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BUSINESS ACQUISITION (Tables) | 12 Months Ended
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Dec. 31, 2012
BUSINESS ACQUISITION [Abstract] |
Preliminary purchase price allocation | The following table summarizes the final purchase price allocation of the fair values of the assets acquired and liabilities assumed as of December 31, 2012:
(Amounts in thousands) |  |  |
Current assets |  | $ | 21,354 |
Property, plant and equipment |  |  | 2,135 |
Intangible assets |  |  | 4,429 |
Goodwill |  |  | 13,016 |
Total assets acquired |  |  | 40,934 |
Current liabilities |  |  | (15,803 | )
Customer contracts |  |  | (6,015 | )
Non-current liabilities |  |  | (2,091 | )
Total liabilities acquired |  |  | (23,909 | )
Non-controlling interest |  |  | (370 | )
Total consideration |  | $ | 16,655 |
Preliminary components of tangible assets acquired | The following table summarizes the preliminary components of tangible assets acquired:
|  |  |  | Weighted
|  |  |  | Average
|  | Preliminary |  | Estimated
(Amounts in thousands) |  | Fair Value |  | Useful Life
Vehicles |  | $ | 583 |  | 5.0 years
Lab equipment |  |  | 1,235 |  | 7.0 years
Office furniture and equipment |  |  | 317 |  | 4.0 years
Total tangible assets |  | $ | 2,135 |  |
Change in Accounting Estimate [Line Items] |
Recast Balance Sheet | The following table summarizes the line items that were recast and restated from the Company's previously reported December 31, 2011 Consolidated Balance Sheets (in thousands) resulting from the impact of the final purchase price allocation, including the effect of the restatement as discussed in "Note 1A – Restatement of Consolidated Financial Statements":
|  |  |  |  | Effect of |  |  |  | As Recast for |  |  |  |  |  |  |
|  |  |  |  | Purchase Price |  |  |  | Purchase Price |  |  |  |  |  |  |
|  | December 31, |  |  | Accounting |  |  |  | Accounting |  |  | Effect of |  |  |  |
|  | 2011 (1) |  |  | Finalization |  |  |  | Finalization |  |  | Restatement (12) |  |  | As Restated (2) |
Assets |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Accounts receivable, net of allowance for doubtful accounts |  | $ | 19,106 |  |  | $ | (2,258 | ) | (3) |  | $ | 16,848 |  |  | $ | - |  |  | $ | 16,848 |
Unbilled receivables - current |  | $ | 9,871 |  |  | $ | (239 | ) | (3) |  | $ | 9,632 |  |  | $ | - |  |  | $ | 9,632 |
Prepaid and other assets |  | $ | 4,604 |  |  | $ | 57 |  | (9) |  | $ | 4,661 |  |  | $ | - |  |  | $ | 4,661 |
Deferrred tax assets - current |  | $ | 2,426 |  |  | $ | 1,427 |  | (4) |  | $ | 3,853 |  |  | $ | (488 | ) |  | $ | 3,365 |
Goodwill |  | $ | 27,063 |  |  | $ | 2,123 |  | (7) |  | $ | 29,186 |  |  | $ | - |  |  | $ | 29,186 |
Other intangible assets - net |  | $ | 4,258 |  |  | $ | 259 |  | (8) |  | $ | 4,517 |  |  | $ | - |  |  | $ | 4,517 |
Deferred tax asset, net of liabilities |  | $ | 1,295 |  |  | $ | 140 |  | (4) |  | $ | 1,435 |  |  | $ | (1,435 | ) |  | $ | - |
Other assets |  | $ | 1,595 |  |  | $ | (35 | ) | (9) |  | $ | 1,560 |  |  | $ | - |  |  | $ | 1,560 |
Total change |  |  |  |  |  | $ | 1,474 |  |  |  |  |  |  |  |  |  |  |  |  |  |
Liabilities and Stockholders' Equity |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Accounts payable |  | $ | 13,117 |  |  | $ | 196 |  | (10) |  | $ | 13,313 |  |  | $ | - |  |  | $ | 13,313 |
Accrued expenses |  | $ | 9,533 |  |  | $ | (99 | ) | (10) |  | $ | 9,434 |  |  | $ | - |  |  | $ | 9,434 |
Billing in excess of costs and estimated earnings |  | $ | 3,226 |  |  | $ | 2,832 |  | (5) |  | $ | 6,058 |  |  | $ | - |  |  | $ | 6,058 |
Current portionof long-term debt |  | $ | 3,936 |  |  | $ | (415 | ) | (6) |  | $ | 3,521 |  |  | $ | - |  |  | $ | 3,521 |
Long-term debt, less current portion |  | $ | 15,007 |  |  | $ | (812 | ) | (6) |  | $ | 14,195 |  |  | $ | - |  |  | $ | 14,195 |
Accumulated deficit |  | $ | (9,505 | ) |  | $ | (228 | ) | (11) |  | $ | (9,733 | ) |  | $ | (6,011 | ) |  | $ | (15,744 | )
Total change |  |  |  |  |  | $ | 1,474 |  |  |  |  |  |  |  |  |  |  |  |  |  |
