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ý
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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20-5657551
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(State of Incorporation)
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(I.R.S. ID)
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COMMON STOCK, $0.01 par value per share
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NASDAQ
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Large Accelerated Filer
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¨
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Accelerated Filer
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¨
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Non-accelerated Filer
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ý
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Smaller reporting company
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ý
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Emerging growth company
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¨
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Page
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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Item 15.
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Term
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Definition
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AIG
|
|
Ammonia Injection Grid
|
ASCR™
|
|
A trademark used to describe our Advanced Selective Catalytic Reduction process
|
CAIR
|
|
Clean Air Interstate Rule
|
CSAPR
|
|
Cross-State Air Pollution Rule
|
CFD
|
|
Computational Fluid Dynamics
|
EPA
|
|
The U.S. Environmental Protection Agency
|
ESP
|
|
Electrostatic Precipitator
|
FGC
|
|
Flue Gas Conditioning
|
FUEL CHEM
®
|
|
A trademark used to describe our fuel and flue gas treatment processes, including its TIFI
®
Targeted In-Furnace Injection™ technology to control slagging, fouling, corrosion and a variety of sulfur trioxide-related issues
|
GSG™
|
|
Graduated Straightening Grid
|
HERT™ High Energy Reagent Technology™
|
|
A trademark used to describe one of our SNCR processes for the reduction of NOx
|
I-NOx
®
|
|
Systems can include LNB, OFA, and SNCR components, along with SCR technology, Ammonia Injection Grid (AIG), and Graduated Straightening Grid (GSG™) system
|
NO
x
|
|
Oxides of nitrogen
|
NO
x
OUT
®
|
|
A trademark used to describe one of our SNCR processes for the reduction of NOx
|
NO
x
OUT-SCR
®
|
|
A trademark used to describe our direct injection of urea as a catalyst reagent
|
NO
x
OUT-CASCADE
®
|
|
A trademark used to describe our process for the combination of SNCR and SCR technologies
|
SCR
|
|
Selective Catalytic Reduction
|
SNCR
|
|
Selective Non-Catalytic Reduction
|
TIFI
®
Targeted In-Furnace Injection™
|
|
A trademark used to describe our proprietary technology that enables the precise injection of a chemical reagent into a boiler or furnace as part of a FUEL CHEM program
|
UDI™
|
|
Urea Direct Injection as the process to provide urea reagent directly into a duct for SCR applications
|
ULTRA
®
|
|
A trademark used to describe our process for generating ammonia for use as a Selective Catalytic Reduction reagent
|
BREF
|
|
Best Available Reference Technology. European emission requirements.
|
ACE
|
|
Affordable Clean Energy. EPA rule to address greenhouse gas emissions.
|
DGI™
|
|
Dissolved Gas Infusion
|
BACT
|
|
Best Available Control Technology
|
•
|
The Company’s nitrogen oxide (NO
x
) reduction technologies include advanced combustion modification techniques and post-combustion NO
x
control approaches, including NO
x
OUT
®
, HERT™, and Advanced SNCR systems, ASCR™ Advanced Selective Catalytic Reduction systems, and I-NO
x
®
Integrated NO
x
Reduction Systems, which utilize various combinations of these systems, along UDI™ Urea Direct Injection system for SCR reagent supply, and the ULTRA
®
process for safe ammonia generation. These technologies have established Fuel Tech as a leader in NO
x
reduction, with installations on over 900 units worldwide.
|
•
|
Fuel Tech’s APC technologies include particulate control with Electrostatic Precipitator (ESP) products and services including complete turnkey capability for ESP retrofits, with experience on units up to 700 MW. Flue gas conditioning (FGC) systems include treatment using sulfur trioxide (SO
3
) and ammonia (NH
3
) based conditioning to improve the performance of ESPs by modifying the properties of fly ash particles. Fuel Tech’s particulate control technologies have been installed on more than 125 units worldwide.
|
•
|
Our FUEL CHEM technologies revolve around the unique application of chemical injection programs which improve the efficiency, reliability, fuel flexibility, boiler heat rate and environmental status of combustion units by controlling slagging, fouling, corrosion, opacity and acid plume, as well as the formation of sulfur trioxide, ammonium bisulfate, particulate matter (PM
2.5
), sulfur dioxide (SO
2
), and carbon dioxide (CO
2
). We use our patented TIFI
®
Targeted In-Furnace Injection™ processes to apply specialty chemical programs to units burning a wide variety of fuels including coal, heavy oil, biomass, and municipal waste. These TIFI programs incorporate design, modeling, equipment, reagent, and service to provide complete customized on-site programs designed to improve plant operations and provide a return on investment in addition to helping meet emission regulatory requirements.
|
•
|
Water treatment technologies include DGI™ Dissolved Gas Infusion Systems which utilize a patented nozzle to provide a competitive advantage over conventional utility and industrial aeration. An innovative alternative to current aeration technology among other applications, DGI systems can deliver supersaturated oxygen solutions and other gas-water combinations to target process applications or environmental issues. This infusion process has a variety of applications in the water and wastewater industries, including remediation, treatment, biological activity and wastewater odor management. DGI technology benefits include reduced energy consumption, installation costs, and operating costs, while improving treatment performance.
|
•
|
SNCR Systems: Our NO
x
OUT
®
and HERT™ SNCR processes use non-hazardous urea as the reagent rather than ammonia. Both the NO
x
OUT
®
and HERT™ processes on their own are capable of reducing NO
x
by up to 25% - 50% for utilities and by potentially significantly greater amounts for industrial units in many types of plants with capital costs ranging from $5 - $20/kW for utility boilers and with total annualized operating costs ranging from $1,000 - $2,000/ton of NO
x
removed. Advanced SNCR systems are also available to improve performance and minimize reagent costs through in-furnace monitoring and an advanced control system.
|
•
|
I-NOx
®
Systems: Our I-NOx
®
systems can include LNB, OFA, and SNCR components, along with SCR technology, Ammonia Injection Grid (AIG), and Graduated Straightening Grid (GSG™) system. Together, these systems provide up to 90% NO
x
reduction at significantly lower capital and operating costs than conventional SCR systems while providing greater operational flexibility to plant operators. The capital costs for I-NOx
®
systems can range from $30 - $150/kW depending on boiler size and configuration, which is significantly less than that of conventional SCRs, which can cost $300/kW or more, while operating costs are competitive with those experienced by SCR systems. Our SCR systems utilize urea or ammonia as the SCR catalyst reagent to achieve NO
x
reductions of up to 85% from industrial combustion sources.
|
•
|
ULTRA Technology: Our
ULTRA
®
process is designed to convert urea to ammonia safely and economically for use as a reagent in the SCR process for NO
x
reduction. Recent local objections in the ammonia permitting process have raised concerns regarding the safety of ammonia shipment and storage in quantities sufficient to supply SCR. In addition, the Department of Homeland Security has characterized anhydrous ammonia as a Toxic Inhalation Hazard commodity. Our ULTRA
®
process is believed to be a market leader for the safe conversion of urea to ammonia just prior to injection into the flue gas duct, which is particularly important near densely populated cities, major waterways, harbors or islands, or where the transport of anhydrous or aqueous ammonia is a safety concern. Ammonia feed systems provide reagent flexibility for SCR reagent feed system, while our UDI™ Urea Direct Injection systems utilize direct injection of reagent without the need for an ammonia injection grid.
|
•
|
SCR Processes and Services: Our SCR group provides process design optimization, performance testing and improvement, and catalyst selection services for SCR systems on coal-fired boilers. In addition, other related services, including start-ups, maintenance support and general consulting services for SCR systems, Ammonia Injection Grid design and tuning to help optimize catalyst performance, and catalyst management services to help optimize catalyst life, are now offered to customers around the world. We also specialize in computational fluid dynamics models, which simulate fluid flow by generating a virtual replication of real-world geometry and operating inputs. We design flow corrective devices, such as turning vanes, ash screens, static mixers and our patented GSG
®
Graduated Straightening Grid. Our models help clients optimize performance in flow critical equipment, such as selective catalytic reactors in SCR systems, where the effectiveness and longevity of catalysts are of utmost concern. The Company’s modeling capabilities are also applied to other power plant systems where proper flow distribution and mixing are important for performance, such as flue gas desulfurization- scrubbers, electrostatic precipitators, air heaters, exhaust stacks and carbon injection systems for mercury removal.
|
•
|
ESP Processes and Services: ESP technologies for particulate control include Electrostatic Precipitator (ESP) products and services including ESP Inspection Services, Performance Modeling, and Performance and Efficiency Upgrades, along with complete turnkey capability for ESP retrofits. Flue gas conditioning (FGC) systems include treatment using sulfur trioxide (SO
3
) and ammonia (NH
3
) based systems to improve the performance of ESPs by modifying the properties of the fly ash particle. Our ULTRA technology can provide the ammonia system feed requirements for FGC applications as a safe alternative to ammonia reagent based systems. FGC systems offer a lower capital cost approach to improving ash particulate capture versus the alternative of installing larger ESPs or utilizing fabric filter technology to meet targeted emissions and opacity limits. Fuel Tech’s particulate control technologies have been installed on more than 125 units worldwide.
|
•
|
Burner Systems: Low NO
x
Burners and Ultra Low NO
x
Burners (LNB and ULNB) are available for coal-, oil-, and gas-fired industrial and utility units. Each system application is specifically designed to maximize NO
x
reduction. Computational fluid dynamics combustion modeling is used to validate the design prior to fabrication of equipment. NO
x
reductions can range from 40%-60% depending on the fuel type. Over-Fire Air (OFA) systems stage combustion for enhanced NO
x
reduction. Additional NO
x
reductions, beyond Low NO
x
Burners, of 35% - 50% are possible on different boiler configurations on a range of fuel types. Combined overall reductions range from 50% - 70%, with overall capital costs ranging from $10 - $20/kW and total costs ranging from $300 - $1,500/ton of NO
x
removed, depending on the scope.
