0001437749-20-022774 | 10-Q | XBRL Viewer

Business Description and Accounting Policies [Text Block]

NOTE 1 – NATURE OF OPERATIONS AND BASIS OF PRESENTATION

Effective June 1, 2020, our corporate name has changed to The Shyft Group, Inc. (f/k/a Spartan Motors, Inc.). The new corporate name reflects the next phase of our business transformation with an increased focus on higher growth commercial, retail, and service specialty vehicle markets.

For a description of key accounting policies followed, refer to the notes to The Shyft Group, Inc. consolidated financial statements for the year ended December 31, 2019, included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 16, 2020.

Nature of Operations

We are a niche market leader in specialty vehicle manufacturing and assembly for the commercial vehicle (including last-mile delivery, specialty service and vocation-specific upfit segments) and recreational vehicle industries. Our products include walk-in vans and truck bodies used in e-commerce/parcel delivery, upfit equipment used in the mobile retail and utility trades, luxury Class A diesel motor home chassis, military vehicles, and contract manufacturing and assembly services. We also supply replacement parts and offer repair, maintenance, field service and refurbishment services for the vehicles that we manufacture. Our operating activities are conducted through our wholly-owned operating subsidiary, The Shyft Group USA, Inc., with locations in Charlotte, Michigan; Pompano Beach and West Palm Beach, Florida; Ephrata, Pennsylvania; Bristol, Indiana; North Charleston, South Carolina; Kansas City, Missouri; Montebello, Carson and Sacramento, California; Mesa, Arizona; Dallas and Weatherford, Texas; and Saltillo, Mexico.

Our Bristol, Indiana location manufactures vehicles used in the parcel delivery, mobile retail and trades and construction industries, and supplies related aftermarket parts and services under the Utilimaster brand name. Our Kansas City, Missouri; Pompano Beach and West Palm Beach, Florida; Ephrata, Pennsylvania; North Charleston, South Carolina; Montebello, California; and Saltillo, Mexico locations sell and install equipment used in commercial and fleet vehicles. Our Charlotte, Michigan location manufactures heavy-duty chassis and vehicles, and supplies aftermarket parts and accessories under the Spartan Chassis brand name. Our Carson and Sacramento, California; Mesa, Arizona; and Dallas and Weatherford, Texas locations manufacture service truck bodies and accessories under the Royal Truck Body brand name.

The accompanying unaudited interim condensed consolidated financial statements reflect all normal and recurring adjustments that are necessary for the fair presentation of our financial position as of September 30, 2020, and our results of operations and cash flows for the three and nine months ended September 30, 2020. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and footnotes included in our Annual Report on Form 10-K for the year ended December 31, 2019. The results of operations for the three and nine months ended September 30, 2020 are not necessarily indicative of the results expected for the full year.

Recent Developments

On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus (“COVID-19”). On March 11, 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally. The pandemic has had a significant impact on macroeconomic conditions. To limit the spread of COVID-19, governments have taken various actions including the issuance of stay-at-home orders and social distancing guidelines. While the Company’s plants continued to operate as essential businesses, starting March 23, 2020 certain of our manufacturing facilities were temporarily suspended or cut back on operating levels and shifts as a result of government orders. As of June 30, 2020, approximately 90% of our facilities were at full or modified production levels and as of September 30, 2020, all of our facilities were at full or modified production levels. However, additional suspensions and cutbacks may occur as the impacts from COVID-19 and related responses continue to develop within our global supply chain and customer base. The Company is taking a variety of measures to maintain operations with as minimal impact as possible to promote the safety and security of our employees, including increased frequency of cleaning and disinfecting of facilities, social distancing, remote working when possible, travel restrictions and limitations on visitor access to facilities. We took actions to align operations and spending across our business in response to uncertainty caused by the COVID-19 outbreak during 2020. This included actions that primarily impacted the second quarter of 2020, such as temporary salary reductions for executive management and the Board of Directors, furloughs of a portion of our workforce, freezing employee requisitions and minimizing capital expenditures to critical investments.

The full impact of the COVID-19 outbreak continues to evolve as of the date of this filing. As such, it is uncertain as to the full magnitude that the pandemic will have on the Company’s financial condition, liquidity, and future results of operations. Management is actively monitoring the impact of the global situation on its financial condition, liquidity, operations, suppliers, industry, and workforce. Given the daily evolution of the COVID-19 outbreak and the global responses to curb its spread, the Company is not able to estimate the effects of the COVID-19 outbreak on its results of operations, financial condition, or liquidity for fiscal year 2020.

In 2019, we performed a quantitative assessment and concluded each of our reporting units and indefinite life intangible assets had excess fair value over their carrying value. However, during the nine months ended September 30, 2020, we observed negative macroeconomic indicators resulting from the COVID-19 pandemic, which could have a direct impact on our business. We determined this constituted a triggering event that required an assessment to determine if an impairment loss may have occurred. Therefore, we qualitatively assessed whether it was more likely than not that goodwill and indefinite life intangible assets were impaired as of September 30, 2020. We reviewed our previous forecasts and assumptions based on our current projections, which are subject to various risks and uncertainties, including projected revenue, projected operational profit, terminal growth rates, and the cost of capital. Based on our interim impairment assessment as of September 30, 2020, we have determined that our goodwill and indefinite life intangible assets are not impaired. The Company’s assumptions about future conditions important to its assessment of potential impairment of its goodwill and indefinite life intangible assets, including the impacts of the COVID-19 pandemic, are subject to uncertainty, and the Company will continue to monitor these conditions in future periods as new information becomes available, and will update its analyses accordingly.

On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”). The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. As a result, the Company recorded an income tax benefit of $2,610 in the first quarter of 2020 (see "Note 10 – Taxes on Income") and has also made provision to defer the employer side social security payments for the remaining portion of 2020, to be paid in two equal installment payments in 2021 and 2022. We will continue to examine the potential impacts of the CARES Act and other future legislation on our business, results of operations, financial condition and liquidity.

On October 1, 2020, the Company completed its acquisition of F3 MFG Inc. (“F3”). F3 is a leading aluminum truck body and accessory manufacturer and its operations include aluminum manufacturing, finishing, assembly, and installation of DuraMag contractor, service, and van bodies, as well as Magnum branded truck accessories including headache racks (also known as cab protection racks or rear racks). F3 operates out of Waterville, Maine and that location is expected to continue to serve as the business’ primary manufacturing and assembly facility for both product lines. The addition of DuraMag aluminum bodies to the Company's product offerings follows the Company’s recent acquisition of Royal Truck Body ("Royal"), a West Coast and Southwestern US steel truck body maker. Combined, these acquisitions elevate the Company to a leading position as a national service body manufacturer. F3 will be part of our Specialty Vehicle segment (f/k/a Specialty Chassis and Vehicles).

On February 1, 2020, the Company completed its sale of the Emergency Response and Vehicle (“ERV”) business for $55,000 cash subject to certain post-closing adjustments. In September 2020, the Company finalized the post-close net working capital adjustment and subsequently paid $7,500 on October 1, 2020. The ERV business consisted of the emergency response cab-chassis and apparatus operations in Charlotte, Michigan, and the Spartan apparatus operations in Brandon, South Dakota; Snyder and Neligh, Nebraska; and Ephrata, Pennsylvania. See "Note 2 – Discontinued Operations" for further discussion regarding this transaction.

On September 9, 2019, the Company completed its acquisition of Fortress Resources, LLC d/b/a Royal Truck Body. Royal is a leading California-based designer, manufacturer and installer of service truck bodies and accessories. Royal manufactures and assembles truck body options for various trades, service truck bodies, stake body trucks, contractor trucks, and dump bed trucks. Royal is the largest service body company in the western United States with its principal facility in Carson, California. Royal has additional manufacturing, assembly, and service space in branch locations in Sacramento, California; Mesa, Arizona; and Dallas and Weatherford, Texas. This acquisition allowed us to quickly expand our footprint in the western United States supporting our strategy of coast-to-coast manufacturing and distribution. Royal is part of our Specialty Vehicles segment.

