FREIGHTCAR AMERICA, INC., 10-K filed on 3/27/2023
Annual Report
v3.23.1
Document and Entity Information - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Mar. 16, 2023
Jun. 30, 2022
Document Information [Line Items]      
Document Type 10-K    
Document Annual Report true    
Current Fiscal Year End Date --12-31    
Document Period End Date Dec. 31, 2022    
Document Fiscal Year Focus 2022    
Document Transition Report false    
Securities Act File Number 000-51237    
Entity Registrant Name FREIGHTCAR AMERICA, INC    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 25-1837219    
Entity Address, Address Line One 125 S. Wacker Drive    
Entity Address, Address Line Two Suite 1500    
Entity Address, City or Town Chicago    
Entity Address, State or Province IL    
Entity Address, Postal Zip Code 60606    
City Area Code 800    
Local Phone Number 458-2235    
Title of 12(b) Security Common stock, par value $0.01 per share    
Trading Symbol RAIL    
Security Exchange Name NASDAQ    
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Non-accelerated Filer    
Entity Small Business true    
Entity Emerging Growth Company false    
Entity Shell Company false    
ICFR Auditor Attestation Flag false    
Entity Public Float     $ 45.0
Entity Common Stock, Shares Outstanding   17,702,459  
Amendment Flag false    
Document Fiscal Period Focus FY    
Entity Central Index Key 0001320854    
Documents Incorporated by Reference

DOCUMENTS INCORPORATED BY REFERENCE

Documents

Part of Form 10-K

Portions of the registrant’s definitive Proxy Statement for the 2023 annual meeting of stockholders to be filed pursuant to Regulation 14A within 120 days of the end of the registrant’s fiscal year ended December 31, 2022

Part III
   
Auditor Name Grant Thornton LLP    
Auditor Location Chicago, Illinois    
Auditor Firm ID 248    
v3.23.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Current assets    
Cash, cash equivalents and restricted cash equivalents $ 37,912 $ 26,240
Accounts receivable, net of allowance for doubtful accounts of $126 and $323 respectively 9,571 9,571
VAT receivable 4,682 31,136
Inventories, net 64,317 56,012
Assets held for sale 3,675
Related party asset 3,261 8,680
Prepaid expenses 5,470 5,087
Total current assets 128,888 136,726
Property, plant and equipment, net 23,248 18,236
Railcars available for lease, net 11,324 20,160
Right of use asset operating lease 1,596 16,669
Right of use asset finance lease 33,093 0
Other long-term assets 1,589 8,873
Total assets 199,738 200,664
Liabilities, Current [Abstract]    
Accounts and contractual payables 48,449 41,185
Related party accounts payable 3,393 8,870
Accrued payroll and other employee costs 4,081 2,912
Reserve for workers’ compensation 841 1,563
Accrued warranty 1,940 2,533
Customer deposits 0 3,300
Deferred income state and local incentives, current 0 1,291
Current portion of long-term debt 40,742 0
Other current liabilities 6,539 7,666
Total current liabilities 105,985 69,320
Long-term debt, net of current portion 51,494 79,484
Warrant liability 31,028 32,514
Accrued pension costs 1,040 35
Deferred income state and local incentives, long-term 0 1,216
Lease liability operating lease, long-term 1,780 16,617
Lease liability finance lease, long-term 33,245 0
Other long-term liabilities 3,750 3,134
Total liabilities 228,322 202,320
Stockholders' (deficit) equity    
Preferred stock, $0.01 par value, 2,500,000 shares authorized (100,000 shares each designated as Series A voting and Series B non-voting, 0 shares issued and outstanding at December 31, 2022 and December 31, 2021) 0 0
Common stock, $0.01 par value, 50,000,000 shares authorized, 17,223,306 and 15,947,228 shares issued and outstanding at December 31, 2022 and December 31, 2021, respectively 203 190
Additional paid in capital 89,104 83,742
Accumulated other comprehensive income (loss) 1,022 (5,522)
Accumulated deficit (118,913) (80,066)
Total stockholders' deficit (28,584) (1,656)
Total liabilities and stockholders' deficit $ 199,738 $ 200,664
v3.23.1
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Allowance for doubtful accounts $ 126 $ 323
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, shares authorized 2,500,000 2,500,000
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 50,000,000 50,000,000
Common stock, shares issued 17,223,306 15,947,228
Common stock, shares outstanding 17,223,306 15,947,228
Series A Preferred Stock [Member]    
Preferred stock, shares authorized 100,000 100,000
Series B Preferred Stock [Member]    
Preferred stock, shares authorized 100,000 100,000
Preferred stock, shares outstanding 0 0
Preferred Stock, Shares Issued 0 0
v3.23.1
Consolidated Statements of Operations - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Income Statement [Abstract]    
Revenues $ 364,754 $ 203,050
Cost of sales 338,931 191,592
Gross profit (loss) 25,823 11,458
Selling, general and administrative expenses 28,227 27,532
Impairment on leased railcars 4,515 158
Loss on pension settlement 8,105 0
Restructuring and impairment charges 0 6,530
Operating loss (15,024) (22,762)
Interest expense (25,423) (13,317)
Gain (loss) on change in fair market value of Warrant liability 1,486 (14,894)
Gain on extinguishment of debt 0 10,122
Other income 2,426 817
Loss before income taxes (36,535) (40,034)
Income tax provision 2,312 1,413
Net loss $ (38,847) $ (41,447)
Net loss per common share attributable to FreightCar America- basic $ (1.56) $ (2.00)
Net loss per common share attributable to FreightCar America- diluted $ (1.56) $ (2.00)
Weighted average common shares outstanding - basic 24,838,399 20,766,398
Weighted average common shares outstanding - diluted 24,838,399 20,766,398
v3.23.1
Consolidated Statements of Comprehensive Loss - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Statement of Comprehensive Income [Abstract]    
Net loss $ (38,847) $ (41,447)
Other comprehensive income net of tax:    
Loss on pension settlement 8,105 0
Reclassification adjustment for amortization of net loss (pre-tax other income) (1,561) 6,241
Comprehensive loss $ (32,303) $ (35,206)
v3.23.1
Consolidated Statements of Stockholders' (Deficit) Equity - USD ($)
$ in Thousands
Total
Common Stock [Member]
Additional Paid In Capital [Member]
Treasury Stock [Member]
Accumulated Other Comprehensive Loss [Member]
Retained Earnings [Member]
Balance at Dec. 31, 2020 $ (30,497) $ 159 $ 82,064 $ (1,344) $ (11,763) $ (38,619)
Balance (Shares) at Dec. 31, 2020   15,861,406   327,577    
Net loss (41,447)         (41,447)
Other comprehensive Income 6,241       6,241  
Restricted stock awards   $ 2 (2)      
Restricted stock awards, shares   213,465        
Employee stock settlement (12)   (5) $ (7)    
Employee stock settlement, shares   (1,638)   (2,215)    
Forfeiture of restricted stock awards (1) $ (2) 432 $ (431)    
Forfeiture of restricted stock awards, shares   (144,026)   (116,795)    
Exercise of stock appreciation rights 54   54      
Exercise of stock appreciation rights, shares   10,237        
Stock-based compensation recognized 762   762      
Equity Fees 2,250 $ 31 437 $ 1,782    
Equity Fees, Shares   7,784   446,587    
Balance at Dec. 31, 2021 $ (1,656) $ 190 83,742   (5,522) (80,066)
Balance (Shares) at Dec. 31, 2021 15,947,228 15,947,228        
Net loss $ (38,847)         (38,847)
Other comprehensive Income 6,544       6,544  
Restricted stock awards   $ 4 (4)      
Restricted stock awards, shares   386,908        
Stock options exercised   5,292        
Employee stock settlement (57)   (57)      
Employee stock settlement, shares   (15,158)        
Forfeiture of restricted stock awards (69) $ (1) (68)      
Forfeiture of restricted stock awards, shares   (81,394)        
Stock-based compensation recognized 1,501   1,501      
Equity Fees 4,000 $ 10 3,990      
Equity Fees, Shares   980,430        
Balance at Dec. 31, 2022 $ (28,584) $ 203 $ 89,104   $ 1,022 $ (118,913)
Balance (Shares) at Dec. 31, 2022 17,223,306 17,223,306        
v3.23.1
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Cash flows from operating activities    
Net loss $ (38,847) $ (41,447)
Adjustments to reconcile net loss to net cash flows used in operating activities:    
Restructuring and impairment charges 0 6,530
Depreciation and amortization 4,135 4,304
Non-cash lease expense on right-of-use assets 2,325 1,483
Recognition of deferred income from state and local incentives (2,507) (2,215)
(Gain) loss on change in fair market value for Warrant liability (1,486) 14,894
Impairment on leased railcars 4,515 158
Loss on pension settlement 8,105 0
Stock-based compensation recognized 2,106 2,977
Non-cash interest expense 16,563 5,502
Gain on extinguishment of debt 0 (10,122)
Other non-cash items, net 20 529
Changes in operating assets and liabilities, net of acquisitions:    
Accounts receivable 0 150
VAT receivable 24,946 24,675
Inventories (8,476) (12,369)
Related party asset, net (58) (624)
Accounts and contractual payables 8,181 7,878
Lease liability (3,006) (2,106)
Other assets and liabilities (5,013) (5,944)
Net cash flows used in operating activities 11,503 (55,397)
Cash flows from investing activities    
Maturity of restricted certificates of deposit 0 182
Purchase of property, plant and equipment (7,816) (2,290)
Proceeds from sale of property, plant and equipment 0 433
Net cash flows used in investing activities (7,816) (1,675)
Cash flows from financing activities    
Proceeds from issuance of long-term debt 0 16,000
Deferred financing costs 0 (1,688)
Borrowings on revolving line of credit 133,652 48,400
Repayments on revolving line of credit (124,852) (33,378)
Employee stock settlement (57) (12)
Payment for stock appreciation rights exercised (20) (57)
Financing lease payments (738) 0
Net cash flows provided by financing activities 7,985 29,265
Net increase (decrease) in cash and cash equivalents 11,672 (27,807)
Cash, cash equivalents and restricted cash equivalents at beginning of year 26,240 54,047
Cash, cash equivalents and restricted cash equivalents at end of year 37,912 26,240
Supplemental cash flow information    
Interest paid 8,849 6,537
Income tax refunds received, net of payments 0 5
Non-cash transactions    
Change in unpaid construction in process 715 122
Accrued PIK interest paid through issuance of PIK Note 1,467 1,278
Issuance of warrants 8,560 4,891
Issuance Of Equity Fee $ 4,000 $ 2,000
v3.23.1
Description of the Business
 12 Months Ended
Dec. 31, 2022
Description of the Business [Abstract]  
Description of the Business

Note 1 – Description of the Business

 

FreightCar America, Inc. (“FreightCar”) operates primarily in North America through its direct and indirect subsidiaries, and manufactures a wide range of railroad freight cars, supplies railcar parts and leases freight cars. The Company designs and builds high-quality railcars, including coal cars, bulk commodity cars, covered hopper cars, intermodal and non-intermodal flat cars, mill gondola cars, coil steel cars and boxcars, and also specializes in the conversion of railcars for re-purposed use. The Company is headquartered in Chicago, Illinois and has facilities in the following locations: Johnstown, Pennsylvania; Shanghai, People’s Republic of China, and Castaños, Coahuila, Mexico (“Castaños”).

 

The Company ceased operations at its Roanoke, Virginia manufacturing facility (the “Roanoke Facility”) and vacated the facility in March 2020. In September 2020, the Company announced its plan to permanently close its manufacturing facility in Cherokee, Alabama (the “Shoals Facility”) in light of the ongoing cyclical industry downturn, which was magnified by the COVID-19 pandemic. The closure reduced costs and helped align the Company’s manufacturing capacity with the current railcar market. The Company ceased production at the Shoals Facility in February 2021. The closure reduced costs and helped align the Company’s manufacturing capacity with the current railcar market. See Note 8–Restructuring and Impairment Charges.
v3.23.1
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

Note 2 – Summary of Significant Accounting Policies

 

Principles of Consolidation

 

The accompanying consolidated financial statements include the accounts of FreightCar America, Inc. and all of its direct and indirect subsidiaries (collectively, the “Company”). All intercompany accounts and transactions have been eliminated in consolidation.

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“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 the reported amounts of revenues and expenses during the reporting period. Significant estimates include, useful lives of long-lived assets, warranty accruals, workers’ compensation accruals, pension benefit assumptions, stock compensation, evaluation of property, plant and equipment for impairment and the valuation of deferred taxes. Actual results could differ from those estimates.

 

Reclassifications

 

Certain prior year amounts have been reclassified, where necessary, to conform to the current year presentation.

 

Cash and Cash Equivalents

 

The Company considers all unrestricted short-term investments with maturities of three months or less when acquired to be cash equivalents. The amortized cost of cash equivalents approximate fair value because of the short maturity of these instruments.

 

The Company’s cash and cash equivalents are primarily deposited with one U.S. financial institution. Such deposits are in excess of federally insured limits.

 

Restricted Cash and Restricted Certificates of Deposit

 

The Company establishes restricted cash balances and restricted certificates of deposit to collateralize certain standby letters of credit with respect to purchase price payment guarantees and performance guarantees. The restrictions expire upon completing the Company’s related obligation.

 

Financial Instruments

 

Management estimates that all financial instruments (including cash equivalents, restricted cash and restricted certificates of deposit, accounts receivable, accounts payable and long-term debt) as of December 31, 2022 and 2021, have fair values that approximate their carrying values.

 

Fair Value Measurements

 

Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of assets and liabilities and the placement within the fair value hierarchy levels.

 

The Company classifies the inputs to valuation techniques used to measure fair value as follows:

 

Level 1 — Quoted prices (unadjusted) in active markets for identical assets and liabilities.

 

Level 2 — Inputs other than quoted prices for Level 1 inputs that are either directly or indirectly observable for the asset or liability including quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactive markets, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived from observable market data by correlation or other means.

 

Level 3 — Unobservable inputs for the asset or liability, including situations where there is little, if any, market activity for the asset or liability.

 

Inventories

 

Inventories are stated at the lower of cost or net realizable value. Cost is determined on a first-in, first-out basis and includes material, labor and manufacturing overhead. The Company’s inventory consists of raw materials, work in progress, and finished goods for individual customer contracts, used railcars acquired upon trade-in and railcar parts retained for sale to external parties.

 

Property, Plant and Equipment

 

Property, plant and equipment are stated at acquisition cost less accumulated depreciation. Depreciation is provided using the straight-line method over the original estimated useful lives of the assets or lease term if shorter, which are as follows:

 

Description of Assets

Life

Buildings and improvements

15-40 years

Leasehold improvements

6-19 years

Machinery and equipment

3-7 years

Software

3-7 years

 

Long-Lived Assets

 

The Company tests long-lived assets for recoverability whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. These changes in circumstances may include a significant decrease in the market price of an asset group, a significant adverse change in the manner or extent in which an asset group is used, a current year operating loss combined with history of operating losses, or a current expectation that, more likely than not, a long-lived asset group will be sold or otherwise disposed of significantly before the end of its previously estimated useful life.

 

For assets to be held and used, the Company groups a long-lived asset or assets with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. Estimates of future cash flows used to test the recoverability of a long-lived asset group include only the future cash flows that are directly associated with and that are expected to arise as a direct result of the use and eventual disposition of the asset group. Recoverability of the carrying value of the asset group is determined by comparing the carrying value of the asset group to total undiscounted future cash flows of the asset group. If the carrying value of the asset group is not recoverable, an impairment loss is measured based on the excess of the carrying amount of asset group over the estimated fair value of the asset group. An impairment loss for an asset group reduces only the carrying amounts of a long-lived asset or assets of the group being evaluated.

 

Income Taxes

 

For federal income tax purposes, the Company files a consolidated federal tax return. The Company also files state tax returns in states where the Company has operations. In conformity with ASC 740, Income Taxes, the Company provides for deferred income taxes on differences between the book and tax bases of its assets and liabilities and for items that are reported for financial statement purposes in periods different from those for income tax reporting purposes. The Company’s deferred tax liability or asset amounts are based upon the enacted tax rates expected to apply to taxable income in the periods in which the deferred tax liability or asset is expected to be settled or realized.

 

Management evaluates net deferred tax assets and provides a valuation allowance when it believes that it is more likely than not that some portion of these assets will not be realized. In making this determination, management evaluates both positive evidence, such as cumulative pre-tax income for previous years, the projection of future taxable income, the reversals of existing taxable temporary differences and tax planning strategies, and negative evidence, such as any recent history of losses and any projected losses. Management also considers the expiration dates of net operating loss carryforwards in the evaluation of net deferred tax assets. Management evaluates the realizability of the Company’s net deferred tax assets and assesses the valuation allowance on a quarterly basis, adjusting the amount of such allowance as necessary.

 

Tax benefits related to uncertain tax positions taken or expected to be taken on a tax return are recorded when such benefits meet a more likely than not threshold. Otherwise, these tax benefits are recorded when a tax position has been effectively settled, which means that the appropriate taxing authority has completed its examination even though the statute of limitations remains open, or the statute of limitation expires. Interest and penalties related to uncertain tax positions are recognized as part of the provision for income taxes and are accrued beginning in the period that such interest and penalties would be applicable under relevant tax law until such time that the related tax benefits are recognized.

 

Product Warranties

 

Warranty terms are based on the negotiated railcar sales contracts. The Company generally warrants that new railcars will be free from defects in material and workmanship under normal use and service identified for a period of up to five years from the time of sale. The Company also provides limited warranties with respect to certain rebuilt railcars. The warranty costs are estimated using a two-step approach. First, an engineering estimate is made for the cost of all claims that have been asserted by customers. Second, based on historical claims experience, a cost is accrued for all products still within a warranty period for which no claims have been filed. We provide for the estimated cost of product warranties at the time revenue is recognized related to products covered by warranties and assess the adequacy of the resulting reserves on a quarterly basis.

 

State and Local Incentives

 

The Company records state and local incentives when there is reasonable assurance that the incentive will be received. State and local incentives related to assets are recorded as deferred income and recognized on a straight-line basis over the useful life of the related long-lived assets of seven to sixteen years.

 

Revenue Recognition

 

The following table disaggregates the Company’s revenues by major source:

 

 

 

 

Year Ended

 

 

December 31,

 

 

2022

 

 

2021

 

Railcar sales

$

349,556

 

 

$

189,579

 

Parts sales

 

11,941

 

 

 

10,228

 

Revenues from contracts with customers

 

361,497

 

 

 

199,807

 

Leasing revenues

 

3,257

 

 

 

3,243

 

Total revenues

$

364,754

 

 

$

203,050

 

 

The Company generally recognizes revenue at a point in time as it satisfies a performance obligation by transferring control over a product or service to a customer. Revenue is measured at the transaction price, which is based on the amount of consideration that the Company expects to receive in exchange for transferring the promised goods or services to the customer.

 

Railcar Sales

 

Performance obligations are typically completed and revenue is recognized for the sale of new and rebuilt railcars when the finished railcar is transferred to a specified railroad connection point. In certain sales contracts, revenue is recognized when a certificate of acceptance has been issued by the customer and control has been transferred to the customer. At that time, the customer directs the use of, and obtains substantially all of the remaining benefits from, the asset. When a railcar sales contract contains multiple performance obligations, the Company allocates the transaction price to the performance obligations based on the relative stand-alone selling price of the performance obligation determined at the inception of the contract based on an observable market price, expected cost plus margin or market price of similar items. The Company treats shipping costs that occur after control is transferred as fulfillment costs. Accordingly, gross revenue is recognized, and shipping cost is accrued, when control transfers to the customer. The Company does not provide discounts or rebates in the normal course of business.

 

As a practical expedient, the Company recognizes the incremental costs of obtaining contracts, such as sales commissions, as an expense when incurred since the amortization period of the asset that the Company otherwise would have recognized is generally one year or less.

 

Parts Sales

 

The Company sells forged, cast and fabricated parts for all of the railcars it produces, as well as those manufactured by others. Performance obligations are satisfied and the Company recognizes revenue from most parts sales when the parts are shipped to customers.

 

Leasing Revenue

 

The Company recognizes operating lease revenue on Railcars Available for Lease on a straight-line basis over the contract term. The Company recognizes revenue from the sale of Railcars Available for Lease on a net basis as Gain (Loss) on Sale of Railcars Available for Lease since the sale represents the disposal of a long-term operating asset.

 

Contract Balances and Accounts Receivable

 

Accounts receivable payments for railcar sales are typically due within 5 to 10 business days of invoicing while payments from parts sales are typically due within 30 to 45 business days of invoicing. The Company has not experienced significant historical credit losses.

 

Contract assets represent the Company’s rights to consideration for performance obligations that have been satisfied but for which the terms of the contract do not permit billing at the reporting date. The Company had no contract assets as of December 31, 2022 and 2021. The Company may receive cash payments from customers in advance of the Company satisfying performance obligations under its sales contracts resulting in deferred revenue or customer deposits, which are considered contract liabilities. Deferred revenue and customer deposits are classified as either current or long-term in the Consolidated Balance Sheet based on the timing of when the Company expects to recognize the related revenue. Deferred revenue and customer deposits included in customer deposits, other current liabilities and other long-term liabilities in the Company’s Consolidated Balance Sheet as of December 31, 2022 and 2021 were $219 and $4,807, respectively.

 

Performance Obligations

 

The Company is electing not to disclose the value of the remaining unsatisfied performance obligation with a duration of one year or less as permitted by the practical expedient in ASU 2014-09, Revenue from Contracts with Customers. The Company had remaining unsatisfied performance obligations as of December 31, 2022 with expected duration of greater than one year of $40,635.

 

Loss Per Share

 

The Company computes loss per share using the two-class method, which is a loss allocation formula that determines loss per share for common stock and participating securities. The Company’s participating securities are its grants of restricted stock which contain non-forfeitable rights to dividends. The Company allocates earnings between both classes; however, in periods of undistributed losses, they are only allocated to common shares as the unvested restricted stockholders do not contractually participate in losses of the Company. Basic loss per share attributable to common shareholders is computed by dividing net loss attributable to common shareholders by the weighted average common shares outstanding. Warrants issued in connection with the Company’s long-term debt were issued at a nominal exercise price and are considered outstanding at the date of issuance. The calculation of diluted earnings per share includes the effect of any dilutive equity incentive instruments. The Company uses the treasury stock method to calculate the effect of outstanding dilutive equity incentive instruments, which requires the Company to compute total proceeds as the sum of (1) the amount the employee must pay upon exercise of the award and (2) the amount of unearned stock-based compensation costs attributed to future services. Equity incentive instruments for which the total employee proceeds from exercise exceed the average fair value of the same equity incentive instrument over the period have an anti-dilutive effect on earnings per share during periods with net income from continuing operations, and accordingly, the Company excludes them from the calculation.

 

Recent Accounting Pronouncements

 

Recent accounting pronouncements issued by the Financial Accounting Standards Board, its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.
v3.23.1
Leases
 12 Months Ended
Dec. 31, 2022
Leases [Abstract]  
Leases

Note 3 – Leases

 

The Company determines if an arrangement is a lease at inception of a contract. The Company’s lease portfolio includes manufacturing sites, component warehouses and corporate offices. The remaining lease terms on the majority of the Company’s leases are between 0.3 and 17.8 years, some of which include options to extend the lease terms. Leases with initial term of 12 months or less are not recorded on the consolidated balance sheet.

 

In 2021, substantially all of the Company’s leases were operating leases. In April 2022, the Company and the lessors of the Company’s leased facility in Castaños (the “Castaños Facility”) amended the original lease to incorporate additional square footage into the lease. The modification resulted in a lease classification modification from operating to finance.

 

Operating and finance lease ROU assets are presented separately in long term assets, the current portion of operating and finance lease liabilities are presented within other current liabilities, and the non-current portion of operating and finance lease liabilities are presented separately within long term liabilities on the consolidated balance sheet.

 

ROU assets represent the Company’s right to use an underlying asset during the lease term and the lease liabilities represent the Company’s obligation to make the lease payments arising during the lease. ROU assets and liabilities are recognized at commencement date based on the net present value of fixed lease payments over the lease term. The Company’s lease term includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. As most of the Company’s operating leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The Company revalued the incremental borrowing rate used in determining the present value of lease payment for the Castaños Facility lease as a result of the lease modification in April 2022. Operating lease expense is recognized on a straight-line basis over the lease term. Finance lease ROU asset amortization expense is recognized on a straight-line basis over the lease term, while interest expense on finance lease liabilities is recognized using the interest method.