|
•
|
The Air Pollution Control technology segment includes technologies to reduce NO
x
emissions in flue gas from boilers, incinerators, furnaces and other stationary combustion sources. These include Low and Ultra Low NO
x
Burners (LNB and ULNB), Over-Fire Air (OFA) systems, NO
x
OUT
®
and HERT™ Selective Non-Catalytic Reduction (SNCR) systems, and Advanced Selective Catalytic Reduction (ASCR™) systems. The ASCR system includes ULNB, OFA, and SNCR components, along with a downsized SCR catalyst, Ammonia Injection Grid (AIG), and Graduated Straightening Grid (GSG™) systems to provide high NO
x
reductions at significantly lower capital and operating costs than conventional SCR systems. The NO
x
OUT CASCADE
®
and NO
x
OUT-SCR
®
processes are basic types of ASCR systems, using just SNCR and SCR catalyst components. ULTRA
®
technology creates ammonia at a plant site using safe urea for use with any SCR application. ESP technologies make use of electrostatic precipitator products and services to reduce particulate matter. Flue Gas Conditioning systems are chemical injection systems offered in markets outside the U.S. and Canada to enhance electrostatic precipitator and fabric filter performance in controlling particulate emissions.
|
•
|
The FUEL CHEM
®
technology segment which uses chemical processes in combination with advanced Computational Fluid Dynamics (CFD) and Chemical Kinetics Modeling (CKM) boiler modeling for the control of slagging, fouling, corrosion, opacity and other sulfur trioxide-related issues in furnaces and boilers through the addition of chemicals into the furnace using TIFI
®
Targeted In-Furnace Injection™ technology.
|
•
|
The Stamford, Connecticut building lease, for approximately
6,440
square feet, runs from February 1, 2010 to December 31, 2019. The facility houses certain administrative functions.
|
•
|
The Beijing, China building lease, for approximately
9,000
square feet, runs from June 1, 2017 to May 31, 2020. This facility serves as the operating headquarters for our Beijing Fuel Tech operation. As a result of our announcement on January 17, 2019 related to the suspension of our APC business in Beijing, we notified the landlord of our intention to early terminate the lease on July 22, 2019.
|
•
|
The Durham, North Carolina building lease, for approximately
2,590
square feet, runs from July 1, 2016 to July 31, 2019. This facility houses engineering operations.
|
•
|
The Gallarate, Italy building lease, for approximately
1,636
square feet, runs from May 1, 2013 to April 30, 2019. This facility serves as the operating headquarters for our European operations.
|
•
|
The Westlake, Ohio building lease, for approximately
3,000
square feet, runs from May 1, 2017 to April 30, 2020. This facility houses engineering operations.
|
•
|
The Aurora, IL warehouse lease, for approximately
11,000
square feet, runs from September 1, 2013 to December 31, 2020. This facility serves as an outside warehouse facility.
|
•
|
The Overland Park, KS lease, for approximately
600
square feet, runs from October 16, 2018 to October 15, 2021. This facility serves primarily as a sales office.
|
2018
|
|
High
|
|
Low
|
||||
Fourth Quarter
|
|
$
|
1.49
|
|
|
$
|
1.15
|
|
Third Quarter
|
|
1.42
|
|
|
0.97
|
|
||
Second Quarter
|
|
1.42
|
|
|
1.00
|
|
||
First Quarter
|
|
1.57
|
|
|
1.00
|
|
2017
|
|
High
|
|
Low
|
||||
Fourth Quarter
|
|
$
|
1.17
|
|
|
$
|
0.91
|
|
Third Quarter
|
|
1.14
|
|
|
0.79
|
|
||
Second Quarter
|
|
0.99
|
|
|
0.76
|
|
||
First Quarter
|
|
1.28
|
|
|
1.02
|
|
|
|
For the years ended December 31
|
||||||||||||||||||
CONSOLIDATED STATEMENT OF OPERATIONS DATA
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
(in thousands of dollars, except for share and per-share data)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
|
$
|
56,535
|
|
|
$
|
45,166
|
|
|
$
|
55,161
|
|
|
$
|
73,664
|
|
|
$
|
79,017
|
|
Cost of sales
|
|
36,471
|
|
|
27,144
|
|
|
36,367
|
|
|
45,107
|
|
|
43,889
|
|
|||||
Selling, general and administrative
|
|
18,564
|
|
|
20,933
|
|
|
25,564
|
|
|
30,897
|
|
|
35,432
|
|
|||||
Restructuring charge
|
|
—
|
|
|
119
|
|
|
1,428
|
|
|
219
|
|
|
—
|
|
|||||
Research and development
|
|
1,073
|
|
|
1,070
|
|
|
1,752
|
|
|
1,447
|
|
|
1,459
|
|
|||||
Impairment and abandonment charges
|
|
317
|
|
|
2,965
|
|
|
2,074
|
|
|
1,425
|
|
|
23,400
|
|
|||||
Operating (loss) income from continuing operations
|
|
110
|
|
|
(7,065
|
)
|
|
(12,024
|
)
|
|
(5,431
|
)
|
|
(25,163
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net loss from continuing operations
|
|
85
|
|
|
(6,535
|
)
|
|
(14,588
|
)
|
|
(9,554
|
)
|
|
(17,448
|
)
|
|||||
Loss from discontinued operations
|
|
(113
|
)
|
|
(3,914
|
)
|
|
(2,800
|
)
|
|
(2,826
|
)
|
|
(277
|
)
|
|||||
Net loss
|
|
$
|
(28
|
)
|
|
$
|
(10,449
|
)
|
|
$
|
(17,388
|
)
|
|
$
|
(12,380
|
)
|
|
$
|
(17,725
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net loss per common share:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
|
$
|
—
|
|
|
$
|
(0.28
|
)
|
|
$
|
(0.62
|
)
|
|
$
|
(0.41
|
)
|
|
$
|
(0.77
|
)
|
Discontinued operations
|
|
—
|
|
|
(0.16
|
)
|
|
(0.12
|
)
|
|
(0.13
|
)
|
|
(0.01
|
)
|
|||||
Basic net loss per common share
|
|
$
|
—
|
|
|
$
|
(0.44
|
)
|
|
$
|
(0.74
|
)
|
|
$
|
(0.54
|
)
|
|
$
|
(0.78
|
)
|
Diluted
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
|
$
|
—
|
|
|
$
|
(0.28
|
)
|
|
$
|
(0.62
|
)
|
|
$
|
(0.41
|
)
|
|
$
|
(0.77
|
)
|
Discontinued operations
|
|
—
|
|
|
(0.16
|
)
|
|
(0.12
|
)
|
|
(0.13
|
)
|
|
(0.01
|
)
|
|||||
Diluted net loss per common share
|
|
$
|
—
|
|
|
$
|
(0.44
|
)
|
|
$
|
(0.74
|
)
|
|
$
|
(0.54
|
)
|
|
$
|
(0.78
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Weighted-average basic shares outstanding
|
|
24,164,000
|
|
|
23,872,000
|
|
|
23,365,000
|
|
|
23,101,000
|
|
|
22,782,000
|
|
|||||
Weighted-average diluted shares outstanding
|
|
24,164,000
|
|
|
23,872,000
|
|
|
23,365,000
|
|
|
23,101,000
|
|
|
22,782,000
|
|
|
|
December 31
|
||||||||||||||||||
CONSOLIDATED BALANCE SHEET DATA
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
(in thousands of dollars)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Working capital
|
|
$
|
23,556
|
|
|
$
|
18,025
|
|
|
$
|
26,585
|
|
|
$
|
35,865
|
|
|
$
|
39,688
|
|
Total assets
|
|
51,719
|
|
|
50,484
|
|
|
57,788
|
|
|
76,011
|
|
|
91,471
|
|
|||||
Long-term obligations
|
|
335
|
|
|
420
|
|
|
346
|
|
|
501
|
|
|
520
|
|
|||||
Total liabilities
|
|
17,667
|
|
|
16,312
|
|
|
15,099
|
|
|
17,740
|
|
|
19,170
|
|
|||||
Stockholders’ equity (1)
|
|
34,052
|
|
|
34,172
|
|
|
42,689
|
|
|
58,271
|
|
|
72,301
|
|
(1)
|
Stockholders’ equity includes the principal amount of nil coupon non-redeemable perpetual loan notes. See Note 7 to the consolidated financial statements; Refer to Note 1 of the Notes to the Consolidated Financial Statements for further detail related to a revision made in the previously issued financial statements as a result of an error discovered in the preparation of the current year income tax provision.
|
•
|
A decrease in employee related costs of $
1,004
|
•
|
A decrease in professional fees and consulting services of $
438
|
•
|
A decrease in office and administrative costs relating to our foreign subsidiaries of $
809
|
•
|
A decrease in other administrative costs, including depreciation and amortization of $
118
|
•
|
A decrease in employee related costs, totaling $2,060, including an overall reduction in travel and entertainment costs of $437
|
•
|
A decrease in stock compensation expense of $602
|
•
|
A decrease in depreciation and amortization of $436
|
•
|
A decrease in professional fees and consulting services of $452
|
•
|
A decrease in office and administrative costs relating to our foreign subsidiaries of $377
|
•
|
A decrease in other administrative costs of $730
|
Contractual Cash Obligations
|
|
Total
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
||||||||||
Operating lease obligations
|
|
$
|
726
|
|
|
$
|
613
|
|
|
$
|
102
|
|
|
$
|
11
|
|
|
$
|
—
|
|
Total
|
|
$
|
726
|
|
|
$
|
613
|
|
|
$
|
102
|
|
|
$
|
11
|
|
|
$
|
—
|
|
•
|
in support of the warranty period defined in the contract; or
|
•
|
in support of the system performance criteria that are defined in the contract.
|
Commercial Commitments
|
|
Total
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
||||||||||
Standby letters of credit and bank guarantees
|
|
$
|
5,028
|
|
|
$
|
4,402
|
|
|
$
|
277
|
|
|
$
|
71
|
|
|
$
|
278
|
|
Total
|
|
$
|
5,028
|
|
|
$
|
4,402
|
|
|
$
|
277
|
|
|
$
|
71
|
|
|
$
|
278
|
|
/s/ RSM US LLP
|
|
We have served as the Company's auditor since 2010.
