What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2021-10-29 compared with 2021-07-30 · 156 added, 125 removed, 693 unchanged (29% of the section changed)

4 unchanged sentences

(In Thousands, Except Share and Per Share Information)

September 30,

Current assets:

1 unchanged sentence

Accounts receivable:

Trade, net of allowance for credit losses of $ 323 and $ 411 , respectively

Trade, net of allowance for credit losses of $ 323 and $ 411 , at September 30, 2021 and December 31, 2020, respectively

Income taxes receivable

30 unchanged sentences

Common stock -- $ 0.01 par value, 50,000,000 authorized, 31,779,706 and 31,171,804 issued;

30,906,767 and 30,460,573 outstanding at June 30, 2021 and December 31, 2020, respectively

Treasury stock, 711,231 shares, at cost, as of June 30, 2021 and December 31, 2020, respectively

31,068,475 and 30,460,573 outstanding at September 30, 2021 and December 31, 2020, respectively

Treasury stock, 711,231 shares, at cost, as of September 30, 2021 and December 31, 2020, respectively

Accumulated other comprehensive loss

8 unchanged sentences

(In Thousands, Except Share and Per Share Information)

Three months ended June 30,

Six months ended June 30,

Three months ended September 30,

Nine months ended September 30,

Contract revenues

3 unchanged sentences

Gain on disposal of assets, net

Operating income

Operating (loss) income

Other (expense) income:

2 unchanged sentences

Other expense, net

Income before income taxes

Income tax (benefit) expense

Basic earnings per share

Diluted earnings per share

Shares used to compute income per share:

(Loss) income before income taxes

Income tax expense

Net (loss) income

Basic (loss) earnings per share

Diluted (loss) earnings per share

Shares used to compute (loss) income per share:

The accompanying notes are an integral part of these condensed consolidated financial statements

1 unchanged sentence

and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income

Condensed Consolidated Statements of Comprehensive (Loss) Income

(In Thousands)

Three months ended June 30,

Six months ended June 30,

Change in fair value of cash flow hedge, net of tax expense of $ 315 and $ 368 for the three and six months ended June 30, 2021, respectively and net of tax expense of $ 9 and tax benefit of $ 217 for the three and six months ended June 30, 2020, respectively.

Total comprehensive income

Three months ended September 30,

Nine months ended September 30,

Net (loss) income

Change in fair value of cash flow hedge, net of tax expense of $ 368 for the nine months ended September 30, 2021 and net of tax expense of $ 44 and tax benefit of $ 173 for the three and nine months ended September 30, 2020, respectively.

Total comprehensive (loss) income

The accompanying notes are an integral part of these condensed consolidated financial statements

18 unchanged sentences

Balance, June 30, 2021

Stock-based compensation

Exercise of stock options

Issuance of restricted stock

Payments related to tax withholding for stock-based compensation

Balance, September 30, 2021

Accumulated Other

13 unchanged sentences

Balance, June 30, 2020

Stock-based compensation

Issuance of restricted stock

Forfeiture of restricted stock

Purchase of vested stock-based awards

Cash flow hedge

Balance, September 30, 2020

The accompanying notes are an integral part of these condensed consolidated financial statements

3 unchanged sentences

(in thousands)

Six months ended June 30,

Nine months ended September 30,

Cash flows from operating activities:

Net (loss) income

Adjustments to reconcile net income to net cash used in operating activities:

56 unchanged sentences

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.

This segment has the same customers with similar funding drivers and are subject to similar regulatory regimes driven through Federal agencies such as the U.S.

Army Corps of Engineers, U.S.

6 unchanged sentences

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.

The projects of this segment are subject to similar regulatory regimes 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.

These considerations, and others, are key catalysts for current operations and future prospects and are similar across the segment.

Basis of Presentation

5 unchanged sentences

Such adjustments are of a normal recurring nature.

Interim results of operations for the three and six months ended June 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021.

Interim results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021.

Summary of Significant Accounting Policies

13 unchanged sentences

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 brief in duration and usually span a period of less than one year.

The Company’s projects are typically brief in duration and very rarely span a period of over one year.