Recently Adopted Accounting Standards

In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 is intended to introduce a revised approach to the recognition and measurement of credit losses, emphasizing an updated model based on expected losses rather than incurred losses. The provisions of this standard are effective for reporting periods beginning after December 15, 2019. The Company adopted ASU 2016-13 in the first quarter of 2020, and it had no material impact on our consolidated financial position, results of operations or cash flows.

Accounting Standards Not Yet Adopted

In December 2019, the FASB issued Accounting Standards Update No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 is intended to simplify the accounting for income taxes by removing certain exceptions to the general principles of Topic 740 and improving consistent application of Generally Accepted Accounting Principles ("GAAP") for other areas of Topic 740 by clarifying and amending existing guidance. The provisions of this standard are effective for reporting periods beginning after December 15, 2020 and early adoption is permitted. The adoption of the provisions of ASU 2019-12 is not expected to have a material impact on our consolidated financial position, results of operations or cash flows.

Note 2 - Discontinued Operations

9 Months Ended

Sep. 30, 2020

Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]

NOTE 2 – DISCONTINUED OPERATIONS

On February 1, 2020, we completed the sale of our ERV business for $55,000 cash subject to certain post-closing adjustments. In September 2020, the Company finalized the post-close net working capital adjustment and subsequently paid $7,500 on October 1, 2020. The Company recognized a loss on sale of $763 and $2,901 in the three and nine months ended September 30, 2020, respectively, which are portions of the Loss from discontinued operations, net of tax in the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2020. The ERV business included the emergency response chassis operations in Charlotte, Michigan, and the Spartan apparatus operations in Brandon, South Dakota; Snyder and Neligh, Nebraska; and Ephrata, Pennsylvania. The ERV business met the accounting criteria for held for sale classification as of December 31, 2019. The results of the ERV business have been reclassified to Loss from discontinued operations, net of tax in the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2020 and 2019.

The loss from discontinued operations presented in the Condensed Consolidated Statement of Operations for the three and nine months ended September 30, 2020 and 2019 is as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2020			2019			2020			2019

Sales	$	-		$	64,248		$	19,167		$	194,268
Cost of products sold		-			60,101			18,678			180,302
Gross profit		-			4,147			489			13,966
Operating expenses		-			7,758			4,404			24,674
Operating loss		-			(3,611	)		(3,915	)		(10,708	)
Other income (expense)		(763	)		7			(2,901	)		1,015
Loss from discontinued operations before taxes		(763	)		(3,604	)		(6,816	)		(9,693	)
Income tax benefit		165			893			2,197			2,429
Net loss from discontinued operations	$	(598	)	$	(2,711	)	$	(4,619	)	$	(7,264	)

In the annual goodwill and intangible assets impairment test as of October 1, 2019, we determined that the fair value of our ERV business and Smeal trade name were less than their carrying values due to under-performance in 2019 which was expected to continue in future periods. As a result, we recorded impairment expense of $13,856 to write off the goodwill and indefinite lived intangible assets. In conjunction with the classification of the ERV business as held for sale as of December 31, 2019, we recorded a loss of $39,275 to write down the carrying values of the associated assets and liabilities to their fair values less estimated costs to sell of $3,604. The assets and liabilities of the discontinued operations are presented separately under the captions Current assets held for sale and Current liabilities held for sale in the Condensed Consolidated Balance Sheets as of December 31, 2019. As of September 30, 2020, due to the sale of the ERV business, there were no assets or liabilities related to discontinued operations on the Condensed Consolidated Balance Sheets.

Assets and Liabilities held for sale in the Condensed Consolidated Balance Sheet were as follows:

	December 31,
	2019
Assets:
Accounts receivable, net	$	30,760
Contract assets		36,740
Inventories, net		32,329
Other current assets		1,142
Property, plant and equipment		21,967
Right of use assets – operating leases		5,960
Intangible assets		1,050
Other noncurrent assets		52
Impairment of carrying value		(39,275	)
Total current assets held for sale	$	90,725

Liabilities:
Accounts payable	$	4,213
Accrued warranty		11,347
Accrued compensation and related taxes		3,047
Deposits from customers		21,409
Operating lease liability		727
Other current liabilities		3,495
Long-term operating lease liability		5,363
Total current liabilities held for sale	$	49,601

Total depreciation and amortization and capital expenditures for the discontinued operations for the three and nine months ended September 30, 2020 and 2019 were as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019

Depreciation and amortization	$	-	$	1,238	$	284	$	3,686
Capital expenditures	$	-	$	674	$	84	$	2,218

Note 3 - Acquisition Activities

9 Months Ended

Sep. 30, 2020

Business Combination Disclosure [Text Block]

NOTE 3 – ACQUISITION ACTIVITIES

On October 1, 2020, the Company completed its acquisition of F3 MFG Inc. F3 is a leading, aluminum truck body and accessory manufacturer, and F3 operations include aluminum manufacturing, finishing, assembly, and installation of DuraMag contractor, service, and van bodies, as well as Magnum branded headache racks (also known as cab protection racks or rear racks). The Company paid $18,250 in cash, which was partially financed by borrowing from our existing line of credit, as described in "Note 5 – Debt". F3 will be part of our Specialty Vehicle segment.

On September 9, 2019, the Company completed the acquisition of Fortress Resources, LLC d/b/a Royal Truck Body pursuant to which the Company acquired all the outstanding equity interests of Royal. The Company paid $89,217 in cash, which was financed by borrowing from our existing line of credit, as described in "Note 5 – Debt".

Purchase Price Allocation

The Royal acquisition was accounted for using the acquisition method of accounting with the purchase price allocated to the assets purchased and liabilities assumed based upon their estimated fair values at the date of acquisition. Identifiable intangible assets include customer relationships, trade names and trademarks, patented technology and non-competition agreements. The excess of the purchase price over the estimated fair values of the net tangible and intangible assets acquired of $27,476 was recorded as goodwill, which is expected to be deductible for tax purposes.

The fair value of the net assets acquired were based on a preliminary valuation and the estimates and assumptions were subject to change within the measurement period. In the second quarter of 2020, the Company agreed to a working capital adjustment with the seller and made certain adjustments which resulted in a decrease to goodwill of $152. The valuation and the estimates and assumptions were finalized during the quarter ended September 30, 2020, as the measurement period has concluded.

As of September 30, 2020, the final allocation of purchase price to assets acquired and liabilities assumed is as follows:

Cash and cash equivalents	$	431
Accounts receivable, less allowance		5,019
Contract assets		1,499
Inventory		6,453
Other receivables – chassis pool agreements		10,424
Property, plant and equipment, net		4,980
Right of use assets-operating leases		12,767
Intangible assets, net		47,150
Goodwill		27,324
Total assets acquired		116,047

Accounts payable		(1,658	)
Customer prepayments		(255	)
Accrued warranty		(98	)
Operating lease liabilities		(1,693	)
Accrued compensation and related taxes		(569	)
Other current liabilities and accrued expenses		(30	)
Short-term debt – chassis pool agreements		(10,424	)
Long-term operating lease liability		(11,074	)
Long-term debt, less current portion		(1,029	)
Total liabilities assumed		(26,830)

Total purchase price	$	89,217

Goodwill Assigned

Intangible assets totaling $47,150 have been assigned to customer relationships, trade names and trademarks, patented technology and non-competition agreements as a result of the acquisition and consist of the following (in thousands):

	Amount		Useful Life
Customer relationships	$	30,000	15 Years
Trade names and trademarks		13,000	Indefinite
Patented technology		2,200	8 Years
Non-competition agreements		1,950	5 Years
	$	47,150

The Company amortizes the customer relationships utilizing an accelerated approach and amortizes patented technology and non-competition agreement assets utilizing a straight-line approach. Amortization expense, including the intangible assets recorded from the Royal acquisition, is $666 and $1,999 for the three and nine months ended September 30, 2020.

Goodwill consists of operational synergies that are expected to be realized in both the short and long-term and the opportunity to enter into new markets which will enable us to increase value to our customers and shareholders. Key areas of expected cost savings include an expanded dealer network, complementary product portfolios and manufacturing and supply chain work process improvements.

