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CVD Equipment Corp – ‘10-K’ for 12/31/19 – ‘R8’

On:  Monday, 3/30/20, at 4:06pm ET   ·   For:  12/31/19   ·   Accession #:  1437749-20-6524   ·   File #:  1-16525

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/30/20  CVD Equipment Corp                10-K       12/31/19   75:6.1M                                   RDG Filings/FA

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML    784K 
 2: EX-4.1      Instrument Defining the Rights of Security Holders  HTML     25K 
 3: EX-21.1     Subsidiaries List                                   HTML     20K 
 4: EX-23.1     Consent of Experts or Counsel                       HTML     21K 
 5: EX-23.2     Consent of Experts or Counsel                       HTML     22K 
 6: EX-31.1     Certification -- §302 - SOA'02                      HTML     25K 
 7: EX-31.2     Certification -- §302 - SOA'02                      HTML     25K 
 8: EX-32.1     Certification -- §906 - SOA'02                      HTML     22K 
 9: EX-32.2     Certification -- §906 - SOA'02                      HTML     22K 
24: R1          Document And Entity Information                     HTML     61K 
51: R2          Consolidated Balance Sheets                         HTML     96K 
70: R3          Consolidated Balance Sheets (Parentheticals)        HTML     30K 
33: R4          Consolidated Statements of Operations               HTML     82K 
23: R5          Consolidated Statements of Changes in               HTML     43K 
                Stockholders' Equity                                             
50: R6          Consolidated Statements of Cash Flows               HTML     97K 
67: R7          Note 1 - Business Description                       HTML     26K 
32: R8          Note 2 - Summary of Significant Accounting          HTML     86K 
                Policies                                                         
26: R9          Note 3 - Contracts in Progress                      HTML     54K 
56: R10         Note 4 - Inventories                                HTML     31K 
75: R11         Note 5 - Property, Plant and Equipment              HTML     49K 
37: R12         Note 6 - Intangible Assets                          HTML     53K 
28: R13         Note 7 - Long-term Debt                             HTML     54K 
55: R14         Note 8 - Earnings Per Share                         HTML     34K 
74: R15         Note 9 - Income Taxes                               HTML     83K 
36: R16         Note 10 - Stockholders' Equity                      HTML    218K 
27: R17         Note 11 - Defined Contribution Plan                 HTML     25K 
57: R18         Note 12 - Segment Reporting                         HTML     70K 
73: R19         Note 13 - Subsequent Events                         HTML     28K 
44: R20         Significant Accounting Policies (Policies)          HTML    142K 
17: R21         Note 3 - Contracts in Progress (Tables)             HTML     49K 
59: R22         Note 4 - Inventories (Tables)                       HTML     32K 
63: R23         Note 5 - Property, Plant and Equipment (Tables)     HTML     46K 
43: R24         Note 6 - Intangible Assets (Tables)                 HTML     54K 
16: R25         Note 7 - Long-term Debt (Tables)                    HTML     47K 
58: R26         Note 8 - Earnings Per Share (Tables)                HTML     31K 
62: R27         Note 9 - Income Taxes (Tables)                      HTML     80K 
42: R28         Note 10 - Stockholders' Equity (Tables)             HTML    202K 
18: R29         Note 12 - Segment Reporting (Tables)                HTML     68K 
30: R30         Note 2 - Summary of Significant Accounting          HTML     81K 
                Policies (Details Textual)                                       
39: R31         Note 3 - Contracts in Progress 1 (Details Textual)  HTML     25K 
71: R32         Note 3 - Contracts in Progress 2 (Details Textual)  HTML     25K 
53: R33         Note 3 - Contracts in Progress - Disaggregation of  HTML     30K 
                Revenue (Details)                                                
31: R34         Note 3 - Contracts in Progress - Costs, Estimated   HTML     37K 
                Earnings, and Billings on Uncompleted Contracts                  
                (Details)                                                        
40: R35         Note 4 - Inventories, Net - Components of           HTML     28K 
                Inventories (Details)                                            
72: R36         Note 5 - Property, Plant and Equipment (Details     HTML     23K 
                Textual)                                                         
54: R37         Note 5 - Property, Plant and Equipment - Major      HTML     53K 
                Classes of Property, Plant and Equipment (Details)               
29: R38         Note 6 - Intangible Assets - Summary of Intangible  HTML     35K 
                Assets (Details)                                                 
41: R39         Note 6 - Intangible Assets - Estimated              HTML     37K 
                Amortization Expense Related to Intangible Assets                
                (Details)                                                        
20: R40         Note 7 - Long-term Debt (Details Textual)           HTML     69K 
45: R41         Note 7 - Long-term Debt - Summary of Long-term      HTML     39K 
                Debt (Details)                                                   
64: R42         Note 7 - Long-term Debt - Summary of Long-term      HTML     40K 
                Debt (Details) (Parentheticals)                                  
60: R43         Note 7 - Long-term Debt - Future Maturities of      HTML     32K 
                Long-term Debt (Details)                                         
21: R44         Note 8 - Earnings Per Share (Details Textual)       HTML     30K 
46: R45         Note 8 - Earnings Per Share - Calculation of Basic  HTML     32K 
                and Diluted Weighted Average Common Shares                       
                (Details)                                                        
65: R46         Note 9 - Income Taxes (Details Textual)             HTML     49K 
61: R47         Note 9 - Income Taxes - Components of Income Taxes  HTML     43K 
                (Details)                                                        
19: R48         Note 9 - Income Taxes - Deferred Tax Assets and     HTML     60K 
                Liabilities (Details)                                            
48: R49         Note 9 - Income Taxes - Effective Income Tax Rate   HTML     48K 
                Reconciliation (Details)                                         
35: R50         Note 9 - Income Taxes - Effective Income Tax Rate   HTML     23K 
                Reconciliation (Details) (Parentheticals)                        
25: R51         Note 10 - Stockholders' Equity (Details Textual)    HTML     71K 
52: R52         Note 10 - Stockholders' Equity - Stock Option Plan  HTML     65K 
                (Details)                                                        
69: R53         Note 10 - Stockholders' Equity - Outstanding and    HTML     61K 
                Exercisable Options (Details)                                    
34: R54         Note 10 - Stockholders' Equity - Restricted Stock   HTML     51K 
                and Restricted Stock Units Activity (Details)                    
22: R55         Note 11 - Defined Contribution Plan (Details        HTML     22K 
                Textual)                                                         
49: R56         Note 12 - Segment Reporting (Details Textual)       HTML     22K 
68: R57         Note 12 - Segment Reporting - Segment Information   HTML     49K 
                (Details)                                                        
66: XML         IDEA XML File -- Filing Summary                      XML    129K 
47: EXCEL       IDEA Workbook of Financial Reports                  XLSX     60K 
10: EX-101.INS  XBRL Instance -- cvv-20191231                        XML   1.71M 
12: EX-101.CAL  XBRL Calculations -- cvv-20191231_cal                XML    147K 
13: EX-101.DEF  XBRL Definitions -- cvv-20191231_def                 XML   1.06M 
14: EX-101.LAB  XBRL Labels -- cvv-20191231_lab                      XML    860K 
15: EX-101.PRE  XBRL Presentations -- cvv-20191231_pre               XML   1.09M 
11: EX-101.SCH  XBRL Schema -- cvv-20191231                          XSD    155K 
38: ZIP         XBRL Zipped Folder -- 0001437749-20-006524-xbrl      Zip    139K 


