NOTE 3 - DISCONTINUED OPERATIONS

9 Months Ended

Sep. 29, 2012

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

NOTE 3 - DISCONTINUED OPERATIONS

During the third quarter of 2011, as part of its strategic evaluation of operations, the Company determined that the expected future profitability of the Electrical Services group was not sufficient to support maintaining it as a viable business and that it did not fit within the future strategic plan due to its operational differences.  As a result, effective July 1, 2011, the Company initiated a plan to sell the operations of its Electrical Services group. These assets and their related operations have been classified as discontinued operations and accordingly, are presented as discontinued operations in the Company's re-casted consolidated financial statements. The net assets and liabilities related to the discontinued operations are shown on the Condensed Consolidated Balance Sheet as "Assets held for sale" and "Liabilities held for sale," respectively. The results of the discontinued operations are shown on the Condensed Consolidated Statements of Operations as "Loss from discontinued operations, net of taxes".

The Company has been unable to sell the Electrical Services group as planned and has decided to dispose of substantially all of the group’s remaining assets. During the third quarter of 2012, the Company completed the disposal of the group’s remaining assets concurrent with the completion of the last remaining lump sum project. During the third quarter, the Company incurred approximately $0.5 million of costs to complete the remaining lump sum project. Going forward, the Company will have no continuing involvement with these operations after the completion of the remaining lump sum project.

On September 10, 2012, the Company entered into a definitive agreement to sell its Field Solutions segment. The Field Solutions segment includes the Land and Right-of-Way and Inspection divisions, primarily serving pipeline and electric power companies. On November 2, 2012, the Company completed the divestiture of its Land and Right-of-Way division of its Field Solutions segment effective October 26, 2012, and retained the Inspection division pursuant to the terms of the amended definitive agreement.  The transaction was valued at approximately $7.5 million, consisting of approximately $4.5 million in working capital at closing to the Company and a $3 million promissory note payable to the Company over four years.  The Company is continuing to pursue the sale of the Inspection division and, as such, the Inspection division will continue to be classified as held-for-sale.

The assets and liabilities of the Electrical Services and Field Solutions divisions and their related operations have been classified as discontinued operations and accordingly, are presented as discontinued operations in the Company's re-cast condensed consolidated financial statements. The net assets and liabilities related to the discontinued operations are shown on the Condensed Consolidated Balance Sheet as "Assets held for sale" and "Liabilities held for sale," respectively. The results of the discontinued operations are shown on the Condensed Consolidated Statements of Operations as "Loss from discontinued operations, net of taxes".  During the third quarter, the Company incurred or accrued approximately $3.6 million of additional costs (which includes a loss on the sale of the Land and Right-of-Way division of approximately $1.1 million) related to the sale of these divisions.  Summarized financial information for the discontinued operations is shown below:

	For the Three Months Ended						For the Nine Months Ended
Statement of Operations Data:	September 29, 2012			September 30, 2011			September 29, 2012			September 30, 2011
	(amounts in thousands)
Revenues	$	14,559		$	21,598		$	52,442		$	75,981
Operating costs		14,227			21,382			49,586			72,995
Operating income (loss)		332			216			2,856			2,986
SG&A		1,650			1,712			3,676			4,888
Goodwill impairment		2,397			—			2,397			—
Other income (expense)		(2	)		1			(5	)		2
Total income (loss) before taxes		(3,717	)		(1,495	)		(3,222	)		(1,900	)
Tax expense (benefit)		—			(577	)		1,557			(637	)
Net loss	$	(3,717	)	$	(918	)	$	(4,779	)	$	(1,263	)

Balance Sheet Data:	September 29, 2012		December 31, 2011
	(amounts in thousands)
Assets:
Trade receivables	$	10,929	$	12,252
Cost and estimated earnings in excess of billings on uncompleted contracts		—		138
Deferred tax asset		—		995
Property and equipment, net		111		372
Goodwill and other assets		2,773		5,297
Total assets held for sale	$	13,813	$	19,054
Liabilities:
Accounts payable	$	316		477
Accrued compensation and benefits		1,818		760
Deferred rent		45		53
Billings in excess of costs and estimated earnings on uncompleted contracts		73		158
Other current liabilities		610		2,610
Total liabilities held for sale	$	2,862	$	4,058