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) ​ ​ ​ ​ ​ ​ ​ ​ March 31, December 31, ​ ​ 2023 2022 ​ ​ (Unaudited) ​ ​ ​ ASSETS ​ ​ ​ Current assets: ​ ​ Cash and cash equivalents ​ $ 2,845 ​ $ 3,784 Accounts receivable: ​ ​ Trade, net of allowance for credit losses of $ 515 and $ 606 , respectively ​ 99,612 ​ 106,758 Retainage ​ 52,870 ​ 50,873 Income taxes receivable ​ 399 ​ 402 Other current ​ 3,830 ​ 3,526 Inventory ​ 2,791 ​ 2,862 Contract assets ​ 30,020 ​ 43,903 Prepaid expenses and other ​ 9,789 ​ 8,229 Total current assets ​ 202,156 ​ 220,337 Property and equipment, net of depreciation ​ 97,307 ​ 100,977 Operating lease right-of-use assets, net of amortization ​ ​ 14,765 ​ ​ 14,978 Financing lease right-of-use assets, net of amortization ​ ​ 15,202 ​ ​ 15,839 Inventory, non-current ​ 5,464 ​ 5,469 Intangible assets, net of amortization ​ 7,155 ​ 7,317 Deferred income tax asset ​ ​ 73 ​ ​ 70 Other non-current ​ 2,065 ​ 2,168 Total assets ​ $ 344,187 ​ $ 367,155 LIABILITIES AND STOCKHOLDERS’ EQUITY ​ ​ Current liabilities: ​ ​ Current debt, net of debt issuance costs ​ $ 40,122 ​ $ 34,956 Accounts payable: ​ ​ ​ ​ Trade ​ 72,033 ​ 87,605 Retainage ​ 1,188 ​ 1,198 Accrued liabilities ​ 20,839 ​ 18,466 Income taxes payable ​ 1,210 ​ 522 Contract liabilities ​ 36,573 ​ 37,720 Current portion of operating lease liabilities ​ ​ 4,936 ​ ​ 4,738 Current portion of financing lease liabilities ​ ​ 3,486 ​ ​ 4,031 Total current liabilities ​ ​ 180,387 ​ ​ 189,236 Long-term debt, net of debt issuance costs ​ ( 93 ) ​ 716 Operating lease liabilities ​ ​ 10,609 ​ ​ 11,018 Financing lease liabilities ​ ​ 10,882 ​ ​ 11,102 Other long-term liabilities ​ 16,577 ​ 17,072 Deferred income tax liability ​ 268 ​ 211 Total liabilities ​ 218,630 ​ ​ 229,355 Stockholders’ equity: ​ ​ Preferred stock -- $ 0.01 par value, 10,000,000 authorized, none issued ​ — ​ — Common stock -- $ 0.01 par value, 50,000,000 authorized, 32,885,972 and 32,770,550 issued; 32,174,741 and 32,059,319 outstanding at March 31, 2023 and December 31, 2022, respectively ​ 329 ​ 328 Treasury stock, 711,231 shares, at cost, as of March 31, 2023 and December 31, 2022, respectively ​ ( 6,540 ) ​ ( 6,540 ) Additional paid-in capital ​ 188,535 ​ 188,184 Retained loss ​ ( 56,767 ) ​ ( 44,172 ) Total stockholders’ equity ​ 125,557 ​ 137,800 Total liabilities and stockholders’ equity ​ $ 344,187 ​ $ 367,155 ​ 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 March 31, ​ 2023 2022 Contract revenues ​ $ 159,174 ​ $ 174,931 Costs of contract revenues ​ 153,334 ​ 162,115 Gross profit ​ 5,840 ​ 12,816 Selling, general and administrative expenses ​ 17,017 ​ 16,170 Amortization of intangible assets ​ ​ 162 ​ ​ 310 Gain on disposal of assets, net ​ ( 696 ) ​ ( 809 ) Operating loss ​ ( 10,643 ) ​ ( 2,855 ) Other (expense) income: ​ ​ Other income ​ 293 ​ 44 Interest income ​ 28 ​ 19 Interest expense ​ ( 1,633 ) ​ ( 740 ) Other expense, net ​ ( 1,312 ) ​ ( 677 ) Loss before income taxes ​ ( 11,955 ) ​ ( 3,532 ) Income tax expense ​ 640 ​ 1,324 Net loss ​ $ ( 12,595 ) ​ $ ( 4,856 ) ​ ​ ​ ​ ​ ​ ​ Basic loss per share ​ $ ( 0.39 ) ​ $ ( 0.16 ) Diluted loss per share ​ $ ( 0.39 ) ​ $ ( 0.16 ) Shares used to compute loss per share: ​ ​ Basic ​ 32,180,274 ​ 30,971,379 Diluted ​ 32,180,274 ​ 30,971,379 ​ 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 Stockholders’ Equity (In Thousands, Except Share and Per Share Information) (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common Treasury Additional ​ ​ ​ ​ ​ ​ Stock ​ Stock Paid-In Retained ​ ​ ​ ​ ​ Shares Amount ​ Shares Amount Capital ​ Loss ​ Total Balance, December 31, 2022 ​ 32,770,550 ​ $ 328 ( 711,231 ) ​ $ ( 6,540 ) ​ $ 188,184 ​ $ ( 44,172 ) ​ $ 137,800 Stock-based compensation ​ — ​ ​ — ​ — ​ ​ — ​ ​ 524 ​ ​ — ​ ​ 524 Issuance of restricted stock ​ 187,275 ​ ​ 2 ​ — ​ ​ — ​ ​ ( 2 ) ​ ​ — ​ ​ — Forfeiture of restricted stock ​ ( 8,977 ) ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Payments related to tax withholding for stock-based compensation ( 62,876 ) ​ ( 1 ) — ​ — ​ ( 171 ) ​ — ​ ( 172 ) Net loss — ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ ( 12,595 ) ​ ​ ( 12,595 ) Balance, March 31, 2023 ​ 32,885,972 ​ $ 329 ( 711,231 ) ​ $ ( 6,540 ) ​ $ 188,535 ​ $ ( 56,767 ) ​ $ 125,557 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common Treasury Additional ​ ​ ​ ​ ​ ​ Stock ​ Stock Paid-In Retained ​ ​ ​ ​ ​ Shares Amount ​ Shares Amount Capital ​ Loss ​ Total Balance, December 31, 2021 31,712,457 ​ $ 317 ( 711,231 ) ​ $ ( 6,540 ) ​ $ 185,881 ​ $ ( 31,560 ) ​ $ 148,098 Stock-based compensation — ​ ​ — ​ — ​ ​ — ​ ​ 370 ​ ​ — ​ 370 Issuance of restricted stock ​ 8,929 ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Forfeiture of restricted stock ​ ( 39,922 ) ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ Payments related to tax withholding for stock-based compensation ( 4,739 ) ​ — — ​ — ​ ( 15 ) ​ — ​ ( 15 ) Net loss — ​ — — ​ — ​ — ​ ( 4,856 ) ​ ( 4,856 ) Balance, March 31, 2022 31,676,725 ​ $ 317 ( 711,231 ) ​ $ ( 6,540 ) ​ $ 186,236 ​ $ ( 36,416 ) ​ $ 143,597 ​ 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 Cash Flows (in Thousands) (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ 2023 2022 Cash