FREIGHTCAR AMERICA, INC., 10-Q filed on 11/7/2022
Quarterly Report
v3.22.2.2
Document and Entity Information - shares
 9 Months Ended
Sep. 30, 2022
Oct. 27, 2022
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Current Fiscal Year End Date --12-31  
Document Period End Date Sep. 30, 2022  
Document Fiscal Year Focus 2022  
Document Transition Report false  
Entity 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 South 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 $0.01 per share  
Trading Symbol RAIL  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   17,223,306
Amendment Flag false  
Document Fiscal Period Focus Q3  
Entity Central Index Key 0001320854  
v3.22.2.2
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Sep. 30, 2022
Dec. 31, 2021
Current assets    
Cash, cash equivalents and restricted cash equivalents $ 18,371 $ 26,240
Accounts receivable, net of allowance for doubtful accounts of $180 and $323 respectively 12,174 9,571
VAT receivable 5,047 31,136
Inventories, net 84,218 56,012
Related party asset 4,017 8,680
Prepaid expenses 8,094 5,087
Total current assets 131,921 136,726
Property, plant and equipment, net 21,137 18,236
Railcars available for lease, net 19,697 20,160
Right of use asset 15,725 16,669
Other long-term assets 4,571 8,873
Total assets 193,051 200,664
Current liabilities    
Accounts and contractual payables 44,428 41,185
Related party accounts payable 1,944 8,870
Accrued payroll and other employee costs 3,448 2,912
Reserve for workers’ compensation 1,050 1,563
Accrued warranty 3,129 2,533
Customer deposits 3,300
Deferred income state and local incentives, current 1,291
Lease liability, current 1,262 1,955
Other current liabilities 9,028 5,711
Total current liabilities 64,289 69,320
Long-term debt, net of current portion 91,597 79,484
Warrant liability 35,772 32,514
Accrued pension costs 35
Deferred income state and local incentives, long-term 1,216
Lease liability, long-term 15,871 16,617
Other long-term liabilities 4,370 3,134
Total liabilities 211,899 202,320
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 September 30, 2022 and December 31, 2021)
Common stock, $0.01 par value, 50,000,000 shares authorized, 16,700,850 and 15,947,228 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively 201 190
Additional paid in capital 87,704 83,742
Accumulated other comprehensive loss 2,427 (5,522)
Accumulated deficit (109,180) (80,066)
Total stockholders' deficit (18,848) (1,656)
Total liabilities and stockholders deficit $ 193,051 $ 200,664
v3.22.2.2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($)
$ in Thousands
Sep. 30, 2022
Dec. 31, 2021
Accounts receivable, net of allowance for doubtful accounts of $180 and $323 respectively $ 135 $ 323
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, shares authorized 2,500,000 2,500,000
Preferred stock, shares issued 0 0
Preferred stock, shares outstanding 0 0
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 50,000,000 50,000,000
Common stock, shares issued 16,963,755 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
v3.22.2.2
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Income Statement [Abstract]        
Revenues $ 85,743 $ 58,307 $ 235,765 $ 128,031
Cost of sales 81,189 56,769 214,564 123,180
Gross profit 4,554 1,538 21,201 4,851
Selling, general and administrative expenses 7,112 5,701 21,878 21,146
Loss on pension settlement 8,105 0 8,105 0
Restructuring and impairment charges 0 0 0 6,530
Operating loss (10,663) (4,163) (8,782) (22,825)
Interest expense (6,087) (3,562) (17,549) (9,276)
Loss on change in fair market value for warrant liability (1,274) (293) (3,258) (18,969)
Gain on extinguishment of debt 0 10,129 0 10,129
Other income 190 145 2,347 490
Loss before income taxes (17,834) 2,256 (27,242) (40,451)
Income tax provision (benefit) (28) 1,525 1,872 2,161
Net loss $ (17,806) $ 731 $ (29,114) $ (42,612)
Net loss per common share- basic $ (0.69) $ 0.03 $ (1.19) $ (2.11)
Net loss per common share- diluted $ (0.69) $ 0.03 $ (1.19) $ (2.11)
Weighted Average Number of Shares Outstanding, Basic 25,718,414 20,485,438 24,470,659 20,225,671
Weighted Average Number of Shares Outstanding, Diluted 25,718,414 22,111,824 24,470,659 20,225,671
v3.22.2.2
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Statement of Comprehensive Income [Abstract]        
Net loss $ (17,806) $ 731 $ (29,114) $ (42,612)
Other comprehensive income net of tax:        
Loss on pension settlement 8,105 0 8,105 0
Reclassification adjustment for amortization of net loss (pre-tax other income) (323) 155 (156) 467
Comprehensive income (loss) $ (10,024) $ 886 $ (21,165) $ (42,145)
v3.22.2.2
Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($)
$ in Thousands
Total
Common Stock [Member]
Additional Paid In Capital [Member]
Treasury Stock [Member]
Accumulated Other Comprehensive Loss [Member]
Retained (Deficit) [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 (42,612)         (42,612)
Other comprehensive income 467       467  
Restricted stock awards   $ 2 (2)      
Restricted stock awards, shares   213,465        
Employee stock settlement (12)   5 $ 7    
Share-Based Payment Arrangement, Shares Withheld for Tax Withholding Obligation   (1,638)   (2,215)    
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period   10,237        
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 437   437      
Equity fees 1,250   324 $ 926    
Equity fees, Shares       232,065    
Balance at Sep. 30, 2021 (9,920) $ 159 83,304 $ (856) (11,296) (81,231)
Balance (Shares) at Sep. 30, 2021   15,939,444   (214,522)    
Balance at Jun. 30, 2021 (12,353) $ 160 82,682 $ (1,782) (11,451) (81,962)
Balance (Shares) at Jun. 30, 2021   15,980,742   (446,587)    
Net loss 731         731
Other comprehensive income 155       155  
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period   10,237        
Forfeiture of restricted stock awards   $ (1) 1      
Forfeiture of restricted stock awards, shares   51,535        
Exercise of stock appreciation rights 54   54      
Exercise of stock appreciation rights, Shares   10,237        
Stock-based compensation recognized 243   243      
Equity fees 1,250   324 $ 926    
Equity fees, Shares       232,065    
Balance at Sep. 30, 2021 (9,920) $ 159 83,304 $ (856) (11,296) (81,231)
Balance (Shares) at Sep. 30, 2021   15,939,444   (214,522)    
Balance at Dec. 31, 2021 (1,656) $ 190 83,742   (5,522) (80,066)
Balance (Shares) at Dec. 31, 2021   15,947,228        
Net loss (29,114)         (29,114)
Other comprehensive income 7,949       7,949  
stock option exercised, shares   5,292        
Restricted stock awards   $ 4 (4)      
Restricted stock awards, shares   386,908        
Employee stock settlement (57)   57      
Share-Based Payment Arrangement, Shares Withheld for Tax Withholding Obligation   (15,158)        
Forfeiture of restricted stock awards (69) $ (1) (68)      
Forfeiture of restricted stock awards, shares   (81,394)        
Stock-based compensation recognized 1,099   1,099      
Equity fees 3,000 $ 8 2,992      
Equity fees, Shares   720,879        
Balance at Sep. 30, 2022 (18,848) $ 201 87,704   2,427 (109,180)
Balance (Shares) at Sep. 30, 2022   16,963,755        
Balance at Jun. 30, 2022 (10,151) $ 198 86,380 $ 0 (5,355) (91,374)
Balance (Shares) at Jun. 30, 2022   16,700,850   0    
Net loss (17,806)         (17,806)
Other comprehensive income 7,782       7,782  
stock option exercised, shares   5,292        
Restricted stock awards        
Restricted stock awards, shares   29,508        
Employee stock settlement (44)   44      
Share-Based Payment Arrangement, Shares Withheld for Tax Withholding Obligation   (11,720)        
Forfeiture of restricted stock awards (62) (62)      
Forfeiture of restricted stock awards, shares   (10,000)        
Stock-based compensation recognized 433   433      
Equity fees 1,000 $ 3 997      
Equity fees, Shares   249,825        
Balance at Sep. 30, 2022 $ (18,848) $ 201 $ 87,704   $ 2,427 $ (109,180)
Balance (Shares) at Sep. 30, 2022   16,963,755        
v3.22.2.2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Cash flows from operating activities    
Net loss $ (29,114) $ (42,612)
Adjustments to reconcile net loss to net cash flows used in operating activities:    
Restructuring and impairment charges 6,530
Depreciation and amortization 3,110 3,304
Non cash lease expense on right of use of Asset 944 1,173
Recognition of deferred income from state and local incentives (2,507) (1,665)
Loss on change in fair market value for warrant liability 3,258 18,969
Loss on pension settlement 8,105 0
Stock-based compensation recognized 2,307 2,829
Non-cash interest expense 11,309 3,782
Gain on extinguishment of debt 0 (10,129)
Other non-cash items, net (9) 314
Changes in operating assets and liabilities, net of acquisitions:    
Accounts receivable (2,603) 1,688
VAT receivable 24,634 (25,622)
Inventories (30,110) (4,276)
Other assets (3,741) (1,682)
Related party asset, net (2,263) (617)
Accounts and contractual payables 4,386 1,502
Accrued payroll and employee benefits 536 (302)
Income taxes payable 737 1,111
Accrued warranty 596 (2,619)
Lease liability (1,439) (1,641)
Customer deposits (3,300) (3,896)
Other liabilities 1,798 (2,492)
Accrued pension costs and accrued postretirement benefits (219) (607)
Net cash flows used in operating activities (13,585) (56,958)
Cash flows from investing activities    
Maturity of restricted certificates of deposit 182
Purchase of property, plant and equipment (3,380) (1,983)
Proceeds from sale of property, plant and equipment 433
Net cash flows used in investing activities (3,380) (1,368)
Cash flows from financing activities    
Proceeds from issuance of long-term debt 16,000
Deferred financing cost (1,517)
Borrowings on revolving line of credit 84,396 38,571
Repayments on revolving line of credit (75,239) (21,225)
Employee stock settlement (57) (7)
Payment for stock appreciation rights exercised (4) (57)
Net cash flows provided by financing activities 9,096 31,765
Net increase (decrease) in cash and cash equivalents (7,869) (26,561)
Cash, cash equivalents and restricted cash equivalents at beginning of period 26,240 54,047
Cash, cash equivalents and restricted cash equivalents at end of period 18,371 27,486
Supplemental cash flow information    
Interest paid 6,240 4,575
Income tax refunds received, net of payments 5
Non-cash transactions    
Change in unpaid construction in process 2,168 68
Accrued PIK interest paid through issuance of PIK Note 1,093 915
Issuance of Warrants 8,560
Issuance Of Equity Fee $ 3,000 $ 1,000
v3.22.2.2
Description of the Business
 9 Months Ended
Sep. 30, 2022
Description of the Business [Abstract]  
Description of the Business

