Form 8-K

8-K — Willdan Group, Inc.

Accession: 0001104659-26-057151

Filed: 2026-05-07

Period: 2026-05-07

CIK: 0001370450

SIC: 8711 (SERVICES-ENGINEERING SERVICES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — wldn-20260507x8k.htm (Primary)

EX-99.1 (wldn-20260507xex99d1.htm)

GRAPHIC (wldn-20260507xex99d1001.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: wldn-20260507x8k.htm · Sequence: 1

WILLDAN GROUP, INC._May 7, 2026

0001370450false00013704502026-05-072026-05-07

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 7, 2026

WILLDAN GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-33076

14-1951112

(State of other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

2401 East Katella Avenue, Suite 300, Anaheim, California 92806

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code: (800) 424-9144

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).

☐

Soliciting material pursuant to Rule 14A-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.01 per share

WLDN

The Nasdaq Stock Market LLC

(Nasdaq Global Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

Willdan Group, Inc. (“Willdan”) issued a press release on May 7, 2026. The press release announced Willdan’s financial results for the first quarter ended April 3, 2026. A copy of the press release is attached as Exhibit 99.1 hereto and is hereby incorporated herein by reference in its entirety. The information in this Item 2.02 and the attached Exhibit 99.1 to this Current Report on Form 8-K is being furnished (not filed) pursuant to Item 2.02 of Form 8-K.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.

Document

99.1

Press Release of Willdan Group, Inc. dated May 7, 2026.

104

Cover Page Interactive Data File (embedded within the inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

WILLDAN GROUP, INC.

Date: May 7, 2026

By:

/s/ Creighton K. Early

Creighton K. Early

Chief Financial Officer and Executive Vice President

(Principal Financial Officer)

EX-99.1

Filename: wldn-20260507xex99d1.htm · Sequence: 2

Exhibit 99.1

Willdan Group Reports

First Quarter Results

ANAHEIM, Calif. –May 7, 2026 – Willdan Group, Inc. (“Willdan”) (Nasdaq: WLDN) today announced its financial results for the first quarter ended April 3, 2026.

The first quarter of fiscal 2026 had one fewer week than the first quarter of fiscal 2025, thus normalized results are also presented.

First Quarter 2026 Highlightsa

● Contract revenue of $155.1 million, up 1.8% (up 9.6% normalized).

● Net revenueb of $92.4 million, up 8.3% (up 16.6% normalized).

● Net income of $8.5 million, up 82.0% (up 96.0% normalized).

● Adjusted EBITDAb of $18.1 million, up 25.4% (up 35.0% normalized).

● GAAP Diluted EPS of $0.55, up 71.9%.

● Adjusted Diluted EPSb of $0.91, up 44.4%.

Executive Management Comments

“We are off to a strong start in 2026,” said Mike Bieber, Willdan’s President and Chief Executive Officer. “The results reflect strong demand for our energy solutions, with margin expansion driven by improved productivity and increased commercial customer mix. Subsequent to quarter end, and announced earlier this week, we completed the acquisition of Burton Energy Group, which serves the Fortune 500 and more than doubles our services to the commercial market. Burton is a management consultant and solutions provider that strengthens our national presence, deepens our energy efficiency capabilities and adds energy procurement. Reflecting the strength of our underlying business and outlook, we are raising our 2026 financial targets and long-term margin goal. We now expect 2026 Adjusted EBITDA growth to increase by 26% to 32% year over year.”

Fiscal Year 2026 Financial Targets

● Net Revenueb between $410 million and $425 million.

● Adjusted EBITDAb between $100 million and $105 million.

● Adjusted Diluted EPSb between $4.90 per share and $5.05 per share.

Assumes 15.9 million diluted shares, 0% effective tax rate, and no future acquisitions.

Long-Term Financial Goals

● Revenue and Net Revenue 15%-20% annual growth including acquisitions.

● Annual Adjusted EBITDA to Net Revenue margin in the high 20s%.

a. As compared to the same period of fiscal year 2025.

Normalized to reflect the 13-week first quarter of fiscal 2026 versus the 14-week first quarter of fiscal 2025.

b. See “Use of Non-GAAP Financial Measures” below.

First Quarter 2026 Conference Call

Willdan will be hosting a conference call to discuss its first quarter financial results today, at 5:30 p.m. Eastern/2:30 p.m. Pacific. To access the call, listeners should dial 877-407-2988 (or 201-389-0923). The conference call will be webcast simultaneously on Willdan’s website at https://edge.media-server.com/mmc/p/7q4crris/.