‘R8’   —   Note 2 – Summary of Significant Accounting Policies


This is an IDEA Financial Report.  [ Alternative Formats ]



 
v3.20.1
Note 2 - Summary of Significant Accounting Policies
12 Months Ended
Notes to Financial Statements  
Significant Accounting Policies [Text Block]
Note
2
- Summary of Significant Accounting Policies
 
Principles of Consolidation
 
The consolidated financial statements include the accounts of CVD Equipment Corporation and its wholly owned subsidiaries. The Company has
five
wholly owned subsidiaries: CVD Materials Corporation, which provides material coatings, process development support and process startup assistance through Tantaline ApS and CVD MesoScribe Technologies Corporation, FAE Holdings
411519R,
LLC, a real estate holding company whose sole asset is its interest in the real estate and building housing our corporate headquarters and
555
N Research Corporation whose sole asset is its interest in the real estate and building located at
555
North Research Place, Central Islip, NY. All significant intercompany accounts and transactions have been eliminated in consolidation.
 
Use of Estimates
 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
 
The Company’s significant estimates are the accounting for certain items such as revenues on long-term contracts recognized on the input method, depreciation and amortization, valuation of inventories at the lower of cost or net realizable value; allowance for doubtful accounts receivable; valuation allowances for deferred tax assets, impairment considerations of long-lived assets and valuation of stock-based compensation.
 
