Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Oct. 31, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | FMSA | |
Entity Registrant Name | Fairmount Santrol Holdings Inc. | |
Entity Central Index Key | 1,010,858 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 222,766,186 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Loss) (unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Revenues | $ 134,775 | $ 170,950 | $ 394,482 | $ 693,763 |
Cost of goods sold (excluding depreciation, depletion, amortization, and stock compensation expense shown separately) | 114,873 | 131,679 | 347,466 | 499,357 |
Gross margin | 19,902 | 39,271 | 47,016 | 194,406 |
Operating expenses | ||||
Selling, general and administrative expenses | 15,443 | 18,314 | 53,194 | 61,538 |
Depreciation, depletion and amortization expense | 17,759 | 15,260 | 54,401 | 47,759 |
Stock compensation expense | 1,799 | 2,679 | 7,366 | 7,180 |
Asset impairments | 0 | 4,169 | 90,654 | 10,644 |
Restructuring charges | 284 | 1,155 | 8,957 | |
Other operating expense (income) | 9,362 | (878) | 9,266 | (278) |
Income (loss) from operations | (24,461) | (557) | (169,020) | 58,606 |
Interest expense, net | 16,175 | 15,963 | 50,043 | 46,165 |
Other non-operating expense (income) | 1,492 | (5) | 1,492 | |
Income (loss) before provision for income taxes | (40,636) | (18,012) | (219,058) | 10,949 |
Provision (benefit) for income taxes | (20,013) | 28,117 | (98,786) | 12,057 |
Net loss | (20,623) | (46,129) | (120,272) | (1,108) |
Less: Net income attributable to the non-controlling interest | 2 | 71 | 15 | 196 |
Net loss attributable to Fairmount Santrol Holdings Inc. | $ (20,625) | $ (46,200) | $ (120,287) | $ (1,304) |
Loss per share | ||||
Basic | $ (0.11) | $ (0.29) | $ (0.71) | $ (0.01) |
Diluted | $ (0.11) | $ (0.29) | $ (0.71) | $ (0.01) |
Weighted average number of shares outstanding | ||||
Basic | 183,620 | 161,413 | 168,904 | 161,241 |
Diluted | 183,620 | 161,413 | 168,904 | 161,241 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (20,623) | $ (46,129) | $ (120,272) | $ (1,108) |
Other comprehensive income (loss), before tax | ||||
Foreign currency translation adjustment | (2) | (1,488) | (362) | (4,841) |
Pension obligations | 66 | 74 | 174 | 222 |
Change in fair value of derivative agreements | 893 | (3,248) | (7,321) | (7,309) |
Total other comprehensive income (loss), before tax | 957 | (4,662) | (7,509) | (11,928) |
Benefit from income taxes related to items of other comprehensive income (loss) | (66) | (1,235) | (3,226) | (2,560) |
Comprehensive loss, net of tax | (19,600) | (49,556) | (124,555) | (10,476) |
Comprehensive income attributable to the non-controlling interest | 2 | 71 | 15 | 196 |
Comprehensive loss attributable to Fairmount Santrol Holdings Inc. | $ (19,602) | $ (49,627) | $ (124,570) | $ (10,672) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash and cash equivalents | $ 213,434 | $ 171,486 |
Accounts receivable, net of allowance for doubtful accounts of $3,966 and $2,470 at September 30, 2016 and December 31, 2015, respectively | 78,798 | 73,566 |
Inventories | 53,154 | 70,494 |
Prepaid expenses and other assets | 9,259 | 13,404 |
Refundable income taxes | 20,584 | 26,506 |
Current assets classified as held-for-sale (includes cash, accounts receivable, inventories, and property, plant, and equipment) | 4,218 | |
Total current assets | 375,229 | 359,674 |
Property, plant and equipment, net | 743,999 | 870,997 |
Deferred income taxes | 834 | 834 |
Goodwill | 15,301 | 15,301 |
Intangibles, net | 94,386 | 96,482 |
Other assets | 9,265 | 10,961 |
Total assets | 1,239,014 | 1,354,249 |
Current liabilities | ||
Current portion of long-term debt | 30,394 | 17,385 |
Accounts payable | 36,579 | 40,421 |
Accrued expenses | 24,227 | 26,785 |
Current liabilities directly related to current assets classified as held-for-sale (includes accounts payable and accrued expenses) | 934 | |
Total current liabilities | 91,200 | 85,525 |
Long-term debt | 1,113,688 | 1,205,721 |
Deferred income taxes | 6,701 | 89,569 |
Other long-term liabilities | 40,772 | 33,802 |
Total liabilities | 1,252,361 | 1,414,617 |
Commitments and contingent liabilities (Note 12) | ||
Preferred stock: $0.01 par value, 100,000 authorized shares Shares outstanding: 0 at September 30, 2016 and December 31, 2015 | ||
Common stock: $0.01 par value, 1,850,000 authorized shares Shares outstanding: 191,947 and 161,433 at September 30, 2016 and December 31, 2015, respectively | 2,408 | 2,391 |
Additional paid-in capital | 494,278 | 776,705 |
Retained earnings | 284,757 | 405,044 |
Accumulated other comprehensive loss | (21,976) | (17,693) |
Total equity attributable to Fairmount Santrol Holdings Inc. before treasury stock | 759,467 | 1,166,447 |
Less: Treasury stock at cost Shares in treasury: 48,916 and 77,765 at September 30, 2016 and December 31, 2015, respectively | (773,126) | (1,227,663) |
Total equity (deficit) attributable to Fairmount Santrol Holdings Inc. | (13,659) | (61,216) |
Non-controlling interest | 312 | 848 |
Total equity (deficit) | (13,347) | (60,368) |
Total liabilities and equity | $ 1,239,014 | $ 1,354,249 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 3,966 | $ 2,470 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,850,000,000 | 1,850,000,000 |
Common stock, shares outstanding | 191,947,000 | 161,433,000 |
Shares in treasury | 48,916,000 | 77,765,000 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Other Comprehensive Income (Loss) [Member] | Treasury Stock [Member] | Subtotal [Member] | Non-controlling Interest [Member] |
Beginning balances at Dec. 31, 2014 | $ 33,474 | $ 2,387 | $ 771,888 | $ 497,179 | $ (12,809) | $ (1,227,663) | $ 30,982 | $ 2,492 |
Beginning balances, shares at Dec. 31, 2014 | 160,913 | 77,765 | ||||||
Stock options exercised | 1,767 | $ 4 | 1,763 | 1,767 | ||||
Stock options exercised, shares | 520 | |||||||
Stock compensation expense | 7,180 | 7,180 | 7,180 | |||||
Tax effect of stock options exercised | 32 | 32 | 32 | |||||
Transactions with non-controlling interest | (1,592) | (1,592) | ||||||
Net income (loss) | (1,108) | (1,304) | (1,304) | 196 | ||||
Other comprehensive loss | (9,368) | (9,368) | (9,368) | |||||
Ending balances at Sep. 30, 2015 | 30,385 | $ 2,391 | 780,863 | 495,875 | (22,177) | $ (1,227,663) | 29,289 | 1,096 |
Ending balances, shares at Sep. 30, 2015 | 161,433 | 77,765 | ||||||
Beginning balances at Dec. 31, 2015 | (60,368) | $ 2,391 | 776,705 | 405,044 | (17,693) | $ (1,227,663) | (61,216) | 848 |
Beginning balances, shares at Dec. 31, 2015 | 161,433 | 77,765 | ||||||
Re-issuance of treasury stock | 161,862 | (292,675) | $ 454,537 | 161,862 | ||||
Re-issuance of treasury stock, shares | (28,750) | |||||||
Stock options exercised | $ 3,950 | $ 17 | 3,933 | 3,950 | ||||
Stock options exercised, shares | 1,729 | 30,514 | (99) | |||||
Stock compensation expense | $ 7,366 | 7,366 | 7,366 | |||||
Tax effect of stock options exercised, forfeited, or expired | (1,051) | (1,051) | (1,051) | |||||
Transactions with non-controlling interest | (551) | (551) | ||||||
Net income (loss) | (120,272) | (120,287) | (120,287) | 15 | ||||
Other comprehensive loss | (4,283) | (4,283) | (4,283) | |||||
Ending balances at Sep. 30, 2016 | $ (13,347) | $ 2,408 | $ 494,278 | $ 284,757 | $ (21,976) | $ (773,126) | $ (13,659) | $ 312 |
Ending balances, shares at Sep. 30, 2016 | 191,947 | 48,916 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Statement of Cash Flows [Abstract] | ||
Net loss | $ (120,272) | $ (1,108) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and depletion | 50,891 | 44,355 |
Amortization | 8,471 | 8,586 |
Reserve for doubtful accounts | 2,645 | |
Write-off of deferred financing costs | 864 | |
Asset impairments | 90,654 | 6,967 |
Non-cash restructuring charges | 1,162 | |
Inventory write-downs and reserves | 10,302 | (83) |
Loss on sale of fixed assets | 315 | 424 |
Unrealized loss on interest rate swaps | 48 | |
Deferred income taxes and taxes payable | (80,248) | 4,417 |
Refundable income taxes | 5,922 | (9,997) |
Stock compensation expense | 7,366 | 7,180 |
Change in operating assets and liabilities: | ||
Accounts receivable | (5,035) | 114,818 |
Inventories | 7,039 | 54,764 |
Prepaid expenses and other assets | 1,873 | 21,738 |
Accounts payable | 4,723 | (37,028) |
Accrued expenses | 225 | 20 |
Net cash provided by (used in) operating activities | (15,129) | 217,127 |
Cash flows from investing activities | ||
Proceeds from sale of fixed assets | 5,630 | |
Capital expenditures and stripping costs | (28,712) | (91,548) |
Other investing activities | (1,631) | |
Net cash used in investing activities | (24,713) | (91,548) |
Cash flows from financing activities | ||
Payments on long-term debt | (78,250) | (10,595) |
Payments on capital leases and other long-term debt | (5,067) | (5,522) |
Proceeds from option exercises | 3,950 | 1,767 |
Proceeds from primary stock offering | 161,862 | |
Tax effect of stock options exercised, forfeited, or expired | (1,051) | 32 |
Distributions to non-controlling interest | (551) | (219) |
Other financing activities | (4,592) | |
Net cash provided by (used in) financing activities | 80,893 | (19,129) |
Change in cash and cash equivalents related to assets classified as held-for-sale | 1,376 | (3,120) |
Foreign currency adjustment | (479) | (773) |
Increase in cash and cash equivalents | 41,948 | 102,557 |
Cash and cash equivalents: | ||
Beginning of period | 171,486 | 76,923 |
End of period | $ 213,434 | $ 179,480 |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 1. Significant Accounting Policies Basis of Presentation The unaudited condensed consolidated financial statements of Fairmount Santrol Holdings Inc. and its consolidated subsidiaries (collectively, the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments (which are of a normal, recurring nature) and disclosures necessary for a fair statement of the financial position, results of operations, comprehensive income, and cash flows of the reported interim periods. The condensed consolidated balance sheet as of December 31, 2015 was derived from audited financial statements, but does not include all disclosures required by GAAP. Interim results are not necessarily indicative of the results to be expected for the full year or any other interim period. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements as filed in the 2015 Annual Report on Form 10-K and notes thereto and information included elsewhere in this Quarterly Report on Form 10-Q. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Change in Classification In the three months ended June 30, 2016, the Company changed the classification of certain operating expenses on the Condensed Consolidated Statements of Income (Loss). Previously, the Company classified expenses incurred related to the downturn in the proppant market as “restructuring and other charges.” The Company now further classifies these types of expenses between asset impairments and restructuring charges. All periods presented have been restated accordingly. See Note 15 for further detail. Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-03 – Interest – Imputation of Interest In February 2016, the FASB issued ASU No. 2016-02 – Leases Leases In March 2016, the FASB issued ASU No. 2016-09 – Compensation – Stock Compensation In April and May 2016, the FASB issued ASU No. 2016-10 – Revenue from Contracts with Customers – Identifying Performance Obligations and Licensing Revenue Recognition and Derivatives and Hedging – Recession of SEC Guidance Revenue from Contracts with Customers – Narrow-Scope Improvements and Practical Expedients – Revenue from Contracts with Customers In August 2016, the FASB issued ASU No. 2016-15 – Statement of Cash Flows – Classifications of Certain Cash Receipts and Cash Payments |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | 2. Inventories At September 30, 2016 and December 31, 2015, inventories consisted of the following: September 30, 2016 December 31, 2015 Raw materials $ 6,721 $ 10,145 Work-in-process 12,262 14,613 Finished goods 36,767 48,648 55,750 73,406 Less: LIFO reserve (2,596 ) (2,912 ) Inventories $ 53,154 $ 70,494 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 9 Months Ended |
Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | 3. Property, Plant, and Equipment At September 30, 2016 and December 31, 2015, property, plant, and equipment consisted of the following: September 30, 2016 December 31, 2015 Land and improvements $ 85,289 $ 82,966 Mineral reserves and mine development 249,714 323,691 Machinery and equipment 577,240 575,034 Buildings and improvements 153,615 171,791 Furniture, fixtures, and other 3,450 3,609 Construction in progress 38,059 37,047 1,107,367 1,194,138 Accumulated depletion and depreciation (363,368 ) (323,141 ) Property, plant, and equipment, net $ 743,999 $ 870,997 Under ASC 360 Property, Plant, and Equipment If the ongoing uncertainty in oil and gas markets continues, it is possible that additional assets, both tangible and intangible, could be subject to additional impairment losses in future periods. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 4. Long-Term Debt At September 30, 2016 and December 31, 2015, long-term debt consisted of the following: September 30, 2016 December 31, 2015 Term B-1 Loans $ 16,754 $ 156,134 Term B-2 Loans 896,029 902,402 Extended Term B-1 Loans 158,716 159,878 2016 Extended Term Loans 69,502 — Industrial Revenue bond 10,000 10,000 Revolving credit facility and other 88 101 Capital leases, net 4,514 9,301 Deferred financing costs, net (11,521 ) (14,710 ) 1,144,082 1,223,106 Less: current portion (30,394 ) (17,385 ) Long-term debt including leases $ 1,113,688 $ 1,205,721 As detailed in “Recent Accounting Pronouncements” in Note 1, ASU 2015-03 dictates that debt issuance costs related to a recognized debt liability are presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The “Deferred financing costs, net” line in the table above is the application of this new guidance. On September 5, 2013, the Company entered into the Second Amended and Restated Credit Agreement (the “2013 Amended Credit Agreement”). The 2013 Amended Credit Agreement initially contained a revolving credit facility (“Revolving Credit Facility”) and two tranches of term loans, a term B-1 facility (“Term B-1 Loans”) and a term B-2 facility (“Term B-2 Loans”). The Revolving Credit Facility, the Term B-1 Loans, and the Term B-2 Loans are secured by a first priority lien on substantially all of the Company’s domestic assets. The 2013 Amended Credit Agreement was amended in March 2014, April 2015, and May 2015 as well as joinder agreements as of August 2014 and September 2014. These amendments and joinder agreements made various changes to maturity dates and interest rate margins. In addition, amounts that were initially Term B-1 Loans and balances on the Revolving Credit Facility were converted into term loans with essentially the same terms as the Term B-2 Loans (the “Extended Term B-1 Loans”). The applicable margin for B-1 and B-2 Base Rate loans was 2.5% and the margin on B-1 and B-2 Eurodollar Rate loans was 3.5%. On September 30, 2015, the Company entered into an amendment to the 2013 Amended Credit Agreement that modified the Revolving Credit Facility. These modifications consisted primarily of (i) a reduction in the U.S. revolving commitments from $124,000 to $99,000 (while the aggregate Canadian revolving commitment remained at $1,000) and (ii) changes in the financial covenant governing the availability of amounts under the Revolving Credit Facility if, and only if, the Company has drawn, including letters of credit, more than $31,250 on the Revolving Credit Facility. Generally, if the Company’s leverage ratio is greater than 4.75:1.00 during the period from the third quarter of 2015 through the fourth quarter of 2016, so long as the stated quarterly adjusted EBITDA thresholds are exceeded, the amount available to borrow under the Revolving Credit Facility is increased from $31,250 to $40,000. Commencing with the end of the first quarter of 2017, the quarterly adjusted EBITDA thresholds are discontinued and the full amount of the revolving commitment ($100,000) is available so long as the Company’s leverage ratio does not exceed a revised limit (6.50:1.00 for the first quarter of 2017 declining quarterly to 4.75:1.00 for the fourth quarter of 2017). As of September 30, 2016, the Company’s leverage ratio was 96.0:1.00. On April 28, 2016, the Company entered into an amendment to the 2013 Amended Credit Agreement that extended the maturity of certain of the Term B-1 Loans to July 15, 2018 (the “2016 Extended Term Loans”). The Company made a prepayment of accrued interest of $227 and principal of $69,580 on April 28, 2016 to the lenders consenting to the amendment. Accrued interest on the extended remainder of the Term B-1 Loan is due at maturity on July 15, 2018. Under the terms of the agreement, the change in the maturities of the Term B-1 Loans and the 2016 Extended Term Loans are as follows: Principal Payments Due Date Prior to Extension Subsequent to Extension 4/28/2016 (A) $ — $ 69,580 6/30/2016 400 43 9/30/2016 400 43 12/31/2016 400 43 3/17/2017 154,812 16,723 7/15/2018 — 69,580 Total (B) $ 156,012 $ 156,012 (A) - The principal payment shown for April 28, 2016 represents a prepayment of principal to the lenders consenting to the extended maturity. (B) - These amounts do not reflect the amortization of original issue discounts. Accrued interest related to the $16,723 principal payment due on March 17, 2017 will also be due on the same date, as shown above. The applicable base rate margin on the interest rate for the Base Rate Term B-1 Loans, the Extended Term B-1 Loans, the 2016 Extended Term Loans, and the Term B-2 Loans is 2.5% and the applicable margin on the interest rate for the Eurodollar Term B-1, Extended Term B-1, 2016 Extended Term Loans, and the Term B-2 Loans is 3.5%. The Eurodollar Extended Term B-1, 2016 Extended Term, and Term B-2 Loans all contain a 1% rate floor, plus the applicable margin. The Term B-1 Loan does not contain any type of interest rate floor. As of September 30, 2016, Term B-1 Loans, Term B-2 Loans, Extended Term B-1 Loans, the 2016 Extended Term Loans, and the Revolving Credit Facility had interest rates of 4.4%, 4.5%, 4.5%, 4.5%, and 4.3%, respectively. As of September 30, 2016, there was $17,432 available unused capacity on the Revolving Credit Facility and $13,818 committed to outstanding letters of credit. As of September 30, 2016, the Company has not drawn on the Revolving Credit Facility. The Company has a $10,000 Industrial Revenue Bond outstanding related to the construction of a manufacturing facility in Wisconsin. The bond bears interest, which is payable monthly, at a variable rate. The rate was 0.91% at September 30, 2016. The bond matures on September 1, 2027 and is collateralized by a letter of credit of $10,000. On October 17, 2016, subsequent to the end of the third quarter, the Company re-purchased $3,000 of the Extended Term B-1 Loans at 91.5% of par. The related gain on this debt re-purchase will be recognized in the three months ended December 31, 2016. |
Earnings (Loss) per Share
Earnings (Loss) per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) per Share | 5. Earnings (Loss) per Share The table below shows the computation of basic and diluted earnings (loss) per share for the three and nine months ended September 30, 2016 and 2015: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Numerator: Net loss attributable to Fairmount Santrol Holdings Inc. $ (20,625 ) $ (46,200 ) $ (120,287 ) $ (1,304 ) Denominator: Basic weighted average shares outstanding 183,620 161,413 168,904 161,241 Dilutive effect of employee stock options, RSUs, and PRSUs — — — — Diluted weighted average shares outstanding 183,620 161,413 168,904 161,241 Loss per common share - basic $ (0.11 ) $ (0.29 ) $ (0.71 ) $ (0.01 ) Loss per common share - diluted $ (0.11 ) $ (0.29 ) $ (0.71 ) $ (0.01 ) Because the Company incurred a loss in the three and nine months ended September 30, 2016 and 2015, respectively, the impact of dilution has not been included in the earnings per share calculation as the effect of including these potential common shares would be antidilutive. |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | 6. Derivative Instruments The Company enters into interest rate swap agreements as a means to partially hedge its variable interest rate risk on debt instruments. The current notional value of these swap agreements is $525,225, which represents a total of approximately 46% of term debt outstanding at September 30, 2016 and effectively fixes the variable rate in a range of 0.83% to 3.115% for the portion of the debt that is hedged. The interest rate swap agreements mature at various dates between March 15, 2017 and September 5, 2019. The derivative instruments are recorded on the balance sheet at their fair values. Changes in the fair value of derivatives are recorded each period in current earnings or in other comprehensive income, depending on whether a derivative is designated as part of a hedging relationship and, if it is, depending on the type of hedging relationship. For cash flow hedges in which the Company is hedging the variability of cash flows related to a variable-rate liability, the effective portion of the gain or loss on the derivative instrument is reported in other comprehensive income in the periods during which earnings are impacted by the variability of the cash flows of the hedged item. The ineffective portion of all hedges is recognized in current period earnings. As interest expense is accrued on the debt obligation, amounts in accumulated other comprehensive income (loss) related to the interest rate swaps are reclassified into income to obtain a net cost on the debt obligation equal to the effective yield of the fixed rate of each swap. In the event that an interest rate swap is terminated prior to maturity, gains or losses in accumulated other comprehensive income (loss) remain deferred and are reclassified into earnings in the periods in which the hedged forecasted transaction affects earnings. The Company formally designates and documents instruments at inception that qualify for hedge accounting of underlying exposures in accordance with GAAP. Both at inception and for each reporting period, the Company assesses whether the financial instruments used in hedging transactions are effective in offsetting changes in cash flows of the related underlying exposure. The following table summarizes the fair values and the respective classification in the Condensed Consolidated Balance Sheets as of September 30, 2016 and December 31, 2015: Assets (Liabilities) Interest Rate Swap Agreements Balance Sheet Classification September 30, 2016 December 31, 2015 Designated as hedges Other long-term liabilities $ (18,972 ) $ (12,107 ) Designated as hedges Other assets 22 118 $ (18,950 ) $ (11,989 ) In order to represent the ineffective portion of interest rate swap agreements designated as hedges, the Company recognized in interest expense the following in the three and nine months ended September 30, 2016 and 2015: Derivatives in ASC 815-20 Cash Flow Hedging Relationships Location of Gain (Loss) Recognized in Income on Derivative (Ineffective Portion) Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Interest rate swap agreements Interest expense (income) $ (153 ) $ 14 $ 46 $ 30 $ (153 ) $ 14 $ 46 $ 30 The Company expects $6,982 to be reclassified from accumulated other comprehensive income (loss) into interest expense within the next twelve months. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 7. Fair Value Measurements Financial instruments held by the Company include cash equivalents, accounts receivable, accounts payable, long-term debt (including the current portion thereof) and interest rate swaps. The Company is also liable for contingent consideration from an acquisition that is subject to fair value measurement. Fair value is defined as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. In determining fair value, the Company utilizes certain assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and/or the risks inherent in the inputs to the valuation technique. Based on the examination of the inputs used in the valuation techniques, the Company is required to provide the following information according to the fair value hierarchy. The fair value hierarchy ranks the quality and reliability of the information used to determine fair values. Financial assets and liabilities at fair value will be classified and disclosed in one of the following three categories: Level 1 Quoted market prices in active markets for identical assets or liabilities Level 2 Observable market based inputs or unobservable inputs that are corroborated by market data Level 3 Unobservable inputs that are not corroborated by market data A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The book value of cash equivalents, accounts receivable and accounts payable are considered to be representative of their fair values because of their short maturities. The carrying value of the Company’s long-term debt (including the current portion thereof) is recognized at amortized cost. The fair value of the Term B-1 Loans, the Extended Term B-1 Loans, the 2016 Extended Term Loans, and the Term B-2 Loans differs from amortized costs and is valued at prices obtained from a readily-available source for trading non-public debt, which represent quoted prices for identical or similar assets in markets that are not active, and therefore is considered Level 2. The following table presents the fair value as of September 30, 2016 and December 31, 2015 for the Company’s long-term debt: Long-Term Debt Fair Value Measurements Quoted Prices Other Unobservable Total September 30, 2016 Term B-1 Loans $ — $ 16,179 $ — $ 16,179 Term B-2 Loans — 799,505 — 799,505 Extended Term B-1 Loans — 139,140 — 139,140 2016 Extended Term Loans — 66,275 — 66,275 $ — $ 1,021,099 $ — $ 1,021,099 December 31, 2015 Term B-1 Loans $ — $ 106,360 $ — $ 106,360 Term B-2 Loans — 443,580 — 443,580 Extended Term B-1 Loans — 76,922 — 76,922 $ — $ 626,862 $ — $ 626,862 The following table presents the amounts carried at fair value as of September 30, 2016 and December 31, 2015 for the Company’s other financial instruments. Recurring Fair Value Measurements Quoted Prices Other Unobservable (Level 3) Total September 30, 2016 Interest rate swap agreements $ — $ (18,950 ) $ — $ (18,950 ) $ — $ (18,950 ) $ — $ (18,950 ) December 31, 2015 Interest rate swap agreements $ — $ (11,989 ) $ — $ (11,989 ) $ — $ (11,989 ) $ — $ (11,989 ) |
Common Stock and Stock-Based Co
Common Stock and Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Common Stock and Stock-Based Compensation | 8. Common Stock and Stock-Based Compensation The Company granted options to purchase 1,740 and 1,631 shares of common stock in the nine months ended September 30, 2016 and 2015, respectively. The average grant date fair value was $2.24 and $3.96 for options issued in the nine months ended September 30, 2016 and 2015, respectively. The Company issued restricted stock units (“RSUs”) of 1,025 and 363 in the nine months ended September 30, 2016 and 2015, respectively. The Company issued performance restricted stock units (“PRSUs”) of 481 and 0 in the nine months ended September 30, 2016 and 2015, respectively. Options Weighted Restricted Weighted Performance Weighted Outstanding at December 31, 2015 16,277 $ 6.28 579 $ 10.45 — $ — Granted 1,740 2.24 1,025 2.42 481 2.27 Exercised (1,729 ) 2.34 (14 ) 8.83 — — Forfeited (475 ) 8.53 (116 ) 6.98 (23 ) 2.04 Expired (697 ) 8.64 — — — — Outstanding at September 30, 2016 15,116 $ 6.07 1,474 $ 5.11 458 $ 2.28 In the three months ended June 30, 2016, the Company recorded approximately $2,135 of stock compensation expense related to a modification of the retirement provisions of the Company’s Long Term Incentive Plans. The modification allows retirement-eligible participants (defined as age 55, plus 10 years of service) to continue to vest in options following retirement, and also allows retired participants to exercise options for up to 10 years from grant date. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9. Income Taxes The Company computes and applies to ordinary income an estimated annual effective tax rate on a quarterly basis based on current and forecasted business levels and activities, including the mix of domestic and foreign results and enacted tax laws. The estimated annual effective tax rate is updated quarterly based on actual results and updated operating forecasts. Ordinary income refers to income (loss) before income tax expense excluding significant, unusual, or infrequently occurring items. The tax effect of an unusual or infrequently occurring item is recorded in the interim period in which it occurs as a discrete item of tax. For the three months ended September 30, 2016, the Company recorded a tax benefit of $20,013 on a loss before income taxes of $40,636 resulting in an effective tax rate of 49.2%, compared to a tax expense of $28,117 on a loss before income taxes of $18,012 resulting in an effective tax rate of negative 156.1% for the same period of 2015. The increase in the effective tax rate is primarily attributable to the impact of depletion as well as a tax benefit from a loss carryback, applied against forecasted results in 2016 as compared to 2015. The effective rate differs from the U.S. federal statutory rate due primarily to the benefit from a loss carryback and depletion. For the nine months ended September 30, 2016, the Company recorded a tax benefit $98,786 on a loss before income taxes of $219,058 resulting in an effective tax rate of 45.1%, compared to a tax expense of $12,057 on income before income taxes of $10,949 resulting in an effective tax rate of 110.1% for the same period of 2015. The decrease in the effective tax rate is primarily attributable to a decrease in the impact of depletion applied against forecasted results in 2016 as compared to forecasted results in 2015. The effective rate differs from the U.S. federal statutory rate due primarily to the benefit from a loss carryback and depletion. |
Defined Benefit Plans
Defined Benefit Plans | 9 Months Ended |
Sep. 30, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Defined Benefit Plans | 10. Defined Benefit Plans The Company maintained two defined benefit pension plans, the Wedron pension plan and the Troy Grove pension plan, covering union employees at certain facilities that provide benefits based upon years of service or a combination of employee earnings and length of service. The benefits under the Wedron plan were frozen effective December 31, 2012. Net periodic benefit cost recognized for other Company defined benefit pension plans for the three and nine months ended September 30, 2016 and 2015 is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Components of net periodic benefit cost Service cost $ 21 27 $ 63 $ 81 Interest cost 87 85 261 255 Expected return on plan assets (120 ) (127 ) (360 ) (381 ) Amortization of prior service cost — 4 — 12 Amortization of net actuarial loss 66 70 175 210 Net periodic benefit cost $ 54 $ 59 $ 139 $ 177 The Company contributed $59 and $48 during the nine months ended September 30, 2016 and 2015, respectively. Total expected employer contributions during the year ending December 31, 2016 are $76. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 11. Accumulated Other Comprehensive Income (Loss) The components of accumulated other comprehensive income (loss) attributable to Fairmount Santrol Holdings Inc. at September 30, 2016 and December 31, 2015 were as follows: September 30, 2016 Gross Tax Effect Net Amount Foreign currency translation $ (10,392 ) $ 2,012 $ (8,380 ) Additional pension liability (3,840 ) 1,464 (2,376 ) Unrealized gain (loss) on interest rate hedges (17,449 ) 6,229 (11,220 ) $ (31,681 ) $ 9,705 $ (21,976 ) December 31, 2015 Gross Tax Effect Net Amount Foreign currency translation $ (10,030 ) $ 1,318 $ (8,712 ) Additional pension liability (4,014 ) 1,464 (2,550 ) Unrealized gain (loss) on interest rate hedges (10,128 ) 3,697 (6,431 ) $ (24,172 ) $ 6,479 $ (17,693 ) The following table presents the changes in accumulated other comprehensive income by component for the nine months ended September 30, 2016: Nine Months Ended September 30, 2016 Unrealized Foreign Additional gain (loss) currency pension on interest translation liability rate hedges Total Beginning balance $ (8,712 ) $ (2,550 ) $ (6,431 ) $ (17,693 ) Other comprehensive income (loss) before reclassifications 332 — (8,015 ) (7,683 ) Amounts reclassified from accumulated other comprehensive income (loss) — 174 3,226 3,400 Ending balance $ (8,380 ) $ (2,376 ) $ (11,220 ) $ (21,976 ) The following table presents the reclassifications out of accumulated other comprehensive income during the nine months ended September 30, 2016: Amount reclassified from accumulated other comprehensive Affected line item on Details about accumulated other comprehensive income income the statement of income Change in fair value of derivative swap agreements Interest rate hedging contracts $ 4,963 Interest expense Tax effect (1,738 ) Tax expense (benefit) $ 3,225 Net of tax Amortization of pension obligations Prior service cost $ — Cost of sales Actuarial losses 175 Cost of sales 175 Total before tax Tax effect — Tax expense 175 Net of tax Total reclassifications for the period $ 3,400 Net of tax |
Commitments and Contingent Liab
