturing overhead. We assess market based upon actual and estimated transactions at or around the balance sheet date. Typically, we reserve for slow-moving inventory and inventory that is being evaluated under our quality control process. The reserves are based upon management’s expected method of disposition. |
Net Income Per Common Share (Ta
Net Income Per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income Per Common Share | The following table sets forth the computation of basic and diluted net income per common share: Three months ended Nine months ended September 30, September 30, (dollars in thousands, except per share amounts) 2019 2018 2019 2018 Numerator: Net income $ 767 $ 3,916 $ 4,075 $ 10,079 Denominator: Weighted average number of shares of common stock outstanding (A) 8,787,837 8,699,953 8,780,590 7,931,783 Weighted average effect of dilutive share-based compensation 91,604 252,796 89,650 234,976 Diluted weighted average number of shares of common stock outstanding 8,879,441 8,952,749 8,870,240 8,166,759 Net income per common share: Net income per common share - Basic $ 0.09 $ 0.45 $ 0.46 $ 1.27 Net income per common share - Diluted $ 0.09 $ 0.44 $ 0.46 $ 1.23 (A) The three and nine months ended September 30, 2019 and the three months ended September 30, 2018 include 1,408,163 shares in the aggregate issued on May 25 and June 5, 2018 as part of an underwritten public offering by the Company. The impact of this common stock issuance on the weighted average number of shares outstanding for the nine months ended September 30, 2018 is approximately 658,000. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Summary of Revenue | The following summarizes our revenue by melt type: Three months ended September 30, Nine months ended September 30, 2019 2018 2019 2018 Net sales: Specialty alloys $ 47,730 $ 58,325 $ 154,511 $ 161,048 Premium alloys (A) 8,043 9,152 30,227 33,035 Conversion services and other sales 795 1,579 3,098 4,781 Total net sales $ 56,568 69,056 $ 187,836 198,864 (A) Premium alloys represent all vacuum induction melted (VIM) products. |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Major Classes of Inventory | Inventories consisted of the following: September 30, December 31, (in thousands) 2019 2018 Raw materials and starting stock $ 10,206 $ 9,555 Semi-finished and finished steel products 120,094 115,627 Operating materials 13,482 12,515 Gross inventory 143,782 137,697 Inventory reserves (3,110) (2,959) Total inventory, net $ 140,672 $ 134,738 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Future Minimum Lease Payments Applicable to Operating and Finance Leases | As of September 30, 2019, future minimum lease payments applicable to operating and finance leases were as follows: Operating Leases Finance Leases 2019 $ 53 $ 150 2020 207 583 2021 184 471 2022 173 56 2023 and thereafter 84 15 Total minimum lease payments $ 701 $ 1,275 Less amounts representing interest (43) (125) Present value of minimum lease payments $ 658 $ 1,150 Less current obligations (211) (500) Total long-term lease obligations, net $ 447 $ 650 Weighted-average remaining lease term 4 years 2 years |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt consisted of the following: September 30, December 31, (in thousands) 2019 2018 Revolving credit facility $ 40,795 $ 18,204 Notes 17,000 19,000 Term loan 8,571 9,643 Finance leases 1,150 1,502 Total debt 67,516 48,349 Less: current portion of long-term debt (3,929) (3,907) Less: deferred financing costs (1,432) (1,603) Long-term debt, net $ 62,155 $ 42,839 |
Net Income Per Common Share (Co
Net Income Per Common Share (Computation of Basic and Diluted Net Income Per Common Share) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Numerator: | ||||
Net income | $ 767 | $ 3,916 | $ 4,075 | $ 10,079 |
Denominator: | ||||
Weighted average number of shares of common stock outstanding | 8,787,837 | 8,699,953 | 8,780,590 | 7,931,783 |
Weighted average effect of dilutive share-based compensation | 91,604 | 252,796 | 89,650 | 234,976 |