Note 1 – Description of the Business

 

FreightCar America, Inc. (“FreightCar” or the “Company”) 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”).

 

In September 2020, the Company announced its plan to permanently close its manufacturing facility in Cherokee, Alabama (the “Shoals Facility”). The closure reduced costs and aligned the Company’s manufacturing capacity with the current railcar market. The Company ceased production at the Shoals Facility in February 2021 (See Note 14–Restructuring and Impairment Charges).
v3.22.2.2
Basis of Presentation
 9 Months Ended
Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation

Note 2 – Basis of Presentation

 

The accompanying condensed consolidated financial statements include the accounts of FreightCar America, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The foregoing financial information has been prepared in accordance with the accounting principles generally accepted in the United States of America (“GAAP”) and rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) for interim financial reporting. The preparation of the financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. The results of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results to be expected for the full year. The accompanying interim financial information is unaudited; however, the Company believes the financial information reflects all adjustments (consisting of items of a normal recurring nature) necessary for a fair presentation of financial position, results of operations and cash flows in conformity with GAAP. The 2021 year-end balance sheet data was derived from the audited financial statements as of December 31, 2021. Certain information and note disclosures normally included in the Company’s annual financial statements prepared in accordance with GAAP have been condensed or omitted. Certain prior year amounts have been reclassified, where necessary, to conform to the current year presentation. These interim financial statements should be read in conjunction with the audited financial statements contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

v3.22.2.2
Revenue Recognition
 9 Months Ended
Sep. 30, 2022
Revenue from Contract with Customer [Abstract]  
Revenue Recognition

Note 3 – Revenue Recognition

 

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

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Railcar sales

 

$

82,017

 

 

$

55,043

 

 

$

224,089

 

 

$

118,343

 

Parts sales

 

 

2,927

 

 

 

2,456

 

 

 

9,231

 

 

 

6,990

 

Revenues from contracts with customers

 

 

84,944

 

 

 

57,499

 

 

 

233,320

 

 

 

125,333

 

Leasing revenues

 

 

799

 

 

 

808

 

 

 

2,445

 

 

 

2,698

 

Total revenues

 

$

85,743

 

 

$

58,307

 

 

$

235,765

 

 

$

128,031

 

 

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 September 30, 2022 and December 31, 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 are included in customer deposits, other current liabilities and other long-term liabilities in the Company’s Condensed Consolidated Balance Sheet and were $4,895 and $4,807 as of September 30, 2022 and December 31, 2021, 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 ASU 2014-09, Revenue from Contracts with Customers. The Company had remaining unsatisfied performance obligations as of September 30, 2022 with expected duration of greater than one year of $40,635.

 
v3.22.2.2
Segment Information
 9 Months Ended
Sep. 30, 2022
Segment Reporting [Abstract]  
Segment Information

Note 4 – Segment Information

 

The Company’s operations comprise two operating segments, Manufacturing and Parts, and one reportable segment, Manufacturing. The Company’s Manufacturing segment includes new railcar manufacturing, railcar leasing and major railcar conversions and 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 internal 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 and restricted cash and restricted 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.

 

 

 

Three Months Ended

 

 

 

Nine Months Ended

 

 

 

 

September 30,

 

 

 

September 30,

 

 

 

 

2022

 

 

2021

 

 

 

2022

 

 

2021

 

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Manufacturing

 

$

82,817

 

 

$

55,898

 

 

 

$

226,548

 

 

$

121,076

 

 

Corporate and Other

 

 

2,926

 

 

 

2,409

 

 

 

 

9,217

 

 

 

6,955

 

 

Consolidated revenues

 

$

85,743

 

 

$

58,307

 

 

 

$

235,765

 

 

$

128,031

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Manufacturing (1)

 

$

3,054

 

 

$

163

 

 

 

$

16,470

 

 

$

(5,618

)

 

Corporate and Other (2)

 

 

(13,717

)

 

 

(4,326

)

 

 

 

(25,252

)

 

 

(17,207

)

 

Consolidated operating income (loss)

 

 

(10,663

)

 

 

(4,163

)

 

 

 

(8,782

)

 

 

(22,825

)

 

Consolidated interest expense

 

 

(6,087

)

 

 

(3,562

)

 

 

 

(17,549

)

 

 

(9,276

)

 

Loss on change in fair market value of Warrant liability

 

 

(1,274

)

 

 

(293

)

 

 

 

(3,258

)

 

 

(18,969

)

 

Gain on extinguishment of debt

 

 

-

 

 

 

10,129

 

 

 

 

-

 

 

 

10,129

 

 

Consolidated other income

 

 

190

 

 

 

145

 

 

 

 

2,347

 

 

 

490

 

 

Consolidated income (loss) before income taxes

 

$

(17,834

)

 

$

2,256

 

 

 

$

(27,242

)

 

$

(40,451

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Manufacturing

 

$

877

 

 

$

886

 

 

 

$

2,614

 

 

$

2,807

 

 

Corporate and Other

 

 

172

 

 

 

222

 

 

 

 

496

 

 

 

497

 

 

Consolidated depreciation and amortization

 

$

1,049

 

 

$

1,108

 

 

 

$

3,110

 

 

$

3,304

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Manufacturing

 

$

540

 

 

$

550

 

 

 

$

2,982

 

 

$

1,592

 

 

Corporate and Other

 

 

32

 

 

 

-

 

 

 

 

398

 

 

 

391

 

 

Consolidated capital expenditures

 

$

572

 

 

$

550

 

 

 

$

3,380

 

 

$

1,983

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) There were no restructuring and impairment charges for the three and nine months ended September 30, 2022. Results for the three and nine months ended September 30, 2021 include restructuring and impairment charges of $0 and $6,530, respectively.

 

 

(2) Results for the three and nine months ended September 30, 2022 include a pension settlement loss of $8,105. There were no pension settlement losses in the three and nine months ended September 30, 2021.