Note 4 - Inventories

9 Months Ended

Sep. 30, 2020

Inventory Disclosure [Text Block]

NOTE 4 – INVENTORIES

Inventories are summarized as follows:

	September 30, 2020			December 31, 2019
Finished goods	$	3,441		$	4,764
Work in process		1,594			1,773
Raw materials and purchased components		44,982			57,679
Reserve		(6,941	)		(4,760	)
Total inventories, net	$	43,076		$	59,456

Note 5 - Debt

9 Months Ended

Sep. 30, 2020

Debt Disclosure [Text Block]

NOTE 5 – DEBT

Short-term debt consists of the following:

	September 30, 2020		December 31, 2019
Chassis pool agreements	$	12,741	$	8,162
Total short-term debt	$	12,741	$	8,162

Chassis Pool Agreements

The Company obtains certain vehicle chassis for its walk-in vans, truck bodies and specialty vehicles directly from the chassis manufacturers under converter pool agreements. Chassis are obtained from the manufacturers based on orders from customers, and in some cases, for unallocated orders. The agreements generally state that the manufacturer will provide a supply of chassis to be maintained at the Company’s facilities with the condition that we will store such chassis and will not move, sell, or otherwise dispose of such chassis except under the terms of the agreement. In addition, the manufacturer typically retains the sole authority to authorize commencement of work on the chassis and to make certain other decisions with respect to the chassis including the terms and pricing of sales of the chassis to the manufacturer’s dealers. The manufacturer also does not transfer the certificate of origin to the Company nor permit the Company to sell or transfer the chassis to anyone other than the manufacturer (for ultimate resale to a dealer).

Although the Company is party to related finance agreements with manufacturers, the Company has not historically settled any related obligations in cash, nor does it expect to do so in the future. Instead, the obligation is settled by the manufacturer upon reassignment of the chassis to an accepted dealer, and the dealer is invoiced for the chassis by the manufacturer. Accordingly, as of September 30, 2020 and December 31, 2019, the Company’s outstanding chassis converter pool with manufacturers totaled $12,741 and $8,162, respectively. The Company has included this financing agreement on the Company’s Condensed Consolidated Balance Sheets within Other receivables – chassis pool agreements and Short-term debt – chassis pool agreements. Typically, chassis are converted and delivered to customers within 90 days of the receipt of the chassis by the Company. The chassis converter pool is a non-cash arrangement and is offsetting between Current assets and Current liabilities on the Company’s Condensed Consolidated Balance Sheets.

Long-term debt consists of the following:

	September 30, 2020			December 31, 2019
Line of credit revolver	$	47,400		$	87,400
Finance lease obligation		519			496
Other		823			951
Total debt		48,742			88,847
Less current portion of long-term debt		(220	)		(177	)
Total long-term debt	$	48,522		$	88,670

Line of Credit Revolver

On August 8, 2018, we entered into a Credit Agreement (the "Credit Agreement") by and among us and certain of our subsidiaries as borrowers, Wells Fargo Bank, National Association ("Wells Fargo"), as administrative agent, and the lenders party thereto consisting of Wells Fargo, JPMorgan Chase Bank, N.A. and PNC Bank National Association (the "Lenders"). Subsequently, the Credit Agreement was amended on May 14, 2019, September 9, 2019 and September 25, 2019 and certain of our other subsidiaries executed guaranties guarantying the borrowers’ obligations under the Credit Agreement. Concurrent with the close of the sale of the ERV business and effective January 31, 2020, the Credit Agreement was further amended by a fourth amendment, which released certain of our subsidiaries that were sold as part of the ERV business. The substantive business terms of the Credit Agreement remain in place and were not changed by the fourth amendment.

As a result, at September 30, 2020, under the Credit Agreement, as amended, we may borrow up to $175,000 from the Lenders under a secured revolving credit facility which matures August 8, 2023. We may also request an increase in the facility of up to $50,000 in the aggregate, subject to customary conditions. The credit facility is also available for the issuance of letters of credit of up to $20,000 and swing line loans of up to $30,000, subject to certain limitations and restrictions. This revolving credit facility carries an interest rate of either (i) the highest of prime rate, the federal funds effective rate from time to time plus 0.5%, or the one month adjusted LIBOR plus 1.0%; or (ii) adjusted LIBOR, in each case plus a margin based upon our ratio of debt to earnings from time to time. The applicable borrowing rate including margin was 1.44% (or one-month LIBOR plus 1.25%) at September 30, 2020. The credit facility is secured by security interests in, and liens on, all assets of the borrowers and guarantors, other than real property and certain other excluded assets. At September 30, 2020 and December 31, 2019, we had outstanding letters of credit totaling $525 related to our workers’ compensation insurance.

Under the terms of our Credit Agreement, available borrowings (exclusive of outstanding borrowings) totaled $100,681 and $60,499 at September 30, 2020 and December 31, 2019, respectively. The Credit Agreement requires us to maintain certain financial ratios and other financial covenants; prohibits us from incurring additional indebtedness; limits certain acquisitions, investments, advances or loans; limits our ability to pay dividends in certain circumstances; and restricts substantial asset sales, all subject to certain exceptions and baskets. At September 30, 2020 and December 31, 2019, we were in compliance with all covenants in our Credit Agreement.

In the three months ended September 30, 2020 the Company paid down $10,000 of long-term debt. In the nine months ended September 30, 2020 the Company paid down $40,000 of long-term debt, net of borrowings.

Note 6 - Revenue

9 Months Ended

Sep. 30, 2020

Revenue from Contract with Customer [Text Block]

NOTE 6 – REVENUE

The tables below disclose changes in contract assets and liabilities for the nine months ended September 30, 2020 and 2019.

	September 30, 2020			September 30, 2019
Contract Assets
Contract assets, beginning of period	$	10,898		$	9,229
Reclassification of the beginning contract assets to receivables, as the result of rights to consideration becoming unconditional		(10,777	)		(9,229	)
Contract assets recognized, net of reclassification to receivables		9,546			12,432
Contract assets, end of period	$	9,667		$	12,432

Contract Liabilities
Contract liabilities, beginning of period	$	2,640		$	871
Reclassification of the beginning contract liabilities to revenue, as the result of performance obligations satisfied		(2,370	)		(871	)
Cash received in advance and not recognized as revenue		380			1,737
Contract liabilities, end of period	$	650		$	1,737

The aggregate amount of the transaction price allocated to remaining performance obligations in existing contracts that are yet to be completed in the Fleet Vehicles and Services (“FVS”) and Specialty Vehicles (“SV”) segments are $228,870 and $51,756 respectively, with substantially all revenue expected to be recognized within one year as of September 30, 2020.

In the following tables, revenue is disaggregated by primary geographical market and timing of revenue recognition for the three and nine months ended September 30, 2020 and 2019. The tables also include a reconciliation of the disaggregated revenue with the reportable segments.

	Three Months Ended September 30, 2020
	FVS		SV		Total Reportable Segments		Other		Total
Primary geographical markets
United States	$	144,420	$	58,263	$	202,683	$	-	$	202,683
Other		770		20		790		-		790
Total sales	$	145,190	$	58,283	$	203,473	$	-	$	203,473

Timing of revenue recognition
Products transferred at a point in time	$	11,075	$	40,962	$	52,037	$	-	$	52,037
Products and services transferred over time		134,115		17,321		151,436		-		151,436
Total sales	$	145,190	$	58,283	$	203,473	$	-	$	203,473

Three Months Ended

September 30, 2019

FVS

SV

Total

Reportable

Segments

Other

Total

Primary geographical markets

United States
$ 176,689 $ 45,072 $ 221,761 $ - $ 221,761

Other
2,905 37 2,942 - 2,942

Total sales
$ 179,594 $ 45,109 $ 224,703 $ - $ 224,703

Timing of revenue recognition

Products transferred at a point in time
$ 41,830 $ 35,824 $ 77,654 $ - $ 77,654

Products and services transferred over time
137,764 9,285 147,049 - 147,049

Total sales
$ 179,594 $ 45,109 $ 224,703 $ - $ 224,703

Nine Months Ended

September 30, 2020

FVS

SV

Total

Reportable

Segments

Other

Total

Primary geographical markets

United States
$ 373,501 $ 126,032 $ 499,533 $ -

$ 499,533

Other
4,615 243 4,858 - 4,858

Total sales
$ 378,116 $ 126,275 $ 504,391 $ -

$ 504,391

Timing of revenue recognition

Products transferred at a point in time
$ 44,611 $ 81,729 $ 126,340 $ -

$ 126,340

Products and services transferred over time
333,505 44,546 378,051 - 378,051

Total sales
$ 378,116 $ 126,275 $ 504,391 $ -

$ 504,391

Nine Months Ended

September 30, 2019

FVS

SV

Total

Reportable

Segments

Other

Total

Primary geographical markets

United States
$ 426,984 $ 138,418 $ 565,402 $ (5,280 ) $ 560,122

Other
16,361 99 16,460 - 16,460

Total sales
$ 443,345 $ 138,517 $ 581,862 $ (5,280 ) $ 576,582

Timing of revenue recognition

Products transferred at a point in time
$ 146,146 $ 109,626 $ 255,772 $ (5,280 ) $ 250,492

