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CONSOLIDATED BALANCE SHEETS [Parenthetical]
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
Organization, Business and Significant Accounting Policies
Contracts in Process
Goodwill and Intangible Assets
Accrued Liabilities
Lease Obligations
Quarterly Financial Data (Unaudited)
Organization, Business and Significant Accounting Policies (Policies)
Acquisitions (Tables)
Accounts Receivable (Tables)
Contracts in Process (Tables)
Goodwill and Intangible Assets (Tables)
Accrued Liabilities (Tables)
Lease Obligations (Tables)
Stock-Based Compensation (Tables)
Employee Benefit Plans (Tables)
Earnings Per Share (Tables)
Quarterly Financial Data (Unaudited) (Tables)
Organization, Business and Significant Accounting Policies (Details Textual)
Acquisitions (Details)
Acquisitions (Details Textual)
Accounts Receivable (Details)
Accounts Receivable (Details 1)
Contracts in Process (Details)
Contracts in Process (Details 1)
Property and Equipment (Details)
Property and Equipment (Details Textual)
Goodwill and Intangible Assets (Details)
Goodwill and Intangible Assets (Details 1)
Goodwill and Intangible Assets (Details Textual)
Accrued Liabilities (Details)
Debt (Details Textual)
Income Taxes (Details)
Income Taxes (Details 1)
Income Taxes (Details Textual)
Commitments and Contingencies (Details)
Commitments and Contingencies (Details Textual)
Lease Obligations (Details)
Lease Obligations (Details Textual)
Stock-Based Compensation (Details)
Stock-Based Compensation (Details 1)
Stock-Based Compensation (Details Textual)
Employee Benefit Plans (Details)
Employee Benefit Plans (Details Textual)
Segment Information (Details)
Segment Information (Details 1)
Segment Information (Details Textual)
Earnings Per Share (Details)
Earnings Per Share (Details 1)
Earnings Per Share (Details Textual)
Quarterly Financial Data (Unaudited) (Details)
Quarterly Financial Data (Unaudited) (Details Textual)
Rendering Log
$ in Millions
Document Information [Line Items]
Document Period End Date Dec. 31, 2017
Entity Registrant Name MYR GROUP INC.
Entity Well-known Seasoned Issuer No
Entity Voluntary Filers No
Entity Public Float $ 431.4
Trading Symbol MYRG
Entity Common Stock, Shares Outstanding 16,467,474
If the value is true, then the document is an amendment to previously-filed/accepted document.
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Namespace Prefix: dei_
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End date of current fiscal year in the format --MM-DD.
Name: dei_CurrentFiscalYearEndDate
Data Type: xbrli:gMonthDayItemType
This is focus fiscal period of the document report. For a first quarter 2006 quarterly report, which may also provide financial information from prior periods, the first fiscal quarter should be given as the fiscal period focus. Values: FY, Q1, Q2, Q3, Q4, H1, H2, M9, T1, T2, T3, M8, CY.
Name: dei_DocumentFiscalPeriodFocus
Data Type: dei:fiscalPeriodItemType
This is focus fiscal year of the document report in CCYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006.
Name: dei_DocumentFiscalYearFocus
Data Type: xbrli:gYearItemType
Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
Name: dei_DocumentInformationLineItems
The end date of the period reflected on the cover page if a periodic report. For all other reports and registration statements containing historical data, it is the date up through which that historical data is presented. If there is no historical data in the report, use the filing date. The format of the date is CCYY-MM-DD.
Name: dei_DocumentPeriodEndDate
Data Type: xbrli:dateItemType
The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word "Other".
Name: dei_DocumentType
Data Type: dei:submissionTypeItemType
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation 12B
-Number 240
-Section 12b
-Subsection 1
Name: dei_EntityCentralIndexKey
Data Type: dei:centralIndexKeyItemType
Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument.
Name: dei_EntityCommonStockSharesOutstanding
Data Type: xbrli:sharesItemType
Period Type: instant
Indicate "Yes" or "No" whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure.
Name: dei_EntityCurrentReportingStatus
Data Type: dei:yesNoItemType
Indicate whether the registrant is one of the following: (1) Large Accelerated Filer, (2) Accelerated Filer, (3) Non-accelerated Filer, (4) Smaller Reporting Company (Non-accelerated) or (5) Smaller Reporting Accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure.
Name: dei_EntityFilerCategory
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State aggregate market value of voting and non-voting common equity held by non-affiliates computed by reference to price at which the common equity was last sold, or average bid and asked price of such common equity, as of the last business day of registrant's most recently completed second fiscal quarter. The public float should be reported on the cover page of the registrants form 10K.
Name: dei_EntityPublicFloat
Data Type: xbrli:monetaryItemType
Balance Type: credit
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
Name: dei_EntityRegistrantName
Data Type: xbrli:normalizedStringItemType
Indicate "Yes" or "No" if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Name: dei_EntityVoluntaryFilers
Indicate "Yes" or "No" if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Is used on Form Type: 10-K, 10-Q, 8-K, 20-F, 6-K, 10-K/A, 10-Q/A, 20-F/A, 6-K/A, N-CSR, N-Q, N-1A.
Name: dei_EntityWellKnownSeasonedIssuer
Trading symbol of an instrument as listed on an exchange.
Name: dei_TradingSymbol
CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Cash and cash equivalents $ 5,343 $ 23,846
Accounts receivable, net of allowances of $605 and $432, respectively 283,008 234,642
Costs and estimated earnings in excess of billings on uncompleted contracts 78,260 69,950
Current portion of receivable for insurance claims in excess of deductibles 4,221 3,785
Refundable income taxes 391 2,474
Other current assets 8,513 8,202
Property and equipment, net of accumulated depreciation of $231,391 and $209,466, respectively 148,084 154,891
Intangible assets, net of accumulated amortization of $5,183 and $4,684, respectively 10,852 11,566
Receivable for insurance claims in excess of deductibles 14,295 14,692
Investment in joint venture 168 0
Other assets 3,659 2,666
Total assets 603,788 573,495
Current portion of capital lease obligations 1,086 1,085
Accounts payable 110,383 99,942
Billings in excess of costs and estimated earnings on uncompleted contracts 28,919 42,321
Current portion of self insurance reserves 13,138 10,492
Other current liabilities 35,038 42,382
Deferred income tax liabilities 13,452 18,565
Long-term debt 78,960 59,070
Self insurance reserves 32,225 32,092
Capital lease obligations, net of current maturities 2,629 3,833
Preferred stock - $0.01 par value per share; 4,000,000 authorized shares; none issued and outstanding at December 31, 2017 and December 31, 2016 0 0
Common stock - $0.01 par value per share; 100,000,000 authorized shares; 16,464,757 and 16,333,139 shares issued and outstanding at December 31, 2017 and December 31, 2016, respectively 163 162
Additional paid-in capital 143,934 140,100
Accumulated other comprehensive income (loss) (299) (433)
Total stockholders' equity 287,039 263,174
Total liabilities and stockholders' equity $ 603,788 $ 573,495
Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).
-Section S99
-Subparagraph (SX 210.5-02.19(a))
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Name: us-gaap_AccountsPayableCurrent
Amount due from customers or clients, within one year of the balance sheet date (or the normal operating cycle, whichever is longer), for goods or services (including trade receivables) that have been delivered or sold in the normal course of business, reduced to the estimated net realizable fair value by an allowance established by the entity of the amount it deems uncertain of collection.
-Subparagraph (SX 210.5-02(3))
Name: us-gaap_AccountsReceivableNetCurrent
Balance Type: debit
Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.
-Paragraph 11
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-Paragraph 14A
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Name: us-gaap_AccumulatedOtherComprehensiveIncomeLossNetOfTax
Value received from shareholders in common stock-related transactions that are in excess of par value or stated value and amounts received from other stock-related transactions. Includes only common stock transactions (excludes preferred stock transactions). May be called contributed capital, capital in excess of par, capital surplus, or paid-in capital.
-Subparagraph (SX 210.5-02(30)(a)(1))
Name: us-gaap_AdditionalPaidInCapitalCommonStock
Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.
-SubTopic 210
-Subparagraph (SX 210.7-03(a)(12))
-URI http://asc.fasb.org/extlink&oid=6879938&loc=d3e572229-122910
-Subparagraph (SX 210.9-03(11))
Name: us-gaap_Assets
Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.
-Subparagraph (SX 210.5-02.9)
Name: us-gaap_AssetsCurrent
Name: us-gaap_AssetsCurrentAbstract
Liability attributable to (i) billings in excess of costs under the percentage of completion contract accounting method representing the difference between contractually invoiced amounts (billings) and revenue recognized based, for example, on costs incurred to estimated total costs at period end or (ii) contractually invoiced amounts (billings) in excess of costs incurred and accumulated under the completed contract accounting method that are expected to be realized within one year or one operating cycle, whichever is longer, from the reporting date.
-URI http://asc.fasb.org/extlink&oid=68068069&loc=d3e57788-111642
Name: us-gaap_BillingsInExcessOfCostCurrent
Amount of capital lease obligation due within one year or the normal operating cycle, if longer.
-Subparagraph (b)
Name: us-gaap_CapitalLeaseObligationsCurrent
Amount equal to the present value (the principal) at the beginning of the lease term of minimum lease payments during the lease term (excluding that portion of the payments representing executory costs such as insurance, maintenance, and taxes to be paid by the lessor, together with any profit thereon) net of payments or other amounts applied to the principal, through the balance sheet date and due to be paid more than one year (or one operating cycle, if longer) after the balance sheet date.
-Subparagraph (SX 210.5-02.22)
Name: us-gaap_CapitalLeaseObligationsNoncurrent
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.
-Subparagraph (a)
Name: us-gaap_CashAndCashEquivalentsAtCarryingValue
Represents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur.
-Subparagraph (SX 210.7-03.(a),19)
Name: us-gaap_CommitmentsAndContingencies
Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity.
Name: us-gaap_CommonStockValue
Amount of receivable reflecting the cost incurred on uncompleted contracts in excess of related billings which is expected to be collected within one year or the normal operating cycle, if longer.
-Subparagraph (SX 210.5-02.3(c)(3))
Name: us-gaap_CostsInExcessOfBillingsOnUncompletedContractsOrProgramsExpectedToBeCollectedWithinOneYear
Amount, after deferred tax asset, of deferred tax liability attributable to taxable differences, with jurisdictional netting and classified as noncurrent.
Name: us-gaap_DeferredTaxLiabilitiesNoncurrent
Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.
-URI http://asc.fasb.org/extlink&oid=77989000&loc=SL49117168-202975
Name: us-gaap_Goodwill
Carrying amount due within one year of the balance sheet date (or one operating cycle, if longer) from tax authorities as of the balance sheet date representing refunds of overpayments or recoveries based on agreed-upon resolutions of disputes.
-Subparagraph (SX 210.7-03.5(c))
-Subparagraph (SX 210.5-02.3(a)(4))
Name: us-gaap_IncomeTaxesReceivable
Amount due in settlement of a claim for reimbursement from an insurance company when the Company has suffered a loss covered under an insurance policy. For classified balance sheets, represents the current amount receivable, that is amounts expected to be collected within one year or the normal operating cycle, if longer.
Name: us-gaap_InsuranceSettlementsReceivableCurrent
Carrying amount due after one year of the balance sheet date (or one operating cycle, if longer) of amount due in settlement of a claim for reimbursement from an insurance company when the Company has suffered a loss covered under an insurance policy.
Name: us-gaap_InsuranceSettlementsReceivableNoncurrent
Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges.
-Subparagraph ((a)(1),(b))
Name: us-gaap_IntangibleAssetsNetExcludingGoodwill
Total investments in (A) an entity in which the entity has significant influence, but does not have control, (B) subsidiaries that are not required to be consolidated and are accounted for using the equity and or cost method, and (C) an entity in which the reporting entity shares control of the entity with another party or group. Includes long-term advances receivable from a party that is affiliated with the reporting entity by means of direct or indirect ownership.
Name: us-gaap_InvestmentsInAffiliatesSubsidiariesAssociatesAndJointVentures
Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future.
-Subparagraph (SX 210.5-02.19-26)
Name: us-gaap_Liabilities
Amount of liabilities and equity items, including the portion of equity attributable to noncontrolling interests, if any.
Name: us-gaap_LiabilitiesAndStockholdersEquity
Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer.
Name: us-gaap_LiabilitiesCurrent
Name: us-gaap_LiabilitiesCurrentAbstract
Amount after unamortized (discount) premium and debt issuance costs of long-term debt classified as noncurrent and excluding amounts to be repaid within one year or the normal operating cycle, if longer. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.