The Company determines the appropriate accounting treatment for each contract

1 unchanged sentence

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 an integrated service and individual goods and services are not separately identifiable.

Revenue is recognized over time because control is continuously transferred to the customer.

Each of the Company’s contracts and related change orders typically represent a single performance obligation because the Company provides an integrated service and individual goods and services are not separately identifiable.

Revenue is recognized over time because control of the promised goods and services are continuously transferred to the customer over the life of the contract.

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.

6 unchanged sentences

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.

When the Company anticipates a loss on a contract that is not yet complete, it recognizes the entire loss 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.

16 unchanged sentences

The Company has not historically sustained losses on its cash balances in excess of federally insured limits.

Cash equivalents at June 30, 2021 and December 31, 2020 consisted primarily of overnight bank deposits.

The Company had no restricted cash as of June 30, 2021 and December 31, 2020.

Cash equivalents at September 30, 2021 and December 31, 2020 consisted primarily of overnight bank deposits.

The Company had no restricted cash as of September 30, 2021 and December 31, 2020.

Risk Concentrations

5 unchanged sentences

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, 2021 and December 31, 2020.

The Company has significant investments in billed and unbilled receivables as of September 30, 2021 and December 31, 2020.

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 contract assets, arise as revenues are recognized over time.

Unbilled amounts on contracts represent recoverable costs and accrued profits not yet billed.

Unbilled receivables on contracts represent recoverable costs and accrued profits that are not yet capable of being billed under the terms of the applicable contracts.

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.

Past due balances over 90 days and other higher risk receivables identified by management are reviewed individually for collectability.

In establishing an allowance for credit losses, the Company evaluates its contract receivables and contract assets 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 with respect to a disputed receivable is reached for an amount that is less than the carrying value.

As of June 30, 2021, and December 31, 2020, the Company has recorded an allowance for credit losses of $ 0.3 million and $ 0.4 million, respectively.

As of September 30, 2021, and December 31, 2020, the Company has recorded an allowance for credit losses of $ 0.3 million and $ 0.4 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, 2021 totaled $ 38.4 million, of which $ 3.0 million is expected to be collected beyond June 30, 2022.

Retainage at September 30, 2021

totaled $ 39.2 million, of which $ 4.3 million is expected to be collected beyond September 30, 2022.

Retainage at December 31, 2020 totaled $ 36.5 million.

10 unchanged sentences

Environmental liabilities, if any, are recognized when the liability is considered probable and the amount can be reasonably estimated.

The Company did not recognize any environmental liabilities as of June 30, 2021 or December 31, 2020.

The Company did not recognize any environmental liabilities as of September 30, 2021 or December 31, 2020.

Fair Value Measurements

11 unchanged sentences

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

Major renewals and betterments of equipment are capitalized and depreciated generally over three to ten years until the next scheduled maintenance.

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 10 years

Buildings and improvements

6 unchanged sentences

The Company generally uses accelerated depreciation methods for tax purposes where beneficial.

Dry-docking costs are capitalized and amortized using the straight-line method over a period ranging from three to 15 years .

Dry-docking costs are capitalized and amortized using the straight-line method over a period ranging from three to seven 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.

6 unchanged sentences

Assets to be disposed of are separately presented in the balance sheet and reported at the 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, 2021 or December 31, 2020.

There were no assets classified as held for sale as of September 30, 2021 or December 31, 2020.

Management determines if a contract is or contains a lease at inception of the contract or modification of the contract.

33 unchanged sentences

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.

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.

23 unchanged sentences

Losses on these policies up to the deductible amounts are accrued based upon known 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.

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.

3 unchanged sentences

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 accrual for insurance claims liabilities was $ 68.8 million and $ 60.4 million at June 30, 2021 and December 31, 2020, respectively, reflected as a component of accrued liabilities in the condensed consolidated balance sheet.

The total accrual for insurance claims receivable was $ 64.7 million and $ 57.0 million at June 30, 2021 and December 31, 2020, respectively, reflected as a component of other current accounts receivable in the condensed consolidated balance sheet.