Products and services transferred over time
297,199 28,891 326,090 - 326,090

Total sales
$ 443,345 $ 138,517 $ 581,862 $ (5,280 ) $ 576,582

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

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-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
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-Section 50
-Paragraph 12
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Note 7 - Property, Plant and Equipment

9 Months Ended

Sep. 30, 2020

Property, Plant and Equipment Disclosure [Text Block]

NOTE 7 – PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are summarized by major classifications as follows:

	September 30, 2020			December 31, 2019
Land and improvements	$	8,721		$	8,692
Buildings and improvements		39,715			38,653
Plant machinery and equipment		37,896			33,348
Furniture and fixtures		21,969			21,416
Vehicles		2,004			1,872
Construction in process		2,589			3,527
Subtotal		112,894			107,508
Less accumulated depreciation		(75,534	)		(67,434	)
Total property, plant and equipment, net	$	37,360		$	40,074

We recorded depreciation expense of $2,179 and $818 during the three months ended September 30, 2020 and 2019, respectively, and $8,440 and $3,545 during the nine months ended September 30, 2020 and 2019, respectively. In the second quarter of 2020, we committed to a plan to phase out the use of an ERP system at certain locations and determined that the estimated useful lives for the related assets had shortened. As a result, in the second quarter of 2020, we recorded depreciation expense of $2,330 attributable to accelerated depreciation and loss of $2,430 from write-off of related construction in process. In the third quarter of 2020, we recorded related depreciation expense of $365. The total after-tax impact on Income from continuing operations is an expense of $274 and $3,873 for the three and nine months ended September 30, 2020, respectively.

Note 8 - Leases

9 Months Ended

Sep. 30, 2020

Leases of Lessee Disclosure [Text Block]

NOTE 8 – LEASES

We have operating and finance leases for land, buildings and certain equipment. Our leases have remaining lease terms of one year to 17 years, some of which include options to extend the leases for up to 10 years.

Operating lease expenses are classified as Cost of products sold and Operating expenses on the Condensed Consolidated Statements of Operations. The components of lease expense were as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Operating leases	$	1,551	$	984	$	4,657	$	2,327
Short-term leases⁽¹⁾		75		109		159		165
Total lease expense	$	1,626	$	1,093	$	4,816	$	2,492

⁽¹⁾Includes expenses for month-to-month equipment leases, which are classified as short-term as the Company is not reasonably certain to renew the lease term beyond one month.

The weighted average remaining lease term and weighted average discount rate were as follows:

	September 30,
	2020			2019
Weighted average remaining lease term of operating leases (in years)		7.7			9.0
Weighted average discount rate of operating leases		3.4	%		4.0	%

Supplemental cash flow information related to leases was as follows:

	Nine Months Ended September 30,
	2020		2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flow for operating leases	$	4,531	$	2,785

Right of use assets obtained in exchange for lease obligations:
Operating leases	$	7,283	$	2,340
Finance leases	$	136	$	-

Maturities of operating lease liabilities as of September 30, 2020 are as follows:

Years ending December 31:
2020⁽¹⁾	$	1,582
2021		6,380
2022		6,036
2023		6,027
2024		5,767
Thereafter		15,424
Total lease payments		41,216
Less: imputed interest		(5,107	)
Total lease liabilities	$	36,109

⁽¹⁾Excluding the nine months ended September 30, 2020.

Note 9 - Commitments and Contingent Liabilities

9 Months Ended

Sep. 30, 2020

Commitments and Contingencies Disclosure [Text Block]

NOTE 9 – COMMITMENTS AND CONTINGENT LIABILITIES

Under the terms of the Credit Agreement we have the ability to issue letters of credit totaling $20,000. We had outstanding letters of credit totaling $525 at September 30, 2020 and December 31, 2019 related to our workers’ compensation insurance.

At September 30, 2020, we and our subsidiaries were parties, both as plaintiff and defendant, to a number of lawsuits and claims arising out of the normal course of our businesses. In the opinion of management, our financial position, future operating results or cash flows will not be materially affected by the final outcome of these legal proceedings.

Warranty Related

We provide limited warranties against assembly/construction defects. These warranties generally provide for the replacement or repair of defective parts or workmanship for a specified period following the date of sale. The end users also may receive limited warranties from suppliers of components that are incorporated into our chassis and vehicles.

Certain warranty and other related claims involve matters of dispute that ultimately are resolved by negotiation, arbitration or litigation. Infrequently, a material warranty issue can arise which is beyond the scope of our historical experience. We provide for any such warranty issues as they become known and are estimable. It is reasonably possible that additional warranty and other related claims could arise from disputes or other matters beyond the scope of our historical experience. An estimate of possible penalty or loss, if any, cannot be made at this time.

Changes in our warranty liability during the nine months ended September 30, 2020 and 2019 were as follows:

	Nine Months Ended September 30,
	2020			2019
Balance of accrued warranty at January 1	$	5,694		$	4,407
Warranties issued during the period		2,687			3,589
Cash settlements made during the period		(2,411	)		(2,625	)
Changes in liability for pre-existing warranties during the period, including expirations		(406	)		199
Balance of accrued warranty at September 30	$	5,564		$	5,570

Spartan-Gimaex Joint Venture

In February 2015, the Company and Gimaex Holding, Inc. mutually agreed to begin discussions regarding the dissolution of the Spartan-Gimaex joint venture. In June 2015, the Company and Gimaex Holding, Inc. entered into court proceedings to determine the terms of the dissolution. In February 2017, by agreement of the parties, the court proceeding was dismissed with prejudice and the judge entered an order to this effect as the parties agreed to seek a dissolution plan on their own. In late 2019, the Company initiated additional court proceedings to dissolve and liquidate the joint venture. In April of 2020, as a result of a default judgment, the Company was appointed as liquidating trustee of the Gimaex joint venture, but no dissolution terms have been determined as of the date of this Form 10-Q. Costs associated with the wind-down will be impacted by the final dissolution terms. In accordance with accounting guidance, the costs we have accrued so far represent the low end of the range of the estimated total charges that we believe we may incur related to the wind-down. While we are unable to determine the final cost of the wind-down with certainty at this time, we may incur additional charges, depending on the final terms of the dissolution. Such charges are not expected to be material to our future operating results.

EPA Information Request

In May 2020, the Company received a letter from the United States Environmental Protection Agency (“EPA”) requesting certain information as part of an EPA investigation regarding a potential failure to affix emissions labels on vehicles to determine the Company’s compliance with applicable laws and regulations. This information request pertains to chassis, vocational vehicles, and vehicles that the Company manufactured or imported into the US between January 1, 2017 to the date the Company received the request in May 2020. The Company responded to the EPA’s request and furnished the requested materials in the third quarter of 2020. An estimate of possible penalties or loss, if any, cannot be made at this time.

Note 10 - Taxes on Income

9 Months Ended

Sep. 30, 2020

Income Tax Disclosure [Text Block]

NOTE 10 – TAXES ON INCOME

Our effective income tax rate was 27.2% and 19.1% for the three and nine months ended September 30, 2020, respectively, compared to 24.7% and 23.5% for the three and nine months ended September 30, 2019, respectively.

The effective tax rate of 27.2% for the three months ended September 30, 2020 is higher than the US statutory tax rate of 21% primarily because of state income taxes at their statutory rates and the unfavorable impact of certain non-deductible compensation expense on our effective tax rate.