|
|
Chicago, Illinois
|
March 14, 2019
|
|
December 31,
|
||||||
|
2018
|
|
2017
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
12,039
|
|
|
$
|
8,366
|
|
Restricted cash
|
6,020
|
|
|
1,020
|
|
||
Marketable securities
|
—
|
|
|
6
|
|
||
Accounts receivable, net
|
18,399
|
|
|
19,690
|
|
||
Inventories, net
|
957
|
|
|
945
|
|
||
Prepaid expenses and other current assets
|
3,184
|
|
|
3,592
|
|
||
Income taxes receivable
|
118
|
|
|
129
|
|
||
Total current assets
|
40,717
|
|
|
33,748
|
|
||
Property and equipment, net
|
5,976
|
|
|
6,272
|
|
||
Goodwill
|
2,116
|
|
|
2,116
|
|
||
Other intangible assets, net
|
1,164
|
|
|
1,671
|
|
||
Restricted cash
|
—
|
|
|
5,000
|
|
||
Assets held for sale
|
485
|
|
|
485
|
|
||
Other assets
|
1,261
|
|
|
1,192
|
|
||
Total assets
|
$
|
51,719
|
|
|
$
|
50,484
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
9,499
|
|
|
$
|
9,065
|
|
Accrued liabilities:
|
|
|
|
||||
Employee compensation
|
1,563
|
|
|
1,487
|
|
||
Income taxes payable
|
—
|
|
|
73
|
|
||
Other accrued liabilities
|
6,099
|
|
|
5,098
|
|
||
Total current liabilities
|
17,161
|
|
|
15,723
|
|
||
Deferred income taxes
|
171
|
|
|
169
|
|
||
Other liabilities
|
335
|
|
|
420
|
|
||
Total liabilities
|
17,667
|
|
|
16,312
|
|
||
COMMITMENTS AND CONTINGENCIES (Note 9)
|
|
|
|
||||
Stockholders’ equity:
|
|
|
|
||||
Common stock, $.01 par value, 40,000,000 shares authorized, 24,825,891 and 24,777,001 shares issued, and 24,170,585 and 24,132,910 outstanding in 2018 and 2017, respectively
|
248
|
|
|
248
|
|
||
Additional paid-in capital
|
138,992
|
|
|
138,760
|
|
||
Accumulated deficit
|
(102,495
|
)
|
|
(102,672
|
)
|
||
Accumulated other comprehensive loss
|
(1,285
|
)
|
|
(768
|
)
|
||
Nil coupon perpetual loan notes
|
76
|
|
|
76
|
|
||
Treasury stock, 655,306 and 644,091 shares in 2018 and 2017, respectively, at cost
|
(1,484
|
)
|
|
(1,472
|
)
|
||
Total shareholders’ equity
|
34,052
|
|
|
34,172
|
|
||
Total liabilities and shareholders’ equity
|
$
|
51,719
|
|
|
$
|
50,484
|
|
|
|
|
|
|
|
|
For the years ended December 31,
|
||||||||||
|
|
2018
|
|
2017
|
|
2016
|
||||||
Revenues
|
|
$
|
56,535
|
|
|
$
|
45,166
|
|
|
$
|
55,161
|
|
Costs and expenses:
|
|
|
|
|
|
|
||||||
Cost of sales
|
|
36,471
|
|
|
27,144
|
|
|
36,367
|
|
|||
Selling, general and administrative
|
|
18,564
|
|
|
20,933
|
|
|
25,564
|
|
|||
Restructuring charge
|
|
—
|
|
|
119
|
|
|
1,428
|
|
|||
Research and development
|
|
1,073
|
|
|
1,070
|
|
|
1,752
|
|
|||
Intangible assets abandonment and building impairment
|
|
317
|
|
|
2,965
|
|
|
2,074
|
|
|||
Total Costs and Expenses
|
|
56,425
|
|
|
52,231
|
|
|
67,185
|
|
|||
Operating income (loss) from continuing operations
|
|
110
|
|
|
(7,065
|
)
|
|
(12,024
|
)
|
|||
Interest income
|
|
6
|
|
|
10
|
|
|
25
|
|
|||
Other expense
|
|
2
|
|
|
(60
|
)
|
|
(925
|
)
|
|||
Income (loss) from continuing operations before income taxes
|
|
118
|
|
|
(7,115
|
)
|
|
(12,924
|
)
|
|||
Income tax benefit (expense)
|
|
(33
|
)
|
|
580
|
|
|
(1,664
|
)
|
|||
Net income (loss) from continuing operations
|
|
85
|
|
|
(6,535
|
)
|
|
(14,588
|
)
|
|||
Loss from discontinued operations (net of income tax benefit of $0 in 2018, 2017 and 2016)
|
|
(113
|
)
|
|
(3,914
|
)
|
|
(2,800
|
)
|
|||
Net loss
|
|
$
|
(28
|
)
|
|
$
|
(10,449
|
)
|
|
$
|
(17,388
|
)
|
Net loss per common share:
|
|
|
|
|
|
|
||||||
Basic
|
|
|
|
|
|
|
|
|||||
Continuing operations
|
|
$
|
—
|
|
|
$
|
(0.28
|
)
|
|
$
|
(0.62
|
)
|
Discontinued operations
|
|
$
|
—
|
|
|
$
|
(0.16
|
)
|
|
$
|
(0.12
|
)
|
Basic net loss per common share
|
|
$
|
—
|
|
|
$
|
(0.44
|
)
|
|
$
|
(0.74
|
)
|
Diluted
|
|
|
|
|
|
|
||||||
Continuing operations
|
|
$
|
—
|
|
|
$
|
(0.28
|
)
|
|
$
|
(0.62
|
)
|
Discontinued operations
|
|
$
|
—
|
|
|
$
|
(0.16
|
)
|
|
$
|
(0.12
|
)
|
Diluted net loss per common share
|
|
$
|
—
|
|
|
$
|
(0.44
|
)
|
|
$
|
(0.74
|
)
|
Weighted-average number of common shares outstanding:
|
|
|
|
|
|
|
||||||
Basic
|
|
24,164,000
|
|
|
23,872,000
|
|
|
23,365,000
|
|
|||
Diluted
|
|
24,164,000
|
|
|
23,872,000
|
|
|
23,365,000
|
|
|
|
For the years ended December 31,
|
||||||||||
|
|
2018
|
|
2017
|
|
2016
|
||||||
Net loss
|
|
$
|
(28
|
)
|
|
$
|
(10,449
|
)
|
|
$
|
(17,388
|
)
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
|
(513
|
)
|
|
802
|
|
|
(6
|
)
|
|||
Unrealized losses from marketable securities, net of tax
|
|
(4
|
)
|
|
(2
|
)
|
|
(6
|
)
|
|||
Total other comprehensive income (loss)
|
|
(517
|
)
|
|
800
|
|
|
(12
|
)
|
|||
Comprehensive loss
|
|
$
|
(545
|
)
|
|
$
|
(9,649
|
)
|
|
$
|
(17,400
|
)
|
|
|
Common Stock
|
|
Additional
Paid-in Capital |
|
Accumulated Deficit
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Nil
Coupon
Perpetual Loan Notes
|
|
Treasury Stock
|
|
Total
|
|||||||||||||||||
|
|
Shares
|
|
Amount
|
|
|
|
|
|
|
|||||||||||||||||||||
Balance at December 31, 2015
|
|
23,167
|
|
|
$
|
234
|
|
|
$
|
135,394
|
|
|
$
|
(74,835
|
)
|
|
$
|
(1,556
|
)
|
|
$
|
76
|
|
|
$
|
(1,042
|
)
|
|
$
|
58,271
|
|
Net loss
|
|
|
|
|
|
|
|
(17,388
|
)
|
|
|
|
|
|
|
|
(17,388
|
)
|
|||||||||||||
Foreign currency translation adjustments
|
|
|
|
|
|
|
|
|
|
(6
|
)
|
|
|
|
|
|
(6
|
)
|
|||||||||||||
Unrealized loss on marketable securities, net of tax
|
|
|
|
|
|
|
|
|
|
(6
|
)
|
|
|
|
|
|
(6
|
)
|
|||||||||||||
Stock compensation expense
|
|
|
|
|
|
1,991
|
|
|
|
|
|
|
|
|
|
|
1,991
|
|
|||||||||||||
Common shares issued upon vesting of restricted stock units
|
|
382
|
|
|
4
|
|
|
(5
|
)
|
|
|
|
|
|
|
|
|
|
(1
|
)
|
|||||||||||
Treasury shares withheld
|
|
(103
|
)
|
|
|
|
|
|
|
|
|
|
|
|
(172
|
)
|
|
(172
|
)
|
||||||||||||
Balance at December 31, 2016
|
|
23,446
|
|
|
$
|
238
|
|
|
$
|
137,380
|
|
|
$
|
(92,223
|
)
|
|
$
|
(1,568
|
)
|
|
$
|
76
|
|
|
$
|
(1,214
|
)
|
|
$
|
42,689
|
|
Net loss
|
|
|
|
|
|
|
|
(10,449
|
)
|
|
|
|
|
|
|
|
(10,449
|
)
|
|||||||||||||
Foreign currency translation adjustments
|
|
|
|
|
|
|
|
|
|
802
|
|
|
|
|
|
|
802
|
|
|||||||||||||
Unrealized loss on marketable securities, net of tax
|
|
|
|
|
|
|
|
|
|
(2
|
)
|
|
|
|
|
|
(2
|
)
|
|||||||||||||
Stock compensation expense
|
|
|
|
|
|
1,389
|
|
|
|
|
|
|
|
|
|
|
1,389
|
|
|||||||||||||
Common shares issued upon vesting of restricted stock units
|
|
976
|
|
|
10
|
|
|
(9
|
)
|
|
|
|
|
|
|
|
|
|
1
|
|
|||||||||||
Treasury shares withheld
|
|
(289
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
(258
|
)
|
|
(258
|
)
|
|||||||||||
Balance at December 31, 2017
|
|
24,133
|
|
|
$
|
248
|
|
|
$
|
138,760
|
|
|
$
|
(102,672
|
)
|
|
$
|
(768
|
)
|
|
$
|
76
|
|
|
$
|
(1,472
|
)
|
|
$
|
34,172
|
|
Net loss
|
|
|
|
|
|
|
|
(28
|
)
|
|
|
|
|
|
|
|
(28
|
)
|
|||||||||||||
Foreign currency translation adjustments
|
|
|
|
|
|
|
|
|
|
(513
|
)
|
|
|
|
|
|
(513
|
)
|
|||||||||||||
Unrealized loss on marketable securities, net of tax
|
|
|
|
|
|
|
|
|
|
(4
|
)
|
|
|
|
|
|
(4
|
)
|
|||||||||||||
Stock compensation expense
|
|
|
|