A replay of the conference call will be available through Willdan’s website at https://ir.willdangroup.com/news-events/event-calendar.

About Willdan Group, Inc.

Willdan Group, Inc. is a technical services company focused on energy and infrastructure solutions. The Company’s solutions include energy planning and analytics, consulting, software, public finance, engineering, and program implementation. Willdan serves utilities, state and local governments, and commercial customers in the United States and Canada. For additional information, visit Willdan's website at www.willdan.com.

Use of Non-GAAP Financial Measures

“Net Revenue,” defined as contract revenue as reported in accordance with U.S. generally accepted accounting principles (“GAAP”) minus subcontractor services and other direct costs, is a non-GAAP financial measure. Net Revenue is a supplemental measure that Willdan believes enhances investors’ ability to analyze Willdan’s business trends and performance because it substantially measures the work performed by Willdan’s employees. In the course of providing services, Willdan routinely subcontracts various services. Generally, these subcontractor services and other direct costs are passed through to Willdan’s clients and, in accordance with GAAP and industry practice, are included in Willdan’s revenue when it is Willdan’s contractual responsibility to procure or manage such subcontracted activities. Because subcontractor services and other direct costs can vary significantly from project to project and period to period, changes in revenue may not necessarily be indicative of Willdan’s business trends. Accordingly, Willdan segregates subcontractor services and other direct costs from revenue to promote a better understanding of Willdan’s business by evaluating revenue exclusive of subcontract services and other direct costs associated with external service providers. A reconciliation of Willdan’s contract revenue as reported in accordance with GAAP to Net Revenue is provided at the end of this press release. A reconciliation of targeted contract revenue for fiscal year 2026 as reported in accordance with GAAP to targeted Net Revenues for fiscal year 2026, which is a forward-looking non-GAAP financial measure, is not provided because Willdan is unable to provide such reconciliation without unreasonable effort. The inability to provide a reconciliation is due to the uncertainty and inherent difficulty of predicting the subcontractor services and other director costs that are subtracted from contract revenues in order to derive Net Revenues. While subcontractor costs have increased recently, subcontractor costs can vary significantly from period to period. Subcontractor costs and other direct costs were 40.4% and 44.0% of contract revenue for the quarter ended April 3, 2026 and April 4, 2025, respectively.

“Adjusted EBITDA,” defined as net income plus interest expense, income tax expense, stock-based compensation, interest accretion, depreciation and amortization, transaction costs, and gain on sale of equipment, is a non-GAAP financial measure. Adjusted EBITDA is a supplemental measure used by Willdan’s management to measure Willdan’s operating performance. Willdan believes Adjusted EBITDA is useful because it allows Willdan’s management to evaluate its operating performance and compare the results of its operations from period to period and against its peers without regard to its financing methods, capital structure and non-operating expenses. Willdan uses Adjusted EBITDA to evaluate its performance for, among other things, budgeting, forecasting and incentive compensation purposes.

Certain items excluded from Adjusted EBITDA are significant components in understanding and assessing a company’s financial performance, such as a company’s costs of capital and stock-based compensation, as well as the historical costs of depreciable assets. A reconciliation of net income as reported in accordance with GAAP to Adjusted EBITDA is provided at the end of this press release. A reconciliation of targeted net income for fiscal year 2026 as reported in accordance with GAAP to Adjusted EBITDA for fiscal year 2026, which is a forward-looking non-GAAP financial measure, is not provided because Willdan is unable to provide such reconciliation without unreasonable effort. The inability to provide a reconciliation is due to the uncertainty and inherent difficulty of predicting the interest expense, income tax expense, stock-based compensation, interest accretion, depreciation and amortization, and gain on sale of equipment that are subtracted from net income in order to derive Adjusted EBITDA.

“Adjusted Net Income,” defined as net income plus stock-based compensation, intangible amortization, interest accretion, and transaction costs, each net of tax, is a non-GAAP financial measure.

“Adjusted Diluted EPS,” defined as net income plus stock-based compensation, intangible amortization, interest accretion, and transaction costs, each net of tax, all divided by the diluted weighted-average shares outstanding, is a non-GAAP financial measure. Adjusted Net Income and Adjusted Diluted EPS are supplemental measures used by Willdan’s management to measure its operating performance. Willdan believes Adjusted Net Income and Adjusted Diluted EPS are useful because they allow Willdan’s management to more closely evaluate and explain the operating results of Willdan’s business by removing certain non-operating expenses.