(1) As previously presented in the 2011 consolidated financial statement in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2011. (2) As presented in the accompanying consolidated financial statements contained herein within this Form 10-K/A – Amendment No. 1. (3) Represents additional allowance for doubtful accounts of approximately $2,213,000 recorded as a result of uncollected receivables from three major customers, reversal of $45,000 in uncollectible accounts receivables and reversal of unbilled receivables related to conditions that existed at the time of our acquisition. (4) Represents book to tax timing differences resulting from allowance for doubtful accounts and change in fair value of contracts as noted in footnote (3) and (5). (5) Represents change in fair value of two loss contracts due to change in estimated cost to complete to meet contract terms that existed as of acquisition date. (6) Resulted from termination on February 13, 2013 of the remaining portion (approximately $1,460,000) of a $2,500,000 Note ("October Note") entered on October 31, 2011. The termination of the October Note resulted from settlement of certain claims made by the Company against TNC primarily from the breach of representation regarding the cost to complete a certain contract that existed at acquisition. A New Note in the amount of $230,000 was issued to TNC in placement of the October Note that was cancelled (see above for further discussion of the October and New Notes). (7) Reflects additional goodwill recorded since initial acquisition date in finalizing the final purchase price allocation related to acquired assets and liabilities under this business combination. (8) Reflects change in fair value of acquired contracts based on change in estimated cash flow related to approval of certain request for equitable adjustments submitted prior to acquisition. (9) Represents tax true-up and write-off of bid deposit that existed as of the acquisition date. (10) Represents expenses and unrecorded vendor invoices for services rendered prior to acquisition. (11) Represents change in amortization of fair value of contracts due to change in estimated cost to complete to meet contract terms that existed as of acquisition date and the related tax effect. (12) Reflects effect of restatement as discussed in "Note 1A – Restatement of Consolidated Financial Statements" in this Form 10-K/A – Amendment No. 1.
Recast Statement of Operations | The following table summarizes the line items that were recast and restated from the Company's previously reported December 31, 2011 Consolidated Statements of Operations (in thousands) resulting from the final purchase price allocation, including the effect of the restatement as discussed in "Note 1A – Restatement of Consolidated Financial Statements":
|  |  |  |  | Effect of |  |  | As Recast for |  |  |  |  |  |  |
|  |  |  |  | Purchase Price |  |  | Purchase Price |  |  |  |  |  |  |
|  | December 31, |  |  | Accounting |  |  | Accounting |  |  | Effect of |  |  | As |
|  | 2011 (1) |  |  | Finalization (3) |  |  | Finalization |  |  | Restatement (4) |  |  | Restated (2) |
Net revenue |  | $ | 118,610 |  |  | $ | (513 | ) |  | $ | 118,097 |  |  | $ | - |  |  | $ | 118,097 |
Cost of goods sold |  | $ | 89,822 |  |  | $ | (145 | ) |  | $ | 89,677 |  |  | $ | - |  |  | $ | 89,677 |
Gross profit |  | $ | 28,788 |  |  | $ | (368 | ) |  | $ | 28,420 |  |  | $ | - |  |  | $ | 28,420 |
Income from continuing operations before income taxes |  | $ | 10,845 |  |  | $ | (368 | ) |  | $ | 10,477 |  |  | $ | - |  |  | $ | 10,477 |
Income tax (benefit) expense |  | $ | (955 | ) |  | $ | (140 | ) |  | $ | (1,095 | ) |  | $ | 5,173 |  |  | $ | 4,078 |
Income from continuing operations |  | $ | 11,800 |  |  | $ | (228 | ) |  | $ | 11,572 |  |  | $ | (5,173 | ) |  | $ | 6,399 |
Net income |  | $ | 14,086 |  |  | $ | (228 | ) |  | $ | 13,858 |  |  | $ | (5,768 | ) |  | $ | 8,090 |
Net income attributable to Perma-Fix Environmental Services, Inc. common stockholders |  | $ | 14,064 |  |  | $ | (228 | ) |  | $ | 13,836 |  |  | $ | (5,768 | ) |  | $ | 8,068 |
Net income per common share attributable to Perma-Fix Environmental Services, Inc. stockholders - basic: |  | $ | 1.27 |  |  |  |  |  |  | $ | 1.25 |  |  |  |  |  |  | $ | .73 |
Net income per common share attributable to Perma-Fix Environmental Services, Inc. stockholders - diluted: |  | $ | 1.27 |  |  |  |  |  |  | $ | 1.25 |  |  |  |  |  |  | $ | .73 |
(1) As previously presented in the 2011 consolidated financial statement in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2011. (2) As presented in the accompanying consolidated financial statements contained herein within this Form 10-K/A – Amendment No. 1. (3) Represents change in amortization of fair value of contracts due to change in estimated cost to complete to meet contract terms that existed as of acquisition date and the related tax effect. (4) Reflects effect of restatement as discussed in "Note 1A – Restatement of Consolidated Financial Statements" in this Form 10-K/A – Amendment No. 1.
