ARC DOCUMENT SOLUTIONS, INC., 10-Q filed on 5/6/2020
Quarterly Report
v3.20.1
Document and Entity Information - shares
3 Months Ended
Mar. 31, 2020
Apr. 30, 2020
Document And Entity Information [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Mar. 31, 2020  
Document Fiscal Year Focus 2020  
Document Fiscal Period Focus Q1  
Entity Registrant Name ARC DOCUMENT SOLUTIONS, INC.  
Entity Central Index Key 0001305168  
Current Fiscal Year End Date --12-31  
Entity Filer Category Accelerated Filer  
Entity Small Business true  
Entity Emerging Growth false  
Entity Current Reporting Status Yes  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   43,468,729
v3.20.1
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Mar. 31, 2020
Dec. 31, 2019
Current assets:    
Cash and cash equivalents $ 38,210 $ 29,425
Accounts receivable, net of allowances for accounts receivable of $2,342 and $2,099 52,763 51,432
Inventory 12,819 13,936
Prepaid expenses 4,790 4,783
Other current assets 5,951 6,807
Total current assets 114,533 106,383
Property and equipment, net of accumulated depreciation of $214,908 and $210,849 68,750 70,334
Right-of-use assets from operating leases 41,962 41,238
Goodwill 121,051 121,051
Other intangible assets, net 1,363 1,996
Deferred income taxes 18,629 19,755
Other assets 2,421 2,400
Total assets 368,709 363,157
Current liabilities:    
Accounts payable 22,952 23,231
Accrued payroll and payroll-related expenses 8,558 14,569
Accrued expenses 18,992 20,440
Current operating lease liability 10,885 11,060
Current portion of finance leases 17,364 17,075
Total current liabilities 78,751 86,375
Long-term operating lease liabilities 38,024 37,260
Long-term debt and finance leases 104,351 89,082
Other long-term liabilities 389 400
Total liabilities 221,515 213,117
Commitments and contingencies (Note 6)
ARC Document Solutions, Inc. shareholders’ equity:    
Preferred stock, $0.001 par value, 25,000 shares authorized; 0 shares issued and outstanding 0 0
Common stock, $0.001 par value, 150,000 shares authorized; 49,517 and 49,189 shares issued and 43,469 and 45,228 shares outstanding 50 49
Additional paid-in capital 126,641 126,117
Retained earnings 32,225 31,969
Accumulated other comprehensive loss (4,198) (3,357)
Total stockholders equity before adjustment of treasury stock 154,718 154,778
Less cost of common stock in treasury, 6,048 and 3,960 shares 13,842 11,410
Total ARC Document Solutions, Inc. shareholders’ equity 140,876 143,368
Noncontrolling interest 6,318 6,672
Total equity 147,194 150,040
Total liabilities and equity $ 368,709 $ 363,157
v3.20.1
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - USD ($)
$ in Thousands
Mar. 31, 2020
Dec. 31, 2019
Statement of Financial Position [Abstract]    
Allowances for accounts receivable $ 2,342 $ 2,099
Accumulated depreciation on property and equipment $ 214,908 $ 210,849
Preferred stock, par value (in usd per share) $ 0.001 $ 0.001
Preferred stock, shares authorized (in shares) 25,000,000 25,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Common stock, par value (in usd per share) $ 0.001 $ 0.001
Common stock, shares authorized (in shares) 150,000,000 150,000,000
Common stock, shares issued (in shares) 49,517,000 49,189,000
Common stock, shares outstanding (in shares) 43,469,000 45,228,000
Treasury stock, (in shares) 6,048,000 3,960,000
v3.20.1
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2020
Mar. 31, 2019
Income Statement [Abstract]    
Net sales $ 88,425 $ 97,122
Cost of sales 60,828 66,447
Gross profit 27,597 30,675
Selling, general and administrative expenses 24,338 27,637
Amortization of intangible assets 597 895
Income from operations 2,662 2,143
Other income, net (16) (18)
Interest expense, net 1,109 1,430
Income before income tax provision 1,569 731
Income tax provision 1,107 284
Net income 462 447
Loss attributable to the noncontrolling interest 221 145
Net income attributable to ARC Document Solutions, Inc. shareholders $ 683 $ 592
Earnings per share attributable to ARC Document Solutions, Inc. shareholders:    
Basic (dollars per share) $ 0.02 $ 0.01
Diluted (dollars per share) $ 0.02 $ 0.01
Weighted average common shares outstanding:    
Basic (shares) 43,676 45,118
Diluted (shares) 43,811 45,355
v3.20.1
Condensed Consolidated Statements of Comprehensive (Loss) Income (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2020
Mar. 31, 2019
Statement of Comprehensive Income [Abstract]    
Net income $ 462 $ 447
Other comprehensive loss, net of tax    
Foreign currency translation adjustments, net of tax (974) (774)
Other comprehensive loss, net of tax (974) (774)
Comprehensive loss (512) (327)
Comprehensive loss attributable to noncontrolling interest (354) (351)
Comprehensive (loss) income attributable to ARC Document Solutions, Inc. shareholders $ (158) $ 24
v3.20.1
Condensed Consolidated Statements of Equity (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
Total
Common Stock
Additional Paid-in Capital
Retained Earnings
Other Comprehensive Loss
Common Stock in Treasury
Noncontrolling Interest
Beginning Balance, shares (in shares) at Dec. 31, 2018   48,492          
Beginning Balance at Dec. 31, 2018 $ 147,302 $ 48 $ 123,525 $ 29,397 $ (3,351) $ (9,350) $ 7,033
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Stock-based compensation, shares (in shares)   450          
Stock-based compensation 608 $ 1 607        
Issuance of common stock under Employee Stock Purchase Plan, shares (in shares)   27          
Issuance of common stock under Employee Stock Purchase Plan 50   50        
Treasury shares (66)         (66)  
Comprehensive income (327)     592 (568)   (351)
Ending Balance, shares (in shares) at Mar. 31, 2019   48,969          
Ending Balance at Mar. 31, 2019 $ 147,567 $ 49 124,182 29,989 (3,919) (9,416) 6,682
Beginning Balance, shares (in shares) at Dec. 31, 2019 49,189 49,189          
Beginning Balance at Dec. 31, 2019 $ 150,040 $ 49 126,117 31,969 (3,357) (11,410) 6,672
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Stock-based compensation, shares (in shares)   300          
Stock-based compensation 505 $ 1 504        
Issuance of common stock under Employee Stock Purchase Plan, shares (in shares)   28          
Issuance of common stock under Employee Stock Purchase Plan 20   20        
Treasury shares (2,432)         (2,432)  
Cash Dividends - common stock ($0.01 per share) (427)     (427)      
Comprehensive income $ (512)     683 (841)   (354)
Ending Balance, shares (in shares) at Mar. 31, 2020 49,517 49,517          
Ending Balance at Mar. 31, 2020 $ 147,194 $ 50 $ 126,641 $ 32,225 $ (4,198) $ (13,842) $ 6,318
v3.20.1
Condensed Consolidated Statements of Equity (Unaudited) (Parenthetical) - $ / shares
1 Months Ended 3 Months Ended
Feb. 29, 2020
Mar. 31, 2020
Statement of Stockholders' Equity [Abstract]    
Quarterly cash dividends declared (in USD per share) $ 0.01 $ 0.01
v3.20.1
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2020
Mar. 31, 2019
Cash flows from operating activities    
Net income $ 462 $ 447
Adjustments to reconcile net income to net cash provided by operating activities:    
Allowance for accounts receivable 266 232
Depreciation 7,407 7,423
Amortization of intangible assets 597 895
Amortization of deferred financing costs 16 55
Stock-based compensation 504 608
Deferred income taxes 751 175
Deferred tax valuation allowance 290 (8)
Other non-cash items, net (18) (60)
Changes in operating assets and liabilities:    
Accounts receivable, net (1,995) (2,537)
Inventory 1,027 359
Prepaid expenses and other assets 3,404 1,798
Accounts payable and accrued expenses (9,937) (6,722)
Net cash provided by operating activities 2,774 2,665
Cash flows from investing activities    
Capital expenditures (1,121) (3,196)
Other 73 166
Net cash used in investing activities (1,048) (3,030)
Cash flows from financing activities    
Proceeds from issuance of common stock under Employee Stock Purchase Plan 20 50
Share repurchases (2,432) (66)
Contingent consideration on prior acquisitions 0 (3)
Payments on finance leases (4,602) (5,750)
Borrowings under revolving credit facilities 40,000 8,250
Payments under revolving credit facilities (25,000) (12,125)
Dividends paid (443) 0
Net cash provided by (used in) financing activities 7,543 (9,644)
Effect of foreign currency translation on cash balances (484) (654)
Net change in cash and cash equivalents 8,785 (10,663)
Cash and cash equivalents at beginning of period 29,425 29,433
Cash and cash equivalents at end of period 38,210 18,770
Noncash investing and financing activities    
Finance lease obligations incurred 5,353 3,664
Operating lease obligations incurred $ 3,498 $ 1,068
v3.20.1
Description of Business and Basis of Presentation
3 Months Ended
Mar. 31, 2020
Accounting Policies [Abstract]  
Description of Business and Basis of Presentation
Description of Business and Basis of Presentation
ARC Document Solutions, Inc. (“ARC Document Solutions,” “ARC” or the “Company”) is a leading document solutions provider to architectural, engineering, construction, and facilities management professionals, while also providing document solutions to businesses of all types. ARC offers a variety of services including: Construction Document Information Management ("CDIM"), Managed Print Services ("MPS"), and Archive and Information Management ("AIM"). In addition, ARC also sells Equipment and Supplies. The Company conducts its operations through its wholly-owned operating subsidiary, ARC Document Solutions, LLC, a Texas limited liability company, and its affiliates.
Basis of Presentation
The accompanying interim Condensed Consolidated Financial Statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in conformity with the requirements of the U.S. Securities and Exchange Commission ("SEC"). As permitted under those rules, certain footnotes or other financial information required by GAAP for complete financial statements have been condensed or omitted. In management’s opinion, the accompanying interim Condensed Consolidated Financial Statements reflect all adjustments of a normal and recurring nature that are necessary to fairly present the interim Condensed Consolidated Financial Statements. All intercompany accounts and transactions have been eliminated in consolidation. The operating results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020.
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the interim Condensed Consolidated Financial Statements and accompanying notes. The Company evaluates its estimates and assumptions on an ongoing basis and relies on historical experience and various other factors that it believes to be reasonable under the circumstances to determine such estimates. Actual results could differ from those estimates and such differences may be material to the interim Condensed Consolidated Financial Statements.
These interim Condensed Consolidated Financial Statements and accompanying notes should be read in conjunction with the consolidated financial statements and notes included in the Company’s 2019 Form 10-K.
Revenue Recognition
 
Revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Net sales of the Company’s principal services and products were as follows:
 
 
Three Months Ended 
 March 31,
 
2020
 
2019
CDIM
$
49,160

 
$
50,805

MPS(1)
27,308

 
30,907

AIM
3,600

 
3,262

Equipment and supplies sales
8,357

 
12,148

Net sales
$
88,425

 
$
97,122


(1) MPS includes $25.4 million of rental income and $1.9 million of service income for the three months ended March 31, 2020. MPS includes $28.7 million of rental income and $2.2 million of service income for the three months ended March 31, 2019.
CDIM consists of professional services and software services to (i) reproduce and distribute large-format and small-format documents in either black and white or color (“Ordered Prints”) and (ii) specialized graphic color printing. Substantially all of the Company’s revenue from CDIM comes from professional services to reproduce Ordered Prints. Sales of Ordered Prints are initiated through a customer order or quote and are governed by established terms and conditions agreed upon at the onset of the customer relationship. Revenue is recognized when the performance obligation under the terms of a contract with a customer are satisfied; generally, this occurs with the transfer of control of the reproduced Ordered Prints. Transfer of control occurs at a specific point in time, when the Ordered Prints are delivered to the customer’s site or handed to the customer for walk-in orders. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Taxes collected concurrent with revenue-producing activities are excluded from revenue.
MPS consists of placement, management, and optimization of print and imaging equipment in the customers' offices, job sites, and other facilities. MPS relieves the Company’s customers of the burden of purchasing print equipment and related supplies and maintaining print devices and print networks, and it shifts their costs to a “per-use” basis. MPS is supported by our hosted proprietary technology, Abacus®, which allows our customers to capture, control, manage, print, and account for their documents. Under its MPS contracts, the Company is paid a fixed rate per unit for each print produced (per-use), often referred to as a “click charge”. MPS sales are driven by the ongoing print needs of the Company’s customers at their facilities. Upon the issuance of Accounting Standards Codification ("ASC") 842, Leases, the Company concluded that certain of its MPS arrangements, which had previously been accounted for as service revenue under ASC 606, Revenue from Contracts with Customers, are accounted for as operating leases under ASC 842.
AIM combines software and professional services to facilitate the capture, management, access and retrieval of documents and information that have been produced in the past. AIM includes our hosted SKYSITE® software to organize, search and retrieve documents, as well as the provision of services that include the capture and conversion of hardcopy and electronic documents into digital files (“Scanned Documents”), and their cloud-based storage and maintenance. Sales of AIM professional services, which represents the majority of AIM revenue, are initiated through a customer order or proposal and are governed by established terms and conditions agreed upon at the onset of the customer relationship. Revenue is recognized when the performance obligation under the terms of a contract with a customer are satisfied; generally, this occurs with the transfer of control of the digital files. Transfer of control occurs at a specific point in time, when the Scanned Documents are delivered to the customer either through SKYSITE or on electronic media. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Taxes collected concurrent with revenue-producing activities are excluded from revenue.
Equipment and Supplies sales consist of reselling printing, imaging, and related equipment (“Goods”) to customers primarily in architectural, engineering and construction firms. Sales of equipment and supplies are initiated through a customer order and are governed by established terms and conditions agreed upon at the onset of the customer relationship. Revenue is recognized when the performance obligations under the terms of a contract with a customer are satisfied; generally, this occurs with the transfer of control of the Goods. Transfer of control occurs at a specific point in time, when the Goods are delivered to the customer’s site. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Taxes collected concurrent with revenue-producing activities are excluded from revenue. The Company has experienced minimal customer returns or refunds and does not offer a warranty on equipment that it is reselling.
Recently Adopted Accounting Pronouncements
In December 2019, the FASB issued Accounting Standards Update No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 will be effective for interim and annual periods beginning after December 15, 2020. Early adoption is permitted. The Company elected to early adopt ASU 2019-12 on January 1, 2020. The adoption of ASU 2019-12 did not have a material impact on the Company's consolidated financial statements.
Recent Accounting Pronouncements Not Yet Adopted
In June 2016, the FASB issued Accounting Standards Update No. 2016-13, Financial Instruments - Credit Loss (Topic 326)(“ASU 2016-13”), which updates the guidance on recognition and measurement of credit losses for financial assets. The new requirements, known as the current expected credit loss model ("CECL") will require entities to adopt an impairment model based on expected losses rather than incurred losses. ASU 2016-13 must be adopted on a modified-retrospective approach. This update was effective for fiscal years beginning after December 15, 2020 including interim periods within those fiscal years. In October 2019, the FASB approved an extension for all non-SEC filers including small reporting companies (SRC) to extend the effective date to fiscal years being after December 15, 2022 including interim periods within those fiscal years. Therefore, the effective date for this update will be January 1, 2023. The Company is currently evaluating the potential impact of the adoption of the new standard on its consolidated statements of financial condition and results of operations.
Segment Reporting
The provisions of ASC 280, Segment Reporting, require public companies to report financial and descriptive information about their reportable operating segments. The Company identifies operating segments based on the various business activities that earn revenue and incur expense and whose operating results are reviewed by the Company's Chief Executive Officer, who is the Company's chief operating decision maker. Because its operating segments have similar products and services, classes of customers, production processes, distribution methods and economic characteristics, the Company operates as a single reportable segment.
Risk and Uncertainties
The Company generates the majority of its revenue from sales of services and products to customers in the architectural, engineering, construction and building owner/operator ("AEC/O") industry. As a result, the Company’s operating results and financial condition can be significantly affected by economic factors that influence the AEC/O industry, such as non-residential construction spending, GDP growth, interest rates, unemployment rates, and office vacancy rates, all of which have been amplified due to the COVID-19 pandemic. Reduced activity (relative to historic levels) in the AEC/O industry would diminish demand for some of ARC’s services and products, and it would therefore negatively affect revenues and have a material adverse effect on ARC's business, operating results and financial condition.
As part of the Company’s growth strategy, ARC intends to continue to offer and grow a variety of service offerings, some of which are relatively new to the Company. The success of the Company’s efforts will be affected by its ability to acquire new customers for the Company’s new service offerings, as well as to sell the new service offerings to existing customers. The Company’s inability to successfully market and execute these relatively new service offerings could significantly affect its business and reduce its long- term revenue, resulting in an adverse effect on its results of operations and financial condition.
v3.20.1
Earnings per Share
3 Months Ended
Mar. 31, 2020
Earnings Per Share [Abstract]  
Earnings per Share
Earnings per Share
The Company accounts for earnings per share in accordance with ASC 260, Earnings Per Share. Basic earnings per share is computed by dividing net income attributable to ARC by the weighted-average number of common shares outstanding for the period. Diluted earnings per common share is computed similarly to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if common shares subject to outstanding options and acquisition rights had been issued and if the additional common shares were dilutive. Common share equivalents are excluded from the computation if their effect is anti-dilutive. For the three months ended March 31, 2020, 5.3 million common shares were excluded from the calculation of diluted net income attributable to ARC per common share, because they were anti-dilutive. For the three months ended March 31, 2019, 5.5 million common shares were excluded from the calculation of diluted net loss attributable to ARC per common share, because they were anti-dilutive. The Company's common share equivalents consist of stock options issued under the Company's stock plan.
Basic and diluted weighted average common shares outstanding were calculated as follows for the three months ended March 31, 2020 and 2019:
 