flows from operating activities: ​ ​ Net loss ​ $ ( 12,595 ) ​ $ ( 4,856 ) Adjustments to reconcile net (loss) income to net cash used in operating activities: ​ ​ ​ ​ Operating activities: ​ ​ ​ ​ Depreciation and amortization ​ 4,721 ​ 5,503 Amortization of ROU operating leases ​ ​ 1,211 ​ ​ 1,176 Amortization of ROU finance leases ​ ​ 725 ​ ​ 760 Amortization of deferred debt issuance costs ​ ​ 163 ​ ​ 32 Deferred income taxes ​ 54 ​ 19 Stock-based compensation ​ 524 ​ 370 Gain on disposal of assets, net ​ ( 695 ) ​ ( 809 ) Allowance for credit losses ​ ( 35 ) ​ — Change in operating assets and liabilities: ​ ​ ​ ​ Accounts receivable ​ 5,011 ​ ( 13,907 ) Income tax receivable ​ 3 ​ — Inventory ​ 76 ​ ( 189 ) Prepaid expenses and other ​ ( 1,457 ) ​ 2,504 Contract assets ​ 13,883 ​ 4,055 Accounts payable ​ ( 14,757 ) ​ 12,689 Accrued liabilities ​ 1,802 ​ ( 3,075 ) Operating lease liabilities ​ ​ ( 1,208 ) ​ ​ ( 1,183 ) Income tax payable ​ 688 ​ 1,376 Contract liabilities ​ ( 1,147 ) ​ 5,595 Net cash (used in) provided by operating activities ​ ( 3,033 ) ​ 10,060 Cash flows from investing activities: ​ ​ Proceeds from sale of property and equipment ​ 576 ​ 713 Purchase of property and equipment ​ ( 1,876 ) ​ ( 3,523 ) Net cash used in investing activities ​ ( 1,300 ) ​ ( 2,810 ) Cash flows from financing activities: ​ ​ ​ ​ Borrowings from Credit Facility ​ 5,000 ​ — Payments made on borrowings from Credit Facility ​ ( 69 ) ​ ( 11,671 ) Loan costs from Credit Facility ​ ( 586 ) ​ ( 494 ) Payments of finance lease liabilities ​ ​ ( 779 ) ​ ​ ( 637 ) Payments related to tax withholding for share-based compensation ​ ​ ( 172 ) ​ ​ ( 15 ) Net cash provided by (used in) financing activities ​ 3,394 ​ ( 12,817 ) Net change in cash, cash equivalents and restricted cash ​ ( 939 ) ​ ( 5,567 ) Cash, cash equivalents and restricted cash at beginning of period ​ 3,784 ​ 12,293 Cash, cash equivalents and restricted cash at end of period ​ $ 2,845 ​ $ 6,726 ​ ​ ​ ​ ​ ​ ​ Cash paid during the period for: ​ ​ Interest ​ $ 1,576 ​ $ 154 Taxes, net of refunds ​ $ ( 104 ) ​ $ ( 71 ) ​ The accompanying notes are an integral part of these condensed consolidated financial statements ​ 6 ​ 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 place and finish, site preparation, layout, forming, and rebar placement for large 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 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 are subject to similar regulatory regimes 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. 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 current operations and future prospects and are similar across the segment. 7 ​ 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 consolidated financial statements and the notes thereto included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (“2022 Form 10-K”) as well as Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations also included in its 2022 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 months ended March 31, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023. In connection with preparing consolidated financial statements for each annual and interim reporting period, the Company is required to evaluate whether there are conditions or events, considered in aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. Substantial doubt exists when conditions and events, considered in aggregate, indicate that it is probable that a company will be unable to meet its obligations as they become due within one year after the date that the consolidated financial statements are issued. This evaluation initially does not take into consideration the potential mitigating effect of management’s plans and actions that have not been fully implemented as of the date that the financial statements are issued. When substantial doubt exists, management evaluates whether the mitigating effect of its plans sufficiently alleviates substantial doubt about the Company’s ability to continue as a going concern. The mitigating effect of management’s plans, however, is only considered if both: (1) it is probable that the plans will be effectively implemented within one year after the date that the financial statements are issued; and (2) it is probable that the plans, when implemented, will mitigate the relevant conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. Generally, to be considered probable of being effectively implemented, the plans must have been approved before the date that the financial statements are issued. The assessment of the liquidity and going concern requires the Company to make estimates of future activity and judgments about whether the Company is compliant with financial covenant calculations under its debt and other agreements and has adequate liquidity to operate. Significant assumptions used in the Company's forecasted model of liquidity include forecasted sales, costs, and capital expenditures and expected timing and proceeds of planned real estate transactions. The Company has sustained operating losses for the years ended December 31, 2022 and 2021. Also as described in Note 11, the Company had $ 40.0 million of outstanding indebtedness under its Credit Facility as of March 31, 2023 which matures on July 31, 2023. As of the date of the filing of the Company’s 2022 Form 10-K on March 16, 2023, the Company’s existing cash and cash equivalents were not sufficient to satisfy the Company’s operating cash needs for at least one year after the issuance of the financial statements. These conditions raised substantial doubt about the Company’s ability to continue as a going concern within one year after the date the financial statements were issued. As such, management concluded at the date of the issuance of the financial statements included in the Company’s 2022 Form 10-K that substantial doubt existed as to going concern. 