The total accrual for insurance claims liabilities was $ 67.4 million and $ 60.4 million at September 30, 2021 and December 31, 2020, respectively, reflected as a component of accrued liabilities in the condensed consolidated balance sheet.

The total accrual for insurance claims receivable was $ 63.9 million and $ 57.0 million at September 30, 2021 and December 31, 2020, respectively, reflected as a component of other current accounts receivable in the condensed consolidated balance sheet.

Accounting Standards Adopted in 2021

7 unchanged sentences

ASU 2019-12 is effective for fiscal years beginning after December 15, 2020 and interim periods within that year.

The adoption of this ASU had no material impact on the Company’s Condensed Consolidated Financial Statements.

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,

Three months ended September 30,

Nine months ended September 30,

Marine Segment

22 unchanged sentences

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 accounts receivable from customers (trade and retainage) at June 30, 2021 and December 31, 2020, respectively:

June 30, 2021

The table below presents the concentrations of accounts receivable from customers (trade and retainage) at September 30, 2021 and December 31, 2020, respectively:

September 30, 2021

December 31, 2020

6 unchanged sentences

Net receivables

At June 30, 2021 one customer in the Private Companies category accounted for 10.2 % of total current receivables.

At September 30, 2021, no single customer accounted for more than 10.0 % of total current receivables.

At December 31, 2020, 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, 2021 and 2020, respectively:

Three months ended June 30,

Six months ended June 30,

Additionally, the table below represents concentrations of contract revenue by type of customer for the three and nine months ended September 30, 2021 and 2020, respectively:

Three months ended September 30,

Nine months ended September 30,

Federal Government

3 unchanged sentences

Total contract revenues

In the three months ended June 30, 2021, no single customer exceeded 10.0% of total contract revenues.

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 six months ended June 30, 2021 and 2020, no single customer accounted for more than 10.0% of total contract revenues.

In the three months ended September 30, 2021, no single customer exceeded 10.0% of total contract revenues.

In the three months ended September 30, 2020, one customer in the Local Governments category accounted for 13.8 % of total contract revenues.

In the nine months ended September 30, 2021, no single customer exceeded 10.0% of total contract revenues.

In the nine months ended September 30, 2020, one customer in the Local Governments category accounted for 11.2 % 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.

1 unchanged sentence

The loss of any one of these suppliers could adversely impact short-term operations.

Contract revenues generated outside the United States totaled 0.2 % and 2.1 % of total revenues for the three months ended June 30, 2021 and 2020, respectively, and 0.9 % and 2.3 % for the six months ended June 30, 2021 and 2020, respectively, and were primarily located in the Caribbean Basin and Mexico.

Contract revenues generated outside the United States totaled 0.0 % and 0.9 % of total revenues for the three months ended September 30, 2021 and 2020, respectively, and 0.6 % and 1.8 % for the nine months ended September 30, 2021 and 2020, respectively, and were primarily located in the Caribbean Basin and Mexico.

Contracts in Progress

Contracts in progress are as follows at June 30, 2021 and December 31, 2020:

Contracts in progress are as follows at September 30, 2021 and December 31, 2020:

September 30,

Costs incurred on uncompleted contracts

6 unchanged sentences

Contract liabilities

Included in contract assets is approximately $ 3.8 million and $ 3.1 million at June 30, 2021 and December 31, 2020, respectively, related to claims and unapproved change orders.

Included in contract assets is approximately $ 3.8 million and $ 3.1 million at September 30, 2021 and December 31, 2020, 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.

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, 2021, the aggregate amount of the remaining performance obligations was approximately $ 394.4 million.

As of September 30, 2021, the aggregate amount of the remaining performance obligations was approximately $ 572.8 million.

Of this amount, the current expectation of the Company is that it will recognize $ 432.0 million, or 75 %, in the next 12 months and the remaining balance thereafter.

Property and Equipment

The following is a summary of property and equipment at June 30, 2021 and December 31, 2020:

The following is a summary of property and equipment at September 30, 2021 and December 31, 2020:

September 30,

Automobiles and trucks

8 unchanged sentences

The book value of the assets and related accumulated depreciation have been removed from the balance sheet and the Company recognized a net gain on the sale of $ 6.7 million.

