Florida
|
|
59-0712746
|
(State or other jurisdiction of Incorporation or Organization)
|
|
(IRS Employer Identification No.)
|
(Check one):
|
Large accelerated filer
o
|
Accelerated filer
o
|
|
Non-accelerated filer
o
|
Smaller reporting company
x
|
|
|
Page No.
|
F
INANCIAL INFORMATION
|
|
|
Item 1.
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
Item 2.
|
||
Item 3.
|
Quantitative and Qualitative Disclosures about Market Risk
|
|
Item 4.
|
Controls and Procedures
|
|
OTHER INFORMATION
|
||
Item 1.
|
Legal Proceedings
|
|
Item 1A.
|
Risk Factors
|
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
|
Item 3.
|
Defaults Upon Senior Securities
|
|
Item 4.
|
Mine Safety Disclosures
|
|
Item 5.
|
Other Information
|
|
Item 6.
|
Exhibits
|
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
|
(Unaudited)
|
|
|
||||
|
(in thousands)
|
||||||
Current assets
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
428
|
|
|
$
|
642
|
|
Income tax receivable
|
11
|
|
|
14
|
|
||
Accounts receivable – trade (after allowance for doubtful accounts of $35.0 thousand in 2016 and 2015, respectively)
|
2,095
|
|
|
1,669
|
|
||
Receivables from related parties
|
63
|
|
|
208
|
|
||
Inventories
|
2,826
|
|
|
2,410
|
|
||
Prepaid expenses and other current assets
|
168
|
|
|
160
|
|
||
Total current assets
|
5,591
|
|
|
5,103
|
|
||
Net property and equipment
|
13,602
|
|
|
14,152
|
|
||
Other assets
|
|
|
|
|
|
||
Deferred income taxes
|
97
|
|
|
97
|
|
||
Other non-current assets
|
293
|
|
|
82
|
|
||
Total other assets
|
390
|
|
|
179
|
|
||
Total assets
|
$
|
19,583
|
|
|
$
|
19,434
|
|
|
|
|
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
|
(Unaudited)
|
|
|
||||
|
(in thousands, except par value and share information)
|
||||||
Current liabilities
|
|
|
|
|
|
||
Current maturities of long-term debt
|
$
|
—
|
|
|
$
|
20
|
|
Accounts payable
|
1,895
|
|
|
2,152
|
|
||
Payable to related parties
|
343
|
|
|
1,922
|
|
||
Other current liabilities
|
317
|
|
|
194
|
|
||
Total current liabilities
|
2,555
|
|
|
4,288
|
|
||
Long-term liabilities
|
|
|
|
|
|
||
Long-term debt, net of current maturities
|
1,667
|
|
|
—
|
|
||
Long-term debt, net of current maturities, related parties
|
1,504
|
|
|
—
|
|
||
Total long-term liabilities
|
3,171
|
|
|
—
|
|
||
Shareholders’ equity
|
|
|
|
|
|
||
Common stock, $0.0033 par value: 20.0 million shares authorized in 2016 and 2015; 8,049,622 shares issued in 2016 and 2015; 8,018,932 shares outstanding in 2016 and 2015
|
27
|
|
|
27
|
|
||
Additional paid-in capital
|
23,691
|
|
|
23,555
|
|
||
Stock warrants outstanding
|
1,025
|
|
|
1,025
|
|
||
Retained losses
|
(10,842
|
)
|
|
(9,417
|
)
|
||
Treasury stock at cost, 30,690 shares in 2016 and 2015, respectively
|
(44
|
)
|
|
(44
|
)
|
||
Total shareholders’ equity
|
13,857
|
|
|
15,146
|
|
||
Total liabilities and shareholders’ equity
|
$
|
19,583
|
|
|
$
|
19,434
|
|
|
|
|
|
|
For the three months ended
|
||||||
|
March 31, 2016
|
|
March 31, 2015
|
||||
Revenue from product sales
|
$
|
5,998
|
|
|
$
|
16,269
|
|
Cost of sales for product sales
|
6,175
|
|
|
17,573
|
|
||
Inventory adjustment for lower of cost or market
|
—
|
|
|
791
|
|
||
Impairment loss, property and equipment