8 ​ Table of Contents To alleviate this condition, the Company engaged in a syndication process to refinance the outstanding debt. On May 15, 2023, the Company entered into a new three-year $ 103.0 million senior secured credit facility with White Oak ABL, LLC and White Oak Commercial Finance, LLC (collectively, “White Oak”) which includes a $ 65.0 million asset based revolving credit facility (the “Revolver”) and a $ 38.0 million fixed asset term loan (the “Term Loan”). See Note 19 for more information regarding the debt refinancing. Based on an assessment of the completion of the debt refinancing process and the other factors above, management believes that the Company will have adequate liquidity for its operations for at least the next 12 months. Therefore, management’s conclusion is that the conditions that previously raised substantial doubt have been resolved and substantial doubt is no longer raised as to the Company’s ability to continue as a going concern. ​ 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; ● The recording of accounts receivable and allowance for credit losses; ● The carrying value of property, plant and equipment; ● Leases; ● Finite and infinite-lived intangible assets, testing for indicators of impairment; ● Stock-based compensation; ● Income taxes; and ● Self-insurance. Revenue Recognition 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, but occasionally, span a period of over one year. The Company determines the appropriate accounting treatment for each contract before work begins and, subject to qualifications discussed in the next paragraph, generally records contract revenue 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. Each of the Company’s contracts and related change orders typically 9 ​ Table of Contents 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. 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 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. 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. A determination that the collection of a claim is probable is based upon compliance with the terms of the contract and the extent to which the Company performed in accordance therewith but does not guarantee collection in full. Assets and liabilities derived from contracts with customers 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. ● Contract Assets - 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 and are recorded as a current asset, until such amounts are either received or written off. ● Contract Liabilities - Represent billings in excess of revenues recognized and are recorded as a current liability, until the underlying obligation has been performed or discharged. ​ 10 ​ Table of Contents 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 and Cash Equivalents 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 March 31, 2023 and December 31, 2022 consisted primarily of overnight bank deposits. 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. Accounts Receivable Accounts receivable are stated at the historical carrying value, net of allowances for credit losses. The Company had significant investments in billed and unbilled receivables as of March 31, 2023 and December 31, 2022. 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 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 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 March 31, 2023 and December 31, 2022, the Company had recorded an allowance for credit losses of $ 0.5 million and $ 0.6 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 March 31, 2023 totaled $ 52.9 million, of which $ 4.5 million is expected to be collected beyond March 31, 2024. Retainage at December 31, 2022 totaled $ 50.9 million. From time to time, 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 11 ​ Table of Contents 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 unless 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 liability is considered probable and the amount can be reasonably estimated. The Company did not recognize any environmental liabilities as of March 31, 2023 or December 31, 2022. 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. 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 and is valued at the lower of cost (using historical average cost) or net realizable value. 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 ten 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. ​ 12 ​ Table of Contents 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 10 to 30 years Construction equipment 3 to 10 years Vessels and other equipment 3 to 40 years Office equipment 3 to 5 years ​ 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 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. 