Commitments and Contingent Liabilities | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingent Liabilities | 12. Commitments and Contingent Liabilities The Company has entered into numerous mineral rights agreements, in which payments under the agreements are expensed as incurred. Certain agreements require annual payments while other agreements require payments based upon annual tons mined and others a combination thereof. The Company has entered into agreements with third party terminal operators whereby certain minimum payments are due regardless of terminal utilization. The Company leases certain machinery, equipment (including railcars), buildings and office space under operating lease arrangements. Total rent expense associated with these leases was $51,130 and $50,681 for the nine months ended September 30, 2016 and 2015, respectively. The Company is subject to a contingent consideration arrangement related to the purchase of Self-Suspending Proppant LLC (“SSP”), which was accounted for as an acquisition of a group of assets. The contingent consideration is based on a fixed percentage of the cumulative product margin, less certain adjustments, generated by sales of Propel SSP and other products incorporating SSP technology for the five years commencing on October 1, 2015. The Company entered into an amendment to this agreement on December 17, 2015. This amendment (a) extends the period during which the aggregate earnout payments must equal or exceed $45,000 from the two-year period ending October 1, 2017 until the three-year period ending October 1, 2018; and (b) provides that the aggregate earnout payments during the two-year period ending October 1, 2017 must equal or exceed $15,000 and granted the Seller a security interest in 51% of the equity interests in the Company to secure such $15,000. The amendment does not alter the final threshold earnout amount, which continues to be $195,000 (inclusive of the $45,000 payment, if any) by October 1, 2020. The contingent consideration is accrued and capitalized as part of the cost of the SSP assets at the time a payment is probable and reasonably estimable. Accordingly, the Company accrued and capitalized $1,537 in the nine months ended September 30, 2016. Certain subsidiaries are defendants in lawsuits in which the alleged injuries are claimed to be silicosis-related and to have resulted, in whole or in part, from exposure to silica-containing products, allegedly including those sold by certain subsidiaries. In the majority of cases, there are numerous other defendants. In accordance with its insurance obligations, the defense of these actions has been tendered to and the cases are being defended by the subsidiaries’ insurance carriers. Management believes that the Company’s substantial level of existing and available insurance coverage combined with various open indemnities is more than sufficient to cover any exposure to silicosis-related expenses. An estimate of the possible loss, if any, cannot be made at this time. In December 2015, the Company was notified by the Securities and Exchange Commission (the “SEC”) that it was being investigated for possible violations of the Foreign Corrupt Practices Act (the “FCPA”) and other securities laws relating to matters concerning certain of the Company’s international operations. The Company had previously retained outside legal counsel to investigate the subject matter of the SEC’s investigation, and at that time, the Company determined that no further action was necessary. The Company cannot predict what, if any, further action the SEC may take regarding its investigation, and cannot provide an estimate of the potential costs of the SEC’s investigation or any possible fines, penalties, or other remedial actions that might result, if any, at this time. In the period ended September 30, 2016, the Company completed negotiations with certain railcar lessors and paid approximately $9,800 in fees that resulted in reductions to current railcar operating lease payments, in some cases in exchange for consideration including an extension of the lease terms. In addition, railcar purchase commitments due in 2017 and 2018 approximating $49,500 were cancelled and $136,500 of purchase commitments were deferred, which included $3,900 from future railcar purchase price increases. As a result of these lease modifications, beginning in October 2016, the railcar operating lease expenses recognized under the provisions of ASC 840 will differ from cash lease expense payments. The following table shows the change in future purchase commitments as a result of these negotiations: Payments Due by Period Total Less than 1 Year 1-3 Years 3-5 Years More than 5 Years Original purchase obligations $ 181,968 $ — $ 181,968 $ — $ — Purchase commitment increase (decrease) (45,512 ) — (181,968 ) 136,456 — Revised purchase commitments $ 136,456 $ — $ — $ 136,456 $ — Also as a result of these negotiations, the future minimum operating lease payments on the railcars were also modified. The other operating leases classified as equipment leases did not materially change from the levels as reported in the Company’s Annual Report on Form 10-K. The railcar operating lease expenses were decreased in 2016 and 2017 but, as a result of lease extensions, additional operating lease expense in future periods will now be recognized. The modified future minimum operating lease payments and associated changes are as follows: 2021 and Equipment lease expense 2016 2017 2018 2019 2020 Thereafter December 31, 2015 $ 57,536 $ 47,402 $ 39,610 $ 25,408 $ 13,291 $ 46,579 Future minimum lease expense increase (decrease) from railcar negotiations (2,064 ) (3,707 ) 1,349 11,897 20,189 63,901 Modified future lease expense $ 55,472 $ 43,695 $ 40,959 $ 37,305 $ 33,480 $ 110,480 |
Transactions with Related Parti
Transactions with Related Parties | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Transactions with Related Parties | 13. Transactions with Related Parties The Company had purchases from an affiliated entity for freight, logistic services and consulting services related to its operations in China of $503 and $176 in the nine months ended September 30, 2016 and 2015, respectively. The Company pays American Securities LLC (“American Securities”), in accordance with its policy, for Board of Directors fees and Company-related expenses, including travel and lodging, market research, and other miscellaneous expenses. Fees and expenses paid to American Securities were $209 and $85 in the nine months ended September 30, 2016 and 2015, respectively. |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting | 14. Segment Reporting The Company organizes its business into two reportable segments, Proppant Solutions and Industrial & Recreational Products. The reportable segments are consistent with how management views the markets served by the Company and the financial information reviewed by the chief operating decision maker in deciding how to allocate resources and assess performance. Previously, the segment results were reported based on segment contribution margin, which included selling, general, and administrative expenses directly allocable to an operating segment and excluded certain corporate costs not associated with the operations of the segment. These corporate costs were separately stated and included costs related to functional areas such as operations management, corporate purchasing, accounting, treasury, information technology, legal and human resources. After evaluation in this quarter of the Company’s comparability to industry peers and practices, the chief operating decision maker changed the method to evaluate the Company’s operating segments’ performance based on segment gross margin, which does not include any selling, general, and administrative costs or corporate costs. The change to using segment gross margin results in an increase in segment profitability compared to segment contribution margin as allocable selling, general, and administrative costs were charged against segment contribution margin. This change is effective beginning the three months ended September 30, 2016. All periods presented have been restated accordingly. Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Revenues Proppant Solutions $ 103,140 $ 141,584 $ 302,705 $ 602,603 Industrial & Recreational Products 31,635 29,366 91,777 91,160 Total revenues 134,775 170,950 394,482 693,763 Segment gross margin Proppant Solutions 6,356 26,788 9,419 160,492 Industrial & Recreational Products 13,546 12,483 37,597 33,914 Total segment gross margin 19,902 39,271 47,016 194,406 Operating expenses excluded from segment gross margin Selling, general, and administrative 15,443 18,314 53,194 61,538 Depreciation, depletion, and amortization 17,759 15,260 54,401 47,759 Stock compensation expense 1,799 2,679 7,366 7,180 Asset impairments — 4,169 90,654 10,644 Restructuring charges — 284 1,155 8,957 Other operating expense (income) 9,362 (878 ) 9,266 (278 ) Interest expense, net 16,175 15,963 50,043 46,165 Other non-operating expense (income) — 1,492 (5 ) 1,492 Income (loss) before provision for income taxes $ (40,636 ) $ (18,012 ) $ (219,058 ) $ 10,949 |
Restructuring Charges
Restructuring Charges | 9 Months Ended |
Sep. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | 15. Restructuring Charges As a result of challenging conditions in the energy market, the Company began taking actions in early 2015 to adjust its overall operational footprint and reduce costs. The Company’s continuing restructuring program primarily consists of workforce reductions and costs to idle or exit facilities. The Company has largely completed these activities, however, a continued sustained downturn in the oil and gas market could reinitiate this restructuring process. A summary of the restructuring costs recognized for the nine months ended September 30, 2016 and 2015, respectively, is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Restructuring charges Workforce reduction costs, including one-time severance payments $ — $ 284 $ 1,155 $ 1,009 Other exit costs, including multiemployer pension plan withdrawal liability and additional cash costs to exit facilities — — — 7,948 Total restructuring charges $ — $ 284 $ 1,155 $ 8,957 A summary of the restructuring costs by operating segment is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Restructuring charges Proppant Solutions $ — $ — $ — $ 1,162 Industrial & Recreational Products — — — 6,786 Corporate — 284 1,155 1,009 Total restructuring charges $ — $ 284 $ 1,155 $ 8,957 |
Indefinite-Lived Intangibles