Name: us-gaap_LongTermDebtNoncurrent
Amount of current assets classified as other.
Name: us-gaap_OtherAssetsCurrent
Amount of noncurrent assets classified as other.
Name: us-gaap_OtherAssetsNoncurrent
Amount of liabilities classified as other, due within one year or the normal operating cycle, if longer.
Name: us-gaap_OtherLiabilitiesCurrent
Amount of liabilities classified as other, due after one year or the normal operating cycle, if longer.
Name: us-gaap_OtherLiabilitiesNoncurrent
Value of all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by shareholders, which is net of related treasury stock. May be all or a portion of the number of preferred shares authorized. These shares represent the ownership interest of the preferred shareholders.
Name: us-gaap_PreferredStockValueOutstanding
Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.
-Subparagraph (SX 210.7-03(a)(8))
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Name: us-gaap_PropertyPlantAndEquipmentNet
The cumulative amount of the reporting entity's undistributed earnings or deficit.
-Subparagraph (SX 210.7-03(a)(23)(a)(4))
-Subparagraph (SX 210.3-04)
-URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187085-122770
Name: us-gaap_RetainedEarningsAccumulatedDeficit
Carrying amount of accrued known and estimated losses incurred as of the balance sheet date for which no insurance coverage exists, and for which a claim has been made or is probable of being asserted, typically arising from workmen's compensation-type of incidents and personal injury to nonemployees from accidents on the entity's property that are expected to be paid within one year (or the normal operating cycle, if longer).
Name: us-gaap_SelfInsuranceReserveCurrent
Carrying amount of accrued known and estimated losses incurred as of the balance sheet date for which no insurance coverage exists, and for which a claim has been made or is probable of being asserted, typically arising from workmen's compensation-type of incidents and personal injury to nonemployees from accidents on the entity's property that are expected to be paid after one year (or the normal operating cycle, if longer).
Name: us-gaap_SelfInsuranceReserveNoncurrent
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.
-Subparagraph (SAB Topic 4.E)
Name: us-gaap_StockholdersEquity
Name: us-gaap_StockholdersEquityAbstract
CONSOLIDATED BALANCE SHEETS [Parenthetical] - USD ($)
Allowance for Doubtful Accounts Receivable, Current $ 605 $ 432
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment 231,391 209,466
Finite-Lived Intangible Assets, Accumulated Amortization $ 5,183 $ 4,684
Preferred Stock, Par or Stated Value Per Share $ 0.01 $ 0.01
Preferred Stock, Shares Authorized 4,000,000 4,000,000
Preferred Stock, Shares Issued 0 0
Preferred Stock, Shares Outstanding 0 0
Common Stock, Par or Stated Value Per Share $ 0.01 $ 0.01
Common Stock, Shares Authorized 100,000,000 100,000,000
Common Stock, Shares, Issued 16,464,757 16,333,139
Common Stock, Shares, Outstanding 16,464,757 16,333,139
Amount of accumulated depreciation, depletion and amortization for physical assets used in the normal conduct of business to produce goods and services.
-Subparagraph (c)
Name: us-gaap_AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment
A valuation allowance for trade and other receivables due to an Entity within one year (or the normal operating cycle, whichever is longer) that are expected to be uncollectible.
Name: us-gaap_AllowanceForDoubtfulAccountsReceivableCurrent
Face amount or stated value per share of common stock.
Name: us-gaap_CommonStockParOrStatedValuePerShare
Data Type: num:perShareItemType
The maximum number of common shares permitted to be issued by an entity's charter and bylaws.
Name: us-gaap_CommonStockSharesAuthorized
Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury.
Name: us-gaap_CommonStockSharesIssued
Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation.
Name: us-gaap_CommonStockSharesOutstanding
Accumulated amount of amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.
-Subparagraph (a)(1)
Name: us-gaap_FiniteLivedIntangibleAssetsAccumulatedAmortization
Face amount or stated value per share of preferred stock nonredeemable or redeemable solely at the option of the issuer.
Name: us-gaap_PreferredStockParOrStatedValuePerShare
The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws.
Name: us-gaap_PreferredStockSharesAuthorized
Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt.
Name: us-gaap_PreferredStockSharesIssued
Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased.
Name: us-gaap_PreferredStockSharesOutstanding
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($)
shares in Thousands, $ in Thousands
Contract revenues $ 1,403,317 $ 1,142,487 $ 1,061,681
Contract costs 1,278,313 1,007,764 939,340
Gross profit 125,004 134,723 122,341
Selling, general and administrative expenses 98,611 96,424 79,186
Amortization of intangible assets 499 886 571
Gain on sale of property and equipment (3,664) (1,341) (2,257)
Income from operations 29,558 38,754 44,841
Other income (expense):
Interest income 4 5 25
Interest expense (2,603) (1,299) (741)
Other income (expense), net (2,319) 885 174
Income before provision for income taxes 24,640 38,345 44,299
Income tax expense 3,486 16,914 16,997
Net income $ 21,154 $ 21,431 $ 27,302
Income per common share:
- Basic (in dollars per share) $ 1.30 $ 1.25 $ 1.33
- Diluted (in dollars per share) $ 1.28 $ 1.23 $ 1.30
Weighted average number of common shares and potential common shares outstanding:
- Basic (in shares) 16,273 17,109 20,577
- Diluted (in shares) 16,496 17,461 21,038
Other comprehensive income (loss):
Foreign currency translation adjustment 134 (549) 103
Other comprehensive income (loss) 134 (549) 103
Total comprehensive income $ 21,288 $ 20,882 $ 27,405
The aggregate expense charged against earnings to allocate the cost of intangible assets (nonphysical assets not used in production) in a systematic and rational manner to the periods expected to benefit from such assets. As a noncash expense, this element is added back to net income when calculating cash provided by or used in operations using the indirect method.
Name: us-gaap_AmortizationOfIntangibleAssets
Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.
Name: us-gaap_ComprehensiveIncomeNetOfTax
Total costs related to services rendered by an entity during the reporting period.
-Subparagraph (SX 210.5-03.2(d))
Name: us-gaap_CostOfServices
Name: us-gaap_EarningsPerShareAbstract
The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.
Name: us-gaap_EarningsPerShareBasic
The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.
Name: us-gaap_EarningsPerShareDiluted
Amount of gain (loss) on sale or disposal of property, plant and equipment assets, including oil and gas property and timber property.
Name: us-gaap_GainLossOnSaleOfPropertyPlantEquipment
Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.
-Subparagraph (SX 210.5-03.1,2)
Name: us-gaap_GrossProfit
Amount of income (loss) from continuing operations before deduction of income tax expense (benefit) and income (loss) attributable to noncontrolling interest, and addition of income (loss) from equity method investments.
-Subparagraph (SX 210.4-08.(h)(1)(i))
Name: us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesMinorityInterestAndIncomeLossFromEquityMethodInvestments
Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.
-Subparagraph (a),(b)
-Subparagraph (SX 210.4-08.(h))
Name: us-gaap_IncomeTaxExpenseBenefit
Amount of the cost of borrowed funds accounted for as interest expense.
Name: us-gaap_InterestExpense
Amount before accretion (amortization) of purchase discount (premium) of interest income on nonoperating securities.
-Subparagraph (SX 210.5-03.7(b))
Name: us-gaap_InvestmentIncomeInterest
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.
Name: us-gaap_NetIncomeLoss
Name: us-gaap_NonoperatingIncomeExpenseAbstract
The net result for the period of deducting operating expenses from operating revenues.
Name: us-gaap_OperatingIncomeLoss
Amount after tax, before reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature.
-Subparagraph (a-c)
Name: us-gaap_OtherComprehensiveIncomeForeignCurrencyTransactionAndTranslationGainLossArisingDuringPeriodNetOfTax
Amount after tax and reclassification adjustments of other comprehensive income (loss).
-Paragraph 1A
-Paragraph 1B
Name: us-gaap_OtherComprehensiveIncomeLossNetOfTax
Name: us-gaap_OtherComprehensiveIncomeLossNetOfTaxPortionAttributableToParentAbstract
Amount of income (expense) related to nonoperating activities, classified as other.
Name: us-gaap_OtherNonoperatingIncomeExpense
Aggregate revenue during the period from services rendered in the normal course of business, after deducting allowances and discounts.
Name: us-gaap_SalesRevenueServicesNet
The aggregate total costs related to selling a firm's product and services, as well as all other general and administrative expenses. Direct selling expenses (for example, credit, warranty, and advertising) are expenses that can be directly linked to the sale of specific products. Indirect selling expenses are expenses that cannot be directly linked to the sale of specific products, for example telephone expenses, Internet, and postal charges. General and administrative expenses include salaries of non-sales personnel, rent, utilities, communication, etc.
Name: us-gaap_SellingGeneralAndAdministrativeExpense
The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period.
Name: us-gaap_WeightedAverageNumberOfDilutedSharesOutstanding
Name: us-gaap_WeightedAverageNumberOfSharesOutstandingAbstract
Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period.
Name: us-gaap_WeightedAverageNumberOfSharesOutstandingBasic
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)
Preferred Stock [Member]
Common Stock [Member]
Additional Paid-in Capital [Member]
Accumulated Other Comprehensive Income (loss) [Member]
Retained Earnings [Member]
Balance at Dec. 31, 2014 $ 322,553 $ 0 $ 206 $ 151,111 $ 13 $ 171,223
Balance (in shares) at Dec. 31, 2014 20,792
Net income 27,302 0 $ 0 0 0 27,302
Stock issued under compensation plans, net 1,923 0 $ 4 1,919 0 0
Stock issued under compensation plans, net (in shares) 413
Tax benefit from stock-based awards 1,612 0 $ 0 1,612 0 0
Stock-based compensation expense 4,837 0 0 4,837 0 0
Shares repurchased (28,478) 0 $ (12) (12,130) 0 (16,336)
Shares repurchased (in shares) (1,236)
Other comprehensive income (loss) 103 0 $ 0 0 103 0
Reclassification of shares repurchased 0 0 0 13,965 0 (13,965)
Stock issued - other 28 0 $ 0 28 0 0
Stock issued - other (in shares) 0
Balance at Dec. 31, 2015 329,880 0 $ 198 161,342 116 168,224
Shares repurchased (100,587) 0 $ (42) (34,235) 0 (66,310)
Other comprehensive income (loss) (549) 0 $ 0 0 (549) 0
Balance at Dec. 31, 2016 263,174 0 $ 162 140,100 (433) 123,345
Adjustment to adopt ASU No. 2016-09 0 0 0 225 0 (225)
Stock-based compensation expense 4,376 0 $ 0 4,376 0 0
Shares repurchased (3,059) 0 $ (1) (2,025) 0 (1,033)
Shares repurchased (in shares) (93)
Balance at Dec. 31, 2017 $ 287,039 $ 0 $ 163 $ 143,934 $ (299) $ 143,241
The amount needed to adjust previously recorded stockholders' equity balances to allocate prior share repurchase activity between additional paid in capital and retained earnings.
Name: myrg_ReclassificationOfShareRepurchaseActivity
Namespace Prefix: myrg_
Amount of increase (decrease) in additional paid in capital (APIC) resulting from a tax benefit (deficiency) associated with an share-based compensation plan other than an employee stock ownership plan (ESOP).
Name: us-gaap_AdjustmentToAdditionalPaidInCapitalIncomeTaxEffectFromShareBasedCompensationNet
Amount of other increase (decrease) in additional paid in capital (APIC).
Name: us-gaap_AdjustmentsToAdditionalPaidInCapitalOther
Amount of increase to additional paid-in capital (APIC) from recognition of equity-based compensation.
Name: us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue
Number of shares issued which are neither cancelled nor held in the treasury.
Name: us-gaap_SharesOutstanding
Number of shares of stock issued attributable to transactions classified as other.
Name: us-gaap_StockIssuedDuringPeriodSharesOther
Number of shares (or other type of equity) issued during the period as a result of any equity-based compensation plan other than an employee stock ownership plan (ESOP), net of any shares forfeited. Shares issued could result from the issuance of restricted stock, the exercise of stock options, stock issued under employee stock purchase plans, and/or other employee benefit plans.
Name: us-gaap_StockIssuedDuringPeriodSharesShareBasedCompensation
Value of shares of stock issued attributable to transactions classified as other.