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 lower of the carrying amount or the fair value, less the costs to sell, and are no longer depreciated. There was $ 0.8 million of assets classified as held for sale as of both March 31, 2023 and December 31, 2022 included in prepaid expenses and other in the Company’s condensed consolidated balance sheets. Leases 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 right-of-use (“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. 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. 13 ​ Table of Contents The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. 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 it tests 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 restricted stock grants and restricted stock units 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 stock-based payments expected to vest. The Company estimates forfeitures at the date of grant based on historical experience and future expectations. This assessment is 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 14 ​ Table of Contents 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 most of its 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. 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 paid for by general assets of the Company and 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 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. 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 15 ​ Table of Contents 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 accrual for insurance claims liabilities was $ 4.9 million and $ 5.8 million at December 31, 2022 and December 31, 2021, respectively, reflected as a component of accrued liabilities in the condensed consolidated balance sheets. 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 March 31, ​ 2023 2022 Marine Segment ​ ​ Construction ​ $ 54,012 ​ $ 59,152 Dredging ​ 20,730 ​ 22,166 Specialty Services ​ 4,556 ​ 3,162 Marine segment contract revenues ​ $ 79,298 ​ $ 84,480 ​ ​ ​ ​ ​ ​ ​ Concrete Segment ​ ​ Structural ​ $ 15,744 ​ $ 13,676 Light Commercial ​ 64,132 ​ 76,775 Other ​ — ​ — Concrete segment contract revenues ​ $ 79,876 ​ $ 90,451 ​ ​ ​ ​ ​ ​ ​ Total contract revenues ​ $ 159,174 ​ $ 174,931 ​ 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 limited contracts with multiple performance obligations. The Company’s contracts are often estimated and bid as one project and evaluated as to performance as one project, not by individual services performed by each. Both the marine and concrete segments have a single individual responsible for managing the entire segment, not by service lines of the segments. Resources are allocated by segment and financial and budgetary information is compiled and reviewed by segment, not 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 16 ​ Table of Contents 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 slabs, sidewalks, ramps and tilt walls. Other services comprise labor related to concrete pouring such as rebar installation and pumping services and typically support the Company’s structural and light commercial services. ​ 4. Concentration of Risk and Enterprise-Wide Disclosures In both reportable segments accounts receivable 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 March 31, 2023 and December 31, 2022, respectively: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 ​ December 31, 2022 Federal Government $ 11,006 7 % $ 4,612 3 % State Governments ​ 3,862 2 % 3,111 2 % Local Governments ​ 11,721 8 % 16,197 10 % Private Companies ​ 126,408 83 % 134,317 85 % Gross receivables ​ ​ 152,997 ​ 100 % ​ 158,237 ​ 100 % Allowance for credit losses ​ ​ ( 515 ) ​ ​ ​ ​ ( 606 ) ​ ​ ​ Net receivables ​ $ 152,482 ​ ​ $ 157,631 ​ ​ ​ At March 31, 2023, one customer in the Private Companies category accounted for 10.9 % of total current receivables. At December 31, 2022, 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 months ended March 31, 2023 and 2022, respectively: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ 2023 % 2022 % Federal Government $ 23,056 14 % $ 22,695 13 % State Governments 18,328 12 % 7,704 4 % Local Governments 20,688 13 % 32,402 19 % Private Companies 97,102 61 % 112,130 64 % Total contract revenues $ 159,174 100 % $ 174,931 100 % ​ In the three months ended March 31, 2023, one customer in the Private Companies category accounted for 10.9 % of total contract revenues. In the three months ended March 31, 2022, one customer in the Federal Government category accounted for 10.4 % of total contract revenues. 17 ​ Table of Contents 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. 