|
|
233
|
|
|
|
|
|
|
|
|
|
|
233
|
|
|||||||||||||
Common shares issued upon vesting of restricted stock units
|
|
49
|
|
|
—
|
|
|
(1
|
)
|
|
|
|
|
|
|
|
|
|
(1
|
)
|
|||||||||||
Treasury shares withheld
|
|
(12
|
)
|
|
|
|
|
|
|
|
|
|
|
|
(12
|
)
|
|
(12
|
)
|
||||||||||||
Adoption of ASC 606
|
|
|
|
|
|
|
|
205
|
|
|
|
|
|
|
|
|
205
|
|
|||||||||||||
Balance at December 31, 2018
|
|
24,170
|
|
|
$
|
248
|
|
|
$
|
138,992
|
|
|
$
|
(102,495
|
)
|
|
$
|
(1,285
|
)
|
|
$
|
76
|
|
|
$
|
(1,484
|
)
|
|
$
|
34,052
|
|
|
|
For the years ended December 31,
|
||||||||||
|
|
2018
|
|
2017
|
|
2016
|
||||||
OPERATING ACTIVITIES
|
|
|
|
|
|
|
||||||
Net loss
|
|
$
|
(28
|
)
|
|
$
|
(10,449
|
)
|
|
$
|
(17,388
|
)
|
Loss from discontinued operations
|
|
113
|
|
|
3,914
|
|
|
2,800
|
|
|||
Net income (loss) from continuing operations
|
|
85
|
|
|
(6,535
|
)
|
|
(14,588
|
)
|
|||
Adjustments to reconcile net income (loss) to net cash used in operating activities:
|
|
|
|
|
|
|
||||||
Depreciation
|
|
654
|
|
|
1,312
|
|
|
1,780
|
|
|||
Amortization
|
|
193
|
|
|
215
|
|
|
1,118
|
|
|||
Loss on disposal of equipment
|
|
142
|
|
|
304
|
|
|
60
|
|
|||
Provision for doubtful accounts, net of recoveries
|
|
(64
|
)
|
|
—
|
|
|
(111
|
)
|
|||
Deferred income taxes
|
|
2
|
|
|
(534
|
)
|
|
1,196
|
|
|||
Stock-based compensation, net of forfeitures
|
|
233
|
|
|
1,389
|
|
|
1,991
|
|
|||
Intangible assets abandonment and building impairment
|
|
317
|
|
|
2,965
|
|
|
2,074
|
|
|||
Excess and obsolete inventory provision
|
|
78
|
|
|
228
|
|
|
825
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
||||||
Accounts receivable
|
|
848
|
|
|
113
|
|
|
3,522
|
|
|||
Inventories
|
|
(108
|
)
|
|
(134
|
)
|
|
446
|
|
|||
Prepaid expenses, other current assets and other non-current assets
|
|
251
|
|
|
(1,084
|
)
|
|
2,893
|
|
|||
Accounts payable
|
|
521
|
|
|
2,500
|
|
|
(2,445
|
)
|
|||
Accrued liabilities and other non-current liabilities
|
|
1,897
|
|
|
(2,439
|
)
|
|
699
|
|
|||
Net cash provided by (used in) operating activities - continuing operations
|
|
5,049
|
|
|
(1,700
|
)
|
|
(540
|
)
|
|||
Net cash used in operating activities - discontinued operations
|
|
(122
|
)
|
|
(1,868
|
)
|
|
(2,198
|
)
|
|||
Net cash provided by (used in) operating activities
|
|
4,927
|
|
|
(3,568
|
)
|
|
(2,738
|
)
|
|||
|
|
|
|
|
|
|
||||||
INVESTING ACTIVITIES
|
|
|
|
|
|
|
||||||
Purchases of equipment and patents
|
|
(570
|
)
|
|
(492
|
)
|
|
(940
|
)
|
|||
Proceeds from the sale of equipment
|
|
1
|
|
|
2
|
|
|
2
|
|
|||
Net cash used in investing activities
|
|
(569
|
)
|
|
(490
|
)
|
|
(938
|
)
|
|||
|
|
|
|
|
|
|
||||||
FINANCING ACTIVITIES
|
|
|
|
|
|
|
||||||
Taxes paid on behalf of equity award participants
|
|
(12
|
)
|
|
(258
|
)
|
|
(172
|
)
|
|||
Net cash used in financing activities
|
|
(12
|
)
|
|
(258
|
)
|
|
(172
|
)
|
|||
Effect of exchange rate fluctuations on cash
|
|
(673
|
)
|
|
856
|
|
|
10
|
|
|||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
|
3,673
|
|
|
(3,460
|
)
|
|
(3,838
|
)
|
|||
Cash, cash equivalents and restricted cash at beginning of period
|
|
14,386
|
|
|
17,846
|
|
|
21,684
|
|
|||
Cash, cash equivalents and restricted cash at end of period
|
|
$
|
18,059
|
|
|
$
|
14,386
|
|
|
$
|
17,846
|
|
|
|
|
|
|
|
|
||||||
Supplemental Cash Flow Information:
|
|
|
|
|
|
|
||||||
Cash paid for:
|
|
|
|
|
|
|
||||||
Interest
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Income taxes paid
|
|
$
|
27
|
|
|
$
|
31
|
|
|
$
|
368
|
|
Year Ended December 31, 2017
|
|
As Previously Reported
|
|
Revision
|
|
As Revised
|
|||
Income tax benefit
|
|
46
|
|
|
534
|
|
|
580
|
|
Net loss from continuing operations
|
|
(7,069
|
)
|
|
534
|
|
|
(6,535
|
)
|
Net loss
|
|
(10,983
|
)
|
|
534
|
|
|
(10,449
|
)
|
Comprehensive loss
|
|
(10,183
|
)
|
|
534
|
|
|
(9,649
|
)
|
|
|
|
|
|
|
|
|||
Basic
|
|
|
|
|
|
|
|||
Continuing operations
|
|
(0.30
|
)
|
|
0.02
|
|
|
(0.28
|
)
|
Discontinued operations
|
|
(0.16
|
)
|
|
—
|
|
|
(0.16
|
)
|
Basic loss per common share
|
|
(0.46
|
)
|
|
0.02
|
|
|
(0.44
|
)
|
|
|
|
|
|
|
|
|||
Diluted
|
|
|
|
|
|
|
|||
Continuing operations
|
|
(0.30
|
)
|
|
0.02
|
|
|
(0.28
|
)
|
Discontinued operations
|
|
(0.16
|
)
|
|
—
|
|
|
(0.16
|
)
|
Basic loss per common share
|
|
(0.46
|
)
|
|
0.02
|
|
|
(0.44
|
)
|
Year Ended December 31, 2017
|
|
As Previously Reported
|
|
Revision
|
|
As Revised
|
|||
Deferred income taxes (long-term)
|
|
—
|
|
|
(169
|
)
|
|
(169
|
)
|
Accumulated deficit
|
|
(102,503
|
)
|
|
(169
|
)
|
|
(102,672
|
)
|
Total shareholders’ equity
|
|
34,341
|
|
|
(169
|
)
|
|
34,172
|
|
Year Ended December 31, 2016
|
|
As Previously Reported
|
|
Revision
|
|
As Revised
|
|||
Deferred income taxes (long-term)
|
|
—
|
|
|
(703
|
)
|
|
(703
|
)
|
Accumulated deficit
|
|
(91,520
|
)
|
|
(703
|
)
|
|
(92,223
|
)
|
Total shareholders’ equity
|
|
43,392
|
|
|
(703
|
)
|
|
42,689
|
|
Year Ended December 31, 2015
|
|
As Previously Reported
|
|
Revision
|
|
As Revised
|
|||
Accumulated deficit
|
|
(74,132
|
)
|
|
(703
|
)
|
|
(74,835
|
)
|
Total shareholders’ equity
|
|
58,974
|
|
|
(703
|
)
|
|
58,271
|
|
|
December 31, 2018
|
December 31, 2017
|
||||
Cash and cash equivalents
|
$
|
12,039
|
|
$
|
8,366
|
|
Restricted cash included in current assets
|
6,020
|
|
1,020
|
|
||
Restricted cash included in long-term assets
|
—
|
|
5,000
|
|
||
Total cash, cash equivalents, and restricted cash shown in the Consolidated Statements of Cash Flows
|
$
|
18,059
|
|
$
|
14,386
|
|
Year
|
|
Balance at
January 1
|
|
Provision charged
to expense
|
|
Write-offs /
Recoveries
|
|
Balance at
December 31
|
||||||||
2016
|
|
$
|
1,772
|
|
|
$
|
172
|
|
|
$
|
(375
|
)
|
|
$
|
1,569
|
|
2017
|
|
$
|
1,569
|
|
|
$
|
—
|
|
|
$
|
(24
|
)
|
|
$
|
1,545
|
|
2018
|
|
$
|
1,545
|
|
|
$
|
—
|
|
|
$
|
(134
|
)
|
|
$
|
1,411
|
|
Year
|
|
Balance at
January 1
|
|
Provision charged
to expense
|
|
Write-offs /
Recoveries
|
|
Balance at
December 31
|
||||||||
2016
|
|
$
|
—
|
|
|
$
|
825
|
|
|
$
|
—
|
|
|
$
|
825
|
|
2017
|
|
825
|
|
|
228
|
|
|
—
|
|
|
1,053
|
|
||||
2018
|
|
1,053
|
|
|
78
|
|
|
—
|
|
|
1,131
|
|
|
|
December 31,
|
||||||
|
|
2018
|
|
2017
|
||||
Foreign currency translation
|
|
|
|
|
||||
Balance at beginning of period
|
|
$
|
(772
|
)
|
|
$
|
(1,574
|
)
|
Other comprehensive (loss):
|
|
|
|
|
||||
Foreign currency translation adjustments (1)
|
|
(513
|
)
|
|
802
|
|
||
Balance at end of period
|
|
$
|
(1,285
|
)
|
|
$
|
(772
|
)
|
Available-for-sale marketable securities
|
|
|
|
|
||||
Balance at beginning of period
|
|
$
|
4
|
|
|
$
|
6
|
|
Other comprehensive (loss):
|
|
|
|
|
||||
Net unrealized holding (loss) (2)
|
|
(4
|
)
|
|
(2
|
)
|
||
Balance at end of period
|
|
$
|
—
|
|
|
$
|
4
|
|
Total accumulated other comprehensive (loss)
|
|
$
|
(1,285
|
)
|
|
$
|
(768
|
)
|
(1)
|
In all periods presented, there were no tax impacts related to rate changes and no amounts were reclassified to earnings.