Recast Statement of Cash Flows | The following table summarizes the line items that were recast and restated from the Company's previously reported December 31, 2011 Consolidated Statements of Cash Flows (in thousands) resulting from the final purchase price allocation, including the effect of the restatement as discussed in "Note 1A – Restatement of Consolidated Financial Statements":
|  |  |  |  | Effect of |  |  | As Recast for |  |  |  |  |  |  |
|  |  |  |  | Purchase Price |  |  | Purchase Price |  |  |  |  |  |  |
|  | December 31, |  |  | Accounting |  |  | Accounting |  |  | Effect of |  |  | As |
|  | 2011 (1) |  |  | Finalization (3) |  |  | Finalization |  |  | Restatement (4) |  |  | Restated (2) |
Net Income |  | $ | 14,086 |  |  | $ | (228 | ) |  | $ | 13,858 |  |  | $ | (5,768 | ) |  | $ | 8,090 |
Adjustment to reconcile net income from continuing operations to cash provided by operations: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Amortization to fair value of customer contracts |  | $ | (775 | ) |  | $ | 513 |  |  | $ | (262 | ) |  | $ | - |  |  | $ | (262 | )
Depreciation and amortization |  | $ | 4,961 |  |  | $ | (145 | ) |  | $ | 4,816 |  |  | $ | - |  |  | $ | 4,816 |
Deferred tax benefit |  | $ | (3,090 | ) |  | $ | (140 | ) |  | $ | (3,230 | ) |  | $ | 5,173 |  |  | $ | 1,943 |
Accounts payable and accrued expenses |  | $ | 148 |  |  | $ | (144 | ) |  | $ | 4 |  |  | $ | - |  |  | $ | 4 |
(1) As previously presented in the 2011 consolidated financial statement in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2011. (2) As presented in the accompanying consolidated financial statements contained herein within this Form 10-K/A. (3) Represents change in amortization of fair value of contracts due to change in estimated cost to complete to meet contract terms that existed as of acquisition date and the related tax effect. (4) Reflects effect of restatement as discussed in "Note 1A – Restatement of Consolidated Financial Statements" in this Form 10-K/A – Amendment No. 1.
Pro Forma Information | The following unaudited pro forma financial information presents the combined results of operations of SEC and Perma-Fix as though the acquisition had occurred as of the beginning of the period presented below, which is January 1, 2011. The pro forma financial information does not necessarily represent the results of operations that would have occurred had SEC and Perma-Fix been a single company during the period presented, nor does management believe that the pro forma financial information presented is necessarily representative of future operating results.
|  | Year Ended |
|  | December 31, 2011 |
(Amount in thousands, except per share data) |  | (Unaudited) |
Revenue |  | $ | 193,000 |
Net loss from continuing operations |  | $ | (773 | )
Net loss per share from continuing operations - basic |  | $ | (.07 | )
Net loss per share from continuing operations - diluted |  | $ | (.07 | )

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- Definition Adjustments to the initial allocation of purchase price during the measurement period require the revision of comparative prior period financial information when reissued in subsequent financial statements. The effect of measurement period adjustments to the allocation of purchase price would be as if the adjustments had been taken into account on the date of acquisition. + References No definition available. + Details
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