 

The components of the lease costs were as follows:

 

 

 

 

Year Ended
 December 31, 2022

 

 

 

Year Ended
 December 31, 2021

 

Operating lease costs:

 

 

 

 

 

 

 

Fixed

 

$

1,735

 

 

 

$

3,710

 

Short-term

 

 

505

 

 

 

 

761

 

Total operating lease costs

 

$

2,240

 

 

 

$

4,471

 

Finance lease costs:

 

 

 

 

 

 

 

Amortization of leased assets

 

$

1,182

 

 

 

$

-

 

Interest on lease liabilities

 

 

1,355

 

 

 

 

-

 

Total finance lease costs

 

$

2,537

 

 

 

$

-

 

Total lease cost

 

$

4,777

 

 

 

$

4,471

 

 

 

Supplemental balance sheet information related to leases were as follows:

 

 

 

 

 

 

 

December 31, 2022

 

 

 

December 31, 2021

 

Right of use assets:

 

 

 

 

 

 

 

Right of use operating lease assets

 

$

1,596

 

 

 

$

16,669

 

Right of use finance lease assets

 

 

33,093

 

 

 

 

-

 

Total

 

$

34,689

 

 

 

$

16,669

 

 

 

 

 

 

 

 

 

Lease liabilities:

 

 

 

 

 

 

 

Operating lease liabilities:

 

 

 

 

 

 

 

Current

 

$

897

 

 

 

$

1,955

 

Long-term

 

 

1,780

 

 

 

 

16,617

 

Total operating lease liabilities

 

$

2,677

 

 

 

$

18,572

 

 

 

 

 

 

 

 

 

Finance lease liabilities:

 

 

 

 

 

 

 

Current

 

 

605

 

 

 

$

-

 

Long-term

 

 

33,245

 

 

 

 

-

 

Total finance lease liabilities

 

$

33,850

 

 

 

$

-

 

Total

 

$

36,527

 

 

 

$

18,572

 

 

 

Supplemental cash flow information is as follows:

 

 

 

 

 

 

 

Year Ended
December 31, 2022

 

 

 

Year Ended
December 31, 2021

 

Cash paid for amounts included in the measurement of lease liabilities:

 

 

 

 

 

 

 

Operating cash flows from operating leases

 

$

2,630

 

 

 

$

4,315

 

Operating cash flows from finance leases

 

 

1,355

 

 

 

 

-

 

Financing cash flows from finance leases

 

 

738

 

 

 

 

-

 

Total

 

$

4,723

 

 

 

$

4,315

 

 

 

 

 

 

 

 

 

Right of use assets obtained in exchange for new lease obligations:

 

 

 

 

 

 

 

Operating leases

 

$

-

 

 

 

$

-

 

Finance leases

 

 

20,344

 

 

 

 

-

 

Total

 

$

20,344

 

 

 

$

-

 

 

 

The aggregate future lease payments for leases as of December 31, 2022 are as follows:

 

 

 

 

 

Operating leases

 

 

 

Finance leases

 

2023

 

$

992

 

 

 

$

3,298

 

2024

 

 

250

 

 

 

 

3,298

 

2025

 

 

256

 

 

 

 

3,354

 

2026

 

 

263

 

 

 

 

3,523

 

2027

 

 

271

 

 

 

 

3,523

 

Thereafter

 

 

1,085

 

 

 

 

48,139

 

Total lease payments

 

 

3,117

 

 

 

 

65,135

 

Less: interest

 

 

(440

)

 

 

 

(31,285

)

Total

 

$

2,677

 

 

 

$

33,850

 

 

 

Weighted-average remaining lease term (years)

 

 

 

Operating leases

 

 

7.9

 

Finance leases

 

 

17.8

 

Weighted-average discount rate

 

 

 

Operating leases

 

 

4.5

%

Finance leases

 

 

8.0

%
v3.23.1
Fair Value Measurements
 12 Months Ended
Dec. 31, 2022
Fair Value Disclosures [Abstract]  
Fair Value Measurements

Note 4 – Fair Value Measurements

 

The following table sets forth by level within the ASC 820 Fair Value Measurement fair value hierarchy the Company’s financial assets that were recorded at fair value on a recurring basis and the Company’s non-financial assets that were recorded at fair value on a non-recurring basis.

 

Recurring Fair Value Measurements

 

As of December 31, 2022

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Warrant liability

 

$

-

 

 

$

31,028

 

 

$

-

 

 

$

31,028

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-recurring Fair Value Measurements

 

During the Year Ended December 31, 2022

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Railcars available for lease, net

 

$

-

 

 

$

4,116

 

 

$

-

 

 

$

4,116

 

Assets held for sale

 

$

-

 

 

$

3,675

 

 

$

-

 

 

$

3,675

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Recurring Fair Value Measurements

 

As of December 31, 2021

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Warrant liability

 

$

-

 

 

$

32,514

 

 

$

-

 

 

$

32,514

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-recurring Fair Value Measurements

 

During the Year Ended December 31, 2021

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Railcars available for lease, net

 

$

-

 

 

$

-

 

 

$

6,638

 

 

$

6,638

 

 

The fair value of the Company’s warrant liability recorded in the Company’s financial statements, determined using the quoted price of the Company’s common stock in an active market, exercise price ($0.01/share) and number of shares exercisable at December 31, 2022 and 2021, is a Level 2 measurement.

 

See Note 7 - Leased Railcars for more information regarding the non-recurring fair value measurement considerations during the years ended December 31, 2022 and 2021, for the impairment charges related to our leased small cube covered hopper railcars.

v3.23.1
Restricted Cash and Restricted Cash Equivalents
 12 Months Ended
Dec. 31, 2022
Restricted Cash [Abstract]  
Restricted Cash and Restricted Cash Equivalents

Note 5 – Restricted Cash and Restricted Cash Equivalents

The Company establishes restricted cash balances when required by customer contracts and to collateralize standby letters of credit. The carrying value of restricted cash and restricted cash equivalents approximates fair value.

 

The Company’s restricted cash balances are as follows:

 

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Restricted cash from customer deposit

 

$

282

 

 

$

282

 

Restricted cash to collateralize standby letters of credit

 

 

103

 

 

 

1,133

 

Restricted cash equivalents to collateralize standby letters of credit

 

 

3,542

 

 

 

3,542

 

Restricted cash equivalents - other

 

 

151

 

 

 

-

 

Total restricted cash and restricted cash equivalents

 

$

4,078

 

 

$

4,957

 
v3.23.1
Inventories
 12 Months Ended
Dec. 31, 2022
Inventory Disclosure [Abstract]  
Inventories

Note 6 – Inventories

 

Inventories, net of reserve for excess and obsolete items, consist of the following:

 

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Raw materials

 

 

46,421

 

 

 

34,885

 

Work in process

 

 

4,527

 

 

 

11,306

 

Finished railcars

 

 

8,783

 

 

 

4,696

 

Parts inventory

 

 

4,586

 

 

 

5,125

 

Total inventories, net

 

$

64,317

 

 

$

56,012

 

 

Inventory on the Company’s consolidated balance sheets includes reserves of $1,672 and $1,621 relating to excess or slow-moving inventory for parts and work in process at December 31, 2022 and 2021, respectively.
v3.23.1
Leased Railcars
 12 Months Ended
Dec. 31, 2022
Leases [Abstract]  
Leased Railcars

Note 7 – Leased Railcars

 

Railcars available for lease at December 31, 2022 were $11,324 (cost of $14,995 and accumulated depreciation of $3,671) and at December 31, 2021 were $20,160 (cost of $23,717 and accumulated depreciation of $3,557). Depreciation expense on railcars available for lease was $616 and $646 for the years ended December 31, 2022 and 2021, respectively.

 

Leased railcars subject to lease agreements with external customers have remaining terms of up to two and a half years and are accounted for as operating leases.

 

Future minimum rental revenues on leases at December 31, 2022 are as follows:

 

 

 

 

 

 

Year ending December 31, 2023

 

$

1,297

 

Year ending December 31, 2024

 

$

300

 

Year ending December 31, 2025

 

$

100

 

Year ending December 31, 2026

 

$

-

 

Year ending December 31, 2027

 

$

-

 

Thereafter

 

 

-

 

 

 

$

1,697

 

 

 

 

 

 

We performed a cash flow recoverability test of our small cube covered hopper railcars and compared the undiscounted cash flows to the carrying value of the assets. This analysis indicated that the carrying value exceeded the estimated undiscounted cash flows, and

therefore, we were required to measure the fair value of our fleet of small cube covered hopper railcars and determine the amount of an impairment loss, if any.

 

The fair value of the asset group, which is part of the Company’s Manufacturing segment, was determined using a market approach, which we believe most accurately reflects a market participant's viewpoint in valuing these railcars. The Company used known selling prices for a portion of the cars, and a weighted average selling price was applied to the remaining cars in the asset group (Level 2 observable inputs). The results of our analysis indicated an estimated fair value of the asset group of approximately $7,791, in comparison to the asset group's carrying amount of $12,306. As a result, we recorded a pre-tax non-cash impairment charge of $4,515 related to our small cube covered hopper railcars into the fourth quarter of 2022. The portion of these assets intended to be sold were reclassified as assets held for sale as of December 31, 2022 and are no longer depreciated. The impairment is reflected in the impairment of leased railcars line of our consolidated statements of operations for the year ended December 31, 2022.
v3.23.1
Restructuring and Impairment Charges
 12 Months Ended
Dec. 31, 2022
Restructuring and Related Activities [Abstract]  
Restructuring and Impairment Charges

Note 8 – Restructuring and Impairment Charges

 

In September 2020, the Company announced its plan to permanently close its Shoals Facility in light of the ongoing cyclical industry downturn, which had been magnified by the COVID-19 pandemic. In October 2020, the Company reached an agreement with the Shoals Facility owner and landlord to shorten the Shoals lease term by amending the expiration date to the end of February 2021. In addition, the landlord agreed to waive the base rent payable under the original lease for the months of October 2020 through February 2021. Property, plant and equipment with an estimated fair value of $10,148 was sold or transferred to the Shoals landlord during 2021 as consideration for the landlord’s entry into the lease amendment and the aforementioned rent waiver. Restructuring and impairment charges (benefits) related to the plant closure for 2021 were primarily due to relocating some of the facility’s equipment to Castaños.

 

Restructuring and impairment charges are reported as a separate line item on the Company’s consolidated statements of operations for the years ended December 31, 2022 and 2021, and are detailed below:

 

 

 

Year Ended

 

 

 

 

December 31,

 

 

 

 

2022

 

 

2021

 

 

Impairment and loss on disposal of machinery and equipment

 

$

-

 

 

$

1,591

 

 

Employee severance and retention

 

 

-

 

 

 

(5

)

 

Other charges related to facility closure

 

 

-

 

 

 

4,944

 

 

Total restructuring and impairment costs

 

$

-

 

 

$

6,530

 

 

 

Accrued restructuring and impairment charges primarily related to the Manufacturing segment and are detailed below:

 

 

 

Accrued as of December 31, 2021

 

 

Cash
Charges

 

 

Non-cash charges

 

 

Cash payments

 

 

Accrued as of December 31, 2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impairment and loss on disposal of machinery and equipment

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

Employee severance and retention

 

 

163

 

 

 

-

 

 

 

-

 

 

 

(163

)

 

 

-

 

Other charges related to facility closure

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total restructuring and impairment costs

 

$

163

 

 

$

-

 

 

$

-

 

 

$

(163

)

 

$

-

 

 

 

 

Accrued as of December 31, 2020

 

 

Cash
Charges

 

 

Non-cash charges

 

 

Cash payments

 

 

Accrued as of
December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impairment and loss on disposal of machinery and equipment

 

$

-

 

 

$

-

 

 

$

269

 

 

$

-

 

 

$

-

 

Employee severance and retention

 

 

1,596

 

 

 

-

 

 

 

(80

)

 

 

(1,353

)

 

 

163

 

Other charges related to facility closure

 

 

251

 

 

 

6,437

 

 

 

(96

)

 

 

(6,688

)

 

 

-

 

Total restructuring and impairment costs

 

$

1,847

 

 

$

6,437

 

 

$

93

 

 

$

(8,041

)

 

$

163

 
v3.23.1
Property, Plant and Equipment
 12 Months Ended
Dec. 31, 2022
Property, Plant and Equipment [Abstract]  
Property, Plant and Equipment

Note 9 – Property, Plant and Equipment

 

Property, plant and equipment consists of the following:

 

 

 

 

 

December 31,

 

 

 

 

2022

 

 

 

2021

 

 

 

 

 

 

 

 

 

 

Buildings and improvements

 

 

$

162

 

 

 

$

162

 

Leasehold improvements

 

 

 

4,072

 

 

 

 

3,954

 

Machinery and equipment

 

 

 

37,468

 

 

 

 

33,808

 

Software

 

 

 

8,744

 

 

 

 

8,560

 

Construction in process

 

 

 

4,969

 

 

 

 

401

 

Total cost

 

 

 

55,415

 

 

 

 

46,885

 

Less: Accumulated depreciation and amortization

 

 

 

(32,167

)

 

 

 

(28,649

)

Total property, plant and equipment, net

 

 

$

23,248

 

 

 

$

18,236

 

 

Depreciation expense for the years ended December 31, 2022 and 2021 was $3,519 and $3,658, respectively.

v3.23.1
Product Warranties
 12 Months Ended
Dec. 31, 2022
Product Warranties Disclosures [Abstract]  
Product Warranties

Note 10 – Product Warranties

 

Warranty terms are based on the negotiated railcar sales contracts. The Company generally warrants that new railcars produced by it will be free from defects in material and workmanship under normal use and service identified for a period of up to five years from the time of sale. The changes in the warranty reserve for the years ended December 31, 2022 and 2021, are as follows:

 

 

 

 

December 31,

 

 

 

 

 

2022

 

 

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

Balance at the beginning of the year

 

 

$

2,533

 

 

 

$

5,216

 

 

Current year provision

 

 

 

3,462

 

 

 

 

200

 

 

Reductions for payments, costs of repairs and other

 

 

 

(3,365

)

 

 

 

(1,358

)

 

Adjustments to prior warranties

 

 

 

(690

)

 

 

 

(1,525

)

 

Balance at the end of the year

 

 

$

1,940

 

 

 

$

2,533

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjustments to prior warranties include changes in the warranty reserve for warranties issued in prior periods due to expiration of the warranty period, revised warranty cost estimates and other factors.
v3.23.1
State and Local Incentives
 12 Months Ended
Dec. 31, 2022
State and Local Incentives [Abstract]  
State and Local Incentives

Note 11 – State and Local Incentives

 

During the year ended December 31, 2015, the Company received cash payments of $15,733 for Alabama state and local incentives related to the Company’s capital investment and employment levels at the Shoals Facility. In December 2016, the Company also qualified for an additional $1,410 in incentives at the Shoals Facility. This amount was received in January 2017. Under the incentive

agreements, a certain portion of the incentives may be repayable by the Company if targeted levels of employment are not maintained for a period of six years from the date of the incentive. In the year ended December 31, 2022 employment levels dropped below the minimum targeted levels of employment. The incentives paid back did not exceed the deferred liability balance at December 31, 2021.

 

The changes in deferred income from these incentives for the years ended December 31, 2022 and 2021, are as follows:

 

 

 

December 31,

 

 

 

2022

 

 

2021

 

Balance at the beginning of the year

 

$

2,507

 

 

$

4,722

 

Recognition of state and local incentives as a reduction of cost of sales

 

 

(1,857

)

 

 

(2,215

)

State and local incentives paid during the year

 

 

(650

)

 

 

-

 

Balance at the end of the year, including current portion

 

$

—

 

 

$

2,507

 
v3.23.1
Debt Financing and Revolving Credit Facilities
 12 Months Ended
Dec. 31, 2022
Debt Disclosure [Abstract]  
Debt Financing and Revolving Credit Facilities

Note 12 – Debt Financing and Revolving Credit Facilities

 

Long-term debt consists of the following as of December 31, 2022 and 2021:

 

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

M&T Credit Agreement outstanding

 

$

6,917

 

 

$

7,917

 

Siena Loan Agreement outstanding

 

 

33,825

 

 

 

24,026

 

Credit Agreement outstanding

 

 

58,745

 

 

 

57,278

 

Total debt

 

 

99,487

 

 

 

89,221

 

Less Credit Agreement discount

 

 

(5,262

)

 

 

(7,077

)

Less Credit Agreement deferred financing costs

 

 

(1,989

)

 

 

(2,660

)

Total debt, net of discount and deferred financing costs

 

 

92,236

 

 

 

79,484

 

Less amounts due within one year

 

 

(40,742

)

 

 

-

 

Long-term debt, net of current portion

 

$

51,494

 

 

$

79,484

 

 

The fair value of long-term debt approximates its carrying value as of December 31, 2022 and 2021.

 

Credit Agreement

 

In October 2020, the Company entered into a $40,000 Credit Agreement (as amended from time to time, the “Credit Agreement”) by and among FCA, as guarantor, FreightCar North America, LLC (“Borrower” and together with FCA and certain other subsidiary guarantors, collectively, the “Loan Parties”), CO Finance LVS VI LLC, as lender (the “Lender”), and U.S. Bank National Association, as disbursing agent and collateral agent (“Agent”). The $40,000 term loan under the Credit Agreement closed and was funded on November 24, 2020.

 

The Company incurred $2,872 in deferred financing costs that are presented as a reduction of the long-term debt balance and amortized to interest expense over the term of the Credit Agreement.

 

The term loan outstanding under the Credit Agreement bears interest, at Borrower’s option and subject to the provisions of the Credit Agreement, at Base Rate (as defined in the Credit Agreement) or Eurodollar Rate (as defined in the Credit Agreement) plus the Applicable Margin (as defined in the Credit Agreement) for each such interest rate set forth in the Credit Agreement. As of December 31, 2022, the interest rate on the original advance under the Credit Agreement was 17.2%.

 

In May 2021, the Loan Parties entered into Amendment No. 2 to the Credit Agreement (the “Second Amendment”) with Lender and the Agent, pursuant to which the principal amount of the Credit Agreement was increased by $16,000 to a total of $56,000 (the “Additional Loan”). The Additional Loan closed and was funded on May 17, 2021. The Company incurred $480 in deferred financing costs related to the Second Amendment which are presented as a reduction of the long-term debt balance and amortized on a straight-line basis to interest expense over the term of the Second Amendment. As of December 31, 2022, the interest rate on the Second Amendment under the Credit Agreement was 17.2%. The Credit Agreement contains customary affirmative and negative covenants and events of default, and is secured by a pledge of all assets of the Loan Parties.

 

Pursuant to the Second Amendment, in the event that the Additional Loan was not repaid in full by March 31, 2022, the Company was to issue to the Lender and/or a Lender affiliate, a warrant (the “2022 Warrant”) to purchase a number of shares of Common Stock equal to 5% of the Company’s outstanding Common Stock on a fully-diluted basis at the time the 2022 Warrant is exercised. The Company believed it was probable that the 2022 Warrant would be issued and recorded an additional Warrant liability of $7,351 during the third quarter of 2021. The 2022 Warrant was issued on April 4, 2022 with an exercise price of $0.01 and a term of ten (10) years. As of December 31, 2022 and 2021, the 2022 Warrant was exercisable for an aggregate of 1,473,726 and zero (0) shares of Common Stock, respectively with a per share exercise price of $0.01.

 

Pursuant to the Second Amendment, the Company was required to, among other things, (i) obtain a term sheet for additional financing of no less than $15,000 by July 31, 2021 and (ii) file a registration statement on Form S-3 registering Company securities by no later than August 31, 2021. The Company has met each of the aforementioned obligations. The Form S-3 registering Company securities was filed with the Securities and Exchange Commission on August 27, 2021 and became effective on September 9, 2021.

 

In July 2021, the Loan Parties entered into Amendment No. 3 to Credit Agreement (the “Third Amendment”) with the Lender and the Agent, pursuant to which, among other things, Lender obtained a standby letter of credit (as may be amended from time to time, the “Third Amendment Letter of Credit”) from Wells Fargo Bank, N.A., in the principal amount of $25,000 for the account of the Company and for the benefit of the Revolving Loan Lender (as defined below).

 

In December 2021, the Loan Parties entered into Amendment No. 4 to Credit Agreement (the “Fourth Amendment”) with the Lender and the Agent, pursuant to which the principal amount of the term loan credit facility was increased by $15,000 to a total of $71,000, with such additional $15,000 (the “Delayed Draw Loan”) to be funded, at the Borrower’s option, upon the satisfaction of certain conditions precedent set forth in the Fourth Amendment. The Borrower had the option to draw on the Delayed Draw Loan through January 31, 2023. The Delayed Draw Loan, if funded, would bear the same interest rate as the original term loan.

 

In January 2023, the Loan Parties entered into Amendment No. 6 to Credit Agreement (the “Sixth Amendment”) to extend the date for the Company to draw on the delayed draw loan of $15,000 from January 31, 2023 to March 3, 2023. See Note 22 - Subsequent Events.

 

In February 2023, the Loan Parties entered into Amendment No. 7 to Credit Agreement (the “Seventh Amendment”) to extend the date for the Company to draw on the delayed draw loan of $15,000 from March 3, 2023 to April 3, 2023. See Note 22 - Subsequent Events.

 

Reimbursement Agreement

 

Pursuant to the Third Amendment, on July 30, 2021, the Company, the Lender, Alter Domus (US) LLC, as calculation agent, and the Agent entered into a reimbursement agreement (the “Reimbursement Agreement”), pursuant to which, among other things, the Company agreed to reimburse the Agent, for the account of the Lender, in the event of any drawings under the Third Amendment Letter of Credit by the Revolving Loan Lender.

 

The Company shall make certain other payments as set forth below, so long as the Third Amendment Letter of Credit remains outstanding:

 

Letter of Credit Fee

 

The Company shall pay to Agent, for the account of Lender, an annual fee of $500, which shall be due and payable quarterly beginning on August 2, 2021, and every three months thereafter.

 

Equity Fee

 

Every three months (the “Measurement Period”), commencing on August 6, 2021, the Company shall pay to the Lender or designee thereof a fee (the “Equity Fee”) payable in shares of Common Stock. The Equity Fee shall be calculated by dividing $1,000 by the volume weighted average price of the Common Stock on the Nasdaq Global Market for the ten (10) trading days ending on the last business day of the applicable Measurement Period. The Company may pay the Equity Fee in cash if certain conditions are met.

 

The Equity Fee shall no longer be paid once the Company has issued Equity Fees in an amount of Common Stock equal to 9.99% multiplied by the total number of shares of Common Stock outstanding as of July 30, 2021, rounded down to the nearest whole share of Common Stock, or 1,547,266 shares of Common Stock (the “Maximum Equity”). Through December 31, 2022, the Company has paid Equity Fees totaling 1,388,388 shares of Common Stock.

 

Cash Fee

 

The Company shall pay to the Agent, for the account of the Lender or a designee thereof a cash fee (the “Cash Fee”) which shall be due and payable in cash quarterly beginning on the date that the Maximum Equity has been issued and thereafter on the business day immediately succeeding the last business day of the applicable Measurement Period. The Cash Fee shall be equal to $1,000, provided that, in the quarter in which the Maximum Equity is issued, such fee shall be equitably reduced by the value of any Equity Fee issued by the Company that quarter.

 

Warrant

 

In connection with the Credit Agreement, the Company issued to an affiliate of the Lender (the “Warrantholder”) a warrant (the “2020 Warrant”), pursuant to that certain warrant acquisition agreement, dated as of October 13, 2020, by and between the Company and the Lender, to purchase a number of shares of Common Stock equal to 23% of the outstanding Common Stock on a fully-diluted basis at the time the 2020 Warrant is exercised (after giving effect to such issuance). The 2020 Warrant was issued on November 24, 2020 and is exercisable for a term of ten (10) years from the date of the issuance of the 2020 Warrant. As of December 31, 2022 and 2021, the 2020 Warrant was exercisable for an aggregate of 6,799,139 and 6,098,217 shares, respectively, of Common Stock with a per share exercise price of $0.01. The Company determined that the 2020 Warrant should be accounted for as a derivative instrument and classified as a liability on its Consolidated Balance Sheets primarily due to the instrument obligating the Company to settle the 2020 Warrant in a variable number of shares of Common Stock. The 2020 Warrant was recorded at fair value and is treated as a discount on the term loan. The discount on the associated debt is amortized over the life of the Credit Agreement and included in interest expense.

 

Pursuant to the Fourth Amendment and a warrant acquisition agreement, dated as of December 30, 2021, the Company issued to the Lender a warrant (the “2021 Warrant”) to purchase a number of shares of Common Stock equal to 5% of the outstanding Common Stock on a fully-diluted basis at the time the 2021 Warrant is exercised. The 2021 Warrant has an exercise price of $0.01 and a term of ten years. As of December 31, 2022 and 2021, the 2021 Warrant was exercisable for an aggregate of 1,473,726 and 1,325,699 shares of Common Stock, respectively with a per share exercise price of $0.01.

 

The 2020 Warrant, 2021 Warrant, and 2022 Warrant collectively are referred to herein as the “Warrant”. The following schedule shows the change in fair value of the Warrant as of December 31, 2022.

 

Warrant liability as of December 31, 2021

 

$

32,514

 

Change in fair value

 

 

(1,486

)

Warrant liability as of December 31, 2022

 

$

31,028

 

 

The change in fair value of the Warrant is reported on a separate line in the consolidated statements of operations. The Term Loan Credit Agreement is presented net of the unamortized discount and unamortized deferred financing costs.

 

To the extent the Delayed Draw Loan is funded, the Company has agreed to issue to the Lender a warrant (the “3% Additional Warrant”) to purchase up to a number of shares of Common Stock equal to 3% of the outstanding Common Stock on a fully-diluted basis at the time the 3% Additional Warrant is exercised (after giving effect to such issuance). The 3% Additional Warrant, if issued, will have an exercise price of $0.01 and a term of ten years.

 

Siena Loan and Security Agreement

 

In October 2020, the Company entered into a Loan and Security Agreement (the “Siena Loan Agreement”) by and among the Company, as guarantor, and certain of its subsidiaries, as borrowers (together with the Company, the “Revolving Loan Parties”), and Siena Lending Group LLC, as lender (“Revolving Loan Lender”). Pursuant to the Siena Loan Agreement, the Revolving Loan Lender provided an asset backed credit facility, in the maximum aggregate principal amount of up to $20,000, (the “Maximum Revolving Facility Amount”) consisting of revolving loans (the “Revolving Loans”).

 

The Siena Loan Agreement provided for a revolving credit facility with maximum availability of $20,000, subject to certain borrowing base requirements set forth in the Siena Loan Agreement.

 

In July 2021, the Revolving Loan Parties and the Revolving Loan Lender entered into an Amended and Restated Loan and Security Agreement (the “Amended and Restated Loan and Security Agreement”), which amended and restated the terms and conditions of the Siena Loan Agreement, including, among other things, an increase of $25,000 to the Maximum Revolving Facility Amount.

 

The Amended and Restated Loan and Security Agreement has a term ending on October 8, 2023. Revolving Loans outstanding under the Amended and Restated Loan and Security Agreement bear interest, subject to the provisions of the Amended and Restated Loan and Security Agreement, at an interest rate of 2% per annum in excess of the Base Rate (as defined in the Siena Loan Agreement). The Amended and Restated Loan and Security Agreement contains customary affirmative and negative covenants and events of default, and is secured by a pledge of all assets of the Revolving Loan Parties.

 

In February 2022, the Revolving Loan Parties and the Revolving Loan Lender entered into a First Amendment to Amended and Restated Loan and Security Agreement (the “First Amendment to Amended and Restated Loan and Security Agreement”), pursuant to which, among other things, the Maximum Revolving Facility Amount was increased to $35,000.

