Orion Group Holdings Inc 10-Q

ITEM 1. FINANCIAL STATEMENTS Orion Group Holdings, Inc. and Subsidiaries Condensed Consolidated Balance Sheets (In Thousands, Except Share and Per Share Information) ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2020 2019 ASSETS ​ (Unaudited) ​ Current assets: ​ ​ Cash and cash equivalents ​ $ 10,343 ​ $ 128 Restricted cash ​ ​ — ​ ​ 958 Accounts receivable: ​ ​ Trade, net of allowance for credit losses of $ 3,011 and $ 2,600 , respectively ​ 96,146 ​ 116,540 Retainage ​ 37,963 ​ 42,547 Income taxes receivable ​ 1,059 ​ 962 Other current ​ 2,260 ​ 2,680 Inventory ​ 1,963 ​ 1,114 Costs and estimated earnings in excess of billings on uncompleted contracts ​ 36,339 ​ 41,389 Prepaid expenses and other ​ 5,354 ​ 5,647 Total current assets ​ 191,427 ​ 211,965 Property and equipment, net of depreciation ​ 126,971 ​ 132,348 Operating lease right-of-use assets, net of amortization ​ ​ 16,762 ​ ​ 17,997 Financing lease right-of-use assets, net of amortization ​ ​ 13,783 ​ ​ 7,896 Inventory, non-current ​ 6,360 ​ 7,037 Intangible assets, net of amortization ​ 11,114 ​ 12,147 Deferred income tax asset ​ ​ 143 ​ ​ 85 Other non-current ​ 4,861 ​ 5,369 Total assets ​ $ 371,421 ​ $ 394,844 LIABILITIES AND STOCKHOLDERS’ EQUITY ​ ​ Current liabilities: ​ ​ Current debt, net of debt issuance costs ​ $ 4,358 ​ $ 3,668 Accounts payable: ​ ​ ​ Trade ​ 46,869 ​ 70,421 Retainage ​ 434 ​ 562 Accrued liabilities ​ 20,731 ​ 16,966 Income taxes payable ​ 1,227 ​ 1,523 Billings in excess of costs and estimated earnings on uncompleted contracts ​ 53,829 ​ 48,781 Current portion of operating lease liabilities ​ ​ 5,095 ​ ​ 5,043 Current portion of financing lease liabilities ​ ​ 4,919 ​ ​ 2,788 Total current liabilities ​ ​ 137,462 ​ ​ 149,752 Long-term debt, net of debt issuance costs ​ 47,734 ​ 68,029 Operating lease liabilities ​ ​ 12,334 ​ ​ 13,596 Financing lease liabilities ​ ​ 8,288 ​ ​ 3,760 Other long-term liabilities ​ 20,017 ​ 20,436 Deferred income tax liability ​ 164 ​ 205 Interest rate swap liability ​ 1,989 ​ 1,045 Total liabilities ​ 227,988 ​ ​ 256,823 Stockholders’ equity: ​ ​ Preferred stock -- $ 0.01 par value, 10,000,000 authorized, none issued ​ — ​ — Common stock -- $ 0.01 par value, 50,000,000 authorized, 31,060,101 and 30,303,395 issued; 30,348,870 and 29,592,164 outstanding at June 30, 2020 and December 31, 2019, respectively ​ 311 ​ 303 Treasury stock, 711,231 shares, at cost, as of June 30, 2020 and December 31, 2019, respectively ​ ( 6,540 ) ​ ( 6,540 ) Accumulated other comprehensive loss ​ ( 1,989 ) ​ ( 1,045 ) Additional paid-in capital ​ 184,120 ​ 182,523 Retained loss ​ ( 32,469 ) ​ ( 37,220 ) Total stockholders’ equity ​ 143,433 ​ 138,021 Total liabilities and stockholders’ equity ​ $ 371,421 ​ $ 394,844 The accompanying notes are an integral part of these condensed consolidated financial statements 3 ​ Table of Contents ​ Orion Group Holdings, Inc. and Subsidiaries Condensed Consolidated Statements of Operations (In Thousands, Except Share and Per Share Information) (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended June 30, ​ Six months ended June 30, ​ ​ 2020 2019 2020 2019 Contract revenues ​ $ 183,713 ​ $ 165,985 ​ $ 350,333 ​ $ 309,090 ​ Costs of contract revenues ​ 162,969 ​ 151,008 ​ 309,831 ​ 285,031 ​ Gross profit ​ 20,744 ​ 14,977 ​ 40,502 ​ 24,059 ​ Selling, general and administrative expenses ​ 16,512 ​ 15,114 ​ 32,381 ​ 30,087 ​ Amortization of intangible assets ​ ​ 517 ​ ​ 658 ​ ​ 1,033 ​ ​ 1,318 ​ Gain on sale of assets, net ​ ( 369 ) ​ ( 372 ) ​ ( 1,361 ) ​ ( 746 ) ​ Operating income (loss) ​ 4,084 ​ ( 423 ) ​ 8,449 ​ ( 6,600 ) ​ Other (expense) income: ​ ​ ​ ​ ​ Other income ​ 39 ​ 534 ​ 136 ​ 557 ​ Interest income ​ 54 ​ 94 ​ 94 ​ 242 ​ Interest expense ​ ( 1,169 ) ​ ( 1,978 ) ​ ( 2,571 ) ​ ( 3,303 ) ​ Other expense, net ​ ( 1,076 ) ​ ( 1,350 ) ​ ( 2,341 ) ​ ( 2,504 ) ​ Income (loss) before income taxes ​ 3,008 ​ ( 1,773 ) ​ 6,108 ​ ( 9,104 ) ​ Income tax expense (benefit) ​ 980 ​ ( 140 ) ​ 1,357 ​ 453 ​ Net income (loss) ​ $ 2,028 ​ $ ( 1,633 ) ​ $ 4,751 ​ $ ( 9,557 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings (loss) per share ​ $ 0.07 ​ $ ( 0.06 ) ​ $ 0.16 ​ $ ( 0.33 ) ​ Diluted earnings (loss) per share ​ $ 0.07 ​ $ ( 0.06 ) ​ $ 0.16 ​ $ ( 0.33 ) ​ Shares used to compute income (loss) per share: ​ ​ ​ ​ ​ Basic ​ 30,031,188 ​ 29,097,094 ​ 29,842,298 ​ 29,086,811 ​ Diluted ​ 30,031,188 ​ 29,097,094 ​ 29,842,298 ​ 29,086,811 ​ ​ The accompanying notes are an integral part of these condensed consolidated financial statements ​ 4 ​ Table of Contents Orion Group Holdings, Inc. and Subsidiaries Condensed Consolidated Statements of Comprehensive Income (Loss) (In Thousands) (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended June 30, ​ Six months ended June 30, ​ ​ 2020 2019 2020 2019 Net income (loss) ​ $ 2,028 ​ $ ( 1,633 ) ​ $ 4,751 ​ $ ( 9,557 ) ​ Change in fair value of cash flow hedge, net of tax expense of $ 9 and tax benefit of $ 217 for the three and six months ended June 30, 2020, respectively and net of tax benefit of $ 145 and $ 225 for the three and six months ended June 30, 2019. ​ ​ 31 ​ ( 506 ) ​ ( 727 ) ​ ( 790 ) ​ Total comprehensive income (loss) ​ $ 2,059 ​ $ ( 2,139 ) ​ $ 4,024 ​ $ ( 10,347 ) ​ ​ The accompanying notes are an integral part of these condensed consolidated financial statements ​ 5 ​ Table of Contents Orion Group Holdings, Inc. and Subsidiaries Condensed Consolidated Statements of Stockholders’ Equity (In Thousands, Except Share and Per Share Information) (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common Treasury Accumulated Other Additional ​ ​ ​ ​ ​ ​ Stock ​ Stock Comprehensive Paid-In Retained ​ ​ ​ ​ ​ Shares Amount ​ Shares Amount Loss Capital ​ Earnings (Loss) ​ Total Balance, December 31, 2019 30,303,395 ​ $ 303 ( 711,231 ) ​ $ ( 6,540 ) ​ $ ( 1,045 ) ​ $ 182,523 ​ $ ( 37,220 ) ​ $ 138,021 Stock-based compensation — ​ — — ​ — ​ — ​ 462 ​ — ​ 462 Issuance of restricted stock 185,356 ​ 2 — ​ — ​ — ​ ( 2 ) ​ — ​ — Forfeiture of restricted stock ( 3,351 ) ​ — — ​ — ​ — ​ — ​ — ​ — Cash flow hedge — ​ — — ​ — ​ ( 984 ) ​ — ​ — ​ ( 984 ) Net income — ​ — — ​ — ​ — ​ — ​ 2,723 ​ 2,723 Balance, March 31, 2020 30,485,400 ​ $ 305 ( 711,231 ) ​ $ ( 6,540 ) ​ $ ( 2,029 ) ​ $ 182,983 ​ $ ( 34,497 ) ​ $ 140,222 Stock-based compensation — ​ — — ​ — ​ — ​ 1,167 ​ — ​ 1,167 Issuance of restricted stock 638,938 ​ 6 — ​ — ​ — ​ ( 6 ) ​ — ​ — Forfeiture of restricted stock ( 54,510 ) ​ — — ​ — ​ — ​ — ​ — ​ — Purchase of vested stock-based awards ​ ( 9,727 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ( 24 ) ​ ​ ​ ​ ​ ( 24 ) Cash flow hedge — ​ — — ​ — ​ 40 ​ — ​ — ​ 40 Net income — ​ — — ​ — ​ — ​ — ​ 2,028 ​ 2,028 Balance, June 30, 2020 31,060,101 ​ $ 311 ( 711,231 ) ​ $ ( 6,540 ) ​ $ ( 1,989 ) ​ $ 184,120 ​ $ ( 32,469 ) ​ $ 143,433 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common Treasury Accumulated Other Additional ​ ​ ​ ​ ​ ​ Stock ​ Stock Comprehensive Paid-In Retained ​ ​ ​ ​ ​ Shares Amount ​ Shares Amount Loss Capital ​ Earnings ​ Total Balance, December 31, 2018 ​ 29,611,989 ​ $ 296 ​ ( 711,231 ) ​ $ ( 6,540 ) ​ $ ( 52 ) ​ $ 179,742 ​ $ ( 31,861 ) ​ $ 141,585 Stock-based compensation ​ — ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ 664 ​ ​ — ​ ​ 664 Exercise of stock options ​ 7,021 ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ 35 ​ ​ — ​ ​ 35 Issuance of restricted stock ​ 185,204 ​ ​ 1 ​ — ​ ​ — ​ ​ — ​ ​ ( 1 ) ​ ​ — ​ ​ — Forfeiture of restricted stock ​ ( 18,207 ) ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Cash flow hedge ​ — ​ ​ — ​ — ​ ​ — ​ ​ ( 284 ) ​ ​ — ​ ​ — ​ ​ ( 284 ) Net loss — ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 7,924 ) ​ ​ ( 7,924 ) Balance, March 31, 2019 ​ 29,786,007 ​ $ 297 ( 711,231 ) ​ $ ( 6,540 ) ​ $ ( 336 ) ​ $ 180,440 ​ $ ( 39,785 ) ​ $ 134,076 Stock-based compensation ​ — ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ 1,064 ​ ​ — ​ ​ 1,064 Issuance of restricted stock ​ 479,590 ​ ​ 6 ​ — ​ ​ — ​ ​ — ​ ​ ( 6 ) ​ ​ — ​ ​ — Forfeiture of restricted stock ​ ( 50,513 ) ​ ​ ( 1 ) ​ — ​ ​ — ​ ​ — ​ ​ 1 ​ ​ — ​ ​ — Cash flow hedge ​ — ​ ​ — ​ — ​ ​ — ​ ​ ( 758 ) ​ ​ — ​ ​ — ​ ​ ( 758 ) Net loss — ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 1,633 ) ​ ​ ( 1,633 ) Balance, June 30, 2019 ​ 30,215,084 ​ $ 302 ( 711,231 ) ​ $ ( 6,540 ) ​ $ ( 1,094 ) ​ $ 181,499 ​ $ ( 41,418 ) ​ $ 132,749 ​ The accompanying notes are an integral part of these condensed consolidated financial statements 6 ​ Table of Contents Orion Group Holdings, Inc. and Subsidiaries Condensed Consolidated Statements of Cash Flows (in thousands) (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months ended June 30, ​ 2020 2019 Cash flows from operating activities: ​ ​ Net income (loss) ​ $ 4,751 ​ $ ( 9,557 ) Adjustments to reconcile net income (loss) to net cash used in operating activities: ​ ​ Operating activities: ​ ​ Depreciation and amortization ​ 12,311 ​ 13,108 Amortization of ROU operating leases ​ ​ 3,066 ​ ​ 2,927 Amortization of ROU finance leases ​ ​ 1,585 ​ ​ 1,154 Unamortized debt issuance costs upon debt modification ​ — ​ 399 Amortization of deferred debt issuance costs ​ ​ 286 ​ ​ 186 Deferred income taxes ​ ( 99 ) ​ 43 Stock-based compensation ​ 1,629 ​ 1,728 Gain on sale of property and equipment ​ ( 1,361 ) ​ ( 746 ) Allowance for credit losses ​ 411 ​ — Change in operating assets and liabilities: ​ ​ ​ ​ Accounts receivable ​ 23,645 ​ ( 28,257 ) Income tax receivable ​ ( 97 ) ​ ( 398 ) Inventory ​ ( 172 ) ​ 252 Prepaid expenses and other ​ 900 ​ 126 Costs and estimated earnings in excess of billings on uncompleted contracts ​ 5,050 ​ ( 14,424 ) Accounts payable ​ ( 23,680 ) ​ 6,261 Accrued liabilities ​ 2,818 ​ ( 1,601 ) Operating lease liabilities ​ ​ ( 2,721 ) ​ ​ ( 2,896 ) Income tax payable ​ ( 296 ) ​ 409 Billings in excess of costs and estimated earnings on uncompleted contracts ​ 5,048 ​ 30,204 Net cash provided by (used in) operating activities ​ 33,074 ​ ( 1,082 ) Cash flows from investing activities: ​ ​ Proceeds from sale of property and equipment ​ 1,749 ​ 847 Purchase of property and equipment ​ ( 5,036 ) ​ ( 8,118 ) Contributions to CSV life insurance ​ ( 99 ) ​ ( 444 ) Insurance claim proceeds related to property and equipment ​ ​ 1,342 ​ ​ 2,574 Net cash used in investing activities ​ ( 2,044 ) ​ ( 5,141 ) Cash flows from financing activities: ​ ​ ​ ​ Borrowings from Credit Facility ​ 5,000 ​ 32,000 Payments made on borrowings from Credit Facility ​ ( 24,500 ) ​ ( 29,500 ) Loan costs from Credit Facility ​ ( 391 ) ​ ( 825 ) Payments of finance lease liabilities ​ ​ ( 1,858 ) ​ ​ ( 1,412 ) Purchase of vested stock-based awards ​ ​ ( 24 ) ​ ​ — Exercise of stock options ​ — ​ 35 Net cash (used in) provided by financing activities ​ ( 21,773 ) ​ 298 Net change in cash, cash equivalents and restricted cash ​ 9,257 ​ ( 5,925 ) Cash, cash equivalents and restricted cash at beginning of period ​ 1,086 ​ 8,684 Cash, cash equivalents and restricted cash at end of period ​ $ 10,343 ​ $ 2,759 ​ ​ ​ ​ ​ ​ ​ Supplemental disclosures of cash flow information: ​ ​ Cash paid during the period for: ​ ​ Interest ​ $ 2,130 ​ $ 3,926 Taxes, net of refunds ​ $ 1,663 ​ $ 394 ​ The accompanying notes are an integral part of these condensed consolidated financial statements ​ 7 ​ Table of Contents Orion Group