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 1.7 % and 0.4 % of total revenues for the three months ended March 31, 2023 and 2022, respectively, and were primarily located in the Caribbean Basin. ​ 5. Contracts in Progress Contracts in progress are as follows at March 31, 2023 and December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, December 31, ​ ​ 2023 ​ 2022 Costs incurred on uncompleted contracts ​ $ 1,317,066 ​ $ 1,251,853 Estimated earnings ​ 187,445 ​ 180,705 ​ ​ 1,504,511 ​ 1,432,558 Less: Billings to date ​ ( 1,511,064 ) ​ ( 1,426,375 ) ​ ​ $ ( 6,553 ) ​ $ 6,183 Included in the accompanying Condensed Consolidated Balance Sheets under the following captions: ​ ​ Contract assets ​ $ 30,020 ​ $ 43,903 Contract liabilities ​ ( 36,573 ) ​ ( 37,720 ) ​ ​ $ ( 6,553 ) ​ $ 6,183 ​ Included in contract assets is approximately $ 12.6 million and 13.4 million at March 31, 2023 and December 31, 2022, respectively, related to claims and unapproved change orders. See Note 2 to the Company’s 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 March 31, 2023, the aggregate amount of the remaining performance obligations was approximately $ 467.4 million. Of this amount, the current expectation of the Company is that it will recognize $ 441.1 million, or 94 %, in the next 12 months and the remaining balance thereafter. ​ 18 ​ Table of Contents 6. Property and Equipment The following is a summary of property and equipment at March 31, 2023 and December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, December 31, ​ ​ 2023 ​ 2022 Automobiles and trucks ​ $ 2,243 ​ $ 2,232 Building and improvements ​ 36,953 ​ 36,952 Construction equipment ​ 129,883 ​ 130,660 Vessels and other equipment ​ 89,946 ​ 91,495 Office equipment ​ 6,885 ​ 6,885 ​ ​ 265,910 ​ 268,224 Less: Accumulated depreciation ​ ( 198,058 ) ​ ( 195,948 ) Net book value of depreciable assets ​ 67,852 ​ 72,276 Construction in progress ​ 1,570 ​ 816 Land ​ 27,885 ​ 27,885 ​ ​ $ 97,307 ​ $ 100,977 ​ For the three months ended March 31, 2023 and 2022, depreciation expense was $ 4.6 million and $ 5.2 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. Other Current Accounts Receivable Other current accounts receivable at March 31, 2023 and December 31, 2022 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 December 31, 2022 Accident loss receivables ​ $ 1,296 ​ $ 1,328 Vendor receivables ​ 729 ​ 807 Purchase incentive receivable ​ ​ 965 ​ 695 Bond premium dividend receivable ​ ​ 431 ​ ​ 391 Other current accounts receivable ​ ​ 409 ​ ​ 305 Total other current accounts receivable ​ $ 3,830 ​ $ 3,526 ​ ​ ​ 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. 19 ​ 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 March 31, 2023 and December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements ​ Carrying Value Level 1 Level 2 Level 3 March 31, 2023 ​ ​ ​ ​ ​ Assets: ​ Cash surrender value of life insurance policy ​ $ 1,895 — 1,895 — December 31, 2022 ​ ​ ​ ​ ​ Assets: ​ Cash surrender value of life insurance policy ​ $ 1,811 — 1,811 — ​ Our concrete segment had life insurance policies with a combined face value of $ 11.1 million as of March 31, 2023. 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; (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 March 31, 2023 and December 31, 2022 approximated its carrying value of $ 40.0 million and $ 35.7 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. ​ 20 ​ Table of Contents 9. Intangible Assets The tables below present the activity and amortization of finite-lived intangible assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, December 31, ​ ​ 2023 ​ 2022 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 ​ $ ( 34,815 ) ​ $ ( 33,576 ) Current year amortization ​ ( 162 ) ​ ( 1,239 ) Total accumulated amortization ​ ( 34,977 ) ​ ( 34,815 ) ​ ​ ​ ​ ​ ​ ​ Net finite-lived intangible assets, end of period ​ $ 263 ​ ​ 425 Infinite-lived intangible assets ​ ​ 6,892 ​ ​ 6,892 Total net intangible assets ​ $ 7,155 ​ $ 7,317 ​ 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 three months ended March 31, 2023 and 2022, $ 0.2 million and $ 0.3 million, respectively, of amortization expense was recognized for these assets. Future expense remaining of approximately $ 0.3 million will be amortized as follows: ​ ​ ​ ​ ​ 2023 ​ 226 2024 ​ 37 ​ ​ $ 263 ​ The most recent annual impairment test of the Company’s indefinite-lived intangible asset concluded that the fair value of the trade name was in excess of the carrying value, therefore no impairment was recorded. ​ 21 ​ Table of Contents 10. Accrued Liabilities Accrued liabilities at March 31, 2023 and December 31, 2022 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 December 31, 2022 Accrued salaries, wages and benefits ​ $ 9,718 ​ $ 7,605 Accrued liabilities expected to be covered by insurance ​ 4,968 ​ 5,757 Sales taxes ​ 2,155 ​ 1,737 Property taxes ​ 561 ​ 522 Sale-leaseback arrangement ​ ​ 830 ​ ​ 813 Accounting and audit fees ​ ​ 547 ​ ​ 222 Interest ​ 93 ​ 60 Other accrued expenses ​ 1,967 ​ 1,750 Total accrued liabilities ​ $ 20,839 ​ $ 18,466 ​ ​ ​ 11. Debt 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 Agreement was subsequently amended in March 2019 (the “Fifth Amendment”), May 2019 (the “Sixth Amendment”), June 2020 (the “Seventh Amendment”), October 2020 (the “Eighth Amendment”), and March 2022 (the “Ninth Amendment”). The Company incurred debt issuance costs related to the initial Credit Agreement and several of the subsequent amendments. The Credit Facility had a maturity date of July 31, 2023. The Credit Agreement provided for borrowings