 

Revolving Loans outstanding under the First Amendment to Amended and Restated Loan and Security Agreement bear interest, subject to the provisions of the First Amendment to Amended and Restated Loan and Security Agreement, at a rate of 2% per annum in excess of the Base Rate (as defined in the Amended and Restated Loan and Security Agreement). Notwithstanding the foregoing, Revolving Loans made in respect of Excess Availability (as defined in the First Amendment to Amended and Restated Loan and Security Agreement) arising from clause (b) of the definition of “Borrowing Base” (as defined in the First Amendment to Amended and Restated Loan and Security Agreement) bear interest, subject to the provisions of the First Amendment to Amended and Restated Loan and Security Agreement, at a rate of 1.5% per annum in excess of the Base Rate (as defined in the Amended and Restated Loan and Security Agreement). As of December 31, 2022, the interest rate on outstanding debt under the Amended and Restated Loan and Security Agreement was 9.00% and under the First Amendment to Amended and Restated Loan and Security Agreement was 9.50%.

 

As of December 31, 2022, the Company had $33,825 in outstanding debt under the Siena Loan Agreement and remaining borrowing availability of zero. As of December 31, 2021, the Company had $24,026 in outstanding debt under the Siena Loan Agreement and remaining borrowing availability of $122. The Company incurred $1,101 in deferred financing costs related to the Siena Loan Agreement during the fourth quarter of 2020 and incurred $1,037 in additional deferred financing costs related to the Amended and Restated Loan and Security Agreement during the third quarter of 2021. The deferred financing costs are presented as an asset and amortized to interest expense on a straight-line basis over the term of the Siena Loan Agreement.

 

SBA Paycheck Protection Program Loan

 

In April 2020, the Company received a loan from BMO Harris Bank N.A. in the amount of $10.0 million pursuant to the Paycheck Protection Program (the “PPP Loan”) of the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). In July 2021, the Company received a notification from BMO Harris Bank N.A. that the Small Business Administration approved the Company’s PPP Loan forgiveness application for the entire $10.0 million balance, together with interest accrued thereon, of the PPP Loan and that the remaining balance of the PPP Loan was zero. The Company recognized a gain on extinguishment of debt of $10.1 million related to PPP Loan forgiveness during 2021.

 

M&T Credit Agreement

 

In April 2019, FreightCar America Leasing 1, LLC, an indirect wholly-owned subsidiary of the Company (“FreightCar Leasing Borrower”), entered into a Credit Agreement (the “M&T Credit Agreement”) with M & T Bank, N.A., as lender (“M&T”), with a term that ended on April 16, 2021 (the “Term End”). Pursuant to the M&T Credit Agreement, M&T extended a revolving credit facility to FreightCar Leasing Borrower in an aggregate amount of up to $40,000 for the purpose of financing railcars to be leased to third parties. In connection with the M&T Credit Agreement, (i) FreightCar Leasing LLC, a wholly owned subsidiary of the Company and parent of FreightCar Leasing Borrower (“FreightCar Leasing Guarantor”), entered into a Guaranty Agreement (the “M&T Guaranty Agreement”) and Pledge Agreement (the “M&T Pledge Agreement”) with M&T and (ii) FreightCar Leasing Borrower entered into a Security Agreement with M&T (the “M&T Security Agreement”) pursuant to which it granted a security interest in all of its assets to M&T to secure its obligations under the M&T Credit Agreement.

 

The Loans outstanding under the M&T Credit Agreement are non-recourse to the assets of the Company or its subsidiaries (other than the assets of FreightCar Leasing Borrower and FreightCar Leasing Guarantor), and bear interest, accrued daily, at the Adjusted LIBOR Rate (as defined in the M&T Credit Agreement) or the Adjusted Base Rate (as defined in the M&T Credit Agreement).

 

Between August 2020 and April 2021, FreightCar Leasing Borrower received notices from M&T that various Events of Default (as defined in the M&T Credit Agreement) had occurred, including a notice in April 2021 that an Event of Default had occurred due to all amounts outstanding under the M&T Credit Agreement having not been paid by the Term End.

 

In December 2021 (the “Execution Date”), FreightCar Leasing Borrower, FreightCar Leasing Guarantor (together with FreightCar Leasing Borrower, the “Obligors”), the Company, FreightCar America Railcar Management, LLC (“FCA Management”), and M&T, entered into a Forbearance and Settlement Agreement (the “Forbearance Agreement”) with respect to the M&T Credit Agreement and its related Credit Documents (as defined in the M&T Credit Agreement), as well as certain intercompany services agreements related thereto.

 

Pursuant to the Forbearance Agreement, the Obligors will continue to perform and comply with all of their performance obligations (as opposed to payment obligations) under certain provisions of the M&T Credit Agreement (primarily related to information obligations and the preservation of the collateral pledged by FreightCar Leasing Borrower to M&T pursuant to the M&T Security Agreement (the “Collateral”)) and all the provisions of the M&T Security Agreement.

 

On December 1, 2023, or sooner if requested by the Lender (the “Turnover Date”), FreightCar Leasing Borrower shall execute and deliver to M&T documents required to deliver and assign to M&T all the leased railcars and related leases serving as Collateral for the M&T Credit Agreement, and the Company shall turn over to M&T certain rents in the amount of $715 that it had previously collected as servicing agent for FreightCar Leasing Borrower.

 

Upon the Turnover Date and the Obligors’ performance of their respective obligations under the Forbearance Agreement, including the delivery of certain Collateral to M&T upon the Turnover Date, all Obligations (as defined in the M&T Credit Agreement) shall be deemed satisfied in full, M&T shall no longer have any further claims against the Obligors under the Credit Documents and the Credit Documents shall automatically terminate and be of no further force or effect except for the provisions thereof that expressly survive termination.

 

As of December 31, 2022 and December 31, 2021, FreightCar Leasing Borrower had $6,917 and $7,917, respectively, in outstanding debt under the M&T Credit Agreement, which was collateralized by leased railcars with a carrying value of $4,116 and $6,638, respectively. As of December 31, 2022, the interest rate on outstanding debt under the M&T Credit Agreement was 8.50%.

 

Estimated annual maturities of long-term debt, including the current portion at December 31, 2022 are as follows based on the most recent debt agreements.

 

2023

 

$

40,742

 

2024

 

 

-

 

2025

 

 

58,745

 

2026

 

 

-

 

2027

 

 

-

 

Thereafter

 

 

-

 

 

 

$

99,487

 

 

 
v3.23.1
Accumulated Other Comprehensive Loss
 12 Months Ended
Dec. 31, 2022
Other Comprehensive Income (Loss), Net of Tax [Abstract]  
Accumulated Other Comprehensive Loss

Note 13 – Accumulated Other Comprehensive Income (Loss)

 

The changes in accumulated other comprehensive income (loss) consist of the following:

 

 

 

Pre-Tax

 

 

Tax

 

 

After-Tax

 

Year ended December 31, 2022

 

 

 

 

 

 

 

 

 

Pension liability activity:

 

 

 

 

 

 

 

 

 

Loss on pension settlement

 

$

8,105

 

 

$

-

 

 

$

8,105

 

Reclassification adjustment for amortization of net loss (pre-tax other income)

 

 

(1,561

)

 

 

-

 

 

 

(1,561

)

 

 

$

6,544

 

 

$

-

 

 

$

6,544

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pre-Tax

 

 

Tax

 

 

After-Tax

 

Year ended December 31, 2021

 

 

 

 

 

 

 

 

 

Pension liability activity:

 

 

 

 

 

 

 

 

 

Actuarial gain

 

 

5,620

 

 

 

-

 

 

$

5,620

 

Reclassification adjustment for amortization of net loss (pre-tax other income)

 

 

621

 

 

 

-

 

 

$

621

 

 

 

$

6,241

 

 

$

-

 

 

$

6,241

 

 

 

 

 

 

 

 

 

 

 

 

 

The components of accumulated other comprehensive loss consist of the following:

 

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Unrecognized pension income (cost), net of tax of $6,282 and $6,282, respectively

 

$

1,022

 

 

$

(5,522

)
v3.23.1
Employee Benefit Plans
 12 Months Ended
Dec. 31, 2022
Retirement Benefits [Abstract]  
Employee Benefit Plans

Note 14 – Employee Benefit Plans

 

The Company has a qualified, defined benefit pension plan (the “Plan”) that was established to provide benefits to certain employees. The Plan is frozen and participants are no longer accruing benefits. Generally, contributions to the Plan are not less than the minimum amounts required under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), and not more than the maximum amount that can be deducted for federal income tax purposes. The Plan assets are held by an independent trustee and consist primarily of equity and fixed income securities.

 

The Company has elected to utilize a full yield curve approach in estimating the interest component for pension benefits by applying the specific spot rates along the yield curve used in determining the benefit obligation to the relevant projected cash flows.

 

The changes in benefit obligation, change in plan assets and funded status as of December 31, 2022 and 2021, are as follows:

 

 

 

 

Pension Benefits

 

 

 

 

2022

 

 

 

2021

 

Change in benefit obligation

 

 

 

 

 

 

 

 

Benefit obligation – Beginning of year

 

 

$

50,938

 

 

 

$

55,359

 

Interest cost

 

 

 

867

 

 

 

 

944

 

Actuarial (gain) loss

 

 

 

(8,985

)

 

 

 

(2,098

)

Benefits paid

 

 

 

(2,730

)

 

 

 

(3,267

)

Annuity purchase

 

 

 

(27,647

)

 

 

 

-

 

Benefit obligation – End of year

 

 

 

12,443

 

 

 

 

50,938

 

Change in plan assets

 

 

 

 

 

 

 

 

Plan assets – Beginning of year

 

 

 

50,903

 

 

 

 

48,314

 

Return on plan assets

 

 

 

(9,123

)

 

 

 

5,856

 

Annuity purchase

 

 

 

(27,647

)

 

 

 

-

 

Benefits paid

 

 

 

(2,730

)

 

 

 

(3,267

)

Plan assets at fair value – End of year

 

 

 

11,403

 

 

 

 

50,903

 

Funded status of plans – End of year

 

 

$

(1,040

)

 

 

$

(35

)

 

 

 

 

 

Pension Benefits

 

 

 

 

2022

 

 

 

2021

 

Amounts recognized in the Consolidated Balance Sheets

 

 

 

 

 

 

 

 

Current liabilities

 

 

$

-

 

 

 

$

-

 

Noncurrent liabilities

 

 

 

(1,040

)

 

 

 

(35

)

Net amount recognized at December 31

 

 

$

(1,040

)

 

 

$

(35

)

 

Amounts recognized in accumulated other comprehensive income (loss) but not yet recognized in earnings at December 31, 2022 and 2021, are as follows:

 

 

 

 

Pension Benefits

 

 

 

 

2022

 

 

 

2021

 

 

 

 

 

 

 

 

 

 

Net actuarial loss

 

 

$

5,260

 

 

 

$

11,803

 

 

 

 

$

5,260

 

 

 

$

11,803

 

 

Components of net periodic benefit cost (income) for the years ended December 31, 2022 and 2021, are as follows:

 

 

 

 

Pension Benefits

 

 

 

 

2022

 

 

 

2021

 

Components of net periodic benefit cost

 

 

 

 

 

 

 

 

Interest cost

 

$

 

867

 

 

$

 

944

 

Expected return on plan assets

 

 

 

(1,650

)

 

 

 

(2,335

)

Amortization of unrecognized net loss (gain)

 

 

 

228

 

 

 

 

621

 

Total net periodic (income) benefit cost

 

$

 

(555

)

 

$

 

(770

)

 

 

 

The increase (decrease) in accumulated other comprehensive income (loss) (pre-tax) for the years ended December 31, 2022 and 2021, are as follows:

 

 

 

 

Pension Benefits

 

 

 

 

2022

 

 

 

2021

 

Net actuarial (gain) loss

 

 

$

1,789

 

 

 

$

(5,620

)

Amortization of:

 

 

 

 

 

 

 

 

Actuarial loss from settlement

 

 

 

(8,105

)

 

 

 

-

 

Net actuarial loss

 

 

 

(228

)

 

 

 

(621

)

Total recognized in accumulated other comprehensive loss

 

 

$

(6,544

)

 

 

$

(6,241

)

 

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid as of December 31, 2022:

 

 

 

 

Pension Benefits

 

 

 

 

 

 

2023

 

 

$

760

 

2024

 

 

 

765

 

2025

 

 

 

789

 

2026

 

 

 

804

 

2027

 

 

 

796

 

2028 through 2032

 

 

 

4,196

 

 

The Company is not required to make any contributions to its pension plan in 2023 to meet its minimum funding requirements.

 

The assumptions used to determine end of year benefit obligations are shown in the following table:

 

 

 

 

Pension Benefits

 

 

 

2022

 

 

2021

Discount rates

 

 

5.22%

 

 

2.84%

 

 

The discount rate is determined using a yield curve model that uses yields on high quality corporate bonds (AA rated or better) to produce a single equivalent rate. The yield curve model excludes callable bonds except those with make-whole provisions, private placements and bonds with variable rates.

 

In October 2021, the Society of Actuaries issued base mortality table Pri-2012 which is split by retiree and contingent survivor tables and includes mortality improvement assumptions for U.S. plans, scale (MP-2021 with COVID adjustment), which reflects additional data that the Social Security Administration has released since prior assumptions (MP-2020) were developed. The Company used the base mortality table Pri-2012 projected generationally using a modified MP-2021 with Endemic COVID adjustment for purposes of measuring its pension obligations at December 31, 2022.

 

The 2022 actuarial gain of $8,985 was largely the result of the change in mortality improvement scale MP-2021 with Endemic COVID adjustment to reflect anticipated slow recovery from COVID. The 2021 actuarial gain of $2,098 was largely the result of the change in the yield curve to Pri-2012 with MP-2021. The impact of the mortality improvement scale MP-2021 also created a slight actuarial gain for 2021.

 

The assumptions used in the measurement of net periodic cost are shown in the following table:

 

 

 

 

Pension Benefits

 

 

 

2022

 

 

2021

Discount rate for benefit obligations

 

 

5.22%

 

 

2.48%

 

Expected return on plan assets

 

 

3.00%

 

 

5.00%

 

Rate for interest on benefit obligations

 

 

5.10%

 

 

1.77%

 

Discount rate for service cost

 

 

N/A

 

 

N/A

 

 

The Company’s pension plan’s weighted average asset allocations at December 31, 2022 and 2021, and target allocations for 2023, by asset category, are as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Plan Assets at December 31,

 

 

Target Allocation

 

 

 

 

2022

 

 

2021

 

 

2023

 

Asset Category

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

1

%

 

 

2

%

 

0% - 5%

 

Equity securities

 

 

 

0

%

 

 

54

%

 

0%

 

Fixed income securities

 

 

 

99

%

 

 

33

%

 

95%-100%

 

Real estate

 

 

 

0

%

 

 

11

%

 

0%

 

 

 

 

 

100

%

 

 

100

%

 

100%

 

 

 

The basic goal underlying the pension plan investment policy is to ensure that the assets of the plans, along with expected plan sponsor contributions, will be invested in a prudent manner to meet the obligations of the plans as those obligations come due under a broad range of potential economic and financial scenarios, maximize the long-term investment return with an acceptable level of risk based on such obligations, and broadly diversify investments across and within the capital markets to protect asset values against adverse movements in any one market. The Company’s investment strategy balances the requirement to maximize returns using potentially higher return generating assets, such as equity securities, with the need to manage the risk of such investments with less volatile assets, such as fixed-income securities. Investment practices must comply with the requirements of ERISA and any other applicable laws and regulations. The Company, in consultation with its investment advisors, has determined a targeted allocation of invested assets by category and it works with its advisors to reasonably maintain the actual allocation of assets near the target. The long term return on assets was estimated based upon historical market performance, expectations of future market performance for debt and equity securities and the related risks of various allocations between debt and equity securities. Numerous asset classes with differing expected rates of return, return volatility and correlations are utilized to reduce risk through diversification.

 

The Company’s pension plan assets are invested in one mutual fund for each fund classification. The following table presents the fair value of pension plan assets classified under the appropriate level of the ASC 820 fair value hierarchy (see Note 2, Summary of Significant Accounting Policies for a description of the fair value hierarchy) as of December 31, 2022 and 2021:

 

   Pension Plan Assets

 

 

As of December 31, 2022

 

 

 

 

Level 1

 

 

 

Level 2

 

 

 

Level 3

 

 

 

Total

 

Mutual funds:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed income funds

 

 

$

11,268

 

 

 

$

-

 

 

 

$

-

 

 

 

$

11,268

 

Large cap funds

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

Small cap funds

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

International funds

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

Real estate funds

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

Cash and equivalents

 

 

 

135

 

 

 

 

-

 

 

 

 

-

 

 

 

 

135

 

Total

 

 

$

11,403

 

 

 

$

-

 

 

 

$

-

 

 

 

$

11,403

 

 

 

 Pension Plan Assets

 

 

As of December 31, 2021

 

 

 

 

Level 1

 

 

 

Level 2

 

 

 

Level 3

 

 

 

Total

 

Mutual funds:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed income funds

 

 

$

16,645

 

 

 

$

-

 

 

 

$

-

 

 

 

$

16,645

 

Large cap funds

 

 

 

16,238

 

 

 

 

-

 

 

 

 

-

 

 

 

 

16,238

 

Small cap funds

 

 

 

4,877

 

 

 

 

-

 

 

 

 

-

 

 

 

 

4,877

 

International funds

 

 

 

6,607

 

 

 

 

-

 

 

 

 

-

 

 

 

 

6,607

 

Real estate funds

 

 

 

5,529

 

 

 

 

-

 

 

 

 

-

 

 

 

 

5,529

 

Cash and equivalents

 

 

 

1,007

 

 

 

 

-

 

 

 

 

-

 

 

 

 

1,007

 

Total

 

 

$

50,903

 

 

 

$

-

 

 

 

$

-

 

 

 

$

50,903

 

 

The Company entered into a commitment agreement (the “OneAmerica Agreement”) with OneAmerica Financial Partners, Inc. (“OneAmerica”) during the year ended December 31, 2022. Under the OneAmerica Agreement, the Company purchased a non-participating group annuity contract (the “Annuity Contract”) from OneAmerica and transferred to OneAmerica about 67.7% of its future benefit obligations under the Plan. Upon payment of the premium to OneAmerica and the closing of the OneAmerica Agreement, the applicable pension benefit obligations were irrevocably transferred from the Plan to OneAmerica. By transferring the future benefit obligations and annuity administration to OneAmerica, the Company reduced its gross Plan liabilities by $27.6 million during the year ended December 31, 2022. The purchase of the Annuity Contract was funded by the assets of the Plan. As a result of the OneAmerica Agreement, the Company recognized a non-cash pre-tax pension settlement loss of $8.1 million during the year ended December 31, 2022.

 

The Company also maintains qualified defined contribution plans, which provide benefits to their employees based on employee contributions and employee earnings, with discretionary contributions allowed. Expenses related to these plans were $289 for the year ended December 31, 2022.

v3.23.1
Income Taxes
 12 Months Ended
Dec. 31, 2022
Income Tax Disclosure [Abstract]  
Income Taxes

Note 15 - Income Taxes

 

The provision (benefit) for income taxes for the periods indicated includes current and deferred components as follows:

 

 

 

 

Year Ended December 31

 

 

 

 

2022

 

 

 

2021

 

Current Tax Expense/(Benefit)

 

 

 

 

 

 

 

 

Federal

 

$

 

-

 

 

$

 

(10

)

Foreign

 

 

 

2,285

 

 

 

 

1,533

 

State

 

 

 

40

 

 

 

 

26

 

 

 

 

 

2,325

 

 

 

 

1,549

 

Deferred Tax Expense/(Benefit)

 

 

 

 

 

 

 

 

Federal

 

 

 

1

 

 

 

 

-

 

Foreign

 

 

 

(14

)

 

 

 

(136

)

 

 

 

 

(13

)

 

 

 

(136

)

Total

 

$

 

2,312

 

 

$

 

1,413

 

 

 

The (provision) benefit for income taxes for the periods indicated differs from the amounts computed by applying the federal statutory rate as follows:

 

 

 

 

 

 

 

Year Ended December 31

 

 

 

 

 

 

2022

 

 

2021

 

 

Statutory U.S. federal income tax rate

 

 

21.0

 

%

 

 

 

21.0

 

%

State income taxes, net of federal tax benefit

 

 

0.4

 

%

 

 

 

0.7

 

%

Valuation allowance

 

 

(5.8

)

%

 

 

 

(20.4

)

%

Provision to return

 

 

(0.2

)

%

 

 

 

0.0

 

%

Foreign rate differential

 

 

(1.5

)

%

 

 

 

(1.0

)

%

Foreign tax adjustments

 

 

(1.1

)

%

 

 

 

0.0

 

%

Deferred tax adjustments

 

 

(17.9

)

%

 

 

 

0.4

 

%

Nondeductible expenses and other

 

 

(1.2

)

%

 

 

 

(4.2

)

%

Effective income tax rate

 

 

(6.3

)

%

 

 

 

(3.5

)

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred income taxes result from temporary differences in the financial and tax basis of assets and liabilities.

 

Components of deferred tax assets (liabilities) consisted of the following:

 

 

 

December 31, 2022

 

 

December 31, 2021

 

Description

Assets

 

 

Liabilities

 

 

Assets

 

 

Liabilities

 

Accrued post-retirement and pension benefits

 

$

360

 

 

$

-

 

 

$

149

 

 

$

-

 

Intangible assets

 

 

-

 

 

 

(26

)

 

 

-

 

 

 

(22

)

Accrued expenses

 

 

2,326

 

 

 

-

 

 

 

1,367

 

 

 

-

 

Accrued warranty costs

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Prepaid expenses

 

 

-

 

 

 

(1,155

)

 

 

-

 

 

 

-

 

Deferred state and local incentive revenue

 

 

-

 

 

 

-

 

 

 

537

 

 

 

-

 

Accrued severance

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Inventory valuation

 

 

1,219

 

 

 

-

 

 

 

496

 

 

 

-

 

Property, plant and equipment and railcars on operating leases

 

 

-

 

 

 

(1,166

)

 

 

103

 

 

 

-

 

Net operating loss, tax credit, and interest carryforwards

 

 

65,218

 

 

 

-

 

 

 

62,536

 

 

 

-

 

Stock-based compensation expense

 

 

1,715

 

 

 

-

 

 

 

1,539

 

 

 

-

 

Other

 

 

371

 

 

 

(1,448

)

 

 

99

 

 

 

-

 

Right of use asset

 

 

-

 

 

 

(10,902

)

 

 

-

 

 

 

(4,780

)

Lease liability

 

 

11,376

 

 

 

-

 

 

 

5,175

 

 

 

-

 

 

 

 

82,585

 

 

 

(14,697

)

 

 

72,001

 

 

 

(4,802

)

Valuation Allowance

 

 

(67,881

)

 

 

-

 

 

 

(67,204

)

 

 

-

 

Deferred tax assets (liabilities)

 

$

14,704

 

 

$

(14,697

)

 

$

4,797

 

 

$

(4,802

)

Increase (decrease) in valuation allowance

 

$

677

 

 

 

 

 

$

7,591

 

 

 

 

 

 

A valuation allowance is provided when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Management has concluded that, based on evaluation of the positive and negative evidence, primarily the history of US and China operating losses, we will not more likely than not realize the benefit of the US and China deferred tax assets. The Company has certain pretax state net operating loss carryforwards of $220,406 which will expire between 2023 and 2042, for which a full valuation allowance has been recorded. The Company also has federal net operating loss carryforwards, tax credits, and interest carryforwards of $210,223, $2,016, and $33,392, respectively, which will begin to expire in 2032, for which a full valuation allowance also has been recorded. The Company has Chinese net operating loss carryforwards of $356 which will expire between 2023 and 2027 for which a full valuation allowance also has been recorded.

 

As of December 31, 2022, the Company has released a valuation allowance in Mexico to realize its deferred tax assets of $0.1 as a result of significant positive evidence, most notably three years of cumulative income in Mexico and management expectations of continued profitability.

 

The Company does not have any unrecognized tax benefit that, if recognized, would affect the Company's effective tax rate as of December 31, 2022 and 2021. The Company's income tax provision included $0 of expenses related to interest and penalties for the years ended December 31, 2022 and 2021. The Company records interest and penalties as a component of income tax expense. However, as there are no unrecognized tax benefits for the year ended 2022 and 2021, the Company has zero penalties or interest accrued at December 31, 2022 and 2021, respectively.

 

The Company and/or its subsidiaries file income tax returns with the U.S. federal government and in various state and foreign jurisdictions. A summary of tax years that remain subject to examination is as follows:

 

Jurisdiction

 

 

 

 

 

Earliest Year

U.S. Federal

 

 

 

 

 

2019

States:

 

 

 

 

 

 

Pennsylvania

 

 

 

 

 

2001

Texas

 

 

 

 

 

2019

Illinois

 

 

 

 

 

2010

Virginia

 

 

 

 

 

2019

Colorado

 

 

 

 

 

2010

Indiana

 

 

 

 

 

2019

Nebraska

 

 

 

 

 

2016

Alabama

 

 

 

 

 

2016

Foreign:

 

 

 

 

 

 

   China

 

 

 

 

 

2019

   Mexico

 

 

 

 

 

2020
v3.23.1
Stock-Based Compensation
 12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
Stock-Based Compensation

Note 16 - Stock-Based Compensation

 

The Company’s incentive compensation plans, titled “The 2005 Long Term Incentive Plan” (as restated to incorporate all amendments, the “2005 Plan”) and “The FreightCar America, Inc. 2018 Long Term Incentive Plan (the “2018 Plan” and, collectively, the “Prior LTIPs”), were terminated and replaced by the Company's new incentive compensation plan, titled “The FreightCar America, Inc. 2022 Long Term Incentive Plan” (the “2022 Plan” or “Incentive Plan”). The 2022 Plan was approved by the Company’s Board of Directors and ratified by the stockholders on May 12, 2022. Awards previously granted under the Prior LTIPs were unaffected by the adoption of the 2022 Plan, and they remain outstanding under the terms pursuant to which they were previously granted. The Incentive Plan provides for the grant to eligible persons of stock options, share appreciation rights (“SAR”), restricted shares, restricted share units (“RSU”), performance shares, performance units, dividend equivalents and other share-based awards, referred to collectively as the awards. Time-vested stock option awards generally vest based on one to three years of service and have 10‑year contractual terms. Share awards generally vest over one to three years. Certain option and share awards provide for accelerated vesting if there is a change in control (as defined in the Incentive Plans). The Company accounts for forfeitures of stock‑based awards as incurred. The 2022 Plan will terminate as to future awards on May 12, 2032. Upon approval of the 2022 Plan, 880,000 shares of common stock were registered and made available for issuance, together with 494,977 shares of common stock that were available under the Prior LTIPs on May 12, 2022. Under the 2022 Plan, 1,374,977 shares of common stock have been reserved for issuance (from either authorized but unissued shares or treasury shares), of which 1,285,806 were available for issuance at December 31, 2022.