 
Three Months Ended 
 March 31,
 
2020
 
2019
Weighted average common shares outstanding during the period—basic
43,676

 
45,118

Effect of dilutive stock awards
135

 
237

Weighted average common shares outstanding during the period—diluted
43,811

 
45,355

v3.20.1
Goodwill and Other Intangibles
3 Months Ended
Mar. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Other Intangibles
Goodwill and Other Intangibles
Goodwill
In accordance with ASC 350, Intangibles - Goodwill and Other, the Company assesses goodwill for impairment annually as of September 30, and more frequently if events and circumstances indicate that goodwill might be impaired.
At March 31, 2020, the Company determined that there were sufficient indicators to trigger an interim goodwill impairment analysis based on a combination of factors, all of which relate to the COVID-19 Pandemic. The indicators included (1) the current global economic environment, (2) a revision of the Company's forecasted future earnings, and (3) a decline in the Company's market capitalization in 2020. As a result of this analysis, the Company concluded that the fair value of each reporting unit exceeds its carrying value and goodwill was not impaired as of March 31, 2020. 
Goodwill impairment testing is performed at the reporting unit level. Goodwill is assigned to reporting units at the date the goodwill is initially recorded. Once goodwill has been assigned to reporting units, it no longer retains its association with a particular acquisition, and all of the activities within a reporting unit, whether acquired or internally generated, are available to support the value of the goodwill. In 2017, the Company elected to early-adopt ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which simplifies subsequent goodwill measurement by eliminating step two from the goodwill impairment test.
The Company determines the fair value of its reporting units using an income approach. Under the income approach, the Company determined fair value based on estimated discounted future cash flows of each reporting unit. Determining the fair value of a reporting unit is judgmental in nature and requires the use of significant estimates and assumptions, including revenue growth rates and EBITDA margins, discount rates and future market conditions, among others. The level of judgment and estimation is inherently higher in the current environment considering the uncertainty created by the COVID-19 pandemic.  The Company has evaluated numerous factors disrupting its business and made significant assumptions which include the severity and duration of the business disruption, the timing and degree of economic recovery and ultimately, the combined effect of these assumptions on the Company's future operating results and cash flows.
Given the uncertainty regarding the ultimate financial impact of the COVID-19 pandemic and the proceeding economic recovery, there can be no assurance that the estimates and assumptions made for purposes of the Company’s goodwill impairment analysis in 2020 will prove to be accurate predictions of the future. If the Company’s assumptions, including forecasted EBITDA of certain reporting units, are not achieved or assumptions change pertaining to the business disruption, and its impact on the related recovery from COVID-19, the Company may be required to record goodwill impairment charges in future periods, whether in connection with the Company’s next annual impairment testing in the third quarter of 2020, or on an interim basis, if any such change constitutes a triggering event (as defined under ASC 350, Intangibles-Goodwill and Other) outside of the quarter when the Company regularly performs its annual goodwill impairment test. It is not possible at this time to determine if any such future impairment charge would result or, if it does, whether such charge would be material. There was no change in the carrying amount of goodwill from January 1, 2019 through March 31, 2020. 
See “Critical Accounting Policies” in Management’s Discussion and Analysis of Financial Condition and Results of Operations for further information regarding the process and assumptions used in the goodwill impairment analysis.
Long-lived and Other Intangible Assets
The Company periodically assesses potential impairments of its long-lived assets in accordance with the provisions of ASC 360, Accounting for the Impairment or Disposal of Long-lived Assets. An impairment review is performed whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. The Company groups its assets at the lowest level for which identifiable cash flows are largely independent of the cash flows of the other assets and liabilities. The Company has determined that the lowest level for which identifiable cash flows are available is the regional level, which is the operating segment level.
Factors considered by the Company include, but are not limited to, significant underperformance relative to historical or projected operating results; significant changes in the manner of use of the acquired assets or the strategy for the overall business; and significant negative industry or economic trends. When the carrying value of a long-lived asset may not be recoverable based upon the existence of one or more of the above indicators of impairment, the Company estimates the future undiscounted cash flows expected to result from the use of the asset and its eventual disposition. If the sum of the expected future undiscounted cash flows and eventual disposition is less than the carrying amount of the asset, the Company recognizes an impairment loss. An impairment loss is reflected as the amount by which the carrying amount of the asset exceeds the fair value of the asset, based on the fair value if available, or discounted cash flows, if fair value is not available.
As a result of the effect of the COVID-19 pandemic on the Company's expected future operating cash flows, we determined certain impairment triggers had occurred. The Company assessed its long-lived assets for possible impairment as of March 31, 2020 and concluded that its long-lived assets were not impaired.
Other intangible assets that have finite lives are amortized over their useful lives. Customer relationships are amortized using the accelerated method, based on customer attrition rates, over their estimated useful lives of 13 (weighted average) years.
The following table sets forth the Company’s other intangible assets resulting from business acquisitions as of March 31, 2020 and December 31, 2019 which continue to be amortized:
 