|
(2)
|
In all periods presented, there were no realized holding gains or losses and therefore no amounts were reclassified to earnings.
|
|
|
|
|
2018
|
|
2017
|
||||||||||||||||||||
Description of Other Intangibles
|
|
Amortization
Period
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
||||||||||||
Customer relationships
|
|
11-15 years
|
|
$
|
1,198
|
|
|
$
|
(1,198
|
)
|
|
$
|
—
|
|
|
$
|
1,198
|
|
|
$
|
(1,138
|
)
|
|
$
|
60
|
|
Patent assets
|
|
1- 20 years
|
|
2,092
|
|
|
(928
|
)
|
|
1,164
|
|
|
2,412
|
|
|
(801
|
)
|
|
1,611
|
|
||||||
Total
|
|
|
|
$
|
3,290
|
|
|
$
|
(2,126
|
)
|
|
$
|
1,164
|
|
|
$
|
3,610
|
|
|
$
|
(1,939
|
)
|
|
$
|
1,671
|
|
Year
|
Estimated
Amortization
Expense
|
||
2019
|
$
|
132
|
|
2020
|
132
|
|
|
2021
|
132
|
|
|
2022
|
132
|
|
|
2023
|
132
|
|
|
Thereafter
|
504
|
|
|
Total
|
$
|
1,164
|
|
Description of Property and Equipment
|
|
Depreciable
Life
|
|
2018
|
|
2017
|
||||
Land
|
|
|
|
$
|
1,050
|
|
|
$
|
1,050
|
|
Building
|
|
39 years
|
|
3,950
|
|
|
3,950
|
|
||
Building and leasehold improvements
|
|
3-39 years
|
|
3,242
|
|
|
3,264
|
|
||
Field equipment
|
|
3-4 years
|
|
19,541
|
|
|
19,251
|
|
||
Computer equipment and software
|
|
2-3 years
|
|
3,154
|
|
|
3,124
|
|
||
Furniture and fixtures
|
|
3-10 years
|
|
1,535
|
|
|
1,539
|
|
||
Vehicles
|
|
5 years
|
|
32
|
|
|
32
|
|
||
Total cost
|
|
|
|
32,504
|
|
|
32,210
|
|
||
Less accumulated depreciation
|
|
|
|
(26,528
|
)
|
|
(25,938
|
)
|
||
Total net book value
|
|
|
|
$
|
5,976
|
|
|
$
|
6,272
|
|
|
|
2018
|
|
2017
|
|
2016
|
|||
Basic weighted-average shares
|
|
24,164,000
|
|
|
23,872,000
|
|
|
23,365,000
|
|
Conversion of unsecured loan notes
|
|
—
|
|
|
—
|
|
|
—
|
|
Unexercised options and unvested restricted stock units
|
|
—
|
|
|
—
|
|
|
—
|
|
Diluted weighted-average shares
|
|
24,164,000
|
|
|
23,872,000
|
|
|
23,365,000
|
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Total revenues
|
|
$
|
3,006
|
|
|
$
|
8,034
|
|
|
$
|
5,087
|
|
Net loss
|
|
(1,868
|
)
|
|
(1,343
|
)
|
|
(2,300
|
)
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Total assets
|
|
$
|
8,546
|
|
|
$
|
13,005
|
|
|
$
|
13,474
|
|
Total liabilities
|
|
2,953
|
|
|
5,245
|
|
|
5,306
|
|
|||
Total net assets
|
|
5,593
|
|
|
7,760
|
|
|
8,168
|
|
|
Balance at December 31, 2017
|
Adjustments Upon Adoption of ASC 606
|
Balance at January 1, 2018
|
|||||
Liabilities
|
|
|
|
|||||
Other accrued liabilities
|
$
|
5,098
|
|
(205
|
)
|
$
|
4,893
|
|
Equity
|
|
|
|
|||||
Accumulated deficit
|
(102,672
|
)
|
205
|
|
(102,467
|
)
|
|
Twelve Months Ended
December 31, |
||||||||
|
2018
|
2017
|
2016
|
||||||
Air Pollution Control
|
|
|
|
||||||
Technology solutions
|
$
|
35,176
|
|
$
|
24,422
|
|
$
|
30,082
|
|
Spare parts
|
1,083
|
|
1,022
|
|
1,328
|
|
|||
Ancillary revenue
|
2,158
|
|
2,364
|
|
2,642
|
|
|||
Total Air Pollution Control Technology
|
38,417
|
|
27,808
|
|
34,052
|
|
|||
FUEL CHEM
|
|
|
|
||||||
FUEL CHEM technology solutions
|
18,118
|
|
17,358
|
|
21,109
|
|
|||
Total Revenues
|
$
|
56,535
|
|
$
|
45,166
|
|
$
|
55,161
|
|
|
Twelve Months Ended
December 31, |
||||||||
|
2018
|
2017
|
2016
|
||||||
United States
|
$
|
43,887
|
|
$
|
29,510
|
|
$
|
42,545
|
|
Foreign Revenues
|
|
|
|
||||||
South America
|
1,290
|
|
2,118
|
|
2,934
|
|
|||
Europe
|
6,260
|
|
6,206
|
|
4,460
|
|
|||
Asia
|
5,098
|
|
7,332
|
|
5,222
|
|
|||
Total Foreign Revenues
|
12,648
|
|
15,656
|
|
12,616
|
|
|||
Total Revenues
|
$
|
56,535
|
|
$
|
45,166
|
|
$
|
55,161
|
|
|
Twelve Months Ended
December 31, |
||||||||
|
2018
|
2017
|
2016
|
||||||
Products transferred at a point in time
|
$
|
21,359
|
|
$
|
20,744
|
|
$
|
25,079
|
|
Products and services transferred over time
|
35,176
|
|
24,422
|
|
30,082
|
|
|||
Total Revenues
|
$
|
56,535
|
|
$
|
45,166
|
|
$
|
55,161
|
|
Origin of income before taxes
|
|
2018
|
|
2017
|
|
2016
|
||||||
United States
|
|
$
|
3,277
|
|
|
$
|
(9,821
|
)
|
|
$
|
(13,016
|
)
|
Foreign
|
|
(3,272
|
)
|
|
(1,208
|
)
|
|
(2,708
|
)
|
|||
Income (Loss) before income taxes
|
|
$
|
5
|
|
|
$
|
(11,029
|
)
|
|
$
|
(15,724
|
)
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Current:
|
|
|
|
|
|
|
||||||
Federal
|
|
$
|
(18
|
)
|
|
$
|
111
|
|
|
$
|
(357
|
)
|
State
|
|
(13
|
)
|
|
—
|
|
|
—
|
|
|||
Foreign
|
|
—
|
|
|
(65
|
)
|
|
(105
|
)
|
|||
Total current
|
|
(31
|
)
|
|
46
|
|
|
(462
|
)
|
|||
Deferred:
|
|
|
|
|
|
|
||||||
Federal
|
|
(2
|
)
|
|
534
|
|
|
—
|
|
|||
Foreign
|
|
—
|
|
|
—
|
|
|
(1,202
|
)
|
|||
Total deferred
|
|
(2
|
)
|
|
534
|
|
|
(1,202
|
)
|
|||
Income tax benefit (expense)
|
|
$
|
(33
|
)
|
|
$
|
580
|
|
|
$
|
(1,664
|
)
|
|
|
2018
|
|
2017
|
|
2016
|
|||
Provision at the U.S. federal statutory rate
|
|
21.0
|
%
|
|
34.0
|
%
|
|
34.0
|
%
|
State taxes, net of federal benefit
|
|
(86.5
|
)%
|
|
—
|
%
|
|
2.4
|
%
|
Foreign tax rate differential
|
|
(2,210.3
|
)%
|
|
(0.9
|
)%
|
|
—
|
%
|
Valuation allowance
|
|
(7,152.8
|
)%
|
|
15.0
|
%
|
|
(42.7
|
)%
|
Federal tax rate change
|
|
—
|
%
|
|
(43.9
|
)%
|
|
—
|
%
|
Other true up
|
|
8,904.9
|
%
|
|
—
|
%
|
|
(0.6
|
)%
|
Intangible assets impairment and other non-deductibles
|
|
2,194.6
|
%
|
|
(1.8
|
)%
|
|
—
|
%
|
Other
|
|
(994.6
|
)%
|
|
2.1
|
%
|
|
(4.1
|
)%
|
Income tax benefit (expense) effective rate
|
|
676.3
|
%
|
|
4.5
|
%
|
|
(11.0
|
)%
|
|
|
2018
|
|
2017
|
||||
Deferred tax assets:
|
|
|
|
|
||||
Stock compensation expense
|
|
$
|
1,867
|
|
|
$
|
1,814
|
|
Goodwill
|
|
1,927
|
|
|
2,366
|
|
||
Royalty accruals
|
|
484
|
|
|
443
|
|
||
Bad debt allowance
|
|
345
|
|
|
360
|
|
||
Inter-company interest expense accrual
|
|
—
|
|
|
496
|
|
||
Net operating loss carryforwards
|
|
6,654
|
|
|
5,253
|
|
||
Credit carry-forwards
|
|
685
|
|
|
694
|
|
||
Inventory reserve
|
|
277
|
|
|
254
|
|
||
Depreciation
|
|
515
|
|
|
555
|
|
||
Other
|
|
539
|
|
|
362
|
|
||
Total deferred tax assets
|
|
13,293
|
|
|
12,597
|
|
||
Deferred tax liabilities:
|
|
|
|
|
||||
Intangible assets
|
|
(283
|
)
|
|
(386
|
)
|
||
Other
|
|
(137
|
)
|
|
(146
|
)
|
||
Total deferred tax liabilities
|
|
(420
|
)
|
|
(532
|
)
|
||
Net deferred tax asset before valuation allowance
|
|
12,873
|
|
|
12,065
|
|
||
Valuation allowances for deferred tax assets
|
|
(13,044
|
)
|
|
(12,234
|
)
|
||
Net deferred tax liability
|
|
$
|
(171
|
)
|
|
$
|
(169
|
)
|
Year
|
|
Balance at
January 1
|
|
Charged to costs
and expenses
|
|
(Deductions)/Other
|
|
Balance at
December 31
|
||||||
2016
|
|
$
|
7,832
|
|
|
5,347
|
|
|
—
|
|
|
$
|
13,179
|
|
2017
|
|
$
|
13,179
|
|
|
(945
|
)
|
|
—
|
|
|
$
|
12,234
|
|
2018
|
|
$
|
12,234
|
|
|
810
|
|
|
—
|
|
|
$
|
13,044
|
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2018
|
|
2017
|
|
2016
|
||||||
Stock options
|
|
$
|
—
|
|
|
$
|
120
|
|
|
$
|
90
|
|
Restricted stock units
|
|
233
|
|
|
1,269
|
|
|
1,901
|
|
|||
Total stock-based compensation expense
|
|
233
|
|
|
1,389
|
|
|
1,991
|
|
|||