For the three months ended June 30, 2021 and 2020, depreciation expense was $ 5.2 million and $ 5.6 million, respectively.

For the six months ended June 30, 2021 and 2020, depreciation expense was $ 10.6 .

million and $ 11.3 million, respectively.

For the three months ended September 30, 2021 and 2020, depreciation expense was $ 5.2 million and $ 5.3 million, respectively.

For the nine months ended September 30, 2021 and 2020, depreciation expense was $ 15.7 million and $ 16.6 million, respectively.

Substantially all depreciation expense is included in the cost of contract revenue in the Company’s Condensed Consolidated Statements of Operations.

3 unchanged sentences

Other Current Accounts Receivable

Other current accounts receivable at June 30, 2021 and December 31, 2020 consisted of the following:

June 30, 2021

Other current accounts receivable at September 30, 2021 and December 31, 2020 consisted of the following:

September 30, 2021

December 31, 2020

12 unchanged sentences

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, 2021 and December 31, 2020:

Fair Value Measurements

Carrying Value

June 30, 2021

September 30, 2021

Cash surrender value of life insurance policy

4 unchanged sentences

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, 2021.

Our concrete segment has life insurance policies with a combined face value of $ 11.1 million as of September 30, 2021.

The policies are invested in mutual funds and the fair value measurement of the cash surrender balance

7 unchanged sentences

Other Fair Value Measurements

The fair value of the Company’s debt at June 30, 2021 and December 31, 2020 approximated its carrying value of $ 6.4 million and $ 35.1 million, respectively, as interest is based on current market interest rates for debt with similar risk and maturity.

The fair value of the Company’s debt at September 30, 2021 and December 31, 2020 approximated its carrying value of $ 19.4 million and $ 35.1 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.

2 unchanged sentences

The tables below present the activity and amortization of finite-lived intangible assets:

September 30,

Finite-lived intangible assets, beginning of period

8 unchanged sentences

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, 2021, $ 0.8 million of amortization expense was recognized for these assets.

For the nine months ended September 30, 2021, $ 1.1 million of amortization expense was recognized for these assets.

Future expense remaining of approximately $ 2.0 million will be amortized as follows:

9 unchanged sentences

Accrued Liabilities

Accrued liabilities at June 30, 2021 and December 31, 2020 consisted of the following:

June 30, 2021

Accrued liabilities at September 30, 2021 and December 31, 2020 consisted of the following:

September 30, 2021

December 31, 2020

33 unchanged sentences

There were no debt issuance costs incurred with respect to the Eighth Amendment.

The quarterly weighted average interest rate for the Credit Facility as of June 30, 2021 was 2.33 %.

The quarterly weighted average interest rate for the Credit Facility as of September 30, 2021 was 2.92 %.

The Company’s obligations under debt arrangements consisted of the following:

June 30, 2021

September 30, 2021

December 31, 2020

19 unchanged sentences

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.

As of June 30, 2021, the Company had $ 6.0 million of borrowings under the revolving line of credit.

There were $ 1.7 million in outstanding letters of credit as of June 30, 2021, which reduced the maximum borrowing availability on the revolving line of credit to $ 42.3 million.

During the six months ended June 30, 2021, the Company drew down $ 20.0 million for general corporate purposes and made payments of $ 19.0 million on the revolving line of credit which resulted in a net increase of $ 1.0 million.

As of September 30, 2021, the Company had $ 19.0 million of borrowings under the revolving line of credit.

There were $ 1.7 million in outstanding letters of credit as of September 30, 2021, which reduced the maximum borrowing availability on the revolving line of credit to $ 29.3 million.

During the nine months ended September 30, 2021, the Company drew down $ 33.0 million for general corporate purposes and made payments of $ 19.0 million on the revolving line of credit which resulted in a net increase of $ 14.0 million.

Provisions of the term loan

8 unchanged sentences

for the purpose of financing a piece of equipment purchased.

As of June 30, 2021, the carrying value of this debt is $ 0.4 million.

As of September 30, 2021, the carrying value of this debt is $ 0.4 million.