The effective tax rate for the nine months ended September 30, 2020 reflects the favorable impact of certain provisions of the CARES Act upon the income tax expense as computed based on current statutory income tax rates. Enacted on March 27, 2020, the CARES Act amended certain provisions of the tax code to allow the five-year carryback of tax basis net operating losses (“NOL”) incurred in the years 2018 through 2020. The closing of the sale of the ERV business during the first quarter of 2020 put the Company into a tax basis NOL position for the year as a result of the reversal of deferred tax assets that were recorded in 2019. Under the CARES Act, the Company will carry the NOL back to offset taxable income incurred in years prior to 2018 when the federal corporate income tax rate was 35%, as compared to the 21% tax rate at which the deferred tax assets were originally recorded. The Company recorded a $2,610 current period tax benefit resulting from the rate difference as a component of Income tax benefit in the first quarter of 2020.

The effective tax rate for the three months ended September 30, 2019 reflects the impact of current statutory income tax rates on our Income before taxes. The effective tax rate for the nine months ended September 30, 2019 was primarily impacted by a discrete tax benefit recorded in the first quarter related to additional state tax credits from prior years becoming available for utilization in future tax returns, with a net reduction in income tax expense of $296.

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

Note 11 - Business Segments

9 Months Ended

Sep. 30, 2020

Segment Reporting Disclosure [Text Block]

NOTE 11 – BUSINESS SEGMENTS

We identify our reportable segments based on our management structure and the financial data utilized by our chief operating decision maker to assess segment performance and allocate resources among our operating units. We have two reportable segments: Fleet Vehicles and Services and Specialty Vehicles. Effective the second quarter of 2020, the Company renamed its Specialty Chassis and Vehicles segment to Specialty Vehicles.

We evaluate the performance of our reportable segments based on Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) and it is calculated by excluding items that we believe to be infrequent or not indicative of our continuing operating performance. We define Adjusted EBITDA as income from continuing operations before interest, income taxes, depreciation and amortization, as adjusted to eliminate the impact of restructuring charges, acquisition related expenses and adjustments, non-cash stock-based compensation expenses, and other gains and losses not reflective of our ongoing operations. Adjusted EBITDA for all prior periods presented has been recast to conform to the current presentation.

The accounting policies of the segments are the same as those described, or referred to, in "Note 1 – Nature of Operations and Basis of Presentation". Assets and related depreciation expense in the column labeled “Eliminations and Other” pertain to capital assets maintained at the corporate level. Eliminations for inter-segment sales are shown in the column labeled “Eliminations and Other”. Segment loss from operations in the “Eliminations and Other” column contains corporate related expenses not allocable to the operating segments. Interest expense and Income tax expense (benefit) are not included in the information utilized by the chief operating decision makers to assess segment performance and allocate resources, and accordingly, are excluded from the segment results presented below.

Three Months Ended September 30, 2020

Segment

FVS

SV

Eliminations

and Other

Consolidated

Fleet vehicle sales
$ 136,382 $ - $ - $ 136,382

Motor home chassis sales
- 38,190 - 38,190

Other specialty vehicle sales
- 17,601 - 17,601

Aftermarket parts and accessories sales
8,808 2,492 - 11,300

Total sales
$ 145,190 $ 58,283 $ - $ 203,473

Depreciation and amortization expense
$ 934 $ 1,412 $ 632 $ 2,978

Adjusted EBITDA
33,237 7,183 (7,827 ) 32,593

Segment assets
165,216 155,429 74,474 395,119

Capital expenditures
1,482 371 505 2,358

Three Months Ended September 30, 2019

Segment

FVS

SV

Eliminations

and Other

Consolidated

Fleet vehicle sales
$ 172,530 $ - $ - $ 172,530

Motor home chassis sales
- 33,038 - 33,038

Other specialty vehicle sales
- 9,370 - 9,370

Aftermarket parts and accessories sales
7,064 2,701 - 9,765

Total sales
$ 179,594 $ 45,109 $ - $ 224,703

Depreciation and amortization expense
$ 641 $ 372 $ 440 $ 1,453

Adjusted EBITDA
24,689 4,079 (6,443 ) 22,325

Segment assets
147,168 159,295 69,390 375,853

Capital expenditures
1,166 1,184 759 3,109

Nine Months Ended September 30, 2020

Segment

FVS

SV

Eliminations

and Other

Consolidated

Fleet vehicle sales
$ 351,117 $ - $ - $ 351,117

Motor home chassis sales
- 74,840 - 74,840

Other specialty vehicle sales
- 45,316 - 45,316

Aftermarket parts and accessories sales
26,999 6,119 - 33,118

Total sales
$ 378,116 $ 126,275 $ - $ 504,391

Depreciation and amortization expense
$ 2,591 $ 4,313 $ 3,934 $ 10,838

Adjusted EBITDA
68,625 12,123 (20,429 ) 60,319

Segment assets
165,216 155,429 74,474 395,119

Capital expenditures
5,306 2,060 875 8,241

Nine Months Ended September 30, 2019

Segment

FVS

SV

Eliminations

and Other

Consolidated

Fleet vehicle sales
$ 380,079 $ 5,280 $ (5,280 ) $ 380,079

Motor home chassis sales
- 101,977 - 101,977

Other specialty vehicle sales
- 23,543 - 23,543

Aftermarket parts and accessories sales
63,266 7,717 - 70,983

Total sales
$ 443,345 $ 138,517 $ (5,280 ) $ 576,582

Depreciation and amortization expense
$ 1,795 $ 1,119 $ 1,131 $ 4,045

Adjusted EBITDA
39,584 14,110 (13,235 ) 40,459

Segment assets
147,168 159,295 69,390 375,853

Capital expenditures
1,864 1,490 1,928 5,282

The table below presents the reconciliation of our income from continuing operations to Adjusted EBITDA. Adjusted EBITDA is not a measurement of our financial performance under GAAP and should not be considered as an alternative to net income. Adjusted EBITDA may have limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. In addition, although we have excluded certain charges in calculating Adjusted EBITDA, we may in the future incur expenses similar to these adjustments, despite our assessment that such expenses are infrequent and/or not indicative of our regular, ongoing operating performance. Our presentation of Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by unusual or infrequent items.

Three Months Ended

September 30,

Nine Months Ended

September 30,

2020 2019
2020

2019

Income from continuing operations
$ 19,375 $ 13,126 $ 29,983 $ 22,505

Net (income) loss attributable to non-controlling interest
(41 ) (61 ) (178 ) 14

Add (subtract):

Interest expense
11 144 1,202 831

Income tax expense 7,253 4,317 7,084 6,929

Depreciation and amortization expense 2,978 1,453 10,838 4,045

Restructuring and other related charges
303 243 1,857 270

Acquisition related expenses and adjustments
650 1,522 922 1,987

Non-cash stock based compensation expense
2,064 1,581 6,181 3,878

Loss from write-off of construction in process - - 2,430 -

Adjusted EBITDA
$ 32,593 $ 22,325 $ 60,319 $ 40,459

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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New Accounting Pronouncements, Policy [Policy Text Block]

Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2020

Accounting Policies [Abstract]

Recently Adopted Accounting Standards

Accounting Standards Not Yet Adopted

In December 2019, the FASB issued Accounting Standards Update No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 is intended to simplify the accounting for income taxes by removing certain exceptions to the general principles of Topic 740 and improving consistent application of Generally Accepted Accounting Principles ("GAAP") for other areas of Topic 740 by clarifying and amending existing guidance. The provisions of this standard are effective for reporting periods beginning after December 15, 2020 and early adoption is permitted. The adoption of the provisions of ASU 2019-12 is not expected to have a material impact on our consolidated financial position, results of operations or cash flows.

