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Significant Accounting Policies (Policies)
6 Months Ended
Jun. 30, 2017
Accounting Policies [Abstract]  
Consolidation, Policy [Policy Text Block]
Principles of Consolidation
The accompanying condensed consolidated financial statements include the accounts of subsidiaries and construction joint ventures in which the Company has a greater than
50%
ownership interest or otherwise controls such entities. For investments in subsidiaries and construction joint ventures that are
not
wholly-owned, but where the Company exercises control, the equity held by the remaining owners and their portions of net income (loss) are reflected in the balance sheet line item “Noncontrolling interests” in “Equity” and the statement of operations line item “Noncontrolling owners’ interests in earnings of subsidiaries and joint ventures,” respectively. For investments in subsidiaries that are
not
wholly-owned, but where the Company exercises control and where the Company has a mandatorily redeemable interest, the equity held by the remaining owners and their portion of net income (loss) is reflected in the balance sheet line item “Members’ interest subject to mandatory redemption and undistributed earnings” and the statement of operations line item “Other operating income (expense), net,” respectively. All significant intercompany accounts and transactions have been eliminated in consolidation. For all years presented, the Company had
no
subsidiaries where its ownership interests were less than
50%.
Refer to Note
4
for further information regarding the Company’s Subsidiaries and Joint Ventures with Noncontrolling Owners’ Interest.
Where the Company is a noncontrolling joint venture partner, and otherwise
not
required to consolidate the joint venture entity, its share of the operations of such construction joint venture is accounted for on a pro rata basis in the condensed consolidated statements of operations and as a single line item (“Receivables from and equity in construction joint ventures”) in the condensed consolidated balance sheets. This method is an acceptable modification of the equity method of accounting which is a common practice in the construction industry. Refer to Note
5
for further information regarding the Company’s construction joint ventures.
Under GAAP, the Company must determine whether each entity, including joint ventures in which it participates, is a variable interest entity (“VIE”). This determination focuses on identifying which owner or joint venture partner, if any, has the power to direct the activities of the entity and the obligation to absorb losses of the entity or the right to receive benefits from the entity disproportionate to its interest in the entity, which could have the effect of requiring the Company to consolidate the entity in which it has a noncontrolling variable interest. Refer to Note
6
for further information regarding the Company’s consolidated VIE.
Use of Estimates, Policy [Policy Text Block]
Use of Estimates
The preparation of the accompanying condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Certain of the Company’s accounting policies require higher degrees of judgment than others in their application. These include the recognition of revenue and earnings from construction contracts under the percentage-of-completion method, the valuation of long-term assets, purchase accounting, including intangibles and goodwill, and income taxes. Management continually evaluates all of its estimates and judgments based on available information and experience; however, actual results could differ from these estimates.
Reclassification, Policy [Policy Text Block]
Reclassification
Reclassifications have been made to historical financial data on our condensed consolidated financial statements to conform to our current year presentation.
Revenue Recognition, Percentage-of-Completion Method [Policy Text Block]
Revenue Recognition
Heavy Civil Construction
The Company engages in various types of heavy civil construction projects principally for public (government) owners. Credit risk is minimal with public owners since the Company ascertains that funds have been appropriated by the governmental project owner prior to commencing work on such projects. While most public contracts are subject to termination at the election of the government entity, in the event of termination the Company is entitled to receive the contract price for completed work and reimbursement of termination-related costs. Credit risk with private owners is minimized because of statutory mechanic’s liens, which give the Company high priority in the event of lien foreclosures following financial difficulties of private owners.
Our contracts generally take
12
to
36
months to complete. The Company generally provides a
one
to
two
-year warranty for workmanship under its contracts when completed. Warranty claims historically have been insignificant.