Name: us-gaap_StockIssuedDuringPeriodValueOther
Value of stock (or other type of equity) issued during the period as a result of any equity-based compensation plan other than an employee stock ownership plan (ESOP), net of stock value of such awards forfeited. Stock issued could result from the issuance of restricted stock, the exercise of stock options, stock issued under employee stock purchase plans, and/or other employee benefit plans.
-Subparagraph (d)(1)
Name: us-gaap_StockIssuedDuringPeriodValueShareBasedCompensation
Number of shares that have been repurchased and retired during the period.
Name: us-gaap_StockRepurchasedAndRetiredDuringPeriodShares
Equity impact of the value of stock that has been repurchased and retired during the period. The excess of the purchase price over par value can be charged against retained earnings (once the excess is fully allocated to additional paid in capital).
Name: us-gaap_StockRepurchasedAndRetiredDuringPeriodValue
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
Adjustments to reconcile net income to net cash flows provided by (used in) operating activities -
Depreciation and amortization of property and equipment 38,077 38,236 37,458
Stock-based compensation expense 4,376 4,674 4,837
Deferred income taxes (5,091) 4,205 1,558
Other non-cash items 1,194 194 200
Changes in operating assets and liabilities, net of acquisitions
Accounts receivable, net (46,190) (27,485) (17,765)
Costs and estimated earnings in excess of billings on uncompleted contracts (7,611) (17,001) (4,597)
Receivable for insurance claims in excess of deductibles (39) (7,187) 1,021
Other assets (2,213) 3,730 (5,634)
Accounts payable 8,149 17,322 6,742
Billings in excess of costs and estimated earnings on uncompleted contracts (13,502) (707) 1,003
Accrued self-insurance 2,765 5,617 (2,616)
Other liabilities (7,102) 11,916 (4,823)
Net cash flows provided by (used in) operating activities (9,198) 54,490 43,000
Proceeds from sale of property and equipment 4,342 3,299 2,758
Cash paid for acquisitions, net of cash acquired 0 (12,056) (13,087)
Purchases of property and equipment (30,843) (25,371) (46,599)
Net cash flows used in investing activities (26,501) (34,128) (56,928)
Net borrowings under revolving lines of credit 19,890 59,070 0
Payment of principal obligations under capital leases (1,203) (740) 0
Proceeds from exercise of stock options 1,232 6,218 1,923
Repurchase of common shares (3,058) (101,483) (27,582)
Other financing activities 28 1,396 1,748
Net cash flows provided by (used in) financing activities 16,889 (35,539) (23,911)
Effect of exchange rate changes on cash 307 (774) 0
Net decrease in cash and cash equivalents (18,503) (15,951) (37,839)
Cash and cash equivalents:
Beginning of period 23,846 39,797 77,636
End of period 5,343 23,846 39,797
Supplemental Cash Flow Information:
Income taxes payments 6,597 6,274 16,960
Interest payments 2,259 1,114 591
Noncash investing activities:
Acquisition of property and equipment for which payment is pending 2,050 614 1,328
Acquisition of property under capital lease arrangements 0 5,658 0
Noncash financing activities:
Capital lease obligations initiated 0 5,658 0
Share repurchases that have not settled $ 0 $ 0 $ 896
Its represent amount of acquisition of property under capital lees arrangements.
Name: myrg_AcquisitionOfPropertyUnderCapitalLeesArrangements
Name: myrg_NoncashFinancingActivitiesAbstract
The amount of share repurchases that have not settled with the broker.
Name: myrg_ShareRepurchasesThatHaveNotSettled
Name: us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract
Future cash outflow to pay for purchases of fixed assets that have occurred.
Name: us-gaap_CapitalExpendituresIncurredButNotYetPaid
The increase during the period in capital lease obligations due to entering into new capital leases.
Name: us-gaap_CapitalLeaseObligationsIncurred
Name: us-gaap_CashAndCashEquivalentsAtCarryingValueAbstract
Amount of increase (decrease) in cash and cash equivalents. Cash and cash equivalents are the amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Includes effect from exchange rate changes.
Name: us-gaap_CashAndCashEquivalentsPeriodIncreaseDecrease
Name: us-gaap_CashFlowNoncashInvestingAndFinancingActivitiesDisclosureAbstract
Amount of deferred income tax expense (benefit) pertaining to income (loss) from continuing operations.
-Subparagraph (SX 210.4-08(h))
-Subparagraph (SAB Topic 6.I.7)
Name: us-gaap_DeferredIncomeTaxExpenseBenefit
The amount of expense recognized in the current period that reflects the allocation of the cost of tangible assets over the assets' useful lives. Includes production and non-production related depreciation.
Name: us-gaap_Depreciation
Amount of effect of exchange rate changes on cash balances held in foreign currencies. Excludes cash equivalents.
Name: us-gaap_EffectOfExchangeRateOnCash
The amount of cash paid during the current period to foreign, federal, state, and local authorities as taxes on income, net of any cash received during the current period as refunds for the overpayment of taxes.
Name: us-gaap_IncomeTaxesPaidNet
The increase (decrease) during the reporting period in the aggregate amount of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business.
Name: us-gaap_IncreaseDecreaseInAccountsPayable
The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services.
Name: us-gaap_IncreaseDecreaseInAccountsReceivable
The increase (decrease) during the reporting period in the liability reflecting cash payments received before the related costs have been incurred.
Name: us-gaap_IncreaseDecreaseInBillingInExcessOfCostOfEarnings
The increase (decrease) during the reporting period in insurance settlements receivable, which are amounts due in settlement of a claim for reimbursement from an insurance company when the Company has suffered a loss covered under an insurance policy. The expectation is that such reimbursement will be received within one year of the balance sheet date.
Name: us-gaap_IncreaseDecreaseInInsuranceSettlementsReceivable
Name: us-gaap_IncreaseDecreaseInOperatingCapitalAbstract
Amount of increase (decrease) in operating assets classified as other.
Name: us-gaap_IncreaseDecreaseInOtherOperatingAssets
Amount of increase (decrease) in operating liabilities classified as other.
Name: us-gaap_IncreaseDecreaseInOtherOperatingLiabilities
The increase (decrease) during the period in the carrying amount of accrued known and estimated losses incurred for which no insurance coverage exists, and for which a claim has been made or is probable of being asserted, typically arising from workmen's' compensation-type of incidents and personal injury to nonemployees from accidents on the entity's property.
Name: us-gaap_IncreaseDecreaseInSelfInsuranceReserve
The increase (decrease) during the reporting period of the amount of revenue for work performed for which billing has not occurred, net of uncollectible accounts.
Name: us-gaap_IncreaseDecreaseInUnbilledReceivables
Amount of cash paid, after deduction of cash paid for capitalized interest, for interest. Includes, but is not limited to, payment to settle zero-coupon bond for accreted interest of debt discount and debt instrument with insignificant coupon interest rate in relation to effective interest rate of borrowing attributable to accreted interest of debt discount.
Name: us-gaap_InterestPaidNet
Amount of cash inflow (outflow) from financing activities, including discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit.
Name: us-gaap_NetCashProvidedByUsedInFinancingActivities
Name: us-gaap_NetCashProvidedByUsedInFinancingActivitiesAbstract
Amount of cash inflow (outflow) from investing activities, including discontinued operations. Investing activity cash flows include making and collecting loans and acquiring and disposing of debt or equity instruments and property, plant, and equipment and other productive assets.
Name: us-gaap_NetCashProvidedByUsedInInvestingActivities
Name: us-gaap_NetCashProvidedByUsedInInvestingActivitiesAbstract
Amount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities.
Name: us-gaap_NetCashProvidedByUsedInOperatingActivities
Name: us-gaap_NetCashProvidedByUsedInOperatingActivitiesAbstract
Amount of income (expense) included in net income that results in no cash inflow (outflow), classified as other.
Name: us-gaap_OtherNoncashIncomeExpense
The cash outflow to reacquire common stock during the period.
Name: us-gaap_PaymentsForRepurchaseOfCommonStock
The cash outflow associated with the acquisition of a business, net of the cash acquired from the purchase.
Name: us-gaap_PaymentsToAcquireBusinessesNetOfCashAcquired
The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets.
Name: us-gaap_PaymentsToAcquirePropertyPlantAndEquipment
Amount of cash inflow (outflow) from financing activities classified as other.
Name: us-gaap_ProceedsFromPaymentsForOtherFinancingActivities
The net cash inflow or cash outflow from a contractual arrangement with the lender, including letter of credit, standby letter of credit and revolving credit arrangements, under which borrowings can be made up to a specific amount at any point in time with either short term or long term maturity that is collateralized (backed by pledge, mortgage or other lien in the entity's assets).
-Subparagraph c
Name: us-gaap_ProceedsFromRepaymentsOfLinesOfCredit
The cash inflow from the sale of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale.
Name: us-gaap_ProceedsFromSaleOfPropertyPlantAndEquipment
Amount of cash inflow from exercise of stock options granted under share-based compensation arrangement.
Name: us-gaap_ProceedsFromStockOptionsExercised
The cash outflow for the obligation for a lease meeting the criteria for capitalization (with maturities exceeding one year or beyond the operating cycle of the entity, if longer).
Name: us-gaap_RepaymentsOfLongTermCapitalLeaseObligations
The aggregate amount of noncash, equity-based employee remuneration. This may include the value of stock or unit options, amortization of restricted stock or units, and adjustment for officers' compensation. As noncash, this element is an add back when calculating net cash generated by operating activities using the indirect method.
Name: us-gaap_ShareBasedCompensation
Name: us-gaap_SupplementalCashFlowInformationAbstract
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block]
1. Organization, Business and Significant Accounting Policies
Organization and Business
MYR Group Inc. (the "Company") is a holding company of specialty electrical construction service providers and is currently conducting operations through wholly owned subsidiaries including: The L. E. Myers Co., a Delaware corporation; Harlan Electric Company, a Michigan corporation; Great Southwestern Construction, Inc., a Colorado corporation; Sturgeon Electric Company, Inc., a Michigan corporation; MYR Transmission Services, Inc., a Delaware corporation; E.S. Boulos Company, a Delaware corporation; High Country Line Construction, Inc., a Nevada corporation; Sturgeon Electric California, LLC, a Delaware limited liability company; GSW Integrated Services, LLC, a Delaware limited liability company; MYR Transmission Services Canada, Ltd., a British Columbia corporation; Northern Transmission Services, Ltd., a British Columbia corporation and Western Pacific Enterprises Ltd., a British Columbia corporation.
The Company performs construction services in two business segments: Transmission and Distribution ("T&D"), and Commercial and Industrial ("C&I"). T&D customers include investor-owned utilities, cooperatives, private developers, government-funded utilities, independent power producers, independent transmission companies, industrial facility owners and other contractors. T&D provides a broad range of services, which include design, engineering, procurement, construction, upgrade, maintenance and repair services, with a particular focus on construction, maintenance and repair. The Company also provides C&I electrical contracting services to general contractors, commercial and industrial facility owners, local governments and developers in the western and northeastern United States and western Canada.
The accompanying Financial Statements include the results of operations of the Company and its subsidiaries. Significant intercompany transactions and balances have been eliminated. Certain reclassifications were made to prior year amounts to conform to the current year presentation.
The Company adjusted its presentation of accrued self-insurance liabilities and the related receivables for insurance claims in excess of deductibles to classify claim amounts estimated to be settled more than one year from the balance sheet date as non-current liabilities and non-current receivables in the second quarter of 2017. As a result of this adjustment, $32.1 million was adjusted from current portion of accrued self-insurance into non-current accrued self-insurance as of December 31, 2016. In addition, $14.7 million was adjusted from current portion of receivable for insurance claims in excess of deductibles into non-current receivable for insurance claims in excess of deductibles as December 31, 2016. The effect of such classification on the December 31, 2016 balance sheet was immaterial and had no effect on the previously reported statements of operations or cash flows.
Revenues under long-term contracts are accounted for under the percentage-of-completion method of accounting. Under the percentage-of-completion method, the Company estimates profit as the difference between total estimated revenue and total estimated cost of a contract and recognizes that profit over the contract term based on costs incurred under the cost-to-cost method.