 

 

 

 

September 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Assets:

 

 

 

 

 

 

Manufacturing

 

$

160,263

 

 

$

154,068

 

Corporate and Other

 

 

32,732

 

 

 

46,417

 

Total operating assets

 

 

192,995

 

 

 

200,485

 

Consolidated income taxes receivable

 

 

56

 

 

 

179

 

Consolidated assets

 

$

193,051

 

 

$

200,664

 

 

Geographic Information

 

 

 

Revenues

 

 

Long Lived Assets(a)

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

 

 

 

 

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

United States

 

$

85,743

 

 

$

58,233

 

 

$

235,751

 

 

$

127,957

 

 

$

23,709

 

 

$

24,967

 

Mexico

 

 

-

 

 

 

74

 

 

 

14

 

 

 

74

 

 

 

32,850

 

 

 

30,098

 

Total

 

$

85,743

 

 

$

58,307

 

 

$

235,765

 

 

$

128,031

 

 

$

56,559

 

 

$

55,065

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(a) Long lived assets include property plant and equipment, net, railcars available for lease, and right-of-use (ROU) assets.

 
v3.22.2.2
Fair Value Measurements
 9 Months Ended
Sep. 30, 2022
Fair Value Disclosures [Abstract]  
Fair Value Measurements

Note 5 – Fair Value Measurements

 

The following table sets forth by level within the 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 September 30, 2022

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Warrant liability

 

$

-

 

 

$

35,772

 

 

$

-

 

 

$

35,772

 

 

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, par value $0.01 per share (the “Common Stock”) in an active market, exercise price ($0.01/share) and number of shares exercisable at September 30, 2022 and December 31, 2021, is a Level 2 measurement.
v3.22.2.2
Restricted Cash
 9 Months Ended
Sep. 30, 2022
Restricted Cash [Abstract]  
Restricted Cash

Note 6 – Restricted Cash

 

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

 

The Company’s restricted cash balances are as follows:

 

 

 

September 30,

 

 

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

 

Total restricted cash and restricted cash equivalents

 

$

3,927

 

 

$

4,957

 
v3.22.2.2
Inventories
 9 Months Ended
Sep. 30, 2022
Inventory Disclosure [Abstract]  
Inventories

Note 7 – Inventories

 

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

 

 

 

September 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Raw materials

 

 

59,844

 

 

 

34,885

 

Work in process

 

 

18,094

 

 

 

11,306

 

Finished railcars

 

 

2,251

 

 

 

4,696

 

Parts inventory

 

 

4,029

 

 

 

5,125

 

Total inventories, net

 

$

84,218

 

 

$

56,012

 

 

Inventory on the Company’s Condensed Consolidated Balance Sheets includes reserves of $1,674 and $1,621 relating to excess or slow-moving inventory for parts and work in process at September 30, 2022 and December 31, 2021, respectively.

v3.22.2.2
Debt Financing and Revolving Credit Facilities
 9 Months Ended
Sep. 30, 2022
Debt Disclosure [Abstract]  
Debt Financing and Revolving Credit Facilities

Note 8 – Debt Financing and Revolving Credit Facilities

 

Long-term debt consists of the following as of September 30, 2022 and December 31, 2021:

 

 

 

September 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

M&T Credit Agreement outstanding

 

$

7,180

 

 

$

7,917

 

Siena Loan Agreement outstanding

 

 

33,920

 

 

 

24,026

 

Credit Agreement outstanding

 

 

58,370

 

 

 

57,278

 

Total debt

 

 

99,470

 

 

 

89,221

 

Less Credit Agreement discount

 

 

(5,716

)

 

 

(7,077

)

Less Credit Agreement deferred financing costs

 

 

(2,157

)

 

 

(2,660

)

Total debt, net of discount and deferred financing costs

 

 

91,597

 

 

 

79,484

 

Less amounts due within one year

 

 

-

 

 

 

-

 

Long-term debt, net of current portion

 

$

91,597

 

 

$

79,484

 

 

The fair value of long-term debt approximates its carrying value as of September 30, 2022 and December 31, 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 the Company, as guarantor, FreightCar North America, LLC (“Borrower” and together with the Company 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 “Closing Date”).

 

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 September 30, 2022, the interest rate on the original advance under the Credit Agreement was 15.5%.

 

In May 2021, the Loan Parties entered into an 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 September 30, 2022, the interest rate on the Second Amendment under the Credit Agreement was 16.2%.

 

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 September 30, 2022 and December 31, 2021, the 2022 Warrant was exercisable for an aggregate of 1,456,999 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 an 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 an 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 has the option to draw on the Delayed Draw Loan through January 31, 2023 and may choose not to do so.

 

The Delayed Draw Loan, if funded, will bear the same interest rate as the original term loan.

 

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 September 30, 2022, the Company has paid Equity Fees totaling 1,128,837 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.

 

Warrants

 

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 September 30, 2022 and December 31, 2021, the 2020 Warrant was exercisable for an aggregate of 6,702,195 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 September 30, 2022 and December 31, 2021, the 2021 Warrant was exercisable for an aggregate of 1,456,999 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 September 30, 2022.

 

Warrant liability as of December 31, 2021

 

$

32,514

 

Change in fair value

 

 

3,258

 

Warrant liability as of September 30, 2022

 

$

35,772

 

 

 

The change in fair value of the Warrant is reported on a separate line in the consolidated statement of operations. The 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).

 

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 September 30, 2022, the interest rate on outstanding debt under the Amended and Restated Loan and Security Agreement was 7.75% and under the First Amendment to Amended and Restated Loan and Security Agreement was 8.25%.

 

As of September 30, 2022, the Company had $33,920 in outstanding debt under the Siena Loan Agreement and remaining borrowing availability of $207. 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.

 

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.

 

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).

 

In April 2021, FreightCar Leasing Borrower received a notice from M&T that an Event of Default (as defined in the M&T Credit Agreement) 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 September 30, 2022 and December 31, 2021, FreightCar Leasing Borrower had $7,180 and $7,917, respectively, in outstanding debt under the M&T Credit Agreement, which was collateralized by leased railcars with a carrying value of $6,505 and $6,638, respectively. As of September 30, 2022, the interest rate on outstanding debt under the M&T Credit Agreement was 7.25%.
v3.22.2.2
Accumulated Other Comprehensive Loss
 9 Months Ended
Sep. 30, 2022
Other Comprehensive Income (Loss), Net of Tax [Abstract]  
Accumulated Other Comprehensive Loss

Note 9 – Accumulated Other Comprehensive Income (Loss)

 

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

 

 

 

Pre-Tax

 

 

Tax

 

 

After-Tax

 

Three months ended September 30, 2022

 

 

 

 

 

 

 

 

 

Pension liability activity:

 

 

 

 

 

 

 

 

 

Loss on pension settlement

 

$

8,105

 

 

$

-

 

 

$

8,105

 

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

 

 

(323

)

 

 

-

 

 

 

(323

)

 

 

$

7,782

 

 

$

-

 

 

$

7,782

 

 

 

 

Pre-Tax

 

 

Tax

 

 

After-Tax

 

Three months ended September 30, 2021

 

 

 

 

 

 

 

 

 

Pension liability activity:

 

 

 

 

 

 

 

 

 

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

 

$

155

 

 

$

-

 

 

$

155

 

 

 

 

Pre-Tax

 

 

Tax

 

 

After-Tax

 

Nine months ended September 30, 2022

 

 

 

 

 

 

 

 

 

Pension liability activity:

 

 

 

 

 

 

 

 

 

Loss on pension settlement

 

$

8,105

 

 

$

-

 

 

$

8,105

 

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

 

 

(156

)

 

 

-

 

 

 

(156

)

 

 

$

7,949

 

 

$

-

 

 

$

7,949

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pre-Tax

 

 

Tax

 

 

After-Tax

 

Nine months ended September 30, 2021

 

 

 

 

 

 

 

 

 

Pension liability activity:

 

 

 

 

 

 

 

 

 

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

 

$

467

 

 

$

-

 

 

$

467

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

 

September 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

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

 

$

2,427

 

 

$

(5,522

)
v3.22.2.2
Stock-Based Compensation
 9 Months Ended
Sep. 30, 2022
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
Stock-Based Compensation

Note 10 – Stock-Based Compensation

 

Total stock-based compensation was $817 and $(133) for the three months ended September 30, 2022 and 2021, respectively, and $2,307 and $2,829 for the nine months ended September 30, 2022 and 2021, respectively. As of September 30, 2022, there was $1,301 of unearned compensation expense related to restricted stock awards, which will be recognized over the remaining weighed average requisite service period of 22 months. As of September 30, 2022, there was $1,325 of unearned compensation related to time-vested stock options, which will be recognized over the remaining requisite service period of 26 months.