under a revolving line of credit and a term loan (together, the “Credit Facility”). The Credit Facility was guaranteed by the subsidiaries of the Company, secured by the assets of the Company, including stock held in its subsidiaries, and was 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 was due and was 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 was 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 could be prepaid at any time, in whole or in part, without premium or penalty. Amounts repaid under the revolving line of credit could be re-borrowed. Effective, March 1, 2022, the Company entered into the Ninth Amendment to the Credit Agreement to, among other things, waive certain covenant defaults, reset the revolver limit, implement an anti-cash hoarding provision and institute temporary covenant requirements. The amendment reduced the commitment on the revolving line of credit to $ 42.5 million. With the execution of the Ninth Amendment, the existing Credit Facility was treated as a modification of debt and accounted for under the guidelines of ASC 470-50, Debt, Modifications and Extinguishments. The new debt issuance costs of approximately $ 1.0 million, inclusive of appraisal and bank consulting fees, related to the execution of the Ninth Amendment was amortized and will be written off at the early termination of the Credit Agreement. 22 ​ Table of Contents The quarterly weighted average interest rate for the Credit Facility as of March 31, 2023 was 10.22 %. The Company’s obligations under debt arrangements consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 ​ December 31, 2022 ​ ​ Debt Issuance ​ ​ Debt Issuance ​ ​ ​ Principal ​ Costs (1) ​ Total ​ Principal ​ Costs (1) ​ Total Revolving line of credit ​ $ 40,000 ​ $ ( 164 ) ​ $ 39,836 ​ $ 35,000 ​ $ ( 327 ) ​ $ 34,673 Other debt ​ ​ 286 ​ ​ — ​ ​ 286 ​ ​ 283 ​ ​ — ​ ​ 283 Total current debt ​ 40,286 ​ ( 164 ) ​ 40,122 ​ 35,283 ​ ( 327 ) ​ 34,956 Refinancing debt issuance costs ​ — ​ ( 736 ) ​ ( 736 ) ​ — ​ — ​ — Other debt ​ ​ 643 ​ ​ — ​ ​ 643 ​ ​ 716 ​ ​ — ​ ​ 716 Total long-term debt ​ ​ 643 ​ ​ ( 736 ) ​ ​ ( 93 ) ​ ​ 716 ​ ​ — ​ ​ 716 Total debt ​ $ 40,929 ​ $ ( 900 ) ​ $ 40,029 ​ $ 35,999 ​ $ ( 327 ) ​ $ 35,672 ​ (1) Total debt issuance costs include underwriter fees, legal fees, syndication fees and fees related to the execution of the Ninth Amendment to the Credit Agreement and the refinancing of the Company’s debt further discussed in Note19. Provisions of the revolving line of credit The Company had a maximum borrowing availability under the revolving line of credit and swingline loans (as defined in the Credit Agreement) of $ 42.5 million. There was a letter of credit sublimit that was equal to the lesser of $ 20.0 million and the aggregate unused amount of the revolving commitments then in effect. There was 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 could be designated as Base Rate Loan or Adjusted LIBOR Rate Loans, at the Company’s request, and could be drawn in an aggregate minimum amount of $ 1.0 million and integral multiples of $ 250,000 in excess of that amount. Swingline loans could be drawn in an aggregate minimum amount of $ 250,000 and integral multiples of $ 50,000 in excess of that amount. The Company could convert, change, or modify such designations from time to time. The Company was 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, was 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 was 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. As of March 31, 2023, the Company had $ 40.0 million of borrowings under the revolving line of credit. There were $ 1.5 million in outstanding letters of credit as of March 31, 2023, which reduced the maximum borrowing availability on the revolving line of credit to $ 1.0 million. During the three months ended March 31, 2023, the Company drew down $ 5.0 million for general corporate purposes on the revolving line of credit. Other debt The Company has entered into debt agreements with De Lage Landen Financial Services, Inc. and Mobilease for the purpose of financing equipment purchased. As of March 31, 2023, the carrying value of this debt was 23 ​ Table of Contents $ 0.9 million. The agreements are secured by the financed equipment assets and the debt is included as a component of current debt and long-term debt on the Condensed Consolidated Balance Sheets. Financial covenants The Company obtained from the Credit Facility lenders an extension of the consent with respect to the delivery of its annual financial statements with an audit opinion unqualified as to going concern and a consent for the Consolidated Leverage Ratio to exceed 3.00 to 1.00 and for the Consolidated Fixed Charge Coverage Ratio to be less than 1.25 to 1.00 for the Fiscal Quarter Ending March 31, 2023. Debt Refinancing On May 15, 2023, the Company entered into a new three-year $ 103.0 million senior secured credit facility with White Oak which includes a $ 65.0 million asset based revolving credit facility and a $ 38.0 million fixed asset term loan. See Note 19 for more information regarding the debt refinancing. 