Indefinite-Lived Intangibles | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Indefinite-Lived Intangibles | 16. Indefinite-Lived Intangibles As of September 30, 2016, the balance of Goodwill was $15,301, which represents goodwill related to acquisitions in the Company’s Industrial & Recreational Products segment. As part of Company policy in its normal course of business, the Company performed a review of qualitative factors and concluded that, as of September 30, 2016, there were no events or changes in circumstances that would more likely than not result in an impairment of the carrying value of its intangible assets, including goodwill. With the current market conditions in the oil and gas industry, there could be future changes that impact the carrying value of other long-lived intangibles, including the supply agreement with FTS International Services, LLC (“FTSI”). As of September 30, 2016, the balance of the FTSI supply agreement, net of accumulated amortization, was $36,250. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Event | 17. Subsequent Event On October 25, 2016, the Company completed a public offering of 30,250 shares of its common stock. In addition, the underwriter has thirty days from the offering date to exercise an overallotment option to purchase an additional 4,538 shares. Cash proceeds received by the Company for the shares sold were approximately $277,000, net of underwriting commissions and estimated offering expenses. After these transactions, there were 222,766 shares of common stock issued and outstanding as of October 31, 2016. The Company intends to use the net proceeds of the offering for general corporate purposes, which include, but are not limited to repayment of debt and satisfaction of other obligations. |
Significant Accounting Polici25
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated financial statements of Fairmount Santrol Holdings Inc. and its consolidated subsidiaries (collectively, the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments (which are of a normal, recurring nature) and disclosures necessary for a fair statement of the financial position, results of operations, comprehensive income, and cash flows of the reported interim periods. The condensed consolidated balance sheet as of December 31, 2015 was derived from audited financial statements, but does not include all disclosures required by GAAP. Interim results are not necessarily indicative of the results to be expected for the full year or any other interim period. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements as filed in the 2015 Annual Report on Form 10-K and notes thereto and information included elsewhere in this Quarterly Report on Form 10-Q. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
Change in Classification | Change in Classification In the three months ended June 30, 2016, the Company changed the classification of certain operating expenses on the Condensed Consolidated Statements of Income (Loss). Previously, the Company classified expenses incurred related to the downturn in the proppant market as “restructuring and other charges.” The Company now further classifies these types of expenses between asset impairments and restructuring charges. All periods presented have been restated accordingly. See Note 15 for further detail. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-03 – Interest – Imputation of Interest In February 2016, the FASB issued ASU No. 2016-02 – Leases Leases In March 2016, the FASB issued ASU No. 2016-09 – Compensation – Stock Compensation In April and May 2016, the FASB issued ASU No. 2016-10 – Revenue from Contracts with Customers – Identifying Performance Obligations and Licensing Revenue Recognition and Derivatives and Hedging – Recession of SEC Guidance Revenue from Contracts with Customers – Narrow-Scope Improvements and Practical Expedients – Revenue from Contracts with Customers In August 2016, the FASB issued ASU No. 2016-15 – Statement of Cash Flows – Classifications of Certain Cash Receipts and Cash Payments |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | At September 30, 2016 and December 31, 2015, inventories consisted of the following: September 30, 2016 December 31, 2015 Raw materials $ 6,721 $ 10,145 Work-in-process 12,262 14,613 Finished goods 36,767 48,648 55,750 73,406 Less: LIFO reserve (2,596 ) (2,912 ) Inventories $ 53,154 $ 70,494 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant, and Equipment | At September 30, 2016 and December 31, 2015, property, plant, and equipment consisted of the following: September 30, 2016 December 31, 2015 Land and improvements $ 85,289 $ 82,966 Mineral reserves and mine development 249,714 323,691 Machinery and equipment 577,240 575,034 Buildings and improvements 153,615 171,791 Furniture, fixtures, and other 3,450 3,609 Construction in progress 38,059 37,047 1,107,367 1,194,138 Accumulated depletion and depreciation (363,368 ) (323,141 ) Property, plant, and equipment, net $ 743,999 $ 870,997 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | At September 30, 2016 and December 31, 2015, long-term debt consisted of the following: September 30, 2016 December 31, 2015 Term B-1 Loans $ 16,754 $ 156,134 Term B-2 Loans 896,029 902,402 Extended Term B-1 Loans 158,716 159,878 2016 Extended Term Loans 69,502 — Industrial Revenue bond 10,000 10,000 Revolving credit facility and other 88 101 Capital leases, net 4,514 9,301 Deferred financing costs, net (11,521 ) (14,710 ) 1,144,082 1,223,106 Less: current portion (30,394 ) (17,385 ) Long-term debt including leases $ 1,113,688 $ 1,205,721 |
Summary of Change in Maturities of Term Loans | Under the terms of the agreement, the change in the maturities of the Term B-1 Loans and the 2016 Extended Term Loans are as follows: Principal Payments Due Date Prior to Extension Subsequent to Extension 4/28/2016 (A) $ — $ 69,580 6/30/2016 400 43 9/30/2016 400 43 12/31/2016 400 43 3/17/2017 154,812 16,723 7/15/2018 — 69,580 Total (B) $ 156,012 $ 156,012 (A) - The principal payment shown for April 28, 2016 represents a prepayment of principal to the lenders consenting to the extended maturity. (B) - These amounts do not reflect the amortization of original issue discounts. |
Earnings (Loss) per Share (Tabl
Earnings (Loss) per Share (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings (Loss) per Share | The table below shows the computation of basic and diluted earnings (loss) per share for the three and nine months ended September 30, 2016 and 2015: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Numerator: Net loss attributable to Fairmount Santrol Holdings Inc. $ (20,625 ) $ (46,200 ) $ (120,287 ) $ (1,304 ) Denominator: Basic weighted average shares outstanding 183,620 161,413 168,904 161,241 Dilutive effect of employee stock options, RSUs, and PRSUs — — — — Diluted weighted average shares outstanding 183,620 161,413 168,904 161,241 Loss per common share - basic $ (0.11 ) $ (0.29 ) $ (0.71 ) $ (0.01 ) Loss per common share - diluted $ (0.11 ) $ (0.29 ) $ (0.71 ) $ (0.01 ) |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Values of Derivative Instrument and Respective Classification in Condensed Consolidated Balance Sheets | The following table summarizes the fair values and the respective classification in the Condensed Consolidated Balance Sheets as of September 30, 2016 and December 31, 2015: Assets (Liabilities) Interest Rate Swap Agreements Balance Sheet Classification September 30, 2016 December 31, 2015 Designated as hedges Other long-term liabilities $ (18,972 ) $ (12,107 ) Designated as hedges Other assets 22 118 $ (18,950 ) $ (11,989 ) |
Schedule of Interest Expense Recognized on Derivative | In order to represent the ineffective portion of interest rate swap agreements designated as hedges, the Company recognized in interest expense the following in the three and nine months ended September 30, 2016 and 2015: Derivatives in ASC 815-20 Cash Flow Hedging Relationships Location of Gain (Loss) Recognized in Income on Derivative (Ineffective Portion) Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Interest rate swap agreements Interest expense (income) $ (153 ) $ 14 $ 46 $ 30 $ (153 ) $ 14 $ 46 $ 30 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value on a Long-term debt | The following table presents the fair value as of September 30, 2016 and December 31, 2015 for the Company’s long-term debt: Long-Term Debt Fair Value Measurements Quoted Prices Other Unobservable Total September 30, 2016 Term B-1 Loans $ — $ 16,179 $ — $ 16,179 Term B-2 Loans — 799,505 — 799,505 Extended Term B-1 Loans — 139,140 — 139,140 2016 Extended Term Loans — 66,275 — 66,275 $ — $ 1,021,099 $ — $ 1,021,099 December 31, 2015 Term B-1 Loans $ — $ 106,360 $ — $ 106,360 Term B-2 Loans — 443,580 — 443,580 Extended Term B-1 Loans — 76,922 — 76,922 $ — $ 626,862 $ — $ 626,862 |
Financial Instruments Carried at Fair Value | The following table presents the amounts carried at fair value as of September 30, 2016 and December 31, 2015 for the Company’s other financial instruments. Recurring Fair Value Measurements Quoted Prices Other Unobservable (Level 3) Total September 30, 2016 Interest rate swap agreements $ — $ (18,950 ) $ — $ (18,950 ) $ — $ (18,950 ) $ — $ (18,950 ) December 31, 2015 Interest rate swap agreements $ — $ (11,989 ) $ — $ (11,989 ) $ — $ (11,989 ) $ — $ (11,989 ) |
Common Stock and Stock-Based 32
Common Stock and Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Share Based Compensation Activity of Option and Non-option Instruments | Options Weighted Restricted Weighted Performance Weighted Outstanding at December 31, 2015 16,277 $ 6.28 579 $ 10.45 — $ — Granted 1,740 2.24 1,025 2.42 481 2.27 Exercised (1,729 ) 2.34 (14 ) 8.83 — — Forfeited (475 ) 8.53 (116 ) 6.98 (23 ) 2.04 Expired (697 ) 8.64 — — — — Outstanding at September 30, 2016 15,116 $ 6.07 1,474 $ 5.11 458 $ 2.28 |
Defined Benefit Plans (Tables)
Defined Benefit Plans (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Net Periodic Benefit Cost [Member] | |
Summary of Defined Benefit Plans | Net periodic benefit cost recognized for other Company defined benefit pension plans for the three and nine months ended September 30, 2016 and 2015 is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Components of net periodic benefit cost Service cost $ 21 27 $ 63 $ 81 Interest cost 87 85 261 255 Expected return on plan assets (120 ) (127 ) (360 ) (381 ) Amortization of prior service cost — 4 — 12 Amortization of net actuarial loss 66 70 175 210 Net periodic benefit cost $ 54 $ 59 $ 139 $ 177 |
Accumulated Other Comprehensi34
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Income (Loss) | The components of accumulated other comprehensive income (loss) attributable to Fairmount Santrol Holdings Inc. at September 30, 2016 and December 31, 2015 were as follows: September 30, 2016 Gross Tax Effect Net Amount Foreign currency translation $ (10,392 ) $ 2,012 $ (8,380 ) Additional pension liability (3,840 ) 1,464 (2,376 ) Unrealized gain (loss) on interest rate hedges (17,449 ) 6,229 (11,220 ) $ (31,681 ) $ 9,705 $ (21,976 ) December 31, 2015 Gross Tax Effect Net Amount Foreign currency translation $ (10,030 ) $ 1,318 $ (8,712 ) Additional pension liability (4,014 ) 1,464 (2,550 ) Unrealized gain (loss) on interest rate hedges (10,128 ) 3,697 (6,431 ) $ (24,172 ) $ 6,479 $ (17,693 ) |
Changes in Accumulated Other Comprehensive Income by Component | The following table presents the changes in accumulated other comprehensive income by component for the nine months ended September 30, 2016: Nine Months Ended September 30, 2016 Unrealized Foreign Additional gain (loss) currency pension on interest translation liability rate hedges Total Beginning balance $ (8,712 ) $ (2,550 ) $ (6,431 ) $ (17,693 ) Other comprehensive income (loss) before reclassifications 332 — (8,015 ) (7,683 ) Amounts reclassified from accumulated other comprehensive income (loss) — 174 3,226 3,400 Ending balance $ (8,380 ) $ (2,376 ) $ (11,220 ) $ (21,976 ) |