The agreement is secured by the financed equipment asset and the debt is included as a component of current debt and long-term debt on the Condensed Consolidated Balance Sheets.

10 unchanged sentences

and events constituting a change of control.

The Company was in compliance with all financial covenants as of June 30, 2021.

The Company was in compliance with all financial covenants as of September 30, 2021.

Derivative Financial Instruments

9 unchanged sentences

Other Long-Term Liabilities

Other long-term liabilities at June 30, 2021 and December 31, 2020 consisted of the following:

June 30, 2021

Other long-term liabilities at September 30, 2021 and December 31, 2020 consisted of the following:

September 30, 2021

December 31, 2020

18 unchanged sentences

For interim financial reporting, the Company estimates its annual tax rate based on projected taxable income for the full year and records a quarterly tax provision in accordance with the anticipated annual rate.

Income tax (benefit) expense included in the Company’s accompanying Condensed Consolidated Statements of Operations was as follows (in thousands, except percentages):

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

Income tax (benefit) expense

Nine months ended

September 30,

Income tax expense

Effective tax rate

The effective rate for the three and six months ended June 30, 2021 differed from the Company’s statutory federal rate of 21 % primarily due to the movement in the valuation allowance for current year activity, state income taxes and the non-deductibility of other permanent items.

The effective rate for the three and nine months ended September 30, 2021 differed from the Company’s statutory federal rate of 21 % primarily due to the movement in the valuation allowance for current year activity, state income taxes and the non-deductibility of other permanent items.

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.

1 unchanged sentence

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 March 31, 2021 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, 2021 remains appropriate.

The Company does not expect that unrecognized tax benefits as of June 30, 2021 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.

For the period ended September 30, 2021 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 September 30, 2021 remains appropriate.

The Company does not expect that unrecognized tax benefits as of September 30, 2021 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.

3 unchanged sentences

Diluted earnings 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, 2021 and 2020, the Company had 893,604 and 1,117,301 securities, respectively, that were potentially dilutive in earnings per share calculations.

For the six months ended June 30, 2021 and 2020, the Company had 904,486 and 1,287,763 securities, respectively, that were potentially dilutive in earnings per share calculations.

For the three months ended September 30, 2021 and 2020, the Company had 793,028 and 1,086,882 securities, respectively, that were potentially dilutive in earnings per share calculations.

For the nine months ended September 30, 2021 and 2020, the Company had 866,925 and 1,220,314 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, 2021 and 2020.

price for certain stock options awarded by the Company exceeded the average market price of the Company’s common stock for the three and nine months ended September 30, 2021 and 2020.

Such stock options are antidilutive and are not included in the computation of earnings per share for those periods.

The following table reconciles the denominators used in the computations of both basic and diluted earnings per share:

Three months ended June 30,

Six months ended June 30,

Three months ended September 30,

Nine months ended September 30,

Weighted average shares outstanding

9 unchanged sentences

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, 2021 and 2020, compensation expense related to stock-based awards outstanding was $ 1.2 million for both periods.

In the six months ended June 30, 2021 and 2020, compensation related to stock based awards outstanding was $ 1.6 million for both periods.

In the three and six months ended June 30, 2021 and 2020, payments related to tax withholding for stock-based compensation for certain officers of the Company was $ 0.2 million and less than $ 0.1 million, respectively.

In May 2021, independent directors as well as certain officers and executives of the Company were awarded 489,850 shares of restricted common stock.

In the three months ended September 30, 2021 and 2020, compensation expense related to stock-based awards outstanding was $ 0.5 million and $ 0.3 million, respectively.

In the nine months ended September 30, 2021 and 2020, compensation related to stock-based awards outstanding was $ 2.2 million and $ 1.9 million, respectively.

In the three months ended September 30, 2021 and 2020, payments related to tax withholding for stock-based compensation for certain officers of the Company was $ 0.7 million and $ 0.2 million, respectively.

In the nine months ended September 30, 2021 and 2020, payments related to tax withholding for stock-based compensation for certain officers of the Company was $ 0.9 million and $ 0.2 million, respectively.