 

Stock Options

 

The Company recognizes stock-based compensation expense for time-vested stock option awards based on the fair value of the award on the grant date using the Black-Scholes option valuation model. Expected life in years for time-vested stock option awards was determined using the simplified method. The Company believes that it is appropriate to use the simplified method in determining the expected life for time-vested stock options because the Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term for time-vested stock options. Expected volatility was based on the historical volatility of the Company’s stock. The risk-free interest rate was based on the U.S. Treasury bond rate for the expected life

of the option. The expected dividend yield was based on the latest annualized dividend rate and the current market price of the underlying common stock on the date of the grant. The Company recognizes stock-based compensation for restricted stock awards over the vesting period based on the fair market value of the stock on the date of the award, calculated as the average of the high and low trading prices for the Company’s common stock on the award date.

 

Grant date fair values of time-vested stock option awards were estimated using the Black-Scholes option valuation model with the following assumptions:

 

 

 

 

 

 

 

 

 

 

Expected

 

Risk Free

 

Grant Date

 

 

 

 

 

 

 

Expected

 

Dividend

 

Interest

 

Fair Value

 

Grant Year

 

Grant Date

 

Expected Life

 

Volatility

 

Yield

 

Rate

 

Per Award

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2022

 

1/17/2022

 

6 years

 

74.32%

 

0.00%

 

1.60%

 

$

2.63

 

2022

 

2/4/2022

 

6 years

 

74.27%

 

0.00%

 

1.81%

 

$

2.30

 

2022

 

3/21/2022

 

6 years

 

74.45%

 

0.00%

 

2.33%

 

$

2.90

 

2022

 

4/19/2022

 

6 years

 

75.31%

 

0.00%

 

2.91%

 

$

3.87

 

2022

 

7/11/2022

 

6 years

 

77.95%

 

0.00%

 

3.04%

 

$

2.41

 

2022

 

7/18/2022

 

6 years

 

77.92%

 

0.00%

 

3.04%

 

$

2.51

 

2022

 

8/29/2022

 

6 years

 

78.17%

 

0.00%

 

3.24%

 

$

3.10

 

2022

 

9/6/2022

 

6 years

 

78.19%

 

0.00%

 

3.41%

 

$

2.81

 

2022

 

12/1/2022

 

6 years

 

78.20%

 

0.00%

 

3.65%

 

$

2.60

 

 

A summary of the Company’s time-vested stock options activity and related information at December 31, 2022 and 2021, and changes during the years then ended, is presented below:

 

 

 

 

 

 

December 31,

 

 

 

 

 

 

2022

 

 

2021

 

 

 

 

 

 

Weighted-

 

 

 

 

 

Weighted-

 

 

 

 

 

 

Average

 

 

 

 

 

Average

 

 

 

 

 

 

Exercise

 

 

 

 

 

Exercise

 

 

 

Options

 

 

Price

 

 

Options

 

 

Price

 

 

 

Outstanding

 

 

(per share)

 

 

Outstanding

 

 

(per share)

 

Outstanding at the beginning of the year

 

 

733,967

 

 

$

5.66

 

 

 

211,361

 

 

$

11.68

 

Granted

 

 

513,518

 

 

 

3.95

 

 

 

608,485

 

 

 

4.04

 

Exercised

 

 

(102,850

)

 

 

3.98

 

 

 

-

 

 

 

-

 

Forfeited or expired

 

 

(255,821

)

 

 

4.76

 

 

 

(85,879

)

 

 

9.02

 

Outstanding at the end of the year

 

 

888,814

 

 

$

5.12

 

 

 

733,967

 

 

$

5.66

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercisable at the end of the year

 

 

227,056

 

 

$

8.39

 

 

 

111,516

 

 

$

13.86

 

 

A summary of the Company’s time vested stock options outstanding as of December 31, 2022 is presented below:

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

 

 

 

 

Average

 

 

Weighted-

 

 

 

 

 

 

 

 

 

Remaining

 

 

Average

 

 

 

 

 

 

 

 

 

Contractual

 

 

Exercise

 

 

Aggregate

 

 

 

Options

 

 

Term

 

 

Price

 

 

Intrinsic

 

 

 

Outstanding

 

 

(in years)

 

 

(per share)

 

 

Value

 

Options outstanding

 

 

888,814

 

 

 

8.3

 

 

$

5.12

 

 

$

-

 

Vested or expected to vest

 

 

888,814

 

 

 

8.3

 

 

$

5.12

 

 

$

-

 

Options exercisable

 

 

227,056

 

 

 

6.5

 

 

$

8.39

 

 

$

-

 

 

The Company issued 5,292 shares of common stock as a result of cashless exercise of 102,850 time-vested stock options during the year ended December 31, 2022. There were no time-vested stock options exercised during 2021. As of December 31, 2022, there was

$1,178 of total unrecognized compensation expense related to time-vested stock options, which will be recognized over the average remaining requisite service period of 23 months.

 

Stock Appreciation Rights

 

2020 Grants of Stock Appreciation Rights

 

During 2020, the Company granted 1,164,464 cash settled stock appreciation rights to certain employees. Each stock appreciation right represents the right to receive a payment measured by the increase in the fair market value of one share of the Company’s stock from the date of grant of the stock appreciation right to the date of exercise of the stock appreciation right. The cash settled stock appreciation rights vest ratably over three years and have a contractual life of 10 years. Cash settled stock appreciation rights are classified as liabilities. The Company measures the fair value of unvested cash settled stock appreciation rights using the Black-Scholes option valuation model and remeasures the fair value of the award each reporting period until the award is vested. Once vested the Company immediately recognizes compensation cost for any changes in fair value of cash settled stock appreciation rights until settlement. Fair value of vested cash settled stock appreciation rights represents the fair market value of one share of the Company’s stock on the measurement date less the exercise price per share. Compensation cost for cash settled stock appreciation rights is trued up each reporting period for changes in fair value pro-rated for the portion of the requisite service period rendered.

 

2021 Grants of Stock Appreciation Rights

 

During 2021, the Company granted 1,735,500 cash settled stock appreciation rights to certain employees. Each of the 2021 cash settled stock appreciation rights allows the holder to receive, upon exercise, and subject to the vesting restrictions, a distribution in cash equal to the excess of the fair market value of a share of the Company’s stock on the date of exercise over the exercise price. The 2021 cash settled stock appreciation rights vest ratably over three years and have a contractual life of 10 years. Vesting of the 2021 cash settled stock appreciation rights is contingent upon the achievement of a thirty-day trailing average fair market value of a share of the Company’s common stock of 133.3% ($3.17) or more of the exercise price per share ($2.38). When vesting of an award of stock-based compensation is dependent upon the attainment of a target stock price, the award is considered to be subject to a market condition.

 

The 2021 cash settled stock appreciation rights are classified as liabilities. Because vesting of the 2021 cash settled stock appreciation rights included a market condition, the grant date fair market value of the 2021 cash settled stock appreciation rights of $1.74 was calculated using a Monte Carlo simulation model. During 2021, the market condition for the 2021 cash settled stock appreciation rights was met. Thereafter the Company measures the fair value of the 2021 cash settled stock appreciation rights using the Black-Scholes option valuation model and remeasures the fair value of the award each reporting period until the award is vested. Once vested, the Company immediately recognizes compensation cost for any changes in fair value of the 2021 cash settled stock appreciation rights until settlement. Fair value of vested 2021 cash settled stock appreciation rights represents the fair market value of one share of the Company’s stock on the measurement date less the exercise price per share. Compensation cost for the 2021 cash settled stock appreciation rights is trued up each reporting period for changes in fair value pro-rated for the portion of the requisite service period rendered.

 

The estimated fair value of the cash settled stock appreciation rights as of December 31, 2022 was $3,021. Stock-based compensation for cash settled stock appreciation rights was $632 and $2,145 for the year ended December 31, 2022 and 2021, respectively.

 

The fair value of cash settled stock appreciation rights as of December 31, 2022 was estimated using the Black-Scholes option valuation model with the following assumptions:

 

 

 

 

 

 

 

 

 

Expected

 

Risk Free

 

 

 

 

 

 

 

 

 

Expected

 

Dividend

 

Interest

 

Fair Value

 

Grant Year

 

Grant Date

 

Expected Life

 

Volatility

 

Yield

 

Rate

 

Per Award

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

1/24/2020

 

3.6 years

 

94.35%

 

0.00%

 

4.19%

 

$

2.44

 

2020

 

9/14/2020

 

4.2 years

 

89.86%

 

0.00%

 

4.10%

 

$

2.38

 

2020

 

11/30/2020

 

4.4 years

 

87.88%

 

0.00%

 

4.07%

 

$

2.28

 

2021

 

1/5/2021

 

4.3 years

 

89.36%

 

0.00%

 

4.09%

 

$

2.31

 

 

A summary of the Company’s cash settled stock appreciation rights activity and related information at December 31, 2022 and 2021 and changes during the year is presented below:

 

 

 

 

 

 

December 31,

 

 

 

 

 

 

2022

 

 

2021

 

 

 

 

 

 

Weighted-

 

 

 

 

 

Weighted-

 

 

 

 

 

 

Average

 

 

 

 

 

Average

 

 

 

 

 

 

Exercise

 

 

 

 

 

Exercise

 

 

 

SARS

 

 

Price

 

 

SARS

 

 

Price

 

 

 

Outstanding

 

 

(per share)

 

 

Outstanding

 

 

(per share)

 

Outstanding at the beginning of the year

 

 

2,163,339

 

 

$

2.20

 

 

 

853,967

 

 

$

1.69

 

Granted

 

 

-

 

 

 

-

 

 

 

1,735,500

 

 

 

2.38

 

Exercised

 

 

(11,592

)

 

 

2.16

 

 

 

(42,652

)

 

 

1.64

 

Forfeited or expired

 

 

(19,634

)

 

 

2.31

 

 

 

(383,476

)

 

 

1.92

 

Outstanding at the end of the year

 

 

2,132,113

 

 

$

2.20

 

 

 

2,163,339

 

 

$

2.20

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercisable at the end of the year

 

 

909,313

 

 

$

2.10

 

 

 

192,387

 

 

$

1.71

 

 

A summary of the Company’s cash settled stock appreciation rights outstanding as of December 31, 2022 is presented below:

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

 

 

 

 

Average

 

 

Weighted-

 

 

 

 

 

 

 

 

 

Remaining

 

 

Average

 

 

 

 

 

 

 

 

 

Contractual

 

 

Exercise

 

 

Aggregate

 

 

 

SARS

 

 

Term

 

 

Price

 

 

Intrinsic

 

 

 

Outstanding

 

 

(in years)

 

 

(per share)

 

 

Value

 

SARS outstanding

 

 

2,132,113

 

 

 

7.8

 

 

$

2.20

 

 

$

2,124,866

 

Vested or expected to vest

 

 

2,132,113

 

 

 

7.8

 

 

$

2.20

 

 

$

2,124,866

 

SARS exercisable

 

 

909,313

 

 

 

7.7

 

 

$

2.10

 

 

$

997,916

 

 

Restricted Shares

 

A summary of the Company’s nonvested restricted shares as of December 31, 2022 and 2021, and changes during the years then ended is presented below:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31,

 

 

 

 

 

 

2022

 

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

Weighted-

 

 

 

 

 

 

Average

 

 

 

 

 

Average

 

 

 

 

 

 

Grant Date

 

 

 

 

 

Grant Date

 

 

 

 

 

 

Fair Value

 

 

 

 

 

Fair Value

 

 

 

Shares

 

 

(per share)

 

 

Shares

 

 

(per share)

 

Nonvested at the beginning of the year

 

 

491,239

 

 

$

3.50

 

 

 

849,723

 

 

$

2.86

 

Granted

 

 

386,908

 

 

 

3.93

 

 

 

213,465

 

 

 

4.23

 

Vested

 

 

(113,886

)

 

 

6.16

 

 

 

(311,128

)

 

 

2.26

 

Forfeited

 

 

(74,399

)

 

 

4.44

 

 

 

(260,821

)

 

 

3.49

 

Nonvested at the end of the year

 

 

689,862

 

 

$

3.20

 

 

 

491,239

 

 

$

3.50

 

Expected to vest

 

 

689,862

 

 

$

3.20

 

 

 

491,239

 

 

$

3.50

 

 

 

 

The fair value of stock awards vested during the years ended December 31, 2022 and 2021, was $427 and $1,942, respectively, based on the value at vesting date. As of December 31, 2022, there was $1,065 of unrecognized compensation expense related to nonvested restricted stock awards, which will be recognized over the average remaining requisite service period of 20 months.

 

Stock-based compensation expense of $2,106 and $2,977 is included within selling, general and administrative expense for the years ended December 31, 2022 and 2021, respectively.

v3.23.1
Risks and Contingencies
 12 Months Ended
Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]  
Risks and Contingencies

Note 17 - Risks and Contingencies

 

The Company is involved in various warranty and repair claims and, in certain cases, related pending and threatened legal proceedings with its customers in the normal course of business. In the opinion of management, the Company’s potential losses in excess of the accrued warranty and legal provisions, if any, are not expected to be material to the Company’s consolidated financial condition, results of operations or cash flows.

 

In addition to the foregoing, the Company is involved in certain other pending and threatened legal proceedings, including commercial disputes and workers’ compensation and employee matters arising out of the conduct of its business. The Company has no reserve with respect to these matters at December 31, 2022 as they are neither probable nor estimable.
v3.23.1
Loss Per Share
 12 Months Ended
Dec. 31, 2022
Earnings Per Share [Abstract]  
Earnings (Loss) Per Share

Note 18 – Loss Per Share

 

The weighted average common shares outstanding are as follows:

 

 

 

Year Ended December 31,

 

 

 

2022

 

 

2021

 

 

 

 

 

 

 

 

Weighted average common shares outstanding

 

 

16,052,920

 

 

 

15,023,853

 

Issuance of Warrants

 

 

8,785,479

 

 

 

5,742,545

 

Weighted average common shares outstanding - basic

 

 

24,838,399

 

 

 

20,766,398

 

Weighted average common shares outstanding - diluted

 

 

24,838,399

 

 

 

20,766,398

 

 

The Company computes earnings per share using the two-class method, which is an earnings allocation formula that determines earnings per share for common stock and participating securities. The Company’s participating securities are its grants of restricted stock which contain non-forfeitable rights to dividends. The Company allocates earnings between both classes; however, in periods of undistributed losses, they are only allocated to common shares as the unvested restricted stockholders do not contractually participate in losses of the Company. The Company computes basic earnings per share by dividing net income allocated to common shareholders by the weighted average number of shares outstanding during the year. Warrants issued in connection with the Company’s long-term debt were issued at a nominal exercise price and are considered outstanding at the date of issuance. Diluted earnings per share is calculated to give effect to all potentially dilutive common shares that were outstanding during the year. Weighted average diluted common shares outstanding include the incremental shares that would be issued upon the assumed exercise of stock options and the assumed vesting of nonvested share awards. For the years ended December 31, 2022 and 2021, 1,658,605 and 1,321,396 shares, respectively, were not included in the weighted average common shares outstanding calculation as they were anti-dilutive.

v3.23.1
Revenue Sources and Concentration of Sales
 12 Months Ended
Dec. 31, 2022
Segment Reporting Information, Additional Information [Abstract]  
Revenue Sources and Concentration of Sales

Note 19 – Revenue Sources and Concentration of Sales

 

The following table sets forth the Company’s sales resulting from various revenue sources for the periods indicated below:

 

 

Year Ended

 

 

December 31,

 

 

2022

 

 

2021

 

Railcar sales

$

349,556

 

 

$

189,579

 

Parts sales

 

11,941

 

 

 

10,228

 

Revenues from contracts with customers

 

361,497

 

 

 

199,807

 

Leasing revenues

 

3,257

 

 

 

3,243

 

Total revenues

$

364,754

 

 

$

203,050

 

 

 

Due to the nature of its operations, the Company is subject to significant concentration of risks related to business with a few customers. Sales to the Company’s top three customers accounted for 20%, 19% and 16%, respectively, of revenues for the year ended December 31, 2022. Sales to the Company’s top three customers accounted for 46%, 12% and 8%, respectively, of revenues for the

year ended December 31, 2021. The Company had no sales to customers outside the United States in 2022 and 2021. As of December 31, 2022, 35% of the accounts receivable balance of $9,571 reported on the consolidated balance sheet was receivable from one customer and 29% was receivable from a second customer. As of December 31, 2021, 62% of the accounts receivable balance of $9,571 reported on the consolidated balance sheet was receivable from one customer.

 
v3.23.1
Segment Information
 12 Months Ended
Dec. 31, 2022
Segment Reporting [Abstract]  
Segment Information

Note 20 – Segment Information

 

The Company’s operations consist of two operating segments, Manufacturing and Parts, and one reportable segment, Manufacturing. The Company’s Manufacturing segment includes new railcar manufacturing, used railcar sales, railcar leasing and major railcar rebuilds. The Company’s Parts operating segment is not significant for reporting purposes and has been combined with corporate and other non-operating activities as Corporate and Other.

 

Segment operating income is an internal performance measure used by the Company’s Chief Operating Decision Maker to assess the performance of each segment in a given period. Segment operating income includes all external revenues attributable to the segments as well as operating costs and income that management believes are directly attributable to the current production of goods and services. The Company’s management reporting package does not include interest revenue, interest expense or income taxes allocated to individual segments and these items are not considered as a component of segment operating income. Segment assets represent operating assets and exclude intersegment accounts, deferred tax assets and income tax receivables. The Company does not allocate cash and cash equivalents to its operating segments as the Company’s treasury function is managed at the corporate level. Intersegment revenues were not material in any period presented.

 

 

 

Year Ended

 

 

 

December 31,

 

 

 

2022

 

 

2021

 

Revenues:

 

 

 

 

 

 

Manufacturing

 

$

352,827

 

 

$

192,807

 

Corporate and Other

 

 

11,927

 

 

 

10,243

 

Consolidated revenues

 

$

364,754

 

 

$

203,050

 

 

 

 

 

 

 

 

Operating loss:

 

 

 

 

 

 

Manufacturing (1)

 

$

14,801

 

 

$

(757

)

Corporate and Other (2)

 

 

(29,825

)

 

 

(22,005

)

Consolidated operating loss

 

 

(15,024

)

 

 

(22,762

)

Consolidated interest expense

 

 

(25,423

)

 

 

(13,317

)

Gain (loss) on change in fair market value of Warrant liability

 

 

1,486

 

 

 

(14,894

)

Gain on extinguishment of debt

 

 

-

 

 

 

10,122

 

Consolidated other income

 

 

2,426

 

 

 

817

 

Consolidated loss before income taxes

 

$

(36,535

)

 

$

(40,034

)

 

 

 

 

 

 

 

Depreciation and amortization:

 

 

 

 

 

 

Manufacturing

 

$

3,491

 

 

$

3,648

 

Corporate and Other

 

 

644

 

 

 

656

 

Consolidated depreciation and amortization

 

$

4,135

 

 

$

4,304

 

 

 

 

 

 

 

 

Capital expenditures:

 

 

 

 

 

 

Manufacturing

 

$

7,327

 

 

$

1,880

 

Corporate and Other

 

 

489

 

 

 

410

 

Consolidated capital expenditures

 

$

7,816

 

 

$

2,290

 

 

(1) There were no restructuring and impairment charges for the year ended December 31, 2022. Results for the year ended December 31, 2021 include restructuring and impairment charges of $6,530.

(2) Results for the year ended December 31, 2022 include a pension settlement loss of $8,105. There were no pension settlement losses in the year ended December 31, 2021.

 

 

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Assets:

 

 

 

 

 

 

Manufacturing

 

$

149,014

 

 

$

154,068

 

Corporate and Other

 

 

50,631

 

 

 

46,417

 

Total operating assets

 

 

199,645

 

 

 

200,485

 

Consolidated income taxes receivable

 

 

93

 

 

 

179

 

Consolidated assets

 

$

199,738

 

 

$

200,664

 

 

Geographic Information

 

 

Revenues

 

 

Long Lived Assets(a)

 

 

 

Year Ended

 

 

 

 

 

 

 

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

United States

 

$

364,740

 

 

$

202,978

 

 

$

15,018

 

 

$

24,967

 

Mexico

 

 

14

 

 

 

72

 

 

 

54,243

 

 

 

30,098

 

Total

 

$

364,754

 

 

$

203,050

 

 

$

69,261

 

 

$

55,065

 

 

(a) Long lived assets include property plant and equipment, net, railcars available for lease, and right-of-use (ROU) assets.
v3.23.1
Related Parties
 12 Months Ended
Dec. 31, 2022
Related Party Transactions [Abstract]  
Related Parties

Note 21 – Related Parties

The following persons are owners of Fabricaciones y Servicios de México, S.A. de C.V. (“Fasemex”): Jesus Gil, VP Operations and a director of the Company; and Alejandro Gil and Salvador Gil, siblings of Jesus Gil. Fasemex owns approximately 11.3% of the outstanding shares of Common Stock as of December 31, 2022. Fasemex provides steel fabrication services to the Company. Commencing November 2021, the lessors of the Company’s leased facility in Castaños (the “Castaños Facility”) have been Jesus Gil, Alejandro Gil, and Salvador Gil. Previously, Fasemex was the lessor of the Castaños Facility. The Company paid $28,669 and $89,984 to Fasemex during the years ended December 31, 2022 and 2021, respectively, related to rent payment, security deposit, fabrication services and royalty payments. Distribuciones Industriales JAS S.A. de C.V. (“DI”) is owned by Alejandro Gil and Salvador Gil. The Company paid $2,709 and $1,735 during the years ended December 31, 2022 and 2021, respectively, to DI related to material and safety supplies. Maquinaria y equipo de transporte Jova S.A. de C.V (“METJ”) is owned by Jorge Gil, sibling of Jesus Gil. The Company paid $2,436 and $1,163 during the years ended December 31, 2022 and 2021, respectively, to METJ related to trucking services.

 

Related party asset on the condensed balance sheet of $3,261 as of December 31, 2022 includes prepaid inventory of $2,014 and other receivables of $1,247 from Fasemex. Related party accounts payable on the condensed balance sheet of $3,393 as of December 31, 2022 includes $2,475 payable to Fasemex, $572 payable to DI, and $346 payable to METJ. Related party asset on the condensed consolidated balance sheet of $8,680 as of December 31, 2021 includes prepaid inventory of $4,134 and other receivables of $4,546 from Fasemex. Related party accounts payable on the condensed consolidated balance sheet of $8,870 as of December 31, 2021 includes $8,291 payable to Fasemex, $291 payable to DI and $288 payable to METJ.

 

The Warrantholder beneficially owns approximately 41.3% of the outstanding shares of Common Stock (as disclosed by the Warrantholder in its Schedule 13D/A No. 5 filed with the SEC on November 8, 2022). The Company paid $8,652 and $7,533 to the Warrantholder during the years ended December 31, 2022 and 2021, respectively, for term loan interest, of which $7,185 and $6,255 was paid in cash during the years ended December 31, 2022 and 2021, respectively, and $1,467 and $1,278 was payment in kind during the years ended December 31, 2022 and 2021, respectively. Additionally, the Company paid $4,000 and $1,870 in equity fees during the years ended December 31, 2022 and 2021, respectively, to the Warrantholder related to the standby letter of credit described in Note 12 Debt Financing and Revolving Credit Facilities.
v3.23.1
Subsequent Events
 12 Months Ended
Dec. 31, 2022
Subsequent Events [Abstract]  
Subsequent Events

Note 22 – Subsequent Events

 

On January 30, 2023, FreightCar North America, LLC, FreightCar America, Inc. (the “Company”), certain other subsidiary guarantors of the Company, CO Finance LVS VI LLC and OC III LFE II LP (collectively, the “Loan Parties”) entered into Amendment No. 6 to Credit Agreement (the “Sixth Amendment”), with respect to that certain Credit Agreement dated as of October 13, 2020 by and among the Loan Parties (as amended, restated, supplemented or otherwise modified from time to time, and together with the Amendment, the “Term Loan Credit Agreement). The Sixth Amendment amends the Term Loan Credit Agreement to extend the date for the Company to draw on the delayed draw loan of $15,000 from January 31, 2023 to March 3, 2023.

 

On February 27, 2023, the Loan Parties entered into Amendment No. 7 to Credit Agreement (the “Seventh Amendment”), with respect to the Term Loan Credit Agreement. The Seventh Amendment amends the Term Loan Credit Agreement to extend the date for the Company to draw on the delayed draw loan of $15,000 from March 3, 2023 to April 3, 2023.

 

On March 23, 2023, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) by and among the Company and OC III LFE II LP (the “Purchaser”) pursuant to which the Company will issue approximately 85,000 shares of new non-convertible Series C Preferred Stock of the Company, par value $0.01 (the “Preferred Stock”) at an initial stated value of $1,000 per share. The total purchase price and aggregate number of shares will depend on the total debt outstanding under the Term Loan Credit Agreement as of the closing date. Upon closing of the transactions contemplated by the Purchase Agreement (the “Closing”), the Purchaser will receive a detached warrant to purchase up to an estimated 3% shares of Common Stock of the Company outstanding as of the Closing, for an exercise price equal to the average price of the Company’s Common Stock thirty (30) days prior to the date of announcement of the contemplated transaction.