|
—
|
|
|
637
|
|
||
Total cost of sales
|
6,175
|
|
|
19,001
|
|
||
Selling, general and administrative expenses
|
1,199
|
|
|
946
|
|
||
Loss before other income (expense)
|
(1,376
|
)
|
|
(3,678
|
)
|
||
Other income (expense)
|
|
|
|
|
|
||
Interest expense, including loan fee amortization
|
(59
|
)
|
|
(162
|
)
|
||
Gain (loss) on sale of assets
|
—
|
|
|
424
|
|
||
Other income (expense), net
|
11
|
|
|
13
|
|
||
Total other income (expense)
|
(48
|
)
|
|
275
|
|
||
Loss before income taxes
|
(1,424
|
)
|
|
(3,403
|
)
|
||
Income tax provision
|
1
|
|
|
8
|
|
||
Net loss from continuing operations
|
$
|
(1,425
|
)
|
|
$
|
(3,411
|
)
|
Income from discontinued operations, net of tax
|
—
|
|
|
310
|
|
||
Net loss
|
$
|
(1,425
|
)
|
|
$
|
(3,101
|
)
|
|
|
|
|
||||
Net income (loss) per share of common stock:
|
|
|
|
||||
Basic:
|
|
|
|
||||
Continuing operations
|
$
|
(0.18
|
)
|
|
$
|
(0.43
|
)
|
Discontinued operations
|
—
|
|
|
0.04
|
|
||
Diluted:
|
|
|
|
||||
Continuing operations
|
$
|
(0.18
|
)
|
|
$
|
(0.43
|
)
|
Discontinued operations
|
—
|
|
|
0.04
|
|
||
|
|
|
|
||||
Weighted average shares outstanding:
|
|
|
|
|
|
||
Basic
|
8,019
|
|
|
7,965
|
|
||
Diluted
|
8,019
|
|
|
7,965
|
|
|
For the three months ended
|
||||||
|
March 31, 2016
|
|
March 31, 2015
|
||||
|
(in thousands)
|
||||||
Net income (loss)
|
$
|
(1,425
|
)
|
|
$
|
(3,101
|
)
|
|
|
|
|
||||
Other comprehensive income (loss):
|
|
|
|
||||
Unrealized gain (loss) on derivative instruments
|
—
|
|
|
(10
|
)
|
||
|
|
|
|
||||
Comprehensive income (loss)
|
$
|
(1,425
|
)
|
|
$
|
(3,111
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Common Stock
|
|
Additional Paid-in Capital
|
|
Stock Warrants
|
|
Retained Losses
|
|
Treasury Stock
|
|
Total Shareholders’ Equity
|
||||||||||||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Cost
|
||||||||||||||||||||||
|
(in thousands, except share information)
|
||||||||||||||||||||||||||||
Balance as of December 31, 2015
|
8,049,622
|
|
|
$
|
27
|
|
|
$
|
23,555
|
|
|
$
|
1,025
|
|
|
$
|
(9,417
|
)
|
|
(30,690
|
)
|
|
$
|
(44
|
)
|
|
$
|
15,146
|
|
Share-based compensation
|
—
|
|
|
—
|
|
|
136
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
136
|
|
||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,425
|
)
|
|
—
|
|
|
—
|
|
|
(1,425
|
)
|
||||||
Balance as of March 31, 2016
|
8,049,622
|
|
|
$
|
27
|
|
|
$
|
23,691
|
|
|
$
|
1,025
|
|
|
$
|
(10,842
|
)
|
|
(30,690
|
)
|
|
$
|
(44
|
)
|
|
$
|
13,857
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2016
|
|
2015
|
||||
|
(in thousands)
|
||||||
Cash flows from operating activities
|
|
||||||
Net loss from continuing operations
|
$
|
(1,425
|
)
|
|
$
|
(3,411
|
)
|
Adjustments to reconcile net loss to net cash from (used in) operating activities:
|
|
|
|
|
|
||
Depreciation and amortization
|
550
|
|
|
614
|
|
||
Inventory write-down
|
—
|
|
|
791
|
|
||
Impairment loss, property and equipment
|
—
|
|
|
637
|
|
||
Share-based compensation expense
|
136
|
|
|
131
|
|
||
Gain on sale of property and equipment
|
—
|
|
|
(424
|
)
|
||
Amortization of loan fees included in interest expense
|
40
|
|
|
15
|
|
||
Change in assets and liabilities
|
|
|
|
||||