Note 2 - Discontinued Operations (Tables)

9 Months Ended

Sep. 30, 2020

Disposal Groups, Including Discontinued Operations [Table Text Block]

	Three Months Ended September 30,						Nine Months Ended September 30,
	2020			2019			2020			2019

Sales	$	-		$	64,248		$	19,167		$	194,268
Cost of products sold		-			60,101			18,678			180,302
Gross profit		-			4,147			489			13,966
Operating expenses		-			7,758			4,404			24,674
Operating loss		-			(3,611	)		(3,915	)		(10,708	)
Other income (expense)		(763	)		7			(2,901	)		1,015
Loss from discontinued operations before taxes		(763	)		(3,604	)		(6,816	)		(9,693	)
Income tax benefit		165			893			2,197			2,429
Net loss from discontinued operations	$	(598	)	$	(2,711	)	$	(4,619	)	$	(7,264	)

	December 31,
	2019
Assets:
Accounts receivable, net	$	30,760
Contract assets		36,740
Inventories, net		32,329
Other current assets		1,142
Property, plant and equipment		21,967
Right of use assets – operating leases		5,960
Intangible assets		1,050
Other noncurrent assets		52
Impairment of carrying value		(39,275	)
Total current assets held for sale	$	90,725

Liabilities:
Accounts payable	$	4,213
Accrued warranty		11,347
Accrued compensation and related taxes		3,047
Deposits from customers		21,409
Operating lease liability		727
Other current liabilities		3,495
Long-term operating lease liability		5,363
Total current liabilities held for sale	$	49,601

	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019

Depreciation and amortization	$	-	$	1,238	$	284	$	3,686
Capital expenditures	$	-	$	674	$	84	$	2,218

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

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Note 3 - Acquisition Activities (Tables)

9 Months Ended

Sep. 30, 2020

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]

Cash and cash equivalents	$	431
Accounts receivable, less allowance		5,019
Contract assets		1,499
Inventory		6,453
Other receivables – chassis pool agreements		10,424
Property, plant and equipment, net		4,980
Right of use assets-operating leases		12,767
Intangible assets, net		47,150
Goodwill		27,324
Total assets acquired		116,047

Accounts payable		(1,658	)
Customer prepayments		(255	)
Accrued warranty		(98	)
Operating lease liabilities		(1,693	)
Accrued compensation and related taxes		(569	)
Other current liabilities and accrued expenses		(30	)
Short-term debt – chassis pool agreements		(10,424	)
Long-term operating lease liability		(11,074	)
Long-term debt, less current portion		(1,029	)
Total liabilities assumed		(26,830)

Total purchase price	$	89,217

Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block]

	Amount		Useful Life
Customer relationships	$	30,000	15 Years
Trade names and trademarks		13,000	Indefinite
Patented technology		2,200	8 Years
Non-competition agreements		1,950	5 Years
	$	47,150

Note 4 - Inventories (Tables)

9 Months Ended

Sep. 30, 2020

Schedule of Inventory, Current [Table Text Block]

	September 30, 2020			December 31, 2019
Finished goods	$	3,441		$	4,764
Work in process		1,594			1,773
Raw materials and purchased components		44,982			57,679
Reserve		(6,941	)		(4,760	)
Total inventories, net	$	43,076		$	59,456

Note 5 - Debt (Tables)

9 Months Ended

Sep. 30, 2020

Schedule of Short-term Debt [Table Text Block]

	September 30, 2020		December 31, 2019
Chassis pool agreements	$	12,741	$	8,162
Total short-term debt	$	12,741	$	8,162

Schedule of Long-term Debt Instruments [Table Text Block]

	September 30, 2020			December 31, 2019
Line of credit revolver	$	47,400		$	87,400
Finance lease obligation		519			496
Other		823			951
Total debt		48,742			88,847
Less current portion of long-term debt		(220	)		(177	)
Total long-term debt	$	48,522		$	88,670

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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Note 6 - Revenue (Tables)

9 Months Ended

Sep. 30, 2020

Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block]

	September 30, 2020			September 30, 2019
Contract Assets
Contract assets, beginning of period	$	10,898		$	9,229
Reclassification of the beginning contract assets to receivables, as the result of rights to consideration becoming unconditional		(10,777	)		(9,229	)
Contract assets recognized, net of reclassification to receivables		9,546			12,432
Contract assets, end of period	$	9,667		$	12,432

Contract Liabilities
Contract liabilities, beginning of period	$	2,640		$	871
Reclassification of the beginning contract liabilities to revenue, as the result of performance obligations satisfied		(2,370	)		(871	)
Cash received in advance and not recognized as revenue		380			1,737
Contract liabilities, end of period	$	650		$	1,737

Disaggregation of Revenue [Table Text Block]

	Three Months Ended September 30, 2020
	FVS		SV		Total Reportable Segments		Other		Total
Primary geographical markets
United States	$	144,420	$	58,263	$	202,683	$	-	$	202,683
Other		770		20		790		-		790
Total sales	$	145,190	$	58,283	$	203,473	$	-	$	203,473

Timing of revenue recognition
Products transferred at a point in time	$	11,075	$	40,962	$	52,037	$	-	$	52,037
Products and services transferred over time		134,115		17,321		151,436		-		151,436
Total sales	$	145,190	$	58,283	$	203,473	$	-	$	203,473

	Three Months Ended September 30, 2019
	FVS		SV		Total Reportable Segments		Other		Total
Primary geographical markets
United States	$	176,689	$	45,072	$	221,761	$	-	$	221,761
Other		2,905		37		2,942		-		2,942
Total sales	$	179,594	$	45,109	$	224,703	$	-	$	224,703

Timing of revenue recognition
Products transferred at a point in time	$	41,830	$	35,824	$	77,654	$	-	$	77,654
Products and services transferred over time		137,764		9,285		147,049		-		147,049
Total sales	$	179,594	$	45,109	$	224,703	$	-	$	224,703

	Nine Months Ended September 30, 2020
	FVS		SV		Total Reportable Segments		Other		Total
Primary geographical markets
United States	$	373,501	$	126,032	$	499,533	$	-	$	499,533
Other		4,615		243		4,858		-		4,858
Total sales	$	378,116	$	126,275	$	504,391	$	-	$	504,391

Timing of revenue recognition
Products transferred at a point in time	$	44,611	$	81,729	$	126,340	$	-	$	126,340
Products and services transferred over time		333,505		44,546		378,051		-		378,051
Total sales	$	378,116	$	126,275	$	504,391	$	-	$	504,391

	Nine Months Ended September 30, 2019
	FVS		SV		Total Reportable Segments		Other			Total
Primary geographical markets
United States	$	426,984	$	138,418	$	565,402	$	(5,280	)	$	560,122
Other		16,361		99		16,460		-			16,460
Total sales	$	443,345	$	138,517	$	581,862	$	(5,280	)	$	576,582

Timing of revenue recognition
Products transferred at a point in time	$	146,146	$	109,626	$	255,772	$	(5,280	)	$	250,492
Products and services transferred over time		297,199		28,891		326,090		-			326,090
Total sales	$	443,345	$	138,517	$	581,862	$	(5,280	)	$	576,582

Note 7 - Property, Plant and Equipment (Tables)

9 Months Ended

Sep. 30, 2020

Property, Plant and Equipment [Table Text Block]

	September 30, 2020			December 31, 2019
Land and improvements	$	8,721		$	8,692
Buildings and improvements		39,715			38,653
Plant machinery and equipment		37,896			33,348
Furniture and fixtures		21,969			21,416
Vehicles		2,004			1,872
Construction in process		2,589			3,527
Subtotal		112,894			107,508
Less accumulated depreciation		(75,534	)		(67,434	)
Total property, plant and equipment, net	$	37,360		$	40,074

Note 8 - Leases (Tables)

9 Months Ended

Sep. 30, 2020

Lease, Cost [Table Text Block]

	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Operating leases	$	1,551	$	984	$	4,657	$	2,327
Short-term leases⁽¹⁾		75		109		159		165
Total lease expense	$	1,626	$	1,093	$	4,816	$	2,492

	September 30,
	2020			2019
Weighted average remaining lease term of operating leases (in years)		7.7			9.0
Weighted average discount rate of operating leases		3.4	%		4.0	%

	Nine Months Ended September 30,
	2020		2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flow for operating leases	$	4,531	$	2,785

Right of use assets obtained in exchange for lease obligations:
Operating leases	$	7,283	$	2,340
Finance leases	$	136	$	-

Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block]

Years ending December 31:
2020⁽¹⁾	$	1,582
2021		6,380
2022		6,036
2023		6,027
2024		5,767
Thereafter		15,424
Total lease payments		41,216
Less: imputed interest		(5,107	)
Total lease liabilities	$	36,109

Note 9 - Commitments and Contingent Liabilities (Tables)

9 Months Ended

Sep. 30, 2020

Schedule of Product Warranty Liability [Table Text Block]