 

The Company expects to use the proceeds from the issuance of the Preferred Stock to repay in-full, in-cash all of the principal amount of the outstanding Term Loan Credit Agreement, together with all accrued unpaid interest, fees, penalties, and other obligations under the Term Loan Credit Agreement. Any excess proceeds will be used for general corporate purposes. In connection with the Closing, the Purchaser has agreed to extend the maturity date of the Third Amendment Letter of Credit for two (2) years and reduce the Letter of Credit Fee paid by the Company to $375 per quarter.

 

On March 23, 2023, the Loan Parties, the Purchaser, and the designated disbursing and collateral agent (the “Agent”) entered into Amendment No. 8 to Credit Agreement (the “Eighth Amendment”), with respect to the Term Loan Credit Agreement. The Eighth Amendment amends the Term Loan Credit Agreement to provide the Company the option to pay all interest during the period between signing of the Purchase Agreement and the Closing (the “Pre-Closing Period”) in kind.

 

On March 23, 2023, the Company, the Purchaser, the Agent, and the designated calculation agent entered into Amendment No. 1 to Amended and Restated Reimbursement Agreement, pursuant to which the parties have agreed the Letter of Credit Fee, Equity Fee or Cash Fee that would otherwise be due and payable for the Pre-Closing Period will accrue and become payable and be paid on the date the Pre-Closing Period terminates.
v3.23.1
Summary of Significant Accounting Policies (Policy)
 12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Principles of Consolidation

Principles of Consolidation

 

The accompanying consolidated financial statements include the accounts of FreightCar America, Inc. and all of its direct and indirect subsidiaries (collectively, the “Company”). All intercompany accounts and transactions have been eliminated in consolidation.
Use of Estimates

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“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 the reported amounts of revenues and expenses during the reporting period. Significant estimates include, useful lives of long-lived assets, warranty accruals, workers’ compensation accruals, pension benefit assumptions, stock compensation, evaluation of property, plant and equipment for impairment and the valuation of deferred taxes. Actual results could differ from those estimates.

Reclassifications

Reclassifications

 

Certain prior year amounts have been reclassified, where necessary, to conform to the current year presentation.
Cash and Cash Equivalents

Cash and Cash Equivalents

 

The Company considers all unrestricted short-term investments with maturities of three months or less when acquired to be cash equivalents. The amortized cost of cash equivalents approximate fair value because of the short maturity of these instruments.

 

The Company’s cash and cash equivalents are primarily deposited with one U.S. financial institution. Such deposits are in excess of federally insured limits.
Restricted Cash and Restricted Certificates of Deposit

Restricted Cash and Restricted Certificates of Deposit

 

The Company establishes restricted cash balances and restricted certificates of deposit to collateralize certain standby letters of credit with respect to purchase price payment guarantees and performance guarantees. The restrictions expire upon completing the Company’s related obligation.
Financial Instruments

Financial Instruments

 

Management estimates that all financial instruments (including cash equivalents, restricted cash and restricted certificates of deposit, accounts receivable, accounts payable and long-term debt) as of December 31, 2022 and 2021, have fair values that approximate their carrying values.
Fair Value Measurements

Fair Value Measurements

 

Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of assets and liabilities and the placement within the fair value hierarchy levels.

 

The Company classifies the inputs to valuation techniques used to measure fair value as follows:

 

Level 1 — Quoted prices (unadjusted) in active markets for identical assets and liabilities.

 

Level 2 — Inputs other than quoted prices for Level 1 inputs that are either directly or indirectly observable for the asset or liability including quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactive markets, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived from observable market data by correlation or other means.

 

Level 3 — Unobservable inputs for the asset or liability, including situations where there is little, if any, market activity for the asset or liability.
Inventories

Inventories

 

Inventories are stated at the lower of cost or net realizable value. Cost is determined on a first-in, first-out basis and includes material, labor and manufacturing overhead. The Company’s inventory consists of raw materials, work in progress, and finished goods for individual customer contracts, used railcars acquired upon trade-in and railcar parts retained for sale to external parties.
Property, Plant and Equipment

Property, Plant and Equipment

 

Property, plant and equipment are stated at acquisition cost less accumulated depreciation. Depreciation is provided using the straight-line method over the original estimated useful lives of the assets or lease term if shorter, which are as follows:

 

Description of Assets

Life

Buildings and improvements

15-40 years

Leasehold improvements

6-19 years

Machinery and equipment

3-7 years

Software

3-7 years

 
Long-Lived Assets

Long-Lived Assets

 

The Company tests long-lived assets for recoverability whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. These changes in circumstances may include a significant decrease in the market price of an asset group, a significant adverse change in the manner or extent in which an asset group is used, a current year operating loss combined with history of operating losses, or a current expectation that, more likely than not, a long-lived asset group will be sold or otherwise disposed of significantly before the end of its previously estimated useful life.

 

For assets to be held and used, the Company groups a long-lived asset or assets with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. Estimates of future cash flows used to test the recoverability of a long-lived asset group include only the future cash flows that are directly associated with and that are expected to arise as a direct result of the use and eventual disposition of the asset group. Recoverability of the carrying value of the asset group is determined by comparing the carrying value of the asset group to total undiscounted future cash flows of the asset group. If the carrying value of the asset group is not recoverable, an impairment loss is measured based on the excess of the carrying amount of asset group over the estimated fair value of the asset group. An impairment loss for an asset group reduces only the carrying amounts of a long-lived asset or assets of the group being evaluated.
Income Taxes

Income Taxes

 

For federal income tax purposes, the Company files a consolidated federal tax return. The Company also files state tax returns in states where the Company has operations. In conformity with ASC 740, Income Taxes, the Company provides for deferred income taxes on differences between the book and tax bases of its assets and liabilities and for items that are reported for financial statement purposes in periods different from those for income tax reporting purposes. The Company’s deferred tax liability or asset amounts are based upon the enacted tax rates expected to apply to taxable income in the periods in which the deferred tax liability or asset is expected to be settled or realized.

 

Management evaluates net deferred tax assets and provides a valuation allowance when it believes that it is more likely than not that some portion of these assets will not be realized. In making this determination, management evaluates both positive evidence, such as cumulative pre-tax income for previous years, the projection of future taxable income, the reversals of existing taxable temporary differences and tax planning strategies, and negative evidence, such as any recent history of losses and any projected losses. Management also considers the expiration dates of net operating loss carryforwards in the evaluation of net deferred tax assets. Management evaluates the realizability of the Company’s net deferred tax assets and assesses the valuation allowance on a quarterly basis, adjusting the amount of such allowance as necessary.

 

Tax benefits related to uncertain tax positions taken or expected to be taken on a tax return are recorded when such benefits meet a more likely than not threshold. Otherwise, these tax benefits are recorded when a tax position has been effectively settled, which means that the appropriate taxing authority has completed its examination even though the statute of limitations remains open, or the statute of limitation expires. Interest and penalties related to uncertain tax positions are recognized as part of the provision for income taxes and are accrued beginning in the period that such interest and penalties would be applicable under relevant tax law until such time that the related tax benefits are recognized.

Product Warranties

Product Warranties

 

Warranty terms are based on the negotiated railcar sales contracts. The Company generally warrants that new railcars will be free from defects in material and workmanship under normal use and service identified for a period of up to five years from the time of sale. The Company also provides limited warranties with respect to certain rebuilt railcars. The warranty costs are estimated using a two-step approach. First, an engineering estimate is made for the cost of all claims that have been asserted by customers. Second, based on historical claims experience, a cost is accrued for all products still within a warranty period for which no claims have been filed. We provide for the estimated cost of product warranties at the time revenue is recognized related to products covered by warranties and assess the adequacy of the resulting reserves on a quarterly basis.

State and Local Incentives

State and Local Incentives

 

The Company records state and local incentives when there is reasonable assurance that the incentive will be received. State and local incentives related to assets are recorded as deferred income and recognized on a straight-line basis over the useful life of the related long-lived assets of seven to sixteen years.
Revenue Recognition

Revenue Recognition

 

The following table disaggregates the Company’s revenues by major source:

 

 

 

 

Year Ended

 

 

December 31,

 

 

2022

 

 

2021

 

Railcar sales

$

349,556

 

 

$

189,579

 

Parts sales

 

11,941

 

 

 

10,228

 

Revenues from contracts with customers

 

361,497

 

 

 

199,807

 

Leasing revenues

 

3,257

 

 

 

3,243

 

Total revenues

$

364,754

 

 

$

203,050

 

 

The Company generally recognizes revenue at a point in time as it satisfies a performance obligation by transferring control over a product or service to a customer. Revenue is measured at the transaction price, which is based on the amount of consideration that the Company expects to receive in exchange for transferring the promised goods or services to the customer.

 

Railcar Sales

 

Performance obligations are typically completed and revenue is recognized for the sale of new and rebuilt railcars when the finished railcar is transferred to a specified railroad connection point. In certain sales contracts, revenue is recognized when a certificate of acceptance has been issued by the customer and control has been transferred to the customer. At that time, the customer directs the use of, and obtains substantially all of the remaining benefits from, the asset. When a railcar sales contract contains multiple performance obligations, the Company allocates the transaction price to the performance obligations based on the relative stand-alone selling price of the performance obligation determined at the inception of the contract based on an observable market price, expected cost plus margin or market price of similar items. The Company treats shipping costs that occur after control is transferred as fulfillment costs. Accordingly, gross revenue is recognized, and shipping cost is accrued, when control transfers to the customer. The Company does not provide discounts or rebates in the normal course of business.

 

As a practical expedient, the Company recognizes the incremental costs of obtaining contracts, such as sales commissions, as an expense when incurred since the amortization period of the asset that the Company otherwise would have recognized is generally one year or less.

 

Parts Sales

 

The Company sells forged, cast and fabricated parts for all of the railcars it produces, as well as those manufactured by others. Performance obligations are satisfied and the Company recognizes revenue from most parts sales when the parts are shipped to customers.

 

Leasing Revenue

 

The Company recognizes operating lease revenue on Railcars Available for Lease on a straight-line basis over the contract term. The Company recognizes revenue from the sale of Railcars Available for Lease on a net basis as Gain (Loss) on Sale of Railcars Available for Lease since the sale represents the disposal of a long-term operating asset.

 

Contract Balances and Accounts Receivable

 

Accounts receivable payments for railcar sales are typically due within 5 to 10 business days of invoicing while payments from parts sales are typically due within 30 to 45 business days of invoicing. The Company has not experienced significant historical credit losses.

 

Contract assets represent the Company’s rights to consideration for performance obligations that have been satisfied but for which the terms of the contract do not permit billing at the reporting date. The Company had no contract assets as of December 31, 2022 and 2021. The Company may receive cash payments from customers in advance of the Company satisfying performance obligations under its sales contracts resulting in deferred revenue or customer deposits, which are considered contract liabilities. Deferred revenue and customer deposits are classified as either current or long-term in the Consolidated Balance Sheet based on the timing of when the Company expects to recognize the related revenue. Deferred revenue and customer deposits included in customer deposits, other current liabilities and other long-term liabilities in the Company’s Consolidated Balance Sheet as of December 31, 2022 and 2021 were $219 and $4,807, respectively.

 

Performance Obligations

 

The Company is electing not to disclose the value of the remaining unsatisfied performance obligation with a duration of one year or less as permitted by the practical expedient in ASU 2014-09, Revenue from Contracts with Customers. The Company had remaining unsatisfied performance obligations as of December 31, 2022 with expected duration of greater than one year of $40,635.
Loss Per Share

Loss Per Share

 

The Company computes loss per share using the two-class method, which is a loss allocation formula that determines loss per share for common stock and participating securities. The Company’s participating securities are its grants of restricted stock which contain non-forfeitable rights to dividends. The Company allocates earnings between both classes; however, in periods of undistributed losses, they are only allocated to common shares as the unvested restricted stockholders do not contractually participate in losses of the Company. Basic loss per share attributable to common shareholders is computed by dividing net loss attributable to common shareholders by the weighted average common shares outstanding. Warrants issued in connection with the Company’s long-term debt were issued at a nominal exercise price and are considered outstanding at the date of issuance. The calculation of diluted earnings per share includes the effect of any dilutive equity incentive instruments. The Company uses the treasury stock method to calculate the effect of outstanding dilutive equity incentive instruments, which requires the Company to compute total proceeds as the sum of (1) the amount the employee must pay upon exercise of the award and (2) the amount of unearned stock-based compensation costs attributed to future services. Equity incentive instruments for which the total employee proceeds from exercise exceed the average fair value of the same equity incentive instrument over the period have an anti-dilutive effect on earnings per share during periods with net income from continuing operations, and accordingly, the Company excludes them from the calculation.

New Accounting Pronouncements, Policy [Policy Text Block]

Recent Accounting Pronouncements

 

Recent accounting pronouncements issued by the Financial Accounting Standards Board, its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.
v3.23.1
Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Schedule of Revenue Recognition

The following table disaggregates the Company’s revenues by major source:

 

 

 

 

Year Ended

 

 

December 31,

 

 

2022

 

 

2021

 

Railcar sales

$

349,556

 

 

$

189,579

 

Parts sales

 

11,941

 

 

 

10,228

 

Revenues from contracts with customers

 

361,497

 

 

 

199,807

 

Leasing revenues

 

3,257

 

 

 

3,243

 

Total revenues

$

364,754

 

 

$

203,050

 

 
v3.23.1
Leases (Tables)
 12 Months Ended
Dec. 31, 2022
Leases [Abstract]  
Components of Lease Cost

 

 

Year Ended
 December 31, 2022

 

 

 

Year Ended
 December 31, 2021

 

Operating lease costs:

 

 

 

 

 

 

 

Fixed

 

$

1,735

 

 

 

$

3,710

 

Short-term

 

 

505

 

 

 

 

761

 

Total operating lease costs

 

$

2,240

 

 

 

$

4,471

 

Finance lease costs:

 

 

 

 

 

 

 

Amortization of leased assets

 

$

1,182

 

 

 

$

-

 

Interest on lease liabilities

 

 

1,355

 

 

 

 

-

 

Total finance lease costs

 

$

2,537

 

 

 

$

-

 

Total lease cost

 

$

4,777

 

 

 

$

4,471

 
Supplemental Balance Sheet Information

Supplemental balance sheet information related to leases were as follows:

 

 

 

 

 

 

 

December 31, 2022

 

 

 

December 31, 2021

 

Right of use assets:

 

 

 

 

 

 

 

Right of use operating lease assets

 

$

1,596

 

 

 

$

16,669

 

Right of use finance lease assets

 

 

33,093

 

 

 

 

-

 

Total

 

$

34,689

 

 

 

$

16,669

 

 

 

 

 

 

 

 

 

Lease liabilities:

 

 

 

 

 

 

 

Operating lease liabilities:

 

 

 

 

 

 

 

Current

 

$

897

 

 

 

$

1,955

 

Long-term

 

 

1,780

 

 

 

 

16,617

 

Total operating lease liabilities

 

$

2,677

 

 

 

$

18,572

 

 

 

 

 

 

 

 

 

Finance lease liabilities:

 

 

 

 

 

 

 

Current

 

 

605

 

 

 

$

-

 

Long-term

 

 

33,245

 

 

 

 

-

 

Total finance lease liabilities

 

$

33,850

 

 

 

$

-

 

Total

 

$

36,527

 

 

 

$

18,572

 
Supplemental Cash Flow Information

Supplemental cash flow information is as follows:

 

 

 

 

 

 

 

Year Ended
December 31, 2022

 

 

 

Year Ended
December 31, 2021

 

Cash paid for amounts included in the measurement of lease liabilities:

 

 

 

 

 

 

 

Operating cash flows from operating leases

 

$

2,630

 

 

 

$

4,315

 

Operating cash flows from finance leases

 

 

1,355

 

 

 

 

-

 

Financing cash flows from finance leases

 

 

738

 

 

 

 

-

 

Total

 

$

4,723

 

 

 

$

4,315

 

 

 

 

 

 

 

 

 

Right of use assets obtained in exchange for new lease obligations:

 

 

 

 

 

 

 

Operating leases

 

$

-

 

 

 

$

-

 

Finance leases

 

 

20,344

 

 

 

 

-

 

Total

 

$

20,344

 

 

 

$

-

 
Future Minimum Operating Lease Payments

The aggregate future lease payments for leases as of December 31, 2022 are as follows:

 

 

 

 

 

Operating leases

 

 

 

Finance leases

 

2023

 

$

992

 

 

 

$

3,298

 

2024

 

 

250

 

 

 

 

3,298

 

2025

 

 

256

 

 

 

 

3,354

 

2026

 

 

263

 

 

 

 

3,523

 

2027

 

 

271

 

 

 

 

3,523

 

Thereafter

 

 

1,085

 

 

 

 

48,139

 

Total lease payments

 

 

3,117

 

 

 

 

65,135

 

Less: interest

 

 

(440

)

 

 

 

(31,285

)

Total

 

$

2,677

 

 

 

$

33,850

 
Operating Lease Information

Weighted-average remaining lease term (years)

 

 

 

Operating leases

 

 

7.9

 

Finance leases

 

 

17.8

 

Weighted-average discount rate

 

 

 

Operating leases

 

 

4.5

%

Finance leases

 

 

8.0

%
v3.23.1
Fair Value Measurements (Tables)
 12 Months Ended
Dec. 31, 2022
Fair Value Disclosures [Abstract]  
Fair Value, Assets Measured on Recurring Basis and Non-Recurring Basis

The following table sets forth by level within the ASC 820 Fair Value Measurement fair value hierarchy the Company’s financial assets that were recorded at fair value on a recurring basis and the Company’s non-financial assets that were recorded at fair value on a non-recurring basis.

 

Recurring Fair Value Measurements

 

As of December 31, 2022

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Warrant liability

 

$

-

 

 

$

31,028

 

 

$

-

 

 

$

31,028

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-recurring Fair Value Measurements

 

During the Year Ended December 31, 2022

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Railcars available for lease, net

 

$

-

 

 

$

4,116

 

 

$

-

 

 

$

4,116

 

Assets held for sale

 

$

-

 

 

$

3,675

 

 

$

-

 

 

$

3,675

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Recurring Fair Value Measurements

 

As of December 31, 2021

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Warrant liability

 

$

-

 

 

$

32,514

 

 

$

-

 

 

$

32,514

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-recurring Fair Value Measurements

 

During the Year Ended December 31, 2021

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Railcars available for lease, net

 

$

-

 

 

$

-

 

 

$

6,638

 

 

$

6,638

 

 
v3.23.1
Restricted Cash and Restricted Cash Equivalents (Tables)
 12 Months Ended
Dec. 31, 2022
Restricted Cash [Abstract]  
Restricted Cash

The Company’s restricted cash balances are as follows:

 

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Restricted cash from customer deposit

 

$

282

 

 

$

282

 

Restricted cash to collateralize standby letters of credit

 

 

103

 

 

 

1,133

 

Restricted cash equivalents to collateralize standby letters of credit

 

 

3,542

 

 

 

3,542

 

Restricted cash equivalents - other

 

 

151

 

 

 

-

 

Total restricted cash and restricted cash equivalents

 

$

4,078

 

 

$

4,957

 
v3.23.1
Inventories (Tables)
 12 Months Ended
Dec. 31, 2022
Inventory Disclosure [Abstract]  
Schedule of Inventory Current

Inventories, net of reserve for excess and obsolete items, consist of the following:

 

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Raw materials

 

 

46,421

 

 

 

34,885

 

Work in process

 

 

4,527

 

 

 

11,306

 

Finished railcars

 

 

8,783

 

 

 

4,696

 

Parts inventory

 

 

4,586

 

 

 

5,125

 

Total inventories, net

 

$

64,317

 

 

$

56,012

 

 
v3.23.1
Leased Railcars (Tables)
 12 Months Ended
Dec. 31, 2022
Leases [Abstract]  
Future Minimum Rental Revenues On Leases

Future minimum rental revenues on leases at December 31, 2022 are as follows:

 

 

 

 

 

 

Year ending December 31, 2023

 

$

1,297

 

Year ending December 31, 2024

 

$

300

 

Year ending December 31, 2025

 

$

100

 

Year ending December 31, 2026

 

$

-

 

Year ending December 31, 2027

 

$

-

 

Thereafter

 

 

-

 

 

 

$

1,697

 

 

 

 

 
v3.23.1
Restructuring and Impairment Charges (Tables)
 12 Months Ended
Dec. 31, 2022
Restructuring and Related Activities [Abstract]  
Components of Restructuring and Impairment Charges

Restructuring and impairment charges are reported as a separate line item on the Company’s consolidated statements of operations for the years ended December 31, 2022 and 2021, and are detailed below:

 

 

 

Year Ended

 

 

 

 

December 31,

 

 

 

 

2022

 

 

2021

 

 

Impairment and loss on disposal of machinery and equipment

 

$

-

 

 

$

1,591

 

 

Employee severance and retention

 

 

-

 

 

 

(5

)

 

Other charges related to facility closure

 

 

-

 

 

 

4,944

 

 

Total restructuring and impairment costs

 

$

-

 

 

$

6,530

 

 
Schedule of Restructuring Reserve Activity

Accrued restructuring and impairment charges primarily related to the Manufacturing segment and are detailed below:

 

 

 

Accrued as of December 31, 2021

 

 

Cash
Charges

 

 

Non-cash charges

 

 

Cash payments

 

 

Accrued as of December 31, 2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impairment and loss on disposal of machinery and equipment

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

Employee severance and retention

 

 

163

 

 

 

-

 

 

 

-

 

 

 

(163

)

 

 

-

 

Other charges related to facility closure

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total restructuring and impairment costs

 

$

163

 

 

$

-

 

 

$

-

 

 

$

(163

)

 

$

-

 

 

 

 

Accrued as of December 31, 2020

 

 

Cash
Charges

 

 

Non-cash charges

 

 

Cash payments

 

 

Accrued as of
December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impairment and loss on disposal of machinery and equipment

 

$

-

 

 

$

-

 

 

$

269

 

 

$

-

 

 

$

-

 

Employee severance and retention

 

 

1,596

 

 

 

-

 

 

 

(80

)

 

 

(1,353

)

 

 

163

 

Other charges related to facility closure

 

 

251

 

 

 

6,437

 

 

 

(96

)

 

 

(6,688

)

 

 

-

 

Total restructuring and impairment costs

 

$

1,847

 

 

$

6,437

 

 

$

93

 

 

$

(8,041

)

 

$

163

 
v3.23.1
Property, Plant and Equipment (Tables)
 12 Months Ended
Dec. 31, 2022
Property, Plant and Equipment [Abstract]  
Schedule of Property, Plant and Equipment

Property, plant and equipment consists of the following:

 

 

 

 

 

December 31,

 

 

 

 

2022

 

 

 

2021

 

 

 

 

 

 

 

 

 

 

Buildings and improvements

 

 

$

162

 

 

 

$

162

 

Leasehold improvements

 

 

 

4,072

 

 

 

 

3,954

 

Machinery and equipment

 

 

 

37,468

 

 

 

 

33,808

 

Software

 

 

 

8,744

 

 

 

 

8,560

 

Construction in process

 

 

 

4,969

 

 

 

 

401

 

Total cost

 

 

 

55,415

 

 

 

 

46,885

 

Less: Accumulated depreciation and amortization

 

 

 

(32,167

)

 

 

 

(28,649

)

Total property, plant and equipment, net

 

 

$

23,248

 

 

 

$

18,236

 
v3.23.1
Product Warranties (Tables)
 12 Months Ended
Dec. 31, 2022
Product Warranties Disclosures [Abstract]  
Changes in Warranty Reserve The changes in the warranty reserve for the years ended December 31, 2022 and 2021, are as follows:

 

 

 

 

December 31,

 

 

 

 

 

2022

 

 

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

Balance at the beginning of the year

 

 

$

2,533

 

 

 

$

5,216

 

 

Current year provision

 

 

 

3,462

 

 

 

 

200

 

 

Reductions for payments, costs of repairs and other

 

 

 

(3,365

)

 

 

 

(1,358

)

 

Adjustments to prior warranties

 

 

 

(690

)

 

 

 

(1,525

)

 

Balance at the end of the year

 

 

$

1,940

 

 

 

$

2,533

 

 

 

 

 

 

 

 

 

 

 

 
v3.23.1
State and Local Incentives (Tables)
 12 Months Ended
Dec. 31, 2022
State and Local Incentives [Abstract]  
Changes in Deferred Income from State Incentives

The changes in deferred income from these incentives for the years ended December 31, 2022 and 2021, are as follows:

 

 

 

December 31,

 

 

 

2022

 

 

2021

 

Balance at the beginning of the year

 

$

2,507

 

 

$

4,722

 

Recognition of state and local incentives as a reduction of cost of sales

 

 

(1,857

)

 

 

(2,215

)

State and local incentives paid during the year

 

 

(650

)

 

 

-

 

Balance at the end of the year, including current portion

 

$

—

 

 

$

2,507

 
v3.23.1
Accumulated Other Comprehensive Loss (Tables)
 12 Months Ended
Dec. 31, 2022
Other Comprehensive Income (Loss), Net of Tax [Abstract]  
Schedule of Changes in Accumulated Other Comprehensive Income (Loss)

The changes in accumulated other comprehensive income (loss) consist of the following:

 

 

 

Pre-Tax

 

 

Tax

 

 

After-Tax

 

Year ended December 31, 2022

 

 

 

 

 

 

 

 

 

Pension liability activity:

 

 

 

 

 

 

 

 

 

Loss on pension settlement

 

$

8,105

 

 

$

-

 

 

$

8,105

 

Reclassification adjustment for amortization of net loss (pre-tax other income)

 

 

(1,561

)

 

 

-

 

 

 

(1,561

)

 

 

$

6,544

 

 

$

-

 

 

$

6,544

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pre-Tax

 

 

Tax

 

 

After-Tax

 

Year ended December 31, 2021

 

 

 

 

 

 

 

 

 

Pension liability activity:

 

 

 

 

 

 

 

 

 

Actuarial gain

 

 

5,620

 

 

 

-

 

 

$

5,620

 

Reclassification adjustment for amortization of net loss (pre-tax other income)

 

 

621

 

 

 

-

 

 

$

621

 

 

 

$

6,241

 

 

$

-

 

 

$

6,241

 

 

 

 

 

 

 

 

 

 

 

 

 
Components of Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive loss consist of the following:

 

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Unrecognized pension income (cost), net of tax of $6,282 and $6,282, respectively

 

$

1,022

 

 

$

(5,522

)
v3.23.1
Debt Financing and Revolving Credit Facilities (Tables)
 12 Months Ended
Dec. 31, 2022
Debt Disclosure [Abstract]  
Schedule of Change in fair value of the warrants

The 2020 Warrant, 2021 Warrant, and 2022 Warrant collectively are referred to herein as the “Warrant”. The following schedule shows the change in fair value of the Warrant as of December 31, 2022.