 

2020 and 2021 Grants of Stock Appreciation Rights

 

During 2020 and 2021, the Company granted 1,139,464 and 1,735,500 cash settled stock appreciation rights, respectively, 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. Cash settled stock appreciation rights are classified as liabilities. The 2020 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 was contingent upon the achievement of a thirty-day trailing average fair market value of a share of 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. During the first quarter of 2021, the market condition for the 2021 cash settled stock appreciation rights was met. The 2021 cash settled stock appreciation rights vest ratably over three years and have a contractual life of 10 years. 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.

 

The estimated fair value of the cash settled stock appreciation rights was $3,632 as of September 30, 2022 and $2,578 as of September 30, 2021. Stock-based compensation for cash settled stock appreciation rights was $420 and $(365) for the three months ended September 30, 2022 and 2021, respectively, and $1,228 and $2,315 for the nine months ended September 30, 2022 and 2021, respectively.

 

The fair value of unvested cash settled stock appreciation rights as of September 30, 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

 

3.8 years

 

91.72%

 

0.00%

 

4.12%

 

$

2.94

 

2020

 

9/14/2020

 

4.5 years

 

87.12%

 

0.00%

 

4.09%

 

$

2.86

 

2020

 

11/30/2020

 

4.4 years

 

87.50%

 

0.00%

 

4.09%

 

$

2.74

 

2021

 

1/5/2021

 

4.5 years

 

86.64%

 

0.00%

 

4.09%

 

$

2.79

 

 
v3.22.2.2
Employee Benefit Plans
 9 Months Ended
Sep. 30, 2022
Retirement Benefits [Abstract]  
Employee Benefit Plans

Note 11 – 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 components of net periodic benefit cost (benefit) for the three and nine months ended September 30, 2022 and 2021, are as follows:

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

Pension Benefits

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Interest cost

 

$

157

 

 

$

236

 

 

$

709

 

 

$

708

 

Expected return on plan assets

 

 

(208

)

 

 

(584

)

 

 

(1,442

)

 

 

(1,752

)

Amortization of unrecognized net income (loss)

 

 

40

 

 

 

156

 

 

 

207

 

 

 

467

 

Reclassification adjustment for amortization of net income (loss)

 

 

(36

)

 

 

-

 

 

 

(36

)

 

 

-

 

Loss on pension settlement

 

 

8,105

 

 

 

-

 

 

 

8,105

 

 

 

-

 

 

 

$

8,058

 

 

$

(192

)

 

$

7,543

 

 

$

(577

)

 

The Company made no contributions to the Company’s defined benefit pension plan for the three and nine months ended September 30, 2022 and 2021. The Company expects to make no contributions to its pension plan in 2022.

 

The Company entered into a commitment agreement (the “OneAmerica Agreement”) with OneAmerica Financial Partners, Inc. (“OneAmerica”) during the three months ended September 30, 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 three months ended September 30, 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 three months ended September 30, 2022.

 

The Company also maintains qualified defined contribution plans, which provide benefits to employees based on employee contributions and employee earnings with discretionary contributions allowed.

 
v3.22.2.2
Contingencies and Legal Settlements
 9 Months Ended
Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]  
Contingencies and Legal Settlements

Note 12 – Contingencies and Legal Settlements

 

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 as they are neither probable nor estimable.
v3.22.2.2
Earnings Per Share
 9 Months Ended
Sep. 30, 2022
Earnings Per Share [Abstract]  
Earnings (Loss) Per Share

Note 13 – Earnings Per Share

 

The weighted-average common shares outstanding are as follows:

 

 

 

Three Months Ended
September 30,

 

 

Nine Months Ended
September 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding

 

 

16,158,516

 

 

 

15,139,572

 

 

 

15,920,458

 

 

 

14,903,468

 

Issuance of Warrants

 

 

9,559,898

 

 

 

5,345,866

 

 

 

8,550,201

 

 

 

5,322,203

 

Weighted average common shares outstanding - basic

 

 

25,718,414

 

 

 

20,485,438

 

 

 

24,470,659

 

 

 

20,225,671

 

Issuance of contingent Warrants

 

 

-

 

 

 

1,626,386

 

 

 

-

 

 

 

-

 

Weighted average common shares outstanding - diluted

 

 

25,718,414

 

 

 

22,111,824

 

 

 

24,470,659

 

 

 

20,225,671

 

 

 

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 period. 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 period. 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 three months ended September 30, 2022 and 2021, 1,578,118 and 1,237,172 shares, respectively, were not included in the weighted average common shares outstanding calculation as they were anti-dilutive. For the nine months ended September 30, 2022 and 2021, 1,687,216 and 1,354,525 shares, respectively, were not included in the weighted average common shares outstanding calculation as they were anti-dilutive.

v3.22.2.2
Restructuring and Impairment Charges
 9 Months Ended
Sep. 30, 2022
Restructuring and Related Activities [Abstract]  
Restructuring and Impairment Charges

Note 14 – 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 the nine months ended September 30, 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 the three and nine months ended September 30, 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 condensed consolidated statements of operations for the three and nine months ended September 30, 2022 and 2021, and are detailed below:

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

 

September 30,

 

 

September 30,

 

 

 

 

2022

 

 

2021

 

 

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 as of December 31, 2021

 

 

Cash
Charges

 

 

Non-cash charges

 

 

Cash payments

 

 

Accrued as of September 30, 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
September 30, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impairment and loss on disposal of machinery and equipment

 

$

-

 

 

$

-

 

 

$

269

 

 

$

-

 

 

$

-

 

Employee severance and retention

 

 

1,596

 

 

 

-

 

 

 

(80

)

 

 

(1,297

)

 

 

219

 

Other charges related to facility closure

 

 

251

 

 

 

6,437

 

 

 

(96

)

 

 

(6,688

)

 

 

-

 

Total restructuring and impairment costs

 

$

1,847

 

 

$

6,437

 

 

$

93

 

 

$

(7,985

)

 

$

219

 
v3.22.2.2
Related Parties
 9 Months Ended
Sep. 30, 2022
Related Party Transactions [Abstract]  
Related Parties

Note 15 – Related Parties

 

The following persons are owners of Fabricaciones y Servicios de México, S.A. de C.V. (“Fasemex”): Jesus Gil, VP Operations and director of the Company; and Alejandro Gil and Salvador Gil, siblings of Jesus Gil. Fasemex owns approximately 11.4% of the outstanding shares of Common Stock as of September 30, 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 $7,121 and $23,777 during the three and nine months ended September 30, 2022, respectively, and $28,300 and $49,100 during the three and nine months ended September 30, 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 $524 and $1,596 during the three and nine months ended September 30, 2022, respectively, and $300 and $1,200 during the three and nine months ended September 30, 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, another sibling of Jesus Gil. The Company paid $475 and $1,887 during the three and nine months ended September 30, 2022, respectively, and $300 and $700 during the three and nine months ended September 30, 2021, respectively, to METJ related to trucking services. Related party asset on the condensed consolidated balance sheet of $4,017 as of September 30, 2022 includes prepaid inventory of $3,296 and other receivables of $721 from Fasemex. Related party accounts payable on the condensed consolidated balance sheet of $1,944 as of September 30, 2022 includes $1,237 payable to Fasemex, $444 payable to DI and $263 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 40.2% of the outstanding shares of Common Stock (as disclosed by the Warrantholder in its Schedule 13D/A No. 4 filed with the SEC on August 8, 2022). The Company paid $2,146 and $6,266 to the Warrantholder during the three and nine months ended September 30, 2022, respectively, for term loan interest, of which $1,775 and $5,173 was paid in cash during the three and nine months ended September 30, 2022, respectively, and $371 and $1,093 was payment in kind during the three and nine months ended September 30, 2022, respectively. Additionally, the Company paid $1,000 and $3,000 in equity fees during the three and nine months ended September 30, 2022, respectively, and $126 and $373 in cash fees during the three and nine months ended September 30, 2022, respectively, to the Warrantholder related to the standby letter of credit described in Note 8 Debt Financing and Revolving Credit Facilities.
v3.22.2.2
Basis of Presentation (Policy)
 9 Months Ended
Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation

The accompanying condensed consolidated financial statements include the accounts of FreightCar America, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The foregoing financial information has been prepared in accordance with the accounting principles generally accepted in the United States of America (“GAAP”) and rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) for interim financial reporting. The preparation of the financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. The results of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results to be expected for the full year. The accompanying interim financial information is unaudited; however, the Company believes the financial information reflects all adjustments (consisting of items of a normal recurring nature) necessary for a fair presentation of financial position, results of operations and cash flows in conformity with GAAP. The 2021 year-end balance sheet data was derived from the audited financial statements as of December 31, 2021. Certain information and note disclosures normally included in the Company’s annual financial statements prepared in accordance with GAAP have been condensed or omitted. Certain prior year amounts have been reclassified, where necessary, to conform to the current year presentation. These interim financial statements should be read in conjunction with the audited financial statements contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

v3.22.2.2
Revenue Recognition (Tables)
 9 Months Ended
Sep. 30, 2022
Revenue from Contract with Customer [Abstract]  
Schedule of Revenue Recognition

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

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Railcar sales

 

$

82,017

 

 

$

55,043

 

 

$

224,089

 

 

$

118,343

 

Parts sales

 

 

2,927

 

 

 

2,456

 

 

 

9,231

 

 

 

6,990

 

Revenues from contracts with customers

 

 

84,944

 

 

 

57,499

 

 

 

233,320

 

 

 

125,333

 

Leasing revenues

 

 

799

 

 

 

808

 

 

 

2,445

 

 

 

2,698

 

Total revenues

 

$

85,743

 

 

$

58,307

 

 

$

235,765

 

 

$

128,031

 
v3.22.2.2
Segment Information (Tables)
 9 Months Ended
Sep. 30, 2022
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment

 

 

Three Months Ended

 

 

 

Nine Months Ended

 

 

 

 

September 30,

 

 

 

September 30,

 

 

 

 

2022

 

 

2021

 

 

 

2022

 

 

2021

 

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Manufacturing

 

$

82,817

 

 

$

55,898

 

 

 

$

226,548

 

 

$

121,076

 

 

Corporate and Other

 

 

2,926

 

 

 

2,409

 

 

 

 

9,217

 

 

 

6,955

 

 

Consolidated revenues

 

$

85,743

 

 

$

58,307

 

 

 

$

235,765

 

 

$

128,031

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Manufacturing (1)

 

$

3,054

 

 

$

163

 

 

 

$

16,470

 

 

$

(5,618

)

 

Corporate and Other (2)

 

 

(13,717

)

 

 

(4,326

)

 

 

 

(25,252

)

 

 

(17,207

)

 

Consolidated operating income (loss)

 

 

(10,663

)

 

 

(4,163

)

 

 

 

(8,782

)

 

 

(22,825

)

 

Consolidated interest expense

 

 

(6,087

)

 

 

(3,562

)

 

 

 

(17,549

)

 

 

(9,276

)

 

Loss on change in fair market value of Warrant liability

 

 

(1,274

)

 

 

(293

)

 

 

 

(3,258

)

 

 

(18,969

)

 

Gain on extinguishment of debt

 

 

-

 

 

 

10,129

 

 

 

 

-

 

 

 

10,129

 

 

Consolidated other income

 

 

190

 

 

 

145

 

 

 

 

2,347

 

 

 

490

 

 

Consolidated income (loss) before income taxes

 

$

(17,834

)

 

$

2,256

 

 

 

$

(27,242

)

 

$

(40,451

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Manufacturing

 

$

877

 

 

$

886

 

 

 

$

2,614

 

 

$

2,807

 

 

Corporate and Other

 

 

172

 

 

 

222

 

 

 

 

496

 

 

 

497

 

 

Consolidated depreciation and amortization

 

$

1,049

 

 

$

1,108

 

 

 

$

3,110

 

 

$

3,304

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Manufacturing

 

$

540

 

 

$

550

 

 

 

$

2,982

 

 

$

1,592

 

 

Corporate and Other

 

 

32

 

 

 

-

 

 

 

 

398

 

 

 

391

 

 

Consolidated capital expenditures

 

$

572

 

 

$

550

 

 

 

$

3,380

 

 

$

1,983

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) There were no restructuring and impairment charges for the three and nine months ended September 30, 2022. Results for the three and nine months ended September 30, 2021 include restructuring and impairment charges of $0 and $6,530, respectively.

 

 

(2) Results for the three and nine months ended September 30, 2022 include a pension settlement loss of $8,105. There were no pension settlement losses in the three and nine months ended September 30, 2021.

 
Reconciliation of Assets From Segment to Consolidated

 

 

September 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Assets:

 

 

 

 

 

 

Manufacturing

 

$

160,263

 

 

$

154,068

 

Corporate and Other

 

 

32,732

 

 

 

46,417

 

Total operating assets

 

 

192,995

 

 

 

200,485

 

Consolidated income taxes receivable

 

 

56

 

 

 

179

 

Consolidated assets

 

$

193,051

 

 

$

200,664

 
Geographic Information

Geographic Information

 

 

 

Revenues

 

 

Long Lived Assets(a)

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

 

 

 

 

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

United States

 

$

85,743

 

 

$

58,233

 

 

$

235,751

 

 

$

127,957

 

 

$

23,709

 

 

$

24,967

 

Mexico

 

 

-

 

 

 

74

 

 

 

14

 

 

 

74

 

 

 

32,850

 

 

 

30,098

 

Total

 

$

85,743

 

 

$

58,307

 

 

$

235,765

 

 

$

128,031

 

 

$

56,559

 

 

$

55,065

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(a) Long lived assets include property plant and equipment, net, railcars available for lease, and right-of-use (ROU) assets.

 
v3.22.2.2
Fair Value Measurements (Tables)
 9 Months Ended
Sep. 30, 2022
Fair Value Disclosures [Abstract]  
Fair Value, Assets Measured on Recurring Basis and Non-Recurring Basis

Recurring Fair Value Measurements

 

As of September 30, 2022

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Warrant liability

 

$

-

 

 

$

35,772

 

 

$

-

 

 

$

35,772

 

 

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

 
v3.22.2.2
Restricted Cash (Tables)
 9 Months Ended
Sep. 30, 2022
Restricted Cash [Abstract]  
Restricted Cash

The Company’s restricted cash balances are as follows:

 

 

 

September 30,

 

 

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

 

Total restricted cash and restricted cash equivalents

 

$

3,927

 

 

$

4,957

 
v3.22.2.2
Inventories (Tables)
 9 Months Ended
Sep. 30, 2022
Inventory Disclosure [Abstract]  
Schedule of Inventory Current

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

 

 

 

September 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Raw materials

 

 

59,844

 

 

 

34,885

 

Work in process

 

 

18,094

 

 

 

11,306

 

Finished railcars

 

 

2,251

 

 

 

4,696

 

Parts inventory

 

 

4,029

 

 

 

5,125

 

Total inventories, net

 

$

84,218

 

 

$

56,012

 
v3.22.2.2
Debt Financing and Revolving Credit Facilities (Tables)
 9 Months Ended
Sep. 30, 2022
Debt Disclosure [Abstract]  
Long-Term Debt

Long-term debt consists of the following as of September 30, 2022 and December 31, 2021:

 

 

 

September 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

M&T Credit Agreement outstanding

 

$

7,180

 

 

$

7,917

 

Siena Loan Agreement outstanding

 

 

33,920

 

 

 

24,026

 

Credit Agreement outstanding

 

 

58,370

 

 

 

57,278

 

Total debt

 

 

99,470

 

 

 

89,221

 

Less Credit Agreement discount

 

 

(5,716

)

 

 

(7,077

)

Less Credit Agreement deferred financing costs

 

 

(2,157

)

 

 

(2,660

)

Total debt, net of discount and deferred financing costs

 

 

91,597

 

 

 

79,484

 

Less amounts due within one year

 

 

-

 

 

 

-

 

Long-term debt, net of current portion

 

$

91,597

 

 

$

79,484

 
Fair Value of Warrant The following schedule shows the change in fair value of the Warrant as of September 30, 2022.