Reconciliations of net income as reported in accordance with GAAP to Adjusted Net Income and diluted EPS as reported in accordance with GAAP to Adjusted Diluted EPS are provided at the end of this press release. Reconciliations of targeted net income as reported in accordance with GAAP to targeted Adjusted Net Income for fiscal year 2026, which is a forward-looking non-GAAP financial measure, and targeted diluted EPS as reported in accordance with GAAP to targeted Adjusted Diluted EPS for fiscal year 2026, which is a forward-looking non-GAAP financial measure, are not provided because Willdan is unable to provide such reconciliations without unreasonable effort. The inability to provide such reconciliations is due to the uncertainty and inherent difficulty of predicting the stock-based compensation, intangible amortization, and interest accretion, each net of tax, that are subtracted from net income and diluted EPS in order to derive Adjusted Net Income and Adjusted Diluted EPS, respectively.

Willdan’s definitions of Net Revenue, Adjusted EBITDA, Adjusted Net Income and Adjusted Diluted EPS have limitations as analytical tools and may differ from other companies reporting similarly named measures or from similarly named measures Willdan has reported in prior periods. These measures should be considered in addition to, and not as a substitute for, or superior to, other measures of financial performance prepared in accordance with GAAP, such as contract revenue, net income and diluted EPS.

Forward Looking Statements

Statements in this press release that are not purely historical, including statements regarding Willdan’s intentions, hopes, beliefs, expectations, representations, projections, estimates, assumptions, aims, plans or predictions of the future are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, including statements regarding electricity demand, the expected benefits of the acquisition of Burton, and financial targets for fiscal year 2026 and long term financial goals. All statements other than statements of historical fact included in this press release are forward-looking statements. It is important to note that Willdan’s actual results could differ materially from those in any such forward-looking statements. Important factors that could cause actual results to differ materially from its expectations include, but are not limited to, Willdan’s ability to adequately complete projects in a timely manner, Willdan’s ability to compete successfully in the highly competitive energy services market, Willdan’s reliance on work from its top ten clients; changes in state, local and regional economies and government budgets; Willdan’s ability to win new contracts, to renew existing contracts and to compete effectively for contracts awarded through bidding processes; Willdan’s ability to realize the full amount of our backlog; Willdan’s ability to make principal and interest payments on its outstanding debt as they come due and to comply with financial covenants contained in its debt agreements; Willdan’s ability to manage supply chain constraints, labor shortages, elevated interest rates, and elevated inflation; Willdan’s ability to obtain financing and to refinance its outstanding debt as it matures; Willdan’s ability to successfully integrate its acquisitions and execute on its growth strategy; and Willdan’s ability to attract and retain managerial, technical, and administrative talent.

All written and oral forward-looking statements attributable to Willdan, or persons acting on its behalf, are expressly qualified in their entirety by the cautionary statements and risk factors disclosed from time to time in Willdan’s reports filed with the Securities and Exchange Commission, including, but not limited to, the Annual Report on Form 10-K filed for the year ended January 2, 2026, as such disclosures may be amended, supplemented or superseded from time to time by other reports Willdan files with the Securities and Exchange Commission, including subsequent Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q or Current Reports on Form 8-K. Willdan cautions investors not to place undue reliance on the forward-looking statements contained in this press release. Willdan disclaims any obligation to, and does not undertake to, update or revise any forward-looking statements in this press release unless required by law.

WILLDAN GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except par value)

(Unaudited)

April 3,

January 2,

2026

Assets

Current assets:

Cash and cash equivalents

28,278

65,919

Restricted cash

5,288

—

Accounts receivable, net of allowance for doubtful accounts of $271 and $340 at April 3, 2026 and January 2, 2026, respectively

80,773

64,604

Contract assets

94,781

107,296

Other receivables

2,850

6,330

Prepaid expenses and other current assets

8,382

7,528

Total current assets

220,352

251,677

Equipment and leasehold improvements, net

30,954

31,491

Goodwill

179,545

179,530

Right-of-use assets

17,332

16,600

Other intangible assets, net

33,107

35,521

Other assets

2,142

2,762

Deferred income taxes, net

28,252

26,630

Total assets

511,684

544,211

Liabilities and Stockholders’ Equity

Current liabilities:

Accounts payable

42,153

45,628

Accrued liabilities

50,848

82,434

Contingent consideration payable

9,604

3,732

Contract liabilities

20,345

21,565

Notes payable

2,500

Finance lease obligations

1,275

1,225

Lease liability

4,734

4,670

Total current liabilities

131,459

161,754

Contingent consideration payable, less current portion

8,874

16,651

Notes payable, less current portion

45,354

45,962

Finance lease obligations, less current portion

1,188

1,162

Lease liability, less current portion

14,395

13,762

Other noncurrent liabilities

Total liabilities

201,339

239,360

Commitments and contingencies

Stockholders’ equity:

Preferred stock, $0.01 par value, 10,000 shares authorized, no shares issued and outstanding

—

Common stock, $0.01 par value, 40,000 shares authorized; 14,966 and 14,762 shares issued and outstanding at April 3, 2026 and January 2, 2026, respectively

150

148

Additional paid-in capital

212,112

215,269

Accumulated other comprehensive income (loss)

(151)

(270)

Retained earnings

98,234

89,704

Total stockholders’ equity

310,345

304,851

Total liabilities and stockholders’ equity

511,684

544,211

WILLDAN GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in thousands, except per share amounts)

(Unaudited)

Three Months Ended

April 3,

April 4,

2026

2025

Contract revenue

155,114

152,386

Direct costs of contract revenue (inclusive of directly related depreciation and amortization):

Salaries and wages

29,276

27,677

Subcontractor services and other direct costs

62,682

67,048

Total direct costs of contract revenue

91,958

94,725

Gross profit

63,156

57,661

General and administrative expenses:

Salaries and wages, payroll taxes and employee benefits

33,001

31,108

Facilities and facility related

2,358

2,624

Stock-based compensation

3,692

2,426

Depreciation and amortization

5,446

4,440

Other

11,367

10,027

Total general and administrative expenses

55,864

50,625

Income (Loss) from operations

7,292

7,036

Other income (expense):

Interest expense, net

(835)

(1,802)

Other, net

795

(41)

Total other expense, net

(40)

(1,843)

Income (Loss) before income taxes

7,252

5,193

Income tax (benefit) expense

(1,278)

506

Net income (loss)

8,530

4,687

Other comprehensive income (loss):

Unrealized gain (loss) on derivative contracts, net of tax

119

(185)

Comprehensive income (loss)

8,649

4,502

Earnings (Loss) per share:

Basic

0.58

0.33

Diluted

0.55

0.32

Weighted-average shares outstanding:

Basic

14,740

14,163

Diluted

15,390

14,628

WILLDAN GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(Unaudited)

Three Months Ended

April 3,

April 4,

2026

2025

Cash flows from operating activities:

Net income (loss)

8,530

4,687

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

Depreciation and amortization

5,446

4,440

Other non-cash items

(133)

327

Deferred income taxes, net

(1,622)

606

(Gain) loss on sale/disposal of equipment

(22)

(17)

Provision for doubtful accounts

(56)

246

Stock-based compensation

3,692

2,426

Accretion and fair value adjustments of contingent consideration

903

379

Changes in operating assets and liabilities, net of effects from business acquisitions:

Accounts receivable

(21,401)

12,655

Contract assets

12,515

(174)

Other receivables

3,469

877

Prepaid expenses and other current assets

(892)

(2,207)

Other assets

620

(569)

Accounts payable

(3,472)

3,748

Accrued liabilities

(30,692)

(22,134)

Contract liabilities

(1,215)

(2,654)

Right-of-use assets

(35)

675

Net cash (used in) provided by operating activities

(24,365)

3,311

Cash flows from investing activities:

Purchase of equipment, software, and leasehold improvements

(2,024)

(2,310)

Proceeds from sale of equipment

Cash paid for acquisitions, net of cash acquired

(583)

(32,473)

Net cash (used in) provided by investing activities

(2,580)

(34,764)

Cash flows from financing activities:

Payments on contingent consideration

(2,808)

—

Receipt of restricted cash

5,288

—

Payment on restricted cash

—

Payments on notes payable

—

(137)

Payments made to retire prior credit agreement

—

(2,500)

Principal payments on outstanding debt

(625)

—

Principal payments on finance leases

(416)

(392)

Proceeds from stock option exercise

—

Proceeds from sales of common stock under employee stock purchase plan

1,921

1,485

Cash used to pay taxes on stock grants

(8,768)

(2,878)

Net cash (used in) provided by financing activities

(5,408)

(4,341)

Net increase (decrease) in cash, cash equivalents and restricted cash

(32,353)

(35,794)

Cash, cash equivalents and restricted cash at beginning of period

65,919

74,158

Cash, cash equivalents and restricted cash at end of period

33,566

38,364

Supplemental disclosures of cash flow information:

Cash paid (received) during the period for:

Interest

1,008

1,663

Income taxes

805

Supplemental disclosures of noncash investing and financing activities:

Issuance of common stock related to business acquisitions

—

5,557

Contingent consideration related to business acquisitions

—

12,353

Equipment acquired under finance leases

492

580

Willdan Group, Inc. and Subsidiaries

Reconciliation of GAAP Revenue to Net Revenue

(in thousands)