Reclassifications out of Accumulated Comprehensive Income | The following table presents the reclassifications out of accumulated other comprehensive income during the nine months ended September 30, 2016: Amount reclassified from accumulated other comprehensive Affected line item on Details about accumulated other comprehensive income income the statement of income Change in fair value of derivative swap agreements Interest rate hedging contracts $ 4,963 Interest expense Tax effect (1,738 ) Tax expense (benefit) $ 3,225 Net of tax Amortization of pension obligations Prior service cost $ — Cost of sales Actuarial losses 175 Cost of sales 175 Total before tax Tax effect — Tax expense 175 Net of tax Total reclassifications for the period $ 3,400 Net of tax |
Commitments and Contingent Li35
Commitments and Contingent Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Change in Future Purchase Commitments | The following table shows the change in future purchase commitments as a result of these negotiations: Payments Due by Period Total Less than 1 Year 1-3 Years 3-5 Years More than 5 Years Original purchase obligations $ 181,968 $ — $ 181,968 $ — $ — Purchase commitment increase (decrease) (45,512 ) — (181,968 ) 136,456 — Revised purchase commitments $ 136,456 $ — $ — $ 136,456 $ — |
Schedule of Change in Future Minimum Operating Lease Payments | The modified future minimum operating lease payments and associated changes are as follows: 2021 and Equipment lease expense 2016 2017 2018 2019 2020 Thereafter December 31, 2015 $ 57,536 $ 47,402 $ 39,610 $ 25,408 $ 13,291 $ 46,579 Future minimum lease expense increase (decrease) from railcar negotiations (2,064 ) (3,707 ) 1,349 11,897 20,189 63,901 Modified future lease expense $ 55,472 $ 43,695 $ 40,959 $ 37,305 $ 33,480 $ 110,480 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Summarized Financial Information for Reportable Segments | Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Revenues Proppant Solutions $ 103,140 $ 141,584 $ 302,705 $ 602,603 Industrial & Recreational Products 31,635 29,366 91,777 91,160 Total revenues 134,775 170,950 394,482 693,763 Segment gross margin Proppant Solutions 6,356 26,788 9,419 160,492 Industrial & Recreational Products 13,546 12,483 37,597 33,914 Total segment gross margin 19,902 39,271 47,016 194,406 Operating expenses excluded from segment gross margin Selling, general, and administrative 15,443 18,314 53,194 61,538 Depreciation, depletion, and amortization 17,759 15,260 54,401 47,759 Stock compensation expense 1,799 2,679 7,366 7,180 Asset impairments — 4,169 90,654 10,644 Restructuring charges — 284 1,155 8,957 Other operating expense (income) 9,362 (878 ) 9,266 (278 ) Interest expense, net 16,175 15,963 50,043 46,165 Other non-operating expense (income) — 1,492 (5 ) 1,492 Income (loss) before provision for income taxes $ (40,636 ) $ (18,012 ) $ (219,058 ) $ 10,949 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Summary of Restructuring Costs Recognized | A summary of the restructuring costs recognized for the nine months ended September 30, 2016 and 2015, respectively, is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Restructuring charges Workforce reduction costs, including one-time severance payments $ — $ 284 $ 1,155 $ 1,009 Other exit costs, including multiemployer pension plan withdrawal liability and additional cash costs to exit facilities — — — 7,948 Total restructuring charges $ — $ 284 $ 1,155 $ 8,957 |
Summary of Restructuring and Costs by Operating Segment | A summary of the restructuring costs by operating segment is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Restructuring charges Proppant Solutions $ — $ — $ — $ 1,162 Industrial & Recreational Products — — — 6,786 Corporate — 284 1,155 1,009 Total restructuring charges $ — $ 284 $ 1,155 $ 8,957 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 6,721 | $ 10,145 |
Work-in-process | 12,262 | 14,613 |
Finished goods | 36,767 | 48,648 |
Inventory gross | 55,750 | 73,406 |
Less: LIFO reserve | (2,596) | (2,912) |
Inventories | $ 53,154 | $ 70,494 |
Property, Plant, and Equipmen39
Property, Plant, and Equipment - Schedule of Property, Plant, and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | $ 1,107,367 | $ 1,194,138 |
Accumulated depletion and depreciation | (363,368) | (323,141) |
Property, plant, and equipment, net | 743,999 | 870,997 |
Land and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 85,289 | 82,966 |
Mineral Reserves and Mine Development [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 249,714 | 323,691 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 577,240 | 575,034 |
Buildings and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 153,615 | 171,791 |
Furniture, Fixtures and Other [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 3,450 | 3,609 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | $ 38,059 | $ 37,047 |
Property, Plant, and Equipmen40
Property, Plant, and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Property Plant And Equipment Capitalized Interest Costs [Abstract] | ||||
Asset impairments | $ 0 | $ 4,169 | $ 90,654 | $ 10,644 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Industrial Revenue bond | $ 10,000 | $ 10,000 |
Revolving credit facility and other | 88 | 101 |
Capital leases, net | 4,514 | 9,301 |
Deferred financing costs, net | (11,521) | (14,710) |
Long term debt | 1,144,082 | 1,223,106 |
Long term debt | 1,144,082 | 1,223,106 |
Less: current portion | (30,394) | (17,385) |
Long-term debt including leases | 1,113,688 | 1,205,721 |
Term B-1 Loans [Member] | ||
Debt Instrument [Line Items] | ||
Term Loans | 16,754 | 156,134 |
Revolving credit facility and other | 156,012 | |
Term B-2 Loans [Member] | ||
Debt Instrument [Line Items] | ||
Term Loans | 896,029 | 902,402 |
Extended Term B-1 Loans [Member] | ||
Debt Instrument [Line Items] | ||
Term Loans | 158,716 | $ 159,878 |
2016 Extended Term Loans [Member] | ||
Debt Instrument [Line Items] | ||
Term Loans | 69,502 | |
Revolving credit facility and other | $ 156,012 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) - USD ($) | Sep. 30, 2016 | Apr. 28, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Oct. 17, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||||||
Applicable margin on interest rate | 0.91% | |||||
Outstanding term loans | $ 88,000 | $ 88,000 | $ 101,000 | |||
Debt instrument borrowings, maturity date | Sep. 1, 2027 | |||||
Prepayment of accrued interest | $ 227,000 | |||||
Prepayment of principal amount | $ 69,580,000 | |||||
Outstanding letters of credit | 13,818,000 | $ 13,818,000 | ||||
Industrial revenue bond outstanding | 10,000,000 | 10,000,000 | ||||
Letter of credit | 10,000,000 | 10,000,000 | ||||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Available capacity remaining on the revolving credit facility | $ 17,432,000 | $ 17,432,000 | ||||
Revolving Credit Facility [Member] | Borrowings [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate of borrowings | 4.30% | 4.30% | ||||
3/17/2017 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding term loans | $ 16,723,000 | $ 16,723,000 | ||||
Debt instrument borrowings, maturity date | Mar. 17, 2017 | Mar. 17, 2017 | ||||
Term B-1 Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding term loans | $ 156,012,000 | $ 156,012,000 | ||||
Term B-1 Loans [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Applicable margin on interest rate | 2.50% | 2.50% | ||||
Term B-1 Loans [Member] | Eurodollar [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Applicable margin on interest rate | 3.50% | 3.50% | ||||
Floor rate | 0.00% | |||||
Term B-1 Loans [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate of borrowings | 4.40% | 4.40% | ||||
Term B-1 Loans [Member] | 3/17/2017 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding term loans | $ 154,812,000 | $ 154,812,000 | ||||
Term B-2 Loans [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Applicable margin on interest rate | 2.50% | 2.50% | ||||
Term B-2 Loans [Member] | Eurodollar [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Applicable margin on interest rate | 3.50% | 3.50% | ||||
Floor rate | 1.00% | |||||
Term B-2 Loans [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate of borrowings | 4.50% | 4.50% | ||||
2013 Pre Amendment [Member] | Revolving Credit Facility [Member] | US [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total Revolving Credit Facility commitment | $ 124,000,000 | |||||
2013 Amended Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Leverage ratio | 96.00% | |||||
2013 Amended Credit Agreement [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total Revolving Credit Facility commitment | 31,250,000 | |||||
2013 Amended Credit Agreement [Member] | Revolving Credit Facility [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding term loans | 31,250,000 | |||||
2013 Amended Credit Agreement [Member] | Revolving Credit Facility [Member] | US [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total Revolving Credit Facility commitment | 99,000,000 | |||||
2013 Amended Credit Agreement [Member] | Revolving Credit Facility [Member] | Canada [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total Revolving Credit Facility commitment | 1,000,000 | |||||
2013 Amended Credit Agreement [Member] | Period from Third Quarter of 2015 to Fourth Quarter of 2016 [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total Revolving Credit Facility commitment | $ 40,000,000 | |||||
2013 Amended Credit Agreement [Member] | Period from Third Quarter of 2015 to Fourth Quarter of 2016 [Member] | Revolving Credit Facility [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Leverage ratio | 475.00% | |||||
2013 Amended Credit Agreement [Member] | First Quarter of 2017 [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total Revolving Credit Facility commitment | $ 100,000,000 | |||||
2013 Amended Credit Agreement [Member] | First Quarter of 2017 [Member] | Revolving Credit Facility [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Leverage ratio | 650.00% | |||||
2013 Amended Credit Agreement [Member] | Fourth Quarter of 2017 [Member] | Revolving Credit Facility [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Leverage ratio | 475.00% | |||||
2016 Extended Term Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding term loans | $ 156,012,000 | $ 156,012,000 | ||||
Debt instrument borrowings, maturity date | Jul. 15, 2018 | |||||
2016 Extended Term Loans [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Applicable margin on interest rate | 2.50% | |||||
2016 Extended Term Loans [Member] | Eurodollar [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Applicable margin on interest rate | 3.50% | |||||
Floor rate | 1.00% | |||||
2016 Extended Term Loans [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate of borrowings | 4.50% | 4.50% | ||||
2016 Extended Term Loans [Member] | 3/17/2017 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding term loans | $ 16,723,000 | $ 16,723,000 | ||||
Extended Term B-1 Loans [Member] | Subsequent Event [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Repurchases of term loans | $ 3,000,000 | |||||
Repurchased term loan as percentage of par | 91.50% | |||||
Extended Term B-1 Loans [Member] | Eurodollar [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Applicable margin on interest rate | 3.50% | |||||