 

Warrant liability as of December 31, 2021

 

$

32,514

 

Change in fair value

 

 

3,258

 

Warrant liability as of September 30, 2022

 

$

35,772

 
v3.22.2.2
Accumulated Other Comprehensive Loss (Tables)
 9 Months Ended
Sep. 30, 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

 

Three months ended September 30, 2022

 

 

 

 

 

 

 

 

 

Pension liability activity:

 

 

 

 

 

 

 

 

 

Loss on pension settlement

 

$

8,105

 

 

$

-

 

 

$

8,105

 

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

 

 

(323

)

 

 

-

 

 

 

(323

)

 

 

$

7,782

 

 

$

-

 

 

$

7,782

 

 

 

 

Pre-Tax

 

 

Tax

 

 

After-Tax

 

Three months ended September 30, 2021

 

 

 

 

 

 

 

 

 

Pension liability activity:

 

 

 

 

 

 

 

 

 

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

 

$

155

 

 

$

-

 

 

$

155

 

 

 

 

Pre-Tax

 

 

Tax

 

 

After-Tax

 

Nine months ended September 30, 2022

 

 

 

 

 

 

 

 

 

Pension liability activity:

 

 

 

 

 

 

 

 

 

Loss on pension settlement

 

$

8,105

 

 

$

-

 

 

$

8,105

 

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

 

 

(156

)

 

 

-

 

 

 

(156

)

 

 

$

7,949

 

 

$

-

 

 

$

7,949

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pre-Tax

 

 

Tax

 

 

After-Tax

 

Nine months ended September 30, 2021

 

 

 

 

 

 

 

 

 

Pension liability activity:

 

 

 

 

 

 

 

 

 

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

 

$

467

 

 

$

-

 

 

$

467

 

 

 

 

 

 

 

 

 

 

 

 
Components of Accumulated Other Comprehensive Income (Loss)

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

 

 

 

September 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

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

 

$

2,427

 

 

$

(5,522

)
v3.22.2.2
Stock-Based Compensation (Tables)
 9 Months Ended
Sep. 30, 2022
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
Valuation Assumptions, Options

The fair value of unvested cash settled stock appreciation rights as of September 30, 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

 

3.8 years

 

91.72%

 

0.00%

 

4.12%

 

$

2.94

 

2020

 

9/14/2020

 

4.5 years

 

87.12%

 

0.00%

 

4.09%

 

$

2.86

 

2020

 

11/30/2020

 

4.4 years

 

87.50%

 

0.00%

 

4.09%

 

$

2.74

 

2021

 

1/5/2021

 

4.5 years

 

86.64%

 

0.00%

 

4.09%

 

$

2.79

 

 
v3.22.2.2
Employee Benefit Plans (Tables)
 9 Months Ended
Sep. 30, 2022
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]  
Components of Net Periodic Benefit Cost

The components of net periodic benefit cost (benefit) for the three and nine months ended September 30, 2022 and 2021, are as follows:

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

Pension Benefits

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Interest cost

 

$

157

 

 

$

236

 

 

$

709

 

 

$

708

 

Expected return on plan assets

 

 

(208

)

 

 

(584

)

 

 

(1,442

)

 

 

(1,752

)

Amortization of unrecognized net income (loss)

 

 

40

 

 

 

156

 

 

 

207

 

 

 

467

 

Reclassification adjustment for amortization of net income (loss)

 

 

(36

)

 

 

-

 

 

 

(36

)

 

 

-

 

Loss on pension settlement

 

 

8,105

 

 

 

-

 

 

 

8,105

 

 

 

-

 

 

 

$

8,058

 

 

$

(192

)

 

$

7,543

 

 

$

(577

)
v3.22.2.2
Earnings Per Share (Tables)
 9 Months Ended
Sep. 30, 2022
Earnings Per Share [Abstract]  
Weighted Average Common Shares Outstanding

The weighted-average common shares outstanding are as follows:

 

 

 

Three Months Ended
September 30,

 

 

Nine Months Ended
September 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding

 

 

16,158,516

 

 

 

15,139,572

 

 

 

15,920,458

 

 

 

14,903,468

 

Issuance of Warrants

 

 

9,559,898

 

 

 

5,345,866

 

 

 

8,550,201

 

 

 

5,322,203

 

Weighted average common shares outstanding - basic

 

 

25,718,414

 

 

 

20,485,438

 

 

 

24,470,659

 

 

 

20,225,671

 

Issuance of contingent Warrants

 

 

-

 

 

 

1,626,386

 

 

 

-

 

 

 

-

 

Weighted average common shares outstanding - diluted

 

 

25,718,414

 

 

 

22,111,824

 

 

 

24,470,659

 

 

 

20,225,671

 
v3.22.2.2
Restructuring and Impairment Charges (Tables)
 9 Months Ended
Sep. 30, 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 condensed consolidated statements of operations for the three and nine months ended September 30, 2022 and 2021, and are detailed below:

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

 

September 30,

 

 

September 30,

 

 

 

 

2022

 

 

2021

 

 

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 as of December 31, 2021

 

 

Cash
Charges

 

 

Non-cash charges

 

 

Cash payments

 

 

Accrued as of September 30, 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
September 30, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impairment and loss on disposal of machinery and equipment

 

$

-

 

 

$

-

 

 

$

269

 

 

$

-

 

 

$

-

 

Employee severance and retention

 

 

1,596

 

 

 

-

 

 

 

(80

)

 

 

(1,297

)

 

 

219

 

Other charges related to facility closure

 

 

251

 

 

 

6,437

 

 

 

(96

)

 

 

(6,688

)

 

 

-

 

Total restructuring and impairment costs

 

$

1,847

 

 

$

6,437

 

 

$

93

 

 

$

(7,985

)

 