(Non-GAAP Measure)

Three Months Ended

April 3,

April 4,

2026

2025

Consolidated

Contract revenue

155,114

152,386

Subcontractor services and other direct costs

62,682

67,048

Net Revenue

92,432

85,338

Energy segment

Contract revenue

127,968

126,248

Subcontractor services and other direct costs

60,988

66,080

Net Revenue

66,980

60,168

Engineering and Consulting segment

Contract revenue

27,146

26,138

Subcontractor services and other direct costs

1,694

968

Net Revenue

25,452

25,170

Willdan Group, Inc. and Subsidiaries

Reconciliation of GAAP Net Income to Adjusted EBITDA

(in thousands)

(Non-GAAP Measure)

Three Months Ended

April 3,

April 4,

2026

2025

Net income (loss)

8,530

4,687

Interest expense

835

1,802

Income tax expense (benefit)

(1,278)

506

Stock-based compensation

3,692

2,426

Interest accretion (1)

903

379

Depreciation and amortization

5,446

4,440

Transaction costs (2)

—

219

(Gain) Loss on sale of equipment

(22)

(17)

Adjusted EBITDA

18,106

14,442

(1) Interest accretion represents the imputed interest and fair value adjustments to estimated contingent consideration.

(2) Transaction costs represents acquisition and acquisition related costs.

Willdan Group, Inc. and Subsidiaries

Reconciliation of GAAP Net Income to Adjusted Net Income and Adjusted Diluted EPS

(in thousands, except per share amounts)

(Non-GAAP Measure)

Three Months Ended

April 3,

April 4,

2026

2025

Net income (loss)

8,530

4,687

Adjustment for stock-based compensation

3,692

2,426

Tax effect of stock-based compensation

(832)

(398)

Adjustment for intangible amortization

2,418

2,480

Tax effect of intangible amortization

(545)

(407)

Adjustment for interest accretion (1)

903

379

Tax effect of interest accretion (1)

(203)

(62)

Adjustment for transaction costs (2)

0.00

219

Tax effect of transaction costs (2)

(0.00)

(36)

Adjusted Net Income (Loss)

13,963

9,288

Diluted weighted-average shares outstanding

15,390

14,628

Diluted earnings (loss) per share

0.55

0.32

Impact of adjustment:

Stock-based compensation per share

0.24

0.17

Tax effect of stock-based compensation per share

(0.05)

(0.03)

Intangible amortization per share

0.16

Tax effect of intangible amortization per share

(0.04)

(0.03)

Interest accretion per share (1)

0.06

0.03

Tax effect of interest accretion per share (1)

(0.01)

(0.00)

Transaction costs per share (2)

0.00

0.01

Tax effect of transaction costs per share (2)

(0.00)

Adjusted Diluted EPS

0.91

0.63

(1) Interest accretion represents the imputed interest and fair value adjustments to estimated contingent consideration.

(2) Transaction costs represents acquisition and acquisition related costs.

Contact:

Willdan Group, Inc.

Al Kaschalk

Vice President

Tel: 310-922-5643

akaschalk@willdan.com

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Document and Entity Information

May 07, 2026

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May 07, 2026

Securities Act File Number

001-33076

Entity Registrant Name

WILLDAN GROUP, INC.

Entity Incorporation, State or Country Code

Entity Tax Identification Number

14-1951112

Entity Address, Address Line One

2401 East Katella Avenue

Entity Address, Address Line Two

Suite 300

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Anaheim

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Address Line 2 such as Street or Suite number

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No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

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- Definition

Name of the City or Town

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No definition available.

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Name:

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xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

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No definition available.

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Data Type:

xbrli:normalizedStringItemType

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Period Type:

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- Definition

Name of the state or province.

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No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

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Period Type:

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- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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Period Type:

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- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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Name:

dei_EntityEmergingGrowthCompany

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- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

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No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

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Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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Name:

dei_EntityRegistrantName

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- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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Name:

dei_EntityTaxIdentificationNumber

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- Definition

Local phone number for entity.

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No definition available.

+ Details

Name:

dei_LocalPhoneNumber

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

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Name:

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Namespace Prefix:

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Data Type:

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Balance Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

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Name:

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- Definition

Title of a 12(b) registered security.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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Name:

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Data Type:

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- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

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Name:

dei_SecurityExchangeName

Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

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Name:

dei_SolicitingMaterial

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Data Type:

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- Definition

Trading symbol of an instrument as listed on an exchange.

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No definition available.

+ Details

Name:

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Balance Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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