Holdings, Inc. and Subsidiaries Notes to Condensed Consolidated Financial Statements (Tabular Amounts in thousands, Except Share and per Share Amounts) (Unaudited) ​ 1. Description of Business and Basis of Presentation Description of Business Orion Group Holdings, Inc., its subsidiaries and affiliates (hereafter collectively referred to as the "Company"), provide a broad range of specialty construction services in the infrastructure, industrial, and building sectors of the continental United States, Alaska, Canada and the Caribbean Basin. The Company’s marine segment services the infrastructure sector through marine transportation facility construction, marine pipeline construction, marine environmental structures, dredging of waterways, channels and ports, environmental dredging, design, and specialty services. Its concrete segment services the building sector by providing turnkey concrete construction services including pour and finish, dirt work, layout, forming, rebar, and mesh across the light commercial, structural and other associated business areas. The Company is headquartered in Houston, Texas with offices throughout its operating areas. The tools used by the chief operating decision maker ("CODM") to allocate resources and assess performance are based on two reportable and operating segments: marine, which operates under the Orion Marine Group brand and logo, and concrete, which operates under the TAS Commercial Concrete brand and logo. Although we describe the business in this report in terms of the services the Company provides, its base of customers and the areas in which it operates, the Company has determined that its operations currently comprise two reportable segments pursuant to Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 280, Segment Reporting . In making this determination, the Company considered the similar economic characteristics of its operations that comprise its marine segment. For the marine segment, the methods used, and the internal processes employed, to deliver marine construction services are similar throughout the segment, including standardized estimating, project controls and project management. This segment has the same customers with similar funding drivers, and it complies with regulatory environments driven through Federal agencies such as the U.S. Army Corps of Engineers, U.S. Fish and Wildlife Service, U.S. Environmental Protection Agency and U.S. Occupational Safety and Health Administration ("OSHA"), among others. Additionally, the segment is driven by macro-economic considerations including the level of import/export seaborne transportation, development of energy-related infrastructure, cruise line expansion and operations, marine bridge infrastructure development, waterway pipeline crossings and the maintenance of waterways. These considerations, and others, are key catalysts for future prospects and are similar across the segment. For the concrete segment, the Company also considered the similar economic characteristics of these operations. The methods used, and the internal processes employed, to deliver concrete construction services are similar throughout the segment, including standardized estimating, project controls and project management. This segment complies with regulatory environments such as OSHA. Additionally, this segment is driven by macro-economic considerations, including movements in population, commercial real estate development, institutional funding and expansion, and recreational development, specifically in metropolitan areas of Texas. These considerations, and others, are key catalysts for future prospects and are similar across the segment. 8 ​ Table of Contents Basis of Presentation The accompanying condensed consolidated financial statements and financial information included herein have been prepared pursuant to the interim period reporting requirements of Form 10-Q. Consequently, certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted. Readers of this report should also read the Company’s condensed consolidated financial statements and the notes thereto included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2019 (“2019 Form 10-K”) as well as Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations also included in its 2019 Form 10-K. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments considered necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows for the periods presented. Such adjustments are of a normal recurring nature. Interim results of operations for the three and six months ended June 30, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. Certain amounts in the prior year financial statements have been reclassified to conform to the current year presentation in the Company’s condensed consolidated statement of operations. As part of the Company’s Invest, Scale and Grow (“ISG”) initiative it realigned its project management personnel within the operating groups for the combined company. As a result of the realignment, beginning in the second quarter of 2019, the Company has elected to classify certain project management costs in Cost of contract revenue in its Condensed Consolidated Statements of Operations (the “Statements of Operations”) to better represent how those costs are managed and controlled. For periods reported prior to the second quarter of 2019, certain project management costs were included in Selling, general and administrative (“SG&A”) expenses. The Company’s SG&A expense for 2019 included project management costs of $ 1.1 million incurred in the first quarter of 2019. ​ 2. Summary of Significant Accounting Policies The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management’s estimates, judgments and assumptions are continually evaluated based on available information and experience; however, actual amounts could differ from those estimates. On an ongoing basis, the Company evaluates the significant accounting policies used to prepare its condensed consolidated financial statements, including, but not limited to, those related to: ● Revenue recognition from construction contracts; ● Accounts receivable and allowance for credit losses; ● Property, plant and equipment; ● Leases; ● Finite and infinite-lived intangible assets, testing for indicators of impairment; ● Stock-based compensation; 9 ​ Table of Contents ● Income taxes; and ● Self-insurance Revenue Recognition The Company adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606), on January 1, 2018, using the modified retrospective method. The Company recognized the cumulative effect of initially adopting Topic 606 guidance as an adjustment to the beginning balance of retained earnings. Contracts with customers that were not substantially complete in both the Company’s marine and concrete segments were evaluated in order to determine the impact as of the date of adoption. The Company’s revenue is derived from contracts to provide marine construction, dredging, turnkey concrete services, and other specialty services. The Company’s projects are typically short in duration and usually span a period of less than one year. The Company determines the appropriate accounting treatment for each contract before work begins and generally records revenue on contracts over time. Performance obligations are promises in a contract to transfer distinct goods or services to the customer and are the unit of account under Topic 606. The Company’s contracts and related change orders typically represent a single performance obligation because the Company provides a significant integrated service and individual goods and services are not separately identifiable. Revenue is recognized over time because control is continuously transferred to the customer. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation using its best estimate of the stand-alone selling price of each distinct good or service. Progress is measured by the percentage of actual contract costs incurred to date to total estimated costs for each contract. This method is used because management considers contract costs incurred to be the best available measure of progress on these contracts. Contract costs include all direct costs, such as material and labor, and those indirect costs incurred that are related to contract performance such as payroll taxes and insurance. General and administrative costs are charged to expense as incurred. Upfront costs, such as costs to mobilize personnel and equipment prior to satisfying a performance obligation are capitalized and amortized over the contract performance period. Changes in job performance, job conditions and estimated profitability, including those arising from final contract settlements, may result in revisions to costs and reported revenue and are recognized in the period in which the revisions are determined. The effect of changes in estimates of contract revenue or contract costs is recognized as an adjustment to recognized revenue on a cumulative catch-up basis. When losses on uncompleted contracts are anticipated, the entire loss is recognized in the period in which such losses are determined. Revenue is recorded net of any sales taxes collected and paid on behalf of the customer, if applicable. Contract revenue is derived from the original contract price as modified by agreed-upon change orders and estimates of variable consideration related to incentive fees and change orders or claims for which price has not yet been agreed by the customer. The Company estimates variable consideration based on its assessment of the most likely amount to which it expects to be entitled. Variable consideration is included in the estimated recognition of revenue to the extent it is probable that a significant reversal of cumulative recognized revenue will not occur. Based on its reading of the contract and its performance, the Company believes collection of these claims is probable, although the full amount of the recorded claims may not be collected. 10 ​ Table of Contents Contract assets and liabilities include the following: ● Accounts Receivable: Trade, net of allowance - Represent amounts billed and currently due from customers and are stated at their estimated net realizable value. ● Accounts Receivable: Retainage - Represent amounts which have not been billed to or paid by customers due to retainage provisions in construction contracts, which amounts generally become payable upon contract completion and acceptance by the customer. ● Costs and Estimated Earnings in Excess of Billings on Uncompleted Contracts - Represent revenues recognized in excess of amounts billed, which management believes will be billed and collected within one year of the completion of the contract (i.e. Contract Assets) and are recorded as a current asset, until such amounts are either received or written off. ● Billings in Excess of Costs and Estimated Earnings on Uncompleted Contracts - Represent billings in excess of revenues recognized (i.e. Contract Liabilities) and are recorded as a current liability, until the underlying obligation has been performed or discharged. Remaining performance obligations represent the transaction price of firm orders or other written contractual commitments from customers for which work has not been performed or is partially completed and excludes unexercised contract options and potential orders. As of June 30, 2020, the aggregate amount of the remaining performance obligations was approximately $ 528.4 million. Of this amount, the Company expects to recognize $ 465.4 million, or 88 %, in the next 12 months and the remaining balance thereafter. Classification of Current Assets and Liabilities The Company includes in current assets and liabilities amounts realizable and payable in the normal course of contract completion. Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. At times, cash held by financial institutions may exceed federally insured limits. The Company has not historically sustained losses on its cash balances in excess of federally insured limits. Cash equivalents at June 30, 2020 and December 31, 2019 consisted primarily of overnight bank deposits. Restricted cash of $ 1.0 million at December 31, 2019 consisted of collateral related to a marine project that was completed during the quarter ended June 30, 2020. The Company had no restricted cash as of June 30, 2020. Risk Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk principally consist of accounts receivable. The Company depends on its ability to continue to obtain federal, state and local governmental contracts, and indirectly, on the amount of funding available to these agencies for new and current governmental projects. Therefore, a portion of the Company’s operations is dependent upon the level and timing of government funding. Statutory mechanics liens provide the Company high priority in the event of lien foreclosures following financial difficulties of private owners, thus minimizing credit risk with private customers. 11 ​ Table of Contents Accounts Receivable Accounts receivable are stated at the historical carrying value, net of allowances for credit losses. The Company has significant investments in billed and unbilled receivables as of June 30, 2020 and December 31, 2019. Billed receivables represent amounts billed upon the completion of small contracts and progress billings on large contracts in accordance with contract terms and milestone achievements. Unbilled receivables on contracts, which are included in costs in excess of billings, arise as revenues are recognized over time. Unbilled amounts on contracts represent recoverable costs and accrued profits not yet billed. Revenue associated with these billings is recorded net of any sales tax, if applicable. Past due balances over 90 days and other higher risk amounts are reviewed individually for collectability. In establishing an allowance for credit losses, the Company evaluates its contract receivables and costs in excess of billings and thoroughly reviews historical collection experience, the financial condition of its customers, billing disputes and other factors. The Company writes off potentially uncollectible accounts receivable against the allowance for credit losses if it is determined that the amounts will not be collected or if a settlement is reached for an amount that is less than the carrying value. As of June 30, 2020 and December 31, 2019, the Company has recorded an allowance for credit losses of $ 3.0 million and $ 2.6 million, respectively. Balances billed to customers but not paid pursuant to retainage provisions in construction contracts generally become payable upon contract completion and acceptance by the owner. Retainage at June 30, 2020 totaled $ 38.0 million, of which $ 6.0 million is expected to be collected beyond June 30, 2021. Retainage at December 31, 2019 totaled $ 42.5 million. The Company negotiates change orders and claims with its customers. Unsuccessful negotiations of claims could result in a change to contract revenue that is less than amounts previously recorded, which could result in the recording of a loss in the amount of the shortfall. Successful claims negotiations could result in the recovery of previously recorded losses. Significant losses on receivables could adversely affect the Company’s financial position, results of operations and overall liquidity. Advertising Costs The Company primarily obtains contracts through the open bid process, and therefore advertising costs are not a significant component of expense. Advertising costs are expensed as incurred. Environmental Costs Costs related to environmental remediation are charged to expense. Other environmental costs are also charged to expense except to the extent they increase the value of the property and/or provide future economic benefits, in which event the costs are capitalized. Environmental liabilities, if any, are recognized when the expenditure is considered probable and the amount can be reasonably estimated. The Company did not recognize any environmental liabilities as of June 30, 2020 or December 31, 2019. Fair Value Measurements The Company evaluates and presents certain amounts included in the accompanying condensed consolidated financial statements at “fair value” in accordance with U.S. GAAP, which requires the Company to base its estimates on assumptions that market participants, in an orderly transaction, would use to price an asset or liability, and to establish a hierarchy that prioritizes the information used to determine fair value. Refer to Note 8 for more information regarding fair value determination. 12 ​ Table of Contents The Company generally applies fair value valuation techniques on a non-recurring basis associated with (1) valuing assets and liabilities acquired in connection with business combinations and other transactions; (2) valuing potential impairment loss related to long-lived assets; and (3) valuing potential impairment loss related to goodwill and indefinite-lived intangible assets. Inventory Current inventory consists of parts and small equipment held for use in the ordinary course of business and is valued at the lower of cost (using historical average cost) or net realizable value. Where shipping and handling costs are incurred by the Company, these charges are included in inventory and charged to cost of contract revenue upon use. Non-current inventory consists of spare parts (including engines, cutters and gears) that require special order or long-lead times for manufacture or fabrication but must be kept on hand to reduce downtime. Refer to Note 7 for more information regarding inventory. Property and Equipment Property and equipment are recorded at cost. Ordinary maintenance and repairs that do not improve or extend the useful life of the asset are expensed as incurred. Major renewals and betterments of equipment are capitalized and depreciated generally over three to seven years until the next scheduled maintenance. When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in results of operations for the respective period. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets for financial statement purposes, as follows: ​ ​ ​ ​ Automobiles and trucks 3 to 5 years Buildings and improvements 5 to 30 years Construction equipment 3 to 15 years Vessels and other equipment 1 to 15 years Office equipment 1 to 5 years ​ The Company generally uses accelerated depreciation methods for tax purposes where appropriate. Dry-docking costs are capitalized and amortized using the straight-line method over a period ranging from three to 15 years . Dry-docking costs include, but are not limited to, the inspection, refurbishment and replacement of steel, engine components, tailshafts, mooring equipment and other parts of the vessel. Amortization related to dry-docking activities is included as a component of depreciation. These costs and the related amortization periods are periodically reviewed to determine if the estimates are accurate. If warranted, a significant upgrade of equipment may result in a revision to the useful life of the asset, in which case the change is accounted for prospectively. Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset or asset group may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of are separately presented in the balance sheet and reported at the 13 ​ Table of Contents lower of the carrying amount or the fair value, less the costs to sell, and are no longer depreciated. There were no assets classified as held for sale as of June 30, 2020 or December 31, 2019. Leases The Company adopted ASU 2016-02, Leases (Topic 842), on January 1, 2019, on a prospective basis, forgoing comparative reporting. The Company elected to utilize the transition guidance within the new standard, which allows the Company to carryforward the historical lease classification. The Company elected to not separate lease and non-lease components for all classes of underlying assets in which it is the lessee and made an accounting policy election to not account for leases with an initial term of 12 months or less on the balance sheet. Adoption of the standard resulted in the recording of additional net ROU operating lease assets of approximately $ 23.3 million and lease liabilities for operating leases of approximately $ 24.0 million on the Condensed Consolidated Balance Sheets as of January 1, 2019. The adoption of this guidance did not have an impact on net income. See Note 18 for more information regarding leases. Intangible Assets Intangible assets that have finite lives are amortized. In addition, the Company evaluates the remaining useful life of intangible assets in each reporting period to determine whether events and circumstances warrant a revision of the remaining period of amortization. If the estimate of an intangible asset’s remaining life is changed, the remaining carrying value of such asset is amortized prospectively over that revised remaining useful life. Intangible assets that have infinite lives are not amortized but are subject to impairment testing at least annually or more frequently if events or circumstances indicate that the asset may be impaired. The Company has one infinite-lived intangible asset, a trade name, which is tested for impairment annually on October 31, or whenever events or circumstances indicate that the carrying amount of the trade name may not be recoverable. Impairment is calculated as the excess of the trade name’s carrying value over its fair value. The fair value of the trade name is determined using the relief from royalty method, a variation of the income approach. This method assumes that if a company owns intellectual property, it does not have to “rent” the asset and is, therefore, “relieved” from paying a royalty. Once a supportable royalty rate is determined, the rate is then applied to the projected revenues over the expected remaining life of the intangible assets to estimate the royalty savings. This approach is dependent on a number of factors, including estimates of future growth and trends, royalty rates, discount rates and other variables. See Note 9 for additional discussion of intangible assets and trade name impairment testing. Stock-Based Compensation The Company recognizes compensation expense for equity awards over the vesting period based on the fair value of these awards at the date of grant. The computed fair value of these awards is recognized as a non-cash cost over the period the employee provides services, which is typically the vesting period of the award. The fair value of options granted is estimated on the date of grant using the Black-Scholes option-pricing model. The Black-Scholes option-pricing model requires the use of subjective assumptions in the