Floor rate | 1.00% | |||||
Extended Term B-1 Loans [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate of borrowings | 4.50% | 4.50% |
Long-Term Debt - Summary of Cha
Long-Term Debt - Summary of Change in Maturities of Term Loans (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Apr. 28, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||||
Due Date | Sep. 1, 2027 | |||
Principal Payments | $ 88 | $ 88 | $ 101 | |
4/28/2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Due Date | Apr. 28, 2016 | |||
6/30/2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Due Date | Jun. 30, 2016 | |||
9/30/2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Due Date | Sep. 30, 2016 | |||
12/31/2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Due Date | Dec. 31, 2016 | |||
3/17/2017 [Member] | ||||
Debt Instrument [Line Items] | ||||
Due Date | Mar. 17, 2017 | Mar. 17, 2017 | ||
Principal Payments | $ 16,723 | $ 16,723 | ||
7/15/2018 [Member] | ||||
Debt Instrument [Line Items] | ||||
Due Date | Jul. 15, 2018 | |||
Term B-1 Loans [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal Payments | 156,012 | $ 156,012 | ||
Term B-1 Loans [Member] | 6/30/2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal Payments | 400 | 400 | ||
Term B-1 Loans [Member] | 9/30/2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal Payments | 400 | 400 | ||
Term B-1 Loans [Member] | 12/31/2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal Payments | 400 | 400 | ||
Term B-1 Loans [Member] | 3/17/2017 [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal Payments | 154,812 | 154,812 | ||
2016 Extended Term Loans [Member] | ||||
Debt Instrument [Line Items] | ||||
Due Date | Jul. 15, 2018 | |||
Principal Payments | 156,012 | 156,012 | ||
2016 Extended Term Loans [Member] | 4/28/2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal Payments | 69,580 | 69,580 | ||
2016 Extended Term Loans [Member] | 6/30/2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal Payments | 43 | 43 | ||
2016 Extended Term Loans [Member] | 9/30/2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal Payments | 43 | 43 | ||
2016 Extended Term Loans [Member] | 12/31/2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal Payments | 43 | 43 | ||
2016 Extended Term Loans [Member] | 3/17/2017 [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal Payments | 16,723 | 16,723 | ||
2016 Extended Term Loans [Member] | 7/15/2018 [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal Payments | $ 69,580 | $ 69,580 |
Earnings (Loss) per Share - Com
Earnings (Loss) per Share - Computation of Basic and Diluted Earnings (Loss) per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Numerator: | ||||
Net loss attributable to Fairmount Santrol Holdings Inc. | $ (20,625) | $ (46,200) | $ (120,287) | $ (1,304) |
Denominator: | ||||
Basic weighted average shares outstanding | 183,620,000 | 161,413,000 | 168,904,000 | 161,241,000 |
Dilutive effect of employee stock options, RSUs, and PRSUs | 0 | 0 | 0 | 0 |
Diluted weighted average shares outstanding | 183,620,000 | 161,413,000 | 168,904,000 | 161,241,000 |
Loss per common share - basic | $ (0.11) | $ (0.29) | $ (0.71) | $ (0.01) |
Loss per common share - diluted | $ (0.11) | $ (0.29) | $ (0.71) | $ (0.01) |
Derivative Instruments - Additi
Derivative Instruments - Additional Information (Detail) - Interest Rate Swap Agreements [Member] - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Sep. 30, 2017 | |
Derivative [Line Items] | ||
Notional amount of swap agreements | $ 525,225,000 | |
Current notional amount as percent of term debt outstanding | 46.00% | |
Scenario, Forecast [Member] | Interest Expense [Member] | ||
Derivative [Line Items] | ||
Reclassification from Accumulated other comprehensive income (loss) | $ 6,982,000 | |
Minimum [Member] | ||
Derivative [Line Items] | ||
Derivative variable interest rate | 0.83% | |
Interest rate swap agreement, maturity date | Mar. 15, 2017 | |
Maximum [Member] | ||
Derivative [Line Items] | ||
Derivative variable interest rate | 3.115% | |
Interest rate swap agreement, maturity date | Sep. 5, 2019 |
Derivative Instruments - Fair V
Derivative Instruments - Fair Values of Derivative Instrument and Respective Classification in Condensed Consolidated Balance Sheets (Detail) - Interest Rate Swap Agreements [Member] - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Derivatives, Fair Value [Line Items] | ||
Derivative, fair value | $ (18,950) | $ (11,989) |
Designated as Hedges [Member] | Other Long-Term Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | (18,972) | (12,107) |
Designated as Hedges [Member] | Other Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 22 | $ 118 |
Derivative Instruments - Schedu
Derivative Instruments - Schedule of Interest Expense Derivatives (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Derivatives, Fair Value [Line Items] | ||||
Interest expense (income) | $ (16,175) | $ (15,963) | $ (50,043) | $ (46,165) |
Interest Rate Swap Agreements [Member] | Accumulated Net Gain (Loss) from Cash Flow Hedges Including Portion Attributable to Noncontrolling Interest [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Interest expense (income) | (153) | 14 | 46 | 30 |
Interest Rate Swap Agreements [Member] | Accumulated Net Gain (Loss) from Cash Flow Hedges Including Portion Attributable to Noncontrolling Interest [Member] | Interest Income Expense [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Interest expense (income) | $ (153) | $ 14 | $ 46 | $ 30 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value on a Long-term debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of long term debt | $ 1,021,099 | $ 626,862 |
Term B-1 Loans [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of long term debt | 16,179 | 106,360 |
Term B-2 Loans [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of long term debt | 799,505 | 443,580 |
Extended Term B-1 Loans [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of long term debt | 139,140 | 76,922 |
2016 Extended Term Loans [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of long term debt | 66,275 | |
Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of long term debt | 1,021,099 | 626,862 |
Other Observable Inputs (Level 2) [Member] | Term B-1 Loans [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of long term debt | 16,179 | 106,360 |
Other Observable Inputs (Level 2) [Member] | Term B-2 Loans [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of long term debt | 799,505 | 443,580 |
Other Observable Inputs (Level 2) [Member] | Extended Term B-1 Loans [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of long term debt | 139,140 | $ 76,922 |
Other Observable Inputs (Level 2) [Member] | 2016 Extended Term Loans [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of long term debt | $ 66,275 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Instruments Carried at Fair Value (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Interest Rate Swap Agreements [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap agreements | $ (18,950) | $ (11,989) |
Recurring Fair Value Measurements [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value, Net Asset (Liability) | (18,950) | (11,989) |
Recurring Fair Value Measurements [Member] | Interest Rate Swap Agreements [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap agreements | (18,950) | (11,989) |
Other Observable Inputs (Level 2) [Member] | Recurring Fair Value Measurements [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value, Net Asset (Liability) | (18,950) | (11,989) |
Other Observable Inputs (Level 2) [Member] | Recurring Fair Value Measurements [Member] | Interest Rate Swap Agreements [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap agreements | $ (18,950) | $ (11,989) |
Common Stock and Stock Based Co
Common Stock and Stock Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |
Jun. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted to purchase | 1,740 | 1,631 | |
Average grant date fair value of options issued | $ 2.24 | $ 3.96 | |
Performance restricted stock units issued | 1,025 | 363 | |
Stock compensation expense related to modification of retirement provisions | $ 2,135 | ||
Modification of retirement provision, description | The modification allows retirement-eligible participants (defined as age 55, plus 10 years of service) to continue to vest in options following retirement, and also allows retired participants to exercise options for up to 10 years from grant date. | ||
Retired participants options exercise period from grant date | 10 years | ||
Performance Restricted Stock Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Performance restricted stock units issued | 481 | 0 |
Common Stock and Stock Based 51
Common Stock and Stock Based Compensation - Summary of Share Based Compensation Activity of Option and Non-option Instruments (Detail) - $ / shares shares in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options, Outstanding Beginning Balance | 16,277 | |
Options, Granted | 1,740 | 1,631 |
Options, Exercised | (1,729) | |
Options, Forfeited | (475) | |
Options, Expired | (697) | |
Options, Outstanding Ending Balance | 15,116 | |
Weighted Average Exercise Price, Option, Outstanding Beginning Balance | $ 6.28 | |
Weighted Average Exercise Price, Option, Granted | 2.24 | |
Weighted Average Exercise Price, Option, Exercised | 2.34 | |
Weighted Average Exercise Price, Option, Forfeited | 8.53 | |
Weighted Average Exercise Price, Option, Expired | 8.64 | |
Weighted Average Exercise Price, Option, Outstanding Ending Balance | $ 6.07 | |
Restricted Stock Units (RSUs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance Restricted Stock Units, Outstanding Beginning Balance | 579 | |
Performance Restricted Stock Units, Granted | 1,025 | |
Options, Exercised | (14) | |
Options, Forfeited | (116) | |
Performance Restricted Stock Units, Outstanding Ending Balance | 1,474 | |
Weighted Average Price at PRSU Issue Date, Outstanding Beginning Balance | $ 10.45 | |
Weighted Average Price at PRSU Issue Date, Granted | 2.42 | |
Weighted Average Price at RSU Issue Date, Exercised | 8.83 | |
Weighted Average Price at PRSU Issue Date, Forfeited | 6.98 | |
Weighted Average Price at PRSU Issue Date, Outstanding Ending Balance | $ 5.11 | |
Performance Restricted Stock Units PRSU [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance Restricted Stock Units, Granted | 481 | |
Options, Forfeited | (23) | |
Performance Restricted Stock Units, Outstanding Ending Balance | 458 | |
Weighted Average Price at PRSU Issue Date, Granted | $ 2.27 | |
Weighted Average Price at PRSU Issue Date, Forfeited | 2.04 | |
Weighted Average Price at PRSU Issue Date, Outstanding Ending Balance | $ 2.28 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Provision (benefit) for income taxes | $ (20,013) | $ 28,117 | $ (98,786) | $ 12,057 |
Income (Loss) before income taxes | $ (40,636) | $ (18,012) | $ (219,058) | $ 10,949 |
Effective income tax rate | 49.20% | (156.10%) | 45.10% | 110.10% |
Defined Benefit Plans - Additio
Defined Benefit Plans - Additional Information (Detail) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016USD ($)Pension_Plan | Sep. 30, 2015USD ($) | |