Revenues from the Company's construction services are performed under fixed-price, time-and-equipment, time-and-materials, unit-price, and cost-plus fee contracts. For fixed-price and unit-price contracts, the Company uses the ratio of cost incurred to date on the contract to management's estimate of the contract's total cost, to determine the percentage of completion on each contract. This method is used as management considers expended costs to be the best available measure of progression of these contracts. Contract cost includes all direct costs on contracts, including labor and material, subcontractor costs and those indirect costs related to contract performance, such as supplies, fuel, tool repairs and depreciation. The Company recognizes revenues from construction services with fees based on time-and-materials, or cost-plus fee as the services are performed and amounts are earned. If contracts include contract incentive or bonus provisions, they are included in estimated contract revenues only when the achievement of such incentive or bonus is reasonably certain.
Contract costs incurred to date and expected total contract costs are continuously monitored during the term of the contract. Changes in job performance, job conditions and final contract settlements are factors that influence management's assessment of total contract value and the total estimated costs to complete those contracts and therefore, the Company's profit recognition. These changes, which include contracts with estimated costs in excess of estimated revenues, are recognized in contract costs in the period in which the revisions are determined. At the point the Company anticipates a loss on a contract, the Company estimates the ultimate loss through completion and recognizes that loss in the period in which the possible loss was identified.
A change order is a modification to a contract that changes the provisions of the contract, typically resulting from changes in scope, specifications, design, manner of performance, facilities, equipment, materials, sites, or period of completion of the work under the contract. A claim is an amount in excess of the agreed-upon contract price that the Company seeks to collect from its clients or others for client-caused delays, errors in specifications and designs, contract terminations, change orders that are either in dispute or are unapproved as to both scope and price, or other causes. Costs related to change orders and claims are recognized when incurred. Revenue from a change order is included in total estimated contract revenue when it is probable that the change order will result in an addition to contract value and can be reliably estimated. Revenue from a claim is included in total estimated contract revenues, only to the extent that contract costs related to the claim have been incurred, when it is probable that the claim will result in an addition to contract value which can be reliably estimated. No profit is recognized on a claim until final settlement occurs.
The Company provides warranties to customers on a basis customary to the industry; however, the warranty period does not typically exceed one year. Historically, warranty claims have not been material to the Company.
Total revenues do not include sales tax as the Company considers itself a pass-through conduit for collecting and remitting sales taxes. Sales tax and value added tax collected from customers is included in other current liabilities on our consolidated balance sheets.
The Company accounts for investments in joint ventures using the proportionate consolidation method for income statement reporting and under the equity method for balance sheet reporting, unless the Company has a controlling interest causing the joint venture to be consolidated. Under the proportionate consolidation method, joint venture activity is allocated to the appropriate line items found on the consolidated statements of operations in proportion to the percentage of participation the Company has in the joint venture. Under the equity method the net investment in joint ventures is stated as a single item on the consolidated balance sheets. The Company's interests in any profits and assets and its share of any losses and liabilities are recognized based on its stated percentage partnership interest in the joint venture. The Company includes only its percentage ownership of each joint venture in is backlog. The investments in joint ventures are recorded at cost and the carrying amounts are adjusted to recognize the Company's proportionate share of cumulative income or loss, additional contributions made and dividends and capital distributions received. The Company records the effect of any impairment or any other-than-temporary decrease in the value of the joint venture investment as incurred.
The functional currency for the Company's Canadian operations is the Canadian dollar. Assets and liabilities denominated in Canadian dollars are translated into U.S. dollars at the end-of-period exchange rate. Revenues and expenses are translated using average exchange rates for the periods reported. Equity accounts are translated at historical rates. Cumulative translation adjustments are included as a separate component of accumulated other comprehensive income in shareholders' equity. Foreign currency transaction gains and losses, arising primarily from changes in exchange rates on short-term assets and liabilities, and ineffective long-term assets and liabilities are recorded in the "other income, net" line on the consolidated statements of operations. For the year ended December 31, 2017, the Company recorded an insignificant amount of foreign currency losses. Effective foreign currency transaction gains and losses, arising primarily from long-term assets and liabilities are recorded in the foreign currency translation adjustment line on the consolidated statements of comprehensive income.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the period reported. Actual results could differ from those estimates.
The most significant estimates are related to estimates of costs to complete on contracts, pending change orders and claims, shared savings, insurance reserves, income tax reserves, estimates surrounding stock-based compensation, the recoverability of goodwill and intangibles and accounts receivable reserves. Actual results could differ from these estimates.
In 2017, the Company recognized revenues of $13.7 million related to significant change orders and/or claims that had been included as contract price adjustments on certain contracts which were in the process of being negotiated in the normal course of business.
The percentage of completion method of accounting requires the Company to make estimates about the expected revenue and gross profit on each of its contracts in process. The estimates are reviewed and revised quarterly, as needed. During the year ended December 31, 2017, changes in estimates pertaining to certain projects decreased consolidated gross margin by 0.7%, which resulted in decreases in operating income of $10.4 million, net income of $6.2 million and diluted earnings per common share of $0.38. During the year ended December 31, 2016, changes in estimates pertaining to certain projects decreased consolidated gross margin by 0.2%, which resulted in decreases in operating income of $2.6 million, net income of $1.4 million and diluted earnings per common share of $0.08. During the year ended December 31, 2015, changes in estimates pertaining to certain projects increased consolidated gross margin by 0.5%, which resulted in increases in operating income of $5.9 million, net income of $3.6 million and diluted earnings per common share of $0.17.
Advertising costs are expensed when incurred. Advertising costs, included in selling, general and administrative expenses, were $0.7 million, $0.6 million and $0.5 million for the years ended December 31, 2017, 2016 and 2015, respectively.
The Company follows the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recorded for future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, and are measured using the enacted tax rates and laws that are expected to be in effect when the underlying assets or liabilities are recovered or settled. The Company also evaluates whether the recorded deferred tax assets and valuation allowances can be realized and, when necessary, reduces the amounts to what is expected to be realized.
Interest and penalties related to uncertain income tax positions are included in income tax expense in the accompanying consolidated statements of operations. Interest and penalties actually incurred are charged to interest expense and the "other income, net" line, respectively.
The Company determines compensation expense for stock-based awards based on the estimated fair values at the grant date and recognize the related compensation expense over the vesting period. The Company uses the straight-line amortization method to recognize compensation expense related to stock-based awards, such as restricted stock and phantom stock, that have only service conditions. This method recognizes stock compensation expense on a straight-line basis over the requisite service period for the entire award. The Company recognizes compensation expense related to performance awards that vest based on internal performance metrics and service conditions on a straight-line basis over the service period, but adjust inception-to-date expense based upon our determination of the potential achievement of the performance target at each reporting date. The Company recognizes compensation expense related to performance awards with market-based performance metrics on a straight-line basis over the requisite service period. Upon adoption ASU No. 2016-09, Compensation — Stock Compensation (Topic 718) in January of 2017, the Company elected to discontinue estimating future forfeitures and recognize forfeitures as they occur. Prior to the adoption, the Company used historical data to estimate the forfeiture rate applied to stock grants. Shares issued under the Company's stock-based compensation program are taken out of authorized but unissued shares.
The Company computes earnings per share using the treasury stock method. Under the treasury stock method, basic earnings per share are computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share are computed by dividing net income by the weighted average number of common shares outstanding during the period plus all potentially dilutive common stock equivalents, except in cases where the effect of the common stock equivalent would be anti-dilutive.
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. As of December 31, 2017 and 2016, the Company held its cash in checking accounts or in highly liquid money market funds. The Company's banking arrangements allow the Company to fund outstanding checks when presented to financial institutions for payment. The Company funds all intraday bank balances overdrafts during the same business day. Checks issued and outstanding in excess of bank balance are recorded in accounts payable in the Consolidated Balance Sheets and are reflected as a financing activity in the Consolidated Statements of Cash Flows.
Accounts Receivable and Allowance for Doubtful Accounts
The Company does not charge interest to its customers and carries its customer receivables at their face amounts, less an allowance for doubtful accounts. Included in accounts receivable are balances billed to customers pursuant to retainage provisions in certain contracts that are due upon completion of the contract and acceptance by the customer, or earlier as provided by the contract. Based on the Company's experience in recent years, the majority of customer balances at each balance sheet date are collected within twelve months. As is common practice in the industry, the Company classifies all accounts receivable, including retainage, as current assets. The contracting cycle for certain long-term contracts may extend beyond one year, and accordingly, collection of retainage on those contracts may extend beyond one year. The Company expects a majority of the retainage recorded at December 31, 2017 to be collected within one year, with the remaining to be collected in the subsequent year as the related contracts are completed.
The Company grants trade credit, on a non-collateralized basis (with the exception of lien rights against the property in certain cases), to its customers and is subject to potential credit risk related to changes in business and overall economic activity. The Company analyzes specific accounts receivable balances, historical bad debts, customer credit-worthiness, current economic trends and changes in customer payment terms when evaluating the adequacy of the allowance for doubtful accounts. In the event that a customer balance is deemed to be uncollectible, the account balance is written-off against the allowance for doubtful accounts.
Classification of Construction Contract-related Assets and Liabilities
Costs and estimated earnings in excess of billings on uncompleted contracts are presented as a current asset in the accompanying consolidated balance sheets, and billings in excess of costs and estimated earnings on uncompleted contracts are presented as a current liability in the accompanying consolidated balance sheets. The Company's contracts vary in duration, with the duration of some larger contracts exceeding one year. Consistent with industry practices, the Company includes the amounts realizable and payable under contracts, which may extend beyond one year, in current assets and current liabilities. These balances are generally settled within one year.
Property and equipment is carried at cost. Depreciation is computed using the straight-line method over estimated useful lives. Major modifications or refurbishments which extend the useful life of the assets are capitalized and depreciated over the adjusted remaining useful life of the assets. Upon retirement or disposition of property and equipment, the cost and related accumulated depreciation are removed and any resulting gain or loss is recognized in income from operations. The cost of maintenance and repairs is charged to expense as incurred.
The Company leases certain real estate, construction equipment and office equipment. Real estate is generally leased for terms up to ten years in duration. The terms and conditions of leases (such as renewal or purchase options and escalation clauses), if material, are reviewed at inception to determine the classification (operating or capital) of the lease. Nonperformance-related default covenants, cross-default provisions, subjective default provisions and material adverse change clauses contained in material lease agreements, if any, are also evaluated to determine whether those clauses affect lease classification in accordance with Accounting Standards Codification ("ASC") Topic 840-10-25.
The Company carries insurance policies, which are subject to certain deductibles, for workers' compensation, general liability, automobile liability and other coverages. The deductible for each line of coverage is up to $1.0 million, except for wildfire coverage which has a deductible of $2.0 million. Certain health benefit plans are subject to a deductible up to $0.2 million, for qualified individuals. Losses up to the deductible amounts are accrued based upon the Company's estimates of the ultimate liability for claims reported and an estimate of claims incurred but not yet reported.
The insurance and claims accruals are based on known facts, actuarial estimates and historical trends. While recorded accruals are based on the ultimate liability, which includes amounts in excess of the deductible, a corresponding receivable for amounts in excess of the deductible is included in current assets in the consolidated balance sheets.
Goodwill and intangible assets with indefinite lives are not amortized. Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives. The Company reviews goodwill and intangible assets with indefinite lives for impairment on an annual basis at the beginning of the fourth quarter, or when circumstances change, such as a significant adverse change in the business climate or the decision to sell a business, both of which would indicate that impairment may have occurred. The Company performs a qualitative assessment to determine whether it is necessary to perform a two-step goodwill impairment test. The qualitative assessment considers financial, industry, segment and macroeconomic factors. If the qualitative assessment indicates a potential for impairment, the two-step method is used to determine if impairment exists. The two-step method begins with a comparison of the fair value of the reporting unit with its carrying value. If the carrying amount of the reporting unit exceeds its fair value, the second step of the process involves a comparison of the implied fair value and carrying value of the goodwill of that reporting unit. The company also performs a qualitative assessment on intangible assets with indefinite lives. If the qualitative assessment indicates a potential for impairment, a quantitative impairment test would be performed to compare the fair value of the indefinite-lived intangible asset with its carrying value. If the carrying value of goodwill or other indefinite-lived assets exceeds its implied fair value, an impairment charge would be recorded in the statement of operations.
As a result of the annual qualitative review process in 2017 and 2016, the Company determined it was not necessary to perform a two-step analysis.
In 2015, the Company determined, based on its qualitative analysis, that it was appropriate to perform a two-step analysis. The first step involves a comparison of the fair value of the reporting unit with its carrying value. If the carrying amount of the reporting unit exceeds its fair value, the second step of the process involves a comparison of the implied fair value and carrying value of the goodwill of that reporting unit. If the carrying value of goodwill exceeds its implied fair value, an impairment charge is recorded in the statement of operations. The step one analysis did not indicate that the Company's goodwill or indefinite-lived intangible assets were impaired. As a result, no step two analysis was performed.