Tax benefit of stock-based compensation expense
|
|
—
|
|
|
—
|
|
|
|
|
|||
After-tax effect of stock based compensation
|
|
$
|
233
|
|
|
$
|
1,389
|
|
|
$
|
1,991
|
|
|
|
2017
|
|
2016
|
||
Expected dividend yield
|
|
—
|
%
|
|
—
|
%
|
Risk-free interest rate
|
|
2.33
|
%
|
|
1.85
|
%
|
Expected volatility
|
|
61.2
|
%
|
|
62.3
|
%
|
Expected life of option
|
|
10 years
|
|
|
8.8 years
|
|
|
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||
|
|
Number
of
Options
|
|
Weighted-
Average
Exercise Price
|
|
Number
of
Options
|
|
Weighted-
Average
Exercise Price
|
|
Number
of
Options
|
|
Weighted-
Average
Exercise Price
|
|||||||||
Outstanding at beginning of year
|
|
1,116,750
|
|
|
$
|
6.34
|
|
|
1,039,750
|
|
|
$
|
8.39
|
|
|
1,191,125
|
|
|
$
|
10.48
|
|
Granted
|
|
—
|
|
|
—
|
|
|
176,000
|
|
|
0.96
|
|
|
81,000
|
|
|
1.58
|
|
|||
Expired or forfeited
|
|
(184,250
|
)
|
|
14.72
|
|
|
(99,000
|
)
|
|
18.32
|
|
|
(232,375
|
)
|
|
16.72
|
|
|||
Outstanding at end of year
|
|
932,500
|
|
|
$
|
4.68
|
|
|
1,116,750
|
|
|
$
|
6.34
|
|
|
1,039,750
|
|
|
$
|
8.39
|
|
Exercisable at end of year
|
|
932,500
|
|
|
$
|
4.68
|
|
|
1,116,750
|
|
|
$
|
6.34
|
|
|
1,039,750
|
|
|
$
|
8.39
|
|
Weighted-average fair value of options granted during the year
|
|
|
|
$
|
—
|
|
|
|
|
$
|
0.68
|
|
|
|
|
$
|
1.11
|
|
|
|
Number
of
Options
|
|
Weighted-
Average
Exercise Price
|
|
Weighted-
Average
Remaining
Contractual
Life
|
|
Aggregate
Intrinsic Value
|
|||||
Outstanding on January 1, 2018
|
|
1,116,750
|
|
|
$
|
6.34
|
|
|
|
|
|
||
Expired or forfeited
|
|
(184,250
|
)
|
|
14.72
|
|
|
|
|
|
|||
Outstanding on December 31, 2018
|
|
932,500
|
|
|
$
|
4.68
|
|
|
4.67 years
|
|
$
|
40
|
|
Exercisable on December 31, 2018
|
|
932,500
|
|
|
$
|
4.68
|
|
|
4.67 years
|
|
$
|
40
|
|
Options Outstanding
|
|
Options Exercisable
|
||||||||||||||
Range of
Exercise Prices
|
|
Number of
Options
|
|
Weighted-
Average
Remaining
Contractual Life
|
|
Weighted-
Average
Exercise Price
|
|
Number of
Options
|
|
Weighted-
Average
Exercise Price
|
||||||
$0.96 - $1.27
|
|
176,000
|
|
|
8.9 years
|
|
$
|
0.97
|
|
|
176,000
|
|
|
$
|
0.97
|
|
$1.28 - $3.00
|
|
207,000
|
|
|
6.8 years
|
|
2.10
|
|
|
207,000
|
|
|
2.10
|
|
||
$3.01 - $4.54
|
|
140,000
|
|
|
4.0 years
|
|
3.72
|
|
|
140,000
|
|
|
3.72
|
|
||
$4.55 - $9.06
|
|
224,500
|
|
|
3.4 years
|
|
6.08
|
|
|
224,500
|
|
|
6.08
|
|
||
$9.07 - $10.20
|
|
185,000
|
|
|
0.4 years
|
|
10.14
|
|
|
185,000
|
|
|
10.14
|
|
||
$0.96 - $10.20
|
|
932,500
|
|
|
4.7 years
|
|
$
|
4.68
|
|
|
932,500
|
|
|
$
|
4.68
|
|
|
|
Shares
|
|
Weighted Average
Grant Date
Fair Value
|
||
Unvested restricted units at January 1, 2016
|
|
1,204,883
|
|
|
4.21
|
|
Granted
|
|
845,862
|
|
|
1.88
|
|
Forfeited
|
|
(205,033
|
)
|
|
4.25
|
|
Vested
|
|
(381,916
|
)
|
|
4.36
|
|
Unvested restricted stock units at December 31, 2016
|
|
1,463,796
|
|
|
2.82
|
|
Granted
|
|
1,090,000
|
|
|
0.97
|
|
Forfeited
|
|
(213,001
|
)
|
|
2.99
|
|
Vested (1)
|
|
(981,633
|
)
|
|
2.85
|
|
Unvested restricted stock units at December 31, 2017
|
|
1,359,162
|
|
|
1.28
|
|
Forfeited
|
|
(199,995
|
)
|
|
1.59
|
|
Vested
|
|
(48,890
|
)
|
|
1.59
|
|
Unvested restricted stock units at December 31, 2018
|
|
1,110,277
|
|
|
1.21
|
|
Year of Payment
|
Amount
|
||
2019
|
$
|
613
|
|
2020
|
102
|
|
|
2021
|
10
|
|
|
Total
|
$
|
725
|
|
•
|
The Stamford, Connecticut building lease, for approximately
6,440
square feet, runs from February 1, 2010 to December 31, 2019. The facility houses certain administrative functions.
|
•
|
The Beijing, China building lease, for approximately
9,000
square feet, runs from June 1, 2017 to May 31, 2020. This facility serves as the operating headquarters for our Beijing Fuel Tech operation. As a result of our announcement on January 17, 2019 related to the suspension of our APC business in Beijing, we notified the landlord of our intention to early terminate the lease on July 22, 2019.
|
•
|
The Durham, North Carolina building lease, for approximately
2,590
square feet, runs from July 1, 2016 to July 31, 2019. This facility houses engineering operations.
|
•
|
The Gallarate, Italy building lease, for approximately
1,636
square feet, runs from May 1, 2013 to April 30, 2019. This facility serves as the operating headquarters for our European operations.
|
•
|
The Westlake, Ohio building lease, for approximately
3,000
square feet, runs from May 1, 2017 to April 30, 2020. This facility houses engineering operations.
|
•
|
The Aurora, IL warehouse lease, for approximately
11,000
square feet, runs from September 1, 2013 to December 31, 2020. This facility serves as an outside warehouse facility.
|
•
|
The Overland Park, KS lease, for approximately
600
square feet, runs from October 16, 2018 to October 15, 2021. This facility serves primarily as a sales office.
|
•
|
in support of the warranty period defined in the contract; or
|
•
|
in support of the system performance criteria that are defined in the contract.
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Aggregate product warranty liability at beginning of year
|
|
$
|
159
|
|
|
$
|
159
|
|
|
$
|
268
|
|
Net aggregate expense (income) related to product warranties
|
|
—
|
|
|
—
|
|
|
(109
|
)
|
|||
Aggregate reductions for payments
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Aggregate product warranty liability at end of year
|
|
$
|
159
|
|
|
$
|
159
|
|
|
$
|
159
|
|
•
|
The Air Pollution Control technology segment includes technologies to reduce NO
x
emissions in flue gas from boilers, incinerators, furnaces and other stationary combustion sources. These include Low and Ultra Low NO
x
Burners (LNB and ULNB), Over-Fire Air (OFA) systems, NO
x
OUT
®
and HERT™ Selective Non-Catalytic Reduction (SNCR) systems, and Advanced Selective Catalytic Reduction (ASCR
™
) systems. Our ASCR systems include ULNB, OFA, and SNCR components, along with a downsized SCR catalyst, Ammonia Injection Grid (AIG), and Graduated Straightening Grid GSG™ systems to provide high NO
x
reductions at significantly lower capital and operating costs than conventional SCR systems. The NO
x
OUT CASCADE
®
and NO
x
OUT-SCR
®
processes are more basic, using just SNCR and SCR catalyst components. ULTRA
®
technology creates ammonia at a plant site using safe urea for use with any SCR application. Flue Gas Conditioning systems are chemical injection systems offered in markets outside the U.S. and Canada to enhance electrostatic precipitator and fabric filter performance in controlling particulate emissions.
|
•
|
The FUEL CHEM
®
technology segment, which uses chemical processes in combination with advanced CFD and CKM boiler modeling, for the control of slagging, fouling, corrosion, opacity and other sulfur trioxide-related issues in furnaces and boilers through the addition of chemicals into the furnace using TIFI
®
Targeted In-Furnace Injection™ technology.