 

Warrant liability as of December 31, 2021

 

$

32,514

 

Change in fair value

 

 

(1,486

)

Warrant liability as of December 31, 2022

 

$

31,028

 
Schedule of Long Term Debt Instruments

Long-term debt consists of the following as of December 31, 2022 and 2021:

 

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

M&T Credit Agreement outstanding

 

$

6,917

 

 

$

7,917

 

Siena Loan Agreement outstanding

 

 

33,825

 

 

 

24,026

 

Credit Agreement outstanding

 

 

58,745

 

 

 

57,278

 

Total debt

 

 

99,487

 

 

 

89,221

 

Less Credit Agreement discount

 

 

(5,262

)

 

 

(7,077

)

Less Credit Agreement deferred financing costs

 

 

(1,989

)

 

 

(2,660

)

Total debt, net of discount and deferred financing costs

 

 

92,236

 

 

 

79,484

 

Less amounts due within one year

 

 

(40,742

)

 

 

-

 

Long-term debt, net of current portion

 

$

51,494

 

 

$

79,484

 
Schedule of Estimated annual maturities

Estimated annual maturities of long-term debt, including the current portion at December 31, 2022 are as follows based on the most recent debt agreements.

 

2023

 

$

40,742

 

2024

 

 

-

 

2025

 

 

58,745

 

2026

 

 

-

 

2027

 

 

-

 

Thereafter

 

 

-

 

 

 

$

99,487

 

 

 
v3.23.1
Employee Benefit Plans (Tables)
 12 Months Ended
Dec. 31, 2022
Retirement Benefits [Abstract]  
Change in Plan Assets and Funded Status

The changes in benefit obligation, change in plan assets and funded status as of December 31, 2022 and 2021, are as follows:

 

 

 

 

Pension Benefits

 

 

 

 

2022

 

 

 

2021

 

Change in benefit obligation

 

 

 

 

 

 

 

 

Benefit obligation – Beginning of year

 

 

$

50,938

 

 

 

$

55,359

 

Interest cost

 

 

 

867

 

 

 

 

944

 

Actuarial (gain) loss

 

 

 

(8,985

)

 

 

 

(2,098

)

Benefits paid

 

 

 

(2,730

)

 

 

 

(3,267

)

Annuity purchase

 

 

 

(27,647

)

 

 

 

-

 

Benefit obligation – End of year

 

 

 

12,443

 

 

 

 

50,938

 

Change in plan assets

 

 

 

 

 

 

 

 

Plan assets – Beginning of year

 

 

 

50,903

 

 

 

 

48,314

 

Return on plan assets

 

 

 

(9,123

)

 

 

 

5,856

 

Annuity purchase

 

 

 

(27,647

)

 

 

 

-

 

Benefits paid

 

 

 

(2,730

)

 

 

 

(3,267

)

Plan assets at fair value – End of year

 

 

 

11,403

 

 

 

 

50,903

 

Funded status of plans – End of year

 

 

$

(1,040

)

 

 

$

(35

)

 

 
Schedule of Amounts Recognized in Balance Sheet [Table Text Block]

 

 

 

Pension Benefits

 

 

 

 

2022

 

 

 

2021

 

Amounts recognized in the Consolidated Balance Sheets

 

 

 

 

 

 

 

 

Current liabilities

 

 

$

-

 

 

 

$

-

 

Noncurrent liabilities

 

 

 

(1,040

)

 

 

 

(35

)

Net amount recognized at December 31

 

 

$

(1,040

)

 

 

$

(35

)
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) [Table Text Block]

Amounts recognized in accumulated other comprehensive income (loss) but not yet recognized in earnings at December 31, 2022 and 2021, are as follows:

 

 

 

 

Pension Benefits

 

 

 

 

2022

 

 

 

2021

 

 

 

 

 

 

 

 

 

 

Net actuarial loss

 

 

$

5,260

 

 

 

$

11,803

 

 

 

 

$

5,260

 

 

 

$

11,803

 

 
Components of Net Periodic Benefit Cost

Components of net periodic benefit cost (income) for the years ended December 31, 2022 and 2021, are as follows:

 

 

 

 

Pension Benefits

 

 

 

 

2022

 

 

 

2021

 

Components of net periodic benefit cost

 

 

 

 

 

 

 

 

Interest cost

 

$

 

867

 

 

$

 

944

 

Expected return on plan assets

 

 

 

(1,650

)

 

 

 

(2,335

)

Amortization of unrecognized net loss (gain)

 

 

 

228

 

 

 

 

621

 

Total net periodic (income) benefit cost

 

$

 

(555

)

 

$

 

(770

)

 

 
Schedule of Amounts Recognized in Accumulated Other Comprehensive Loss

The increase (decrease) in accumulated other comprehensive income (loss) (pre-tax) for the years ended December 31, 2022 and 2021, are as follows:

 

 

 

 

Pension Benefits

 

 

 

 

2022

 

 

 

2021

 

Net actuarial (gain) loss

 

 

$

1,789

 

 

 

$

(5,620

)

Amortization of:

 

 

 

 

 

 

 

 

Actuarial loss from settlement

 

 

 

(8,105

)

 

 

 

-

 

Net actuarial loss

 

 

 

(228

)

 

 

 

(621

)

Total recognized in accumulated other comprehensive loss

 

 

$

(6,544

)

 

 

$

(6,241

)

 
Schedule of Expected Benefit Payments [Table Text Block]

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid as of December 31, 2022:

 

 

 

 

Pension Benefits

 

 

 

 

 

 

2023

 

 

$

760

 

2024

 

 

 

765

 

2025

 

 

 

789

 

2026

 

 

 

804

 

2027

 

 

 

796

 

2028 through 2032

 

 

 

4,196

 

 
Defined Benefit Plan, Assumptions [Table Text Block]

The assumptions used to determine end of year benefit obligations are shown in the following table:

 

 

 

 

Pension Benefits

 

 

 

2022

 

 

2021

Discount rates

 

 

5.22%

 

 

2.84%

 

 

The discount rate is determined using a yield curve model that uses yields on high quality corporate bonds (AA rated or better) to produce a single equivalent rate. The yield curve model excludes callable bonds except those with make-whole provisions, private placements and bonds with variable rates.

 

In October 2021, the Society of Actuaries issued base mortality table Pri-2012 which is split by retiree and contingent survivor tables and includes mortality improvement assumptions for U.S. plans, scale (MP-2021 with COVID adjustment), which reflects additional data that the Social Security Administration has released since prior assumptions (MP-2020) were developed. The Company used the base mortality table Pri-2012 projected generationally using a modified MP-2021 with Endemic COVID adjustment for purposes of measuring its pension obligations at December 31, 2022.

 

The 2022 actuarial gain of $8,985 was largely the result of the change in mortality improvement scale MP-2021 with Endemic COVID adjustment to reflect anticipated slow recovery from COVID. The 2021 actuarial gain of $2,098 was largely the result of the change in the yield curve to Pri-2012 with MP-2021. The impact of the mortality improvement scale MP-2021 also created a slight actuarial gain for 2021.

 

The assumptions used in the measurement of net periodic cost are shown in the following table:

 

 

 

 

Pension Benefits

 

 

 

2022

 

 

2021

Discount rate for benefit obligations

 

 

5.22%

 

 

2.48%

 

Expected return on plan assets

 

 

3.00%

 

 

5.00%

 

Rate for interest on benefit obligations

 

 

5.10%

 

 

1.77%

 

Discount rate for service cost

 

 

N/A

 

 

N/A

 

 
Schedule of Allocation of Plan Assets [Table Text Block]

The Company’s pension plan’s weighted average asset allocations at December 31, 2022 and 2021, and target allocations for 2023, by asset category, are as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Plan Assets at December 31,

 

 

Target Allocation

 

 

 

 

2022

 

 

2021

 

 

2023

 

Asset Category

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

1

%

 

 

2

%

 

0% - 5%

 

Equity securities

 

 

 

0

%

 

 

54

%

 

0%

 

Fixed income securities

 

 

 

99

%

 

 

33

%

 

95%-100%

 

Real estate

 

 

 

0

%

 

 

11

%

 

0%

 

 

 

 

 

100

%

 

 

100

%

 

100%

 

 

 
Schedule of Changes in Fair Value of Plan Assets [Table Text Block] The following table presents the fair value of pension plan assets classified under the appropriate level of the ASC 820 fair value hierarchy (see Note 2, Summary of Significant Accounting Policies for a description of the fair value hierarchy) as of December 31, 2022 and 2021:

 

   Pension Plan Assets

 

 

As of December 31, 2022

 

 

 

 

Level 1

 

 

 

Level 2

 

 

 

Level 3

 

 

 

Total

 

Mutual funds:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed income funds

 

 

$

11,268

 

 

 

$

-

 

 

 

$

-

 

 

 

$

11,268

 

Large cap funds

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

Small cap funds

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

International funds

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

Real estate funds

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

Cash and equivalents

 

 

 

135

 

 

 

 

-

 

 

 

 

-

 

 

 

 

135

 

Total

 

 

$

11,403

 

 

 

$

-

 

 

 

$

-

 

 

 

$

11,403

 

 

 

 Pension Plan Assets

 

 

As of December 31, 2021

 

 

 

 

Level 1

 

 

 

Level 2

 

 

 

Level 3

 

 

 

Total

 

Mutual funds:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed income funds

 

 

$

16,645

 

 

 

$

-

 

 

 

$

-

 

 

 

$

16,645

 

Large cap funds

 

 

 

16,238

 

 

 

 

-

 

 

 

 

-

 

 

 

 

16,238

 

Small cap funds

 

 

 

4,877

 

 

 

 

-

 

 

 

 

-

 

 

 

 

4,877

 

International funds

 

 

 

6,607

 

 

 

 

-

 

 

 

 

-

 

 

 

 

6,607

 

Real estate funds

 

 

 

5,529

 

 

 

 

-

 

 

 

 

-

 

 

 

 

5,529

 

Cash and equivalents

 

 

 

1,007

 

 

 

 

-

 

 

 

 

-

 

 

 

 

1,007

 

Total

 

 

$

50,903

 

 

 

$

-

 

 

 

$

-

 

 

 

$

50,903

 

 
v3.23.1
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2022
Income Tax Disclosure [Abstract]  
Composition of Income Tax Expense

The provision (benefit) for income taxes for the periods indicated includes current and deferred components as follows:

 

 

 

 

Year Ended December 31

 

 

 

 

2022

 

 

 

2021

 

Current Tax Expense/(Benefit)

 

 

 

 

 

 

 

 

Federal

 

$

 

-

 

 

$

 

(10

)

Foreign

 

 

 

2,285

 

 

 

 

1,533

 

State

 

 

 

40

 

 

 

 

26

 

 

 

 

 

2,325

 

 

 

 

1,549

 

Deferred Tax Expense/(Benefit)

 

 

 

 

 

 

 

 

Federal

 

 

 

1

 

 

 

 

-

 

Foreign

 

 

 

(14

)

 

 

 

(136

)

 

 

 

 

(13

)

 

 

 

(136

)

Total

 

$

 

2,312

 

 

$

 

1,413

 

 

 
Reconciliation of Income Tax Rate

The (provision) benefit for income taxes for the periods indicated differs from the amounts computed by applying the federal statutory rate as follows:

 

 

 

 

 

 

 

Year Ended December 31

 

 

 

 

 

 

2022

 

 

2021

 

 

Statutory U.S. federal income tax rate

 

 

21.0

 

%

 

 

 

21.0

 

%

State income taxes, net of federal tax benefit

 

 

0.4

 

%

 

 

 

0.7

 

%

Valuation allowance

 

 

(5.8

)

%

 

 

 

(20.4

)

%

Provision to return

 

 

(0.2

)

%

 

 

 

0.0

 

%

Foreign rate differential

 

 

(1.5

)

%

 

 

 

(1.0

)

%

Foreign tax adjustments

 

 

(1.1

)

%

 

 

 

0.0

 

%

Deferred tax adjustments

 

 

(17.9

)

%

 

 

 

0.4

 

%

Nondeductible expenses and other

 

 

(1.2

)

%

 

 

 

(4.2

)

%

Effective income tax rate

 

 

(6.3

)

%

 

 

 

(3.5

)

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 
Components of Deferred Tax Assets and Liabilities

Components of deferred tax assets (liabilities) consisted of the following:

 

 

 

December 31, 2022

 

 

December 31, 2021

 

Description

Assets

 

 

Liabilities

 

 

Assets

 

 

Liabilities

 

Accrued post-retirement and pension benefits

 

$

360

 

 

$

-

 

 

$

149

 

 

$

-

 

Intangible assets

 

 

-

 

 

 

(26

)

 

 

-

 

 

 

(22

)

Accrued expenses

 

 

2,326

 

 

 

-

 

 

 

1,367

 

 

 

-

 

Accrued warranty costs

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Prepaid expenses

 

 

-

 

 

 

(1,155

)

 

 

-

 

 

 

-

 

Deferred state and local incentive revenue

 

 

-

 

 

 

-

 

 

 

537

 

 

 

-

 

Accrued severance

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Inventory valuation

 

 

1,219

 

 

 

-

 

 

 

496

 

 

 

-

 

Property, plant and equipment and railcars on operating leases

 

 

-

 

 

 

(1,166

)

 

 

103

 

 

 

-

 

Net operating loss, tax credit, and interest carryforwards

 

 

65,218

 

 

 

-

 

 

 

62,536

 

 

 

-

 

Stock-based compensation expense

 

 

1,715

 

 

 

-

 

 

 

1,539

 

 

 

-

 

Other

 

 

371

 

 

 

(1,448

)

 

 

99

 

 

 

-

 

Right of use asset

 

 

-

 

 

 

(10,902

)

 

 

-

 

 

 

(4,780

)

Lease liability

 

 

11,376

 

 

 

-

 

 

 

5,175

 

 

 

-

 

 

 

 

82,585

 

 

 

(14,697

)

 

 

72,001

 

 

 

(4,802

)

Valuation Allowance

 

 

(67,881

)

 

 

-

 

 

 

(67,204

)

 

 

-

 

Deferred tax assets (liabilities)

 

$

14,704

 

 

$

(14,697

)

 

$

4,797

 

 

$

(4,802

)

Increase (decrease) in valuation allowance

 

$

677

 

 

 

 

 

$

7,591

 

 

 

 

 
Income Tax Years Subject to Examination A summary of tax years that remain subject to examination is as follows:

 

Jurisdiction

 

 

 

 

 

Earliest Year

U.S. Federal

 

 

 

 

 

2019

States:

 

 

 

 

 

 

Pennsylvania

 

 

 

 

 

2001

Texas

 

 

 

 

 

2019

Illinois

 

 

 

 

 

2010

Virginia

 

 

 

 

 

2019

Colorado

 

 

 

 

 

2010

Indiana

 

 

 

 

 

2019

Nebraska

 

 

 

 

 

2016

Alabama

 

 

 

 

 

2016

Foreign:

 

 

 

 

 

 

   China

 

 

 

 

 

2019

   Mexico

 

 

 

 

 

2020
v3.23.1
Stock-Based Compensation (Tables)
 12 Months Ended
Dec. 31, 2022
Nonvested Restricted Shares

A summary of the Company’s nonvested restricted shares as of December 31, 2022 and 2021, and changes during the years then ended is presented below:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31,

 

 

 

 

 

 

2022

 

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

Weighted-

 

 

 

 

 

 

Average

 

 

 

 

 

Average

 

 

 

 

 

 

Grant Date

 

 

 

 

 

Grant Date

 

 

 

 

 

 

Fair Value

 

 

 

 

 

Fair Value

 

 

 

Shares

 

 

(per share)

 

 

Shares

 

 

(per share)

 

Nonvested at the beginning of the year

 

 

491,239

 

 

$

3.50

 

 

 

849,723

 

 

$

2.86

 

Granted

 

 

386,908

 

 

 

3.93

 

 

 

213,465

 

 

 

4.23

 

Vested

 

 

(113,886

)

 

 

6.16

 

 

 

(311,128

)

 

 

2.26

 

Forfeited

 

 

(74,399

)

 

 

4.44

 

 

 

(260,821

)

 

 

3.49

 

Nonvested at the end of the year

 

 

689,862

 

 

$

3.20

 

 

 

491,239

 

 

$

3.50

 

Expected to vest

 

 

689,862

 

 

$

3.20

 

 

 

491,239

 

 

$

3.50

 

 

 

 
Time-Vested Stock Options [Member]  
Valuation Assumptions, Options

Grant date fair values of time-vested stock option awards were estimated using the Black-Scholes option valuation model with the following assumptions:

 

 

 

 

 

 

 

 

 

 

Expected

 

Risk Free

 

Grant Date

 

 

 

 

 

 

 

Expected

 

Dividend

 

Interest

 

Fair Value

 

Grant Year

 

Grant Date

 

Expected Life

 

Volatility

 

Yield

 

Rate

 

Per Award

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2022

 

1/17/2022

 

6 years

 

74.32%

 

0.00%

 

1.60%

 

$

2.63

 

2022

 

2/4/2022

 

6 years

 

74.27%

 

0.00%

 

1.81%

 

$

2.30

 

2022

 

3/21/2022

 

6 years

 

74.45%

 

0.00%

 

2.33%

 

$

2.90

 

2022

 

4/19/2022

 

6 years

 

75.31%

 

0.00%

 

2.91%

 

$

3.87

 

2022

 

7/11/2022

 

6 years

 

77.95%

 

0.00%

 

3.04%

 

$

2.41

 

2022

 

7/18/2022

 

6 years

 

77.92%

 

0.00%

 

3.04%

 

$

2.51

 

2022

 

8/29/2022

 

6 years

 

78.17%

 

0.00%

 

3.24%

 

$

3.10

 

2022

 

9/6/2022

 

6 years

 

78.19%

 

0.00%

 

3.41%

 

$

2.81

 

2022

 

12/1/2022

 

6 years

 

78.20%

 

0.00%

 

3.65%

 

$

2.60

 

 
Option Activity

A summary of the Company’s time-vested stock options activity and related information at December 31, 2022 and 2021, and changes during the years then ended, is presented below:

 

 

 

 

 

 

December 31,

 

 

 

 

 

 

2022

 

 

2021

 

 

 

 

 

 

Weighted-

 

 

 

 

 

Weighted-

 

 

 

 

 

 

Average

 

 

 

 

 

Average

 

 

 

 

 

 

Exercise

 

 

 

 

 

Exercise

 

 

 

Options

 

 

Price

 

 

Options

 

 

Price

 

 

 

Outstanding

 

 

(per share)

 

 

Outstanding

 

 

(per share)

 

Outstanding at the beginning of the year

 

 

733,967

 

 

$

5.66

 

 

 

211,361

 

 

$

11.68

 

Granted

 

 

513,518

 

 

 

3.95

 

 

 

608,485

 

 

 

4.04

 

Exercised

 

 

(102,850

)

 

 

3.98

 

 

 

-

 

 

 

-

 

Forfeited or expired

 

 

(255,821

)

 

 

4.76

 

 

 

(85,879

)

 

 

9.02

 

Outstanding at the end of the year

 

 

888,814

 

 

$

5.12

 

 

 

733,967

 

 

$

5.66

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercisable at the end of the year

 

 

227,056

 

 

$

8.39

 

 

 

111,516

 

 

$

13.86

 

 
Shares Outstanding

A summary of the Company’s time vested stock options outstanding as of December 31, 2022 is presented below:

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

 

 

 

 

Average

 

 

Weighted-

 

 

 

 

 

 

 

 

 

Remaining

 

 

Average

 

 

 

 

 

 

 

 

 

Contractual

 

 

Exercise

 

 

Aggregate

 

 

 

Options

 

 

Term

 

 

Price

 

 

Intrinsic

 

 

 

Outstanding

 

 

(in years)

 

 

(per share)

 

 

Value

 

Options outstanding

 

 

888,814

 

 

 

8.3

 

 

$

5.12

 

 

$

-

 

Vested or expected to vest

 

 

888,814

 

 

 

8.3

 

 

$

5.12

 

 

$

-

 

Options exercisable

 

 

227,056

 

 

 

6.5

 

 

$

8.39

 

 

$

-

 

 
Stock Appreciation Rights (SARs) [Member]  
Shares Outstanding

A summary of the Company’s cash settled stock appreciation rights outstanding as of December 31, 2022 is presented below:

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

 

 

 

 

Average

 

 

Weighted-

 

 

 

 

 

 

 

 

 

Remaining

 

 

Average

 

 

 

 

 

 

 

 

 

Contractual

 

 

Exercise

 

 

Aggregate

 

 

 

SARS

 

 

Term

 

 

Price

 

 

Intrinsic

 

 

 

Outstanding

 

 

(in years)

 

 

(per share)

 

 

Value

 

SARS outstanding

 

 

2,132,113

 

 

 

7.8

 

 

$

2.20

 

 

$

2,124,866

 

Vested or expected to vest

 

 

2,132,113

 

 

 

7.8

 

 

$

2.20

 

 

$

2,124,866

 

SARS exercisable

 

 

909,313

 

 

 

7.7

 

 

$

2.10

 

 

$

997,916

 

 
Valuation Assumptions

The fair value of cash settled stock appreciation rights as of December 31, 2022 was estimated using the Black-Scholes option valuation model with the following assumptions:

 

 

 

 

 

 

 

 

 

Expected

 

Risk Free

 

 

 

 

 

 

 

 

 

Expected

 

Dividend

 

Interest

 

Fair Value

 

Grant Year

 

Grant Date

 

Expected Life

 

Volatility

 

Yield

 

Rate

 

Per Award

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

1/24/2020

 

3.6 years

 

94.35%

 

0.00%

 

4.19%

 

$

2.44

 

2020

 

9/14/2020

 

4.2 years

 

89.86%

 

0.00%

 

4.10%

 

$

2.38

 

2020

 

11/30/2020

 

4.4 years

 

87.88%

 

0.00%

 

4.07%

 

$

2.28

 

2021

 

1/5/2021

 

4.3 years

 

89.36%

 

0.00%

 

4.09%

 

$

2.31

 

 
SAR Activity

A summary of the Company’s cash settled stock appreciation rights activity and related information at December 31, 2022 and 2021 and changes during the year is presented below:

 

 

 

 

 

 

December 31,

 

 

 

 

 

 

2022

 

 

2021

 

 

 

 

 

 

Weighted-

 

 

 

 

 

Weighted-

 

 

 

 

 

 

Average

 

 

 

 

 

Average

 

 

 

 

 

 

Exercise

 

 

 

 

 

Exercise

 

 

 

SARS

 

 

Price

 

 

SARS

 

 

Price

 

 

 

Outstanding

 

 

(per share)

 

 

Outstanding

 

 

(per share)

 

Outstanding at the beginning of the year

 

 

2,163,339

 

 

$

2.20

 

 

 

853,967

 

 

$

1.69

 

Granted

 

 

-

 

 

 

-

 

 

 

1,735,500

 

 

 

2.38

 

Exercised

 

 

(11,592

)

 

 

2.16

 

 

 

(42,652

)

 

 

1.64

 

Forfeited or expired

 

 

(19,634

)

 

 

2.31

 

 

 

(383,476

)

 

 

1.92

 

Outstanding at the end of the year

 

 

2,132,113

 

 

$

2.20

 

 

 

2,163,339

 

 

$

2.20

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercisable at the end of the year

 

 

909,313

 

 

$

2.10

 

 

 

192,387

 

 

$

1.71

 

 
v3.23.1
Loss Per Share (Tables)
 12 Months Ended
Dec. 31, 2022
Earnings Per Share [Abstract]  
Weighted Average Common Shares Outstanding

The weighted average common shares outstanding are as follows:

 

 

 

Year Ended December 31,

 

 

 

2022

 

 

2021

 

 

 

 

 

 

 

 

Weighted average common shares outstanding

 

 

16,052,920

 

 

 

15,023,853

 

Issuance of Warrants

 

 

8,785,479

 

 

 

5,742,545

 

Weighted average common shares outstanding - basic

 

 

24,838,399

 

 

 

20,766,398

 

Weighted average common shares outstanding - diluted

 

 

24,838,399

 

 

 

20,766,398

 

 
v3.23.1
Revenue Sources and Concentration of Sales (Tables)
 12 Months Ended
Dec. 31, 2022
Segment Reporting Information, Additional Information [Abstract]  
Schedule of Revenue Sources and Concentration of Sales

The following table sets forth the Company’s sales resulting from various revenue sources for the periods indicated below:

 

 

Year Ended

 

 

December 31,

 

 

2022

 

 

2021

 

Railcar sales

$

349,556

 

 

$

189,579

 

Parts sales

 

11,941

 

 

 

10,228

 

Revenues from contracts with customers

 

361,497

 

 

 

199,807

 

Leasing revenues

 

3,257

 

 

 

3,243

 

Total revenues

$

364,754

 

 

$

203,050

 

 
v3.23.1
Segment Information (Tables)
 12 Months Ended
Dec. 31, 2022
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment

 

 

Year Ended

 

 

 

December 31,

 

 

 

2022

 

 

2021

 

Revenues:

 

 

 

 

 

 

Manufacturing

 

$

352,827

 

 

$

192,807

 

Corporate and Other

 

 

11,927

 

 

 

10,243

 

Consolidated revenues

 

$

364,754

 

 

$

203,050

 

 

 

 

 

 

 

 

Operating loss:

 

 

 

 

 

 

Manufacturing (1)

 

$

14,801

 

 

$

(757

)

Corporate and Other (2)

 

 

(29,825

)

 

 

(22,005

)

Consolidated operating loss

 

 

(15,024

)

 

 

(22,762

)

Consolidated interest expense

 

 

(25,423

)

 

 

(13,317

)

Gain (loss) on change in fair market value of Warrant liability

 

 

1,486

 

 

 

(14,894

)

Gain on extinguishment of debt

 

 

-

 

 

 

10,122

 

Consolidated other income

 

 

2,426

 

 

 

817

 

Consolidated loss before income taxes

 

$

(36,535

)

 

$

(40,034

)

 

 

 

 

 

 

 

Depreciation and amortization:

 

 

 

 

 

 

Manufacturing

 

$

3,491

 

 

$

3,648

 

Corporate and Other

 

 

644

 

 

 

656

 

Consolidated depreciation and amortization

 

$

4,135

 

 

$

4,304

 

 

 

 

 

 

 

 

Capital expenditures:

 

 

 

 

 

 

Manufacturing

 

$

7,327

 

 

$

1,880

 

Corporate and Other

 

 

489

 

 

 

410

 

Consolidated capital expenditures

 

$

7,816

 

 

$

2,290

 

 

(1) There were no restructuring and impairment charges for the year ended December 31, 2022. Results for the year ended December 31, 2021 include restructuring and impairment charges of $6,530.