Financial instruments that potentially subject the Company to a concentration of credit risk consist principally of cash and cash equivalents and accounts receivable. The Company maintains substantially all of its cash and cash equivalent balances with large financial institutions which are believed to be high quality institutions.
The Company grants trade credit under contractual payment terms, generally without collateral, to its customers, which include high credit quality electric utilities, governmental entities, general contractors and builders, owners and managers of commercial and industrial properties. Consequently, the Company is subject to potential credit risk related to changes in business and economic factors. However, the Company generally has certain statutory lien rights with respect to services provided. Under certain circumstances such as foreclosures or negotiated settlements, the Company may take title to the underlying assets in lieu of cash in settlement of receivables. As of December 31, 2017, none of our customers individually exceeded 10.0% of accounts receivable. As of December 31, 2016, one customer individually exceeded 10.0% of consolidated accounts receivable with an aggregate balance of approximately 11.2% of the total consolidated accounts receivable amount (excluding the impact of allowance for doubtful accounts). The Company believes the terms and conditions in its contracts, billing and collection policies are adequate to minimize the potential credit risk.
The Company is subject to a concentration of risk because it derives a significant portion of its revenues from a few customers. The Company's top ten customers accounted for approximately 40.4%, 46.4%, and 44.6% of consolidated revenues for the years ended December 31, 2017, 2016 and 2015, respectively. For the year ended December 31, 2017, one T&D customer accounted for 10.7% of our revenues. For the years ended December 31, 2016 and 2015, no single customer accounted for more than 10.0% of annual revenues.
As of December 31, 2017, approximately 91% of the Company's craft labor employees were covered by collective bargaining agreements. Although the majority of these agreements prohibit strikes and work stoppages, the Company cannot be certain that strikes or work stoppages will not occur in the future.
Recent Accounting Pronouncements
Changes to U.S. GAAP are typically established by the Financial Accounting Standards Board ("FASB") in the form of accounting standards updates ("ASUs") to the FASB's Accounting Standards Codification ("ASC"). The Company considers the applicability and impact of all ASUs. The Company, based on its assessment, determined that any recently issued or proposed ASUs not listed below are either not applicable to the Company or may have minimal impact on its Financial Statements.
Recently Adopted Accounting Pronouncements
In March 2016, the FASB issued ASU No. 2016-09, Compensation — Stock Compensation (Topic 718). The amendments under this pronouncement made modifications to the accounting treatment for forfeitures, required withholding on stock compensation and the financial statement presentation of excess tax benefits or deficiencies and certain components of stock compensation. The standard was effective for interim and annual reporting periods beginning after December 15, 2016, with early adoption permitted. On January 1, 2017, the Company adopted this ASU on a prospective basis except for forfeitures, which it adopted on a modified retrospective basis. The adoption of this ASU had the following impacts:
Excess tax benefits of $0.8 million were reflected as income tax benefits in the 2017 Consolidated Statements of Operations and Comprehensive Income. Prior to adoption of this ASU, this amount would have been recorded in additional paid-in capital.
The adoption of this ASU eliminated the additional paid-in capital pool ("APIC Pool") resulting in the excess tax benefits and deficiencies being excluded from assumed future proceeds in the calculation of diluted shares, which caused an immaterial increase in diluted weighted average shares outstanding for 2017. The extent of excess tax benefits/deficiencies is subject to variation in the Company's stock price and the timing/extent of restricted stock, performance share and phantom stock vesting and stock option exercises.
The Company elected to discontinue estimating forfeitures and will account for forfeitures as they occur. The net cumulative effect of this change was recognized as a $0.2 million reduction to retained earnings as of January 1, 2017 with a corresponding increase in additional paid in capital.
Recently Issued Accounting Pronouncements
In January 2017, the FASB issued ASU No. 2017-04, Intangibles — Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which simplifies the subsequent measurement of goodwill, through elimination of Step 2 from the goodwill impairment test. Instead, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The update is effective for any annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The guidance requires application on a prospective basis. The Company does not expect that this pronouncement will have a significant impact on its financial statements
In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, which clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The update is effective for annual reporting periods beginning after December 15, 2017 and interim periods within those fiscal years. Early adoption is permitted for financial statements that have not been previously issued. The guidance requires application on a prospective basis. The Company does not expect that this pronouncement will have a significant impact on its financial statements.
In October 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory, which modifies existing guidance and is intended to reduce the diversity in practice with respect to the accounting for income tax consequences of intra-entity transfers of assets. This update requires entities to immediately recognize the tax consequences on intercompany asset transfers (excluding inventory) at the transaction date, and eliminates the recognition exception within current guidance. The update is effective for annual reporting periods beginning after December 15, 2017 and interim periods within those fiscal years. Early adoption is permitted. The guidance requires application using a modified retrospective approach. The Company is evaluating the impact this pronouncement will have on its financial statements.
In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which is intended to reduce diversity in practice in how eight specific transactions are classified in the statement of cash flows. The update is effective for annual reporting periods beginning after December 15, 2017 and interim periods within those fiscal years. Early adoption is permitted, provided that all of the amendments are adopted in the same period. The guidance requires application using a retrospective approach. The Company is evaluating the impact this update will have on its financial statements.
In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). The amendments under this pronouncement will change the way all leases with durations in excess of one year or more are treated. Under this guidance, lessees will be required to recognize virtually all leases on the balance sheet as a right-of-use asset and an associated financing lease liability or capital lease liability. The right-of-use asset represents the lessee's right to use, or control the use of, a specified asset for the specified lease term. The lease liability represents the lessee's obligation to make lease payments arising from the lease, measured on a discounted basis. Based on certain characteristics, leases are classified as financing leases or operating leases. Financing lease liabilities, which contain provisions similar to capitalized leases, are amortized like capital leases under current accounting, as amortization expense and interest expense in the statement of operations. Operating lease liabilities are amortized on a straight-line basis over the life of the lease as lease expense in the statement of operations. This update is effective for annual reporting periods, and interim periods within those reporting periods, beginning after December 15, 2018. While the Company continues to evaluate the impact this pronouncement, and all amendments relating to this pronouncement, will have on its policies and procedures pertaining to its existing and future lease arrangements, disclosure requirements and on the Company's financial statements, the Company expects most existing operating lease commitments, that extend beyond twelve months at the time of adoption, will be recognized as lease liabilities and right-of-use assets upon adoption.
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). The amendments under this pronouncement will change how an entity recognizes revenue from contracts it enters to transfer goods, services or nonfinancial assets to its customers. These changes created a comprehensive framework for all entities in all industries to apply in the determination of when to recognize revenue, and, therefore, supersede virtually all existing revenue recognition requirements and guidance. This framework is expected to result in less complex guidance in application while providing a consistent and comparable methodology for revenue recognition. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: Step 1: Identify the contract(s) with the customer; Step 2: Identify the performance obligations in the contract; Step 3: Determine the transaction price; Step 4: Allocate the transaction price to the performance obligations in the contract; Step 5: Recognize revenue when, or as, the entity satisfies the performance obligations. In addition, the amendments require expanded disclosure to enable the users of the financial statements to understand the nature, timing and uncertainty of revenue and cash flow arising from contracts with customers. On August 16, 2015, the FASB deferred the effective date by one year to December 15, 2017 for annual reporting periods beginning after that date, permitting early adoption of the standard, but not before the original effective date of December 15, 2016.
When this pronouncement is adopted in 2018, the Company will adopt the amendments under this ASU using the modified retrospective transition approach. Under the modified retrospective transition approach, the Company will recognize changes from the beginning of the year of initial application through retained earnings with no restatement of comparative periods. The Company does not expect this update to materially affect the results of the Company's operations, financial position or cash flows. This conclusion is based on the Company's continued recognition of revenues from long-term service contracts over time as services are performed and the underlying obligation to the customer is fulfilled. The Company has identified and is in the final stages of implementing changes to its processes and internal controls to meet the reporting and disclosure requirements of this update.
Name: us-gaap_OrganizationConsolidationAndPresentationOfFinancialStatementsAbstract
The entire disclosure for the general note to the financial statements for the reporting entity which may include, descriptions of the basis of presentation, business description, significant accounting policies, consolidations, reclassifications, new pronouncements not yet adopted and changes in accounting principles.
-URI http://asc.fasb.org/topic&trid=2197479
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Business Combination Disclosure [Text Block]
2. Acquisitions
Western Pacific Enterprises Ltd.
On October 28, 2016, the Company completed the acquisition of substantially all of the assets of Western Pacific Enterprises GP and of Western Pacific Enterprises Ltd., except for certain real estate owned by Western Pacific Enterprises Ltd., with the company continuing operations under the name Western Pacific Enterprises Ltd. ("WPE"), an electrical contracting firm in western Canada. With its main headquarters in Coquitlam, British Columbia, WPE provides a wide range of commercial and industrial electrical construction capabilities under the Company's C&I segment. WPE also provides substation construction capabilities under the Company's T&D segment. The total consideration paid was approximately $12.1 million, which was funded through borrowings from our line of credit. Total consideration paid included $2.2 million subject to potential net asset adjustments. These net asset adjustments were approximately $0.8 million as of the October 28, 2016 closing date and as of December 31, 2017. The Company accounted for the net asset adjustments as a reduction to consideration paid which was funded through the return of funds held in a $1.9 million escrow account, established at the time of purchase.
The purchase agreement also includes provisions for margin guarantee adjustments based upon performance subsequent to the acquisition on certain contracts. In early 2018, the Company finalized an agreement to settle all amounts outstanding under the margin guarantee adjustment provision as well as previous contingent compensation agreements that were being recognized as compensation expense in the consolidated statement of operations as incurred. As a result, the Company recorded other expense of $2.3 million for the year ended December 31, 2017 and reversed the compensation expense that was previously recorded. The Company had previously recognized other income of $1.4 million relating to the margin guarantee adjustments provision for the year ended December 31, 2016.
The results of operations for WPE are included in the Company's consolidated statement of operations and the C&I segment from the date of acquisition. Costs of approximately $0.4 million related to the acquisition were included in selling, general and administrative expenses in the consolidated statement of operations for the year ended December 31, 2016. The Company has finalized the purchase price accounting relating to the WPE acquisition. The purchase price was allocated to net identifiable assets with $0.5 million allocated to identifiable intangibles (tradename, net backlog and customer relationships) and the remaining $0.2 million allocated to goodwill. A portion of the goodwill is expected to be tax deductible per applicable Canada Revenue Agency regulations.
The following table summarizes the allocation of the opening balance sheet from the date of acquisition through December 31, 2017:
(as of
acquisition date)
(adjusted
amounts as of)
Total consideration, net of net asset adjustments
Costs and estimated earnings in excess of billings on uncompleted contracts
Billings in excess of costs and estimated earnings on uncompleted contracts
Net identifiable assets
Unallocated intangible assets
High Country Line Construction, Inc.
On November 24, 2015, the Company acquired all of the outstanding common stock of High Country Line Construction, Inc. ("HCL"). The acquisition of HCL expanded the Company's T&D construction services, predominantly in the western United States. The acquisition date fair value of consideration transferred, funded through existing cash resources, was $1.7 million, net of cash acquired. The purchase price was allocated to net identifiable assets with $0.3 million allocated to identifiable intangibles (backlog and customer relationships) and the remaining $0.2 million allocated to goodwill. The Company has finalized the purchase price accounting relating to the HCL acquisition. Costs of approximately $0.2 million related to the acquisition were included in selling, general and administrative expenses in the December 31, 2015 consolidated statement of operations.
E.S. Boulos Company
On April 13, 2015, the Company acquired substantially all of the assets of E.S. Boulos Company ("ESB"). The total consideration paid was approximately $11.4 million, which was funded through existing cash resources of the Company. Headquartered in Westbrook, Maine, ESB offers construction capabilities under the Company's T&D segment, including substation, transmission and distribution construction. ESB also provides commercial and industrial electrical construction under its C&I segment, including a wide range of commercial electrical construction services. The Company has finalized the purchase price accounting relating to the ESB acquisition.
The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).