In May 2021, independent directors as well as certain officers and executives of the Company were granted 489,850 shares of restricted common stock.

The total number included 89,850 shares, which were awarded to the six independent directors and vested immediately on the date of the grant, as well as 240,000 shares of performance-based stock awards to certain executives.

2 unchanged sentences

The fair value of all shares awarded on the date of the grant was $ 6.01 per share.

In the three months ended June 30, 2021, there were no options exercised.

In the six months ended June 30, 2021, there were 23,755 options exercised generating proceeds to the Company of approximately $ 0.1 million.

In the three and six months ended June 30, 2020, there were no options exercised.

At June 30, 2021, total unrecognized compensation expense related to unvested stock and options was approximately $ 3.9 million, which is expected to be recognized over a period of approximately 2.6 years.

In August 2021, the Company determined the performance-based stock awarded in May 2020 vested near the outperformance level established above the target set based on the achievement of an objective, tiered return on invested capital, measured over a one-year performance period ending June 30, 2021.

As a result, the executives earned an additional 259,565 shares of performance-based stock awards with a fair value of $ 2.26 , of which 50 % vested immediately on the date of determination and 25 % each will vest on the first and second anniversary of the date of determination.

In September 2021, the Company granted an independent director 18,215 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 $ 5.49 .

In September 2021, the Company granted an executive of the Company 9,901 shares of restricted common stock with a vesting period of three year and a fair value of $ 5.05 per share.

In the three months ended September 30, 2021, there were 4,791 options exercised generating proceeds to the Company of less than $ 0.1 million.

In the nine months ended September 30, 2021, there were 28,546 options exercised generating proceeds to the Company of approximately $ 0.1 million.

In the three and nine months ended September 30, 2020, there were no options exercised.

At September 30, 2021, total unrecognized compensation expense related to unvested stock was approximately $ 3.8 million, which is expected to be recognized over a period of approximately 2.3 years.

Commitments and Contingencies

13 unchanged sentences

Applicable accounting guidance under ASC 450 would require the Company to recognize a loss if the loss is determined to be probable and reasonably estimable.

As at June 30, 2021, the Company has recognized $ 91.7 million in total liabilities with respect to this incident to date, which includes approximately $ 27.5 million paid to date (including to nine of 18 crewmembers and wreck removal costs ) and accruals totaling approximately $ 64.2 million.

However, this is a multi-party, complex tort proceeding, and it is too early in the proceedings for the Company to establish loss accruals in regard to the balance of the claims.

In any event, insurance coverage is available, and the carriers of such insurance have taken over the costs of the defense of the claims.

As at September 30, 2021, we have recognized $ 102.1 Million in total liabilities with respect to this incident to date, which includes approximately $ 39.6 Million paid to date (including full settlements with 12 of the 18 crewmembers and wreck removal costs) and accruals totaling approximately $ 62.4 Million.

However, this is a multi-party, complex tort proceeding, and it is too early in the proceedings for the Company to establish loss accruals regarding the balance of the claims.

In any event, insurance coverage

is available, the carriers of such insurance have taken over the costs of the defense of the claims and have reimbursed the Company $37.8 Million to date.

In addition, the Company continues to believe that it has adequate insurance coverage for all pollution, marine, economic, and other potential liabilities arising from the incident.

The Company is also confident that it otherwise has adequate vessels, equipment and personnel to fulfill all ongoing, booked and reasonably foreseeable work.

The Company also remains confident that it otherwise has adequate vessels, equipment, and personnel to fulfill all ongoing, booked and reasonably foreseeable work.

Discovery has commenced and a trial date has been scheduled for March 21, 2022.

In addition, the Company is involved in various other legal and other proceedings which are incidental to the conduct of its business, none of which in the opinion of management will have a material effect on the Company’s financial condition, results of operations or cash flows.

1 unchanged sentence

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, 2021, the current portion of the notes receivable was $ 0.8 million and the non-current portion was $ 1.4 million, net of $ 0.2 million of unamortized discount.

As of September 30, 2021, the current portion of the notes receivable was $ 0.8 million and the non-current portion was $ 1.3 million, net of $ 0.1 million of unamortized discount.