Receivables
|
(426
|
)
|
|
3,681
|
|
||
Receivables from related parties
|
145
|
|
|
—
|
|
||
Inventories
|
(416
|
)
|
|
460
|
|
||
Income tax receivable/payable
|
3
|
|
|
—
|
|
||
Other assets
|
(18
|
)
|
|
(12
|
)
|
||
Accounts payable
|
(257
|
)
|
|
(163
|
)
|
||
Payables to related parties
|
(75
|
)
|
|
—
|
|
||
Other current liabilities
|
123
|
|
|
199
|
|
||
Net cash from (used in) operating activities
|
(1,620
|
)
|
|
2,518
|
|
||
Cash flows from investing activities
|
|
|
|
|
|
||
Proceeds from sale of property and equipment
|
—
|
|
|
848
|
|
||
Purchases of property and equipment
|
—
|
|
|
(26
|
)
|
||
Net cash from investing activities
|
—
|
|
|
822
|
|
||
Cash flows from financing activities
|
|
|
|
|
|
||
Loan fees capitalized
|
(241
|
)
|
|
—
|
|
||
Change in bank overdrafts
|
—
|
|
|
(35
|
)
|
||
Payments on long-term debt
|
(20
|
)
|
|
(4,934
|
)
|
||
Proceeds from long-term debt
|
1,667
|
|
|
90
|
|
||
Net cash from (used in) financing activities
|
1,406
|
|
|
(4,879
|
)
|
||
Cash flows from discontinued operations
|
|
|
|
||||
Net cash provided by operating activities
|
—
|
|
|
997
|
|
||
Net cash used in investing activities
|
—
|
|
|
(115
|
)
|
||
Net cash from discontinued operations
|
—
|
|
|
882
|
|
||
Net change in cash and cash equivalents
|
(214
|
)
|
|
(657
|
)
|
||
Cash and cash equivalents at beginning of period
|
642
|
|
|
1,059
|
|
||
Cash and cash equivalents at end of period
|
$
|
428
|
|
|
$
|
402
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
||
Cash paid for interest
|
$
|
22
|
|
|
$
|
162
|
|
Supplemental disclosure of noncash investing and financing activities:
|
|
|
|
|
|
||
Increase (decrease) in equipment purchases accrual
|
$
|
—
|
|
|
$
|
99
|
|
Conversion of related party payables to long-term debt, related parties
|
$
|
1,504
|
|
|
$
|
—
|
|
|
|
Fair Value at Reporting Date Using
|
|
|
||||||||
|
|
Quoted Prices in Active Markets for Identical Assets
|
|
Significant Other Observable Inputs
|
|
|
||||||
Assets:
|
|
Level 1
|
|
Level 2
|
|
Total
|
||||||
Cash and cash equivalents
|
|
$
|
428
|
|
|
$
|
—
|
|
|
$
|
428
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
||||
Long-term debt
|
|
$
|
—
|
|
|
$
|
(1,667
|
)
|
|
$
|
(1,667
|
)
|
Long term debt, related parties
|
|
$
|
—
|
|
|
$
|
(1,504
|
)
|
|
$
|
(1,504
|
)
|
|
March 31, 2016
|
|
December 31, 2015
|
||||||||||||||||||||||||||||
|
Raw
Materials
|
|
Finished
Goods
|
|
Processing
Costs
|
|
Total
(unaudited)
|
|
Raw
Materials
|
|
Finished
Goods
|
|
Processing
Costs
|
|
Total
|
||||||||||||||||
|
(in thousands)
|
||||||||||||||||||||||||||||||
Ferrous and non-ferrous materials
|
$
|
1,602
|
|
|
$
|
626
|
|
|
$
|
592
|
|
|
$
|
2,820
|
|
|
$
|
1,354
|
|
|
$
|
649
|
|
|
$
|
404
|
|
|
$
|
2,407
|
|
Other
|
—
|
|
|
6
|
|
|
—
|
|
|
6
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
3
|
|
||||||||
Total inventories for sale
|
$
|
1,602
|
|
|
$
|
632
|
|
|
$
|
592
|
|
|
$
|
2,826
|
|
|
$
|
1,354
|
|
|
$
|
652
|
|
|
$
|
404
|
|
|
$
|
2,410
|
|
|
2016
|
|
2015
|
||||
|
(Unaudited)
|
|
|
||||
|
(in thousands)
|
||||||
Revolving credit facility with MidCap at March 31, 2016 and Wells Fargo at December 31, 2015, see above description for additional details.
|
$
|
1,667
|
|
|
$
|
20
|
|
K&R, LLC related party note (See Note 6 - Related Party Transactions)
|
884
|
|
|
—
|
|
||
7100 Grade Lane, LLC related party note (See Note 6 - Related Party Transactions)
|
620
|
|
|
—
|
|
||
|
3,171
|
|
|
20
|
|
||
Less current maturities
|
—
|
|
|
20
|
|
||
|
$
|
3,171
|
|
|
$
|
—
|
|
2017
|
|
$
|
—
|
|
2018
|
|
1,667
|
|
|
2019
|
|
—
|
|
|
2020
|
|
1,504
|
|
|
2021
|
|
—
|
|
|
Total
|
|
$
|
3,171
|
|
2017
|
|
$
|
1,154
|
|
2018
|
|
955
|
|
|
2019
|
|
404
|
|
|
2020
|
|
194
|
|
|
2021
|
|
—
|
|
|
Future minimum lease payments
|
|
$
|
2,707
|
|
|
2016
|
|
2015
|
||||
|
(in thousands, except per share information)
|
||||||
Continuing operations:
|
|
|
|
||||
Basic loss per share
|
|
|
|
||||
Net loss
|
$
|
(1,425
|
)
|
|
$
|
(3,411
|
)
|
Weighted average shares outstanding
|
8,019
|
|
|
7,965
|
|
||
Basic loss per share
|
$
|
(0.18
|
)
|
|
$
|
(0.43
|
)
|
Diluted loss per share
|
|
|
|
||||
Net loss
|
$
|
(1,425
|
)
|
|
$
|
(3,411
|
)
|
Weighted average shares outstanding
|
8,019
|
|
|
7,965
|
|
||
Add dilutive effect of assumed exercising of stock options and warrants
|
—
|
|
|
—
|
|
||
Diluted weighted average shares outstanding
|
8,019
|
|
|
7,965
|
|
||
Diluted loss per share
|
$
|
(0.18
|
)
|
|
$
|
(0.43
|
)
|
|
2016
|
|
2015
|
||||
|
(in thousands, except per share information)
|
||||||
Discontinued operations:
|
|
|
|
||||
Basic income per share
|
|
|
|
||||
Net income
|
$
|
—
|
|
|
$
|
310
|
|
Weighted average shares outstanding
|
8,019
|
|
|
7,965
|
|
||
Basic income per share
|
$
|
—
|
|
|
$
|
0.04
|
|
Diluted income per share
|
|
|
|
||||
Net income
|
$
|
—
|
|
|
$
|
310
|
|
Weighted average shares outstanding
|
8,019
|
|
|
7,965
|
|
||
Add dilutive effect of assumed exercising of stock options and warrants
|
—
|
|
|
—
|
|
||
Diluted weighted average shares outstanding
|
8,019
|
|
|
7,965
|
|
||
Diluted income per share
|
$
|
—
|
|
|
$
|
0.04
|
|
|
|
2016
|
|
2015
|
||
K&R, LLC and 7100 LLC:
|
|
|
|
|
||
Deposit amounts owed to the Company by K&R
|
(1)
|
42
|
|
|
74
|
|
Property deposit payable to K&R
|
(2)
|
—
|
|
|
500
|
|
Note payable to related parties
|
(3)
|
1,504
|
|
|
—
|
|
Accrued interest to related parties
|
(2)
|
6
|
|
|
—
|
|
Facility rent payable to K&R
|
(2)
|
(28
|
)
|
|
821
|
|
Equipment rent payable to K&R
|
(2)
|
5
|
|
|
132
|
|
Facility rent expense to K&R
|
(4)
|
161
|
|
|
161
|
|
Equipment rent expense to K&R
|
(4)
|
15
|
|
|
32
|
|
|
|
|
|
|
||
Algar, Inc.:
|
|
|
|
|
||
Accounts receivable from Algar for scrap transactions
|
(1)
|
5
|
|
|
93
|
|
Accounts receivable from Algar for logistical services
|
(1)
|
1
|
|
|
19
|
|
Accounts payable to Algar
|
(2)
|
4
|
|
|
28
|
|
Bonus payable to Algar
|
(2)
|
147
|
|
|
189
|
|
Revenue from scrap sales to Algar
|
(4)
|
12
|
|
|
—
|
|
Revenue from logistical services to Algar
|
(4)
|
27
|
|
|
7
|
|
Revenue from IT services to Algar
|
(4)
|
7
|
|
|
5
|
|
Scrap material purchases from Algar
|
(4)
|
391
|
|
|
356
|
|
Management fee expense
|
(4)
|
63
|
|
|
58
|
|
Bonus expense to Algar
|
(4)
|
100
|
|
|
—
|
|
Other expenses to Algar
|
(4)
|
6
|
|
|
16
|
|
|
|
|
|
|
||
Board of Directors: *
|
|
|
|
|
||
Accounts payable to the Board of Directors for fees
|
(2)
|
207
|
|
|
250
|
|
Board of director fee expense
|
(4)
|
2
|
|
|
45
|
|
|
|
|
|
|
||
LK Property Investments, LLC:
|
|
|
|
|
||
Lease deposit to LK Property
|
(1)
|
3
|
|
|
3
|
|
Accounts payable to LK Property
|
(2)
|
2
|
|
|
2
|
|
Rent expense to LK Property**
|
(4)
|
9
|
|
|
—
|
|
|
|
|
|
|
||
Metal X, LLC:
|
|
|
|
|
||
Accounts receivable from Metal X
|
(1)
|
12
|
|
|
19
|
|
Revenue from product sales to Metal X
|
(4)
|
12
|
|
|
344
|
|
Options
|
|
Number of shares (in thousands)
|
|
Weighted Average Exercise Price per Share
|
|
Weighted Average Remaining Contractual Term
|
|
Weighted Average Grant Date Fair Value
|
||||||
Outstanding at December 31, 2014
|
|
2,152
|
|
|
$
|
5.02
|
|
|
2.7 years
|
|
|
$
|
2.23
|
|
Granted
|
|
20
|
|
|
5.71
|
|
|
—
|
|
|
3.01
|
|
||
Outstanding at December 31, 2015
|
|
2,172
|
|
|
$
|
5.02
|
|
|
1.7 years
|
|
|
$
|
2.24
|
|
Outstanding at March 31, 2016
|
|
2,172
|
|
|
$
|
5.02
|
|
|
1.5 years
|
|
|
$
|
2.24
|
|
Exercisable at March 31, 2016
|
|
1,309
|
|
|
$
|
4.96
|
|
|
1.5 years
|
|
|
$
|
2.26
|
|
Securities available for grant at March 31, 2016
|
|
1,556
|
|
|
|
|
|
|
|
|
2015
|
||
|
(in thousands)
|
||
Revenue from services and product sales
|
$
|
1,929
|
|
Cost of sales for services
|
1,423
|
|
|
Selling, general, and administrative expenses
|
202
|
|
|
Gain on the sale of equipment
|
6
|
|
|
Net income
|
$
|
310
|
|
|
2015
|
||
|
(in thousands)
|
||
Cash flows from operating activities
|
|
|
|
Net income from discontinued operations
|
$
|
310
|
|
Adjustments to reconcile net loss to net cash from operating activities:
|
|
|
|
Depreciation and amortization
|
106
|
|
|
Gain on sale of property and equipment
|
(6
|
)
|
|
Change in assets and liabilities
|
|
|
|
Receivables
|
212
|
|
|
Inventories
|
(1
|
)
|
|
Other assets
|
(3
|
)
|
|
Accounts payable
|
354
|
|
|
Other current liabilities
|
25
|
|
|
Net cash from operating activities
|
$
|
997
|
|
Cash flows from investing activities
|
|
|
|
Proceeds from sale of property and equipment
|
6
|
|
|
Purchases of property and equipment
|
(121
|
)
|
|
Net cash used in investing activities
|
$
|
(115
|
)
|
|
2015
|
||
|
(in thousands, except per share data)
|
||
Total revenue
|
$
|
16,269
|
|
Net loss from continuing operations
|
(3,411
|
)
|
|
Net loss
|
(3,101
|
)
|
|
|
|
||
Net loss from continuing operations per share
|
$
|
(0.43
|
)
|
Net loss per share
|
(0.39
|
)
|
|
Three months ended
|
||||
|
March 31,
|
||||
|
2016
|
|
2015
|
||
Statements of Operations Data:
|
|
|
|
||
Total revenue
|
100.0
|
%
|
|
100.0
|
%
|
Total cost of sales
|
103.0
|
%
|
|
116.8
|
%
|
Selling, general and administrative expenses
|
20.0
|
%
|
|
5.8
|
%
|
Loss before other expenses
|
(22.9
|
)%
|
|
(22.6
|
)%
|
•
|
An increase in labor, overtime and bonus expense and director fees of $0.1 million; and
|
•
|
An increase in consulting expense of $0.1 million.