(2) Results for the year ended December 31, 2022 include a pension settlement loss of $8,105. There were no pension settlement losses in the year ended December 31, 2021.
Reconciliation of Assets From Segment to Consolidated

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Assets:

 

 

 

 

 

 

Manufacturing

 

$

149,014

 

 

$

154,068

 

Corporate and Other

 

 

50,631

 

 

 

46,417

 

Total operating assets

 

 

199,645

 

 

 

200,485

 

Consolidated income taxes receivable

 

 

93

 

 

 

179

 

Consolidated assets

 

$

199,738

 

 

$

200,664

 
Geographic Information

Geographic Information

 

 

Revenues

 

 

Long Lived Assets(a)

 

 

 

Year Ended

 

 

 

 

 

 

 

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

United States

 

$

364,740

 

 

$

202,978

 

 

$

15,018

 

 

$

24,967

 

Mexico

 

 

14

 

 

 

72

 

 

 

54,243

 

 

 

30,098

 

Total

 

$

364,754

 

 

$

203,050

 

 

$

69,261

 

 

$

55,065

 

 

(a) Long lived assets include property plant and equipment, net, railcars available for lease, and right-of-use (ROU) assets.
v3.23.1
Summary of Significant Accounting Policies (Narrative) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Contract assets $ 0 $ 0
Contract liability 219 4,807
Performance obligation 40,635  
Fasemex [Member]    
Related Party Transaction, Expenses from Transactions with Related Party $ 28,669 $ 89,984
Maximum [Member]    
Warranty period 5 years  
Useful life of assets related to state and local incentives 16 years  
Maximum [Member] | Railcar Sales [Member]    
Contract payment term 10 days  
Maximum [Member] | Parts Sales [Member]    
Contract payment term 45 days  
Minimum [Member]    
Useful life of assets related to state and local incentives 7 years  
Minimum [Member] | Railcar Sales [Member]    
Contract payment term 5 days  
Minimum [Member] | Parts Sales [Member]    
Contract payment term 30 days  
v3.23.1
Summary of Significant Accounting Policies (Useful Life of Property, Plant and Equipment) (Details)
 12 Months Ended
Dec. 31, 2022
Minimum [Member] | Buildings and Improvements [Member]  
Property, Plant and Equipment [Line Items]  
Estimated useful life 15 years
Minimum [Member] | Leasehold Improvements [Member]  
Property, Plant and Equipment [Line Items]  
Estimated useful life 6 years
Minimum [Member] | Machinery and Equipment [Member]  
Property, Plant and Equipment [Line Items]  
Estimated useful life 3 years
Minimum [Member] | Software [Member]  
Property, Plant and Equipment [Line Items]  
Estimated useful life 3 years
Maximum [Member] | Buildings and Improvements [Member]  
Property, Plant and Equipment [Line Items]  
Estimated useful life 40 years
Maximum [Member] | Leasehold Improvements [Member]  
Property, Plant and Equipment [Line Items]  
Estimated useful life 19 years
Maximum [Member] | Machinery and Equipment [Member]  
Property, Plant and Equipment [Line Items]  
Estimated useful life 7 years
Maximum [Member] | Software [Member]  
Property, Plant and Equipment [Line Items]  
Estimated useful life 7 years
v3.23.1
Summary of Significant Accounting Policie (Schedule Of Revenue Recognition) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Disaggregation of Revenue [Line Items]    
Revenues from contracts with customers $ 361,497 $ 199,807
Leasing revenues 3,257 3,243
Total revenues 364,754 203,050
Railcar Sales [Member]    
Disaggregation of Revenue [Line Items]    
Revenues from contracts with customers 349,556 189,579
Parts Sales [Member]    
Disaggregation of Revenue [Line Items]    
Revenues from contracts with customers $ 11,941 $ 10,228
v3.23.1
Leases (Narrative) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Leases [Line Items]    
Operating lease liabilities $ 2,677 $ 18,572
Operating leases 20,344 0
Right of use asset operating lease $ 1,596 $ 16,669
Minimum [Member]    
Leases [Line Items]    
Lease term 3 months 18 days  
Maximum [Member]    
Leases [Line Items]    
Lease term 17 years 9 months 18 days  
v3.23.1
Leases (Components of Lease Cost) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Lease, Cost [Abstract]    
Fixed $ 1,735 $ 3,710
Short-term 505 761
Total operating lease costs 2,240 4,471
Amortization of leased assets 1,182 0
Interest on lease liabilities 1,355 0
Total finance lease costs 2,537 0
Total lease cost $ 4,777 $ 4,471
v3.23.1
Leases (Supplemental Balance Sheet Information) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Right of use assets:    
Right of use asset operating lease $ 1,596 $ 16,669
Right of use asset finance lease 33,093 0
Total $ 34,689 $ 16,669
Operating lease liabilities:    
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Other Liabilities, Current Other Liabilities, Current
Lease liability Operating lease, Current $ 897 $ 1,955
Lease liability operating lease, long-term 1,780 16,617
Total operating lease costs $ 2,677 $ 18,572
Finance lease liabilities:    
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Other Liabilities, Current Other Liabilities, Current
Lease liability finance lease,Current $ 605
Lease liability finance lease, long-term 33,245 0
Total finance lease costs 33,850 0
Total Lease Liabilities $ 36,527 $ 18,572
v3.23.1
Leases (Supplemental Cash Flow Information) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Cash Flow, Operating Activities, Lessee [Abstract]    
Operating cash flows from operating leases $ 2,630 $ 4,315
Financing lease payments (738) 0
Financing cash flows from finance leases 1,355 0
Total 4,723 4,315
Right of use assets obtained in exchange for new lease obligations:    
Operating leases 20,344 0
Finance leases $ 20,344 $ 0
v3.23.1
Leases (Aggregate Future Operating Lease Payments) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Leases [Line Items]    
2023 $ 992  
2024 250  
2025 256  
2026 263  
2027 271  
Thereafter 1,085  
Total lease payments 3,117  
Less: interest (440)  
Total 2,677 $ 18,572
Finance leases    
2023 3,298  
2024 3,298  
2025 3,354  
2026 3,523  
2027 3,523  
Thereafter 48,139  
Total lease payments 65,135  
Less: interest (31,285)  
Total $ 33,850 $ 0
v3.23.1
Leases (Operating Lease Information) (Details)
Dec. 31, 2022
Leases [Abstract]  
Weighted-average discount rate,Operating Lease 4.50%
Weighted-average Discount Rate,Finance Lease 8.00%
Weighted-average Remaining lease Term (years),Finance Lease 17 years 9 months 18 days
Weighted-average remaining lease term (years),Operating Lease 7 years 10 months 24 days
v3.23.1
Fair Value Measurements (Narrative) (Details) - $ / shares
Dec. 31, 2022
Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Class of Warrant or Right, Exercise Price of Warrants or Rights   $ 0.01
Fair Value, Inputs, Level 2 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Class of Warrant or Right, Exercise Price of Warrants or Rights $ 0.01 $ 0.01
v3.23.1
Fair Value Measurements (Fair Value, Assets Measured on Recurring Basis and Non-Recurring Basis) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Fair Value, Recurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents $ 31,028 $ 32,514
Fair Value, Nonrecurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Railcars available for lease, net 4,116 6,638
Assets held for sale 3,675  
Fair Value, Inputs, Level 1 [Member] | Fair Value, Recurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Fair Value, Inputs, Level 1 [Member] | Fair Value, Nonrecurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Railcars available for lease, net 0
Assets held for sale  
Fair Value, Inputs, Level 2 [Member] | Fair Value, Recurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 31,028 32,514
Fair Value, Inputs, Level 2 [Member] | Fair Value, Nonrecurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Railcars available for lease, net 4,116 0
Assets held for sale 3,675  
Fair Value, Inputs, Level 3 [Member] | Fair Value, Recurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Fair Value, Inputs, Level 3 [Member] | Fair Value, Nonrecurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Railcars available for lease, net $ 6,638
Assets held for sale  
v3.23.1
Restricted Cash and Restricted Cash Equivalents (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Restricted Cash and Cash Equivalents Items [Line Items]    
Total restricted cash and restricted cash equivalents $ 4,078 $ 4,957
Customer Deposit [Member]    
Restricted Cash and Cash Equivalents Items [Line Items]    
Total restricted cash and restricted cash equivalents 282 282
Restricted Cash To Collateralize Standby Letters Of Credit [Member]    
Restricted Cash and Cash Equivalents Items [Line Items]    
Total restricted cash and restricted cash equivalents 3,542 3,542
Restricted Cash Equivalents To Collateralize Standby Letters Of Credit [Member]    
Restricted Cash and Cash Equivalents Items [Line Items]    
Total restricted cash and restricted cash equivalents 103 1,133
Restricted Cash Equivalents Other [Member]    
Restricted Cash and Cash Equivalents Items [Line Items]    
Total restricted cash and restricted cash equivalents $ 151 $ 0
v3.23.1
Inventories (Schedule of Inventory Current) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Inventory Disclosure [Abstract]    
Raw materials $ 46,421 $ 34,885
Work in process 4,527 11,306
Finished railcars 8,783 4,696
Parts inventory 4,586 5,125
Total inventories, net $ 64,317 $ 56,012
v3.23.1
Inventories (Narrative) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Inventory Disclosure [Abstract]    
Inventory valuation reserves $ 1,672 $ 1,621
v3.23.1
Leased Railcars (Future Minimum Rental Revenues on Leases) (Details)
$ in Thousands
Dec. 31, 2022
USD ($)
Leases [Abstract]  
2023 $ 1,297
2024 300
2025 100
2026 0
2027 0
Thereafter 0
Total operating lease costs $ 1,697
v3.23.1
Leased Railcars (Narrative) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Leases [Line Items]    
Railcars Available for Lease, net $ 11,324 $ 20,160
Railcars Available for Lease, cost 14,995 23,717
Railcars Available for Lease, accumulated depreciation $ 3,671 3,557
Lease term 2 years 6 months  
Depreciation Expense on Leased Railcars $ 616 646
Impairment Of Leased Railcars $ 4,515 $ 158
Lessee, Operating Lease, Discount Rate 4.50%  
Manufacturing [Member]    
Leases [Line Items]    
Assets, fair value $ 7,791  
Impairment Of Leased Railcars 4,515  
Manufacturing [Member] | Valuation, Cost Approach [Member]    
Leases [Line Items]    
Railcars Available for Lease, net $ 12,306  
v3.23.1
Restructuring and Impairment Charges (Components of Restructuring and Impairment Charges) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Restructuring and Related Activities [Abstract]    
Impairment and loss on disposal of machinery and equipment $ 0 $ 1,591
Employee severance and retention 0 (5)
Other charges related to facility closure 0 4,944
Total restructuring and impairment charges $ 0 $ 6,530
v3.23.1
Restructuring and Impairment Charges (Narrative) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Oct. 08, 2020
Restructuring Cost and Reserve [Line Items]        
Restructuring and impairment charges $ 0 $ 6,530    
Lessee, Operating Lease, Discount Rate 4.50%      
Restructuring Reserve $ 0 163 $ 1,847  
Restructuring and impairment charges $ 0 $ 6,530    
Facility Closing [Member] | Shoals Facility [Member]        
Restructuring Cost and Reserve [Line Items]        
Fair value of property, plant and equipment       $ 10,148
v3.23.1
Restructuring and Impairment Charges (Schedule Of Restructuring Reserve Activity) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Restructuring Cost and Reserve [Line Items]    
Accrued $ 163 $ 1,847
Cash Charges 0 6,437
Non-cash charges 0 93
Cash payments (163) (8,041)
Accrued 0 163
Impairment And Loss On Disposal Of Machinery And Equipment [Member]    
Restructuring Cost and Reserve [Line Items]    
Accrued 0 0
Cash Charges 0 0
Non-cash charges 0 269
Cash payments 0 0
Accrued 0 0
Employee Severance And Retention [Member]    
Restructuring Cost and Reserve [Line Items]    
Accrued 163 1,596
Cash Charges 0 0
Non-cash charges 0 (80)
Cash payments (163) (1,353)
Accrued 0 163
Other Charges Related To Facility Closure [Member]    
Restructuring Cost and Reserve [Line Items]    
Accrued 0 251
Cash Charges 0 6,437
Non-cash charges 0 (96)
Cash payments 0 (6,688)
Accrued $ 0 $ 0
v3.23.1
Property, Plant and Equipment (Schedule of Property, Plant and Equipment) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Property, Plant and Equipment [Line Items]    
Total cost $ 55,415 $ 46,885
Less: Accumulated depreciation and amortization (32,167) (28,649)
Property, Plant and Equipment, Net, Total 23,248 18,236
Buildings and Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Total cost 162 162
Leasehold Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Total cost 4,072 3,954
Machinery and Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Total cost 37,468 33,808
Software [Member]    
Property, Plant and Equipment [Line Items]    
Total cost 8,744 8,560
Construction in Progress [Member]    
Property, Plant and Equipment [Line Items]    
Total cost $ 4,969 $ 401
v3.23.1
Property, Plant and Equipment (Narrative) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Property, Plant and Equipment [Line Items]    
Depreciation $ 3,519 $ 3,658
v3.23.1
Product Warranties (Narrative) (Details)
 12 Months Ended
Dec. 31, 2022
Maximum [Member]  
Warranty period 5 years
v3.23.1
Product Warranties (Changes in Warranty Reserve) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Product Warranties Disclosures [Abstract]    
Balance at the beginning of the year $ 2,533 $ 5,216
Current year provision 3,462 200
Reductions for payments, costs of repairs and other (3,365) (1,358)
Adjustments to prior warranties (690) (1,525)
Balance at the end of the year $ 1,940 $ 2,533
v3.23.1
State and Local Incentives (Narrative) (Details) - USD ($)
$ in Thousands
 1 Months Ended 12 Months Ended
Dec. 31, 2016
Dec. 31, 2022
Dec. 31, 2015
State and Local Incentives [Abstract]      
State incentives received during the year $ 1,410   $ 15,733
Incentive Agreement, Term   6 years  
v3.23.1
State and Local Incentives (Changes in Deferred Income from State Incentives) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
State and Local Incentives [Abstract]    
Balance at the beginning of the year $ 2,507 $ 4,722
Recognition of state and local incentives as a reduction of cost of sales (1,857) (2,215)
State and local incentives paid during the year (650) 0
Balance at the end of the year, including current portion $ 0 $ 2,507
v3.23.1
Debt Financing and Revolving Credit Facilities (Narrative) (Details) - USD ($)
$ / shares in Units, $ in Thousands
 1 Months Ended 3 Months Ended 12 Months Ended
Apr. 04, 2022
Dec. 30, 2021
Dec. 28, 2021
Aug. 06, 2021
Jul. 31, 2021
May 14, 2021
Nov. 24, 2020
Jul. 30, 2021
Sep. 30, 2021
Dec. 31, 2022
Dec. 31, 2021
Feb. 28, 2023
Feb. 27, 2023
Jan. 31, 2023
Feb. 23, 2022
Jul. 14, 2021
Oct. 13, 2020
Oct. 08, 2020
Apr. 16, 2020
Line of Credit Facility [Line Items]                                      
deferred financing costs                   $ 1,989 $ 2,660                
Gain on extinguishment of debt                   0 $ 10,122                
2024                   0                  
2025                   $ 58,745                  
Common Stock, Par or Stated Value Per Share                   $ 0.01 $ 0.01                
Class Of Warrant Or Right, Percentage Of Oustanding Common Shares             23.00%                        
Class of Warrant or Right, Number of Securities Called by Warrants or Rights                   6,799,139 6,098,217                
Class of Warrant or Right, Exercise Price of Warrants or Rights                     $ 0.01                
Warrants Exercisable Term             10 years                        
Rent Under Forbearance Agreement     $ 715                                
Warrants and Rights Outstanding                   $ 31,028 $ 32,514                
Common Stock, Shares, Issued                   17,223,306 15,947,228                
Warrant Acquisition Agreement [Member]                                      
Line of Credit Facility [Line Items]                                      
Class Of Warrant Or Right, Percentage Of Oustanding Common Shares   5.00%                                  
Class of Warrant or Right, Number of Securities Called by Warrants or Rights                   1,473,726 1,325,699                
Class of Warrant or Right, Exercise Price of Warrants or Rights                   $ 0.01 $ 0.01                
Term Loan Credit Agreement Three Amendment [Member]                                      
Line of Credit Facility [Line Items]                                      
Equity Fee       $ 1,000                              
Percentage of common stock       9.99%                              
Cash fee       $ 1,000                              
Common Stock, Shares, Issued                   1,547,266                  
Equity Fees, Shares                   1,388,388                  
Paycheck Protection Program Loan [Member]                                      
Line of Credit Facility [Line Items]                                      
Aggregate principal amount                               $ 10,000     $ 10,000
Remaining Balance Of Loan                   $ 0                  
Gain on extinguishment of debt                     $ 10,100                
Siena Loan Agreement [Member]                                      
Line of Credit Facility [Line Items]                                      
Maximum borrowing capacity               $ 25,000             $ 35,000     $ 20,000  
Outstanding borrowings                   33,825 24,026                
Line of Credit Facility, Remaining Borrowing Capacity                   $ 0 122                
Deferred financing costs, gross                     $ 1,037             $ 1,101  
Debt Instrument, Basis Spread on Variable Rate               2.00%   1.50%                  
Interest rate                   9.00%                  
Siena Loan Agreement [Member] | Subsequent Event [Member]                                      
Line of Credit Facility [Line Items]                                      
Maximum borrowing capacity                         $ 15,000 $ 15,000          
Siena Loan Agreement First Amendment [Member]                                      
Line of Credit Facility [Line Items]                                      
Interest rate                   9.50%                  
Term Loan Credit Agreement [Member]                                      
Line of Credit Facility [Line Items]                                      
deferred financing costs           $ 480 $ 2,872                        
Aggregate principal amount   $ 71,000       56,000 $ 40,000                   $ 40,000    
Term 10 years                                    
Additional loan amount   15,000       $ 16,000                          
Debt Instrument Covenant For Additional Financing         $ 15,000                            
Interest rate                   17.20%                  
Class Of Warrant Or Right, Percentage Of Oustanding Common Shares           5.00%                          
Class of Warrant or Right, Number of Securities Called by Warrants or Rights                   1,473,726 0                
Class of Warrant or Right, Exercise Price of Warrants or Rights $ 0.01                                    
Additional warrant liability                 $ 7,351                    
Debt instrument, Additional loan amount to be funded   $ 15,000                                  
Delayed Draw Loan [Member]                                      
Line of Credit Facility [Line Items]                                      
Class Of Warrant Or Right, Percentage Of Oustanding Common Shares                   3.00%                  
Class of Warrant or Right, Exercise Price of Warrants or Rights                   $ 0.01                  
Warrants Terms                   10 years                  
Delayed Draw Loan [Member] | Subsequent Event [Member]                                      
Line of Credit Facility [Line Items]                                      
Debt instrument, Additional loan amount to be funded                       $ 15,000   $ 15,000          
Letter Of Credit [Member]                                      
Line of Credit Facility [Line Items]                                      
Equity Fee                   $ 500                  
Letter Of Credit [Member] | Term Loan Credit Agreement [Member]                                      
Line of Credit Facility [Line Items]                                      
Aggregate principal amount               $ 25,000                      
Interest rate                   17.20%                  
M & T Bank [Member] | Revolving Credit Facility [Member]                                      
Line of Credit Facility [Line Items]                                      
Line of Credit Facility, Collateral                   4,116 6,638                
Maximum borrowing capacity                   $ 40,000                  
Outstanding borrowings                   $ 6,917 $ 7,917                
Interest rate                   8.50%                  
v3.23.1
Debt Financing and Revolving Credit Facilities (Fair Value of Warrant) (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
USD ($)
Debt Disclosure [Abstract]  
Warrant liability beginning $ 32,514
Change in fair value (1,486)
Warrant liability Ending $ 31,028
v3.23.1
Debt Financing and Revolving Credit Facilities (Long-Term Debt) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
May 14, 2021
Nov. 24, 2020
Debt Instrument [Line Items]        
Total Debt $ 99,487 $ 89,221    
discount (5,262) (7,077)    
deferred financing costs (1,989) (2,660)    
Total debt, net of discount and deferred financing costs 92,236 79,484    
Less amounts due within one year (40,742) 0    
Long-term debt, net of current portion 51,494 79,484    
M&T Credit Agreement [Member]        
Debt Instrument [Line Items]        
Total Debt 6,917 7,917    
Siena Loan Agreement [Member]        
Debt Instrument [Line Items]        
Total Debt 33,825 24,026    
Term Loan Credit Agreement [Member]        
Debt Instrument [Line Items]        
Total Debt $ 58,745 $ 57,278    
deferred financing costs     $ (480) $ (2,872)
v3.23.1
Debt Financing and Revolving Credit Facilities (Estimated Annual Maturities) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Debt Disclosure [Abstract]    
2023 $ 40,742  
2024 0  
2025 58,745  
2026 0  
2027 0  
Thereafter 0  
Total Debt $ 99,487 $ 89,221
v3.23.1
Accumulated Other Comprehensive Loss (Schedule of Changes in Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Pre-Tax $ (1,561) $ 6,241
Loss on pension settlement pre Tax 6,544  
Loss on pension settlement After Tax 6,544  
After-Tax   6,241
Accumulated Defined Benefit Plans Adjustment, Actuarial Gain (Loss) Attributable to Parent [Member]    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Pre-Tax   5,620
After-Tax   5,620
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Defined Benefit Plans Adjustment, Net Gain (Loss) Attributable to Parent [Member]    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Pre-Tax (1,561) 621
Loss on pension settlement pre Tax 8,105  
Loss on pension settlement After Tax 8,105  
After-Tax $ (1,561) $ 621
v3.23.1
Accumulated Other Comprehensive Loss (Components of Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Accumulated Other Comprehensive Income (Loss) [Line Items]      
Accumulated other comprehensive loss, net of tax $ (28,584) $ (1,656) $ (30,497)
Accumulated Defined Benefit Plans Adjustment Including Portion Attributable to Noncontrolling Interest [Member]      
Accumulated Other Comprehensive Income (Loss) [Line Items]      
Accumulated other comprehensive loss, net of tax $ 1,022 $ (5,522)  
v3.23.1
Accumulated Other Comprehensive Loss - (Components of Accumulated Other Comprehensive Income (Loss))(Parenthetical) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Pension Plan [Member] | Accumulated Defined Benefit Plans Adjustment Including Portion Attributable to Noncontrolling Interest [Member]    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Accumulated other comprehensive loss, tax $ 6,282 $ 6,282
v3.23.1
Employee Benefit Plans (Narrative) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]    
Defined Benefit Plan, Benefit Obligation, Actuarial Gain (Loss) $ 8,985 $ 2,098
Percentage of Future benefit obligations 67.70%  
Line of Credit Facility, Increase (Decrease), Other, Net $ 27,600  
Non cash pre tax pension settlement charge 8,100  
Employee Benefits and Share-Based Compensation 289,000  
Minimum [Member]    
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]    
Contributions to pension plan $ 0  
v3.23.1
Employee Benefit Plans (Change in Plan Assets and Funded Status) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]    
Defined Benefit Plan, Benefit Obligation, Beginning Balance $ 50,938 $ 55,359
Interest cost 867 944
Actuarial (gain) loss (8,985) (2,098)
Benefits paid (2,730) (3,267)
Annuity purchase (27,647) 0
Defined Benefit Plan, Benefit Obligation, Ending Balance 12,443 50,938
Plan assets - Beginning of year 50,903 48,314
Return on plan assets (9,123) 5,856
Annuity purchase (27,647) 0
Benefits paid (2,730) (3,267)
Plan assets at fair value - End of year 11,403 50,903
Funded status of plans - End of year $ (1,040) $ (35)
v3.23.1
Employee Benefit Plans (Amounts Recognized in the Balance Sheets) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]    
Current liabilities $ 0 $ 0
Noncurrent liabilities (1,040) (35)
Net amount recognized at December 31 $ (1,040) $ (35)
v3.23.1
Employee Benefit Plans (Schedule of Defined Benefit Plan Amounts Recognized in Other Comprehensive Income (Loss)) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]    
Net actuarial loss (gain) $ 1,789 $ (5,620)
Actuarial loss from settlement (8,105) 0
Net actuarial loss (228) (621)
Total recognized in accumulated other comprehensive loss (gain) $ (6,544) $ (6,241)
v3.23.1
Employee Benefit Plans (Schedule of Expected Benefit Payments) (Details)
$ in Thousands
Dec. 31, 2022
USD ($)
Retirement Benefits [Abstract]  
2023 $ 760
2024 765
2025 789
2026 804
2027 796
2028 through 2032 $ 4,196
v3.23.1
Employee Benefit Plans (Components of Net Periodic Benefit Cost) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]    
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Interest Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] Comprehensive Income (Loss), Net of Tax, Attributable to Parent Comprehensive Income (Loss), Net of Tax, Attributable to Parent
Interest cost $ 867 $ 944
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Expected Return (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Comprehensive Income (Loss), Net of Tax, Attributable to Parent Comprehensive Income (Loss), Net of Tax, Attributable to Parent
Expected return on plan assets $ (1,650) $ (2,335)
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Amortization of Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Comprehensive Income (Loss), Net of Tax, Attributable to Parent Comprehensive Income (Loss), Net of Tax, Attributable to Parent
Amortization of unrecognized net loss (gain) $ 228 $ 621
Total net periodic (income) benefit cost $ (555) $ (770)
v3.23.1
Employee Benefit Plans (Schedule of Assumptions Used) (Details)
Dec. 31, 2022
Dec. 31, 2021
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]    
Discount rates 5.22% 2.84%
v3.23.1
Employee Benefit Plans (Amounts Recognized in Accumulated Other Comprehensive Loss) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]    
Net actuarial loss (gain) $ 5,260 $ 11,803
Amount recognized in accumulated other comprehensive loss $ 5,260 $ 11,803
v3.23.1
Employee Benefit Plans (Assumptions Used in the Measurement of Net Periodic Cost) (Details)
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]    
Discount rate for benefit obligations 5.22% 2.48%
Expected return on plan assets 3.00% 5.00%
Rate for interest on benefit obligations 5.10% 1.77%
v3.23.1
Employee Benefit Plans (Schedule of Allocation of Plan Assets) (Details) - Pension Plan [Member]
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Plan Assets   100.00% 100.00%
Target Allocation 100.00%    
Cash and Cash Equivalents [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Plan Assets   1.00% 2.00%
Equity Securities [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Plan Assets   0.00% 54.00%
Target Allocation 0.00%    
Fixed Income Securities [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Plan Assets   99.00% 33.00%
Real Estate [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Plan Assets   0.00% 11.00%
Target Allocation 0.00%    
Minimum [Member] | Cash and Cash Equivalents [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Target Allocation 0.00%    
Minimum [Member] | Fixed Income Securities [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Target Allocation 95.00%    
Maximum [Member] | Cash and Cash Equivalents [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Target Allocation 5.00%    
Maximum [Member] | Fixed Income Securities [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Target Allocation 100.00%    
v3.23.1
Employee Benefit Plans (Schedule of Changes in Fair Value of Plan Assets) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets $ 11,403 $ 50,903 $ 48,314
Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets 11,403 50,903  
Fixed Income Funds [Member] | Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets 11,268 16,645  
Large cap stock fund [Member] | Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets   16,238  
Small cap stock fund [Member] | Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets   4,877  
International fund [Member] | Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets   6,607  
Real Estate Funds [Member] | Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets   5,529  
Cash and Cash Equivalents [Member] | Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets 135 1,007  
Fair Value, Inputs, Level 1 [Member] | Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets 11,403 50,903  
Fair Value, Inputs, Level 1 [Member] | Fixed Income Funds [Member] | Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets 11,268 16,645  
Fair Value, Inputs, Level 1 [Member] | Large cap stock fund [Member] | Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets   16,238  
Fair Value, Inputs, Level 1 [Member] | Small cap stock fund [Member] | Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets   4,877  
Fair Value, Inputs, Level 1 [Member] | International fund [Member] | Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets   6,607  
Fair Value, Inputs, Level 1 [Member] | Real Estate Funds [Member] | Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets   5,529  
Fair Value, Inputs, Level 1 [Member] | Cash and Cash Equivalents [Member] | Pension Benefits [Member]      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Pension Plan Assets $ 135 $ 1,007  
v3.23.1
Income Taxes (Composition of Income Tax Expense) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Current taxes    
Federal $ 0 $ (10)
Foreign 2,285 1,533
State 40 26
Current taxes 2,325 1,549
Deferred taxes    
Federal 1 0
Deferred Foreign Income Tax Expense (Benefit) (14) (136)
Non-current taxes (13) (136)
Deferred taxes 2,312 1,413
Total (benefit) provision $ 2,312 $ 1,413
v3.23.1
Income Taxes (Reconciliation of Income Tax Rate) (Details)
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Income Tax Disclosure [Abstract]    
Statutory U.S. federal income tax rate 21.00% 21.00%
State income taxes, net of federal tax benefit 0.40% 0.70%
Valuation allowance (5.80%) (20.40%)
Provision to return (0.20%) 0.00%
Foreign rate differential (1.50%) (1.00%)
Foreign tax adjustments (1.10%) 0.00%
Deferred tax adjustments (17.90%) 0.40%
Nondeductible expenses and other (1.20%) (4.20%)
Effective income tax rate (6.30%) (3.50%)
v3.23.1
Income Taxes (Components of Deferred Tax Assets and Liabilities) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Income Tax Disclosure [Abstract]    
Deferred tax assets, Accrued postretirement and pension benefits $ 360 $ 149
Deferred tax liabilities, Intangible assets (26) (22)
Deferred tax assets, Accrued expenses 2,326 1,367
Deferred tax assets, Accrued warranty costs 0  
Prepaid expenses (1,155)  
Deferred tax assets, Deferred state and local incentive revenue   537
Deferred Tax Assets Accrued severance 0  
Deferred tax assets, Inventory valuation 1,219 496
Deferred tax assets, Property, plant and equipment and railcars on operating leases   103
Deferred tax liabilities, Property, plant and equipment and railcars on operating leases (1,166)  
Deferred tax assets, Net operating loss, tax credit, and interest carryforwards 65,218 62,536
Deferred tax assets, Stock-based compensation expense 1,715 1,539
Deferred tax assets, Other 371 99
Right of use asset (10,902) (4,780)
Deferred tax Liabilities, Other (1,448)  
Lease liability 11,376 5,175
Deferred Tax Assets, Gross, Total 82,585 72,001
Deferred Tax Liabilities, Gross, Total (14,697) (4,802)
Deferred Tax Assets, Valuation Allowance (67,881) (67,204)
Deferred tax assets, net, total 14,704 4,797
Deferred tax liabilities, net, total (14,697) (4,802)
Increase (decrease) in valuation allowance $ 677 $ 7,591
v3.23.1
Income Taxes (Narrative) (Details) - USD ($)
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Income tax rate 21.00% 21.00%
Deferred tax assets $ 14,704,000 $ 4,797,000
Unrecognized Tax Benefits that Would Impact Effective Tax Rate 0 0
Income tax provision included in expense 0 $ 0
State and Local Jurisdiction [Member]    
Operating Loss Carryforwards 220,406,000  
U.S. Federal [Member]    
Operating Loss Carryforwards 210,223,000  
Deferred Tax Asset, Interest Carryforward 33,392,000  
Tax Credit Carryforwards 2,016,000  
Interest Carryforwards 33,392,000  
China [Member]    
Operating Loss Carryforwards 356,000  
Mexico [Member]    
Deferred tax assets $ 100  
v3.23.1
Income Taxes (Income Tax Years Subject to Examination) (Details)
 12 Months Ended
Dec. 31, 2022
U.S. Federal [Member]  
Income Tax Contingency [Line Items]  
Open Tax Year 2019
Pennsylvania [Member]  
Income Tax Contingency [Line Items]  
Open Tax Year 2001
Texas [Member]  
Income Tax Contingency [Line Items]  
Open Tax Year 2019
Illinois [Member]  
Income Tax Contingency [Line Items]  
Open Tax Year 2010
Virginia [Member]  
Income Tax Contingency [Line Items]  
Open Tax Year 2019
Colorado [Member]  
Income Tax Contingency [Line Items]  
Open Tax Year 2010
Indiana [Member]  
Income Tax Contingency [Line Items]  
Open Tax Year 2019
Nebraska [Member]  
Income Tax Contingency [Line Items]  
Open Tax Year 2016
Alabama [Member]  
Income Tax Contingency [Line Items]  
Open Tax Year 2016
China [Member]  
Income Tax Contingency [Line Items]  
Open Tax Year 2019
Mexico [Member]  
Income Tax Contingency [Line Items]  
Open Tax Year 2020
v3.23.1
Stock-Based Compensation (Narrative) (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Stock-based compensation $ 2,106 $ 2,977
Common stock, shares issued 17,223,306 15,947,228
Restricted Stock [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Granted (shares) 386,908 213,465
Stock awards, Grants in Period, Weighted Average Grant Date Fair Value $ 3.93 $ 4.23
Unrecognized compensation expense $ 1,065  
Fair value of stock awards $ 427 $ 1,942
Remaining requisite service period 20 months  
Time-Vested Stock Options [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Award contractual term 10 years  
Common stock, shares issued 5,292  
Stock options exercised, shares 102,850 0
Expected volatility 77.95%  
Derived service period 6 years  
Expected dividend yield 0.00%  
Risk-free rate 3.04%  
Unearned compensation related to options $ 1,178  
Remaining service period 23 months  
Stock Appreciation Rights (SARs) [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Award Vesting Period 3 years  
Award contractual term 10 years  
Granted   1,735,500
Granted (shares) 1,735,500  
Stock appreciation award vesting rights Vesting of the 2021 cash settled stock appreciation rights is contingent upon the achievement of a thirty-day trailing average fair market value of a share of the Company’s common stock of 133.3% ($3.17)  
Exercise price $ 2.38  
Stock awards, Grants in Period, Weighted Average Grant Date Fair Value $ 1.74  
Estimated fair value $ 3,021  
Allocated share based compensation expense income $ 632 $ 2,145
The 2005 Long Term Incentive Plan [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Award, Number of Shares Authorized 1,374,977  
The 2018 Long Term Incentive Plan [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Shares available for grant 1,285,806  
Share available for issuance 1,285,806  
The 2022 Long Term Incentive Plans [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Award, Number of Shares Authorized 880,000  
Shares available for grant 494,977  
Share available for issuance 494,977  
Minimum [Member] | Restricted Stock [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Award Vesting Period 1 year  
Minimum [Member] | Time-Vested Stock Options [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Award Vesting Period 1 year  
Maximum [Member] | Restricted Stock [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Award Vesting Period 3 years  
Maximum [Member] | Time-Vested Stock Options [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Award Vesting Period 3 years  
Certain Employees [Member] | Stock Appreciation Rights (SARs) [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Granted 1,164,464  
v3.23.1
Stock-Based Compensation (Valuation Assumptions, Options) (Details) - Time-Vested Stock Options [Member]
 12 Months Ended
Dec. 31, 2022
$ / shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2022
Grant Date Jul. 11, 2022
Expected Life 6 years
Expected Volatility 77.95%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 3.04%
Fair Value Per Award $ 2.41
1/17/2022 (Member)  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2022
Grant Date Jan. 17, 2022
Expected Life 6 years
Expected Volatility 74.32%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 1.60%
Fair Value Per Award $ 2.63
2/4/2022 [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2022
Grant Date Feb. 04, 2022
Expected Life 6 years
Expected Volatility 74.27%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 1.81%
Fair Value Per Award $ 2.30
3/21/2022 [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2022
Grant Date Mar. 21, 2022
Expected Life 6 years
Expected Volatility 74.45%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 2.33%
Fair Value Per Award $ 2.90
4/19/2022 [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2022
Grant Date Apr. 19, 2022
Expected Life 6 years
Expected Volatility 75.31%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 2.91%
Fair Value Per Award $ 3.87
7/18/2022 [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2022
Grant Date Jul. 18, 2022
Expected Life 6 years
Expected Volatility 77.92%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 3.04%
Fair Value Per Award $ 2.51
8/29/2022 [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2022
Grant Date Aug. 29, 2022
Expected Life 6 years
Expected Volatility 78.17%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 3.24%
Fair Value Per Award $ 3.10
9/6/2022 [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2022
Grant Date Sep. 06, 2022
Expected Life 6 years
Expected Volatility 78.19%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 3.41%
Fair Value Per Award $ 2.81
12/1/2022 [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2022
Grant Date Dec. 01, 2022
Expected Life 6 years
Expected Volatility 78.20%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 3.65%
Fair Value Per Award $ 2.60
v3.23.1
Stock-Based Compensation (Option Activity) (Details) - Time-Vested Stock Options [Member] - $ / shares
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Options Outstanding, Outstanding at the beginning of the year (shares) 733,967 211,361
Options Outstanding, Granted (shares) 513,518 608,485
Options Outstanding, Exercised (shares) (102,850) 0
Options Outstanding, Forfeited or expired (shares) (255,821) (85,879)
Options Outstanding, Outstanding at the end of the year (shares) 888,814 733,967
Options Outstanding, Exercisable at the end of the year (shares) 227,056 111,516
Weighted-Average Exercise Price, Outstanding at the beginning of the year (per share) $ 5.66 $ 11.68
Weighted-Average Exercise Price, Granted (per share) 3.95 4.04
Weighted-Average Exercise Price, exercised (per share) 3.98  
Weighted-Average Exercise Price, Forfeited or expired (per share) 4.76 9.02
Weighted-Average Exercise Price, Outstanding at the end of the year (per share) 5.12 5.66
Weighted-Average Exercise Price, Exercisable at the end of the year (per share) $ 8.39 $ 13.86
v3.23.1
Stock-Based Compensation (Shares Outstanding) (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Time-Vested Stock Options [Member]      
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]      
Outstanding (shares) 888,814 733,967 211,361
Vested or expected to vest (shares) 888,814    
exercisable (shares) 227,056 111,516  
Weighted-Average Remaining Contractual Term, Options Outstanding (in years) 8 years 3 months 18 days    
Weighted-Average Remaining Contractual Term, Vested or expected to vest (in years) 8 years 3 months 18 days    
Weighted-Average Remaining Contractual Term, Options exercisable (in years) 6 years 6 months    
Weighted Average Exercise Price, Options outstanding (per share) $ 5.12 $ 5.66 $ 11.68
Weighted Average Exercise Price, Vested or expected to vest (per share) 5.12    
Weighted-Average Exercise Price, Options exercisable (per share) $ 8.39 $ 13.86  
Stock Appreciation Rights (SARs) [Member]      
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]      
Outstanding (shares) 2,132,113    
Vested or expected to vest (shares) 2,132,113    
exercisable (shares) 909,313 192,387  
Weighted-Average Remaining Contractual Term, Options Outstanding (in years) 7 years 9 months 18 days    
Weighted-Average Remaining Contractual Term, Vested or expected to vest (in years) 7 years 9 months 18 days    
Weighted-Average Remaining Contractual Term, Options exercisable (in years) 7 years 8 months 12 days    
Weighted Average Exercise Price, Options outstanding (per share) $ 2.20    
Weighted Average Exercise Price, Vested or expected to vest (per share) 2.20    
Weighted-Average Exercise Price, Options exercisable (per share) $ 2.10    
Aggregate Intrinsic Value, Options outstanding $ 2,124,866    
Aggregate Intrinsic Value, Vested or expected to vest 2,124,866    
Aggregate Intrinsic Value, Vested or expected to vest, Options exercisable $ 997,916    
v3.23.1
Stock-Based Compensation (Valuation Assumptions) (Details) - Stock Appreciation Rights (SARs) [Member]
 12 Months Ended
Dec. 31, 2022
$ / shares
1/24/2020 [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2020
Grant Date Jan. 24, 2020
Expected Life 3 years 7 months 6 days
Expected Volatility 94.35%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 4.19%
Fair Value Per Award $ 2.44
11/30/2020 [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2020
Grant Date Jan. 05, 2021
Expected Life 4 years 4 months 24 days
Expected Volatility 87.88%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 4.07%
Fair Value Per Award $ 2.28
9/14/2020 [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2020
Grant Date Sep. 14, 2020
Expected Life 4 years 2 months 12 days
Expected Volatility 89.86%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 4.10%
Fair Value Per Award $ 2.38
4/19/2022 [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2021
Grant Date Nov. 30, 2020
Expected Life 4 years 3 months 18 days
Expected Volatility 89.36%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 4.09%
Fair Value Per Award $ 2.31
v3.23.1
Stock-Based Compensation (SAR Activity) (Details) - Stock Appreciation Rights (SARs) [Member] - $ / shares
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Outstanding at the beginning of the year 2,163,339 853,967
Granted   1,735,500
Exercised (11,592) (42,652)
Forfeited or expired (19,634) (383,476)
Outstanding at the end of the year 2,132,113 2,163,339
Options Outstanding, Exercisable at the end of the year (shares) 909,313 192,387
Weighted-Average Grant Date Fair Value, Nonvested at the beginning of the year (per share) $ 2.20 $ 1.69
Weighted Average Grant Date Fair Value, Granted (per share)   2.38
Weighted Average Grant Date Fair Value, Exercised (per share) 2.16 1.64
Weighted Average Grant Date Fair Value, Forfeited or expired (per share) 2.31 1.92
Weighted-Average Grant Date Fair Value, Nonvested at the end of the year (per share) 2.20 2.20
Weighted-Average Exercise Price, Exercisable at the end of the year (per share) $ 2.10 $ 1.71
v3.23.1
Stock-Based Compensation (Nonvested Restricted Shares) (Details) - Restricted Stock [Member] - $ / shares
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Oustanding at the beginning of the year (shares) 491,239 849,723
Granted (shares) 386,908 213,465
Vested (shares) (113,886) (311,128)
Forfeited (shares) (74,399) (260,821)
Outstanding at the end of the year (shares) 689,862 491,239
Expected to vest (shares) 689,862 491,239
Weighted-Average Grant Date Fair Value, Nonvested at the beginning of the year (per share) $ 3.50 $ 2.86
Weighted Average Grant Date Fair Value, Granted (per share) 3.93 4.23
Weighted Average Grant Date Fair Value, Vested (per share) 6.16 2.26
Weighted Average Grant Date Fair Value, Forfeited or expired (per share) 4.44 3.49
Weighted-Average Grant Date Fair Value, Nonvested at the end of the year (per share) 3.20 3.50
Weighted Average Grant Date Fair Value, Expected to vest (per share) $ 3.20 $ 3.50
v3.23.1
Loss Per Share (Weighted Average Common Shares Outstanding) (Details) - shares
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Earnings Per Share [Abstract]    
Weighted average common shares outstanding 16,052,920 15,023,853
Issuance of Warrants 8,785,479 5,742,545
Weighted average common shares outstanding - basic 24,838,399 20,766,398
Weighted average common shares outstanding - diluted 24,838,399 20,766,398
v3.23.1
Loss Per Share (Narrative) (Details) - shares
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Earnings Per Share [Abstract]    
Anti-dilutive common shares excluded from computation of earnings per share amount 1,658,605 1,321,396
v3.23.1
Revenue Sources and Concentration of Sales (Narrative) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Revenues $ 364,754 $ 203,050
Accounts Receivable, after Allowance for Credit Loss, Current 9,571 9,571
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Customers Outside of US [Member]    
Revenues $ 0 $ 0
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Largest Customer [Member]    
Concentration Risk, Percentage 20.00% 46.00%
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Second Largest Customer [Member]    
Concentration Risk, Percentage 19.00% 12.00%
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Third Largest Customer [Member]    
Concentration Risk, Percentage 16.00% 8.00%
Accounts Receivable [Member] | Customer Concentration Risk [Member]    
Accounts Receivable, after Allowance for Credit Loss, Current   $ 9,571
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Largest Customer [Member]    
Accounts Receivable, after Allowance for Credit Loss, Current $ 9,571  
Concentration Risk, Percentage 35.00% 62.00%
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Second Largest Customer [Member]    
Concentration Risk, Percentage 29.00%  
v3.23.1
Revenue Sources and Concentration of Sales (Schedule of Revenue Recognition) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Disaggregation of Revenue [Line Items]    
Revenues from contracts with customers $ 361,497 $ 199,807
Leasing revenues 3,257 3,243
Total revenues 364,754 203,050
Railcar Sales [Member]    
Disaggregation of Revenue [Line Items]    
Revenues from contracts with customers 349,556 189,579
Parts Sales [Member]    
Disaggregation of Revenue [Line Items]    
Revenues from contracts with customers $ 11,941 $ 10,228
v3.23.1
Segment Information (Narrative) (Details)
 12 Months Ended
Dec. 31, 2022
Segment
Segment Reporting [Abstract]  
Number of Operating Segments 2
Number of Reportable Segments 1
v3.23.1
Segment Information (Schedule of Segment Reporting Information, by Segment) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Segment Reporting Information [Line Items]    
Revenues $ 364,754 $ 203,050
Consolidated operating loss (15,024) (22,762)
Loss on change in fair market value of warrant liability (1,486) 14,894
Consolidated other income 2,426 817
Operating Segments [Member]    
Segment Reporting Information [Line Items]    
Revenues 364,754 203,050
Consolidated interest expense (25,423) (13,317)
Loss on change in fair market value of warrant liability 1,486 (14,894)
Gain on extinguishment of debt 0 10,122
Consolidated other income 2,426 817
Loss before income taxes (36,535) (40,034)
Depreciation and amortization 4,135 4,304
Capital expenditures 7,816 2,290
Operating Segments [Member] | Manufacturing [Member]    
Segment Reporting Information [Line Items]    
Revenues 352,827 192,807
Consolidated operating loss [1] 14,801 (757)
Depreciation and amortization 3,491 3,648
Capital expenditures 7,327 1,880
Operating Segments [Member] | Corporate and Other [Member]    
Segment Reporting Information [Line Items]    
Revenues 11,927 10,243
Consolidated operating loss [2] (29,825) (22,005)
Depreciation and amortization 644 656
Capital expenditures $ 489 $ 410
[1]