computation. Changes in these assumptions can cause significant fluctuations in the fair value of the option award. The fair value of restricted stock grants is equivalent to the fair value of the stock issued on the date of grant and is measured as the closing price of the stock on the date of grant. Compensation expense is recognized only for share-based payments expected to vest. The Company estimates forfeitures at the date of grant based on historical experience and future expectations. This assessment is 14 ​ Table of Contents updated on a periodic basis. See Note 15 for further discussion of the Company’s stock-based compensation plan. Income Taxes The Company determines its consolidated income tax provision using the asset and liability method prescribed by U.S. GAAP, which requires the recognition of income tax expense for the amount of taxes payable or refundable for the current period and for deferred tax liabilities and assets for the future tax consequences of events that have been recognized in an entity’s financial statements or tax returns. The Company must make significant assumptions, judgments and estimates to determine its current provision for income taxes, its deferred tax assets and liabilities, and any valuation allowance to be recorded against any deferred tax asset. The current provision for income tax is based upon the current tax laws and the Company’s interpretation of these laws, as well as the probable outcomes of any tax audits. The value of any net deferred tax asset depends upon estimates of the amount and category of future taxable income reduced by the amount of any tax benefits that the Company does not expect to realize. Actual operating results and the underlying amount and category of income in future years could render current assumptions, judgments and estimates of recoverable net deferred taxes inaccurate, thus impacting the Company’s financial position and results of operations. The Company computes deferred income taxes using the liability method. Under the liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under the liability method, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740, Income Taxes which prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken, or expected to be taken, on its consolidated tax return. The Company evaluates and records any uncertain tax positions based on the amount that management deems is more likely than not to be sustained upon examination and ultimate settlement with the tax authorities in the tax jurisdictions in which it operates. See Note 13 for additional discussion of income taxes. Insurance Coverage The Company maintains insurance coverage for its business and operations. Insurance related to property, equipment, automobile, general liability, and a portion of workers’ compensation is provided through traditional policies, subject to a deductible or deductibles. A portion of the Company’s workers’ compensation exposure is covered through a mutual association, which is subject to supplemental calls. The marine segment maintains five levels of excess loss insurance coverage, totaling $ 200 million in excess of primary coverage. The marine segment’s excess loss coverage responds to all key marine liability policies when a primary limit of $ 1 million has been exhausted; provided that the primary limit for Contingent Maritime Employer’s Liability is $ 10 million and the Watercraft Pollution Policy primary limit is $ 5 million. The concrete segment maintains five levels of excess loss insurance coverage, totaling $ 200 million in excess of primary coverage. The concrete segment’s excess loss coverage responds to most of its policies when a primary limit of $ 1 million has been exhausted. 15 ​ Table of Contents If a claim arises and a potential insurance recovery is probable, the impending gain is recognized separately from the related loss. The recovery will only be recognized up to the amount of the loss once the recovery of the claim is deemed probable and any excess gain will fall under contingency accounting and will only be recognized once it is realized. The Company does not net insurance recoveries against the related claim liability as the amount of the claim liability is determined without consideration of the anticipated insurance recoveries from third parties. Separately, the Company’s marine segment employee health care is not covered by primary insurance, with claims being paid out of general assets of the Company and the insurance program being currently administered by a third party. The administrator has purchased appropriate stop-loss coverage. Losses on these policies up to the deductible amounts are accrued based upon reported claims incurred, and an estimate of claims incurred but not reported. The accruals are derived from known facts, historical trends and industry averages to determine the best estimate of the ultimate expected loss. Actual claims may vary from estimates. Any adjustments to such reserves are included in the Condensed Consolidated Statements of Operations in the period in which they become known. The Company’s concrete segment employee health care is provided through two policies. A fully funded policy is offered primarily to salaried employees and their dependents while a partially self-funded plan with an appropriate stop-loss is offered primarily to hourly employees and their dependents. The self-funded plan is funded to the maximum exposure and, as a result, is expected to receive a partial refund after the policy expiration. The total liability for insurance includes incurred but not reported claims of $ 3.2 million and $ 3.7 million at June 30, 2020 and December 31, 2019, respectively. Accounting Standards Adopted in 2020 The Financial Accounting Standards Board (“FASB”) issues accounting standards and updates (each, an "ASU") from time to time to its Accounting Standards Codification (‘ASC’), which is the primary source of U.S. GAAP. The Company regularly monitors ASUs as they are issued and considers applicability to its business. All ASUs are adopted by their respective due dates and in the manner prescribed by the FASB. In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments (Topic 326), which changes the way in which entities estimate and present credit losses for most financial assets, including accounts receivable. The Company adopted the new standard on January 1, 2020. For the Company’s trade receivables, certain other receivables and certain other financial instruments, the Company is required to use a new forward-looking “expected” credit loss model based on historical loss rates that replaced the prior “incurred” credit loss model, which generally results in earlier recognition of allowances for credit losses. Adoption of the standard resulted in no adjustment for credit losses as the impact was immaterial; however, subsequently primarily as a result of the COVID-19 pandemic additional bad debt expense of approximately $ 0.4 million was recorded as of June 30, 2020. ​ 16 ​ Table of Contents 3. Revenue Contract revenues are recognized when control of the promised goods or services is transferred to the customer in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The following table represents a disaggregation of the Company’s contract revenues by service line for the marine and concrete segments: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended June 30, ​ Six months ended June 30, ​ 2020 2019 2020 2019 Marine Segment ​ ​ ​ ​ Construction ​ $ 65,814 ​ $ 57,181 ​ $ 118,954 ​ $ 90,817 Dredging ​ 24,230 ​ 27,191 ​ 55,129 ​ 53,358 Specialty Services ​ 1,675 ​ 4,651 ​ 3,585 ​ 6,335 Marine segment contract revenues ​ $ 91,719 ​ $ 89,023 ​ $ 177,668 ​ $ 150,510 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Concrete Segment ​ ​ ​ ​ Structural ​ $ 24,541 ​ $ 12,665 ​ $ 45,777 ​ $ 24,156 Light Commercial ​ 67,442 ​ 64,275 ​ 126,875 ​ 134,371 Other ​ 11 ​ 22 ​ 13 ​ 53 Concrete segment contract revenues ​ $ 91,994 ​ $ 76,962 ​ $ 172,665 ​ $ 158,580 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total contract revenues ​ $ 183,713 ​ $ 165,985 ​ $ 350,333 ​ $ 309,090 ​ The Company has determined that it has two reportable segments pursuant to FASB ASC Topic 280, Segment Reporting , but has disaggregated its contract revenues in the above chart in terms of services provided within such segments. In making this determination, the Company considered the similar characteristics of its operations as discussed in Note 1 . Additionally, as discussed, both the marine and concrete segments have a limited number of contracts with multiple performance obligations. The Company’s contracts often combine multiple services, such as engineering, dredging, diving and construction, into one distinct finished product that is transferred to the customer. These contracts are often estimated and bid as one project and evaluated as to performance as one project, not by individual services performed under such contracts. Both the marine and concrete segments have a single chief operating decision maker (“CODM”) for the entire segment, not the service lines of the segments. Resources are allocated by segment and financial and budgetary information is compiled and reviewed by segment, not by service line. Marine Segment Construction services include construction, restoration, maintenance, dredging and repair of marine transportation facilities, marine pipelines, bridges and causeways and marine environmental structures. Dredging services generally enhance or preserve the navigability of waterways or the protection of shorelines through the removal or replenishment of soil, sand or rock. Specialty services include design, salvage, demolition, surveying, towing, diving and underwater inspection, excavation and repair. Concrete Segment Structural services include elevated concrete pouring for products such as columns, elevated beams and structural walls. Light commercial services include horizontally poured concrete for products such as sidewalks, ramps, tilt walls and trenches. Other services comprise labor related to concrete pouring such as rebar 17 ​ Table of Contents installation and pumping services and typically support the Company’s structural and light commercial services. ​ 4. Concentration of Risk and Enterprise Wide Disclosures Accounts receivable in both reportable segments include amounts billed to governmental agencies and private customers and do not bear interest. Balances billed to customers but not paid pursuant to retainage provisions generally become payable upon contract completion and acceptance by the owner. ​ The table below presents the concentrations of current receivables (trade and retainage) at June 30, 2020 and December 31, 2019, respectively: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2020 ​ December 31, 2019 Federal Government $ 1,665 1 % $ 4,765 3 % State Governments ​ 1,055 1 % 5,864 4 % Local Governments ​ 22,741 17 % 41,944 26 % Private Companies ​ 111,659 81 % 109,114 67 % Gross receivables ​ ​ 137,120 ​ 100 % ​ 161,687 ​ 100 % Allowance for credit losses ​ ​ ( 3,011 ) ​ ​ ​ ​ ( 2,600 ) ​ ​ ​ Net receivables ​ $ 134,109 ​ ​ $ 159,087 ​ ​ ​ At June 30, 2020 one customer in the Private Companies category accounted for 10.3 % of total current receivables. At December 31, 2019, no single customer accounted for more than 10.0% of total current