Legal fees related to this matter were expensed as incurred during the respective reporting period.

6 unchanged sentences

Three months ended

Six months ended

Nine months ended

September 30,

Contract revenues

Operating income

Operating (loss) income

Depreciation and amortization expense

1 unchanged sentence

Contract revenues

Operating income

Operating (loss) income

Depreciation and amortization expense

Property and equipment, net

In connection with the preparation of the financial statements for the quarter ended June 30, 2021, the Company has identified and corrected certain immaterial errors in segment reporting for all periods presented.

In connection with the preparation of the financial statements for the quarter ended September 30, 2021, the Company has identified and corrected certain immaterial errors in segment reporting for all periods presented.

Specifically, certain corporate overhead costs previously recorded to the marine segment as part of operating income (loss) and allocated from the marine segment to the concrete segment below operating income in the other income (expense) line have been allocated from the marine segment to the concrete segment as part of the determination of operating income for each segment .

These corrections resulted in an offsetting change in operating income (loss) for each segment of $ 3.2 million for the three months ended June 30, 2020 and $ 2.9 million and $ 6.1 million for the six months ended June 30, 2021 and 2020, respectively.

There were less than $ 0.1 million and $ 0.4 million in intersegment revenues between the Company’s two reportable segments for the three months ended June 30, 2021 and 2020, respectively.

There were less than $ 0.1 million and $ 2.7 million in intersegment revenues between the Company’s two reportable segments for the six months ended June 30, 2021 and 2020, respectively.

The marine segment had foreign revenues of $ 0.4 million and $ 3.9 million for the three months ended June 30, 2021 and 2020, respectively.

The marine segment had foreign revenues of $ 2.8 million and $ 7.9 million for the six months ended June 30, 2021 and 2020, respectively.

These corrections resulted in an offsetting change in operating income (loss) for each segment of $ 3.0 million for the three months ended September 30, 2020 and $ 2.9 million and $ 9.2 million for the nine months ended September 30, 2021 and 2020, respectively.

There were none and less than $ 0.1 million in intersegment revenues between the Company’s two reportable segments for the three months ended September 30, 2021 and 2020, respectively.

There were less than $ 0.1 million and $ 2.7 million in intersegment revenues between the Company’s two reportable segments for the nine months ended September 30, 2021 and 2020, respectively.

The marine segment had foreign revenues of less than $ 0.1 million and $ 1.8 million for the three months ended September 30, 2021 and 2020, respectively.

The marine segment had foreign revenues of $ 2.8 million and $ 9.7 million for the nine months ended September 30, 2021 and 2020, respectively.

These revenues are derived from projects in the Caribbean Basin and Mexico and are paid primarily in U.S.

2 unchanged sentences

Leases recorded on the balance sheet consists of the following:

September 30,

Operating lease right-of-use assets, net (1)

3 unchanged sentences

Total liabilities

(1) Operating lease right-of-use assets are recorded net of accumulated amortization of $ 9.4 million and $ 9.0 million as of June 30, 2021 and December 31, 2020, respectively.

(2) Financing lease right-of-use assets are recorded net of accumulated amortization of $ 3.7 million and $ 6.4 million as of June 30, 2021 and December 31, 2020, respectively.

(1) Operating lease right-of-use assets are recorded net of accumulated amortization of $ 8.9 million and $ 9.0 million as of September 30, 2021 and December 31, 2020, respectively.

(2) Financing lease right-of-use assets are recorded net of accumulated amortization of $ 2.1 million and $ 6.4 million as of September 30, 2021 and December 31, 2020, respectively.

Other information related to lease term and discount rate is as follows:

September 30,

Weighted Average Remaining Lease Term (in years)

6 unchanged sentences

The components of lease expense are as follows:

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Operating lease costs:

7 unchanged sentences

Supplemental cash flow information related to leases is as follows:

Six Months Ended June 30,

Nine Months Ended September 30,

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

9 unchanged sentences

Year ending December 31,

2021 (excluding the six months ended June 30, 2021)

2021 (excluding the nine months ended September 30, 2021)

Total future minimum lease payments

4 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements