|
|
Delaware
|
|
84-0608431
|
(State of Incorporation or Organization)
|
|
(I.R.S. Employer Identification No.)
|
Title of each class
|
|
Name of each exchange on which registered
|
Common Stock, $.05 Par Value
|
|
The Nasdaq Global Select Market
|
Large accelerated filer
o
|
|
Accelerated filer
x
|
|
|
|
Non-accelerated filer
o
|
|
Smaller reporting company
o
|
|
|
|
|
|
Emerging growth company
o
|
|
|
|
Page
|
|
|
|
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
|
|
(Dollars in Thousands)
|
||||||||||
|
|
For the years ended December 31,
|
||||||||||
|
|
2018
|
|
2017
|
|
2016
|
||||||
United States
|
|
$
|
221,847
|
|
|
$
|
116,083
|
|
|
$
|
78,999
|
|
Canada
|
|
30,126
|
|
|
23,377
|
|
|
16,021
|
|
|||
United Arab Emirates
|
|
4,093
|
|
|
1,768
|
|
|
7,449
|
|
|||
France
|
|
4,581
|
|
|
3,032
|
|
|
3,744
|
|
|||
South Korea
|
|
2,263
|
|
|
1,173
|
|
|
1,690
|
|
|||
Germany
|
|
4,067
|
|
|
5,397
|
|
|
5,979
|
|
|||
Russia
|
|
4,117
|
|
|
4,504
|
|
|
3,731
|
|
|||
India
|
|
4,291
|
|
|
2,927
|
|
|
5,066
|
|
|||
Egypt
|
|
2,419
|
|
|
2,721
|
|
|
1,942
|
|
|||
Spain
|
|
1,083
|
|
|
1,126
|
|
|
1,500
|
|
|||
Iraq
|
|
314
|
|
|
77
|
|
|
13
|
|
|||
China
|
|
12,503
|
|
|
3,673
|
|
|
7,012
|
|
|||
Italy
|
|
1,730
|
|
|
1,582
|
|
|
2,577
|
|
|||
Hong Kong
|
|
496
|
|
|
255
|
|
|
699
|
|
|||
Sweden
|
|
2,339
|
|
|
2,009
|
|
|
2,124
|
|
|||
Rest of the world
|
|
30,160
|
|
|
23,099
|
|
|
20,029
|
|
|||
|
|
|
|
|
|
|
||||||
Total
|
|
$
|
326,429
|
|
|
$
|
192,803
|
|
|
$
|
158,575
|
|
•
|
increased costs associated with opening new facilities, including the ability to meet budget constraints on construction projects;
|
•
|
difficulties in the timing of expansions, including delays in the implementation of construction and manufacturing plans;
|
•
|
the inability to successfully integrate additional facilities or incremental capacity and to realize anticipated efficiencies, economies of scale or other value;
|
•
|
challenges faced as a result of transitioning programs;
|
•
|
additional fixed or other costs, or selling, general and administrative ("SG&A") expenses, which may not be fully absorbed by the new business;
|
•
|
a reduction of our return on invested capital, including as a result of excess inventory or excess capacity at new facilities;
|
•
|
diversion of management’s attention from other business areas during the planning and implementation of expansions;
|
•
|
increased debt levels and borrowing costs;
|
•
|
strain placed on our operational, financial and other systems and resources; and
|
•
|
inability to locate sufficient employees or management talent to support the expansion.
|
•
|
political and economic instability, including:
|
◦
|
civil unrest, acts of terrorism, force majeure, war, other armed conflict, and sanctions;
|
◦
|
inflation; and
|
◦
|
currency fluctuations, devaluations, conversion, or repatriation restrictions; and
|
•
|
governmental actions that may:
|
◦
|
result in expropriation and nationalization of our assets in that country;
|
◦
|
result in confiscatory taxation or other adverse tax policies;
|
◦
|
limit extraction of shale gas or oil using hydraulic fracturing;
|
◦
|
limit or disrupt markets or our operations, restrict payments, or limit the movement of funds;
|
◦
|
result in increased tariffs;
|
◦
|
impose trade and economic sanctions or other restrictions;
|
◦
|
increase borrowing costs;
|
◦
|
result in the deprivation of contract rights; and
|
◦
|
result in the inability to obtain or retain licenses required for operation.
|
•
|
identifying suitable candidates for acquisition and negotiating acceptable terms;
|
•
|
obtaining approval from regulatory authorities and potentially DMC’s shareholders;
|
•
|
maintaining our financial and strategic focus and avoiding distraction of management during the process of integrating the acquired business;
|
•
|
implementing our standards, controls, procedures and policies at the acquired business and addressing any pre-existing liabilities or claims involving the acquired business; and
|
•
|
to the extent the acquired operations are in a country in which we have not operated historically, understanding the regulations and challenges of operating in that new jurisdiction.
|
•
|
changes in the oil and gas, industrial, or infrastructure markets;
|
•
|
operating and financial performance that vary from the expectations of management, securities analysts or investors;
|
•
|
developments in our business or in our business sectors generally;
|
•
|
regulatory changes affecting our industry generally or our business and operations;
|
•
|
the operating and stock price performance of companies that investors consider to be comparable to us;
|
•
|
announcements of strategic developments, acquisitions and other material events by us or our competitors;
|
•
|
our ability to integrate and operate the companies and the businesses that we acquire; and
|
•
|
changes in global financial markets and global economies and general market conditions, including volatility in foreign exchange rates, tariffs and stock, commodity, credit or asset valuations, and federal government actions or shutdowns.
|
Location
|
|
Property Type
|
|
Property Size
|
|
Owned/Leased
|
|
Expiration Date of Lease
(if applicable)
|
Boulder, Colorado (a)
|
|
Corporate and Sales Office
|
|
14,630 sq. ft.
|
|
Leased
|
|
November 30, 2022
|
Broomfield, Colorado
|
|
Corporate and Sales Office
|
|
18,284 sq. ft.
|
|
Leased
|
|
September 1, 2029
|
Location
|
|
Property Type
|
|
Property Size
|
|
Owned/Leased
|
|
Expiration Date of Lease
(if applicable)
|
Troisdorf, Germany
|
|
Manufacturing and administration office
|
|
Manufacturing: 263,201 sq. ft.
Office: 2,033 sq. ft.
|
|
Leased
|
|
December 31, 2020, with renewal option for 5 years
|
Troisdorf, Germany
|
|
Office, Sieglarer Strasse
|
|
9,203 sq. ft.
|
|
Leased
|
|
February 29, 2020 with yearly renewal options
|
Liebenscheid, Germany
|
|
Manufacturing and office
|
|
91, 493 sq. ft.
|
|
Owned
|
|
|
Edmonton, Alberta (a)
|
|
Sales office and warehouse
|
|
24,000 sq. ft.
|
|
Leased
|
|
January 31, 2019
|
Grande Prairie, Alberta
|
|
Sales office and warehouse
|
|
3,504 sq. ft.
|
|
Leased
|
|
December 31, 2021
|
Grande Prairie, Alberta
|
|
Storage magazines
|
|
144 sq. ft.
|
|
Leased
|
|
Month to month agreement
|
Red Deer, Alberta (b)
|
|
Sales office and warehouse
|
|
12,500 sq. ft.
|
|
Leased
|
|
March 31, 2020
|
Red Deer, Alberta
|
|
Storage magazines
|
|
1,000 sq. ft.
|
|
Leased
|
|
Lease is continuous until either party gives 120 days notice
|
Bonnyville, Alberta (a)
|
|
Sales office and warehouse
|
|
5,355 sq. ft.
|
|
Leased
|
|
October 31, 2019
|
Bonnyville, Alberta
|
|
Storage magazines
|
|
95 sq. ft.
|
|
Leased
|
|
Month to month agreement
|
Andrews, Texas
|
|
Office and warehouse
|
|
4,000 sq. ft.
|
|
Leased
|
|
Month to month agreement
|
Andrews, Texas
|
|
Land for magazines
|
|
600 sq. ft.
|
|
Leased
|
|
Month to month agreement
|
Houston, Texas
|
|
Office
|
|
4,572 sq. ft.
|
|
Leased
|
|
April 30, 2023
|
Blum, Texas
|
|
Office, warehouse, and manufacturing
|
|
83,000 sq. ft.
|
|
Owned
|
|
|
Blum, Texas (c)
|
|
Warehouse
|
|
10,000 sq. ft.
|
|
Owned
|
|
|
Blum, Texas
|
|
Land for office, warehouse, and manufacturing
|
|
284 acres
|
|
Owned
|
|
|
Victoria, Texas
|
|
Office and warehouse
|
|
4,000 sq. ft.
|
|
Leased
|
|
Month to month agreement
|
Victoria, Texas
|
|
Storage magazine
|
|
8,000 sq. ft.
|
|
Leased
|
|
Month to month agreement
|
Whitney, Texas
|
|
Office, warehouse, and manufacturing
|
|
36,000 sq. ft.
|
|
Owned
|
|
|
Location
|
|
Property Type
|
|
Property Size
|
|
Owned/Leased
|
|
Expiration Date of Lease
(if applicable)
|
Lafayette, Louisiana
|
|
Office and warehouse
|
|
6,800 sq. ft.
|
|
Leased
|
|
Month to month agreement
|
Beaux Bridge, Louisiana
|
|
Storage magazine
|
|
600 sq. ft.
|
|
Leased
|
|
Month to month agreement
|
Dunbar, Pennsylvania
|
|
Storage magazines
|
|
400 sq. ft.
|
|
Owned
|
|
|
Mt. Braddock, Pennsylvania
|
|
Office and warehouse
|
|
661 sq. ft.
|
|
Owned
|
|
|
Oklahoma City, OK
|
|
Office and Warehouse
|
|
5,900 sq ft.
|
|
Leased
|
|
Month to month agreement
|
Oklahoma City, OK
|
|
Storage Magazines
|
|
24 sq ft.
|
|
Leased
|
|
March 31, 2022
|
Russia, Nizhnetavdinskiy District
|
|
Land
|
|
59.7 acres
|
|
Owned
|
|
|
|
|
|
|
1.6 acres
|
|
Owned
|
|
|
Russia, Nizhnetavdinskiy District
|
|
Office
|
|
9,860 sq. ft.
|
|
Owned
|
|
|
Russia, Nizhnetavdinskiy District
|
|
Manufacturing
|
|
58,216 sq. ft.
|
|
Owned
|
|
|
Urengoy, Russia
|
|
Warehouse
|
|
900 sq. ft.
|
|
Leased
|
|
December 31, 2019
|
Sheremetyevo, Russia (Mezdunarodnoye Shosse 9)
|
|
Warehouse
|
|
Any shipped quantity of goods
|
|
Leased
|
|
Not limited
|
Location
|
|
Property Type
|
|
Property Size
|
|
Owned/Leased
|
|
Expiration Date of Lease
(if applicable)
|
Mt. Braddock, Pennsylvania (a)
|
|
Clad plate manufacturing and administration office
|
|
Land: 14 acres
Buildings: 101,300 sq. ft.
|
|
Owned
|
|
|
Dunbar, Pennsylvania
|
|
Clad plate shooting site
|
|
Land: 322 acres
Buildings: 15,960 sq. ft.
|
|
Leased
|
|
December 15, 2020, with renewal options through December 15, 2029
|
Cool Spring, Pennsylvania
|
|
Clad plate shooting site
|
|
1,200,000 sq. ft.
|
|
Leased
|
|
March 31, 2023, with renewal options through December 31, 2028
|
Rivesaltes, France (b)
|
|
Clad plate manufacturing, sales and administration office
|
|
Land: 6.6 acres
Buildings: 49,643 sq. ft.
|
|
Owned
|
|
|
Tautavel, France (c)
|
|
Clad shooting site
|
|
109 acres
|
|
Owned
|
|
|
Dillenburg, Germany
|
|
Clad plate shooting site
|
|
11.4 acres
|
|
Owned
|
|
|
|
|
|
|
31,345 sq. ft.
|
|
Leased
|
|
August 31, 2021
|
Würgendorf, Germany (d)
|
|
Manufacturing
|
|
Land: 24.6 acres
|
|
Owned
|
|
|
|
|
|
|
Storehouse 174 and 265: 2,756 sq. ft.
|
|
Leased
|
|
December 31, 2020 with renewal options through December 31, 2025
|
|
|
|
|
Building: 34,251 sq. ft.
|
|
Owned
|
|
|
Liebenscheid, Germany
|
|
Manufacturing
|
|
Land: 10.47 acres
Buildings: 125,394 sq. ft.
|
|
Owned
|
|
|
Total Return Analysis
|
12/31/13
|
12/31/14
|
12/31/15
|
12/31/16
|
12/31/17
|
12/31/18
|
DMC Global Inc.
|
$100.00
|
$73.69
|
$32.15
|
$72.91
|
$115.23
|
$161.55
|
Nasdaq Non-Financial Stocks
|
$100.00
|
$119.40
|
$131.05
|
$140.58
|
$186.96
|
$187.03
|
Nasdaq Composite (U.S.)
|
$100.00
|
$112.46
|
$113.00
|
$127.70
|
$155.01
|
$146.57
|
•
|
DynaEnergetics' sales of
$237,448
in
2018
increased
96%
compared with
2017
due to increased activity levels in the North American unconventional well-completions sector and growth in demand from operators and service companies for DynaEnergetics’ advanced perforating systems.
|
•
|
NobelClad’s sales of
$88,981
in
2018
increased
24%
compared with
2017
primarily due to shipping three large capital equipment projects in 2018 coupled with higher volume in core repair and maintenance projects.
|
•
|
Consolidated gross profit of
34%
in
2018
increased from
31%
in
2017
due to a higher proportion of DynaEnergetics sales relative to NobelClad sales, higher average selling prices in DynaEnergetics and the favorable impact of higher volume on fixed manufacturing overhead expenses in both segments.
|
•
|
Restructuring expenses of
$1,114
in
2018
were related
to the closure of NobelClad's manufacturing operations in France
. Restructuring expenses of
$4,283
in
2017
related
to the planned closure of NobelClad's manufacturing operations in France and the closure of DynaEnergetics' sales and distribution facility in
Kazakhstan
.
|
•
|
A goodwill impairment charge of $17,584 related to the NobelClad reporting unit was recorded in the third quarter of 2017 to reflect the decline in activity levels in NobelClad’s primary end markets during the second half of 2017.
|
•
|
Consolidated selling, general, and administrative expenses were
$61,213
in
2018
compared with
$45,724
in
2017
. The increase primarily was due to an increase of $3,700 in legal costs over 2017 related to the successful defense of patent infringement lawsuits in DynaEnergetics, increased salaries and wages from headcount additions and higher variable incentive compensation expense.
|
•
|
Net debt of
$27,980
(comprised of
$41,355
of total debt net of
$13,375
in cash) increased from
$9,001
at December 31,
2017
. Net debt, a non-GAAP measure, is calculated as amounts borrowed under our syndicated credit facility less cash and cash equivalents.
|
•
|
During the fourth quarter of 2018, DynaEnergetics completed its new manufacturing, assembly and administrative facility in Blum, Texas. Concurrently, NobelClad concluded a multi-year consolidation of its European manufacturing operations.
|
•
|
In 2019, our businesses will continue to focus on technology, product and application development. In the first quarter of 2019, DynaEnergetics completed successful field trials on its new DS Trinity
TM
system - a key addition to the DynaStage family. The three shaped charges in DS Trinity are aligned on a single plane, and at 8-inches in length, the system is up to 3.5 times shorter than conventional perforating guns. DynaEnergetics intends to release a 4-inch diameter version of DS Trinity in the second quarter of 2019, and a 3 ½-inch diameter version shortly thereafter.
|
•
|
We expect to invest $25,000 to $30,000 in capital expenditures during 2019 to further expand the capacity and capabilities at our manufacturing facilities, primarily in Blum, Texas. Investments are also planned to further the development of front-end digital apps and technology that improve our customers’ experience, and upgrades to the enterprise resource planning systems in both of our businesses.
|
•
|
Management continues to explore strategic alternatives for its Russia-based perforating manufacturing and sales operations, which contributed less than 2% to the Company’s sales in 2018.
|
•
|
Changes in global economic conditions;
|
•
|
The ability to obtain new contracts at attractive prices;
|
•
|
The size and timing of customer orders and shipments;
|
•
|
Product pricing and margins;
|
•
|
Our ability to realize sales from our backlog and our ability to adjust our manufacturing and supply chain;
|
•
|
Fluctuations in customer demand;
|
•
|
Our ability to manage periods of growth and contraction effectively;
|
•
|
General economic conditions, both domestic and foreign, impacting our business and the business of the end-market users we serve;
|
•
|
Competitive factors;
|
•
|
The timely completion of contracts;
|
•
|
The timing and size of expenditures;
|
•
|
The timely receipt of government approvals and permits;
|
•
|
The price and availability of metal and other raw material;
|
•
|
The adequacy of local labor supplies at our facilities;
|
•
|
Current or future limits on manufacturing capacity at our various operations;
|
•
|
Our ability to successfully integrate acquired businesses;
|
•
|
The ability to remain an innovative leader in our fields of business;
|
•
|
The impacts of pending or future litigation or regulatory matters;
|
•
|
The application of governmental regulation and oversight of our operations and products and the industries in which our customers operate;
|
•
|
The impacts of trade and economic sanctions or other restrictions imposed by the European Union, the United States or other countries;
|
•
|
Exposure under the United States Foreign Corrupt Practices Act (“FCPA”) or similar legislation;
|
•
|
The availability and cost of funds; and
|
•
|
Fluctuations in foreign currencies.
|
|
|
2018
|
|
2017
|
|
$ change
|
|
% change
|
|||||||
Net sales
|
|
$
|
326,429
|
|
|
$
|
192,803
|
|
|
$
|
133,626
|
|
|
69
|
%
|
Gross profit
|
|
110,695
|
|
|
59,391
|
|
|
51,304
|
|
|
86
|
%
|
|||
Gross profit percentage
|
|
33.9
|
%
|
|
30.8
|
%
|
|
|
|
|
|||||
COSTS AND EXPENSES:
|
|
|
|
|
|
|
|
|
|||||||
General and administrative expenses
|
|
38,452
|
|
|
27,135
|
|
|
11,317
|
|
|
42
|
%
|
|||
% of net sales
|
|
11.8
|
%
|
|
14.1
|
%
|
|
|
|
|
|||||
Selling and distribution expenses
|
|
22,761
|
|
|
18,589
|
|
|
4,172
|
|
|
22
|
%
|
|||
% of net sales
|
|
7.0
|
%
|
|
9.6
|
%
|
|
|
|
|
|||||
Amortization of purchased intangible assets
|
|
2,944
|
|
|
4,060
|
|
|
(1,116
|
)
|
|
(27
|
)%
|
|||
% of net sales
|
|
0.9
|
%
|
|
2.1
|
%
|
|
|
|
|
|||||
Restructuring expenses
|
|
1,114
|
|
|
4,283
|
|
|
(3,169
|
)
|
|
(74
|
)%
|
|||
Anti-dumping duty penalties
|
|
8,000
|
|
|
—
|
|
|
8,000
|
|
|
|
|
|||
Goodwill impairment charge
|
|
—
|
|
|
17,584
|
|
|
(17,584
|
)
|
|
(100
|
)%
|
|||
Operating income (loss)
|
|
37,424
|
|
|
(12,260
|
)
|
|
49,684
|
|
|
405
|
%
|
|||
Other expense, net
|
|
(1,202
|
)
|
|
(1,376
|
)
|
|
174
|
|
|
13
|
%
|
|||
Interest expense, net
|
|
(1,615
|
)
|
|
(1,648
|
)
|
|
33
|
|
|
2
|
%
|
|||
Income tax provision
|
|
4,134
|
|
|
3,569
|
|
|
565
|
|
|
16
|
%
|
|||
Net income (loss)
|
|
30,473
|
|
|
(18,853
|
)
|
|
49,326
|
|
|
262
|
%
|
|||
Adjusted EBITDA
|
|
$
|
59,638
|
|
|
$
|
23,148
|
|
|
$
|
36,490
|
|
|
158
|
%
|
|
|
2018
|
|
2017
|
||||
Net income (loss)
|
|
$
|
30,473
|
|
|
$
|
(18,853
|
)
|
Interest expense, net
|
|
1,615
|
|
|
1,648
|
|
||
Provision for income taxes
|
|
4,134
|
|
|
3,569
|
|
||
Depreciation
|
|
6,576
|
|
|
6,506
|
|
||
Amortization of purchased intangible assets
|
|
2,944
|
|
|
4,060
|
|
||
EBITDA
|
|
45,742
|
|
|
(3,070
|
)
|
||
Restructuring expenses
|
|
1,114
|
|
|
4,283
|
|
||
Goodwill impairment charge
|
|
—
|
|
|
17,584
|
|
||
Anti-dumping duty penalties
|
|
8,000
|
|
|
—
|
|
||
Stock-based compensation
|
|
3,580
|
|
|
2,975
|
|
||
Other (income) expense, net
|
|
1,202
|
|
|
1,376
|
|
||
Adjusted EBITDA
|
|
$
|
59,638
|
|
|
$
|
23,148
|
|
|
|
2017
|
|
2016
|
|
$ change
|
|
% change
|
|||||||
Net sales
|
|
$
|
192,803
|
|
|
$
|
158,575
|
|
|
$
|
34,228
|
|
|
22
|
%
|
Gross profit
|
|
59,391
|
|
|
38,680
|
|
|
20,711
|
|
|
54
|
%
|
|||
Gross profit percentage
|
|
30.8
|
%
|
|
24.4
|
%
|
|
|
|
|
|||||
COSTS AND EXPENSES:
|
|
|
|
|
|
|
|
|
|||||||
General and administrative expenses
|
|
27,135
|
|
|
22,115
|
|
|
5,020
|
|
|
23
|
%
|
|||
% of net sales
|
|
14.1
|
%
|
|
13.9
|
%
|
|
|
|
|
|||||
Selling and distribution expenses
|
|
18,589
|
|
|
16,626
|
|
|
1,963
|
|
|
12
|
%
|
|||
% of net sales
|
|
9.6
|
%
|
|
10.5
|
%
|
|
|
|
|
|||||
Amortization of purchased intangible assets
|
|
4,060
|
|
|
4,011
|
|
|
49
|
|
|
1
|
%
|
|||
% of net sales
|
|
2.1
|
%
|
|
2.5
|
%
|
|
|
|
|
|||||
Restructuring expenses
|
|
4,283
|
|
|
1,202
|
|
|
3,081
|
|
|
256
|
%
|
|||
Goodwill impairment charge
|
|
17,584
|
|
|
—
|
|
|
17,584
|
|
|
100
|
%
|
|||
Operating loss
|
|
(12,260
|
)
|
|
(5,274
|
)
|
|
(6,986
|
)
|
|
(132
|
)%
|
|||
Other income (expense), net
|
|
(1,376
|
)
|
|
633
|
|
|
(2,009
|
)
|
|
(317
|
)%
|
|||
Interest expense, net
|
|
(1,648
|
)
|
|
(1,067
|
)
|
|
(581
|
)
|
|
(54
|
)%
|
|||
Income tax provision
|
|
3,569
|
|
|
797
|
|
|
2,772
|
|
|
348
|
%
|
|||
Net loss
|
|
(18,853
|
)
|
|
(6,505
|
)
|
|
(12,348
|
)
|
|
(190
|
)%
|
|||
Adjusted EBITDA
|
|
$
|
23,148
|
|
|
$
|
9,021
|
|
|
$
|
14,127
|
|
|
157
|
%
|
|
|
2017
|
|
2016
|
||||
|
|
|
|
|
||||
Net loss
|
|
$
|
(18,853
|
)
|
|
$
|
(6,505
|
)
|
Interest expense, net
|
|
1,648
|
|
|
1,067
|
|
||
Provision for income taxes
|
|
3,569
|
|
|
797
|
|
||
Depreciation
|
|
6,506
|
|
|
6,756
|
|
||
Amortization of purchased intangible assets
|
|
4,060
|
|
|
4,011
|
|
||
EBITDA
|
|
(3,070
|
)
|
|
6,126
|
|
||
Restructuring charges
|
|
4,283
|
|
|
1,202
|
|
||
Goodwill impairment charge
|
|
17,584
|
|
|
—
|
|
||
Stock-based compensation
|
|
2,975
|
|
|
2,326
|
|
||
Other (income) expense, net
|
|
1,376
|
|
|
(633
|
)
|
||
Adjusted EBITDA
|
|
$
|
23,148
|
|
|
$
|
9,021
|
|
|
|
2018
|
||||||||||
|
|
DynaEnergetics
|
|
NobelClad
|
|
DMC Global Inc.
|
||||||
Net Sales
|
|
$
|
237,448
|
|
|
$
|
88,981
|
|
|
$
|
326,429
|
|
% of Consolidated
|
|
73
|
%
|
|
27
|
%
|
|
|
||||
|
|
|
|
|
|
|
||||||
Operating income
|
|
44,476
|
|
|
6,499
|
|
|
37,424
|
|
|||
|
|
|
|
|
|
|
||||||
Adjusted EBITDA
|
|
58,784
|
|
|
10,825
|
|
|
59,638
|
|
|
|
2017
|
||||||||||
|
|
DynaEnergetics
|
|
NobelClad
|
|
DMC Global Inc.
|
||||||
Net Sales
|
|
$
|
121,253
|
|
|
$
|
71,550
|
|
|
$
|
192,803
|
|
% of Consolidated
|
|
63
|
%
|
|
37
|
%
|
|
|
||||
|
|
|
|
|
|
|
||||||
Operating income (loss)
|
|
15,470
|
|
|
(17,360
|
)
|
|
(12,260
|
)
|
|||
|
|
|
|
|
|
|
||||||
Adjusted EBITDA
|
|
22,807
|
|
|
7,736
|
|
|
23,148
|
|
|
|
2016
|
||||||||||
|
|
DynaEnergetics
|
|
NobelClad
|
|
DMC Global Inc.
|
||||||
Net Sales
|
|
$
|
67,290
|
|
|
$
|
91,285
|
|
|
$
|
158,575
|
|
% of Consolidated
|
|
42
|
%
|
|
58
|
%
|
|
|
||||
|
|
|
|
|
|
|
||||||
Operating income (loss)
|
|
(5,381
|
)
|
|
8,878
|
|
|
(5,274
|
)
|
|||
|
|
|
|
|
|
|
||||||
Adjusted EBITDA
|
|
2,515
|
|
|
12,877
|
|
|
9,021
|
|
|
|
2018
|
|
2017
|
|
$ change
|
|
% change
|
|||||||
Net sales
|
|
$
|
237,448
|
|
|
$
|
121,253
|
|
|
$
|
116,195
|
|
|
96
|
%
|
Gross profit
|
|
90,623
|
|
|
44,029
|
|
|
46,594
|
|
|
106
|
%
|
|||
Gross profit percentage
|
|
38.2
|
%
|
|
36.3
|
%
|
|
|
|
|
|||||
COSTS AND EXPENSES:
|
|
|
|
|
|
|
|
|
|||||||
General and administrative expenses
|
|
21,097
|
|
|
13,373
|
|
|
7,724
|
|
|
58
|
%
|
|||
Selling and distribution expenses
|
|
14,509
|
|
|
11,054
|
|
|
3,455
|
|
|
31
|
%
|
|||
Amortization of purchased intangible assets
|
|
2,541
|
|
|
3,674
|
|
|
(1,133
|
)
|
|
(31
|
)%
|
|||
Restructuring expenses
|
|
—
|
|
|
458
|
|
|
(458
|
)
|
|
(100
|
)%
|
|||
Anti-dumping duty penalties
|
|
8,000
|
|
|
—
|
|
|
8,000
|
|
|
N/M
|
|
|||
Operating income
|
|
44,476
|
|
|
15,470
|
|
|
29,006
|
|
|
187
|
%
|
|||
Adjusted EBITDA
|
|
$
|
58,784
|
|
|
$
|
22,807
|
|
|
$
|
35,977
|
|
|
158
|
%
|
|
|
2018
|
|
2017
|
||||
Operating income
|
|
$
|
44,476
|
|
|
$
|
15,470
|
|
Adjustments:
|
|
|
|
|
||||
Restructuring expenses
|
|
—
|
|
|
458
|
|
||
Anti-dumping duty penalties
|
|
8,000
|
|
|
—
|
|
||
Depreciation
|
|
3,767
|
|
|
3,205
|
|
||
Amortization of purchased intangible assets
|
|
2,541
|
|
|
3,674
|
|
||
Adjusted EBITDA
|
|
$
|
58,784
|
|
|
$
|
22,807
|
|
|
|
2017
|
|
2016
|
|
$ change
|
|
% change
|
|||||||
Net sales
|
|
$
|
121,253
|
|
|
$
|
67,290
|
|
|
$
|
53,963
|
|
|
80
|
%
|
Gross profit
|
|
44,029
|
|
|
19,811
|
|
|
24,218
|
|
|
122
|
%
|
|||
Gross profit percentage
|
|
36.3
|
%
|
|
29.4
|
%
|
|
|
|
|
|||||
COSTS AND EXPENSES:
|
|
|
|
|
|
|
|
|
|||||||
General and administrative expenses
|
|
13,373
|
|
|
9,964
|
|
|
3,409
|
|
|
34
|
%
|
|||
Selling and distribution expenses
|
|
11,054
|
|
|
10,467
|
|
|
587
|
|
|
6
|
%
|
|||
Amortization of purchased intangible assets
|
|
3,674
|
|
|
3,633
|
|
|
41
|
|
|
1
|
%
|
|||
Restructuring expenses
|
|
458
|
|
|
1,128
|
|
|
(670
|
)
|
|
(59
|
)%
|
|||
Operating income (loss)
|
|
15,470
|
|
|
(5,381
|
)
|
|
20,851
|
|
|
387
|
%
|
|||
Adjusted EBITDA
|
|
$
|
22,807
|
|
|
$
|
2,515
|
|
|
$
|
20,292
|
|
|
807
|
%
|
|
|
2017
|
|
2016
|
||||
Operating income (loss)
|
|
$
|
15,470
|
|
|
$
|
(5,381
|
)
|
Adjustments:
|
|
|
|
|
||||
Restructuring expenses
|
|
458
|
|
|
1,128
|
|
||
Depreciation
|
|
3,205
|
|
|
3,135
|
|
||
Amortization of purchased intangible assets
|
|
3,674
|
|
|
3,633
|
|
||
Adjusted EBITDA
|
|
$
|
22,807
|
|
|
$
|
2,515
|
|
|
|
2018
|
|
2017
|
|
$ change
|
|
% change
|
|||||||
Net sales
|
|
$
|
88,981
|
|
|
$
|
71,550
|
|
|
$
|
17,431
|
|
|
24
|
%
|
Gross profit
|
|
20,414
|
|
|
15,644
|
|
|
4,770
|
|
|
30
|
%
|
|||
Gross profit percentage
|
|
22.9
|
%
|
|
21.9
|
%
|
|
|
|
|
|||||
COSTS AND EXPENSES:
|
|
|
|
|
|
|
|
|
|||||||
General and administrative expenses
|
|
4,522
|
|
|
4,031
|
|
|
491
|
|
|
12
|
%
|
|||
Selling and distribution expenses
|
|
7,876
|
|
|
7,178
|
|
|
698
|
|
|
10
|
%
|
|||
Amortization of purchased intangible assets
|
|
403
|
|
|
386
|
|
|
17
|
|
|
4
|
%
|
|||
Restructuring expenses
|
|
1,114
|
|
|
3,825
|
|
|
(2,711
|
)
|
|
-71
|
%
|
|||
Goodwill impairment charge
|
|
—
|
|
|
17,584
|
|
|
(17,584
|
)
|
|
-100
|
%
|
|||
Operating income (loss)
|
|
6,499
|
|
|
(17,360
|
)
|
|
23,859
|
|
|
137
|
%
|
|||
Adjusted EBITDA
|
|
$
|
10,825
|
|
|
$
|
7,736
|
|
|
$
|
3,089
|
|
|
40
|
%
|
|
|
2018
|
|
2017
|
||||
Operating income (loss)
|
|
$
|
6,499
|
|
|
$
|
(17,360
|
)
|
Adjustments:
|
|
|
|
|
||||
Restructuring expenses
|
|
1,114
|
|
|
3,825
|
|
||
Goodwill impairment charge
|
|
—
|
|
|
17,584
|
|
||
Depreciation
|
|
2,809
|
|
|
3,301
|
|
||
Amortization of purchased intangible assets
|
|
403
|
|
|
386
|
|
||
Adjusted EBITDA
|
|
$
|
10,825
|
|
|
$
|
7,736
|
|
|
|
2017
|
|
2016
|
|
$ change
|
|
% change
|
|||||||
Net sales
|
|
$
|
71,550
|
|
|
$
|
91,285
|
|
|
$
|
(19,735
|
)
|
|
-22
|
%
|
Gross profit
|
|
15,644
|
|
|
19,103
|
|
|
(3,459
|
)
|
|
-18
|
%
|
|||
Gross profit percentage
|
|
21.9
|
%
|
|
20.9
|
%
|
|
|
|
|
|||||
COSTS AND EXPENSES:
|
|
|
|
|
|
|
|
|
|||||||
General and administrative expenses
|
|
4,031
|
|
|
4,024
|
|
|
7
|
|
|
—
|
%
|
|||
Selling and distribution expenses
|
|
7,178
|
|
|
5,823
|
|
|
1,355
|
|
|
23
|
%
|
|||
Amortization of purchased intangible assets
|
|
386
|
|
|
378
|
|
|
8
|
|
|
2
|
%
|
|||
Restructuring expenses
|
|
3,825
|
|
|
—
|
|
|
3,825
|
|
|
100
|
%
|
|||
Goodwill impairment charge
|
|
17,584
|
|
|
—
|
|
|
17,584
|
|
|
100
|
%
|
|||
Operating income (loss)
|
|
(17,360
|
)
|
|
8,878
|
|
|
(26,238
|
)
|
|
-296
|
%
|
|||
Adjusted EBITDA
|
|
$
|
7,736
|
|
|
$
|
12,877
|
|
|
$
|
(5,141
|
)
|
|
-40
|
%
|
|
|
2017
|
|
2016
|
||||
Operating income (loss)
|
|
$
|
(17,360
|
)
|
|
$
|
8,878
|
|
Adjustments:
|
|
|
|
|
||||
Restructuring expenses
|
|
3,825
|
|
|
—
|
|
||
Goodwill impairment charge
|
|
17,584
|
|
|
—
|
|
||
Depreciation
|
|
3,301
|
|
|
3,621
|
|
||
Amortization of purchased intangible assets
|
|
386
|
|
|
378
|
|
||
Adjusted EBITDA
|
|
$
|
7,736
|
|
|
$
|
12,877
|
|
|
|
Payment Due by Period
|
||||||||||||||||||
|
|
As of December 31, 2018
|
||||||||||||||||||
|
|
Less than
|
|
|
|
|
|
More than
|
|
|
||||||||||
Other Contractual Obligations
|
|
1 Year
|
|
1-3 Years
|
|
3-5 Years
|
|
5 Years
|
|
Total
|
||||||||||
Credit facility (1)
|
|
$
|
3,125
|
|
|
$
|
9,375
|
|
|
$
|
29,628
|
|
|
$
|
—
|
|
|
$
|
42,128
|
|
Operating lease obligations (2)
|
|
2,234
|
|
|
2,693
|
|
|
899
|
|
|
210
|
|
|
6,036
|
|
|||||
License agreement obligations (3)
|
|
300
|
|
|
600
|
|
|
600
|
|
|
1,275
|
|
|
2,775
|
|
|||||
Purchase obligations (4)
|
|
42,688
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
42,688
|
|
|||||
Accrued anti-dumping penalties (5)
|
|
8,000
|
|
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
8,000
|
|
||||
Total
|
|
$
|
56,347
|
|
|
$
|
12,668
|
|
|
$
|
31,127
|
|
|
$
|
1,485
|
|
|
$
|
101,627
|
|
|
Page
|
Financial Statements:
|
|
|
/s/ Ernst & Young LLP
|
|
|
We have served as the Company’s auditor since 2002.
|
|
|
|
Denver, Colorado
|
|
February 21, 2019
|
|
As of December 31,
|
||||||
|
2018
|
|
2017
|
||||
ASSETS
|
|
|
|
|
|
||
Current assets:
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
13,375
|
|
|
$
|
8,983
|
|
Accounts receivable, net of allowance for doubtful accounts of $513 and $1,088, respectively
|
59,709
|
|
|
49,468
|
|
||
Inventories
|
51,074
|
|
|
35,742
|
|
||
Prepaid expenses and other
|
8,058
|
|
|
5,763
|
|
||
Total current assets
|
132,216
|
|
|
99,956
|
|
||
Property, plant and equipment
|
160,725
|
|
|
121,339
|
|
||
Less - accumulated depreciation
|
(65,585
|
)
|
|
(61,467
|
)
|
||
Property, plant and equipment, net
|
95,140
|
|
|
59,872
|
|
||
Purchased intangible assets, net
|
8,589
|
|
|
12,861
|
|
||
Deferred tax assets
|
4,001
|
|
|
98
|
|
||
Other assets
|
472
|
|
|
296
|
|
||
Total assets
|
$
|
240,418
|
|
|
$
|
173,083
|
|
|
|
|
|
||||
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
24,243
|
|
|
$
|
19,826
|
|
Accrued expenses
|
8,967
|
|
|
6,884
|
|
||
Accrued anti-dumping duties and penalties
|
8,000
|
|
|
3,609
|
|
||
Dividend payable
|
295
|
|
|
295
|
|
||
Accrued income taxes
|
9,545
|
|
|
2,939
|
|
||
Accrued employee compensation and benefits
|
9,250
|
|
|
6,186
|
|
||
Contract liabilities
|
1,140
|
|
|
5,888
|
|
||
Current portion of long-term debt
|
3,125
|
|
|
—
|
|
||
Total current liabilities
|
64,565
|
|
|
45,627
|
|
||
Long-term debt
|
38,230
|
|
|
17,984
|
|
||
Deferred tax liabilities
|
379
|
|
|
573
|
|
||
Other long-term liabilities
|
2,958
|
|
|
3,119
|
|
||
Total liabilities
|
106,132
|
|
|
67,303
|
|
||
Commitments and Contingencies (Note 8)
|
|
|
|
|
|
||
Stockholders' Equity:
|
|
|
|
||||
Preferred stock, $0.05 par value; 4,000,000 shares authorized; no issued and outstanding shares
|
—
|
|
|
—
|
|
||
Common stock, $0.05 par value; 25,000,000 shares authorized; 14,905,776 and 14,782,018 shares outstanding, respectively
|
749
|
|
|
741
|
|
||
Additional paid-in capital
|
80,077
|
|
|
76,146
|
|
||
Retained earnings
|
89,291
|
|
|
60,074
|
|
||
Other cumulative comprehensive loss
|
(35,014
|
)
|
|
(30,819
|
)
|
||
Treasury stock, at cost; 82,186 and 39,783 shares, respectively
|
(817
|
)
|
|
(362
|
)
|
||
Total stockholders' equity
|
134,286
|
|
|
105,780
|
|
||
Total liabilities and stockholders' equity
|
240,418
|
|
|
173,083
|
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Net sales
|
$
|
326,429
|
|
|
$
|
192,803
|
|
|
$
|
158,575
|
|
Cost of products sold
|
215,734
|
|
|
133,412
|
|
|
119,895
|
|
|||
Gross profit
|
110,695
|
|
|
59,391
|
|
|
38,680
|
|
|||
Costs and expenses:
|
|
|
|
|
|
|
|
||||
General and administrative expenses
|
38,452
|
|
|
27,135
|
|
|
22,115
|
|
|||
Selling and distribution expenses
|
22,761
|
|
|
18,589
|
|
|
16,626
|
|
|||
Amortization of purchased intangible assets
|
2,944
|
|
|
4,060
|
|
|
4,011
|
|
|||
Restructuring expenses
|
1,114
|
|
|
4,283
|
|
|
1,202
|
|
|||
Anti-dumping duty penalties
|
8,000
|
|
|
—
|
|
|
—
|
|
|||
Goodwill impairment charge
|
—
|
|
|
17,584
|
|
|
—
|
|
|||
Total costs and expenses
|
73,271
|
|
|
71,651
|
|
|
43,954
|
|
|||
Operating income (loss)
|
37,424
|
|
|
(12,260
|
)
|
|
(5,274
|
)
|
|||
Other income (expense):
|
|
|
|
|
|
|
|
||||
Other income (expense), net
|
(1,202
|
)
|
|
(1,376
|
)
|
|
633
|
|
|||
Interest expense, net
|
(1,615
|
)
|
|
(1,648
|
)
|
|
(1,067
|
)
|
|||
Income (loss) before income taxes
|
34,607
|
|
|
(15,284
|
)
|
|
(5,708
|
)
|
|||
Income tax provision
|
4,134
|
|
|
3,569
|
|
|
797
|
|
|||
Net income (loss)
|
30,473
|
|
|
(18,853
|
)
|
|
(6,505
|
)
|
|||
|
|
|
|
|
|
||||||
Net income (loss) per share:
|
|
|
|
|
|
|
|
||||
Basic
|
$
|
2.05
|
|
|
$
|
(1.31
|
)
|
|
$
|
(0.46
|
)
|
Diluted
|
$
|
2.04
|
|
|
$
|
(1.31
|
)
|
|
$
|
(0.46
|
)
|
Weighted-average shares outstanding:
|
|
|
|
|
|
|
|
||||
Basic
|
14,529,745
|
|
|
14,346,851
|
|
|
14,126,108
|
|
|||
Diluted
|
14,620,635
|
|
|
14,346,851
|
|
|
14,126,108
|
|
|||
|
|
|
|
|
|
||||||
Dividends declared per common share
|
$
|
0.08
|
|
|
$
|
0.08
|
|
|
$
|
0.08
|
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Net income (loss)
|
$
|
30,473
|
|
|
$
|
(18,853
|
)
|
|
$
|
(6,505
|
)
|
|
|
|
|
|
|
||||||
Change in cumulative foreign currency translation adjustment
|
(4,195
|
)
|
|
10,695
|
|
|
(1,049
|
)
|
|||
|
|
|
|
|
|
||||||
Total comprehensive income (loss)
|
$
|
26,278
|
|
|
$
|
(8,158
|
)
|
|
$
|
(7,554
|
)
|
|
|
|
|
|
|
|
|
|
Other
|
|
|
|
|
|
|
||||||||||||||
|
|
|
|
|
Additional
|
|
|
|
Cumulative
|
|
|
|
|
|
|
||||||||||||||
|
Common Stock
|
|
Paid-In
|
|
Retained
|
|
Comprehensive
|
|
Treasury Stock
|
|
|
||||||||||||||||||
|
Shares
|
|
Amount
|
|
Capital
|
|
Earnings
|
|
Loss
|
|
Shares
|
|
Amount
|
|
Total
|
||||||||||||||
Balances, December 31, 2015
|
14,212,115
|
|
|
$
|
711
|
|
|
$
|
70,408
|
|
|
$
|
87,767
|
|
|
$
|
(40,465
|
)
|
|
—
|
|
|
$
|
—
|
|
|
$
|
118,421
|
|
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,505
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,505
|
)
|
||||||
Change in cumulative foreign currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,049
|
)
|
|
—
|
|
|
—
|
|
|
(1,049
|
)
|
||||||
Shares issued in connection with stock compensation plans
|
286,622
|
|
|
14
|
|
|
308
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
322
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
2,400
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,400
|
|
||||||
Dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,155
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,155
|
)
|
||||||
Treasury stock purchases
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,378
|
)
|
|
(25
|
)
|
|
(25
|
)
|
||||||
Balances, December 31, 2016
|
14,498,737
|
|
|
$
|
725
|
|
|
$
|
73,116
|
|
|
$
|
80,107
|
|
|
$
|
(41,514
|
)
|
|
(2,378
|
)
|
|
$
|
(25
|
)
|
|
$
|
112,409
|
|
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(18,853
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(18,853
|
)
|
||||||
Change in cumulative foreign currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,695
|
|
|
—
|
|
|
—
|
|
|
10,695
|
|
||||||
Shares issued in connection with stock compensation plans
|
323,064
|
|
|
16
|
|
|
280
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
296
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
2,750
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,750
|
|
||||||
Dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,180
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,180
|
)
|
||||||
Treasury stock purchases
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(37,405
|
)
|
|
(337
|
)
|
|
(337
|
)
|
||||||
Balances, December 31, 2017
|
14,821,801
|
|
|
$
|
741
|
|
|
$
|
76,146
|
|
|
$
|
60,074
|
|
|
$
|
(30,819
|
)
|
|
(39,783
|
)
|
|
$
|
(362
|
)
|
|
$
|
105,780
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
30,473
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30,473
|
|
||||||
Change in cumulative foreign currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,195
|
)
|
|
—
|
|
|
—
|
|
|
(4,195
|
)
|
||||||
Shares issued in connection with stock compensation plans
|
166,161
|
|
|
8
|
|
|
434
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
442
|
|
||||||
Adjustment for cumulative effect from change in accounting principle (ASU 2016-16)
|
—
|
|
|
—
|
|
|
—
|
|
|
(65
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(65
|
)
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
3,497
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,497
|
|
||||||
Dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,191
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,191
|
)
|
||||||
Treasury stock purchases
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(42,403
|
)
|
|
(455
|
)
|
|
(455
|
)
|
||||||
Balances, December 31, 2018
|
14,987,962
|
|
|
$
|
749
|
|
|
$
|
80,077
|
|
|
$
|
89,291
|
|
|
$
|
(35,014
|
)
|
|
(82,186
|
)
|
|
$
|
(817
|
)
|
|
$
|
134,286
|
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
|
||||
Net income (loss)
|
$
|
30,473
|
|
|
$
|
(18,853
|
)
|
|
$
|
(6,505
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|||
Depreciation (including capital lease amortization)
|
6,576
|
|
|
6,506
|
|
|
6,756
|
|
|||
Amortization of purchased intangible assets
|
2,944
|
|
|
4,060
|
|
|
4,011
|
|
|||
Amortization and write-off of deferred debt issuance costs
|
314
|
|
|
390
|
|
|
156
|
|
|||
Stock-based compensation
|
3,580
|
|
|
2,975
|
|
|
2,326
|
|
|||
Deferred income tax benefit
|
(3,653
|
)
|
|
(556
|
)
|
|
(284
|
)
|
|||
Loss on disposal of property, plant and equipment
|
78
|
|
|
125
|
|
|
455
|
|
|||
Restructuring and asset impairment expenses
|
1,114
|
|
|
4,283
|
|
|
1,202
|
|
|||
Goodwill impairment charge
|
—
|
|
|
17,584
|
|
|
—
|
|
|||
Transition tax liability
|
(679
|
)
|
|
946
|
|
|
—
|
|
|||
Change in:
|
|
|
|
|
|
|
|
||||
Accounts receivable, net
|
(11,409
|
)
|
|
(14,425
|
)
|
|
2,679
|
|
|||
Inventory
|
(16,610
|
)
|
|
(5,294
|
)
|
|
6,829
|
|
|||
Prepaid expenses and other
|
491
|
|
|
(440
|
)
|
|
1,002
|
|
|||
Accounts payable
|
2,197
|
|
|
5,216
|
|
|
(1,338
|
)
|
|||
Customer advances
|
(4,721
|
)
|
|
3,207
|
|
|
223
|
|
|||
Accrued anti-dumping duties and penalties
|
4,391
|
|
|
(2,941
|
)
|
|
176
|
|
|||
Accrued expenses and other liabilities
|
12,552
|
|
|
3,964
|
|
|
510
|
|
|||
Net cash provided by operating activities
|
27,638
|
|
|
6,747
|
|
|
18,198
|
|
|||
Cash flows used in investing activities:
|
|
|
|
|
|
|
|
||||
Acquisition of property, plant and equipment
|
(45,095
|
)
|
|
(6,186
|
)
|
|
(5,719
|
)
|
|||
Other investing activities
|
—
|
|
|
2
|
|
|
17
|
|
|||
Net cash used in investing activities
|
(45,095
|
)
|
|
(6,184
|
)
|
|
(5,702
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Borrowings (payments) on revolving loans, net
|
(1,628
|
)
|
|
2,000
|
|
|
(11,250
|
)
|
|||
Borrowings on capital expenditure facility
|
25,000
|
|
|
—
|
|
|
—
|
|
|||
Payment on capital lease obligations
|
—
|
|
|
—
|
|
|
(4
|
)
|
|||
Payment of dividends
|
(1,189
|
)
|
|
(1,174
|
)
|
|
(1,150
|
)
|
|||
Payment of deferred debt issuance costs
|
(314
|
)
|
|
(138
|
)
|
|
—
|
|
|||
Net proceeds from issuance of common stock to employees and directors
|
442
|
|
|
296
|
|
|
322
|
|
|||
Treasury stock purchases
|
(453
|
)
|
|
(337
|
)
|
|
(25
|
)
|
|||
Net cash provided by (used in) financing activities
|
21,858
|
|
|
647
|
|
|
(12,107
|
)
|
|||
|
|
|
|
|
|
||||||
Effects of exchange rates on cash
|
(9
|
)
|
|
1,354
|
|
|
(261
|
)
|
|||
|
|
|
|
|
|
||||||
Net increase in cash and cash equivalents
|
4,392
|
|
|
2,564
|
|
|
128
|
|
|||
Cash and cash equivalents, beginning of the period
|
8,983
|
|
|
6,419
|
|
|
6,291
|
|
|||
Cash and cash equivalents, end of the period
|
13,375
|
|
|
8,983
|
|
|
6,419
|
|
|
2018
|
|
2017
|
||||
Raw materials
|
$
|
26,544
|
|
|
16,255
|
|
|
Work-in-process
|
7,157
|
|
|
6,120
|
|
||
Finished goods
|
16,904
|
|
|
13,049
|
|
||
Supplies
|
469
|
|
|
318
|
|
||
|
$
|
51,074
|
|
|
$
|
35,742
|
|
Buildings and improvements
|
15-30 years
|
Manufacturing equipment and tooling
|
3-15 years
|
Furniture, fixtures, and computer equipment
|
3-10 years
|
Other
|
3-10 years
|
|
2018
|
|
2017
|
||||
Land
|
$
|
3,794
|
|
|
$
|
3,560
|
|
Buildings and improvements
|
58,045
|
|
|
46,270
|
|
||
Manufacturing equipment and tooling
|
51,955
|
|
|
46,814
|
|
||
Furniture, fixtures and computer equipment
|
21,061
|
|
|
17,266
|
|
||
Other
|
5,762
|
|
|
3,296
|
|
||
Construction in process
|
20,108
|
|
|
4,133
|
|
||
|
$
|
160,725
|
|
|
$
|
121,339
|
|
|
|
||
Balance at December 31, 2016
|
$
|
16,097
|
|
Adjustment due to recognition of tax benefit of tax amortization of certain goodwill
|
(450
|
)
|
|
Adjustment due to exchange rate differences
|
1,937
|
|
|
Goodwill impairment
|
(17,584
|
)
|
|
Balance at December 31, 2017
|
—
|
|
Core technology
|
20 years
|
Customer relationships
|
9 years
|
Trademarks / Trade names
|
9 years
|
|
Gross
|
|
Accumulated
Amortization
|
|
Net
|
||||||
Core technology
|
$
|
18,916
|
|
|
$
|
(10,866
|
)
|
|
$
|
8,050
|
|
Customer relationships
|
37,122
|
|
|
(36,583
|
)
|
|
539
|
|
|||
Trademarks / Trade names
|
2,031
|
|
|
(2,031
|
)
|
|
—
|
|
|||
Total intangible assets
|
$
|
58,069
|
|
|
$
|
(49,480
|
)
|
|
$
|
8,589
|
|
|
Gross
|
|
Accumulated
Amortization
|
|
Net
|
||||||
Core technology
|
$
|
20,027
|
|
|
$
|
(10,333
|
)
|
|
$
|
9,694
|
|
Customer relationships
|
39,244
|
|
|
(36,077
|
)
|
|
3,167
|
|
|||
Trademarks / Trade names
|
2,149
|
|
|
(2,149
|
)
|
|
—
|
|
|||
Total intangible assets
|
$
|
61,420
|
|
|
$
|
(48,559
|
)
|
|
$
|
12,861
|
|
|
2018
|
|
2017
|
||||
NobelClad
|
$
|
922
|
|
|
$
|
5,804
|
|
DynaEnergetics
|
218
|
|
|
84
|
|
||
Total
|
$
|
1,140
|
|
|
$
|
5,888
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
DynaEnergetics research and development costs
|
$
|
5,932
|
|
|
$
|
4,335
|
|
|
$
|
3,990
|
|
NobelClad research and development costs
|
1,278
|
|
|
833
|
|
|
609
|
|
|||
Total research and development costs
|
$
|
7,210
|
|
|
$
|
5,168
|
|
|
$
|
4,599
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Net income (loss) as reported
|
$
|
30,473
|
|
|
$
|
(18,853
|
)
|
|
$
|
(6,505
|
)
|
Less: Distributed net income available to participating securities
|
(27
|
)
|
|
—
|
|
|
—
|
|
|||
Less: Undistributed net income available to participating securities
|
(666
|
)
|
|
—
|
|
|
—
|
|
|||
Numerator for basic net income per share:
|
29,780
|
|
|
(18,853
|
)
|
|
(6,505
|
)
|
|||
Add: Undistributed net income allocated to participating securities
|
666
|
|
|
—
|
|
|
—
|
|
|||
Less: Undistributed net income reallocated to participating securities
|
(662
|
)
|
|
—
|
|
|
—
|
|
|||
Numerator for diluted net income per share:
|
29,784
|
|
|
(18,853
|
)
|
|
(6,505
|
)
|
|||
Denominator:
|
|
|
|
|
|
||||||
Weighted average shares outstanding for basic net income per share
|
14,529,745
|
|
|
14,346,851
|
|
|
14,126,108
|
|
|||
Effect of dilutive securities
|
90,890
|
|
|
—
|
|
|
—
|
|
|||
Weighted average shares outstanding for diluted net income per share
|
14,620,635
|
|
|
14,346,851
|
|
|
14,126,108
|
|
|||
Net income (loss) per share:
|
|
|
|
|
|
||||||
Basic
|
$
|
2.05
|
|
|
$
|
(1.31
|
)
|
|
$
|
(0.46
|
)
|
Diluted
|
$
|
2.04
|
|
|
$
|
(1.31
|
)
|
|
$
|
(0.46
|
)
|
|
2018
|
|
2017
|
||||
Syndicated credit agreement:
|
|
|
|
|
|
||
U.S. Dollar revolving loan
|
$
|
17,128
|
|
|
$
|
18,250
|
|
Alternative currency revolving loan
|
—
|
|
|
—
|
|
||
Capital expenditure facility
|
25,000
|
|
|
—
|
|
||
Commerzbank line of credit
|
—
|
|
|
—
|
|
||
Outstanding borrowings
|
42,128
|
|
|
18,250
|
|
||
Less: debt issuance costs
|
(773
|
)
|
|
(266
|
)
|
||
Total debt
|
41,355
|
|
|
17,984
|
|
||
Less: current portion of long-term debt
|
(3,125
|
)
|
|
—
|
|
||
Long-term debt
|
$
|
38,230
|
|
|
$
|
17,984
|
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Cost of products sold
|
|
$
|
342
|
|
|
$
|
282
|
|
|
$
|
235
|
|
General and administrative expenses
|
|
2,862
|
|
|
2,337
|
|
|
1,755
|
|
|||
Selling and distribution expenses
|
|
376
|
|
|
356
|
|
|
336
|
|
|||
Restructuring expense
|
|
—
|
|
|
—
|
|
|
74
|
|
|||
Stock-based compensation expense, net of income taxes
|
|
3,580
|
|
|
2,975
|
|
|
2,400
|
|
|||
|
|
|
|
|
|
|
||||||
Earnings per share impact
|
|
|
|
|
|
|
|
|
|
|||
Basic
|
|
$
|
0.25
|
|
|
$
|
0.21
|
|
|
$
|
0.17
|
|
Diluted
|
|
$
|
0.24
|
|
|
$
|
0.21
|
|
|
$
|
0.17
|
|
|
|
Shares
|
|
Weighted Average
Grant Date
Fair Value
|
|||
Balance at December 31, 2016
|
|
—
|
|
|
$
|
—
|
|
Granted
|
|
260,095
|
|
|
15.27
|
|
|
Vested
|
|
(4,027
|
)
|
|
13.05
|
|
|
Forfeited
|
|
—
|
|
|
—
|
|
|
Balance at December 31, 2017
|
|
256,068
|
|
|
$
|
15.31
|
|
Granted
|
|
102,817
|
|
|
25.11
|
|
|
Vested
|
|
(63,288
|
)
|
|
14.89
|
|
|
Forfeited
|
|
(5,666
|
)
|
|
19.26
|
|
|
Balance at December 31, 2018
|
|
289,931
|
|
|
$
|
18.81
|
|
|
|
Shares
|
|
Weighted Average
Grant Date
Fair Value
|
|||
Balance at December 31, 2015
|
|
241,687
|
|
|
$
|
19.55
|
|
Granted
|
|
228,532
|
|
|
8.07
|
|
|
Vested
|
|
(144,008
|
)
|
|
15.08
|
|
|
Forfeited
|
|
(42,634
|
)
|
|
10.82
|
|
|
Balance at December 31, 2016
|
|
283,577
|
|
|
$
|
13.88
|
|
Granted
|
|
—
|
|
|
—
|
|
|
Vested
|
|
(130,547
|
)
|
|
12.41
|
|
|
Forfeited
|
|
—
|
|
|
—
|
|
|
Balance at December 31, 2017
|
|
153,030
|
|
|
$
|
15.14
|
|
Granted
|
|
—
|
|
|
—
|
|
|
Vested
|
|
(71,223
|
)
|
|
10.03
|
|
|
Forfeited
|
|
(18,772
|
)
|
|
8.40
|
|
|
Balance at December 31, 2018
|
|
63,035
|
|
|
$
|
22.91
|
|
|
|
Shares
|
|
Weighted Average
Grant Date
Fair Value
|
|||
Balance at December 31, 2016
|
|
—
|
|
|
$
|
—
|
|
Granted
|
|
73,000
|
|
|
15.62
|
|
|
Vested
|
|
—
|
|
|
—
|
|
|
Forfeited
|
|
(500
|
)
|
|
15.60
|
|
|
Balance at December 31, 2017
|
|
72,500
|
|
|
$
|
15.62
|
|
Granted
|
|
36,000
|
|
|
21.88
|
|
|
Vested
|
|
(13,175
|
)
|
|
15.61
|
|
|
Forfeited
|
|
—
|
|
|
—
|
|
|
Balance at December 31, 2018
|
|
95,325
|
|
|
$
|
17.99
|
|
|
|
Share
Units
|
|
Weighted Average
Grant Date
Fair Value
|
|||
Balance at December 31, 2015
|
|
87,162
|
|
|
$
|
18.33
|
|
Granted
|
|
48,855
|
|
|
6.88
|
|
|
Vested
|
|
(40,836
|
)
|
|
16.24
|
|
|
Forfeited
|
|
—
|
|
|
—
|
|
|
Balance at December 31, 2016
|
|
95,181
|
|
|
$
|
13.35
|
|
Granted
|
|
—
|
|
|
—
|
|
|
Vested
|
|
(36,450
|
)
|
|
13.30
|
|
|
Forfeited
|
|
(333
|
)
|
|
6.22
|
|
|
Balance at December 31, 2017
|
|
58,398
|
|
|
$
|
13.42
|
|
Granted
|
|
—
|
|
|
—
|
|
|
Vested
|
|
(32,069
|
)
|
|
10.74
|
|
|
Forfeited
|
|
—
|
|
|
—
|
|
|
Balance at December 31, 2018
|
|
26,329
|
|
|
$
|
16.69
|
|
|
|
Shares
|
|
Weighted Average
Grant Date
Fair Value
|
|||
Balance at December 31, 2016
|
|
—
|
|
|
$
|
—
|
|
Granted
|
|
23,000
|
|
|
18.18
|
|
|
Vested
|
|
—
|
|
|
—
|
|
|
Forfeited
|
|
—
|
|
|
—
|
|
|
Balance at December 31, 2017
|
|
23,000
|
|
|
$
|
18.18
|
|
Granted
|
|
23,000
|
|
|
26.47
|
|
|
Vested
|
|
—
|
|
|
—
|
|
|
Forfeited
|
|
—
|
|
|
—
|
|
|
Balance at December 31, 2018
|
|
46,000
|
|
|
$
|
22.32
|
|
|
|
Unrecognized stock compensation
|
|
Weighted-average recognition period
|
||
Unvested RSAs
|
|
$
|
3,659
|
|
|
2.1 years
|
Unvested RSUs
|
|
1,009
|
|
|
1.8 years
|
|
Unvested PSUs
|
|
853
|
|
|
1.6 years
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Domestic
|
|
$
|
9,399
|
|
|
$
|
(5,942
|
)
|
|
$
|
(4,346
|
)
|
Foreign
|
|
25,208
|
|
|
(9,342
|
)
|
|
(1,362
|
)
|
|||
|
|
|
|
|
|
|
||||||
Total income (loss) before income taxes
|
|
$
|
34,607
|
|
|
$
|
(15,284
|
)
|
|
$
|
(5,708
|
)
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Current – Federal
|
|
$
|
444
|
|
|
$
|
946
|
|
|
$
|
(888
|
)
|
Current – State
|
|
371
|
|
|
91
|
|
|
55
|
|
|||
Current – Foreign
|
|
6,972
|
|
|
3,088
|
|
|
1,914
|
|
|||
|
|
|
|
|
|
|
||||||
Current income tax expense
|
|
7,787
|
|
|
4,125
|
|
|
1,081
|
|
|||
|
|
|
|
|
|
|
||||||
Deferred – Federal
|
|
98
|
|
|
(393
|
)
|
|
—
|
|
|||
Deferred – State
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
|||
Deferred -– Foreign
|
|
(3,751
|
)
|
|
(158
|
)
|
|
(284
|
)
|
|||
|
|
|
|
|
|
|
||||||
Deferred income tax benefit
|
|
(3,653
|
)
|
|
(556
|
)
|
|
(284
|
)
|
|||
|
|
|
|
|
|
|
||||||
Income tax provision
|
|
$
|
4,134
|
|
|
$
|
3,569
|
|
|
$
|
797
|
|
|
|
2018
|
|
2017
|
||||
Deferred tax assets:
|
|
|
|
|
|
|
||
Net operating loss carryforward
|
|
$
|
8,843
|
|
|
$
|
10,144
|
|
Inventory differences
|
|
695
|
|
|
570
|
|
||
Equity compensation
|
|
952
|
|
|
591
|
|
||
Investment in subsidiaries
|
|
2,861
|
|
|
3,514
|
|
||
Restructuring
|
|
12
|
|
|
1,389
|
|
||
Purchased goodwill
|
|
2,516
|
|
|
3,331
|
|
||
Accrued employee compensation and benefits
|
|
1,459
|
|
|
979
|
|
||
Other, net
|
|
57
|
|
|
144
|
|
||
Gross deferred tax assets
|
|
17,395
|
|
|
20,662
|
|
||
Less valuation allowances
|
|
(9,143
|
)
|
|
(18,063
|
)
|
||
Total deferred tax assets
|
|
8,252
|
|
|
2,599
|
|
||
|
|
|
|
|
||||
Deferred tax liabilities:
|
|
|
|
|
||||
Purchased intangible assets and goodwill
|
|
(1,566
|
)
|
|
(2,644
|
)
|
||
Depreciation and amortization
|
|
(2,783
|
)
|
|
(267
|
)
|
||
Other, net
|
|
(281
|
)
|
|
(163
|
)
|
||
Total deferred tax liabilities
|
|
(4,630
|
)
|
|
(3,074
|
)
|
||
|
|
|
|
|
||||
Net deferred tax assets (liabilities)
|
|
$
|
3,622
|
|
|
$
|
(475
|
)
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Statutory U.S. federal income tax
|
|
$
|
7,268
|
|
|
$
|
(5,350
|
)
|
|
$
|
(1,998
|
)
|
U.S. state income tax, net of federal benefit
|
|
430
|
|
|
305
|
|
|
(158
|
)
|
|||
U.S. TCJA - net impact
|
|
(604
|
)
|
|
4,435
|
|
|
—
|
|
|||
Foreign rate differential
|
|
3,054
|
|
|
(1,728
|
)
|
|
164
|
|
|||
Tax audit adjustments
|
|
(11
|
)
|
|
426
|
|
|
—
|
|
|||
Equity compensation
|
|
(156
|
)
|
|
(52
|
)
|
|
339
|
|
|||
Deemed repatriation of foreign earnings
|
|
281
|
|
|
—
|
|
|
—
|
|
|||
Impairment of goodwill
|
|
—
|
|
|
239
|
|
|
—
|
|
|||
Non-deductible penalties
|
|
1,686
|
|
|
1
|
|
|
—
|
|
|||
Other
|
|
1,046
|
|
|
(95
|
)
|
|
97
|
|
|||
Change in valuation allowances
|
|
(8,860
|
)
|
|
5,388
|
|
|
2,353
|
|
|||
|
|
|
|
|
|
|
||||||
Provision for income taxes
|
|
$
|
4,134
|
|
|
$
|
3,569
|
|
|
$
|
797
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Net sales:
|
|
|
|
|
|
||||||
DynaEnergetics
|
$
|
237,448
|
|
|
$
|
121,253
|
|
|
$
|
67,290
|
|
NobelClad
|
$
|
88,981
|
|
|
$
|
71,550
|
|
|
$
|
91,285
|
|
Net sales
|
$
|
326,429
|
|
|
$
|
192,803
|
|
|
$
|
158,575
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Operating income (loss):
|
|
|
|
|
|
||||||
DynaEnergetics
|
44,476
|
|
|
15,470
|
|
|
(5,381
|
)
|
|||
NobelClad
|
$
|
6,499
|
|
|
$
|
(17,360
|
)
|
|
$
|
8,878
|
|
Segment operating income (loss)
|
50,975
|
|
|
(1,890
|
)
|
|
3,497
|
|
|||
|
|
|
|
|
|
||||||
Unallocated corporate expenses
|
(9,971
|
)
|
|
(7,395
|
)
|
|
(6,371
|
)
|
|||
Stock-based compensation
|
(3,580
|
)
|
|
(2,975
|
)
|
|
(2,400
|
)
|
|||
Other income (expense), net
|
(1,202
|
)
|
|
(1,376
|
)
|
|
633
|
|
|||
Interest expense
|
(1,620
|
)
|
|
(1,651
|
)
|
|
(1,070
|
)
|
|||
Interest income
|
5
|
|
|
3
|
|
|
3
|
|
|||
Income (loss) before income taxes
|
$
|
34,607
|
|
|
$
|
(15,284
|
)
|
|
$
|
(5,708
|
)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Depreciation and Amortization:
|
|
|
|
|
|
||||||
DynaEnergetics
|
6,308
|
|
|
6,879
|
|
|
6,768
|
|
|||
NobelClad
|
$
|
3,212
|
|
|
$
|
3,687
|
|
|
$
|
3,999
|
|
Segment depreciation and amortization
|
$
|
9,520
|
|
|
$
|
10,566
|
|
|
$
|
10,767
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Acquisition of property, plant and equipment
|
|
|
|
|
|
||||||
DynaEnergetics
|
41,041
|
|
|
4,025
|
|
|
4,448
|
|
|||
NobelClad
|
$
|
2,281
|
|
|
$
|
1,584
|
|
|
$
|
1,217
|
|
Segment acquisition of property, plant and equipment
|
43,322
|
|
|
5,609
|
|
|
5,665
|
|
|||
Corporate and other
|
1,773
|
|
|
577
|
|
|
54
|
|
|||
Consolidated acquisition of property, plant and equipment
|
$
|
45,095
|
|
|
$
|
6,186
|
|
|
$
|
5,719
|
|
|
2018
|
|
2017
|
||||
Assets:
|
|
|
|
||||
DynaEnergetics
|
151,001
|
|
|
98,640
|
|
||
NobelClad
|
$
|
59,831
|
|
|
$
|
57,906
|
|
Segment assets
|
210,832
|
|
|
156,546
|
|
||
|
|
|
|
||||
Cash and cash equivalents
|
13,375
|
|
|
8,983
|
|
||
Prepaid expenses and other assets
|
8,530
|
|
|
6,058
|
|
||
Deferred tax assets
|
4,001
|
|
|
98
|
|
||
Corporate property, plant and equipment
|
3,680
|
|
|
1,398
|
|
||
Consolidated assets
|
$
|
240,418
|
|
|
$
|
173,083
|
|
|
2018
|
|
2017
|
||||
United States
|
$
|
59,862
|
|
|
$
|
23,620
|
|
Germany
|
27,442
|
|
|
25,876
|
|
||
Russia
|
7,256
|
|
|
9,323
|
|
||
France
|
377
|
|
|
837
|
|
||
Kazakhstan
|
—
|
|
|
15
|
|
||
Canada
|
198
|
|
|
193
|
|
||
Rest of the world
|
5
|
|
|
8
|
|
||
Total
|
$
|
95,140
|
|
|
$
|
59,872
|
|
|
For the years ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
United States
|
$
|
221,847
|
|
|
$
|
116,083
|
|
|
$
|
78,999
|
|
Canada
|
30,126
|
|
|
23,377
|
|
|
16,021
|
|
|||
United Arab Emirates
|
4,093
|
|
|
1,768
|
|
|
7,449
|
|
|||
France
|
4,581
|
|
|
3,032
|
|
|
3,744
|
|
|||
South Korea
|
2,263
|
|
|
1,173
|
|
|
1,690
|
|
|||
Germany
|
4,067
|
|
|
5,397
|
|
|
5,979
|
|
|||
Russia
|
4,117
|
|
|
4,504
|
|
|
3,731
|
|
|||
India
|
4,291
|
|
|
2,927
|
|
|
5,066
|
|
|||
Egypt
|
2,419
|
|
|
2,721
|
|
|
1,942
|
|
|||
Spain
|
1,083
|
|
|
1,126
|
|
|
1,500
|
|
|||
Iraq
|
314
|
|
|
77
|
|
|
13
|
|
|||
China
|
12,503
|
|
|
3,673
|
|
|
7,012
|
|
|||
Italy
|
1,730
|
|
|
1,582
|
|
|
2,577
|
|
|||
Hong Kong
|
496
|
|
|
255
|
|
|
699
|
|
|||
Sweden
|
2,339
|
|
|
2,009
|
|
|
2,124
|
|
|||
Rest of the world
|
30,160
|
|
|
23,099
|
|
|
20,029
|
|
|||
Total
|
$
|
326,429
|
|
|
$
|
192,803
|
|
|
$
|
158,575
|
|
Derivative type
|
|
Income Statement Location
|
|
2018
|
|
2017
|
|
2016
|
||||||
Foreign currency contracts
|
|
Other income (expense), net
|
|
$
|
(77
|
)
|
|
$
|
(157
|
)
|
|
$
|
—
|
|
For the years ended December 31 -
|
Operating Leases
|
|
License and Risk Allocation Agreements
|
||||
2019
|
$
|
2,234
|
|
|
$
|
300
|
|
2020
|
1,724
|
|
|
300
|
|
||
2021
|
969
|
|
|
300
|
|
||
2022
|
685
|
|
|
300
|
|
||
2023
|
214
|
|
|
300
|
|
||
Thereafter
|
210
|
|
|
1,275
|
|
||
Total minimum payments
|
$
|
6,036
|
|
|
$
|
2,775
|
|
|
2018
|
||||||||||||||||||
|
Severance
|
|
Contract Termination Costs
|
|
Equipment Moving Costs
|
|
Other Exit Costs
|
|
Total
|
||||||||||
NobelClad
|
$
|
637
|
|
|
$
|
43
|
|
|
$
|
249
|
|
|
$
|
185
|
|
|
$
|
1,114
|
|
|
2017
|
||||||||||||||
|
Severance
|
|
Asset Impairment
|
|
Other Exit Costs
|
|
Total
|
||||||||
NobelClad
|
$
|
2,513
|
|
|
$
|
1,241
|
|
|
$
|
71
|
|
|
$
|
3,825
|
|
DynaEnergetics
|
$
|
20
|
|
|
$
|
143
|
|
|
$
|
295
|
|
|
$
|
458
|
|
Total
|
$
|
2,533
|
|
|
$
|
1,384
|
|
|
$
|
366
|
|
|
$
|
4,283
|
|
|
2016
|
||||||||||||||||||
|
Severance
|
|
Contract Termination Costs
|
|
Equipment Moving Costs
|
|
Other Exit Costs
|
|
Total
|
||||||||||
DynaEnergetics
|
684
|
|
|
386
|
|
|
15
|
|
|
43
|
|
|
1,128
|
|
|||||
Corporate
|
74
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
74
|
|
|||||
Total
|
$
|
758
|
|
|
$
|
386
|
|
|
$
|
15
|
|
|
$
|
43
|
|
|
$
|
1,202
|
|
|
December 31, 2017
|
|
Expense
|
|
Payments
|
|
Currency and Other Adjustments
|
|
December 31, 2018
|
||||||||||
Severance
|
$
|
2,568
|
|
|
$
|
637
|
|
|
$
|
(1,980
|
)
|
|
$
|
(120
|
)
|
|
$
|
1,105
|
|
Contract termination costs
|
—
|
|
|
43
|
|
|
(43
|
)
|
|
—
|
|
|
—
|
|
|||||
Equipment moving costs
|
—
|
|
|
249
|
|
|
(241
|
)
|
|
—
|
|
|
8
|
|
|||||
Other exit costs
|
10
|
|
|
185
|
|
|
(153
|
)
|
|
—
|
|
|
42
|
|
|||||
Total
|
$
|
2,578
|
|
|
$
|
1,114
|
|
|
$
|
(2,417
|
)
|
|
$
|
(120
|
)
|
|
$
|
1,155
|
|
|
|
2018
|
||||||||||||||
|
|
Quarter ended March 31,
|
|
Quarter ended June 30,
|
|
Quarter ended September 30,
|
|
Quarter ended December 31,
|
||||||||
Net sales
|
|
$
|
67,313
|
|
|
$
|
80,915
|
|
|
$
|
87,883
|
|
|
$
|
90,318
|
|
Gross profit
|
|
$
|
22,753
|
|
|
$
|
26,775
|
|
|
$
|
29,728
|
|
|
$
|
31,439
|
|
Net income
|
|
$
|
3,920
|
|
|
$
|
6,372
|
|
|
$
|
4,910
|
|
|
$
|
15,271
|
|
|
|
|
|
|
|
|
|
|
||||||||
Net income per share
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
0.26
|
|
|
$
|
0.43
|
|
|
$
|
0.33
|
|
|
$
|
1.02
|
|
Diluted
|
|
$
|
0.26
|
|
|
$
|
0.43
|
|
|
$
|
0.33
|
|
|
$
|
1.02
|
|
|
|
2017
|
||||||||||||||
|
|
Quarter ended March 31,
|
|
Quarter ended June 30,
|
|
Quarter ended September 30,
|
|
Quarter ended December 31,
|
||||||||
Net sales
|
|
$
|
38,962
|
|
|
$
|
47,190
|
|
|
$
|
52,161
|
|
|
$
|
54,490
|
|
Gross profit
|
|
$
|
10,366
|
|
|
$
|
14,018
|
|
|
$
|
17,162
|
|
|
$
|
17,845
|
|
Net income (loss)
|
|
$
|
(3,020
|
)
|
|
$
|
189
|
|
|
$
|
(14,064
|
)
|
|
$
|
(1,958
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
Net income (loss) per share
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
(0.21
|
)
|
|
$
|
0.01
|
|
|
$
|
(0.98
|
)
|
|
$
|
(0.13
|
)
|
Diluted
|
|
$
|
(0.21
|
)
|
|
$
|
0.01
|
|
|
$
|
(0.98
|
)
|
|
$
|
(0.13
|
)
|
|
/s/ Kevin Longe
|
|
Kevin Longe
|
|
President and Chief Executive Officer
|
|
February 21, 2019
|
|
|
|
/s/ Michael Kuta
|
|
Michael Kuta
|
|
Chief Financial Officer
|
|
February 21, 2019
|
|
/s/ Ernst & Young LLP
|
Denver, Colorado
|
|
February 21, 2019
|
Exhibit
Number
|
|
Description
|
3.1
|
|
|
3.2
|
|
|
10.1
|
|
|
10.6
|
|
Exhibit
Number
|
|
Description
|
10.7
|
|
|
10.8
|
|
|
10.9
|
|
|
10.10
|
|
|
10.11
|
|
|
10.12
|
|
|
10.13
|
|
|
10.14
|
|
|
10.15
|
|
|
10.16
|
|
|
10.17
|
|
|
10.18
|
|
|
10.19
|
|
|
10.20
|
|
|
10.21
|
|
|
10.22
|
|
|
10.23
|
|
|
10.24
|
|
|
10.25
|
|
|
10.26
|
|
|
10.27
|
|
|
10.28
|
|
|
10.29
|
|
Exhibit
Number
|
|
Description
|
10.30
|
|
|
21.1
|
|
|
23.1
|
|
|
31.1
|
|
|
31.2
|
|
|
32.1
|
|
|
32.2
|
|
|
101
|
|
The following materials from the Annual Report on Form 10-K of DMC Global Inc. For the year ended December 31, 2015, formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statement of Stockholders’ Equity, (v) the Consolidated Statements of Cash Flows, and (vi) the Notes to Consolidated Financial Statements.**
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DMC Global Inc.
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February 21, 2019
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By:
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/s/ Michael Kuta
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Michael Kuta
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Chief Financial Officer
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SIGNATURE
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TITLE
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DATE
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/s/ Kevin T. Longe
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President and Chief Executive Officer and Director
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February 21, 2019
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Kevin T. Longe
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(Principal Executive Officer)
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/s/ Michael Kuta
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Chief Financial Officer
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February 21, 2019
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Michael Kuta
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(Principal Financial and Accounting Officer)
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/s/ David C. Aldous
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Chairman and Director
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February 21, 2019
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David C. Aldous
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/s/ Yvon Pierre Cariou
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Director
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February 21, 2019
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Yvon Pierre Cariou
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/s/ Robert A. Cohen
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Director
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February 21, 2019
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Robert A. Cohen
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/s/ James J. Ferris
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Director
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February 21, 2019
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James J. Ferris
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/s/ Richard P. Graff
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Director
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February 21, 2019
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Richard P. Graff
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/s/ Clifton Peter Rose
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Director
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February 21, 2019
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Clifton Peter Rose
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Balance at
beginning
of period
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Additions
charged to
income
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Accounts
receivable
written off
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Currency and Other
Adjustments
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Balance at
end of
period
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Year ended -
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December 31, 2016
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$
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974
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$
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873
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$
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(351
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)
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$
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(350
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)
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$
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1,146
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December 31, 2017
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$
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1,146
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$
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306
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$
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(174
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)
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$
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(190
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)
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$
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1,088
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December 31, 2018
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$
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1,088
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$
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282
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$
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(742
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)
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$
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(115
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)
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$
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513
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Balance at
beginning
of period
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Additions
charged to
income
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Repairs
allowed
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Currency and Other
Adjustments |
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Balance at
end of
period
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Year ended -
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December 31, 2016
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$
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130
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$
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535
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$
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(140
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)
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$
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—
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$
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525
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December 31, 2017
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$
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525
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$
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218
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$
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(466
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)
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$
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74
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$
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351
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December 31, 2018
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$
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351
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$
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65
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$
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(13
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$
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(9
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)
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$
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394
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(a)
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The provisions of Paragraph No. 5(a) of the First Amendment are modified by substituting “12,500 pounds of explosives” for “10,000 pounds of explosives” both places that phrase appears.
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(b)
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The provisions of Paragraph No. 5(b) of the First Amendment are deleted and replaced with the following operative language: “DMC agrees that that portion of its explosion bonding activities that consistent of or relate to industrial diamond synthesis/bonding shall be limited to explosions utilizing not more than 9,000 pounds of explosive and in no more than 96 days in any 12-month period commencing April 1, 2018 unless, and only unless, DMC obtains the prior written consent of Coolspring.
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(c)
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The terms and provisions of Paragraph No. 8 of the First Amendment to the License Agreement are deleted in their entirety.
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(a)
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In any fiscal year (April 1 through March 31) DMC may conduct up to 36 Diamond Explosions at Coolspring Mine No. 1 without any requirement that the same number of Diamond Explosions occur in the Dunbar Mine.
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(b)
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If the number of Diamond Explosions at Coolspring Mine No. 1 exceeds 36 in a fiscal year, DMC shall compensate SMI at the rate of
xxx
for each such Diamond Explosion unless during such fiscal year DMC conducts an equal or greater number of Diamond Explosions at the Dunbar Mine. To illustrate, if DMC conducts 36 or fewer Diamond Explosions in any fiscal year at Coolspring Mine No. 1 there shall be no payment adjustment under this Second Amendment. If it conducts, for example, 40 Diamond Explosions while conducting 36 or fewer at the Dunbar Mine, an additional payment of
xxx
(four additional explosions multiplied by
xxx
per Diamond Explosion) shall be paid to SMI. If DMC conducts 50 Diamond Explosions at Coolspring Mine No. 1 and 49 at the Dunbar Mine it will pay an additional
xxx
to SMI. If the number of Diamond Explosions conducted at the Dunbar Mine in any fiscal year exceeds the number conducted at Coolspring Mine No. 1 in the same fiscal year, no additional payment will be due.
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(c)
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Notwithstanding the above, in no event shall more than 96 Diamond Explosions be conducted in any fiscal year at Coolspring Mine No. 1. The limitation of 96 is per fiscal year with no carryover to subsequent years.
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(d)
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Within 30 days of the end of each fiscal year DMC shall provide SMI with an accounting of the number of Diamond Explosions conducted during the then concluded fiscal year at Coolspring Mine No. 1 and the Dunbar Mine, together with a check made payable to SMI for any additional payment due hereunder by reason of such activity.
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Name of Subsidiary
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State or Jurisdiction of Incorporation
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DMC Korea Inc.
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Colorado
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DynaEnergetics Beteiligungs GmbH
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Germany
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DYNAenergetics Canada Inc
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Canada
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DynaEnergetics GmbH & Co., KG
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Germany
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DynaEnergetics Holding GmbH
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Germany
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DynaEnergetics US, Inc
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Colorado
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Dynamic Materials Corporation (HK) Ltd
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Hong Kong
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Dynamic Materials Luxembourg 2 S.a r.L
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Luxembourg
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Nobelclad Europe GmbH & Co., KG
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Germany
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Nobelclad Europe Holdings GmbH
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Germany
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DYNAenergetics Siberia Limited
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Russia
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Nobelclad Europe SAS
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France
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Dynamic Materials Corporation (Shanghai) Trading Co. Ltd.
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China
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(1)
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Registration Statement (Form S-3 No. 333-216591),
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(2)
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Registration Statements (Form S-8 No. 333-143355, Form S-8 No. 333-188796 and Form S-8 No. 333-211328) pertaining to the Company’s 2006 Stock Incentive Plan,
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(3)
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Registration Statements (Form S-8 No. 333-182979 and Form S-8 No. 333-218177) pertaining to the Company’s Employee Stock Purchase Plan, and
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(4)
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Registration Statement (Form S-8 No. 333-214460) pertaining to the Company’s 2016 Omnibus Incentive Plan;
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/s/ Ernst & Young LLP
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Denver, Colorado
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February 21, 2019
|
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/s/ Kevin T. Longe
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Kevin T. Longe
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President and Chief Executive Officer
|
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of DMC Global Inc.
|
|
/s/ Michael Kuta
|
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Michael Kuta
|
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Chief Financial Officer of DMC Global Inc.
|
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/s/ Kevin T. Longe
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Kevin T. Longe
|
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President and Chief Executive Officer
|
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of DMC Global Inc.
|
|
/s/ Michael Kuta
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Michael Kuta
|
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Chief Financial Officer of DMC Global Inc.
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