receivables. Additionally, the table below represents concentrations of contract revenue by type of customer for the three and six months ended June 30, 2020 and 2019, respectively: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended June 30, Six months ended June 30, ​ 2020 % 2019 % 2020 % 2019 % Federal Government $ 10,902 6 % $ 12,301 8 % $ 16,221 4 % $ 22,578 7 % State Governments 9,092 5 % 10,286 6 % 21,324 6 % 14,341 5 % Local Government 51,848 28 % 51,599 31 % 103,860 30 % 96,029 31 % Private Companies 111,871 61 % 91,799 55 % 208,928 60 % 176,142 57 % Total contract revenues $ 183,713 100 % $ 165,985 100 % $ 350,333 100 % $ 309,090 100 % ​ In the three months ended June 30, 2020, one customer in the Local Governments category accounted for 10.1 % of total contract revenues. In the three months ended June 30, 2019, one customer in the Local Governments category accounted for 14.1 %. In the six months ended June 30, 2020, no single customer accounted for more than 10% of total contract revenues. In the six months ended June 30, 2019, one customer in the Local Governments category accounted for 11.4 % of total contract revenues. The Company does not believe that the loss of any one of its customers would have a material adverse effect on the Company or its subsidiaries and affiliates since no single specific customer sustains such a large portion of receivables or contract revenue over time. 18 ​ Table of Contents The concrete segment primarily purchases concrete from select suppliers. The loss of any one of these suppliers could adversely impact short-term operations. Contract revenues generated outside the United States totaled 2.1 % and 1.4 % of total revenues for the three months ended June 30, 2020 and 2019, respectively, and 2.3 % and 0.9 % for the six months ended June 30, 2020 and 2019, respectively, and were primarily located in the Caribbean Basin and Mexico. ​ 5. Contracts in Progress Contracts in progress are as follows at June 30, 2020 and December 31, 2019: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2020 ​ 2019 Costs incurred on uncompleted contracts ​ $ 1,004,176 ​ $ 884,244 Estimated earnings ​ 158,982 ​ 144,160 ​ ​ 1,163,158 ​ 1,028,404 Less: Billings to date ​ ( 1,180,648 ) ​ ( 1,035,796 ) ​ ​ $ ( 17,490 ) ​ $ ( 7,392 ) Included in the accompanying Condensed Consolidated Balance Sheets under the following captions: ​ ​ Costs and estimated earnings in excess of billings on uncompleted contracts ​ $ 36,339 ​ $ 41,389 Billings in excess of costs and estimated earnings on uncompleted contracts ​ ( 53,829 ) ​ ( 48,781 ) ​ ​ $ ( 17,490 ) ​ $ ( 7,392 ) ​ Included in cost and estimated earnings in excess of billings on uncompleted projects is approximately $ 1.7 million and $ 0.1 million at June 30, 2020 and December 31, 2019, respectively, related to claims and unapproved change orders. See Note 2 - Summary of Significant Accounting Policies to the Company’s condensed consolidated financial statements for discussion of the accounting for these claims. Contract costs include all direct costs, such as materials and labor, and those indirect costs incurred that are related to contract performance such as payroll taxes and insurance. General and administrative costs are charged to expense as incurred. Incentive fees, if available, are billed to the customer based on the terms and conditions of the contract. Pending claims are recognized as an increase in contract revenue only when the collection is deemed probable and if the amount can be reasonably estimated for purposes of calculating total profit or loss on long-term contracts. Changes in job performance and job conditions, including those arising from final contract settlements, may result in revisions to costs and revenues and are recognized in the period in which the revisions are determined. Provisions for estimated losses on contracts in progress are made in the period in which such losses are determined, without regard to the percentage of completion. ​ 19 ​ Table of Contents 6. Property and Equipment The following is a summary of property and equipment at June 30, 2020 and December 31, 2019: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2020 ​ 2019 Automobiles and trucks ​ $ 2,107 ​ $ 2,161 Building and improvements ​ 44,257 ​ 44,278 Construction equipment ​ 151,874 ​ 153,147 Vessels and other equipment ​ 82,680 ​ 84,022 Office equipment ​ 8,764 ​ 8,652 ​ ​ 289,682 ​ 292,260 Less: Accumulated depreciation ​ ( 200,864 ) ​ ( 196,973 ) Net book value of depreciable assets ​ 88,818 ​ 95,287 Construction in progress ​ 2,290 ​ 1,198 Land ​ 35,863 ​ 35,863 ​ ​ $ 126,971 ​ $ 132,348 ​ For the three months ended June 30, 2020 and 2019, depreciation expense was $ 5.6 million and $ 6.0 million, respectively. For the six months ended June 30, 2020 and 2019, depreciation expense was $ 11.3 million and $ 11.8 million, respectively. Substantially all depreciation expense is included in the cost of contract revenue in the Company’s Condensed Consolidated Statements of Operations. Substantially all of the assets of the Company are pledged as collateral under the Company’s Credit Agreement (as defined in Note 11 ). Substantially all of the Company’s long-lived assets are located in the United States. See Note 2 to the Company’s condensed consolidated financial statements for further discussion of property and equipment. ​ 7. Inventory Current inventory at both June 30, 2020 and December 31, 2019 of $ 2.0 million and $ 1.1 million, respectively, consisted primarily of spare parts and small equipment held for use in the ordinary course of business. Non-current inventory at June 30, 2020 and December 31, 2019 totaled $ 6.4 million and $ 7.0 million, respectively, and consisted primarily of spare engine components or items which require longer lead times for sourcing or fabrication for certain of the Company’s assets to reduce equipment downtime. ​ 8. Fair Value Recurring Fair Value Measurements The fair value of financial instruments is the amount at which the instrument could be exchanged in a current transaction between willing parties. Due to their short-term nature, the Company believes that the carrying value of its accounts receivable, other current assets, accounts payable and other current liabilities approximate their fair values. 20 ​ Table of Contents The Company classifies financial assets and liabilities into the following three levels based on the inputs used to measure fair value in the order of priority indicated: ● Level 1- fair values are based on observable inputs such as quoted prices in active markets for identical assets or liabilities; ● Level 2 - fair values are based on pricing inputs other than quoted prices in active markets for identical assets and liabilities and are either directly or indirectly observable as of the measurement date; and ● Level 3- fair values are based on unobservable inputs in which little or no market data exists. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value requires judgment and may affect the placement of assets and liabilities within the fair value hierarchy levels. The following table sets forth by level within the fair value hierarchy the Company’s recurring financial assets and liabilities that were accounted for at fair value on a recurring basis as of June 30, 2020 and December 31, 2019: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements ​ Carrying Value Level 1 Level 2 Level 3 June 30, 2020 ​ ​ ​ ​ ​ Assets: ​ Cash surrender value of life insurance policy ​ $ 2,732 — 2,732 — Liabilities: ​ Derivatives ​ $ 1,989 — 1,989 — December 31, 2019 ​ ​ ​ ​ ​ Assets: ​ Cash surrender value of life insurance policy ​ $ 2,714 — 2,714 — Liabilities: ​ Derivatives ​ $ 1,045 — 1,045 — ​ The Company’s derivatives, which are comprised of interest rate swaps, are valued using a discounted cash flow analysis that incorporates observable market parameters, such as interest rate yield curves and credit risk adjustments that are necessary to reflect the probability of default by us or the counterparty. These derivatives are classified as a Level 2 measurement within the fair value hierarchy. See Note 11 for additional information on the Company’s derivative instrument. Our concrete segment has life insurance policies with a combined face value of $ 11.1 million as of June 30, 2020. The policies are invested in mutual funds and the fair value measurement of the cash surrender balance associated with these policies is determined using Level 2 inputs within the fair value hierarchy and will vary with investment performance. These assets are included in the "Other noncurrent" asset section in the Company’s Condensed Consolidated Balance Sheets. Non-Recurring Fair Value Measurements The Company generally applies fair value valuation techniques on a non-recurring basis associated with (1) valuing assets and liabilities acquired in connection with business combinations and other transactions; 21 ​ Table of Contents (2) valuing potential impairment loss related to long-lived assets; and (3) valuing potential impairment loss related to the infinite-lived intangible asset. Other Fair Value Measurements The fair value of the Company’s debt at June 30, 2020 and December 31, 2019 approximated its carrying value of $ 53.8 million and $ 73.3 million, respectively, as interest is based on current market interest rates for debt with similar risk and maturity. If the Company’s debt was measured at fair value, it would have been classified as Level 2 in the fair value hierarchy. ​ 9. Goodwill and Intangible Assets Intangible assets The tables below present the activity and amortizations of finite-lived intangible assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2020 ​ 2019 Finite-lived intangible assets, beginning of period ​ $ 35,240 ​ $ 35,240 Additions ​ — ​ — Total finite-lived intangible assets, end of period ​ $ 35,240 ​ $ 35,240 ​ ​ ​ ​ ​ ​ ​ Accumulated amortization, beginning of period ​ $ ( 29,985 ) ​ $ ( 27,345 ) Current year amortization ​ ( 1,033 ) ​ ( 2,640 ) Total accumulated amortization ​ ( 31,018 ) ​ ( 29,985 ) ​ ​ ​ ​ ​ ​ ​ Net finite-lived intangible assets, end of period ​ $ 4,222 ​ ​ 5,255 Infinite-lived intangible assets ​ ​ 6,892 ​ ​ 6,892 Total net intangible assets ​ $ 11,114 ​ $ 12,147 ​ Remaining net finite-lived intangible assets were acquired as part of the purchase of TAS during 2015 and TBC during 2017 and included customer relationships. Customer relationships were valued at approximately $ 18.8 million and are being amortized over eight years using an accelerated method based on the pattern in which the economic benefits of the assets are consumed. For the six months ended June 30, 2020, $ 1.0 million of amortization expense was recognized for these assets. Future expense remaining of approximately $ 4.2 million will be amortized as follows: ​ ​ ​ ​ ​ 2020 ​ 1,036 2021 ​ 1,521 2022 ​ 1,239 2023 ​ 389 2024 ​ 37 ​ ​ $ 4,222 ​ Additionally, the Company has one indefinite-lived intangible asset, a trade name, which is tested for impairment annually on October 31, or whenever events or circumstances indicate that the carrying amount of the trade name may not be recoverable. Impairment is calculated as the excess of the trade name’s carrying 22 ​ Table of Contents value over its fair value. The fair value of the trade name is determined using the relief from royalty