 
March 31, 2020
 
December 31, 2019
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Carrying
Amount
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Carrying
Amount
Amortizable other intangible assets
 
 
 
 
 
 
 
 
 
 
 
Customer relationships
$
98,952

 
$
97,875

 
$
1,077

 
$
99,127

 
$
97,430

 
$
1,697

Trade names and trademarks
20,267

 
19,981

 
286

 
20,279

 
19,980

 
299

 
$
119,219

 
$
117,856

 
$
1,363

 
$
119,406

 
$
117,410

 
$
1,996


Estimated future amortization expense of other intangible assets for the remainder of the 2020 fiscal year, and each of the subsequent four fiscal years and thereafter are as follows:
 
2020 (excluding the three months ended March 31, 2020)
$
901

2021
166

2022
94

2023
41

2024
39

Thereafter
122

 
$
1,363

v3.20.1
Income Taxes
3 Months Ended
Mar. 31, 2020
Income Tax Disclosure [Abstract]  
Income Taxes
Income Taxes
On a quarterly basis, the Company estimates its effective tax rate for the full fiscal year and records a quarterly income tax provision based on the anticipated annual effective rate and the recognition of any discrete items within the quarter.
The Company recorded an income tax provision of $1.1 million in relation to pretax income of $1.6 million for the three months ended March 31, 2020, which resulted in an effective income tax rate of 70.6%. The Company recorded an income tax provision of $0.3 million in relation to pretax income of $0.7 million for the three months ended March 31, 2019, which resulted in an effective income tax rate of 38.8%. The increase in the Company's effective income tax rate for the three months ended March 31, 2020 was primarily due to shortfalls in certain stock-based compensation, change in valuation allowances against certain deferred tax assets, non-deductible expenses and the financial impact from COVID-19.

In accordance with ASC 740-10, Income Taxes, the Company evaluates the need for deferred tax asset valuation allowances based on a more likely than not standard. The ability to realize deferred tax assets depends on the ability to generate sufficient taxable income within the carryback or carryforward periods provided for in the tax law for each applicable tax jurisdiction. The Company considers the following possible sources of taxable income when assessing the realization of deferred tax assets:

Future reversals of existing taxable temporary differences;
Future taxable income exclusive of reversing temporary differences and carryforwards;
Taxable income in prior carryback years; and
Tax-planning strategies.

The assessment regarding whether a valuation allowance is required or should be adjusted also considers all available positive and negative evidence factors, including but not limited to:

Nature, frequency, and severity of recent losses;
Duration of statutory carryforward periods;
Historical experience with tax attributes expiring unused; and
Near- and medium-term financial outlook.

The Company utilizes a rolling three years of actual and current year anticipated results as the primary measure of cumulative income/losses in recent years, as adjusted for permanent differences. The evaluation of deferred tax assets requires judgment in assessing the likely future tax consequences of events that have been recognized in the Company's financial statements or tax returns and future profitability. The Company's accounting for deferred tax consequences represents its best estimate of those future events. Changes in the Company's current estimates, due to unanticipated events, such as the ultimate financial impact and recovery due to COVID-19 or otherwise, could have a material effect on its financial condition and results of operations. The Company has a $2.5 million valuation allowance against certain deferred tax assets as of March 31, 2020.

Based on the Company’s current assessment, the remaining net deferred tax assets as of March 31, 2020 are considered more likely than not to be realized. The valuation allowance of $2.5 million may be increased or reduced as conditions change or if the Company is unable to implement certain available tax planning strategies. The realization of the Company’s net deferred tax assets ultimately depends on future taxable income, reversals of existing taxable temporary differences or through a loss carry back. The Company has income tax receivables of $0.3 million as of March 31, 2020 included in other current assets in its interim Condensed Consolidated Balance Sheet primarily related to income tax refunds for prior years.
v3.20.1
Long-Term Debt
3 Months Ended
Mar. 31, 2020
Debt Disclosure [Abstract]  
Long-Term Debt
Long-Term Debt
Long-term debt consists of the following:
 
 
 
March 31, 2020
 
December 31, 2019
Revolving Loans; 2.23% and 3.63% interest rate at March 31, 2020 and December 31, 2019
 
75,000

 
60,000

Various finance leases; weighted average interest rate of 4.8% and 4.9% at March 31, 2020 and December 31, 2019; principal and interest payable monthly through November 2025
 
46,715

 
46,157

 
 
121,715

 
106,157

Less current portion
 
(17,364
)
 
(17,075
)
 
 
$
104,351

 
$
89,082



Credit Agreement

On December 17, 2019, the Company amended its Credit Agreement which was originally entered into on November 20, 2014 with Wells Fargo Bank, National Association, as administrative agent and the lenders party thereto.

The amendment increased the maximum aggregate principal amount of revolving loans under the Credit Agreement from $65 million to $80 million. Proceeds of a portion of the revolving loans available to be drawn under the Credit Agreement were used to fully repay the $49.5 million term loan that was outstanding under the Credit Agreement.
As of March 31, 2020, the Company's borrowing availability of Revolving Loans under the Revolving Loan commitment was $2.8 million, after deducting outstanding letters of credit of $2.2 million and outstanding Revolving Loans of $75.0 million.

Loans borrowed under the Credit Agreement bear interest, in the case of LIBOR rate loans, at a per annum rate equal to the applicable LIBOR rate, plus a margin ranging from 1.25% to 1.75%, based on the Company’s Total Leverage Ratio (as defined in the Credit Agreement). Loans borrowed under the Credit Agreement that are not LIBOR rate loans bear interest at a per annum rate equal to (i) the greatest of (A) the Federal Funds Rate plus 0.50%, (B) the one month LIBOR rate plus 1.00%, per annum, and (C) the rate of interest announced, from time to time, by Wells Fargo Bank, National Association as its “prime rate,” plus (ii) a margin ranging from 0.25% to 0.75%, based on the Company’s Total Leverage Ratio.

The Company pays certain recurring fees with respect to the credit facility, including administration fees to the administrative agent.

Subject to certain exceptions, including, in certain circumstances, reinvestment rights, the loans extended under the Credit Agreement are subject to customary mandatory prepayment provisions with respect to: the net proceeds from certain asset sales; the net proceeds from certain issuances or incurrences of debt (other than debt permitted to be incurred under the terms of the Credit Agreement); the net proceeds from certain issuances of equity securities; and net proceeds of certain insurance recoveries and condemnation events of the Company.