Revenue Recognition
 
The Company designs, manufactures and sells custom chemical vapor deposition equipment through contractual agreements. These system sales require the Company to deliver functioning equipment that is generally completed within
three
to
eighteen
months from commencement of order acceptance. The Company recognizes revenue over time by using an input method based on costs incurred as it depicts the Company’s progress toward satisfaction of the performance obligation. Under this method, revenue arising from fixed price contracts is recognized as work is performed based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligations.
 
Incurred costs include all direct material and labor costs and those indirect costs related to contract performance, such as indirect labor, supplies, tools, repairs and depreciation costs. Contract material costs are included in incurred costs when the project materials have been purchased or moved to work in process, and installed, as required by the project’s engineering design. Cost based input methods of revenue recognition require the Company to make estimates of costs to complete the projects. In making such estimates, significant judgment is required to evaluate assumptions related to the costs to complete the projects, including materials, labor and other system costs. If the estimated total costs on any contract are greater than the net contract revenues, the Company recognizes the entire estimated loss in the period the loss becomes known and can be reasonably estimated.
 
Contract assets,” include unbilled amounts typically resulting from sales under contracts when revenue recognition is utilized and revenue recognized exceeds the amount billed to the customer. The amount
may
not
exceed their estimated net realizable value. Contract assets are classified as current based on our contract operating cycle.
 
Contract liabilities,” include advance payments and billings in excess of revenue recognized. Contract liabilities are classified as current based on our contract operating cycle and reported on a contract-by-contract basis, net of revenue recognized, at the end of each reporting period.
 
For outright sales of products, revenue is recognized when control of the promised products or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those products or services (the transaction price). A performance obligation is a promise in a contract to transfer a distinct product or service to a customer and is the unit of account under ASC
606
(“Revenue from Contracts with Customers”).
 
Inventories
 
Inventories are valued at the lower of cost (determined on the
first
-in,
first
-out method) or net realizable value.
 
Income Taxes
 
Deferred tax assets and liabilities are determined based on the estimated future tax effects of temporary differences between the financial statements and tax bases of assets and liabilities, as measured by using the future enacted tax rates. Deferred tax expense (benefit) is the result of changes in the deferred tax assets and liabilities. The Company records a valuation allowance against deferred tax assets when it is more likely than
not
that future tax benefits will
not
be utilized based on a lack of sufficient positive evidence.
 
Investment tax credits are accounted for by the flow-through method, reducing income taxes currently payable and the provision for income taxes in the period the assets giving rise to such credits are placed in service. To the extent such credits are
not
currently utilized on the Company’s tax return, deferred tax assets, subject to considerations about the need for a valuation allowance, are recognized for the carryforward amount.
 
The Company recognizes the tax benefit from an uncertain tax position only if it is more-likely-than-
not
that the tax position will be sustained on examination by taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are measured based on the largest benefit that has a greater than
50%
likelihood of being realized upon ultimate settlement.
 
The accounting guidance on accounting for uncertainty in income taxes also addresses derecognition, classification, interest and penalties on income taxes, and accounting in interim periods. The Company does
not
believe it has any uncertain tax positions through the year ending which would have a material impact on the Company’s consolidated financial statements.
 
The Company and its subsidiaries file combined income tax returns in the U.S. Federal and New York State jurisdiction. In addition, the parent company files standalone tax returns in California, Delaware, Florida, Michigan, Minnesota, New Hampshire and Wisconsin. The Company is
no
longer subject to U.S. federal and state income tax examinations for tax periods before
2015.
 
Impairment of Long Lived Assets and Intangibles
 
Long-lived assets consist primarily of property, plant, and equipment. Intangibles consist of patents, copyrights and intellectual property, licensing agreements and certifications. Long-lived assets are reviewed for impairment whenever events or circumstances indicate their carrying value
may
not
be recoverable. When such events or circumstances arise, an estimate of the future undiscounted cash flows produced by the asset, or the appropriate grouping of assets, is compared to the asset’s carrying value to determine if impairment exists pursuant to the requirements of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”)
360
-
10
-
35,
“Impairment or Disposal of Long-Lived Assets.” If the asset is determined to be impaired, the impairment loss is measured on the excess of its carrying value over its fair value. Assets to be disposed of are reported at the lower of their carrying value or net realizable value. The Company had
no
recorded impairment charges in the consolidated statement of operations during each of the years ended and
 
Computer Software
 
The Company follows ASC
350
-
40,
“Internal Use Software.” This standard requires certain direct development costs associated with internal-use software to be capitalized including external direct costs of material and services and payroll costs for employees devoting time to the software projects. There were
no
costs incurred during the year ended and that were included in Property, Plant and Equipment. All computer software is amortized using the straight-line method over its estimated useful life of
three
to
five
years. Amortization expense related to computer software totaled
$142,480
and
$144,500
for the years ended and respectively.
 
Property, Plant and Equipment
 
Property, plant and equipment are recorded at cost. Depreciation is determined on a straight-line basis for buildings and building improvements over 
5
 to 
39
 years and for machinery and equipment over 
5
 to 
8
 years. Depreciation and amortization of assets used in manufacturing are recorded in Cost of revenue. Depreciation and amortization of all other assets are recorded in Operating Expenses-General and Administrative.
 
Intangible Assets
 
The cost of intangible assets is being amortized on a straight-line basis over their estimated initial useful lives which ranged from
5
to
20
years. Amortization expense recorded by the Company in
2019
and
2018
totaled
$120,488
and
$115,800,
respectively.
 
Research & Development
 
Research and development costs are expensed as incurred. Our laboratory staff conducts research and development independent of customer orders. In
2019,
we incurred approximately
$598,000
of research and development expenses as compared to
$607,000
in
2018.
 
Product Warranty
 
The Company records warranty costs as incurred and does
not
provide for possible future costs. Management estimates such costs are immaterial, based on historical experience.
 
Earnings Per Share
 
Basic earnings per common share is computed by dividing the net income by the weighted average number of shares of common stock outstanding during each period. When applicable, diluted earnings per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents, consisting of shares that might be adjusted upon exercise of common stock options and warrants.
 
Potential common shares issued are calculated using the treasury stock method, which recognizes the use of proceeds that could be obtained upon the exercise of options and warrants in computing diluted earnings per share. It assumes that any proceeds would be used to purchase common stock at the average market price of the common stock during the period.
 
Cash and Cash Equivalents
 
The Company had cash and cash equivalents of
$8.7
million and
$11.4
million at and respectively. The Company invests excess cash in treasury bills, certificates of deposit or money market accounts, all with maturities of less than
three
months. Cash equivalents were
$2.1
million and
$7.5
million for the years ended and respectively.
 
The Company places most of its temporary cash investments with financial institutions, which from time to time
may
exceed the Federal Deposit Insurance Corporation limit. The amount at risk at and at was
$5,198,000
and
$6,920,000
respectively.
 
Concentration of Credit Risk
 
Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, and accounts receivable. The Company places its cash equivalents with financial institutions and invests its excess cash primarily in treasury bills, certificates of deposit or money market instruments. The Company has established guidelines relative to credit ratings and maturities that seek to maintain stability and liquidity.
 
The Company sells products and services to various companies across several industries in the ordinary course of business. The Company routinely assesses the financial strength of its customers and maintains allowances for anticipated losses based upon historical experience.
 
Accounts Receivable
 
The Company sells products and services to various companies across several industries in the ordinary course of business. The Company performs ongoing credit evaluations to assess the probability of accounts receivable collection based on a number of factors, including past transaction experience, evaluation of their credit history and review of the invoicing terms of the contract to determine the financial strength of its customers. The Company has accounts receivables from certain customers that exceed
10%.
As of and the accounts receivable balance includes amounts from
three
customers, which total
61%
and
two
customers which total
42%,
respectively.
 
Accounts receivable is presented net of an allowance for doubtful accounts of
$24,000
as of and respectively. The allowance is based on historical experience and management’s evaluation of the collectability of accounts receivable. Management believes the allowance is adequate. However, future estimates
may
fluctuate based on changes in economic and customer conditions. The Company doesn’t require collateral from its customers.
 
Sales Concentrations
 
Revenue to a single customer in any
one
year can exceed
10.0%
of our total sales. Two customers represented
39.3%
and
one
customer represented
38.2%,
respectively, of our annual revenues in fiscal years
2019
and
2018.
We believe that our relationships with these customers are positive and
may
provide us with ongoing continuous sustainability for years to come, however the loss of a large customer would have to be replaced by others, and our inability to do so
may
have a material adverse effect on our business and financial condition.
 