method, a variation of the income approach. This method assumes that if a company owns intellectual property it does not have to "rent" the asset and is, therefore, "relieved" from paying a royalty. Once a supportable royalty rate is determined, the rate is then applied to the projected revenues over the expected remaining life of the intangible assets to estimate the royalty savings. This approach is dependent on a number of factors, including estimates of future growth and trends, royalty rates, discount rates and other variables. The impairment test concluded that the fair value of the trade name was in excess of the carrying value, therefore no impairment was recorded. ​ 10. Accrued Liabilities Accrued liabilities at June 30, 2020 and December 31, 2019 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2020 December 31, 2019 Accrued salaries, wages and benefits ​ $ 10,025 ​ $ 7,323 Accrual for insurance liabilities ​ 2,821 ​ 3,714 Sales taxes ​ 4,904 ​ 3,021 Property taxes ​ 1,050 ​ 389 Sale-leaseback arrangement ​ ​ 513 ​ ​ 482 Accounting and audit fees ​ ​ 65 ​ ​ 267 Interest ​ — ​ 76 Other accrued expenses ​ 1,353 ​ 1,694 Total accrued liabilities ​ $ 20,731 ​ $ 16,966 ​ ​ ​ 11. Long-term Debt and Line of Credit The Company entered into an amended syndicated credit agreement (the “Credit Agreement” also known as the “Fourth Amendment”) on July 31, 2018 with Regions Bank, as administrative agent and collateral agent, and the following co-syndication agents: Bank of America, N.A., BOKF, NA dba Bank of Texas, KeyBank National Association, NBH Bank, IBERIABANK, Trustmark National Bank, First Tennessee Bank NA, and Branch Banking and Trust Company. The Credit Facility matures on July 31, 2023. The Credit Agreement, which may be amended from time to time, provides for borrowings under a revolving line of credit and a term loan (together, the “Credit Facility”). The Credit Facility is guaranteed by the subsidiaries of the Company, secured by the assets of the Company, including stock held in its subsidiaries, and may be used to finance general corporate and working capital purposes, to finance capital expenditures, to refinance existing indebtedness, to finance permitted acquisitions and associated fees, and to pay for all related expenses to the Credit Facility. Interest is due and is computed based on the designation of the loan, with the option of a Base Rate Loan (the base rate plus the Applicable Margin), or an Adjusted LIBOR Rate Loan (the adjusted LIBOR rate plus the Applicable Margin). Interest is due on the last day of each quarter end for Base Rate Loans and at the end of the LIBOR rate period for Adjusted LIBOR Rate Loans. Principal balances drawn under the Credit Facility may be prepaid at any time, in whole or in part, without premium or penalty. Amounts repaid under the revolving line of credit may be re-borrowed. Total debt issuance costs for the Fourth Amendment, which included underwriter fees, legal fees and syndication fees were approximately $ 0.9 million and were capitalized as non-current deferred charges and amortized using the effective interest rate method over the duration of the loan. Additionally, the Company executed the Fifth Amendment during March 2019, which was made effective as of December 31, 2018, and executed the Sixth Amendment during May 2019. The Company incurred additional debt issuance costs of 23 ​ Table of Contents approximately $ 0.6 million and $ 0.9 million respectively for the Fifth and Sixth Amendments. With the execution of the aforementioned Sixth Amendment, $ 50.0 million of the existing revolving line of credit was modified and accounted for under guidelines of ASC 470-50, Debt, Modifications and Extinguishments, and a pro-rated portion of unamortized debt issuance costs of approximately $ 0.4 million was recognized as interest expense as of May 2019. The remaining debt issuance costs of approximately $ 0.9 million related to the Fourth, Fifth, and Sixth Amendments will be amortized over the duration of the loan. The Company entered into a new syndicated credit agreement (the “364-Day Revolving Credit Facility”) on June 8, 2020 with Regions Bank, as administrative agent and collateral agent, and the following co-syndication agents: Bank of America, N.A. and BOKF, NA dba Bank of Texas. Concurrent with this the Company executed an amendment to the Credit Agreement with its existing lenders (“also known as the “Seventh Amendment”) for the sole intent and outcome of executing the 364-Day Revolving Credit Facility. The 364-Day Revolving Credit Facility, which may be amended from time to time, provides for borrowings under a new revolving line of credit (the “364-Day Revolving Loan”). The 364-Day Revolving Credit Facility is guaranteed by the subsidiaries of the Company, secured by the assets of the Company, including stock held in its subsidiaries, and may be used to finance general corporate and working capital purposes, to finance Permitted Acquisitions, and to pay transaction fees, costs and expenses related to the consummation of the Seventh Amendment. Interest is due and is computed based on the designation of the loan, with the option of a Base Rate Loan (the base rate plus the Applicable Margin), or an Adjusted LIBOR Rate Loan (the adjusted LIBOR rate plus the Applicable Margin). Interest is due on the last day of each quarter end for Base Rate Loans and at the end of the LIBOR rate period for Adjusted LIBOR Rate Loans. Principal balances drawn under the 364- Day Revolving Credit Facility may be prepaid at any time, in whole or in part, without premium or penalty. Amounts repaid under a 364-Day Revolving Loan may be re-borrowed. The 364-Day Revolving Credit Facility matures on June 7, 2021. Total debt issuance costs for the 364-Day Revolving Credit Facility, which included underwriter fees, legal fees and syndication fees were approximately $ 0.4 million and were capitalized as current deferred charges and will be amortized over the duration of the loan. The quarterly weighted average interest rate for the Credit Facility as of June 30, 2020 was 3.15 %. The Company’s obligations under debt arrangements consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2020 ​ December 31, 2019 ​ ​ Debt Issuance ​ ​ Debt Issuance ​ ​ ​ Principal ​ Costs (1) ​ Total ​ Principal ​ Costs (1) ​ Total Term loan - current ​ $ 4,500 ​ $ ( 142 ) ​ $ 4,358 ​ $ 3,750 ​ $ ( 82 ) ​ $ 3,668 Total current debt ​ 4,500 ​ ( 142 ) ​ 4,358 ​ 3,750 ​ ( 82 ) ​ 3,668 Revolving line of credit ​ 18,000 ​ ( 568 ) ​ 17,432 ​ 36,000 ​ ( 782 ) ​ 35,218 Term loan - long-term ​ 31,290 ​ ( 988 ) ​ 30,302 ​ 33,540 ​ ( 729 ) ​ 32,811 Total long-term debt ​ ​ 49,290 ​ ​ ( 1,556 ) ​ ​ 47,734 ​ ​ 69,540 ​ ​ ( 1,511 ) ​ ​ 68,029 Total debt ​ $ 53,790 ​ $ ( 1,698 ) ​ $ 52,092 ​ $ 73,290 ​ $ ( 1,593 ) ​ $ 71,697 (1) Total debt issuance costs include underwriter fees, legal fees and syndication fees and fees related to the execution of the Fourth, Fifth, Sixth and Seventh Amendments to the Credit Agreement. Provisions of the revolving line of credit The Company has a maximum borrowing availability under the revolving line of credit and swingline loans (as defined in the Credit Agreement) of $ 50.0 million. There is a letter of credit sublimit that is equal to the lesser 24 ​ Table of Contents of $ 20.0 million and the aggregate unused amount of the revolving commitments then in effect. There is also a swingline sublimit equal to the lesser of $ 5.0 million and the aggregate unused amount of the revolving commitments then in effect. Revolving loans may be designated as Base Rate Loan or Adjusted LIBOR Rate Loans, at the Company’s request, and must be drawn in an aggregate minimum amount of $ 1.0 million and integral multiples of $ 250,000 in excess of that amount. Swingline loans must be drawn in an aggregate minimum amount of $ 250,000 and integral multiples of $ 50,000 in excess of that amount. The Company may convert, change, or modify such designations from time to time. The Company is subject to a commitment fee for the unused portion of the maximum borrowing availability under the revolving line of credit. The commitment fee, which is due quarterly in arrears, is equal to the Applicable Margin of the actual daily amount by which the Aggregate Revolving Commitments exceeds the Total Revolving Outstanding. The revolving line of credit termination date is the earlier of the Credit Facility termination date, July 31, 2023, or the date the outstanding balance is permanently reduced to zero, in accordance with the terms of the amended Credit Facility. The maturity date for amounts drawn under the revolving line of credit is the earlier of the Facility termination date of July 31, 2023, or the date the outstanding balance is permanently reduced to zero. Prior to the fourth quarter of 2018, the Company classified amounts drawn as current liabilities based on an intent and ability to repay the amounts using current assets within the next twelve months. During the fourth quarter of 2018, the Company determined it no longer has the intent to repay amounts drawn within the next twelve months. As of March 31, 2020, the Company determined that it still does not have the intent to repay amounts drawn within the next twelve months. Therefore, the Company has classified the entire outstanding balance of the revolving line of credit as non-current. As of June 30, 2020, the outstanding balance for all borrowings under the revolving line of credit was $ 18.0 million, designated as an Adjusted LIBOR Rate Loan at a weighted average rate of 2.69 %. There were also $ 2.1 million in outstanding letters of credit as of June 30, 2020, which reduced the maximum borrowing availability on the revolving line of credit to $ 29.9 million as of June 30, 2020. During the six months ended June 30, 2020, the Company drew down $ 5.0 million for general corporate purposes and made payments of $ 23.0 million on the revolving line of credit which resulted in a net decrease of $ 18.0 million. Provisions of the 364-day revolving loan The Company has a maximum borrowing availability under the 364-day revolving loan of $ 20.0 million. The 364-day revolving loans may be designated as Base Rate Loan or Adjusted LIBOR Rate Loans, at the Company’s request, and must be drawn in an aggregate minimum amount of $ 1.0 million and integral multiples of $ 250,000 in excess of that amount. The Company may convert, change, or modify rate designations from time to time. The Company is subject to a commitment fee for the unused portion of the maximum borrowing availability under the 364-day revolving line of credit. The commitment fee, which is due quarterly in arrears, is equal to the Applicable Margin of the actual daily amount by which the Aggregate Revolving Commitments exceeds the Total Revolving Outstanding. The revolving line of credit termination date is the earlier of the Credit Facility termination date, June 7, 2021, or the date the outstanding balance is permanently reduced to zero, in accordance with the terms of the 364-Day Revolving Credit Facility. 