Revenues are recognized on the percentage-of-completion method, measured by the ratio of costs incurred up to a given date to estimated total costs for each contract. This cost to cost measure is used because management considers it to be the best available measure of progress on these contracts. Contract costs include all direct material, labor, subcontract and other costs and those indirect costs related to contract performance, such as indirect salaries and wages, equipment repairs and depreciation, insurance and payroll taxes. Administrative and general expenses are charged to expense as incurred. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are determined. Changes in job performance, job conditions and estimated profitability, including those changes arising from contract penalty provisions and final contract settlements
may
result in revisions to costs and income and are recognized in the period in which the revisions are determined.
Changes in estimated revenues and gross margin resulted in a net charge of
$1.8
million and a net charge of
$1.1
million during the
three
months and
six
months ended
June 30, 2017,
respectively, included in “operating income (loss)” on the condensed consolidated statements of operations
.
Changes in estimated revenues and gross margin resulted in a net gain of
$0.7
million and a net charge of
$0.5
million during the
three
months and
six
months ended
June 30, 2016,
respectively, included in “operating income (loss)” on the condensed consolidated statements of operations
.
Change orders are modifications of an original contract that effectively change the existing provisions of the contract without adding new provisions or terms. Change orders
may
include changes in specifications or designs, manner of performance, facilities, equipment, materials, sites and period of completion of the work. Either we or our customers
may
initiate change orders.
The Company considers unapproved change orders to be contract variations for which we have customer approval for a change of scope but a price change associated with the scope change has
not
yet been agreed upon. Costs associated with unapproved change orders are included in the estimated costs to complete the contracts and are treated as project costs as incurred. The Company recognizes revenue equal to costs incurred on unapproved change orders when realization of price approval is probable. Unapproved change orders involve the use of estimates, and it is reasonably possible that revisions to the estimated costs and recoverable amounts
may
be required in future reporting periods to reflect changes in estimates or final agreements with customers. Change orders that are unapproved as to both price and scope are evaluated as claims.
The Company considers claims to be amounts in excess of agreed contract prices that we seek to collect from our customers or others for customer-caused delays, errors in specifications and designs, contract terminations, change orders that are either in dispute or are unapproved as to both scope and price, or other causes of unanticipated additional contract costs. Claims are included in the calculation of revenue when realization is probable and amounts can be reliably determined to the extent costs are incurred. To support these requirements, the existence of the following items must be satisfied: (i) The contract or other evidence provides a legal basis for the claim; or a legal opinion has been obtained, stating that under the circumstances there is a reasonable basis to support the claim; (ii) Additional costs are caused by circumstances that were unforeseen at the contract date and are
not
the result of deficiencies in the contractor’s performance; (iii) Costs associated with the claim are identifiable or otherwise determinable and are reasonable in view of the work performed; and (iv) The evidence supporting the claim is objective and verifiable,
not
based on management’s feel for the situation or on unsupported representations. Revenue in excess of contract costs incurred on claims is recognized when an agreement is reached with customers as to the value of the claims, which in some instances
may
not
occur until after completion of work under the contract. Costs associated with claims are included in the estimated costs to complete the contracts and are treated as project costs when incurred. 
 
The Company has projects where we are in the process of negotiating, or awaiting final approval of, unapproved change orders and claims with our customers. The Company is proceeding with its contractual rights to recoup additional costs incurred from its customers based on completing work associated with change orders, including change orders with pending change order pricing, or claims related to significant changes in scope which resulted in substantial delays and additional costs in completing the work. Unapproved change order and claim information has been provided to our customers and negotiations with the customers are ongoing. If additional progress with an acceptable resolution is
not
reached, legal action will be taken. 
 
Based upon our review of the provisions of our contracts, specific costs incurred and other related evidence supporting the unapproved change orders, claims and our entitled unpaid project price, together with the views of the Company’s outside claim consultants, we concluded that including the unapproved change order, claim and entitled unpaid project price amounts of
$1.4
million,
$12.0
million and
$3.9
million, respectively, at
June 30, 2017,
and
$2.2
million,
$9.2
million and
$3.9
million, respectively, at
December 31, 2016,
in “Costs and estimated earnings in excess of billings on uncompleted contracts” on our condensed consolidated balance sheets was in accordance with GAAP. We expect these matters will be resolved without a material adverse effect on our financial statements. However, unapproved change order and claim amounts are subject to negotiations which
may
cause actual results to differ materially from estimated and recorded amounts.