	Nine Months Ended September 30,
	2020			2019
Balance of accrued warranty at January 1	$	5,694		$	4,407
Warranties issued during the period		2,687			3,589
Cash settlements made during the period		(2,411	)		(2,625	)
Changes in liability for pre-existing warranties during the period, including expirations		(406	)		199
Balance of accrued warranty at September 30	$	5,564		$	5,570

Note 11 - Business Segments (Tables)

9 Months Ended

Sep. 30, 2020

Schedule of Segment Reporting Information, by Segment [Table Text Block]

	Segment
	FVS		SV		Eliminations and Other			Consolidated

Fleet vehicle sales	$	136,382	$	-	$	-		$	136,382
Motor home chassis sales		-		38,190		-			38,190
Other specialty vehicle sales		-		17,601		-			17,601
Aftermarket parts and accessories sales		8,808		2,492		-			11,300
Total sales	$	145,190	$	58,283	$	-		$	203,473

Depreciation and amortization expense	$	934	$	1,412	$	632		$	2,978
Adjusted EBITDA		33,237		7,183		(7,827	)		32,593
Segment assets		165,216		155,429		74,474			395,119
Capital expenditures		1,482		371		505			2,358

	Segment
	FVS		SV		Eliminations and Other			Consolidated

Fleet vehicle sales	$	172,530	$	-	$	-		$	172,530
Motor home chassis sales		-		33,038		-			33,038
Other specialty vehicle sales		-		9,370		-			9,370
Aftermarket parts and accessories sales		7,064		2,701		-			9,765
Total sales	$	179,594	$	45,109	$	-		$	224,703

Depreciation and amortization expense	$	641	$	372	$	440		$	1,453
Adjusted EBITDA		24,689		4,079		(6,443	)		22,325
Segment assets		147,168		159,295		69,390			375,853
Capital expenditures		1,166		1,184		759			3,109

	Segment
	FVS		SV		Eliminations and Other			Consolidated

Fleet vehicle sales	$	351,117	$	-	$	-		$	351,117
Motor home chassis sales		-		74,840		-			74,840
Other specialty vehicle sales		-		45,316		-			45,316
Aftermarket parts and accessories sales		26,999		6,119		-			33,118
Total sales	$	378,116	$	126,275	$	-		$	504,391

Depreciation and amortization expense	$	2,591	$	4,313	$	3,934		$	10,838
Adjusted EBITDA		68,625		12,123		(20,429	)		60,319
Segment assets		165,216		155,429		74,474			395,119
Capital expenditures		5,306		2,060		875			8,241

	Segment
	FVS		SV		Eliminations and Other			Consolidated

Fleet vehicle sales	$	380,079	$	5,280	$	(5,280	)	$	380,079
Motor home chassis sales		-		101,977		-			101,977
Other specialty vehicle sales		-		23,543		-			23,543
Aftermarket parts and accessories sales		63,266		7,717		-			70,983
Total sales	$	443,345	$	138,517	$	(5,280	)	$	576,582

Depreciation and amortization expense	$	1,795	$	1,119	$	1,131		$	4,045
Adjusted EBITDA		39,584		14,110		(13,235	)		40,459
Segment assets		147,168		159,295		69,390			375,853
Capital expenditures		1,864		1,490		1,928			5,282

Schedule of Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization [Table Text Block]

	Three Months Ended September 30,						Nine Months Ended September 30,
	2020			2019			2020			2019
Income from continuing operations	$	19,375		$	13,126		$	29,983		$	22,505
Net (income) loss attributable to non-controlling interest		(41	)		(61	)		(178	)		14
Add (subtract):
Interest expense		11			144			1,202			831
Income tax expense		7,253			4,317			7,084			6,929
Depreciation and amortization expense		2,978			1,453			10,838			4,045
Restructuring and other related charges		303			243			1,857			270
Acquisition related expenses and adjustments		650			1,522			922			1,987
Non-cash stock based compensation expense		2,064			1,581			6,181			3,878
Loss from write-off of construction in process		-			-			2,430			-
Adjusted EBITDA	$	32,593		$	22,325		$	60,319		$	40,459

Note 1 - Nature of Operations and Basis of Presentation (Details Textual) - USD ($) $ in Thousands			3 Months Ended
	Oct. 01, 2020	Feb. 01, 2020	Mar. 31, 2020
Income Tax Expense (Benefit), Continuing Operations, Adjustment of Deferred Tax (Asset) Liability			$ 2,610
Discontinued Operations, Disposed of by Sale [Member] \| Disposal of Emergency Response and Vehicle Business [Member]
Proceeds from Divestiture of Businesses		$ 55,000
Discontinued Operations, Disposed of by Sale [Member] \| Disposal of Emergency Response and Vehicle Business [Member] \| Subsequent Event [Member]
Payments for Divestiture of Businesses After Working Capital Adjustment	$ 7,500

Note 2 - Discontinued Operations (Details Textual) - USD ($) $ in Thousands			3 Months Ended	9 Months Ended	12 Months Ended
	Oct. 01, 2020	Feb. 01, 2020	Sep. 30, 2020	Sep. 30, 2020	Dec. 31, 2019
Emergency Response Vehicles [Member]
Goodwill and Intangible Asset Impairment, Total					$ 13,856
Discontinued Operations, Disposed of by Sale [Member] \| Disposal of Emergency Response and Vehicle Business [Member]
Proceeds from Divestiture of Businesses		$ 55,000
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax, Total			$ (763)	$ (2,901)
Discontinued Operations, Disposed of by Sale [Member] \| Disposal of Emergency Response and Vehicle Business [Member] \| Subsequent Event [Member]
Payments for Divestiture of Businesses After Working Capital Adjustment	$ 7,500
Discontinued Operations, Held-for-sale [Member] \| Disposal of Emergency Response and Vehicle Business [Member]
Impairment of Long-Lived Assets to be Disposed of					39,275
Disposal Group, Including Discontinued Operation, Selling Expense					$ 3,604

Note 2 - Discontinued Operations - Schedule of Discontinued Operations for Financial Statements (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Net loss from discontinued operations	$ (598)	$ (2,711)	$ (4,619)	$ (7,264)
Disposal of Emergency Response and Vehicle Business [Member] \| Discontinued Operations, Held-for-sale [Member]
Sales	0	64,248	19,167	194,268
Cost of products sold	0	60,101	18,678	180,302
Gross profit	0	4,147	489	13,966
Operating expenses	0	7,758	4,404	24,674
Operating loss	0	(3,611)	(3,915)	(10,708)
Other income (expense)	(763)	7	(2,901)	1,015
Loss from discontinued operations before taxes	(763)	(3,604)	(6,816)	(9,693)
Income tax benefit	(165)	(893)	(2,197)	(2,429)
Net loss from discontinued operations	(598)	(2,711)	(4,619)	(7,264)
Accounts receivable, net					$ 30,760
Contract assets					36,740
Inventories, net					32,329
Other current assets					1,142
Property, plant and equipment					21,967
Right of use assets – operating leases					5,960
Intangible assets					1,050
Other noncurrent assets					52
Impairment of carrying value					(39,275)
Total current assets held for sale					90,725
Accounts payable					4,213
Accrued warranty					11,347
Accrued compensation and related taxes					3,047
Deposits from customers					21,409
Operating lease liability					727
Other current liabilities					3,495
Long-term operating lease liability					5,363
Total current liabilities held for sale					$ 49,601
Depreciation and amortization	0	1,238	284	3,686
Capital expenditures	$ 0	$ 674	$ 84	$ 2,218

Note 3 - Acquisition Activities (Details Textual) - USD ($) $ in Thousands			3 Months Ended	6 Months Ended	9 Months Ended
	Oct. 01, 2020	Sep. 09, 2019	Sep. 30, 2020	Jun. 30, 2020	Sep. 30, 2020	Dec. 31, 2019
Goodwill, Ending Balance			$ 43,480		$ 43,480	$ 43,632
Amortization of Intangible Assets, Total			666		1,999
Royal [Member]
Payments to Acquire Businesses, Gross		$ 89,217
Goodwill, Ending Balance		27,476	27,324		27,324
Goodwill, Purchase Accounting Adjustments				$ 152
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill, Total		47,150	$ 47,150		$ 47,150
Proceeds from Lines of Credit, Total		$ 89,217
Subsequent Event [Member] \| F3 MFG Inc [Member]
Payments to Acquire Businesses, Gross	$ 18,250