|
For the year ended December 31, 2018
|
|
Air Pollution
Control Segment
|
|
FUEL CHEM
Segment
|
|
Other
|
|
Total
|
||||||||
Revenues from external customers
|
|
$
|
38,417
|
|
|
$
|
18,118
|
|
|
$
|
—
|
|
|
$
|
56,535
|
|
Cost of sales
|
|
(27,382
|
)
|
|
(9,089
|
)
|
|
—
|
|
|
(36,471
|
)
|
||||
Gross margin
|
|
11,035
|
|
|
9,029
|
|
|
—
|
|
|
20,064
|
|
||||
Selling, general and administrative
|
|
—
|
|
|
—
|
|
|
(18,564
|
)
|
|
(18,564
|
)
|
||||
Research and development
|
|
—
|
|
|
—
|
|
|
(1,073
|
)
|
|
(1,073
|
)
|
||||
Intangible assets impairment
|
|
—
|
|
|
—
|
|
|
(317
|
)
|
|
(317
|
)
|
||||
Operating income (loss) from continuing operations
|
|
$
|
11,035
|
|
|
$
|
9,029
|
|
|
$
|
(19,954
|
)
|
|
$
|
110
|
|
For the year ended December 31, 2017
|
|
Air Pollution
Control Segment
|
|
FUEL CHEM
Segment
|
|
Other
|
|
Total
|
||||||||
Revenues from external customers
|
|
$
|
27,808
|
|
|
$
|
17,358
|
|
|
$
|
—
|
|
|
$
|
45,166
|
|
Cost of sales
|
|
(18,478
|
)
|
|
(8,666
|
)
|
|
—
|
|
|
(27,144
|
)
|
||||
Gross margin
|
|
9,330
|
|
|
8,692
|
|
|
—
|
|
|
18,022
|
|
||||
Selling, general and administrative
|
|
—
|
|
|
—
|
|
|
(20,933
|
)
|
|
(20,933
|
)
|
||||
Restructuring charge
|
|
(58
|
)
|
|
(61
|
)
|
|
—
|
|
|
(119
|
)
|
||||
Research and development
|
|
—
|
|
|
—
|
|
|
(1,070
|
)
|
|
(1,070
|
)
|
||||
Building impairment
|
|
—
|
|
|
—
|
|
|
(2,965
|
)
|
|
(2,965
|
)
|
||||
Operating income (loss) from continuing operations
|
|
$
|
9,272
|
|
|
$
|
8,631
|
|
|
$
|
(24,968
|
)
|
|
$
|
(7,065
|
)
|
For the year ended December 31, 2016
|
|
Air Pollution
Control Segment
|
|
FUEL CHEM
Segment
|
|
Other
|
|
Total
|
||||||||
Revenues from external customers
|
|
$
|
34,052
|
|
|
$
|
21,109
|
|
|
$
|
—
|
|
|
$
|
55,161
|
|
Cost of sales
|
|
(25,370
|
)
|
|
(10,997
|
)
|
|
—
|
|
|
(36,367
|
)
|
||||
Gross margin
|
|
8,682
|
|
|
10,112
|
|
|
—
|
|
|
18,794
|
|
||||
Selling, general and administrative
|
|
—
|
|
|
—
|
|
|
(25,564
|
)
|
|
(25,564
|
)
|
||||
Restructuring charge
|
|
(537
|
)
|
|
(891
|
)
|
|
—
|
|
|
(1,428
|
)
|
||||
Research and development
|
|
—
|
|
|
—
|
|
|
(1,752
|
)
|
|
(1,752
|
)
|
||||
Intangible assets impairment
|
|
—
|
|
|
—
|
|
|
(2,074
|
)
|
|
(2,074
|
)
|
||||
Operating income (loss) from continuing operations
|
|
$
|
8,145
|
|
|
$
|
9,221
|
|
|
$
|
(29,390
|
)
|
|
$
|
(12,024
|
)
|
For the years ended December 31,
|
|
2018
|
|
2017
|
|
2016
|
||||||
Revenues:
|
|
|
|
|
|
|
||||||
United States
|
|
$
|
43,887
|
|
|
$
|
29,510
|
|
|
$
|
42,545
|
|
Foreign
|
|
12,648
|
|
|
15,656
|
|
|
12,616
|
|
|||
|
|
$
|
56,535
|
|
|
$
|
45,166
|
|
|
$
|
55,161
|
|
As of December 31,
|
|
2018
|
|
2017
|
||||
Assets:
|
|
|
|
|
||||
United States
|
|
$
|
36,784
|
|
|
$
|
29,945
|
|
Foreign
|
|
14,935
|
|
|
20,539
|
|
||
|
|
$
|
51,719
|
|
|
$
|
50,484
|
|
•
|
Level 1 – Observable inputs to the valuation methodology such as quoted prices in active markets for identical assets or liabilities
|
•
|
Level 2 – Inputs to the valuation methodology including quoted prices for similar assets or liabilities in active markets, quoted prices for identical assets or liabilities in inactive markets, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means
|
•
|
Level 3 – Significant unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own estimates and assumptions or those expected to be used by market participants. Generally, these fair value measures are model-based valuation techniques such as discounted cash flows, option pricing models, and other commonly used valuation techniques
|
|
Level 1
|
Level 2
|
Level 3
|
Impairment Losses
|
Fair Value at December 31, 2017
|
||||||||||
Building
|
$
|
—
|
|
$
|
—
|
|
$
|
7,965
|
|
$
|
(2,965
|
)
|
$
|
5,000
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
7,965
|
|
$
|
(2,965
|
)
|
$
|
5,000
|
|
|
Level 1
|
Level 2
|
Level 3
|
Impairment Losses
|
Fair Value at December 31, 2016
|
||||||||||
Other intangible assets, net
|
$
|
—
|
|
$
|
—
|
|
$
|
5,525
|
|
$
|
(2,074
|
)
|
$
|
3,451
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
5,525
|
|
$
|
(2,074
|
)
|
$
|
3,451
|
|
|
Twelve Months Ended
|
||||||||
|
2018
|
2017
|
2016
|
||||||
Restructuring liability at January 1,
|
$
|
391
|
|
$
|
309
|
|
$
|
—
|
|
Amounts expensed
|
—
|
|
119
|
|
1,428
|
|
|||
Amounts expensed - discontinued operations
|
—
|
|
581
|
|
—
|
|
|||
Amounts paid
|
(326
|
)
|
(618
|
)
|
(1,119
|
)
|
|||
Restructuring liability at December 31,
|
$
|
65
|
|
$
|
391
|
|
$
|
309
|
|
For the quarters ended
|
|
March 31
|
|
June 30
|
|
September 30
|
|
December 31
|
||||||||
2018
|
|
|
|
|
|
|
|
|
||||||||
Revenues
|
|
$
|
12,791
|
|
|
$
|
11,847
|
|
|
$
|
16,070
|
|
|
$
|
15,827
|
|
Cost of sales
|
|
7,766
|
|
|
8,125
|
|
|
10,654
|
|
|
9,926
|
|
||||
Net income (loss) from continuing operations
|
|
(191
|
)
|
|
(1,679
|
)
|
|
1,055
|
|
|
900
|
|
||||
Loss from discontinued operations
|
|
(25
|
)
|
|
(74
|
)
|
|
(10
|
)
|
|
(4
|
)
|
||||
Net income (loss)
|
|
(216
|
)
|
|
(1,753
|
)
|
|
1,045
|
|
|
896
|
|
||||
Basic net income (loss) per common share:
|
|
|
|
|
|
—
|
|
|
—
|
|
||||||
Continuing operations
|
|
(0.01
|
)
|
|
(0.07
|
)
|
|
0.04
|
|
|
0.04
|
|
||||
Discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Basic net income (loss) per common share:
|
|
$
|
(0.01
|
)
|
|
$
|
(0.07
|
)
|
|
$
|
0.04
|
|
|
$
|
0.04
|
|
Diluted net income (loss) per common share:
|
|
|
|
|
|
|
|
—
|
|
|||||||
Continuing operations
|
|
(0.01
|
)
|
|
(0.07
|
)
|
|
0.04
|
|
|
0.04
|
|
||||
Discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Diluted net income (loss) per common share:
|
|
$
|
(0.01
|
)
|
|
$
|
(0.07
|
)
|
|
$
|
0.04
|
|
|
$
|
0.04
|
|
|
|
|
|
|
|
|
|
|
||||||||
2017
|
|
|
|
|
|
|
|
|
||||||||
Revenues
|
|
$
|
8,491
|
|
|
$
|
9,741
|
|
|
$
|
13,548
|
|
|
$
|
13,386
|
|
Cost of sales
|
|
4,769
|
|
|
6,116
|
|
|
8,498
|
|
|
7,761
|
|
||||
Net income (loss) from continuing operations
|
|
(1,776
|
)
|
|
(5,585
|
)
|
|
(178
|
)
|
|
1,004
|
|
||||
Loss from discontinued operations
|
|
(730
|
)
|
|
(1,269
|
)
|
|
(239
|
)
|
|
(1,676
|
)
|
||||
Net loss
|
|
(2,506
|
)
|
|
(6,854
|
)
|
|
(417
|
)
|
|
(672
|
)
|
||||
Basic net income (loss) per common share:
|
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
|
(0.07
|
)
|
|
(0.24
|
)
|
|
(0.01
|
)
|
|
0.04
|
|
||||
Discontinued operations
|
|
(0.03
|
)
|
|
(0.05
|
)
|
|
(0.01
|
)
|
|
(0.07
|
)
|
||||
Basic net loss per common share:
|
|
$
|
(0.10
|
)
|
|
$
|
(0.29
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
(0.03
|
)
|
Diluted net income (loss) per common share:
|
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
|
(0.07
|
)
|
|
(0.24
|
)
|
|
(0.01
|
)
|
|
0.04
|
|
||||
Discontinued operations
|
|
(0.03
|
)
|
|
(0.05
|
)
|
|
(0.01
|
)
|
|
(0.07
|
)
|
||||
Diluted net loss per common share:
|
|
$
|
(0.10
|
)
|
|
$
|
(0.29
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
(0.03
|
)
|
Plan Category
|
|
Number of Securities to be issued upon exercise of outstanding options and vesting of restricted stock units
|
|
Weighted-average
exercise price of
outstanding options
|
|
Number of securities remaining available for future issuance under equity compensation plan excluding securities listed in column (a)
|
||||
|
|
(a)
|
|
(b)
|
|
(c)
|
||||
Equity compensation plans approved by security holders (1)
|
|
2,042,777
|
|
|
$
|
4.68
|
|
|
2,133,733
|
|
(1)
|
Includes Common Shares of Fuel Tech, Inc. authorized for awards under Fuel Tech’s 2014 Long-Term Incentive Plan adopted in May of 2014.
