with the Credit Agreement, the Company entered into an interest rate swap on March 21, 2017 for an additional interest cost of
2.005% on a notional amount of $100,000, which has been designated as a cash flow hedge. The
expiration date of this interest rate swap is December 21, 2021. The remaining balance of this derivative as of September 30, 2017
is $92,500. The unrealized loss to date associated with this derivative, which is recorded in accumulated other comprehensive income
in the consolidated balance sheet at September 30, 2017, is $475.
|Item 4.||Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Our disclosure controls and procedures
(as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”))
are designed to provide reasonable assurance that information required to be disclosed in the reports that we file or submit under
the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the
Securities and Exchange Commission. Our disclosure controls and procedures are also designed to ensure that information required
to be disclosed in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management,
including our principal executive and principal financial officer, to allow timely decisions regarding required disclosure. Our
chief executive officer and chief financial officer, with assistance from other members of our management, have reviewed the effectiveness
of our disclosure controls and procedures as of September 30, 2017 and, based on their evaluation, have concluded that our disclosure
controls and procedures were not effective at the reasonable assurance level due to the material weakness identified below.
“material weakness” is a deficiency, or a combination of deficiencies, in internal control over financial reporting,
such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements
will not be prevented or detected on a timely basis. As disclosed in our Form 8-K, filed on November 3, 2017, we identified
a material weakness in the design and effectiveness of our internal control over financial reporting in that our system of internal
control did not generate a report that could be used by management to assure its precision of the review of the aging of trade
receivables was adequate. As a result of this material weakness, a reasonable possibility exists that a material misstatement in
trade receivables in our annual or interim financial statements could occur and not be prevented or detected on a timely basis.
Notwithstanding this material weakness,
we have performed additional analyses and other procedures to enable management to conclude that our financial statements included
in this Form 10-Q fairly present, in all material respects, our financial condition and results of operations as of and for the
three months ended September 30, 2017. The Company believes it has corrected the underlying causes of the material weakness and
thus believes it has been fully remediated. The Company will continue to monitor and test the remediation to ensure its effectiveness.
Changes in Internal Control Over Financial
As described above, during the quarter
ended September 30, 2017, we made changes in our internal control over financial reporting that have materially affected, or are
reasonably likely to materially affect, our internal control over financial reporting.
PART II. OTHER INFORMATION
As previously described in our Form 10-K
for the year ended June 30, 2017, we are subject to various environmental proceedings for which there were no material changes
during the three months ended September 30, 2017.
In addition to the other information set
forth in this report, you should carefully consider the risk factors disclosed under Part I - “Item 1A. Risk Factors”
in our Form 10-K for the year ended June 30, 2017 which could materially adversely affect our business, financial condition, operating
results and cash flows. The risks and uncertainties described in our Form 10-K for the year ended June 30, 2017 are not the only
ones we face. Additionally, risks and uncertainties not currently known to us or that we currently deem immaterial also may materially
adversely affect our business, financial condition, operating results or cash flows.
|Item 2.||Unregistered Sales of Equity Securities and Use of Proceeds
|Item 3.||Defaults Upon Senior Securities
|Item 4.||Mine Safety Disclosures