Diluted weighted average number of shares of common stock outstanding | 8,879,441 | 8,952,749 | 8,870,240 | 8,166,759 |
Net income per common share: | ||||
Net income per common share - Basic | $ 0.09 | $ 0.45 | $ 0.46 | $ 1.27 |
Net income per common share - Diluted | $ 0.09 | $ 0.44 | $ 0.46 | $ 1.23 |
Net Income Per Common Share (_2
Net Income Per Common Share (Computation of Basic and Diluted Net Income Per Common Share) (Details) (Parenthetical) - shares | Jun. 05, 2018 | Jun. 05, 2018 | May 25, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Basic | 8,787,837 | 8,699,953 | 8,780,590 | 7,931,783 | ||||
Common Stock [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Aggregate shares issued | 1,408,163 | |||||||
Basic | 658,000 | |||||||
Underwritten Public Offering [Member] | Common Stock [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Aggregate shares issued | 1,408,163 | 183,673 | 1,224,490 |
Net Income Per Common Share (Na
Net Income Per Common Share (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 05, 2018 | Jun. 05, 2018 | Jun. 01, 2018 | May 25, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||
Proceeds from issuance of common stock net of underwriting discount and other offering fees and expenses | $ 32,246 | ||||||||
Stock Compensation Plan [Member] | |||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||
Antidilutive securities excluded from computation of earnings per share, amount | 609,750 | 236,000 | 609,750 | 261,000 | |||||
Weighted average price of anti-dilutive options outstanding | $ 26.71 | $ 34.53 | $ 26.71 | $ 33.86 | |||||
Underwritten Public Offering [Member] | |||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||
Gross proceeds from issuance of common stock | $ 34,500 | ||||||||
Proceeds from issuance of common stock net of underwriting discount and other offering fees and expenses | $ 32,200 | ||||||||
Common Stock [Member] | |||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||
Public offering (shares) | 1,408,163 | ||||||||
Common Stock [Member] | Underwritten Public Offering [Member] | |||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||
Public offering (shares) | 1,408,163 | 183,673 | 1,224,490 | ||||||
Shares issued price per share | $ 24.50 | ||||||||
Underwriters purchase option period | 30 days |
Revenue Recognition (Narrative)
Revenue Recognition (Narrative) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Accounting Standards Codification Topic 606 [Member] | ||
Revenue Recognition [Line Items] | ||
Revenue practical expedient remaining performance obligation [true/false] | true | |
Accounts Receivable [Member] | ||
Revenue Recognition [Line Items] | ||
Contract assets | $ 2.2 | $ 1 |
Revenue Recognition (Summary of
Revenue Recognition (Summary of Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation Of Revenue [Line Items] | ||||
Net sales | $ 56,568 | $ 69,056 | $ 187,836 | $ 198,864 |
Specialty Alloys [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net sales | 47,730 | 58,325 | 154,511 | 161,048 |
Premium Alloys [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net sales | 8,043 | 9,152 | 30,227 | 33,035 |
Conversion Services and Other Sales [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net sales | $ 795 | $ 1,579 | $ 3,098 | $ 4,781 |
Inventory (Narrative) (Details)
Inventory (Narrative) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | ||
Cost of goods sold, amortization of operating materials | $ 1.7 | $ 1.7 |
Inventory (Major Classes of Inv
Inventory (Major Classes of Inventory) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials and starting stock | $ 10,206 | $ 9,555 |
Semi-finished and finished steel products | 120,094 | 115,627 |
Operating materials | 13,482 | 12,515 |
Gross inventory | 143,782 | 137,697 |
Inventory reserves | (3,110) | (2,959) |
Total inventory, net | $ 140,672 | $ 134,738 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($)Lease | Sep. 30, 2018Lease | |
Lessee Lease Description [Line Items] | |||
Number of lease agreements accounted for as operating leases | Lease | 3 | ||
Number of lease agreements accounted for as finance leases | Lease | 0 | 0 | |
Operating leases, right-of-use assets | $ 0.7 | $ 0.7 | |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent | us-gaap:OtherAssetsNoncurrent | |
Finance leases, right-of-use assets | $ 0.8 | $ 0.8 | |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:PropertyPlantAndEquipmentNet | us-gaap:PropertyPlantAndEquipmentNet | |
Amortization of finance lease assets | $ 0.1 | $ 0.4 | |
Lease practical expedient (true/false) | true | ||
Maximum [Member] | |||
Lessee Lease Description [Line Items] | |||
Operating and finance lease, lease terms | 60 months | ||
Finance lease term applicable to depreciate right-of-use assets and lease liabilities | 5 years | 5 years | |
Minimum [Member] | |||
Lessee Lease Description [Line Items] | |||
Finance lease term applicable to depreciate right-of-use assets and lease liabilities | 3 years | 3 years |
Leases (Future Minimum Lease Pa
Leases (Future Minimum Lease Payments Applicable to Operating and Finance Leases) (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Operating Leases | |
2019 | $ 53 |
2020 | 207 |
2021 | 184 |
2022 | 173 |
2023 and thereafter | 84 |
Total minimum lease payments | 701 |
Less amounts representing interest | (43) |
Present value of minimum lease payments | 658 |
Less current obligations | (211) |
Total long-term lease obligations, net | $ 447 |
Weighted-average remaining lease term | 4 years |
Finance Leases | |
2019 | $ 150 |
2020 | 583 |
2021 | 471 |
2022 | 56 |
2023 and thereafter | 15 |
Total minimum lease payments | 1,275 |
Less amounts representing interest | (125) |
Present value of minimum lease payments | 1,150 |
Less current obligations | (500) |
Total long-term lease obligations, net | $ 650 |
Weighted-average remaining lease term | 2 years |
Long-Term Debt (Schedule of Lon
Long-Term Debt (Schedule of Long-Term Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Total debt | $ 67,516 | $ 48,349 |
Less: current portion of long-term debt | (3,929) | (3,907) |
Less: deferred financing costs | (1,432) | (1,603) |
Long-term debt, net | 62,155 | 42,839 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | 40,795 | 18,204 |
Notes [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | 17,000 | 19,000 |
Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | 8,571 | 9,643 |
Finance Leases [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | $ 1,150 | $ 1,502 |
Long-Term Debt (Credit Facility
Long-Term Debt (Credit Facility) (Narrative) (Details) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Aug. 03, 2018 | Mar. 09, 2018 | |
Line of Credit Facility [Line Items] | |||||
Maximum secured borrowing capacity | $ 110,000,000 | ||||
Percentage of maximum secured borrowing capacity | 12.50% | ||||
Payments of notes payable | $ 0 | ||||
Net deferred financing fees | 1,432,000 | $ 1,603,000 | |||
Amortization of deferred financing costs | $ 200,000 | ||||
Proceeds under New Markets Tax Credit financing | $ 2,835,000 | ||||
New Markets Tax Credit (NMTC) Program [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Net deferred financing fees | $ 700,000 | ||||
PNC Bank [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Minimum fixed charge coverage ratio | 110.00% | ||||
Amended and Restated Prior Credit Agreement [Member] | PNC Bank [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt instrument, expiration date | Aug. 3, 2023 | ||||
Revolving Credit Facility [Member] | PNC Bank [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Commitment fee on the daily unused portion of the Revolver | 0.25% | ||||
Net deferred financing fees | $ 800,000 | ||||
Revolving Credit Facility [Member] | PNC Bank [Member] | Restricted Cash [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Proceeds under New Markets Tax Credit financing | $ 400,000 | 8,000,000 | |||
Revolving Credit Facility [Member] | PNC Bank [Member] | New Markets Tax Credit (NMTC) Program [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Increase in maximum aggregate principal amount of borrowings | $ 6,700,000 | ||||