25 ​ Table of Contents As of June 30, 2020, there were no outstanding balances for borrowings under the 364-day revolving line of credit with $ 20.0 million of availability. Provisions of the term loan The original principal amount of $ 60.0 million for the term loan commitment is paid off in quarterly installment payments (as stated in the Credit Agreement). At June 30, 2020, the outstanding term loan component of the Credit Facility totaled $ 35.8 million and was secured by specific assets of the Company. The table below outlines the total remaining payment amounts annually for the term loan through maturity of the Credit Facility: ​ ​ ​ ​ ​ 2020 ​ 2,250 2021 ​ ​ 4,500 2022 ​ ​ 5,250 2023 ​ ​ 23,790 ​ ​ $ 35,790 ​ During the six months ended June 30, 2020 the Company made the scheduled quarterly principal payments of $ 1.5 million. The current portion of debt is $ 4.5 million, and the non-current portion is $ 31.3 million. As of June 30, 2020, the term loan was designated as an Adjusted LIBOR Rate Loan with an interest rate of 2.69 %. Financial covenants Restrictive financial covenants under the Credit Facility include: ● A consolidated Fixed Charge Coverage Ratio to not be less than the following during each noted period: - Fiscal Quarter Ending December 31, 2019 and each Fiscal Quarter thereafter, to not be less than 1.25 to 1.00. ● A consolidated Leverage Ratio to not exceed the following during each noted period: - Fiscal Quarter Ending March 31, 2020 and each Fiscal Quarter thereafter, to not exceed 3.00 to 1.00. In addition, the Credit Facility contains events of default that are usual and customary for similar arrangements, including non-payment of principal, interest or fees; breaches of representations and warranties that are not timely cured; violation of covenants; bankruptcy and insolvency events; and events constituting a change of control. The Company expects to meet its future internal liquidity and working capital needs and maintain or replace its equipment fleet through capital expenditure purchases and major repairs, from funds generated by its operating activities for at least the next 12 months. The Company believes that its cash position and available borrowings together with cash flow from its operations is adequate for general business requirements and to service its debt. The Company was in compliance with all financial covenants as of June 30, 2020. 26 ​ Table of Contents Derivative Financial Instruments On September 16, 2015, the Company entered into a series of receive-variable, pay-fixed interest rate swaps to hedge the variability in the interest payments on 50 % of the aggregate principal amount of the Regions Term Loan outstanding, beginning with a notional amount of $ 67.5 million. There was a total of five sequential interest rate swaps to achieve the hedged position and each year on August 31, with the exception of the final swap, the existing interest rate swap was scheduled to expire and be immediately replaced with a new interest rate swap until the expiration of the final swap on July 31, 2020. On December 6, 2018, the Company entered into a sixth receive-variable, pay-fixed interest rate swap to hedge the variability of interest payments. The sixth swap will begin with a notional amount of $ 27.0 million on July 31, 2020 and will hedge the variability in the interest payments on the aggregate scheduled principal amount of the Regions Term Loan outstanding. The sixth swap is scheduled to expire on July 31, 2023. At inception, these interest rate swaps were designated as cash flow hedges for hedge accounting, and as such, the effective portion of unrealized changes in market value are recorded in other comprehensive income (loss) and reclassified into earnings during the period in which the hedged forecasted transaction affects earnings. Gains and losses from hedge ineffectiveness are recognized in current earnings. The change in fair market value of the swaps for the comparative periods ended June 30, 2020 and June 30, 2019, as reflected in accumulated other comprehensive loss in the Condensed Consolidated Statements of Stockholders’ Equity, is approximately $ 0.9 million and $ 1.0 million. The fair market value of the swaps as of June 30, 2020 is reflected as a liability of $ 2.0 million on the Condensed Consolidated Balance Sheets. See Note 8 for more information regarding the fair value of the Company’s derivative instruments. ​ 12. Other Long-Term Liabilities Other long-term liabilities at June 30, 2020 and December 31, 2019 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2020 December 31, 2019 Sale-leaseback arrangement ​ $ 17,120 ​ $ 17,447 Deferred compensation ​ 2,535 ​ 2,528 Accrual for insurance liabilities ​ ​ 362 ​ 461 Total other long-term liabilities ​ $ 20,017 ​ $ 20,436 27 ​ Table of Contents ​ Sale-Leaseback Arrangement On September 27, 2019, the Company entered into a purchase and sale agreement (the “Purchase and Sale Agreement”). Pursuant to the terms of the Purchase and Sale Agreement, the Company sold its 17300 & 17140 Market Street location in Channelview, Texas (the “Property”) for a purchase price of $ 19.1 million. Concurrent with the sale of the Property, the Company entered into a fifteen year lease agreement (the “Lease Agreement”), whereby the Company will lease back the Property at an annual rental rate of approximately $ 1.5 million, subject to annual rent increases of 2.0 % . Under the Lease Agreement, the Company has two consecutive options to extend the term of the Lease by ten years for each such option. This transaction was recorded as a failed sale-leaseback. The Company recorded a liability for the amounts received, will continue to depreciate the non-land portion of the asset, and has imputed an interest rate so that the net carrying amount of the financial liability and remaining assets will be zero at the end of the initial lease term. Concurrently with the sale, the Company paid $ 18.2 million towards the Term loan portion of the Company’s Credit Facility, consistent with terms of the Sixth Amendment. 13. Income Taxes The Company’s effective tax rate is based on expected income, statutory rates and tax planning opportunities available to it. For interim financial reporting, the Company estimates its annual tax rate based on projected taxable income (loss) for the full year and records a quarterly tax provision in accordance with the anticipated annual rate. 28 ​ Table of Contents Income tax expense included in the Company’s accompanying Condensed Consolidated Statements of Operations was as follows (in thousands, except percentages): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended Six months ended ​ ​ June 30, ​ June 30, ​ ​ ​ 2020 ​ ​ 2019 ​ ​ 2020 ​ ​ 2019 Income tax expense (benefit) ​ $ 980 ​ $ ( 140 ) ​ $ 1,357 ​ $ 453 ​ Effective tax rate ​ 32.6 % 7.9 % 22.2 % ( 5.0 ) % ​ The effective rate for the three and six months ended June 30, 2020 differed from the Company’s statutory federal rate of 21 % primarily due to movement in the valuation allowance to offset foreign tax credits and net operating loss carryforwards, foreign taxes, state income taxes and the non-deductibility of certain permanent items. During the year ended December 31, 2019 the Company assessed the realizability of its deferred tax assets and determined that it was more likely than not that some portion or all the deferred tax assets would not be realized and therefore recorded a valuation allowance on the net deferred tax assets. The Company assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to use the existing deferred tax assets. The Company considers the scheduled reversal of deferred tax liabilities, available carryback periods, and tax-planning strategies in making this assessment. For the period ended June 30, 2020 the Company evaluated all positive and negative evidence in determining the amount of deferred tax assets more likely than not to be realized. Based on the review of available evidence, Management believes that a valuation allowance on the net deferred tax assets at June 30, 2020 remains appropriate. The Company does not expect that unrecognized tax benefits as of June 30, 2020 for certain federal income tax matters will significantly change due to any settlement and/or expiration of statutes of limitations over the next 12 months. The final outcome of these tax positions is not yet determinable. The Company’s uncertain tax benefits, if recognized, would affect the Company’s effective tax rate. ​ ​ 14. Earnings (Loss) Per Share Basic earnings (loss) per share is based on the weighted average number of common shares outstanding during each period. Diluted earnings (loss) per share is based on the weighted average number of common shares outstanding as well as the effect of all dilutive common stock equivalents during each period net income is generated. For the three months ended June 30, 2020 and 2019, the Company had 1,117,301 and 1,651,916 securities, respectively, that were potentially dilutive in earnings per share calculations. For the six months ended June 30, 2020 and 2019, the Company had 1,287,763 and 1,699,936 securities, respectively, that were potentially dilutive in earnings per share calculations. Such dilution is dependent on the excess of the market price of our stock over the exercise price and other components of the treasury stock method. The exercise price for certain stock options awarded by the Company exceeded the average market price of the Company’s common stock for the three and six months ended June 30, 2020 and 2019. Such stock options are antidilutive and are not included in the computation of earnings (loss) per share for those periods. 29 ​ Table of Contents The following table reconciles the denominators used in the computations of both basic and diluted earnings (loss) per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended June 30, ​ Six months ended June 30, ​ 2020 2019 2020 2019 Basic: Weighted average shares outstanding 30,031,188 29,097,094 29,842,298 29,086,811 Diluted: Total basic weighted average shares outstanding 30,031,188 29,097,094 29,842,298 29,086,811 Effect of potentially dilutive securities: Common stock options — — — — Total weighted average shares outstanding assuming dilution 30,031,188 29,097,094 29,842,298 29,086,811 ​ ​ ​ 15. Stock-Based Compensation The Compensation Committee of the Company’s Board of Directors is responsible for the administration of the Company’s stock incentive plans, which include the balance of shares remaining under the 2011 Long Term Incentive Plan (the "2011 LTIP") and 2017 Long Term Incentive Plan (the "2017 LTIP"), which was approved by shareholders in May 2017 and authorized the maximum aggregate number of shares to be issued of 2,400,000 . In general, the Company’s 2017 LTIP provides for grants of restricted stock and stock options to be issued with a per-share price equal to the fair market value of a share of common stock on the date of grant. Option terms are specified at each grant date but generally are 10 years from the date of issuance. Options generally vest over a three to five year period. The Company applies a 3.2 % and a 5.5 % forfeiture rate, which is compounded over the vesting terms of the individual award, to its restricted stock and option grants, respectively, based on historical analysis. In the three months ended June 30, 2020 and 2019, compensation expense related to stock-based awards outstanding was $ 1.1 million for both periods. In the six months ended June 30, 2020 and 2019, compensation related to stock based awards outstanding was $ 1.6 million and $ 1.7 million, respectively. In the three and six months ended June 30, 2020, expense related to the purchase of vested stock-based awards for certain officers and directors of the Company was less than $ 0.1 million. In February 2020, the Company granted an executive of the Company 15,121 shares of restricted common stock, which vested immediately on the date of grant. The fair value of all shares awarded on the date of grant was $ 4.96 per share. In March 2020, certain officers and executives of the Company were awarded 170,235 shares with a vesting period of three years and a fair value of $ 3.73 per share. In May 2020, independent directors as well as certain officers and executives of the Company were awarded 638,938 shares of restricted common stock. The total number included 238,938 shares, which were awarded to the independent directors and vested immediately on the date of the grant, as well as 300,000 shares of performance-based stock awarded to certain executives. The performance-based stock will potentially vest 50 % if the target is met, with 25 % each vesting on the second and third anniversary of the grant, with 100 % of the shares to be earned based on the achievement of an objective, tiered return on invested capital, measured over a one-year performance period. The Company evaluates the probability of achieving this each reporting period. The fair value of all shares awarded on the date of the grant was $ 2.26 per share. 