12. Other Long-Term Liabilities Other long-term liabilities at March 31, 2023 and December 31, 2022 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 December 31, 2022 Sale-leaseback arrangement ​ $ 14,941 ​ $ 15,156 Deferred compensation ​ 1,325 ​ 1,639 Accrued liabilities expected to be covered by insurance ​ ​ 311 ​ 277 Total other long-term liabilities ​ $ 16,577 ​ $ 17,072 ​ 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. 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 for the full year and records a quarterly tax provision in accordance with the anticipated annual rate. ​ 24 ​ 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 ​ ​ March 31, ​ ​ ​ 2023 ​ ​ 2022 ​ Income tax expense ​ $ 640 ​ $ 1,324 ​ Effective tax rate ​ ( 5.4 ) % ( 37.5 ) % ​ The effective rate for the three months ended March 31, 2023 differed from the Company’s statutory federal rate of 21 % primarily due to the tax impact from 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. 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 March 31, 2023 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 March 31, 2023 remains appropriate. The Company does not expect that unrecognized tax benefits as of March 31, 2023 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 Per Share Basic earnings per share is based on the weighted average number of common shares outstanding during each period. 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 March 31, 2023 and 2022, the Company had 280,644 and 680,447 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 months ended March 31, 2023 and 2022. Such stock options are antidilutive and are not included in the computation of earnings per share for those periods. 25 ​ Table of Contents The following table reconciles the denominators used in the computations of both basic and diluted earnings per share: ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ 2023 2022 Basic: Weighted average shares outstanding 32,180,274 30,971,379 Diluted: Total basic weighted average shares outstanding 32,180,274 30,971,379 Effect of potentially dilutive securities: Common stock options — — Total weighted average shares outstanding assuming dilution 32,180,274 30,971,379 ​ ​ ​ 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 2022 Long Term Incentive Plan (the “2022 LTIP”), which was approved by shareholders in May of 2022 and authorized 2,175,000 shares, the maximum aggregate number to be issued, plus any shares available for grant under prior long term incentive plans as of the date the 2022 LTIP was approved, and any shares subject to awards granted under the prior plans that expire or are cancelled, forfeited, exchanged, settled in cash or otherwise terminated. In general, the Company’s 2022 LTIP provides for grants of restricted stock, performance based awards and stock options to be issued with a per-share price not less than 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 March 31, 2023, compensation expense related to stock-based awards outstanding was $ 0.5 million and $ 0.4 million, respectively. In the three months ended March 31, 2023 and 2022, 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 January 2023, certain officers and executives of the Company were awarded a total of 180,333 shares of restricted common stock with a vesting period of three years and a fair value of $ 3.00 per share. In March 2023, the Company granted certain executives a total of 335,851 performance-based units. The performance-based units will potentially vest 100 % if the target is met, with 100 % of the units to be earned based on the achievement of an objective, tiered return on invested capital, measured over a three-year performance period. The Company evaluates the probability of achieving this each reporting period. The fair value of all grants awarded in March 2023 was $ 2.65 per unit. In the three months ended March 31, 2023 and 2022, there were no options exercised. At March 31, 2023, total unrecognized compensation expense related to unvested stock was approximately $ 3.1 million, which is expected to be recognized over a period of approximately 2.4 years. 26 ​ Table of Contents 16. Commitments and Contingencies The Company is involved in various 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. Management believes that it has recorded adequate accrued liabilities and believes that it has adequate insurance coverage or has meritorious defenses for these claims and contingencies. 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 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 ​ ​ March 31, ​ ​ ​ 2023 ​ ​ 2022 Marine ​ ​ ​ ​ ​ ​ Contract revenues ​ $ 79,298 ​ $ 84,480 Operating (loss) income ​ $ ( 6,080 ) ​ $ 1,840 Depreciation and amortization expense ​ $ ( 3,835 ) ​ $ ( 4,323 ) ​ ​ ​ ​ ​ ​ ​ Total assets ​ $ 231,851 ​ $ 173,577 Property and equipment, net ​ $ 88,957 ​ $ 92,725 ​ ​ ​ ​ ​ ​ ​ Concrete ​ ​ ​ Contract revenues ​ $ 79,876 ​ $ 90,451 Operating loss ​ $ ( 4,563 ) ​ $ ( 4,695 ) Depreciation and amortization expense ​ $ ( 1,611 ) ​ $ ( 1,940 ) ​ ​ ​ ​ ​ ​ ​ Total assets ​ $ 112,336 ​ $ 167,299 Property and equipment, net ​ $ 8,350 ​ $ 12,249 ​ There were less than $ 0.1 million and no intersegment revenues between the Company’s two reportable segments for the three months ended March 31, 2023 and 