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Fair Value Disclosures [Abstract]
Fair Value Disclosures [Text Block]
3. Fair Value Measurements
The Company uses the three-tier hierarchy of fair value measurement, which prioritizes the inputs used in measuring fair value based upon their degree of availability in external active markets. These tiers include: Level 1 (the highest priority), defined as observable inputs, such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3 (the lowest priority), defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
As of December 31, 2017 and 2016, the Company determined that the carrying value of cash and cash equivalents approximated fair value based on Level 1 inputs. As of December 31, 2017 and 2016, the fair value of the Company's long-term debt and capital lease obligations, were based on Level 2 inputs. The Company's long-term debt was based on variable and fixed interest rates at December 31, 2017 and 2016, for new issues with similar remaining maturities and approximated carrying value. In addition, based on borrowing rates currently available to the Company for borrowings with similar terms, the carrying values of the Company's capital lease obligations also approximated fair value.
Name: us-gaap_FairValueDisclosuresAbstract
The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.
Name: us-gaap_FairValueDisclosuresTextBlock
Receivables [Abstract]
Loans, Notes, Trade and Other Receivables Disclosure [Text Block]
4. Accounts Receivable
Accounts receivable consisted of the following at December 31:
Contract receivables
Contract retainages
Less: Allowance for doubtful accounts
The roll-forward of activity in the allowance for doubtful accounts was as follows for the years ended December 31:
Balance at beginning of period
Less: Reduction in (provision for) allowances
Less: Write offs, net of recoveries
Change in foreign currency translation
Balance at end of period
The entire disclosure for claims held for amounts due a entity, excluding financing receivables. Examples include, but are not limited to, trade accounts receivables, notes receivables, loans receivables. Includes disclosure for allowance for credit losses.
Name: us-gaap_LoansNotesTradeAndOtherReceivablesDisclosureTextBlock
Name: us-gaap_ReceivablesAbstract
Contractors [Abstract]
Long-term Contracts or Programs Disclosure [Text Block]
5. Contracts in Process
The net asset position for contracts in process consisted of the following at December 31:
Costs and estimated earnings on uncompleted contracts
Less: Billings to date
The net asset position for contracts in process is included in the accompanying consolidated balance sheets as follows at December 31:
Name: us-gaap_ContractorsAbstract
The entire disclosure for long-term contracts or programs.
-URI http://asc.fasb.org/subtopic&trid=2197326
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Property, Plant and Equipment [Abstract]
Property, Plant and Equipment Disclosure [Text Block]
6. Property and Equipment
Property and equipment consisted of the following at December 31:
(dollars in thousands)
Less: Accumulated depreciation and amortization
Construction equipment includes assets under capital leases — see additional information provided in Note 12 — Lease Obligations to the Financial Statements.
Depreciation and amortization expense of property and equipment for the years ended December 31, 2017, 2016 and 2015 was $38.1 million, $38.2 million and $37.5 million, respectively.
Name: us-gaap_PropertyPlantAndEquipmentAbstract
The entire disclosure for long-lived, physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, accounting policies and methodology, roll forwards, depreciation, depletion and amortization expense, including composite depreciation, accumulated depreciation, depletion and amortization expense, useful lives and method used, income statement disclosures, assets held for sale and public utility disclosures.
Name: us-gaap_PropertyPlantAndEquipmentDisclosureTextBlock
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets Disclosure [Text Block]
7. Goodwill and Intangible Assets
Goodwill and intangible assets consisted of the following at December 31:
Gross Carrying Amount
Accumulated Amortization
Net Carrying Amount
Carrying Amount
Total goodwill
Amortizable Intangible Assets
Indefinite-lived Intangible Assets
Total Intangible assets
The increase in goodwill and as of December 31, 2017 compared to December 31, 2016 was due to the allocation of $0.2 million of goodwill related to the WPE acquisition identified during the finalization of the WPE purchase price accounting. Intangible assets related to the WPE acquisition and are being amortized based on a straight line basis over periods ranging up to 12.5 years. Additional financial information related to this acquisition is provided in Note 2 — Acquisitions to the Financial Statements. Immaterial foreign currency translation adjustments related to goodwill and intangible assets are netted with the amounts indicated above.
Customer relationships and backlog are being amortized on a straight-line method over an estimated useful life of approximately 12 years and the remaining life of the contract, respectively, and have been determined to have no residual value. Amortizable trade names are being amortized on a straight-line basis over an estimated useful life of approximately 15 years. Infinite-lived trade names have been determined to have indefinite lives and, therefore, are not being amortized. Intangible asset amortization expense was $0.5 million for the year ended December 31, 2017, $0.9 million for the year ended December 31, 2016 and $0.6 million for the year ended December 31, 2015.
As of December 31, 2017 estimated future intangible asset amortization expense for the each of the next five years and thereafter was as follows:
Name: us-gaap_GoodwillAndIntangibleAssetsDisclosureAbstract
The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.
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Payables and Accruals [Abstract]
Accounts Payable and Accrued Liabilities Disclosure [Text Block]
8. Accrued Liabilities
Other current liabilities consisted of the following at December 31:
Payroll and incentive compensation
Union dues and benefits
Profit sharing and thrift plan
Taxes, other than income taxes
The entire disclosure for accounts payable and accrued liabilities at the end of the reporting period.
-Subparagraph (SX 210.5-02.19(a),20,24)
Name: us-gaap_AccountsPayableAndAccruedLiabilitiesDisclosureTextBlock
Name: us-gaap_PayablesAndAccrualsAbstract
Debt Disclosure [Abstract]
Debt Disclosure [Text Block]
9. Debt
On June 30, 2016, the Company entered into a five-year amended and restated credit agreement (the "Credit Agreement") with a syndicate of banks led by JPMorgan Chase Bank, N.A. and Bank of America, N.A. The Credit Agreement provides for a facility of $250 million (the "Facility") that may be used for revolving loans and letters of credit. The Facility also allows for revolving loans and letters of credit in Canadian dollars and other currencies, up to the U.S. dollar equivalent of $50 million. The Company has an expansion option to increase the commitments under the Facility or enter into incremental term loans, subject to certain conditions, by up to an additional $100 million upon receipt of additional commitments from new or existing lenders. Subject to certain exceptions, the Facility is secured by substantially all of the assets of the Company and its domestic subsidiaries and by a pledge of substantially all of the capital stock of the Company's domestic subsidiaries and 65% of the capital stock of the direct foreign subsidiaries of the Company. Additionally, subject to certain exceptions, the Company's domestic subsidiaries also guarantee the repayment of all amounts due under the Credit Agreement. If an event of default occurs and is continuing, on the terms and subject to the conditions set forth in the Credit Agreement, amounts outstanding under the Facility may be accelerated and may become or be declared immediately due and payable. Borrowings under the Credit Agreement were used to refinance existing debt and are expected to be used for working capital, capital expenditures, acquisitions, stock repurchases and other general corporate purposes.
Amounts borrowed under the Credit Agreement bear interest, at the Company's option, at a rate equal to either (1) the Alternate Base Rate (as defined in the Credit Agreement), plus an applicable margin ranging from 0.00% to 1.00%; or (2) Adjusted LIBO Rate (as defined in the Credit Agreement) plus an applicable margin ranging from 1.00% to 2.00%. The applicable margin is determined based on the Company's consolidated leverage ratio (Leverage Ratio) which is defined in the Credit Agreement as Consolidated Total Indebtedness divided by Consolidated EBITDA (as defined in the Credit Agreement). Letters of credit issued under the Facility are subject to a letter of credit fee of 1.125% to 2.125% for non-performance letters of credit or 0.625% to 1.125% for performance letters of credit, based on the Company's consolidated Leverage Ratio. The Company is subject to a commitment fee of 0.20% to 0.375%, based on the Company's consolidated Leverage Ratio, on any unused portion of the Facility. The Credit Agreement restricts certain types of payments when the Company's consolidated Leverage Ratio exceeds 2.25. The weighted average interest rate on borrowings outstanding for the year ended December 31, 2017, was 2.07% per annum.
Under the Credit Agreement, the Company is subject to certain financial covenants and must maintain a maximum consolidated Leverage Ratio of 3.0 and a minimum interest coverage ratio of 3.0, which is defined in the Credit Agreement as Consolidated EBITDA (as defined in the Credit Agreement) divided by interest expense (as defined in the Credit Agreement). The Credit Agreement also contains a number of covenants including limitations on asset sales, investments, indebtedness and liens. In connection with any permitted acquisition where the total consideration exceeds $50 million, the Company may request that the maximum permitted consolidated Leverage Ratio increase from 3.0 to 3.5. Any such increase shall begin in the quarter in which such permitted acquisition is consummated and shall continue in effect for four consecutive fiscal quarters. The Company was in compliance with all of its covenants under the Credit Agreement as of December 31, 2017.
Prior to the amendment and restatement of the Credit Agreement, the Company had a five-year syndicated credit agreement with a facility of $175.0 million that provided funds for revolving loans and the issuance of letters of credit and up to $25.0 million for swingline loans.
The amount outstanding on the Facility was $79.0 million and $59.1 million as of December 31, 2017 and 2016, respectively.
As of December 31, 2017, the Company had irrevocable standby letters of credit outstanding under the Facility of approximately $20.9 million, including $17.6 million related to the Company's payment obligation under its insurance programs and approximately $3.3 million related to contract performance obligations. As of December 31, 2016, the Company had irrevocable standby letters of credit outstanding under the Facility of approximately $23.7 million, including $17.6 million related to the Company's payment obligation under its insurance programs and approximately $6.1 million related to contract performance obligations.
The Company has remaining deferred debt issuance costs totaling $0.8 million as of December 31, 2017, related to entry into the line of credit. As permitted under ASU No. 2015-15, debt issuance costs have been deferred and are presented as an asset within other assets, which is amortized as interest expense over the term of the line of credit.
Name: us-gaap_DebtDisclosureAbstract
The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.
Name: us-gaap_DebtDisclosureTextBlock
Income Tax Disclosure [Abstract]
Income Tax Disclosure [Text Block]
10. Income Taxes
The United States Tax Cuts and Jobs Act (the "Tax Act") which was signed into law December 22, 2017, made significant changes to the Internal Revenue Code. The changes include, but are not limited to, a corporate tax rate decrease from 35% to 21% effective for tax years beginning after December 31, 2017, the transition of U.S international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings as of December 31, 2017. The Company calculated our best estimate of the impact of the Tax Act in our year end income tax provision in accordance with its understanding of the Tax Act and guidance available as of the date of this filing and, as a result, have recorded a net benefit of $7.8 million within income tax expense. This benefit was primarily due to revaluing the Company's net deferred tax liabilities to reflect the recently enacted 21% federal corporate tax rate effective January 1, 2018.
In addition, on December 22, 2017, the SEC staff issued SEC Staff Accounting Bulletin 118 ("SAB 118") to address the accounting implications of the Tax Act. SAB 118 permits a company to recognize provisional amounts for the one-time tax effects of the Tax Act upon enactment when it does not have the necessary information available, prepared or analyzed (including computations) in reasonable detail to complete its accounting for the change in tax law. The measurement period to finalize these calculations cannot extend beyond one year of the enactment date. Key provisions that have a significant impact on the Financial Statements and where the Company has recognized estimated amounts include the remeasurement of certain net deferred tax assets and liabilities and recognition of liabilities for taxes on mandatory one-time deemed repatriation of accumulated earnings of foreign subsidiaries. These estimates are based on the Company's initial analysis of the Tax Act and likely will be adjusted in future periods as required. The completion of the Company's 2017 tax return filings could all impact these estimates. The Company will utilize implementation guidance from the Internal Revenue Service and clarifications of state tax law, as well as information from other authoritative sources, to understand the significant complexity of the Tax Act. The Company does not believe any potential adjustments in future periods would materially impact the Company's financial condition or results of operations. The Tax Act provisions related to global intangible low taxed income ("GILTI") could impact the Company's taxes associated with foreign earnings in the future, however GILTI did not have an impact to the Company's as of December 31, 2017.
Income before income taxes by geographic area was, for the years ended December 31:
The income tax provision consisted of the following for the years ended December 31:
The differences between the U.S. federal statutory tax rate and the Company's effective tax rate for continuing operations were as follows for the years ended December 31:
U.S federal statutory rate
Deferred balance adjustments due to Tax Act, net
State income taxes, net of U.S. federal income tax expense
Domestic production/manufacturing deduction
Tax differential on foreign earnings
Deferred state tax adjustments, net
Non-deductible meals and entertainment
Stock compensation excess tax benefits
Uncertain tax positions
Provision to return adjustments, net
Other income, net
Effective rate
The net deferred tax assets and (liabilities) arising from temporary differences was as follows at December 31:
Deferred income tax assets:
Self insurance reserves
Contract loss reserves
Stock-based awards
Non-U.S. operating loss
Non-U.S. deferred income tax assets, net
Total deferred income tax assets before valuation allowances
Less: valuation allowances
Total deferred income tax assets
Deferred income tax liabilities:
Property and equipment – tax over book depreciation
Intangible assets – tax over book amortization
Non-U.S. deferred income tax liabilities, net
Total deferred income tax liabilities
Net deferred income taxes
The Company determined that it is more-likely-than-not that it will not realize the deferred tax assets on certain Canadian subsidiaries and recorded a valuation allowance against the entire related deferred tax assets.