Revolving Credit Facility [Member] | PNC Bank [Member] | LIBOR [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt instrument, effective interest rate | 3.86% | ||||
Revolving Credit Facility [Member] | Amended and Restated Prior Credit Agreement [Member] | PNC Bank [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Maximum secured borrowing capacity | $ 110,000,000 | ||||
Term Loan [Member] | PNC Bank [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Frequency of Periodic Payment | quarterly | ||||
Quarterly term loan payments | $ 400,000 | ||||
Term Loan [Member] | PNC Bank [Member] | LIBOR [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt instrument, effective interest rate | 4.36% | ||||
Term Loan [Member] | Amended and Restated Prior Credit Agreement [Member] | PNC Bank [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Maximum secured borrowing capacity | $ 10,000,000 |
Long-Term Debt (Notes) (Narrati
Long-Term Debt (Notes) (Narrative) (Details) - Notes [Member] - USD ($) | Mar. 18, 2019 | Mar. 30, 2018 | Jan. 21, 2016 | Aug. 31, 2011 |
Gorbert Inc. [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, aggregate principal amount | $ 20,000,000 | |||
Debt instrument, maturity date | Mar. 17, 2021 | Mar. 17, 2020 | Mar. 17, 2019 | |
Aggregate principal payment required if maturity date extend | $ 2,000,000 | $ 2,000,000 | ||
Current portion of long-term debt | $ 2,000,000 | |||
Gorbert Inc. [Member] | Since August 17, 2017 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument interest rate | 6.00% | |||
North Jackson Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, aggregate principal amount | $ 20,000,000 |
New Markets Tax Credit Financ_2
New Markets Tax Credit Financing Transaction (Narrative) (Details) - USD ($) $ in Thousands | Mar. 09, 2018 | Sep. 30, 2019 | Dec. 31, 2018 |
New Markets Tax Credit Financing Transaction [Line Items] | |||
New market tax credits recapture percentage | 100.00% | ||
New market tax credits period of recapture | 7 years | ||
Direct costs incurred in structuring financing transaction | $ 1,432 | $ 1,603 | |
Other long-term liabilities | 3,283 | 2,835 | |
New Markets Tax Credit (NMTC) Program [Member] | |||
New Markets Tax Credit Financing Transaction [Line Items] | |||
Aggregate principal amount of leverage loan loaned to investment fund | $ 6,700 | ||
Leverage loan, due date | 2048-03 | ||
Direct costs incurred in structuring financing transaction | $ 700 | ||
Other long-term liabilities | $ 2,800 | $ 2,800 | |
New Markets Tax Credit (NMTC) Program [Member] | PNC New Markets Investment Partners, LLC [Member] | |||
New Markets Tax Credit Financing Transaction [Line Items] | |||
Capital contributions to investment fund | $ 3,500 |
Fair Value Measurement (Narrati
Fair Value Measurement (Narrative) (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value, Inputs, Level 2 [Member] | ||
Notes payable, fair value disclosure | $ 16.9 | $ 18.8 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Taxes [Line Items] | ||||
Estimated annual effective tax rate | 11.20% | 18.50% | ||
Effective income tax rate continuing operations | 1.30% | 19.10% | ||
Provision (benefit) for income taxes | $ (577) | $ 460 | $ 55 | $ 2,376 |
Research and Development [Member] | ||||
Income Taxes [Line Items] | ||||
Effective income tax rate continuing operations | 11.20% | |||
Provision (benefit) for income taxes | $ 400 | |||
Expiration of Fully Vested Stock Options [Member] | ||||
Income Taxes [Line Items] | ||||
Effective income tax rate continuing operations | 19.10% | 18.50% |
Derivatives and Hedging (Narrat
Derivatives and Hedging (Narrative) (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Accumulated unrealized gain on foreign currency contracts , net of tax | $ 100,000 | |
Maximum [Member] | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Accumulated unrealized gain on foreign currency contracts , net of tax | $ 100,000 | |
Foreign Exchange Forward Contracts [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedges [Member] | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Notional value of derivative contracts | $ 5,200,000 | $ 7,400,000 |