|
(a)
|
(1) Financial Statements
|
|
|
|
|
|
|
Incorporated by Reference
|
||||||
Exhibit
|
|
Description
|
|
Filed
Herewith
|
|
Form
|
|
Period
ending
|
|
Exhibit
|
|
Filing date
|
3.1
|
|
|
|
|
8-K
|
|
|
|
3.2
|
|
10/5/2006
|
|
3.2
|
|
|
|
|
8-K
|
|
|
|
3.1
|
|
10/5/2006
|
|
3.3
|
|
|
|
|
8-K
|
|
|
|
3.1
|
|
6/1/2015
|
|
4.1
|
|
|
|
|
10-Q
|
|
9/30/2009
|
|
4.1
|
|
11/4/2009
|
|
4.2
|
|
|
|
|
10-Q
|
|
9/30/2009
|
|
4.2
|
|
11/4/2009
|
|
4.3
|
|
|
|
|
10-Q
|
|
9/30/2009
|
|
4.3
|
|
11/4/2009
|
|
4.4*
|
|
|
|
|
S-8
|
|
|
|
4.1
|
|
10/2/2006
|
|
4.5*
|
|
|
|
|
S-8
|
|
|
|
4.1
|
|
3/31/2014
|
|
4.6*
|
|
|
|
|
10-K
|
|
12/31/2006
|
|
4.6
|
|
3/6/2007
|
|
4.7
|
|
|
|
|
10-Q
|
|
6/30/2014
|
|
4.2
|
|
8/11/2014
|
|
4.8*
|
|
|
|
|
10-K
|
|
12/31/2006
|
|
4.7
|
|
3/6/2007
|
|
4.9*
|
|
|
|
|
10-K
|
|
12/31/2006
|
|
4.8
|
|
3/6/2007
|
|
4.10*
|
|
|
|
|
10-K
|
|
12/31/2011
|
|
4.9
|
|
3/5/2012
|
|
4.11*
|
|
|
|
|
10-Q
|
|
6/30/2014
|
|
4.1
|
|
8/11/2014
|
|
4.12*
|
|
|
|
|
|
10-Q
|
|
3/31/2015
|
|
10.2
|
|
5/11/2015
|
4.13*
|
|
|
|
|
10-K
|
|
12/31/2015
|
|
4.17
|
|
3/24/2016
|
10.1
|
|
|
|
|
8-K
|
|
|
|
99.1
|
|
2/7/2007
|
|
10.2**
|
|
|
|
|
10-K
|
|
12/31/2008
|
|
10.7
|
|
3/5/2009
|
|
10.3
|
|
|
|
|
10-Q
|
|
9/30/2013
|
|
10.1
|
|
11/13/2013
|
|
10.4
|
|
|
|
|
10-Q
|
|
9/30/2009
|
|
10.5
|
|
11/4/2009
|
|
10.5
|
|
|
|
|
10-Q
|
|
9/30/2009
|
|
10.6
|
|
11/4/2009
|
|
10.6
|
|
|
|
|
10-Q
|
|
9/30/2009
|
|
10.7
|
|
11/4/2009
|
|
10.7
|
|
|
|
|
10-Q
|
|
6/30/2011
|
|
4.1
|
|
8/8/2011
|
|
10.8
|
|
|
|
|
10-Q
|
|
6/30/2013
|
|
4.1
|
|
8/7/2013
|
|
10.9
|
|
|
|
|
10-K
|
|
12/31/2015
|
|
10.12
|
|
3/24/2015
|
|
10.10
|
|
|
|
|
10-Q
|
|
6/30/2015
|
|
10.2
|
|
8/10/2015
|
|
10.11
|
|
|
|
|
10-K
|
|
12/31/2015
|
|
10.14
|
|
3/24/2015
|
|
10.12
|
|
|
|
|
10-Q
|
|
3/31/2016
|
|
10.1
|
|
5/10/2016
|
|
10.13
|
|
|
|
|
10-Q
|
|
6/30/2017
|
|
10.1
|
|
8/14/2017
|
|
10.14
|
|
|
|
|
10-K
|
|
12/31/2017
|
|
10.2
|
|
3/12/2018
|
|
10.15
|
|
|
|
|
10-Q
|
|
6/30/2018
|
|
10.2
|
|
8/13/2018
|
|
10.16
|
|
|
|
|
10-Q
|
|
9/30/2018
|
|
10.1
|
|
11/13/2018
|
|
10.17
|
|
|
|
|
10-Q
|
|
9/30/2018
|
|
10.2
|
|
11/13/2018
|
|
10.18
|
|
|
|
|
10-Q
|
|
6/30/2018
|
|
10.1
|
|
8/13/2018
|
|
10.19
|
|
|
|
|
10-Q
|
|
9/30/2018
|
|
10.3
|
|
11/13/2018
|
|
10.20
|
|
|
|
|
10-Q
|
|
6/30/2016
|
|
10.1
|
|
8/9/2016
|
|
10.21
|
|
|
|
|
10-K
|
|
12/31/2009
|
|
10.14
|
|
3/4/2010
|
10.22*
|
|
|
|
|
10-K
|
|
12/31/2017
|
|
10.23
|
|
3/12/2018
|
|
10.23*
|
|
|
|
|
10-K
|
|
12/31/2017
|
|
10.25
|
|
3/12/2018
|
|
10.24*
|
|
|
X
|
|
|
|
|
|
|
|
|
|
10.25*
|
|
|
|
|
10-K
|
|
12/31/2017
|
|
10.26
|
|
3/12/2018
|
|
10.26*
|
|
|
|
|
10-K
|
|
12/31/2017
|
|
10.27
|
|
3/12/2018
|
|
10.27*
|
|
|
|
|
8-K
|
|
12/14/2018
|
|
99.2
|
|
12/14/2018
|
|
10.28*
|
|
|
|
|
10-K
|
|
12/31/2017
|
|
10.28
|
|
3/12/2018
|
|
10.29*
|
|
|
|
|
10-K
|
|
12/31/2017
|
|
10.29
|
|
3/12/2018
|
|
10.30*
|
|
|
|
|
8-K
|
|
12/14/2018
|
|
99.1
|
|
12/14/2018
|
|
10.31*
|
|
|
|
|
10-K
|
|
12/31/2009
|
|
10.10
|
|
3/14/2010
|
|
10.32*
|
|
|
|
|
10-K
|
|
12/31/2011
|
|
10.21
|
|
3/5/2012
|
|
10.33*
|
|
|
|
|
10-K
|
|
12/31/2017
|
|
10.35
|
|
3/12/2018
|
23.1
|
|
|
X
|
|
|
|
|
|
|
|
|
|
31.1
|
|
|
X
|
|
|
|
|
|
|
|
|
|
31.2
|
|
|
X
|
|
|
|
|
|
|
|
|
|
32
|
|
|
X
|
|
|
|
|
|
|
|
|
101.1 INS
|
|
XBRL Instance Document.
|
|
|
|
101.2 SCH
|
|
XBRL Taxonomy Extension Schema Document.
|
|
|
|
101.3 CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
|
|
101.4 DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
|
|
101.5 LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document.
|
|
|
|
101.6 PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
**
|
Portions of this document have been omitted pursuant to a request for confidential treatment and the omitted information has been filed separately with the Securities and Exchange Commission.
|
|
FUEL TECH, INC.
|
|
|
|
|
Date: March 14, 2019
|
By:
|
/s/ Vincent J. Arnone
|
|
|
Vincent J. Arnone
|
|
|
President and Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
|
|
|
Date: March 14, 2019
|
By:
|
/s/ James M. Pach
|
|
|
James M. Pach
|
|
|
Vice President, Treasurer and Controller
|
|
|
(Principal Financial Officer)
|
Signature
|
|
Title
|
|
|
|
/s/ Vincent J. Arnone
|
|
President and Chief Executive Officer
(Principal Executive Officer)
|
Vincent J. Arnone
|
|
|
|
|
|
/s/ James M. Pach
|
|
Vice President, Treasurer and Controller
(Principal Financial Officer)
|
James M. Pach
|
|
|
|
|
|
/s/ Douglas G. Bailey
|
|
Director
|
Douglas G. Bailey
|
|
|
|
|
|
/s/ Thomas S. Shaw, Jr.
|
|
Director
|
Thomas S. Shaw, Jr.
|
|
|
|
|
|
/s/ Dennis L. Zeitler
|
|
Director
|
Dennis L. Zeitler
|
|
|
|
|
|
/s/ James J. Markowsky, Ph.D.
|
|
Director
|
James J. Markowsky, Ph.D.
|
|
|
/s/ Sharon L. Jones
|
|
Director
|
Sharon L. Jones
|
|
|
Date: March 14, 2019
|
|
|
|
|
|
By:
|
/s/ Vincent J. Arnone
|
|
|
Vincent J. Arnone
|
|
|
Chief Executive Officer
|
|
Date: March 14, 2019
|
|
|
|
|
|
By:
|
/s/ James M. Pach
|
|
|
James M. Pach
|
|
|
Vice President, Treasurer and Controller
|
|
Date: March 14, 2019
|
|
|
|
|
|
By:
|
/s/ Vincent J. Arnone
|
|
|
Vincent J. Arnone
|
|
|
Chief Executive Officer
|
|
|
|
|
Date: March 14, 2019
|
|
|
|
|
|
By:
|
/s/ James M. Pach
|
|
|
James M. Pach
|
|
|
Vice President, Treasurer and Controller
|
|