Compensation and Retirement Disclosure [Abstract] | ||
Number of defined benefit pension plans | Pension_Plan | 2 | |
Pension and postretirement contributions | $ 59 | $ 48 |
Expected contribution for pension plan remaining fiscal year | $ 76 |
Defined Benefit Plans - Summary
Defined Benefit Plans - Summary of Defined Benefit Plans (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | ||||
Service cost | $ 21 | $ 27 | $ 63 | $ 81 |
Interest cost | 87 | 85 | 261 | 255 |
Expected return on plan assets | (120) | (127) | (360) | (381) |
Amortization of prior service cost | 4 | 12 | ||
Amortization of net actuarial loss | 66 | 70 | 175 | 210 |
Net periodic benefit cost | $ 54 | $ 59 | $ 139 | $ 177 |
Accumulated Other Comprehensi55
Accumulated Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss), Gross | $ (31,681) | $ (24,172) |
Accumulated other comprehensive income (loss), Tax Effect | 9,705 | 6,479 |
Accumulated other comprehensive income (loss) | (21,976) | (17,693) |
Foreign Currency Translation [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss), Gross | (10,392) | (10,030) |
Accumulated other comprehensive income (loss), Tax Effect | 2,012 | 1,318 |
Accumulated other comprehensive income (loss) | (8,380) | (8,712) |
Additional Pension Liability [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss), Gross | (3,840) | (4,014) |
Accumulated other comprehensive income (loss), Tax Effect | 1,464 | 1,464 |
Accumulated other comprehensive income (loss) | (2,376) | (2,550) |
Unrealized Gain (Loss) on Interest Rate Hedges [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss), Gross | (17,449) | (10,128) |
Accumulated other comprehensive income (loss), Tax Effect | 6,229 | 3,697 |
Accumulated other comprehensive income (loss) | $ (11,220) | $ (6,431) |
Accumulated Other Comprehensi56
Accumulated Other Comprehensive Income (Loss) - Changes in Accumulated Other Comprehensive Income by Component (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | $ (17,693) |
Other comprehensive income (loss) before reclassifications | (7,683) |
Amounts reclassified from accumulated other comprehensive income (loss) | 3,400 |
Ending balance | (21,976) |
Foreign Currency Translation [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | (8,712) |
Other comprehensive income (loss) before reclassifications | 332 |
Ending balance | (8,380) |
Additional Pension Liability [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | (2,550) |
Amounts reclassified from accumulated other comprehensive income (loss) | 174 |
Ending balance | (2,376) |
Unrealized Gain (Loss) on Interest Rate Hedges [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | (6,431) |
Other comprehensive income (loss) before reclassifications | (8,015) |
Amounts reclassified from accumulated other comprehensive income (loss) | 3,226 |
Ending balance | $ (11,220) |
Accumulated Other Comprehensi57
Accumulated Other Comprehensive Income (Loss) - Reclassifications out of Accumulated Comprehensive Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total before tax | $ (40,636) | $ (18,012) | $ (219,058) | $ 10,949 |
Tax expense (benefit) | (20,013) | 28,117 | (98,786) | 12,057 |
Net loss | (20,623) | (46,129) | (120,272) | (1,108) |
Cost of sales | $ 114,873 | $ 131,679 | 347,466 | $ 499,357 |
Reclassification Out of Accumulated Other Comprehensive Income [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net loss | 3,400 | |||
Reclassification Out of Accumulated Other Comprehensive Income [Member] | Unrealized Gain (Loss) on Interest Rate Hedges [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Interest expense | 4,963 | |||
Tax expense (benefit) | (1,738) | |||
Net loss | (3,225) | |||
Reclassification Out of Accumulated Other Comprehensive Income [Member] | Accumulated Defined Benefit Plans Adjustment, Net Unamortized Gain (Loss) [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Cost of sales | 175 | |||
Reclassification Out of Accumulated Other Comprehensive Income [Member] | Additional Pension Liability [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total before tax | 175 | |||
Net loss | $ 175 |
Commitments and Contingent Li58
Commitments and Contingent Liabilities - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 17, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Commitments and Contingencies [Line Items] | |||
Rent expense for lease | $ 51,130 | $ 50,681 | |
Fees paid to lessors | 9,800 | ||
Purchase commitments due in 2017 and 2018 cancelled | 49,500 | ||
Purchase commitments deferred | 136,500 | ||
Future Railcar Purchase Price Increases [Member] | |||
Commitments and Contingencies [Line Items] | |||
Purchase commitments deferred | $ 3,900 | ||
Self-Suspending Proppant LLC [Member] | |||
Commitments and Contingencies [Line Items] | |||
Commitment period of sales | 5 years | ||
Commitment commencing date | Oct. 1, 2015 | ||
Aggregate earnout payment from the two-year period ending October 1, 2017 until the three-year period ending October 1, 2018 | $ 45,000 | ||
Aggregate earnout payment during the two-year period ending October 1, 2017 | $ 15,000 | ||
Security interest percentage of equity in contingent consideration | 51.00% | ||
Contingent consideration | $ 195,000 | ||
Contingent consideration accrued and capitalized | $ 1,537 |
Commitments and Contingent Li59
Commitments and Contingent Liabilities - Change in Future Purchase Commitments (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Future Purchase Commitments [Line Items] | |
Total | $ 136,456 |
Payments Due by Period Less than 1 Year | 0 |
Payments Due by Period 3-5 Years | 136,456 |
Payments Due by Period More than 5 Years | 0 |
Purchase commitment increase (decrease), Total | (45,512) |
Purchase commitment increase (decrease), Payments Due by Period Less than 1 Year | 0 |
Purchase commitment increase (decrease), Payments Due by Period 1-3 Years | (181,968) |
Purchase commitment increase (decrease), Payments Due by Period 3-5 Years | 136,456 |
Purchase commitment increase (decrease), Payments Due by Period More than 5 Years | 0 |
Before Modification [Member] | |
Future Purchase Commitments [Line Items] | |
Total | 181,968 |
Payments Due by Period Less than 1 Year | 0 |
Payments Due by Period 1-3 Years | 181,968 |
Payments Due by Period More than 5 Years | $ 0 |
Commitments and Contingent Li60
Commitments and Contingent Liabilities - Schedule of Change in Future Minimum Operating Lease Payments (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Schedule Of Future Minimum Rental Payments For Operating Leases [Line Items] | |
2,016 | $ 55,472 |
2,017 | 43,695 |
2,018 | 40,959 |
2,019 | 37,305 |
2,020 | 33,480 |
2021 and Thereafter | 110,480 |
Future minimum lease payment increase (decrease), 2016 | (2,064) |
Future minimum lease payment increase (decrease), 2017 | (3,707) |
Future minimum lease payment increase (decrease), 2018 | 1,349 |
Future minimum lease payment increase (decrease), 2019 | 11,897 |
Future minimum lease payment increase (decrease), 2020 | 20,189 |
Future minimum lease payment increase (decrease), 2021 and Thereafter | 63,901 |
Before Modification [Member] | |
Schedule Of Future Minimum Rental Payments For Operating Leases [Line Items] | |
2,016 | 57,536 |
2,017 | 47,402 |
2,018 | 39,610 |
2,019 | 25,408 |
2,020 | 13,291 |
2021 and Thereafter | $ 46,579 |
Transactions with Related Par61
Transactions with Related Parties - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Affiliated Entity [Member] | ||
Related Party Transaction [Line Items] | ||
Purchases from an affiliated entity | $ 503 | $ 176 |
American Securities [Member] | ||
Related Party Transaction [Line Items] | ||
Management fees and expense payment | $ 209 | $ 85 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2016Segments | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Segment Reporting - Summarized
Segment Reporting - Summarized Financial Information for Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenues | ||||
Revenues | $ 134,775 | $ 170,950 | $ 394,482 | $ 693,763 |
Segment gross margin | ||||
Segment gross margin | 19,902 | 39,271 | 47,016 | 194,406 |
Operating expenses excluded from segment gross margin | ||||
Selling, general, and administrative | 15,443 | 18,314 | 53,194 | 61,538 |
Depreciation, depletion, and amortization | 17,759 | 15,260 | 54,401 | 47,759 |
Stock compensation expense | 1,799 | 2,679 | 7,366 | 7,180 |
Asset impairments | 0 | 4,169 | 90,654 | 10,644 |
Restructuring charges | 284 | 1,155 | 8,957 | |
Other operating expense (income) | 9,362 | (878) | 9,266 | (278) |
Interest expense, net | 16,175 | 15,963 | 50,043 | 46,165 |
Other non-operating expense (income) | 1,492 | (5) | 1,492 | |
Income (loss) before provision for income taxes | (40,636) | (18,012) | (219,058) | 10,949 |
Proppant Solutions [Member] | ||||
Revenues | ||||
Revenues | 103,140 | 141,584 | 302,705 | 602,603 |
Segment gross margin | ||||
Segment gross margin | 6,356 | 26,788 | 9,419 | 160,492 |
Industrial & Recreational Products [Member] | ||||
Revenues | ||||
Revenues | 31,635 | 29,366 | 91,777 | 91,160 |
Segment gross margin | ||||
Segment gross margin | $ 13,546 | $ 12,483 | $ 37,597 | $ 33,914 |
Restructuring Charges - Summary
Restructuring Charges - Summary of Restructuring Costs Recognized (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Restructuring charges | |||
Workforce reduction costs, including one-time severance payments | $ 284 | $ 1,155 | $ 1,009 |
Other exit costs, including multiemployer pension plan withdrawal liability and additional cash costs to exit facilities | 7,948 | ||
Total restructuring charges | $ 284 | $ 1,155 | $ 8,957 |
Restructuring Charges - Summa65
Restructuring Charges - Summary of Restructuring Costs by Operating Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring charges | $ 284 | $ 1,155 | $ 8,957 |
Operating Segments [Member] | Proppant Solutions [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring charges | 1,162 | ||
Operating Segments [Member] | Industrial & Recreational Products [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring charges | 6,786 | ||
Corporate, Non-Segment [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring charges | $ 284 | $ 1,155 | $ 1,009 |
Indefinite-Lived Intangibles -
Indefinite-Lived Intangibles - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Goodwill [Line Items] | ||
Goodwill | $ 15,301 | $ 15,301 |
Industrial & Recreational Products [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 15,301 | |
FTSI Supply Agreement [Member] | ||
Goodwill [Line Items] | ||
Supply agreement, net of accumulated amortization | $ 36,250 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) - USD ($) shares in Thousands, $ in Thousands | Oct. 25, 2016 | Oct. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Subsequent Event [Line Items] | ||||
Common stock, shares outstanding | 191,947 | 161,433 | ||
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Shares option to sell exercised by underwriters | 4,538 | |||
Proceeds from issuance of common stock, net | $ 277,000 | |||
Common stock, shares issued | 222,766 | |||
Common stock, shares outstanding | 222,766 | |||
Subsequent Event [Member] | Common Stock [Member] | ||||
Subsequent Event [Line Items] | ||||
Shares sold | 30,250 |