As of December 31, 2017, the Company had no undistributed earnings of our Canadian subsidiaries. We expect future earnings to be reinvested. Accordingly, as of December 31, 2017 no provision for U.S. income taxes or foreign withholding taxes has been made.
The Company is subject to taxation in various jurisdictions. The Company's tax returns for 2015 and 2016 are subject to examination by U.S. federal authorities. The Company's tax returns are subject to examination by various state authorities for the years 2013 through 2016.
The Company has recorded a liability for unrecognized tax benefits related to tax positions taken on its various income tax returns. If recognized, the entire amount of unrecognized tax benefits would favorably impact the effective tax rate that is reported in future periods. The increase in the unrecognized tax benefits as of December 31, 2017 was primarily due to the reserve for state tax expense deducted on the federal tax returns for the 2011 through 2016 tax years. The total unrecognized tax benefits is expected to be reduced by less than $0.1 million within the next 12 months due to the lapses in the applicable statutes of limitations. Interest and penalties related to uncertain income tax positions are included as a component of income tax expense in the Financial Statements.
The following is a reconciliation of the beginning and ending liability for unrecognized tax benefits at December 31:
Gross increases in current period tax positions
Gross increases in prior period tax positions
Reductions in tax positions due to lapse of statutory limitations
Settlements with taxing authorities
Accrued interest and penalties at end of period
Total liability for unrecognized tax benefits
The liability for unrecognized tax benefits, including accrued interest and penalties, was included in other liabilities in the accompanying consolidated balance sheets. The amount of interest and penalties charged or credited to income tax expense as a result of the unrecognized tax benefits was not significant in the years ended December 31, 2017, 2016 and 2015.
The Company adopted ASU No. 2016-09, Compensation — Stock Compensation (Topic 718) on January 1, 2017. See Note 1 — Organization, Business and Significant Accounting Policies to the Financial Statements for further information regarding ASU No. 2016-09, Compensation — Stock Compensation (Topic 718).
Name: us-gaap_IncomeTaxDisclosureAbstract
The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.
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Commitments and Contingencies Disclosure [Abstract]
Commitments Contingencies and Guarantees [Text Block]
11. Commitments and Contingencies
Purchase Commitments
As of December 31, 2017, the Company had approximately $12.3 million in outstanding purchase orders for certain construction equipment, with cash outlay scheduled to occur over the next nine months.
Insurance and Claims Accruals
The Company carries insurance policies, which are subject to certain deductibles, for workers' compensation, general liability, automobile liability and other coverages. The deductible per occurrence for each line of coverage is up to $1.0 million, except for wildfire coverage which has a deductible of $2.0 million. The Company's health benefit plans are subject to deductibles of up to $0.2 million for qualified individuals. Losses up to the deductible amounts are accrued based upon the Company's estimates of the ultimate liability for claims reported and an estimate of claims incurred but not yet reported.
The insurance and claims accruals are based on known facts, actuarial estimates and historical trends. While recorded accruals are based on the ultimate liability, which includes amounts in excess of the deductible, a corresponding receivable for amounts in excess of the deductible is included in total assets in the consolidated balance sheets at December 31:
Net increases in reserves
Net payments made
Insurance expense, including premiums, for workers' compensation, general liability, automobile liability, employee health benefits, and other coverages for the years ended December 31, 2017, 2016 and 2015 was $29.5 million, $25.6 million and $23.6 million, respectively.
Performance and Payment Bonds and Parent Guarantees
In certain circumstances, the Company is required to provide performance and payment bonds in connection with its future performance on certain contractual commitments. The Company has indemnified its sureties for any expenses paid out under these bonds. As of December 31, 2017, an aggregate of approximately $497.0 million in original face amount of bonds issued by the Company's sureties were outstanding. Our estimated remaining cost to complete these bonded projects was approximately $144.5 million as of December 31, 2017.
From time to time the Company guarantees the obligations of wholly owned subsidiaries, including obligations under certain contracts with customers, certain lease agreements, and obligations in connection with obtaining contractors' licenses. Additionally, from time to time the Company is required to post letters of credit to guarantee the obligations of its wholly owned subsidiaries, which reduces the borrowing availability under our Facility.
From time to time, pursuant to its service arrangements, the Company indemnifies its customers for claims related to the services it provides under those service arrangements. These indemnification obligations may subject the Company to indemnity claims, liabilities and related litigation. The Company is not aware of any material unrecorded liabilities for asserted claims in connection with these indemnification obligations.
Many of the Company's subsidiaries' craft labor employees are covered by collective bargaining agreements. The agreements require the subsidiaries to pay specified wages, provide certain benefits and contribute certain amounts to multi-employer pension plans. If a subsidiary withdraws from any of the multi-employer pension plans or if the plans were to otherwise become underfunded, the subsidiary could incur liabilities for additional contributions related to these plans. Although the Company has been informed that the status of some multi-employer pension plans to which its subsidiaries contribute have been classified as "critical", the Company is not currently aware of any potential liabilities related to this issue. See Note 14 — Employee Benefit Plans to the Financial Statements for further information related to the Company's participation in multi-employer plans.
Litigation and Other Legal Matters
The Company is from time-to-time party to various lawsuits, claims, and other legal proceedings that arise in the ordinary course of business. These actions typically seek, among other things, compensation for alleged personal injury, breach of contract, property damages, punitive damages, civil penalties or other losses, or injunctive or declaratory relief. With respect to all such lawsuits, claims and proceedings, the Company records reserves when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. The Company does not believe that any of these proceedings, separately or in the aggregate, would be expected to have a material adverse effect on the Company's financial position, results of operation or cash flows.
The Company is routinely subject to other civil claims, litigation and arbitration, and regulatory investigations arising in the ordinary course of our present business as well as in respect of our divested businesses. Some of these claims and litigations include claims related to the Company's current services and operations, and asbestos-related claims concerning historic operations of a predecessor affiliate. The Company believes that it has strong defenses to these claims as well as insurance coverages that could contribute to any settlement or liability in the event any asbestos-related claim is not resolved in the Company's favor. These claims have not had a material impact on the Company to date, and the Company believes that the likelihood that a future material adverse outcome will result from these claims is remote. However, if facts and circumstances change in the future, the Company cannot be certain that an adverse outcome of one or more of these claims would not have a material adverse effect on the Company's financial condition, results of operations or cash flows.
Name: us-gaap_CommitmentsAndContingenciesDisclosureAbstract
The entire disclosure for commitments, contingencies, and guarantees.
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Leases [Abstract]
Leases of Lessee Disclosure [Text Block]
12. Lease Obligations
From time to time, the Company enters into leasing arrangements for real estate, vehicles and construction equipment. In 2017, the Company entered into master leasing arrangements for vehicles and construction equipment. Some of the leases entered into under these agreements met the requirements for capitalizations and were recorded as capital leases, while others were treated as operating leases. As of December 31, 2017, the Company had no outstanding commitments to enter into future leases under its master lease agreements.
Capital Leases
The Company leases vehicles and certain equipment under capital leases. The economic substance of the leases is a financing transaction for acquisition of the vehicles and equipment and, accordingly, the leases are included in the balance sheets in property and equipment, net of accumulated depreciation, with a corresponding amount recorded in current portion of capital lease obligations or capital lease obligations, net of current maturities, as appropriate. The capital lease assets are amortized on a straight-line basis over the life of the lease or, if shorter, the life of the leased asset, and included in depreciation expense in the statements of operations. The interest associated with capital leases is included in interest expense in the statements of operations.
As of December 31, 2017, the Company had approximately $3.7 million of capital lease obligations outstanding, $1.1 million of which was classified as a current liability.
As of December 31, 2017 and 2016, $3.7 million and $5.0 million, respectively, of leased assets were capitalized in construction equipment, net of accumulated depreciation. Additional information related to property and equipment is provided in Note 6 — Property and Equipment to the Financial Statements.
Operating Leases
The Company leases real estate, construction equipment and office equipment under operating leases with remaining terms ranging from one to six years.
Rent expense includes lease payments as well as rent on items that are rented under cancellable rental agreements. Total rent expense for the years ended December 31, 2017, 2016 and 2015, was $44.6 million, $44.9 million and $57.2 million, respectively.
The future minimum lease payments required under capital leases, together with their present value of capital leases, and operating leases as of December 31, 2017 were as follows:
Total minimum lease payments
Net present of minimum lease payments
Less: Current portion of capital lease obligations
Long-term capital lease obligations
Name: us-gaap_LeasesAbstract
The entire disclosure for lessee entity's leasing arrangements including, but not limited to, all of the following: (a.) The basis on which contingent rental payments are determined, (b.) The existence and terms of renewal or purchase options and escalation clauses, (c.) Restrictions imposed by lease agreements, such as those concerning dividends, additional debt, and further leasing.
-URI http://asc.fasb.org/subtopic&trid=77888251
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Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]
13. Stock-Based Compensation
The Company maintains two equity compensation plans under which stock-based compensation has been granted, the 2017 Long-Term Incentive Plan, (the "LTIP") and the 2007 Long-Term Incentive Plan (Amended and Restated as of May 1, 2014) (the "2007 Plan"). Upon the adoption of the LTIP, awards were no longer granted under the 2007 Plan. The LTIP was approved by our stockholders and provides for grants of (a) incentive stock options qualified as such under U.S. federal income tax laws, (b) stock options that do not qualify as incentive stock options, (c) stock appreciation rights, (d) restricted stock awards, (e) restricted stock units, (f) performance awards, (g) phantom stock, (h) stock bonuses, (i) dividend equivalents, or (j) any combination of such awards. The LTIP permits the granting of up to 900,000 shares to directors, officers and other employees of the Company. Grants of awards to employees are approved by the Compensation Committee of the Board of Directors and grants to independent members of the Board of Directors are approved by the Board of Directors. All awards are made with an exercise price or base price, as the case may be, that is not less than the full fair market value per share on the date of grant. No stock option or stock appreciation right may be exercised more than 10 years from the date of grant.
Shares issued as a result of stock option exercises or stock grants are made available from authorized unissued shares of common stock or treasury stock.
The Company has not awarded any stock options since 2013. Stock options granted to employees or directors vested ratably over a three- or four-year vesting period and were granted with an exercise price equal to the market price of the Company's stock on the date of grant. The Company used the Black-Scholes-Merton option-pricing model to estimate the fair value of options as of the date of grant. All stock options were fully expensed as of December 31, 2016.
Following is a summary of stock option activity for the three-year period ending December 31, 2017:
Weighted-
Forfeited
Outstanding and Exercisable at December 31, 2017
Other data relating to option activity for the years ended December 31 are as follows:
Intrinsic value of options exercised
Fair value of options vested
The following table summarizes information with respect to stock options outstanding and exercisable under the Company's plans at December 31, 2017:
Options Outstanding and Exercisable
Time-Vested Stock Awards
The company grants time-vested stock awards in the form of restricted stock awards, restricted stock units or equity-settled phantom stock. Time-vested stock awards granted to non-employee directors and eligible employees in 2017 vest ratably, on an annual basis, over three years. The grant date fair value of the time-vested stock awards was equal to the closing market price of the Company's common stock on the date of grant.
Following is a summary of time-vested stock awards activity for the three-year period ending December 31, 2017:
Outstanding unvested at January 1, 2015
Outstanding unvested at December 31, 2015
Performance Awards
The Company grants performance awards under which shares of the Company's common stock may be earned based on the Company's performance compared to defined metrics. The number of shares earned under a performance award may vary from zero to 200% of the target shares awarded, based upon the Company's performance compared to the metrics. The metrics used for the grant are determined by the Compensation Committee of the Board of Directors and may be either based on internal measures such as the Company's financial performance compared to target or on a market-based metric such as the Company's stock performance compared to a peer group. Performance awards cliff vest upon attainment of at least the minimum stated performance targets and minimum service requirements and are paid in common shares of the Company's stock.