Note 3 - Acquisition Activities - Purchase Price Allocation (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019	Sep. 09, 2019
Goodwill, Ending Balance	$ 43,480	$ 43,632
Royal [Member]
Cash and cash equivalents	431
Accounts receivable, less allowance	5,019
Contract assets	1,499
Inventory	6,453
Other receivables – chassis pool agreements	10,424
Property, plant and equipment, net	4,980
Right of use assets-operating leases	12,767
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill, Total	47,150		$ 47,150
Goodwill, Ending Balance	27,324		$ 27,476
Total assets acquired	116,047
Accounts payable	(1,658)
Customer prepayments	(255)
Accrued warranty	(98)
Operating lease liabilities	(1,693)
Accrued compensation and related taxes	(569)
Other current liabilities and accrued expenses	(30)
Short-term debt – chassis pool agreements	(10,424)
Long-term operating lease liability	(11,074)
Long-term debt, less current portion	(1,029)
Total liabilities assumed	(26,830)
Total purchase price	$ 89,217

Note 3 - Acquisition Activities - Intangible Assets (Details) - Royal [Member] $ in Thousands	Sep. 09, 2019 USD ($)
Amount	$ 47,150
Trademarks and Trade Names [Member]
Trade names and trademarks	13,000
Customer Relationships [Member]
Amount	$ 30,000
Useful Life (Year)	15 years
Patented Technology [Member]
Amount	$ 2,200
Useful Life (Year)	8 years
Noncompete Agreements [Member]
Amount	$ 1,950
Useful Life (Year)	5 years

Note 4 - Inventories - Summary of Inventories (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Finished goods	$ 3,441	$ 4,764
Work in process	1,594	1,773
Raw materials and purchased components	44,982	57,679
Reserve	(6,941)	(4,760)
Total inventories, net	$ 43,076	$ 59,456

Note 5 - Debt (Details Textual) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
Note 5 - Debt (Details Textual) - USD ($) $ in Thousands	Sep. 30, 2020	Sep. 30, 2020	Dec. 31, 2019	Sep. 30, 2019
Short-term Debt, Total	$ 12,741	$ 12,741	$ 8,162
Letters of Credit Outstanding, Amount	525	525	525	$ 525
Letter of Credit [Member]
Line of Credit Facility, Maximum Borrowing Capacity	20,000	20,000
Lenders [Member] \| Revolving Credit Facility [Member]
Line of Credit Facility, Maximum Borrowing Capacity	175,000	175,000
Line of Credit Facility, Potential Increase Borrowing Capacity	50,000	$ 50,000
Debt Instrument Reference Rate Term (Month)		1 month
Debt Instrument, Interest Rate During Period		1.44%
Line of Credit Facility, Current Borrowing Capacity	100,681	$ 100,681	60,499
Repayments of Lines of Credit	10,000	$ 40,000
Lenders [Member] \| Revolving Credit Facility [Member] \| Fed Funds Effective Rate Overnight Index Swap Rate [Member]
Debt Instrument, Basis Spread on Variable Rate		0.50%
Lenders [Member] \| Revolving Credit Facility [Member] \| London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument, Basis Spread on Variable Rate		1.25%
Lenders [Member] \| Letter of Credit [Member]
Line of Credit Facility, Maximum Borrowing Capacity	20,000	$ 20,000
Lenders [Member] \| Swing Line Loans [Member]
Line of Credit Facility, Maximum Borrowing Capacity	30,000	30,000
Chassis Pool Agreements [Member]
Short-term Debt, Total	$ 12,741	$ 12,741	$ 8,162

Note 5 - Debt - Short-term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Short-term debt	$ 12,741	$ 8,162
Chassis Pool Agreements [Member]
Short-term debt	$ 12,741	$ 8,162

Note 5 - Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Line of credit revolver	$ 47,400	$ 87,400
Finance lease obligation	519	496
Other	823	951
Total debt	48,742	88,847
Less current portion of long-term debt	(220)	(177)
Total long-term debt	$ 48,522	$ 88,670

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

+ References + Details

Note 6 - Revenue (Details Textual) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-10-01 $ in Thousands	Sep. 30, 2020 USD ($)
Fleet Vehicles and Services [Member]
Revenue, Remaining Performance Obligation, Amount	$ 228,870
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period (Year)	1 year
Specialty Chassis and Vehicles [Member]
Revenue, Remaining Performance Obligation, Amount	$ 51,756
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period (Year)	1 year

Note 6 - Revenue - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Contract assets, beginning of period	$ 10,898	$ 9,229
Reclassification of the beginning contract assets to receivables, as the result of rights to consideration becoming unconditional	(10,777)	(9,229)
Contract assets recognized, net of reclassification to receivables	9,546	12,432
Contract assets, end of period	9,667	12,432
Contract liabilities, beginning of period	2,640	871
Reclassification of the beginning contract liabilities to revenue, as the result of performance obligations satisfied	(2,370)	(871)
Cash received in advance and not recognized as revenue	380	1,737
Contract liabilities, end of period	$ 650	$ 1,737

Note 6 - Revenue - Disaggregated Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Revenues	$ 203,473	$ 224,703	$ 504,391	$ 576,582
Transferred at Point in Time [Member]
Revenues	52,037	77,654	126,340	250,492
Transferred over Time [Member]
Revenues	151,436	147,049	378,051	326,090
Operating Segments [Member]
Revenues	203,473	224,703	504,391	581,862
Operating Segments [Member] \| Transferred at Point in Time [Member]
Revenues	52,037	77,654	126,340	255,772
Operating Segments [Member] \| Transferred over Time [Member]
Revenues	151,436	147,049	378,051	326,090
Consolidation, Eliminations [Member]
Revenues	0	0	0	(5,280)
Consolidation, Eliminations [Member] \| Transferred at Point in Time [Member]
Revenues	0	0	0	(5,280)
Consolidation, Eliminations [Member] \| Transferred over Time [Member]
Revenues	0	0	0	0
Fleet Vehicles and Services [Member] \| Operating Segments [Member]
Revenues	145,190	179,594	378,116	443,345
Fleet Vehicles and Services [Member] \| Operating Segments [Member] \| Transferred at Point in Time [Member]
Revenues	11,075	41,830	44,611	146,146
Fleet Vehicles and Services [Member] \| Operating Segments [Member] \| Transferred over Time [Member]
Revenues	134,115	137,764	333,505	297,199
Specialty Chassis and Vehicles [Member] \| Operating Segments [Member]
Revenues	58,283	45,109	126,275	138,517
Specialty Chassis and Vehicles [Member] \| Operating Segments [Member] \| Transferred at Point in Time [Member]
Revenues	40,962	35,824	81,729	109,626
Specialty Chassis and Vehicles [Member] \| Operating Segments [Member] \| Transferred over Time [Member]
Revenues	17,321	9,285	44,546	28,891
UNITED STATES
Revenues	202,683	221,761	499,533	560,122
UNITED STATES \| Operating Segments [Member]
Revenues	202,683	221,761	499,533	565,402
UNITED STATES \| Consolidation, Eliminations [Member]
Revenues	0	0	0	(5,280)
UNITED STATES \| Fleet Vehicles and Services [Member] \| Operating Segments [Member]
Revenues	144,420	176,689	373,501	426,984
UNITED STATES \| Specialty Chassis and Vehicles [Member] \| Operating Segments [Member]
Revenues	58,263	45,072	126,032	138,418
Non-US [Member]
Revenues	790	2,942	4,858	16,460
Non-US [Member] \| Operating Segments [Member]
Revenues	790	2,942	4,858	16,460
Non-US [Member] \| Consolidation, Eliminations [Member]
Revenues	0	0	0	0
Non-US [Member] \| Fleet Vehicles and Services [Member] \| Operating Segments [Member]
Revenues	770	2,905	4,615	16,361
Non-US [Member] \| Specialty Chassis and Vehicles [Member] \| Operating Segments [Member]
Revenues	$ 20	$ 37	$ 243	$ 99

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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