Residential Construction
Residential construction revenue and related profit is recognized when construction is completed. The time from starting construction to finishing is typically
one
month or less.
Fair Value of Financial Instruments, Policy [Policy Text Block]
Financial Instruments and Fair Value
The fair value of financial instruments is the amount at which the instrument could be exchanged in a current transaction between willing parties. The Company’s financial instruments are cash and cash equivalents, restricted cash used as collateral for a letter of credit and restricted cash maintained in an escrow account, short-term contracts receivable, accounts payable, notes payable, and a term loan (the “Loan”) with Oaktree Capital Management, L.P.
The recorded values of cash and cash equivalents, restricted cash, short-term contracts receivable and accounts payable approximate their fair values based on their liquidity and/or short-term nature.
Refer to Note
8
regarding the fair value of the Loan and notes payable. The Company does
not
have any off-balance sheet financial instruments other than operating leases (refer to Note
10
of the Notes to Consolidated Financial Statements in the
2016
Form
10
-K).
In order to assess the fair value of the Company’s financial instruments, the Company uses the fair value hierarchy established by GAAP which prioritizes the inputs used in valuation techniques into the following
three
levels:
Level
1
Inputs – Based upon quoted prices for identical assets in active markets that the Company has the ability to access at the measurement date.
Level
2
Inputs – Based upon quoted prices (other than Level
1
) in active markets for similar assets, quoted prices for identical or similar assets in markets that are
not
active, inputs other than quoted prices that are observable for the asset such as interest rates, yield curves, volatilities and default rates and inputs that are derived principally from or corroborated by observable market data.
Level
3
Inputs – Based on unobservable inputs reflecting the Company’s own assumptions about the assumptions that market participants would use in pricing the asset based on the best information available.
For each financial instrument, the Company uses the highest priority level input that is available in order to appropriately value that particular instrument. In certain instances, Level
1
inputs are
not
available and the Company must use Level
2
or Level
3
inputs. In these cases, the Company provides a description of the valuation techniques used and the inputs used in the fair value measurement.
New Accounting Pronouncements, Policy [Policy Text Block]
Recently Adopted Accounting Pronouncements
In
January 2017,
the Financial Accounting Standards Board (“FASB”) issued guidance in Accounting Standards Update (“ASU”)
No.
2017
-
04
“Intangibles-Goodwill and Other” (Topic
350
) which simplifies and eliminates step
2
of the current
two
step goodwill impairment test. This guidance is effective for public business entities for annual or any interim goodwill impairment tests in fiscal years beginning after
December 15, 2019.
Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after
January 1, 2017.
The Company early adopted this ASU on
January 1, 2017.
The adoption did
not
have a material impact on our consolidated financial statements or related disclosures.
Recently Issued Accounting Pronouncements
In
May 2017,
the FASB issued guidance in ASU
No.
2017
-
09
“Compensation—Stock Compensation” (Topic
718
): Scope of Modification Accounting, which provides guidance to assist entities with evaluating which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. The amendments in this update provide a screen to determine when an entity should account for the effects of a modification. This guidance is effective for all entities for annual periods and interim periods within those annual periods, beginning after
December 15, 2017.
The Company expects to adopt this guidance as required and does
not
expect a material impact to the Company’s consolidated financial statements.
In
January 2017,
the FASB issued guidance in ASU
No.
2017
-
01
“Business Combinations” (Topic
805
): Clarifying the Definition of a Business, which adds guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments in this update provide a screen to determine when a set of assets and activities is
not
a business, provide a framework to assist entities in evaluating whether both an input and a substantive process are present and narrow the definition of the term output to be consistent with Topic
606.