(1) There were no restructuring and impairment charges for the year ended December 31, 2022. Results for the year ended December 31, 2021 include restructuring and impairment charges of $6,530.
[2]

(2) Results for the year ended December 31, 2022 include a pension settlement loss of $8,105. There were no pension settlement losses in the year ended December 31, 2021.
v3.23.1
Segment Information - Schedule of Segment Reporting Information, by Segment (Parenthetical) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Segment Reporting [Abstract]    
Restructuring and impairment charges $ 0 $ 6,530
Loss on pension settlement $ 8,105 $ 0
v3.23.1
Segment Information (Reconciliation of Assets from Segment to Consolidated) (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Segment Reporting Information [Line Items]    
Total assets $ 199,738 $ 200,664
Operating Segments [Member]    
Segment Reporting Information [Line Items]    
Total operating assets 199,645 200,485
Consolidated income taxes receivable 93 179
Total assets 199,738 200,664
Operating Segments [Member] | Manufacturing [Member]    
Segment Reporting Information [Line Items]    
Total operating assets 149,014 154,068
Operating Segments [Member] | Corporate and Other [Member]    
Segment Reporting Information [Line Items]    
Total operating assets $ 50,631 $ 46,417
v3.23.1
Segment Information (Geographic Information) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Segment Reporting Information [Line Items]    
Revenues $ 364,754 $ 203,050
Operating Segments [Member]    
Segment Reporting Information [Line Items]    
Revenues 364,754 203,050
Long-Lived Assets [1] 69,261 55,065
Operating Segments [Member] | United States [Member]    
Segment Reporting Information [Line Items]    
Revenues 364,740 202,978
Long-Lived Assets [1] 15,018 24,967
Operating Segments [Member] | Mexico [Member]    
Segment Reporting Information [Line Items]    
Revenues 14 72
Long-Lived Assets [1] $ 54,243 $ 30,098
[1]

(a) Long lived assets include property plant and equipment, net, railcars available for lease, and right-of-use (ROU) assets.
v3.23.1
Acquisition (Narrative) (Details) - $ / shares
Dec. 31, 2022
Dec. 31, 2021
Business Acquisition [Line Items]    
Common stock, par value $ 0.01 $ 0.01
v3.23.1
Related Parties (Additional Information) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Related Party Transaction [Line Items]    
Related party asset $ 3,261 $ 8,680
Related party accounts payable $ 3,393 8,870
Fasemex [Member]    
Related Party Transaction [Line Items]    
Percentage of common stock outstanding 11.30%  
Related Party Transaction, Expenses from Transactions with Related Party $ 28,669 89,984
Prepaid inventory 2,014 4,134
Other receivables 1,247 4,546
Related party accounts payable 2,475 8,291
Distribuciones Industrials [Member]    
Related Party Transaction [Line Items]    
Related party costs 2,709 1,735
Related party accounts payable 572 291
Maquinaria y equipo de transporte [Member]    
Related Party Transaction [Line Items]    
Related party costs 2,436 1,163
Related party accounts payable $ 346 288
Warrantholder [Member]    
Related Party Transaction [Line Items]    
Percentage of common stock outstanding 41.30%  
Interest expense related party $ 8,652 7,533
Interest paid in cash 7,185 6,255
Interest paid in kind 1,467 1,278
Warrantholder [Member] | Standby Letters of Credit [Member]    
Related Party Transaction [Line Items]    
Cash fees $ 4,000 $ 1,870
v3.23.1
Subsequent Events (Additional Information) (Details) - USD ($)
$ / shares in Units, $ in Thousands
Mar. 23, 2023
Feb. 27, 2023
Jan. 31, 2023
Dec. 31, 2022
Feb. 23, 2022
Dec. 31, 2021
Jul. 30, 2021
Oct. 08, 2020
Subsequent Event [Line Items]                
Preferred Stock, Par or Stated Value Per Share       $ 0.01   $ 0.01    
Siena Loan Agreement [Member]                
Subsequent Event [Line Items]                
Maximum borrowing capacity         $ 35,000   $ 25,000 $ 20,000
Subsequent Event [Member] | Siena Loan Agreement [Member]                
Subsequent Event [Line Items]                
Maximum borrowing capacity   $ 15,000 $ 15,000          
Subsequent Event [Member] | Securities Purchase Agreement [Member]                
Subsequent Event [Line Items]                
Reduction of the letter of credit fee paid per quarter $ 375              
Subsequent Event [Member] | Non Convertible Series C Preferred Stock [Member] | Securities Purchase Agreement [Member]                
Subsequent Event [Line Items]                
Preferred Stock, Shares Issued 85,000              
Preferred Stock, Par or Stated Value Per Share $ 0.01              
Preferred stock initial stated value $ 1,000              
Percentage of warrant to purchase outstanding common stock 3.00%