2022, respectively. The marine segment had foreign revenues of $ 2.8 million and $ 0.7 million for the three months ended March 31, 2023 and 2022, respectively. These revenues are derived from projects in the Caribbean Basin and are paid primarily in U.S. dollars. There was no foreign revenue for the concrete segment. ​ 27 ​ Table of Contents 18. Leases The Company has operating and finance leases for office space, equipment and vehicles. Leases recorded on the balance sheet consists of the following: ​ ​ ​ ​ ​ ​ ​ ​ March 31, December 31, Leases ​ 2023 2022 Assets ​ ​ ​ ​ ​ Operating lease right-of-use assets, net (1) ​ $ 14,765 $ 14,978 Financing lease right-of-use assets, net (2) ​ 15,202 15,839 Total assets ​ $ 29,967 $ 30,817 Liabilities ​ Current ​ Operating ​ $ 4,936 $ 4,738 Financing ​ 3,486 4,031 Total current ​ 8,422 8,769 Noncurrent ​ Operating ​ 10,609 11,018 Financing ​ 10,882 11,102 Total noncurrent ​ 21,491 22,120 Total liabilities ​ $ 29,913 $ 30,889 (1) Operating lease right-of-use assets are recorded net of accumulated amortization of $ 11.0 million and $ 10.5 million as of March 31, 2023 and December 31, 2022, respectively. (2) Financing lease right-of-use assets are recorded net of accumulated amortization of $ 5.7 million and $ 5.1 million as of March 31, 2023 and December 31, 2022, respectively. Other information related to lease term and discount rate is as follows: ​ ​ ​ ​ ​ ​ ​ March 31, December 31, ​ 2023 2022 Weighted Average Remaining Lease Term (in years) ​ ​ Operating leases 3.70 ​ 3.90 ​ Financing leases 4.02 ​ 4.36 ​ Weighted Average Discount Rate ​ ​ ​ ​ Operating leases 5.01 % 4.86 % Financing leases 5.58 % 5.62 % ​ ​ 28 ​ Table of Contents The components of lease expense are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2023 2022 Operating lease costs: ​ ​ Operating lease cost ​ $ 1,390 ​ $ 1,317 Short-term lease cost (1) ​ 641 ​ 316 Financing lease costs: ​ ​ Interest on lease liabilities ​ 195 ​ 167 Amortization of right-of-use assets ​ 725 ​ 760 Total lease cost ​ $ 2,951 ​ $ 2,560 (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: ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2023 ​ 2022 Cash paid for amounts included in the measurement of lease liabilities: ​ ​ ​ ​ ​ Operating cash flows for operating leases $ 1,391 ​ $ 1,325 Operating cash flows for finance leases $ 195 ​ $ 167 Financing cash flows for finance leases $ 779 ​ $ 637 Non-cash activity: ​ ​ ROU assets obtained in exchange for new operating lease liabilities $ 1,028 ​ $ 1,521 ROU assets obtained in exchange for new financing lease liabilities $ 1,036 ​ $ 3,670 ​ Maturities of lease liabilities are summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Leases ​ Finance Leases Year ending December 31, ​ ​ ​ ​ ​ ​ 2023 (excluding the three months ended March 31, 2023) ​ $ 4,266 ​ $ 3,220 2024 ​ 5,016 ​ 4,373 2025 ​ 3,569 ​ 3,562 2026 ​ 1,823 ​ 1,822 2027 ​ 1,704 ​ 1,529 Thereafter ​ 656 ​ 1,584 Total future minimum lease payments ​ 17,034 ​ 16,090 Less - amount representing interest ​ 1,489 ​ 1,722 Present value of future minimum lease payments ​ 15,545 ​ 14,368 Less - current lease obligations ​ 4,936 ​ 3,486 Long-term lease obligations ​ $ 10,609 ​ $ 10,882 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 1 ​ 29 ​ Table of Contents 19. Subsequent Events ​ On April 26, 2023, the Company entered into a Land Sale Contract with Equity Resource Partners - East West, LLC, a Georgia limited liability company, who, subject to normal due diligence conditions, has agreed to purchase two parcels of land in Harris County, Texas (approximately 341.3 acres), previously used by the Company as dredge placement areas. The purchase price is approximately $ 36.0 million, and closing is anticipated on or before September 29, 2023. ​ On, May 5, 2023, the Company obtained from the Credit Facility lenders an extension of the consent with respect to the delivery of its annual financial statements with an audit opinion unqualified as to going concern and a consent for the Consolidated Leverage Ratio to exceed 3.00 to 1.00 and for the Consolidated Fixed Charge Coverage Ratio to be less than 1.25 to 1.00 for the Fiscal Quarter Ending March 31, 2023. ​ On May 15, 2023, the Company entered into a new three-year $ 103.0 million senior secured credit facility with White Oak. This credit facility has replaced the Company’s $ 42.5 million revolver with Regions Bank and other lenders. At the same time, the Company entered into a $ 13.0 million sale-leaseback of certain concrete segment equipment with Gordon Brothers (the “Sale-Leaseback”). The new credit facility includes a $ 65.0 million asset based revolving credit facility and a $ 38.0 million fixed asset term loan. The Revolver will initially bear interest at a rate of the 30-day SOFR plus 5.5 % and the Term Loan at a rate of the 30-day SOFR plus 8.0 %, subject to a SOFR floor of 4.0 %. At closing, the Company made an initial Revolver draw of $ 9.5 million. Borrowings from the facility will primarily be used to refinance existing debt as well as for other general corporate and working capital purposes. The Sale-Leaseback includes equipment on lease schedules of 24-months and 36-months . ​ ​ ​ ​ ​ ​ 30 ​ Table of Contents