The Credit Agreement contains customary representations and warranties, subject to limitations and exceptions, and customary covenants restricting the ability (subject to various exceptions) of the Company and its subsidiaries to: incur additional indebtedness (including guarantee obligations); incur liens; sell certain property or assets; engage in mergers or other fundamental changes; consummate acquisitions; make investments; pay dividends, other distributions or repurchase equity interest of the Company or its subsidiaries; change the nature of their business; prepay or amend certain indebtedness; engage in certain transactions with affiliates; amend their organizational documents; or enter into certain restrictive agreements. In addition, the Credit Agreement contains financial covenants which requires the Company to maintain (i) at all times, a Total Leverage Ratio in an amount not to exceed 2.75 to 1.00; and (ii) a Fixed Charge Coverage Ratio (as defined in the Credit Agreement), as of the last day of each fiscal quarter, an amount not less than 1.15 to 1.00. We were in compliance with our covenants as of March 31, 2020.

The amendment also modified certain tests the Company is required to meet in order to pay dividends, repurchase stock and make other restricted payments. In order to make such payments which are permitted subject to certain customary conditions set forth in the Credit Agreement, the amount of all such payments will be limited to $15 million during any twelve-month period. Per the amendment, when calculating the fixed charge coverage ratio the Company may now exclude up to $10 million of such restricted payments that would otherwise constitute fixed charges in any twelve month period.

The amendment supported the creation of a new dividend program. In February 2020, the Company's board of directors declared a quarterly cash dividend of $0.01 per share payable May 29, 2020 to shareholders of record as of April 30, 2020. Accordingly, the Company recorded a dividend payable of $427 thousand within accrued expenses.

The Credit Agreement contains customary events of default, including with respect to: nonpayment of principal, interest, fees or other amounts; failure to perform or observe covenants; material inaccuracy of a representation or warranty when made; cross-default to other material indebtedness; bankruptcy, insolvency and dissolution events; inability to pay debts; monetary judgment defaults; actual or asserted invalidity or impairment of any definitive loan documentation, repudiation of guaranties or subordination terms; certain ERISA related events; or a change of control.

The obligations of the Company’s subsidiary that is the borrower under the Credit Agreement are guaranteed by the Company and each of its other United States subsidiaries. The Credit Agreement and any interest rate protection and other hedging arrangements provided by any lender party to the credit facility or any affiliate of such a lender are secured on a first priority basis by a perfected security interest in substantially all of the borrower’s, the Company’s and each guarantor’s assets (subject to certain exceptions).
v3.20.1
Commitments and Contingencies
3 Months Ended
Mar. 31, 2020
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
Commitments and Contingencies
Operating Leases. The Company leases machinery, equipment, and office and operational facilities under non-cancelable operating lease agreements used in the ordinary course of business. Certain lease agreements for the Company's facilities generally contain renewal options and provide for annual increases in rent based on the local Consumer Price Index. Refer to Note 8, Leasing, on our Annual Form 10-K, for a schedule of the Company's future minimum operating lease payments.

Indemnification Agreements. The Company has entered into indemnification agreements with each director and named executive officer which provide indemnification under certain circumstances for acts and omissions which may not be covered by any directors’ and officers’ liability insurance. The indemnification agreements may require the Company, among other things, to indemnify its officers and directors against certain liabilities that may arise by reason of their status or service as officers and directors (other than liabilities arising from willful misconduct of a culpable nature), to advance their expenses incurred as a result of any proceeding against them as to which they could be indemnified, and to obtain officers’ and directors’ insurance if available on reasonable terms. There have been no events to date which would require the Company to indemnify its officers or directors.

Legal Proceedings. We are involved in various legal proceedings and other legal matters from time to time in the normal course of business. We do not believe that the outcome of any of those matters will have a material effect on our consolidated financial position, results of operations or cash flows.
v3.20.1
Stock-Based Compensation
3 Months Ended
Mar. 31, 2020
Share-based Payment Arrangement [Abstract]  
Stock-Based Compensation
Stock-Based Compensation
The Company's stock plan provides for the grant of incentive and non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units, stock bonuses and other forms of awards granted or denominated in the Company's common stock or units of the Company's common stock, as well as cash bonus awards, to employees, directors and consultants of the Company. On April 26, 2018, the Company's shareholders approved an amendment to the Company's stock plan to increase the aggregate number of shares authorized for issuance under such plan by 3.5 million shares. As of March 31, 2020, 1.3 million shares remained available for issuance under the stock plan.
Stock options granted under the Company's stock plan generally expire no later than ten years from the date of grant. Options generally vest and become fully exercisable over a period of three to four years from date of award, except that options granted to non-employee directors may vest over a shorter time period. The exercise price of options is equal to at least 100% of the fair market value of the Company’s common stock on the date of grant. The Company allows for cashless exercises of vested outstanding options.
During the three months ended March 31, 2020, the Company granted options to acquire a total of 0.5 million shares of the Company's common stock to certain key employees with an exercise price equal to the fair market value of the Company’s common stock on the date of grant. During the three months ended March 31, 2020, the Company granted 0.3 million shares of restricted stock awards to certain key employees with a deemed issuance price per share equal to the closing price of the Company's common stock on the date the restricted stock was granted. These stock options and restricted stock awards vest annually over three years from the grant date.
Stock-based compensation expense was $0.5 million for the three months ended March 31, 2020, compared to stock-based compensation expense of $0.6 million for the three months ended March 31, 2019.
As of March 31, 2020, total unrecognized compensation cost related to unvested stock-based payments totaled $2.5 million and is expected to be recognized over a weighted-average period of approximately 2.0 years.
v3.20.1
Fair Value Measurements
3 Months Ended
Mar. 31, 2020
Fair Value Disclosures [Abstract]  
Fair Value Measurements
Fair Value Measurements
In accordance with ASC 820, Fair Value Measurement, the Company has categorized its assets and liabilities that are measured at fair value into a three-level fair value hierarchy. If the inputs used to measure fair value fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement. The three levels of the hierarchy are defined as follows:
Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement.
As of March 31, 2020, the Company's assets and liabilities that are measured at fair value were not material.
Fair Values of Financial Instruments. The following methods and assumptions were used by the Company in estimating the fair value of its financial instruments for disclosure purposes:
Cash equivalents: Cash equivalents are time deposits with maturity of three months or less when purchased, which are highly liquid and readily convertible to cash. Cash equivalents reported in the Company’s interim Condensed Consolidated Balance Sheet were $10.6 million as of March 31, 2020 and $9.3 million as of December 31, 2019, and are carried at cost and approximate fair value due to the relatively short period to maturity of these instruments.
Short and long-term debt: The carrying amount of the Company’s finance leases reported in the interim Condensed Consolidated Balance Sheets approximates fair value based on the Company’s current incremental borrowing rate for similar types of borrowing arrangements. The carrying amount reported in the Company’s interim Condensed Consolidated Balance Sheet as of March 31, 2020 for borrowings under its Credit Agreement is $75.0 million. The Company has determined, utilizing observable market quotes, that the fair value of borrowings under its Credit Agreement is $75.0 million as of March 31, 2020.
v3.20.1
Description of Business and Basis of Presentation (Policies)
3 Months Ended
Mar. 31, 2020
Accounting Policies [Abstract]  
Basis of Presentation
Basis of Presentation
The accompanying interim Condensed Consolidated Financial Statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in conformity with the requirements of the U.S. Securities and Exchange Commission ("SEC"). As permitted under those rules, certain footnotes or other financial information required by GAAP for complete financial statements have been condensed or omitted. In management’s opinion, the accompanying interim Condensed Consolidated Financial Statements reflect all adjustments of a normal and recurring nature that are necessary to fairly present the interim Condensed Consolidated Financial Statements. All intercompany accounts and transactions have been eliminated in consolidation. The operating results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020.
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the interim Condensed Consolidated Financial Statements and accompanying notes. The Company evaluates its estimates and assumptions on an ongoing basis and relies on historical experience and various other factors that it believes to be reasonable under the circumstances to determine such estimates. Actual results could differ from those estimates and such differences may be material to the interim Condensed Consolidated Financial Statements.
These interim Condensed Consolidated Financial Statements and accompanying notes should be read in conjunction with the consolidated financial statements and notes included in the Company’s 2019 Form 10-K.
Revenue Recognition
Revenue Recognition
 
Revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services.
CDIM consists of professional services and software services to (i) reproduce and distribute large-format and small-format documents in either black and white or color (“Ordered Prints”) and (ii) specialized graphic color printing. Substantially all of the Company’s revenue from CDIM comes from professional services to reproduce Ordered Prints. Sales of Ordered Prints are initiated through a customer order or quote and are governed by established terms and conditions agreed upon at the onset of the customer relationship. Revenue is recognized when the performance obligation under the terms of a contract with a customer are satisfied; generally, this occurs with the transfer of control of the reproduced Ordered Prints. Transfer of control occurs at a specific point in time, when the Ordered Prints are delivered to the customer’s site or handed to the customer for walk-in orders. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Taxes collected concurrent with revenue-producing activities are excluded from revenue.
MPS consists of placement, management, and optimization of print and imaging equipment in the customers' offices, job sites, and other facilities. MPS relieves the Company’s customers of the burden of purchasing print equipment and related supplies and maintaining print devices and print networks, and it shifts their costs to a “per-use” basis. MPS is supported by our hosted proprietary technology, Abacus®, which allows our customers to capture, control, manage, print, and account for their documents. Under its MPS contracts, the Company is paid a fixed rate per unit for each print produced (per-use), often referred to as a “click charge”. MPS sales are driven by the ongoing print needs of the Company’s customers at their facilities. Upon the issuance of Accounting Standards Codification ("ASC") 842, Leases, the Company concluded that certain of its MPS arrangements, which had previously been accounted for as service revenue under ASC 606, Revenue from Contracts with Customers, are accounted for as operating leases under ASC 842.
AIM combines software and professional services to facilitate the capture, management, access and retrieval of documents and information that have been produced in the past. AIM includes our hosted SKYSITE® software to organize, search and retrieve documents, as well as the provision of services that include the capture and conversion of hardcopy and electronic documents into digital files (“Scanned Documents”), and their cloud-based storage and maintenance. Sales of AIM professional services, which represents the majority of AIM revenue, are initiated through a customer order or proposal and are governed by established terms and conditions agreed upon at the onset of the customer relationship. Revenue is recognized when the performance obligation under the terms of a contract with a customer are satisfied; generally, this occurs with the transfer of control of the digital files. Transfer of control occurs at a specific point in time, when the Scanned Documents are delivered to the customer either through SKYSITE or on electronic media. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Taxes collected concurrent with revenue-producing activities are excluded from revenue.
Equipment and Supplies sales consist of reselling printing, imaging, and related equipment (“Goods”) to customers primarily in architectural, engineering and construction firms. Sales of equipment and supplies are initiated through a customer order and are governed by established terms and conditions agreed upon at the onset of the customer relationship. Revenue is recognized when the performance obligations under the terms of a contract with a customer are satisfied; generally, this occurs with the transfer of control of the Goods. Transfer of control occurs at a specific point in time, when the Goods are delivered to the customer’s site. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Taxes collected concurrent with revenue-producing activities are excluded from revenue. The Company has experienced minimal customer returns or refunds and does not offer a warranty on equipment that it is reselling.
Recently Adopted Accounting Pronouncements and Recent Accounting Pronouncements Not Yet Adopted
Recently Adopted Accounting Pronouncements
In December 2019, the FASB issued Accounting Standards Update No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 will be effective for interim and annual periods beginning after December 15, 2020. Early adoption is permitted. The Company elected to early adopt ASU 2019-12 on January 1, 2020. The adoption of ASU 2019-12 did not have a material impact on the Company's consolidated financial statements.
Recent Accounting Pronouncements Not Yet Adopted
In June 2016, the FASB issued Accounting Standards Update No. 2016-13, Financial Instruments - Credit Loss (Topic 326)(“ASU 2016-13”), which updates the guidance on recognition and measurement of credit losses for financial assets. The new requirements, known as the current expected credit loss model ("CECL") will require entities to adopt an impairment model based on expected losses rather than incurred losses. ASU 2016-13 must be adopted on a modified-retrospective approach. This update was effective for fiscal years beginning after December 15, 2020 including interim periods within those fiscal years. In October 2019, the FASB approved an extension for all non-SEC filers including small reporting companies (SRC) to extend the effective date to fiscal years being after December 15, 2022 including interim periods within those fiscal years. Therefore, the effective date for this update will be January 1, 2023. The Company is currently evaluating the potential impact of the adoption of the new standard on its consolidated statements of financial condition and results of operations.
Segment Reporting
Segment Reporting
The provisions of ASC 280, Segment Reporting, require public companies to report financial and descriptive information about their reportable operating segments. The Company identifies operating segments based on the various business activities that earn revenue and incur expense and whose operating results are reviewed by the Company's Chief Executive Officer, who is the Company's chief operating decision maker. Because its operating segments have similar products and services, classes of customers, production processes, distribution methods and economic characteristics, the Company operates as a single reportable segment.
Risk and Uncertainties
Risk and Uncertainties
The Company generates the majority of its revenue from sales of services and products to customers in the architectural, engineering, construction and building owner/operator ("AEC/O") industry. As a result, the Company’s operating results and financial condition can be significantly affected by economic factors that influence the AEC/O industry, such as non-residential construction spending, GDP growth, interest rates, unemployment rates, and office vacancy rates, all of which have been amplified due to the COVID-19 pandemic. Reduced activity (relative to historic levels) in the AEC/O industry would diminish demand for some of ARC’s services and products, and it would therefore negatively affect revenues and have a material adverse effect on ARC's business, operating results and financial condition.
As part of the Company’s growth strategy, ARC intends to continue to offer and grow a variety of service offerings, some of which are relatively new to the Company. The success of the Company’s efforts will be affected by its ability to acquire new customers for the Company’s new service offerings, as well as to sell the new service offerings to existing customers. The Company’s inability to successfully market and execute these relatively new service offerings could significantly affect its business and reduce its long- term revenue, resulting in an adverse effect on its results of operations and financial condition.
Earnings Per Share
Earnings per Share
The Company accounts for earnings per share in accordance with ASC 260, Earnings Per Share. Basic earnings per share is computed by dividing net income attributable to ARC by the weighted-average number of common shares outstanding for the period. Diluted earnings per common share is computed similarly to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if common shares subject to outstanding options and acquisition rights had been issued and if the additional common shares were dilutive. Common share equivalents are excluded from the computation if their effect is anti-dilutive.
Goodwill
Goodwill
In accordance with ASC 350, Intangibles - Goodwill and Other, the Company assesses goodwill for impairment annually as of September 30, and more frequently if events and circumstances indicate that goodwill might be impaired.
At March 31, 2020, the Company determined that there were sufficient indicators to trigger an interim goodwill impairment analysis based on a combination of factors, all of which relate to the COVID-19 Pandemic. The indicators included (1) the current global economic environment, (2) a revision of the Company's forecasted future earnings, and (3) a decline in the Company's market capitalization in 2020. As a result of this analysis, the Company concluded that the fair value of each reporting unit exceeds its carrying value and goodwill was not impaired as of March 31, 2020. 
Goodwill impairment testing is performed at the reporting unit level. Goodwill is assigned to reporting units at the date the goodwill is initially recorded. Once goodwill has been assigned to reporting units, it no longer retains its association with a particular acquisition, and all of the activities within a reporting unit, whether acquired or internally generated, are available to support the value of the goodwill. In 2017, the Company elected to early-adopt ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which simplifies subsequent goodwill measurement by eliminating step two from the goodwill impairment test.
The Company determines the fair value of its reporting units using an income approach. Under the income approach, the Company determined fair value based on estimated discounted future cash flows of each reporting unit. Determining the fair value of a reporting unit is judgmental in nature and requires the use of significant estimates and assumptions, including revenue growth rates and EBITDA margins, discount rates and future market conditions, among others. The level of judgment and estimation is inherently higher in the current environment considering the uncertainty created by the COVID-19 pandemic.  The Company has evaluated numerous factors disrupting its business and made significant assumptions which include the severity and duration of the business disruption, the timing and degree of economic recovery and ultimately, the combined effect of these assumptions on the Company's future operating results and cash flows.
Given the uncertainty regarding the ultimate financial impact of the COVID-19 pandemic and the proceeding economic recovery, there can be no assurance that the estimates and assumptions made for purposes of the Company’s goodwill impairment analysis in 2020 will prove to be accurate predictions of the future. If the Company’s assumptions, including forecasted EBITDA of certain reporting units, are not achieved or assumptions change pertaining to the business disruption, and its impact on the related recovery from COVID-19, the Company may be required to record goodwill impairment charges in future periods, whether in connection with the Company’s next annual impairment testing in the third quarter of 2020, or on an interim basis, if any such change constitutes a triggering event (as defined under ASC 350, Intangibles-Goodwill and Other) outside of the quarter when the Company regularly performs its annual goodwill impairment test. It is not possible at this time to determine if any such future impairment charge would result or, if it does, whether such charge would be material. There was no change in the carrying amount of goodwill from January 1, 2019 through March 31, 2020. 
Long-Lived Assets
Long-lived and Other Intangible Assets
The Company periodically assesses potential impairments of its long-lived assets in accordance with the provisions of ASC 360, Accounting for the Impairment or Disposal of Long-lived Assets. An impairment review is performed whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. The Company groups its assets at the lowest level for which identifiable cash flows are largely independent of the cash flows of the other assets and liabilities. The Company has determined that the lowest level for which identifiable cash flows are available is the regional level, which is the operating segment level.
Factors considered by the Company include, but are not limited to, significant underperformance relative to historical or projected operating results; significant changes in the manner of use of the acquired assets or the strategy for the overall business; and significant negative industry or economic trends. When the carrying value of a long-lived asset may not be recoverable based upon the existence of one or more of the above indicators of impairment, the Company estimates the future undiscounted cash flows expected to result from the use of the asset and its eventual disposition. If the sum of the expected future undiscounted cash flows and eventual disposition is less than the carrying amount of the asset, the Company recognizes an impairment loss. An impairment loss is reflected as the amount by which the carrying amount of the asset exceeds the fair value of the asset, based on the fair value if available, or discounted cash flows, if fair value is not available.
Other Intangible Assets
Other intangible assets that have finite lives are amortized over their useful lives. Customer relationships are amortized using the accelerated method, based on customer attrition rates, over their estimated useful lives of 13 (weighted average) years.
Fair Value Measurements
Fair Value Measurements
In accordance with ASC 820, Fair Value Measurement, the Company has categorized its assets and liabilities that are measured at fair value into a three-level fair value hierarchy. If the inputs used to measure fair value fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement. The three levels of the hierarchy are defined as follows:
Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement.
v3.20.1
Description of Business and Basis of Presentation (Tables)
3 Months Ended
Mar. 31, 2020
Accounting Policies [Abstract]  
Net Sales of Principal Services and Products
Net sales of the Company’s principal services and products were as follows:
 
 
Three Months Ended 
 March 31,
 
2020
 
2019
CDIM
$
49,160

 
$
50,805

MPS(1)
27,308

 
30,907

AIM
3,600

 
3,262

Equipment and supplies sales
8,357

 
12,148

Net sales
$
88,425

 
$
97,122


(1) MPS includes $25.4 million of rental income and $1.9 million of service income for the three months ended March 31, 2020. MPS includes $28.7 million of rental income and $2.2 million of service income for the three months ended March 31, 2019.
v3.20.1
Earnings per Share (Tables)
3 Months Ended
Mar. 31, 2020
Earnings Per Share [Abstract]  
Basic and Diluted Earnings Per Share
Basic and diluted weighted average common shares outstanding were calculated as follows for the three months ended March 31, 2020 and 2019:
 
 
Three Months Ended 
 March 31,
 
2020
 
2019
Weighted average common shares outstanding during the period—basic
43,676

 
45,118

Effect of dilutive stock awards
135

 
237

Weighted average common shares outstanding during the period—diluted
43,811

 
45,355

v3.20.1
Goodwill and Other Intangibles (Tables)
3 Months Ended
Mar. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]  
Other Intangible Assets Resulting from Business Acquisitions
The following table sets forth the Company’s other intangible assets resulting from business acquisitions as of March 31, 2020 and December 31, 2019 which continue to be amortized:
 
 
March 31, 2020
 
December 31, 2019
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Carrying
Amount
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Carrying
Amount
Amortizable other intangible assets
 
 
 
 
 
 
 
 
 
 
 
Customer relationships
$
98,952

 
$
97,875

 
$
1,077

 
$
99,127

 
$
97,430

 
$
1,697

Trade names and trademarks
20,267

 
19,981

 
286

 
20,279

 
19,980

 
299

 
$
119,219

 
$
117,856

 
$
1,363

 
$
119,406

 
$
117,410

 
$
1,996

Estimated Future Amortization Expense of Amortizable Intangible Assets
Estimated future amortization expense of other intangible assets for the remainder of the 2020 fiscal year, and each of the subsequent four fiscal years and thereafter are as follows:
 
2020 (excluding the three months ended March 31, 2020)
$
901

2021
166

2022
94

2023
41

2024
39

Thereafter
122

 
$
1,363

v3.20.1
Long-Term Debt (Tables)
3 Months Ended
Mar. 31, 2020
Debt Disclosure [Abstract]  
Long-Term Debt
Long-term debt consists of the following:
 
 
 
March 31, 2020
 
December 31, 2019
Revolving Loans; 2.23% and 3.63% interest rate at March 31, 2020 and December 31, 2019
 
75,000

 
60,000

Various finance leases; weighted average interest rate of 4.8% and 4.9% at March 31, 2020 and December 31, 2019; principal and interest payable monthly through November 2025
 
46,715

 
46,157

 
 
121,715

 
106,157

Less current portion
 
(17,364
)
 
(17,075
)
 
 
$
104,351

 
$
89,082

v3.20.1
Description of Business and Basis of Presentation (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2020
Mar. 31, 2019
Segment Reporting Information [Line Items]    
Net sales $ 88,425 $ 97,122
CDIM    
Segment Reporting Information [Line Items]    
Net sales 49,160 50,805
MPS    
Segment Reporting Information [Line Items]    
Net sales 27,308 30,907
Rental income 25,400 28,700
Service income 1,900 2,200
AIM    
Segment Reporting Information [Line Items]    
Net sales 3,600 3,262
Equipment and supplies sales    
Segment Reporting Information [Line Items]    
Net sales $ 8,357 $ 12,148
v3.20.1
Earnings per Share - Additional Information (Details) - shares
shares in Millions
3 Months Ended
Mar. 31, 2020
Mar. 31, 2019
Earnings Per Share [Abstract]    
Common stock options excluded for anti-dilutive (in shares) 5.3 5.5
v3.20.1
Earnings per Share - Basic and Diluted Earnings Per Share (Details) - shares
shares in Thousands
3 Months Ended
Mar. 31, 2020
Mar. 31, 2019
Earnings Per Share [Abstract]    
Weighted average common shares outstanding during the period—basic (in shares) 43,676 45,118
Effect of dilutive stock awards (in shares) 135 237
Weighted average common shares outstanding during the period—diluted (in shares) 43,811 45,355
v3.20.1
Goodwill and Other Intangibles - Additional Information (Details)
3 Months Ended
Mar. 31, 2020
Customer relationships  
Finite-Lived Intangible Assets [Line Items]  
Estimated period for amortization (in years) 13 years
v3.20.1
Goodwill and Other Intangibles - Schedule of Other Intangible Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2020
Dec. 31, 2019
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 119,219 $ 119,406
Accumulated Amortization 117,856 117,410
Net Carrying Amount 1,363 1,996
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 98,952 99,127
Accumulated Amortization 97,875 97,430
Net Carrying Amount 1,077 1,697
Trade names and trademarks    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 20,267 20,279
Accumulated Amortization 19,981 19,980
Net Carrying Amount $ 286 $ 299
v3.20.1
Goodwill and Other Intangibles - Estimated Future Amortization Expense of Amortizable Intangible Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2020
Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]    
2020 (excluding the three months ended March 31, 2020) $ 901  
2021 166  
2022 94  
2023 41  
2024 39  
Thereafter 122  
Net Carrying Amount $ 1,363 $ 1,996
v3.20.1
Income Taxes (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2020
Mar. 31, 2019
Income Tax Disclosure [Abstract]    
Income tax provision $ 1,107 $ 284
Pretax income $ 1,569 $ 731
Effective income tax rate reconciliation, percent 70.60% 38.80%
Deferred tax assets, net of valuation allowance, current $ 2,500  
Income tax receivables $ 300  
v3.20.1
Long-Term Debt - Summary of Long Term Debt (Details) - USD ($)
$ in Thousands
Mar. 31, 2020
Dec. 31, 2019
Debt Instrument [Line Items]    
Various finance leases; weighted average interest rate of 4.8% and 4.9% at March 31, 2020 and December 31, 2019; principal and interest payable monthly through November 2025 $ 46,715 $ 46,157
Long-term debt and finance leases, including current maturities 121,715 106,157
Current portion of long-term debt and capital leases (17,364) (17,075)
Long-term debt and finance leases $ 104,351 $ 89,082
Weighted average discount rate, finance leases 4.80% 4.90%
Line of Credit | Revolving Credit Facility    
Debt Instrument [Line Items]    
Revolving Loans; 2.23% and 3.63% interest rate at March 31, 2020 and December 31, 2019 $ 75,000 $ 60,000
Interest rate, effective percentage 2.23% 3.63%
v3.20.1
Long-Term Debt - Narrative (Details)
1 Months Ended 3 Months Ended
Dec. 17, 2019
USD ($)
Feb. 29, 2020
$ / shares
Mar. 31, 2020
USD ($)
$ / shares
Dec. 31, 2019
USD ($)
Nov. 30, 2018
USD ($)
Debt Instrument [Line Items]          
Quarterly cash dividends declared (in USD per share) | $ / shares   $ 0.01 $ 0.01    
Dividends payable     $ 427,000    
Line of Credit          
Debt Instrument [Line Items]          
Covenant term, total leverage ratio     2.75    
Fixed charged coverage ratio     1.15    
Line of Credit | London Interbank Offered Rate (LIBOR)          
Debt Instrument [Line Items]          
Basis spread on variable rate     1.00%    
Line of Credit | Federal Funds Effective Swap Rate          
Debt Instrument [Line Items]          
Basis spread on variable rate     0.50%    
Line of Credit | Term Loan          
Debt Instrument [Line Items]          
Repayments of debt $ 49,500,000        
Revolving Credit Facility | Line of Credit          
Debt Instrument [Line Items]          
Line of credit facility, maximum borrowing capacity 80,000,000       $ 65,000,000
Line of credit available borrowing capacity     $ 2,800,000    
Long-term debt outstanding     75,000,000 $ 60,000,000  
Debt covenant terms, fixed charge coverage ratio, maximum annual payments 15,000,000        
Debt covenant terms, fixed charge coverage ratio, payments excluded $ 10,000,000        
Revolving Credit Facility | Letter of Credit          
Debt Instrument [Line Items]          
Long-term debt outstanding     $ 2,200,000    
Minimum | Line of Credit | London Interbank Offered Rate (LIBOR)          
Debt Instrument [Line Items]          
Basis spread on variable rate     1.25%    
Minimum | Line of Credit | Prime Rate          
Debt Instrument [Line Items]          
Basis spread on variable rate     0.25%    
Maximum | Line of Credit | London Interbank Offered Rate (LIBOR)          
Debt Instrument [Line Items]          
Basis spread on variable rate     1.75%    
Maximum | Line of Credit | Prime Rate          
Debt Instrument [Line Items]          
Basis spread on variable rate     0.75%    
v3.20.1
Stock-Based Compensation (Details) - USD ($)
$ in Thousands
3 Months Ended
Apr. 26, 2018
Mar. 31, 2020
Mar. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Authorization to issue additional number of common stock (in shares) 3,500,000.0    
Shares available for issuance (in shares)   1,300,000  
Stock option expiration period (in years)   10 years  
Exercise price of options, percentage of fair market value of Company's common stock   100.00%  
Stock-based compensation   $ 504 $ 608
Total unrecognized compensation cost related to unvested stock-based payments   $ 2,500  
Expected weighted-average period to recognize compensation cost (in years)   2 years  
Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting period (in years)   3 years  
Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting period (in years)   4 years  
Key Employees      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting period (in years)   3 years  
Options granted (in shares)   500,000  
Restricted Stock | Key Employees      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Grants in period (in shares)   300,000  
v3.20.1
Fair Value Measurements (Details) - USD ($)
$ in Millions
Mar. 31, 2020
Dec. 31, 2019
Debt Instrument [Line Items]    
Cash and cash equivalents $ 10.6 $ 9.3
Term Loan | Line of Credit    
Debt Instrument [Line Items]    
Long-term debt 75.0  
Fair value of borrowings $ 75.0