This guidance is effective for public business entities for annual periods beginning after
December 15, 2017
including interim periods within those periods. The Company expects to adopt this guidance as required and does
not
expect a material impact to the Company’s consolidated financial statements.
In
November 2016,
the FASB issued guidance in ASU
No.
2016
-
18
“Statement of Cash Flows” (Topic
230
): Restricted Cash (a consensus of the FASB Emerging Issues Task Force). The amendments in this Update require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. This guidance is effective for public business entities for fiscal years beginning after
December 15, 2017,
and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company expects to adopt this guidance as required and does
not
expect a material impact to the Company’s consolidated financial statements other than to the presentation of restricted cash on our consolidated statements of cash flows.
In
August 2016,
the FASB issued guidance in ASU
No.
2016
-
15
(Topic
230
): “Classification of Certain Cash Receipts and Cash Payments.” This update addresses specific cash flow issues with the objective of reducing existing diversity in practice. Early adoption is permitted for fiscal years, and interim periods within those fiscal years, beginning after
December 15, 2018.
The Company is currently evaluating the impact of the adoption of this guidance to the Company’s consolidated financial statements and related disclosures.
In
February 2016,
the FASB issued its new lease accounting guidance in ASU
No.
2016
-
02,
“Leases” (Topic
842
). Under the new guidance, lessees will be required to recognize for all leases (with the exception of short-term leases) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. The new standard is effective for annual periods beginning after
December 15, 2018,
including interim periods within those fiscal years. The Company is currently evaluating the impact of the adoption of this ASU to the Company’s consolidated financial statements and related disclosures.
In
May 2014,
the FASB issued ASU
2014
-
09,
“Revenue from Contracts with Customers.” The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which an entity expects to be entitled in exchange for those goods or services. Under the new guidance, an entity is required to perform the following
five
steps: (
1
) identify the contract(s) with a customer; (
2
) identify the performance obligations in the contract; (
3
) determine the transaction price; (
4
) allocate the transaction price to the performance obligations in the contract; and (
5
) recognize revenue when (or as) the entity satisfies a performance obligation. In
August 2015,
the FASB issued ASU
2015
-
14
which deferred the effective date of ASU
2014
-
09
by
one
year. As a result, the amendments in ASU
2014
-
09
are effective for public companies for annual reporting periods beginning after
December 15, 2017,
including interim periods within that reporting period. Additional ASUs have been issued that are part of the overall new revenue guidance, including: ASU
No.
2016
-
08,
“Principal versus Agent Considerations (Reporting Revenue Gross versus Net),” ASU
No.
2016
-
10,
“Identifying Performance Obligations and Licensing,” and ASU
2016
-
12,
“Narrow Scope Improvements and Practical Expedients.”
The new revenue recognition standard prescribes a
five
-step model that focuses on transfer of control and entitlement to payment when determining the amount of revenue to be recognized. The new model requires companies to identify contractual performance obligations and determine whether revenue should be recognized at a point in time or over time for each of these obligations. We expect that revenue generated from our fixed unit price contracts, which represent a significant portion of our total contracts, will continue to be recognized over time utilizing the cost-to-cost measure of progress consistent with our current practice. Therefore, we do
not
expect a material impact to the Company’s Consolidated Financial Statements related to fixed unit price contracts. We also expect our revenue recognition disclosures to significantly expand due to the new qualitative and quantitative requirements under the standard. The Company is currently determining the impact of the new standard on our lump-sum, cost-plus and other than fixed unit price contracts. Because the standards will impact our business processes, systems and controls, the Company is also developing a comprehensive change management project plan to guide the implementation.
We will adopt the requirements of the new standard effective
January 1, 2018
and intend to use the modified retrospective adoption approach, but will
not
make a final decision on the adoption method until later in
2017.