Export sales to customers represented approximately
21.3%
and
9.9%
of sales for the years ended and respectively. Export sales in both
2019
and
2018
were primarily to customers in Europe and Asia. All contracts except those entered into by CVD Tantaline ApS are denominated in U.S. dollars. The Company does
not
enter into any foreign exchange contracts.
 
Fair
V
alue of Financial Instruments
 
The carrying amounts of financial instruments including cash and cash equivalents, accounts receivable, net, accounts payable, deferred revenue and customer deposits approximate fair value due to the relatively short-term maturity of these instruments. The carrying value of long-term debt approximates fair value based on prevailing borrowing rates currently available for loans with similar terms and maturities.
 
Stock-Based Compensation
 
The Company records stock-based compensation in accordance with the provisions set forth in ASC
718,
“Stock Compensation”. ASC
718
requires companies to recognize the cost of employee services received in exchange for awards of equity instruments based upon the grant date fair value of those awards.
 
Shipping and Handling
 
It is the Company’s policy to include freight charges billed to customers in total revenue. The amount included in revenue was
$39,000
and
$61,200
for the years ended and respectively.
 
Recently Adopted Accounting
Standards
 
In
June 2016,
the FASB issued Accounting Standard Update (“ASU”)
2016
-
13,
Financial Instruments – Credit Losses (Topic
326
)
, which require that financial assets measured at amortized cost be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset to present the net carrying value at the amount expected to be collected. The income statement reflects the measurement of credit losses for newly recognized financial assets, as well as the increase or decreases of expected credit losses that have taken place during the period. The measurement of expected credit losses is based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. On the FASB delayed the effective date for smaller reporting companies. The amendments in this update are now effective for fiscal years beginning after and interim periods within those annual periods. Early adoption for fiscal years beginning after is permitted. We are currently evaluating the effect of this update on our consolidated financial statements.
 
In
February 2016
the FASB issued ASU
No.
2016
-
02,
"Leases (Topic
842
)"
(ASU
2016
-
02
). The primary difference between previous GAAP and ASU
2016
-
02
is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. The guidance requires a lessee to recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. When measuring assets and liabilities arising from a lease, a lessee (and a lessor) should include payments to be made in optional periods only if the lessee is reasonably certain to exercise an option to extend the lease or
not
to exercise an option to terminate the lease. Similarly, optional payments to purchase the underlying asset should be included in the measurement of lease assets and lease liabilities only if the lessee is reasonably certain to exercise that purchase option. For leases with a term of
12
months or less, a lessee is permitted to make an accounting policy election by class of underlying asset
not
to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. ASU
2016
-
02
is effective for fiscal years beginning after and the Company adopted ASU
2016
-
02
Lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients that entities
may
elect to apply.
 
An entity that elects to apply the practical expedients will, in effect, continue to account for leases that commence before the effective date in accordance with previous GAAP unless the lease is modified, except that lessees are required to recognize a right-of-use asset and a lease liability for all operating leases at each reporting date based on the present value of the remaining minimum rental payments that were tracked and disclosed under previous GAAP. In addition, FASB has amended Topic
842
prior to it becoming effective. The effective date and transition requirements for these amendments to Topic
842
are the same as ASU
2016
-
02.
The Company has
one
lease at its Denmark facility which currently expires at and has recognized a lease liability and a right-of-use asset effective in
2019
representing its right to use the underlying asset for the lease term in the amount of
$84,000
at
 
We believe there is
no
additional new accounting guidance adopted, but
not
yet effective that is relevant to the readers of our financial statements. However, there are numerous new proposals under development which, if and when enacted,
may
have a significant impact on our financial reporting. 

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
12/15/22
12/31/20
Filed on:3/30/20
For Period end:12/31/19SD
11/15/198-K
1/1/19
12/31/1810-K,  SD
12/15/18
 List all Filings 


4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/28/24  CVD Equipment Corp.               10-K       12/31/23   85:7M                                     M2 Compliance LLC/FA
 3/27/23  CVD Equipment Corp.               10-K       12/31/22   81:6.5M                                   RDG Filings/FA
 3/31/22  CVD Equipment Corp.               10-K       12/31/21   77:6.6M                                   RDG Filings/FA
 3/31/21  CVD Equipment Corp.               10-K       12/31/20   74:13M                                    RDG Filings/FA
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