The Company recognizes stock-based compensation expense related to market-based performance awards based on the grant date fair value, which is computed using a Monte Carlo simulation. The Company recognizes stock-based compensation expense related to internal measure-based performance awards based on the grant date fair value, which was the closing price of the Company's stock on the date of grant. The Company adjusts the stock-based compensation expense related to internal metric-based performance awards according to its determination of the potential achievement of the performance target at each reporting date. The fair value of performance grants are expensed over the service period of approximately 2.8 years.
Following is a summary of performance share award activity for the three-year period ending December 31, 2017:
Granted at target
Forfeited for performance below target
Earned for performance above target
The Company recognized stock-based compensation expense of approximately $4.4 million, $4.7 million and $4.8 million for the years ended December 31, 2017, 2016 and 2015, respectively, in selling, general and administrative expenses. As of December 31, 2017, there was approximately $4.4 million of total unrecognized stock-based compensation expense related to awards granted under the LTIP and 2007 Plan. This included $2.5 million of unrecognized compensation cost related to unvested time-vested stock awards expected to be recognized over a remaining weighted average vesting period of approximately 1.8 years and $1.9 million of unrecognized compensation cost related to unvested performance awards, expected to be recognized over a remaining weighted average vesting period of approximately 1.4 years. Time-vested stock awards granted to non-employee directors after 2013, and all directors after 2016, contained provisions which call for the vesting of all shares awarded upon change in control or resignation from the board for any reason except breach of fiduciary duty. As a result of these provisions, the fair value of time-vested stock awards granted to the non-employee directors after 2013 and all directors after 2016, was expensed on the date of the grant.
The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.
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Name: us-gaap_DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract
Compensation and Retirement Disclosure [Abstract]
Pension and Other Postretirement Benefits Disclosure [Text Block]
14. Employee Benefit Plans
The Company has a profit sharing and thrift employee benefit plan in effect for all eligible employees. Company contributions under this defined contribution plan are based upon a percentage of income with limitations as defined by the plan. Contributions for the years ended December 31, 2017, 2016 and 2015 amounted to $3.4 million, $4.6 million, and $3.4 million, respectively. The Company also has an employee benefit plan in effect for certain non-union hourly employees. Company contributions under this defined contribution plan are based upon a percentage of income with limitations as defined by the plan. Contributions for the years ended December 31, 2017, 2016 and 2015 amounted to $0.6 million, $0.6 million and $0.7 million, respectively. The Company also has a registered retirement saving plan for certain Canadian employees, contributions to this plan for the year ended December 31, 2017 amounted to $0.1 million.
The Company contributes to a number of multiemployer defined benefit pension plans under the terms of collective-bargaining agreements that cover its union-represented employees, who are represented by over 100 local unions. The related collective-bargaining agreements between those organizations and the Company, which specify the rate at which the Company must contribute to the multi-employer defined pension plan, expire at different times between 2018 and 2020.
The risks of participating in these multiemployer defined benefit pension plans are different from single-employer plans in the following aspects:
Assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers.
If a participating employer stops contributing to a plan, the unfunded obligations of the plan may be borne by the remaining participating employers.
If the Company chooses to stop participating in a multiemployer plan, it may be required to pay the plan an amount based on the underfunded status of the plan, referred to as a withdrawal liability.
The amount of additional funds, if any, that the Company may be obligated to contribute to these plans in the future cannot be estimated due to uncertainty of the future levels of work that require the specific use of union employees covered by these plans, as well as the future contribution levels and possible surcharges on contributions applicable to these plans.
The following table summarizes plan information relating to the Company's participation in multi-employer defined benefit pension plans, including company contributions for the last three years, the status under the Pension Protection Act of 2006, as amended by the Consolidated and Further Continuing Appropriations Act of 2015 ("PPA") of the plans and whether the plans are subject to a funding improvement or rehabilitation plan, or contribution surcharges. The most recent zone status is for the plan's year-end indicated in the table. The zone status is based on information that the Company received from the plan, as well as from publicly available information on the U.S. Department of Labor website. The PPA zone status for the plan year ended on December 31, 2017 has not been listed because Forms 5500 were not yet available. Among other factors, plans in the red "critical" zone are generally less than 65 percent funded, plans in the yellow "endangered" zone are between 65 and 80 percent funded, and plans in the green zone are at least 80 percent funded. Also listed in the table below are the Company's contributions to defined contribution plans. Information in the table has been presented separately for individually significant plans and in the aggregate for all other plans.
EIN/Pension
Plan Number
Pension Protection Act Zone Status
Contributions to Plan for the Year Ended December 31,
Funding Plan
Surcharge Imposed
Plan Year End
Defined Benefit Plans:
National Electrical Benefit Fund
53-0181657 001
Eighth District Electrical Management Pension Fund
Indiana/Kentucky/Ohio Regional Council of Carpenters Pension Fund
IBEW Local 769 Management Pension Plan
IBEW Local 1249 Pension Plan
Defined Contribution Plans:
National Electrical Annuity Plan
Eighth District Electrical Pension Fund Annuity Plan
All other plans:
Total Contributions:
Total contributions to these plans, at any given time, correspond to the number of union employees employed and the plans in which they participate, which varies depending upon location, the number of ongoing projects and the need for union resources in connection with such projects at a given time. The PPA data presented in the table above represents data available to us for the two most recent plan years.
One of the Company's subsidiaries was listed in the Eighth District Electrical Pension Fund's Form 5500 as providing more than 5 percent of the total contributions to that plan for the plan years ended March 31, 2017, 2016 and 2015 and the IBEW local 769 Management Pension Fund's Form 5500 as providing more than 5 percent of the total contributions to that plan for the plan years ended June 30, 2016 and 2015. Another of the company's subsidiaries was listed in the IBEW Local 1249 Pension Plan's Form 5500 as providing more than 5 percent of the total contributions to that plan for the plan year ended December 31, 2015.
Name: us-gaap_CompensationAndRetirementDisclosureAbstract
The entire disclosure for pension and other postretirement benefits.
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Segment Reporting [Abstract]
Segment Reporting Disclosure [Text Block]
15. Segment Information
MYR Group is a holding company of specialty contractors serving electrical utility infrastructure and commercial construction markets in the United States and western Canada. The Company has two reporting segments, each a separate operating segment, which are referred to as T&D and C&I. Performance measurement and resource allocation for the reporting segments are based on many factors. The primary financial measures used to evaluate the segment information are contract revenues and income from operations, excluding general corporate expenses. General corporate expenses include corporate facility and staffing costs, which includes safety costs, professional fees, IT expenses, management fees, and intangible amortization. The accounting policies of the segments are the same as those described in the Summary of Significant Accounting Policies.
Transmission and Distribution: The T&D segment provides a broad range of services on electric transmission and distribution networks and substation facilities which include design, engineering, procurement, construction, upgrade, maintenance and repair services with a particular focus on construction, maintenance and repair. T&D services include the construction and maintenance of high voltage transmission lines, substations and lower voltage underground and overhead distribution systems. The T&D segment also provides emergency restoration services in response to hurricane, ice or other storm-related damage. T&D customers include investor-owned utilities, cooperatives, private developers, government-funded utilities, independent power producers, independent transmission companies, industrial facility owners and other contractors.
Commercial and Industrial: The C&I segment provides services such as the design, installation, maintenance and repair of commercial and industrial wiring, installation of traffic networks and the installation of bridge, roadway and tunnel lighting. Typical C&I contracts cover electrical contracting services for airports, hospitals, data centers, hotels, stadiums, convention centers, manufacturing plants, processing facilities, waste-water treatment facilities, mining facilities and transportation control and management systems. C&I segment services are generally performed in the western and northeastern United States and in western Canada. The C&I segment generally provides electric construction and maintenance services as a subcontractor to general contractors in the C&I industry, but also contracts directly with facility owners. The C&I segment has a diverse customer base with many long-standing relationships.
The information in the following table is derived from the segment's internal financial reports used for corporate management purposes:
For the Year Ended December 31,
Contract revenues:
Income from operations:
The Company does not identify capital expenditures and total assets by segment in its internal financial reports due in part to the shared use of a centralized fleet of vehicles and specialized equipment. Identifiable assets, consisting of contract receivables, costs and estimated earnings in excess of billings on uncompleted contracts, construction materials inventory, goodwill and intangibles for each segment are as follows as of December 31:
An allocation of total depreciation, including depreciation of shared construction equipment, and amortization to each segment is as follows:
For the year ended December 31, 2017, the Company had Canadian contract revenues of $84.1 million, of which $18.7 million and $65.4 million is attributable to the T&D and C&I segments, respectively. For the year ended December 31, 2016, the Company had Canadian contract revenues of $36.5 million, of which $26.9 million and $9.6 million is attributable to the T&D and C&I segments, respectively. For the year ended December 31, 2015, the Company had Canadian contract revenues of $1.5 million, of which $1.4 million and $0.1 million is attributable to the T&D and C&I segments, respectively. As of December 31, 2017 and 2016, there were $40.0 million and $45.5 million, respectively, of identifiable assets attributable to Canadian operations.
Name: us-gaap_SegmentReportingAbstract
The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.
Name: us-gaap_SegmentReportingDisclosureTextBlock
Earnings Per Share [Abstract]
Earnings Per Share [Text Block]
Net income available to common shareholders and the weighted average number of common shares used to compute basic and diluted earnings per share was as follows:
Numerator:
Denominator:
Weighted average common shares outstanding
Weighted average dilutive securities
Weighted average common shares outstanding, diluted
Income per common share, basic
Income per common share, diluted
Results for the year ended December 31, 2017 included a net Tax Act benefit of $7.8 million, or $0.48 and $0.47 per basic and diluted share, respectively. See further discussion in Note 10 — Income Taxes to our Financial Statements.
For the years ended December 31, 2017, 2016 and 2015, certain common stock equivalents were excluded from the calculation of dilutive securities because their inclusion would either have been anti-dilutive or, for stock options, the exercise prices of those stock options were greater than the average market price of the Company's common stock for the period. All of the Company's non-participating unvested restricted shares were included in the computation of weighted average dilutive securities. The following table summarizes the shares of common stock underlying the Company's unvested stock options and performance awards that were excluded from the calculation of dilutive securities:
Share Repurchase Program
On July 27, 2017, the Board of Directors approved a new $20.0 million repurchase program (Repurchase Program) that began at the expiration of the existing program. The Repurchase Program will continue in effect through August 15, 2018, or until the authorized funds are exhausted. During 2017, the Company repurchased 92,987 shares of its common stock at a weighted-average price of $32.90 per share; 35,338 of those shares were purchased under its Repurchase Program for approximately $0.8 million. Additionally, the Company repurchased 57,649 shares of stock, for approximately $2.2 million, from its employees to satisfy tax obligations on shares vested under the 2007 Plan. All of the shares repurchased were retired and returned to authorized but unissued stock. The remaining availability to purchase shares under the Repurchase Program was $19.3 million as of December 31, 2017.
The entire disclosure for earnings per share.
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Quarterly Financial Information Disclosure [Abstract]
Quarterly Financial Information [Text Block]
17. Quarterly Financial Data (Unaudited)
The following table presents the unaudited consolidated operating results by quarter for the years ended December 31, 2017 and 2016:
For the Three Months Ended
December 31,(a)
Results for the fourth quarter of 2017 include a net Tax Act benefit of $7.8 million, or $0.48 and $0.47 per basic and diluted share, respectively. See further discussion in Note 10 — Income Taxes to our Financial Statements.
Earnings per share amounts for each quarter are required to be computed independently using the weighted average number of shares outstanding during the period. As a result, the sum of the individual quarterly earnings per share amounts may not agree to the earnings per share calculated for the year.
Name: us-gaap_QuarterlyFinancialInformationDisclosureAbstract
The entire disclosure for quarterly financial data. Includes, but is not limited to, tabular presentation of financial information for fiscal quarters, effect of year-end adjustments, and an explanation of matters or transactions that affect comparability of the information.
Name: us-gaap_QuarterlyFinancialInformationTextBlock
Organization and Business [Policy Text Block]
Consolidation, Policy [Policy Text Block]
Revenue Recognition, Policy [Policy Text Block]
Equity Method Investments [Policy Text Block]
Foreign Currency Transactions and Translations Policy [Policy Text Block]
Use of Estimates, Policy [Policy Text Block]
Advertising Costs, Policy [Policy Text Block]
Income Tax, Policy [Policy Text Block]
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block]
Earnings Per Share, Policy [Policy Text Block]