30 ​ Table of Contents In the three and six months ended June 30, 2020, there were no options exercised. In the three months ended June 30, 2019, there were no options exercised. In the six months ended June 30, 2019, 7,021 options were exercised, generating proceeds to the Company of less than $ 0.1 million. At June 30, 2020, total unrecognized compensation expense related to unvested stock and options was approximately $ 2.8 million, which is expected to be recognized over a period of approximately two years . 16. Commitments and Contingencies The Company and one former and two current officers were named defendants in a class action lawsuit filed on April 11, 2019 in the United States District Court for the Southern District of Texas, Houston Division, seeking unstated compensatory damages under the federal securities laws allegedly arising from materially false and misleading statements during the period of March 13, 2018 to March 18, 2019. The complaint asserted, among other things, that the current and former officers caused the Company to overstate goodwill in certain periods; overstate accounts receivable; that the company lacked effective internal controls over financial reporting related to goodwill impairment testing and accounts receivable; and that as a result certain adjustments to goodwill and accounts receivable materially impacted the company’s financial statements, which in turn caused the company’s stock price to be artificially inflated during the class period. The District Court granted the Company’s Motion to Dismiss the Complaint on June 29, 2020 and the ruling became final on July 20, 2020 after no appeal was filed. In addition, from time to time, the Company is a party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of business. These actions typically seek, among other things, compensation for alleged personal injury, breach of contract, property damage, civil penalties or other losses, or injunctive or declaratory relief and on rare occasions punitive damages. With respect to such lawsuits, the Company accrues reserves when it is probable a liability has been incurred and the amount of loss can be reasonably estimated. The Company does not believe any of these or any other proceedings, individually or in the aggregate, would be expected to have a material adverse effect on results of operations, cash flows, or financial condition A legal matter was settled in the Company’s favor for $ 5.5 million during the first quarter of 2018. Settlement amounts were recorded in Other gain from continuing operations in the Condensed Consolidated Statement of Operations, Prepaid expenses and other (current portion of the notes receivable) and Other non-current assets (non-current portion of the notes receivable) in the Condensed Consolidated Balance Sheets. As of June 30, 2020, the current portion of the notes receivable was $ 0.8 million and the non-current portion was $ 2.1 million, net of $ 0.3 million of unamortized discount. Legal fees related to this matter were expensed as incurred during the respective reporting period. 17. Segment Information The Company currently operates in two reportable segments: marine and concrete. The Company’s financial reporting systems present various data for management to run the business, including profit and loss statements 31 ​ Table of Contents prepared according to the segments presented. Management uses operating income to evaluate performance between the two segments. Segment information for the periods presented is provided as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended Six months ended ​ ​ June 30, ​ June 30, ​ ​ ​ 2020 ​ ​ 2019 ​ ​ 2020 ​ ​ 2019 Marine ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Contract revenues ​ $ 91,719 ​ $ 89,023 ​ $ 177,668 ​ $ 150,510 Operating income (loss) ​ $ 596 ​ $ 9 ​ $ 3,451 ​ $ ( 6,447 ) Depreciation and amortization expense ​ $ ( 4,744 ) ​ $ ( 5,069 ) ​ $ ( 9,520 ) ​ $ ( 10,015 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets ​ $ 233,326 ​ $ 236,917 ​ $ 233,326 ​ $ 236,917 Property, plant and equipment, net ​ $ 111,416 ​ $ 117,262 ​ $ 111,416 ​ $ 117,262 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Concrete ​ ​ ​ ​ Contract revenues ​ $ 91,994 ​ $ 76,962 ​ $ 172,665 ​ $ 158,580 Operating (loss) income ​ $ 3,488 ​ $ ( 432 ) ​ $ 4,998 ​ $ ( 153 ) Depreciation and amortization expense ​ $ ( 2,260 ) ​ $ ( 2,153 ) ​ $ ( 4,376 ) ​ $ ( 4,247 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets ​ $ 138,095 ​ $ 125,872 ​ $ 138,095 ​ $ 125,872 Property, plant and equipment, net ​ $ 15,555 ​ $ 17,783 ​ $ 15,555 ​ $ 17,783 ​ There were $ 0.4 million and $ 2.7 million in intersegment revenues between the Company’s two reportable segments for the three and six months ended June 30, 2020, respectively. There were $ 0.2 million and $ 0.1 million in intersegment revenues between the Company’s two reportable segments for the three and six months ended June 30, 2019, respectively. The marine segment had foreign revenues of $ 3.9 million and $ 2.4 million for the three months ended June 30, 2020 and 2019, respectively, and $ 7.9 million and $ 2.9 million for the six months ended June 30, 2020 and 2019, respectively. These revenues are derived from projects in the Caribbean Basin and Mexico and are paid primarily in U.S. dollars. There was no foreign revenue for the concrete segment. ​ 18. Leases The Company has operating and finance leases for office space, equipment and vehicles. Management determines if a contract is or contains a lease at inception of the contract or modification of the contract. A contract is or contains a lease if the contract conveys the right to control the use of an identified asset for a period in exchange for consideration. Control over the use of the identified asset means the lessee has both (a) the right to obtain substantially all of the economic benefits from the use of the asset and (b) the right to direct the use of the asset. Finance and operating lease ROU assets and liabilities are recognized based on the present value of future minimum lease payments over the expected lease term at commencement date. As the implicit rate is not determinable in most of the Company’s leases, management uses the Company’s incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The expected lease term includes options to extend or terminate the lease when it is reasonably certain the Company will exercise such option. Lease expense for minimum lease payments is recognized on a straight-line basis over the expected lease term. 32 ​ Table of Contents The Company’s lease arrangements have lease and non-lease components. Leases with an expected term of 12 months or less are not accounted for on the balance sheet and the related lease expense is recognized on a straight-line basis over the expected lease term. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. Leases recorded on the balance sheet consists of the following: ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, Leases ​ 2020 2019 Assets ​ ​ ​ ​ ​ Operating lease right-of-use assets, net (1) ​ $ 16,762 $ 17,997 Financing lease right-of-use assets, net (2) ​ 13,783 7,896 Total assets ​ $ 30,545 $ 25,893 Liabilities ​ Current ​ Operating ​ $ 5,095 $ 5,043 Financing ​ 4,919 2,788 Total current ​ 10,014 7,831 Noncurrent ​ Operating ​ 12,334 13,596 Financing ​ 8,288 3,760 Total noncurrent ​ 20,622 17,356 Total liabilities ​ $ 30,636 $ 25,187 (1) Operating lease right-of-use assets are recorded net of accumulated amortization of $ 7.4 million as of June 30, 2020. (2) Financing lease right-of-use assets are recorded net of accumulated amortization of $ 6.7 million as of June 30, 2020. Other information related to lease term and discount rate is as follows: ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ 2020 2019 Weighted Average Remaining Lease Term (in years) ​ ​ Operating leases 4.98 ​ 5.30 ​ Financing leases 4.65 ​ 1.18 ​ Weighted Average Discount Rate ​ ​ ​ Operating leases (1) 4.79 % 4.80 % Financing leases 4.41 % 5.10 % (1) Upon adoption of the new lease standard, discount rates used for existing operating leases were established on January 1, 2019. 33 ​ Table of Contents The components of lease expense are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended June 30, Six Months Ended June 30, ​ 2020 2019 2020 2019 Operating lease costs: ​ ​ ​ ​ Operating lease cost ​ $ 1,613 ​ $ 1,759 $ 3,227 ​ $ 3,460 Short-term lease cost (1) ​ 920 ​ 87 2,081 ​ 155 Financing lease costs: ​ ​ ​ Interest on lease liabilities ​ 169 ​ 97 275 ​ 200 Amortization of right-of-use assets ​ 885 ​ 585 1,585 ​ 1,154 Total lease cost ​ $ 3,587 ​ $ 2,528 $ 7,168 ​ $ 4,969 (1) Includes expenses related to leases with a lease term of more than one month but less than one year. Supplemental cash flow information related to leases is as follows: ​ ​ ​ ​ ​ ​ ​ ​ Six Months Ended June 30, ​ 2020 ​ 2019 Cash paid for amounts included in the measurement of lease liabilities: ​ ​ ​ ​ ​ Operating cash flows for operating leases $ 3,179 ​ $ 3,417 Operating cash flows for finance leases $ 275 ​ $ 200 Financing cash flows for finance leases $ 1,858 ​ $ 1,412 Non-cash activity: ​ ROU assets obtained in exchange for new operating lease liabilities $ 2,688 ​ $ 24,437 ROU assets obtained in exchange for new financing lease liabilities $ 9,425 ​ $ 205 ​ Maturities of lease liabilities are summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Leases Finance Leases Year ending December 31, ​ ​ ​ ​ ​ ​ 2020 (excluding the six months ended June 30, 2020) ​ $ 3,081 ​ $ 2,145 2021 ​ 4,980 ​ 5,057 2022 ​ 3,288 ​ 1,181 2023 ​ 2,384 ​ 1,650 2024 ​ 1,818 ​ 853 Thereafter ​ 4,215 ​ 4,084 Total future minimum lease payments ​ 19,766 ​ 14,970 Less - amount representing interest ​ 2,337 ​ 1,763 Present value of future minimum lease payments ​ 17,429 ​ 13,207 Less - current lease obligations ​ 5,095 ​ 4,919 Long-term lease obligations ​ $ 12,334 ​ $ 8,288 ​ ​ ​ 34 ​ Table of Contents