$

219

 
v3.22.2.2
Revenue Recognition (Narrative) (Details) - USD ($)
 9 Months Ended
Sep. 30, 2022
Dec. 31, 2021
Disaggregation of Revenue [Line Items]    
Contract assets $ 0 $ 0
Deferred revenue and customer deposits 4,895,000 $ 4,807,000
Performance obligation $ 40,635,000  
Minimum [Member] | Railcar Sales [Member]    
Disaggregation of Revenue [Line Items]    
Contract payment term 5 days  
Minimum [Member] | Parts Sales [Member]    
Disaggregation of Revenue [Line Items]    
Contract payment term 30 days  
Maximum [Member] | Railcar Sales [Member]    
Disaggregation of Revenue [Line Items]    
Contract payment term 10 days  
Maximum [Member] | Parts Sales [Member]    
Disaggregation of Revenue [Line Items]    
Contract payment term 45 days  
v3.22.2.2
Revenue Recognition (Schedule of Revenue Recognition) (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Disaggregation of Revenue [Line Items]        
Revenues from contracts with customers $ 84,944 $ 57,499 $ 233,320 $ 125,333
Leasing revenues 799 808 2,445 2,698
Total revenues 85,743 58,307 235,765 128,031
Railcar Sales [Member]        
Disaggregation of Revenue [Line Items]        
Revenues from contracts with customers 82,017 55,043 224,089 118,343
Parts Sales [Member]        
Disaggregation of Revenue [Line Items]        
Revenues from contracts with customers $ 2,927 $ 2,456 $ 9,231 $ 6,990
v3.22.2.2
Segment Information (Narrative) (Details)
 9 Months Ended
Sep. 30, 2022
Segment
Segment Reporting [Abstract]  
Number of Operating Segments 2
Number of Reportable Segments 1
v3.22.2.2
Segment Information (Schedule of Segment Reporting Information, by Segment) (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Segment Reporting Information [Line Items]        
Revenues $ 85,743 $ 58,307 $ 235,765 $ 128,031
Operating income (loss) (10,663) (4,163) (8,782) (22,825)
Loss on change in fair market value of warrant liability (1,274) (293) (3,258) (18,969)
Gain on extinguishment of debt 0 10,129 0 10,129
Consolidated other income 190 145 2,347 490
Restructuring and impairment charges 0 0 0 6,530
Operating Segments [Member]        
Segment Reporting Information [Line Items]        
Revenues 85,743 58,307 235,765 128,031
Operating income (loss) (10,663) (4,163) (8,782) (22,825)
Consolidated interest expense (6,087) (3,562) (17,549) (9,276)
Loss on change in fair market value of warrant liability (1,274) (293) (3,258) (18,969)
Gain on extinguishment of debt 0 10,129 0 10,129
Consolidated other income 190 145 2,347 490
Income (loss) before income taxes (17,834) 2,256 (27,242) (40,451)
Depreciation and amortization 1,049 1,108 3,110 3,304
Capital expenditures 572 550 3,380 1,983
Operating Segments [Member] | Manufacturing [Member]        
Segment Reporting Information [Line Items]        
Revenues 82,817 55,898 226,548 121,076
Operating income (loss) 3,054 163 16,470 (5,618)
Depreciation and amortization 877 886 2,614 2,807
Capital expenditures 540 550 2,982 1,592
Operating Segments [Member] | Corporate and Other [Member]        
Segment Reporting Information [Line Items]        
Revenues 2,926 2,409 9,217 6,955
Operating income (loss) (13,717) (4,326) (25,252) (17,207)
Depreciation and amortization 172 222 496 497
Capital expenditures $ 32 $ 0 $ 398 $ 391
v3.22.2.2
Segment Information (Reconciliation of Assets from Segment to Consolidated) (Details) - USD ($)
$ in Thousands
Sep. 30, 2022
Dec. 31, 2021
Segment Reporting Information [Line Items]    
Total assets $ 193,051 $ 200,664
Operating Segments [Member]    
Segment Reporting Information [Line Items]    
Total operating assets 192,995 200,485
Consolidated income taxes receivable 56 179
Total assets 193,051 200,664
Operating Segments [Member] | Manufacturing [Member]    
Segment Reporting Information [Line Items]    
Total operating assets 160,263 154,068
Operating Segments [Member] | Corporate and Other [Member]    
Segment Reporting Information [Line Items]    
Total operating assets $ 32,732 $ 46,417
v3.22.2.2
Segment Information (Geographic Information) (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Dec. 31, 2021
Segment Reporting Information [Line Items]          
Revenues $ 85,743 $ 58,307 $ 235,765 $ 128,031  
Operating Segments [Member]          
Segment Reporting Information [Line Items]          
Revenues 85,743 58,307 235,765 128,031  
Long-Lived Assets 56,559   56,559   $ 55,065
Operating Segments [Member] | United States [Member]          
Segment Reporting Information [Line Items]          
Revenues 85,743 58,233 235,751 127,957  
Long-Lived Assets 23,709   23,709   24,967
Operating Segments [Member] | Mexico [Member]          
Segment Reporting Information [Line Items]          
Revenues $ 74 14 $ 74  
Long-Lived Assets $ 32,850   $ 32,850   $ 30,098
v3.22.2.2
Fair Value Measurements (Narrative) (Details) - $ / shares
Sep. 30, 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 $ 0.01
Common Stock, No Par Value 0.01 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
v3.22.2.2
Fair Value Measurements (Fair Value, Assets Measured on Recurring Basis and Non-Recurring Basis) (Details) - USD ($)
$ in Thousands
Sep. 30, 2022
Dec. 31, 2021
Fair Value, Recurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Warrant liability $ 35,772 $ 32,514
Fair Value, Nonrecurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Railcars available for lease, net   6,638
Fair Value, Inputs, Level 1 [Member] | Fair Value, Recurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Warrant liability 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
Fair Value, Inputs, Level 2 [Member] | Fair Value, Recurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Warrant liability 35,772 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   0
Fair Value, Inputs, Level 3 [Member] | Fair Value, Recurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Warrant liability $ 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
v3.22.2.2
Restricted Cash (Details) - USD ($)
$ in Thousands
Sep. 30, 2022
Dec. 31, 2021
Restricted Cash and Cash Equivalents Items [Line Items]    
Total restricted cash $ 3,927 $ 4,957
Customer Deposit [Member]    
Restricted Cash and Cash Equivalents Items [Line Items]    
Total restricted cash 282 282
Restricted Cash To Collateralize Standby Letters Of Credit [Member]    
Restricted Cash and Cash Equivalents Items [Line Items]    
Total restricted cash 103 1,133
Restricted Cash Equivalents To Collateralize Standby Letters Of Credit [Member]    
Restricted Cash and Cash Equivalents Items [Line Items]    
Total restricted cash $ 3,542 $ 3,542
v3.22.2.2
Inventories (Schedule of Inventory Current) (Details) - USD ($)
$ in Thousands
Sep. 30, 2022
Dec. 31, 2021
Inventory Disclosure [Abstract]    
Raw materials $ 59,844 $ 34,885
Work in process 18,094 11,306
Finished new railcars 2,251 4,696
Parts inventory 4,029 5,125
Total inventories, net $ 84,218 $ 56,012
v3.22.2.2
Inventories (Narrative) (Details) - USD ($)
$ in Thousands
Sep. 30, 2022
Dec. 31, 2021
Inventory Disclosure [Abstract]    
Inventory valuation reserves $ 1,674 $ 1,621
v3.22.2.2
Debt Financing and Revolving Credit Facilities (Narrative) (Details) - USD ($)
$ / shares in Units, $ in Thousands
 1 Months Ended 3 Months Ended 9 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
Sep. 30, 2022
Dec. 31, 2021
Feb. 23, 2022
Oct. 13, 2020
Oct. 08, 2020
Line of Credit Facility [Line Items]                            
Deferred financing costs                   $ 2,157 $ 2,660      
Common Stock                   16,963,755 15,947,228      
Rent Under Forbearance Agreement     $ 715                      
Common Stock, Par or Stated Value Per Share                   $ 0.01 $ 0.01      
Warrants Exercisable Term             10 years              
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                   6,702,195 6,098,217      
Class of Warrant or Right, Exercise Price of Warrants or Rights                   $ 0.01 $ 0.01      
Letter of Credit [Member]                            
Line of Credit Facility [Line Items]                            
Equity Fee                   $ 500        
Siena Loan Agreement [Member]                            
Line of Credit Facility [Line Items]                            
Line of Credit Facility, Remaining Borrowing Capacity                   207 $ 122      
Deferred financing costs, gross                     1,037     $ 1,101
Maximum borrowing capacity               $ 25,000       $ 35,000   $ 20,000
Outstanding borrowings                   $ 33,920 $ 24,026      
Debt Instrument, Basis Spread on Variable Rate               1.50%            
Interest rate                   7.75%        
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  
Class of warrant or right percentage of outstanding common shares           5.00%                
Term 10 years                          
Additional loan amount   15,000       $ 16,000                
Debt Instrument Covenant For Additional Financing         $ 15,000                  
Debt instrument, Additional loan amount to be funded   $ 15,000                        
Interest rate                   15.50%        
Class of Warrant or Right, Number of Securities Called by Warrants or Rights                   1,456,999 0      
Class of Warrant or Right, Exercise Price of Warrants or Rights $ 0.01                          
Additional warrant liability                 $ 7,351          
Term Loan Credit Agreement [Member] | Letter of Credit [Member]                            
Line of Credit Facility [Line Items]                            
Aggregate principal amount               $ 25,000            
Interest rate                   16.20%        
Term Loan Credit Agreement Third Amendment [Member]                            
Line of Credit Facility [Line Items]                            
Common Stock                   1,547,266        
Equity fees, Shares                   1,128,837        
Cash fee       $ 1,000                    
Percentage of common stock, Maximum       9.99%                    
Equity Fee       $ 1,000                    
Siena Loan Agreement First Amendment [Member]                            
Line of Credit Facility [Line Items]                            
Interest rate                   8.25%        
Delayed Draw Loan [Member]                            
Line of Credit Facility [Line Items]                            
Warrants outstanding term                   10 years        
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        
M & T Bank [Member] | Revolving Credit Facility [Member]                            