|
|
Payments due by period (in thousands)
|
||||||||||||||||||
|
Total
|
|
Less than
1 year
|
|
1 - 2 years
|
|
3 - 5 years
|
|
More than
5 years
|
||||||||||
Obligation Description
(2)
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt obligations
|
$
|
3,171
|
|
|
$
|
—
|
|
|
$
|
1,667
|
|
|
$
|
1,504
|
|
|
$
|
—
|
|
Operating lease obligations
(1)
|
2,707
|
|
|
1,154
|
|
|
1,359
|
|
|
194
|
|
|
—
|
|
|||||
Total
|
$
|
5,878
|
|
|
$
|
1,154
|
|
|
$
|
3,026
|
|
|
$
|
1,698
|
|
|
$
|
—
|
|
(1)
|
See Note 4 - Lease Commitments and Note 6 - Related Party Transactions for detailed information related to the Company's operating lease obligations.
|
(2)
|
All interest commitments under interest-bearing debt are included in this table, excluding the expired interest rate swaps, for which changes in value are accounted for in other comprehensive income.
|
|
|
INDUSTRIAL SERVICES OF AMERICA, INC.
|
Date:
|
May 13, 2016
|
By /s/ Orson Oliver
|
|
|
Orson Oliver
|
|
|
Chairman of the Board and Interim Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
|
|
|
Date:
|
May 13, 2016
|
By /s/ Todd L. Phillips
|
|
|
Todd L. Phillips, Chief Financial Officer
|
|
|
(Principal Financial and Accounting Officer)
|
Exhibit
Number
|
Description of Exhibits
|
10.1
|
Asset Purchase Agreement Amendment No. 1 dated April 1, 2016, by and among Industrial Services of America, Inc., WESSCO, LLC, and Compactor Rentals of America, LLC.
|
10.2
|
Asset Purchase Agreement Amendment No. 2 dated April 15, 2016, by and among Industrial Services of America, Inc., WESSCO, LLC, and Compactor Rentals of America, LLC.
|
31.1
|
Rule 13a-14(a) Certification of Orson Oliver for the Form 10-Q for the quarter ended March 31, 2016.
|
31.2
|
Rule 13a-14(a) Certification of Todd L. Phillips for the Form 10-Q for the quarter ended March 31, 2016.
|
32.1
|
Section 1350 Certification of Orson Oliver and Todd L. Phillips for the Form 10-Q for the quarter ended March 31, 2016.
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
XBRL Taxonomy Extension Calculation Document
|
101.DEF
|
XBRL Taxonomy Extension Definitions Document
|
101.LAB
|
XBRL Taxonomy Extension Labels Document
|
101.PRE
|
XBRL Taxonomy Extension Presentation Document
|
|
PURCHASER
COMPACTOR RENTALS OF AMERICA, LLC
By: /s/ John W. Powers
Name: John W. Powers
Title: Vice President
|
|
|
|
SELLERS
INDUSTRIAL SERVICES OF AMERICA, INC.
By: /s/ Todd L. Phillips
Name: Todd L. Phillips
Title: Chief Financial Officer
|
|
WESSCO, LLC, a dissolved Delaware limited liability company.
By: Industrial Services of America, Inc.,
Manager
By: /s/ Todd L. Phillips
Name: Todd L. Phillips
Title: Chief Financial Officer
|
|
|
1.
|
I have reviewed this Form 10-
Q
for the
quarter
ended
March 31, 2016
of Industrial Services of America, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in the report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
May 13, 2016
|
By /s/ Orson Oliver
|
Date
|
Orson Oliver, Chairman of the Board and Interim Chief Executive Officer
|
|
(Principal Executive Officer)
|
1.
|
I have reviewed this Form 10-
Q
for the
quarter
ended
March 31, 2016
of Industrial Services of America, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in the report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
May 13, 2016
|
By /s/ Todd L. Phillips
|
Date
|
Todd L. Phillips, Chief Financial Officer
|
|
(Principal Financial and Accounting Officer)
|
|
By /s/ Orson Oliver
|
|
Orson Oliver, Chairman of the Board and Interim Chief Executive Officer
|
|
|
|
By /s/ Todd L. Phillips
|
|
Todd L. Phillips, Chief Financial Officer
|