Line of Credit Facility [Line Items]                            
Line of Credit Facility, Collateral                   6,505 6,638      
Maximum borrowing capacity                   $ 40,000        
Outstanding borrowings                   $ 7,180 $ 7,917      
Interest rate                   7.25%        
Warrant Acquisition Agreement [Member]                            
Line of Credit Facility [Line Items]                            
Class of warrant or right percentage of outstanding common shares   5.00%                        
Class of Warrant or Right, Number of Securities Called by Warrants or Rights                   1,456,999 1,325,699      
Class of Warrant or Right, Exercise Price of Warrants or Rights                   $ 0.01 $ 0.01      
v3.22.2.2
Debt Financing and Revolving Credit Facilities (Long-Term Debt) (Details) - USD ($)
$ in Thousands
Sep. 30, 2022
Dec. 31, 2021
May 14, 2021
Nov. 24, 2020
Debt Instrument [Line Items]        
Total Debt $ 99,470 $ 89,221    
Discount (5,716) (7,077)    
Deferred financing costs (2,157) (2,660)    
Total debt, net of discount and deferred financing costs 91,597 79,484    
Less amounts due within one year 0 0    
Long-term debt, net of current portion 91,597 79,484    
M&T Credit Agreement [Member]        
Debt Instrument [Line Items]        
Total Debt 7,180 7,917    
Siena Loan Agreement [Member]        
Debt Instrument [Line Items]        
Total Debt 33,920 24,026    
Term Loan Credit Agreement [Member]        
Debt Instrument [Line Items]        
Total Debt $ 58,370 $ 57,278    
Deferred financing costs     $ (480) $ (2,872)
v3.22.2.2
Debt Financing and Revolving Credit Facilities (Fair Value of Warrant) (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Debt Disclosure [Abstract]        
Warrant liability     $ 32,514  
Change in fair value $ 1,274 $ 293 3,258 $ 18,969
Warrant liability $ 35,772   $ 35,772  
v3.22.2.2
Accumulated Other Comprehensive Loss (Schedule of Changes in Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Accumulated Other Comprehensive Income (Loss) [Line Items]        
Pre-Tax $ (323) $ 155 $ (156) $ 467
Other Comprehensive Income (Loss), Pension Tax Effect, Total 7,782   7,949  
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Defined Benefit Plans Adjustment, Net Gain (Loss) Attributable to Parent [Member] | Pension Benefits [Member]        
Accumulated Other Comprehensive Income (Loss) [Line Items]        
Loss on pension settlement pre Tax 8,105   8,105  
Loss on pension settlement After Tax 8,105   8,105  
Pre-Tax (323) 155 (156) 467
After-Tax $ (323) $ 155 $ (156) $ 467
v3.22.2.2
Accumulated Other Comprehensive Loss (Components of Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($)
$ in Thousands
Sep. 30, 2022
Jun. 30, 2022
Dec. 31, 2021
Sep. 30, 2021
Jun. 30, 2021
Dec. 31, 2020
Accumulated Other Comprehensive Income (Loss) [Line Items]            
Accumulated other comprehensive loss, net of tax $ (18,848) $ (10,151) $ (1,656) $ (9,920) $ (12,353) $ 30,497
Pension Benefits [Member] | 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 $ (2,427)   $ (5,522)      
v3.22.2.2
Accumulated Other Comprehensive Loss (Components of Accumulated Other Comprehensive Inc (Parenthetical) (Details) - USD ($)
$ in Thousands
Sep. 30, 2022
Dec. 31, 2021
Pension Benefits [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
v3.22.2.2
Stock-Based Compensation (Narrative) (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Dec. 31, 2021
Dec. 31, 2020
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]            
Stock-based compensation recognized $ 817 $ (133) $ 2,307 $ 2,829    
Restricted Stock [Member]            
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]            
Remaining requisite service period     22 months      
Unearned compensation related to options 1,301   $ 1,301      
Time-Vested Stock Options [Member]            
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]            
Unearned compensation related to options 1,325   $ 1,325      
Remaining service period     26 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      
Allocated share based compensation expense (income) 420 365 $ 1,228 2,315    
Estimated fair value $ 3,632 $ 2,578 $ 3,632 $ 2,578    
Stock appreciation award vesting rights     Vesting of the 2021 cash settled stock appreciation rights was contingent upon the achievement of a thirty-day trailing average fair market value of a share of Common Stock of 133.3% ($3.17)      
Exercise price     $ 2.38      
Certain Employees [Member] | Stock Appreciation Rights (SARs) [Member]            
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]            
Granted (shares)         1,735,500  
Granted           1,139,464
v3.22.2.2
Stock-Based Compensation (Valuation Assumptions) (Details) - Stock Appreciation Rights (SARs) [Member]
 9 Months Ended
Sep. 30, 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 9 months 18 days
Expected Volatility 91.72%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 4.12%
Fair Value Per Award $ 2.94
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 6 months
Expected Volatility 87.12%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 4.09%
Fair Value Per Award $ 2.86
11/30/2020 [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2020
Grant Date Nov. 30, 2020
Expected Life 4 years 4 months 24 days
Expected Volatility 87.50%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 4.09%
Fair Value Per Award $ 2.74
1/5/2021 [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Grant Year 2021
Grant Date Jan. 05, 2021
Expected Life 4 years 6 months
Expected Volatility 86.64%
Expected Dividend Yield 0.00%
Risk Free Interest Rate 4.09%
Fair Value Per Award $ 2.79
v3.22.2.2
Employee Benefit Plans (Narrative) (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Pension Benefits [Member]        
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]        
Expected total contributions for current fiscal year $ 0   $ 0  
Employer contributions $ 0 $ 0 $ 0 $ 0
OneAmerica Agreement [Member]        
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]        
Percentage of Future benefit obligations 67.70%   67.70%  
Line of credit facility, increase amount $ 27,600      
Non cash pre tax pension settlement charge $ 8,100      
v3.22.2.2
Employee Benefit Plans (Components of Net Periodic Benefit Cost) (Details) - Pension Benefits [Member] - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]        
Interest cost $ 157 $ 236 $ 709 $ 708
Expected return on plan assets (208) (584) (1,442) (1,752)
Amortization of unrecognized net (gain) loss 40 156 207 467
Reclassification adjustment for amortization of net income (loss) (36) (36)
Loss on pension settlement 8,105 8,105
Total net periodic benefit cost $ 8,058 $ (192) $ 7,543 $ (577)
v3.22.2.2
Earnings Per Share (Weighted Average Common Shares Outstanding) (Details) - shares
 3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Earnings Per Share [Abstract]        
Weighted average common shares outstanding 16,158,516 15,139,572 15,920,458 14,903,468
Issuance of warrants 9,559,898 5,345,866 8,550,201 5,322,203
Weighted average common shares outstanding (shares) 25,718,414 20,485,438 24,470,659 20,225,671
Issuance of contingent warrants
Weighted average diluted common shares outstanding (shares) 25,718,414 22,111,824 24,470,659 20,225,671
v3.22.2.2
Earnings Per Share (Narrative) (Details) - shares
 3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Earnings Per Share [Abstract]        
Anti-dilutive common shares excluded from computation of earnings per share amount 1,578,118 1,237,172 1,687,216 1,354,525
v3.22.2.2
Restructuring and Impairment Charges (Narrative) (Details)
$ in Thousands
Oct. 08, 2020
USD ($)
Shoals Facility [Member] | Facility Closing [Member]  
Restructuring Cost and Reserve [Line Items]  
Fair value of property, plant and equipment $ 10,148
v3.22.2.2
Restructuring and Impairment Charges (Components of Restructuring and Impairment Charges) (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Restructuring and Related Activities [Abstract]        
Impairment and loss on disposal of machinery and equipment $ 0 $ 0 $ 0 $ 1,591
Employee severance and retention 0 0 0 (5)
Other charges related to facility closure 0 0 0 4,944
Total restructuring and impairment charges $ 0 $ 0 $ 0 $ 6,530
v3.22.2.2
Restructuring and Impairment Charges (Schedule Of Restructuring Reserve Activity) (Details) - USD ($)
$ in Thousands
 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Restructuring Cost and Reserve [Line Items]    
Accrued $ 163 $ 1,847
Cash Charges 0 6,437
Non-cash charges 0 93
Cash payments (163) (7,985)
Accrued 0 219
Impairment And Loss On Right Of Use Asset [Member]    
Restructuring Cost and Reserve [Line Items]    
Accrued 0 0
Non-cash charges   269
Accrued 0 0
Employee Severance And Retention [Member]    
Restructuring Cost and Reserve [Line Items]    
Accrued 163 1,596
Non-cash charges 0 (80)
Cash payments (163) (1,297)
Accrued 0 219
Other Charges Related To Facility Closure [Member]    
Restructuring Cost and Reserve [Line Items]    
Accrued 0 251
Cash Charges   6,437
Non-cash charges   (96)
Cash payments   (6,688)
Accrued $ 0 $ 0
v3.22.2.2
Related Parties (Narrative) (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Dec. 31, 2021
Related Party Transaction [Line Items]          
Related party asset $ 4,017   $ 4,017   $ 8,680
Related party accounts payable 1,944   $ 1,944   8,870
Fasemex [Member]          
Related Party Transaction [Line Items]          
Percentage Of Common Stock Outstanding     11.40%    
Prepaid inventory 3,296   $ 3,296   4,134
Other receivables 721   721   4,546
Related party accounts payable 1,237   1,237   8,291
Related Party Transaction, Expenses from Transactions with Related Party 7,121 $ 28,300 23,777 $ 49,100  
Distribuciones Industrials [Member]          
Related Party Transaction [Line Items]          
Related party costs 524 0 1,596 0  
Related party accounts payable 444   444   291
Maquinaria y equipo de transporte          
Related Party Transaction [Line Items]          
Related party costs 475 $ 300 1,887 $ 700  
Related party accounts payable 263   $ 263   $ 288
Warrantholder          
Related Party Transaction [Line Items]          
Percentage Of Common Stock Outstanding     40.20%    
Interest expense related party 2,146   $ 6,266    
Interest paid in cash 1,775   5,173    
Interest paid in kind 371   1,093    
Warrantholder | Standby Letters of Credit [Member]          
Related Party Transaction [Line Items]          
Equity fees 1,000   3,000    
Cash fees $ 126   $ 373